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ANNUAL REPORT FY2019
For the financial year ended 31 March 2019
BRINGING VALUE INVESTING TO THE WORLD
1
CONTENTS
Our Core Values
Chairman’s Message
Board of Directors
Key Management
Financial & Operations Review
Corporate Structure
General Information
Remuneration Report
Directors’ Statement
Independent Auditors’ Report
Consolidated Statement of
Financial Position
Statement of Financial Position
– Company
Consolidated Statement of
Comprehensive Income
Consolidated Statement of
Changes in Equity
Consolidated Statement of
Cash Flows
1
4
5
7
8
13
14
15
18
20
24
25
26
27
30
Notes to the Financial Statements 31
Additional Information
79
WealthPark Animals are symbols used
under
the WealthPark platform which
represent key characteristics of the different
types of companies. The Cheetah shown
here represents fast-growing companies.
For the full list of animal classfications,
please refer to the back cover page.
About 8VIC Holdings Limited
8VIC Holdings Ltd (“8VIC”) is one of Singapore’s foremost financial education and training
providers. Under the brand name of Value Investing College, 8VIC is the leading financial education
provider in the discipline of value investing in Singapore and Malaysia.
With offices in Singapore, Malaysia, Taiwan and Thailand, 8VIC currently supports a community of
over 15,000 value investors from 29 cities globally.
2
Our Core
Values
We do what we think & say
We enjoy what we do
We take care of one another like family
We uphold the trust of our stakeholders
We work towards mastery without
invalidation of self & others
We are value-conscious for the price paid
We keep our hearts & minds open
We make it simple
Lynne Chai
Cheshire Cat
Human Capital Manager
1
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Regional Leader in
Financial Education
Discover Time Tested
Strategies to Grow Your
Wealth & Income
Get Started With A
Complimentary Masterclass
Value Investing College
2
Towards
Digital
3
Find out how to make
investments Smarter, Faster
and Easier with WealthPark
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Chairman’s Message
Dear Shareholders,
FY2019 has been a year of transition to the next stage
of our Group’s development. There are significant
changes experienced at our business level, our strategy
evolution, and our financial results. This includes the
sale of Digimatic Group, renaming of the Group to 8VIC
Holdings Limited (ASX:8VI) and a refocus on financial
education and value investing. We have also appointed
Mr Ken Chee as CEO to spearhead the active
transformation of the business from 1st Jan 2019 and I
expect things to take a turn for the better under his
leadership.
Together with our parent company, 8I Holdings Ltd
(ASX:8IH), we undertook a strategic and financial
investment into WealthPark, a financial technology tool,
to support our community and to make investments
Smarter, Faster and Easier for value investors all
around the region and the world. This will also support
in the expansion of our ecosystem, community as well
as to magnify our presence in the region through a more
effective and efficient manner.
Towards the last quarter of FY2019, we carried out a
major restructuring of our local and overseas business
units and operations to better manage our cost structure.
We are seeing signs of improving cost management in
the area of marketing and our general overheads. In
addition, we have carried out a consolidation and
centralisation of our corporate services and functions,
as well as effected a pay freeze and no bonuses for the
entire management team within the financial year.
With the sale of the Digital & Marketing businesses, we
expect to experience a reduction in revenue as a Group.
Nevertheless with tighter costs control and prudent cost
management, I believe that this will set the foundation
for a more sustainable revenue growth moving forward
and be positive cash flow generative. As we continue
with our marketing activities and operations, we will be
more selective and streamlined in our efforts for both
local and overseas markets.
Despite all these changes, we have made much
progress in developing new initiatives, services and
improved processes (for more details, please refer to
the Financial and Operations Review). By focusing our
efforts on correction without invalidation and with a
commitment to excellence, I believe that a group of
ordinary individuals forming our team will be able to
move beyond our limits and achieving results beyond
the ordinary by constantly moving towards individual
and group mastery.
Clive Tan
Non-Executive Chairman
4
Clive Tan
Non-Executive Chairman
Clive Tan was appointed Non-Executive Chairman in
September 2015.
the National
Clive holds a Post-Graduate Diploma in Education
from
Institute of Education and
an Honours Degree in Mechanical and Production
the Nanyang Technological
Engineering
from
the University of
University. He also attended
Technology, Sydney
academic
an
on
exchange programme. He began his professional
career in the public education sector in Singapore.
As co-founder and executive director of parent
company, 8I Holdings Limited, Clive is familiar with the
strategic planning, business development, corporate
policies and risk management practices for the
financial
asset management
and
businesses.
education
Within 8VIC, Clive advises on corporate governance,
strategic planning and overall direction of the Group.
Board of Directors
Ken Chee
Executive Director &
Chief Executive Officer
Charles Mac
Non-Executive
Director
Chay Yiowmin
Non-Executive
Director
Clive Tan
Non-Executive
Chairman
Ken Chee
Executive Director & CEO
Ken Chee was appointed Executive Director & Chief Executive
Officer in January 2019. He is the co-founder of the Group and
sits on the board of parent company, 8I Holdings Ltd.
Ken graduated from the Singapore Polytechnic with a Diploma
in Banking and Financial Services, and the University of
Queensland with a Bachelor’s Degree
in Business
Administration. He also attended Columbia Business School in
New York and graduated from its Executive Program in Value
Investing.
Ken has more than 20 years of professional experience across
business development, operations, strategy and marketing
from his past roles, including Quicken (Singapore) and
Telekurs Financial. Prior to his current appointment, Ken held
executive and management roles in 8I Holdings Ltd and was
the originator and key trainer of its financial education
programmes. Currently CEO of 8VIC Holdings, he is involved
in driving the all-round growth of Value Investing College and
WealthPark; the Group’s financial education and technology
businesses.
Ken was awarded the Spirit of Enterprise, Honoree Award in
2005 by the President of Singapore for outstanding business
results. He is also a Young Presidents’ Organisation member
under the Singapore Chapter.
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
5
Charles Mac
Non-Executive Director
Charles Mac was appointed Non-Executive Director in May
2019. Charles has more than 18 years of IT corporate
experience, of which 15 years in the SAP Industry dealing
with multinational companies across the Asia Pacific
Region. He has held various leadership roles for large,
global multinational companies with extensive experience
in Team Management, Quality
across Asia Pacific
Management, Audits, Business Development and Contract
Deliveries
Charles is an Australian citizen and holds a Bachelor of
Computing (Information System) from Monash University.
Charles currently serves on the Board of Australian-listed
companies, 8I Holdings Limited and Ennox Group Limited
as a Non-Executive Director.
Charles Mac
Non-Executive Director
Board of Directors
Pauline Teo
Executive Director
Pauline Teo was appointed Executive Director in
January 2018.
Pauline graduated from the Nanyang Technological
University with a Master of Arts (Instructional Design and
Methodology) and a Bachelor in Business Studies. She
is based in Singapore and has more than 10 years’
experience working as a public servant, primarily in the
field of learning and development.
Pauline led a team of course developers and had the full
spectrum of experience in training and development,
ranging
learning-needs analysis
to outcome evaluation during her days with Singapore
Ministry of Defence and Civil Service College.
from conducting
Under her leadership, the Company is currently the
leading Financial Education provider in Singapore and
Malaysia, with presence in Thailand, Taiwan and
Australia. Pauline is involved in the management and
regional operations of the Company. She is also one of
the key speakers for the various programs, seminars and
coaching sessions that the Company undertakes.
Pauline Teo
Executive Director
6
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Gary Yeow
Director of 8VIC Malaysia
Gary Yeow is the Director of 8VIC Malaysia Sdn
Bhd. He has been with the Group since May 2012.
Gary graduated from Anglo-Chinese Secondary
School in Sitiawan, Malaysia and has over 30 years
of business experience. Prior to 8VIC, Gary held
the directorship of a building materials wholesale
and manufacturing business.
Within the Group, Gary oversees the planning and
implementation of marketing, operations and
business development strategies across
the
regional markets and 8VIC’s overseas expansion
activities.
Gary Yeow
Director of 8VIC Malaysia
Key Management
Dr. Daniel Kao
Chief Marketing Officer
Dr. Daniel Kao is the Chief Marketing Officer and
has been with 8VIC since June 2016.
Daniel graduated from the National University of
Singapore with Bachelors in Medicine and
Surgery (MBBS) in 2008. He was one of the key
figures responsible for the early growth of Value
Investing College and have since taken on
operational, marketing as well as management
roles under the Group.
Daniel currently oversees the digital customer
acquisition, product development and marketing
activities of 8VIC across its regional markets.
Dr. Daniel Kao
Chief Marketing Officer
7
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Financial and Operations Review
In the first 100 days of his appointment, Mr Chee’s main
objective was to reduce the losses through the
implementation of three main strategies:
1. Launch of WealthPark in VIB
The WeathPark tool was officially launched and
bundled as a core component of our flagship
programme, Value Investing Bootcamp (“VIB”).
WealthPark has been designed to optimise the VIB
learning experience and to complement an investor’s
journey from initial screening, analysis to investment
tracking. Covering 30,000 companies across 24
global markets, WealthPark is available in 7 different
languages and its annual subscription is the first step
towards a recurring revenue model for the Group.
2. Consolidation of overseas market expansion
We adopted the sprinkler strategy earlier on in our
overseas market expansion to test out the response
of the individual markets. Riding on the results of two
years’ of market feedback & operations in the
regional markets, the Group have since early 2019
scaled down on the launch of programmes in
comparatively
less profitable markets such as
Australia, Hong Kong and Japan and re-focus the
efforts in Singapore, Malaysia, Thailand and Taiwan.
3. Reduction of Inefficient Marketing Cost
With the rise in digital and social media marketing,
fake leads and fraud sign-ups has become more
common and this phenomenon has led to increased
customer acquisition costs. As various platforms (for
e.g. Facebook, Google and other internet marketing
channels) refine its respective algorithms, the team
has also worked tirelessly to navigate our way
around for better marketing solutioning, thereby
lowering our customer acquisition costs significantly
as we refocus on the key markets (i.e. Singapore,
Malaysia, Thailand and Taiwan) in FY2020.
FY2019 has been a year of sweeping change and
transformation for the Company with a number of key
developments including the divestiture of the previous
Digital and Marketing Businesses as well as a change
in key leadership for 8VIC.
Despite registering a growth in Revenue and Other
Income (FY2019: S$22.6 million), increased expenses
from marketing, administration and cost of sales and
services have eroded the Group’s profit margins. Aware
of
the management have since
embarked on a digital transformation and development
path to overcome the traditional earning challenges and
operational limitations in conventional education and
training businesses.
the challenges,
Sale of Digital and Marketing
businesses
The sale of the Digital and Marketing businesses
(namely Digimatic Media Pte Ltd, Digimatic Creatives
Pte Ltd, WEWE Media Group Ltd and Webbynomics
Pte Ltd) was tabled and passed with overwhelming
approval from the shareholders in the September 2018.
With the sale completed in the following month, the
Group was renamed 8VIC Holdings Ltd (with a new
ASX code: 8VI) to reflect its renewed focus on the
financial education and training business.
Appointment of new Group CEO
In the second half of the financial year, Mr Sean Seah
relinquished his leadership of the education business
under 8VIC Global Pte Ltd and in replacement, Mr Ken
Chee was nominated CEO of 8VIC Holdings on 1st
January 2019 to drive the Group’s business operations
and digital transformation efforts.
In the previous financial year, 8VIC embarked on an
aggressive expansion plan in overseas markets such as
Thailand, Taiwan, Japan, Australia and Hong Kong.
Although the Group registered a revenue growth of 26%,
the corresponding cost which amounted to S$24.2
million resulted in a net loss after tax of S$4.7 million,
mainly due to high cost of sales and services,
administrative and marketing expenses. As such, Mr
Chee and the current management team will be
exploring various
for our
expansion plans in the next 3 years to manage and
balance the increase between profit and revenue.
technology adoption
8
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
FY2019 Operational Overview
Value Investing Bootcamp
Enrolment (Cumulative)
18000
16000
14000
12000
10000
8000
6000
4000
2000
0
15560
FY2012
FY2013
FY2014
FY2015
FY2016
FY2017
FY2018
FY2019
Table 1 VIB Graduate Numbers (Cumulative)
Signature Programme: Value Investing Bootcamp
(“VIB”)
Our VIB graduates grew from 11,683 in FY2018 to the
current cumulative number of 15,560 graduates. This
represents a 33.2% growth from the previous year.
Signature Event: Value Investing Summit (“VIS”)
In its 8th year, VIS 2019 was held successfully in Kuala
Lumpur at Nexus Connexion Conference and Event
Centre, Bangsar South with an attendance of 1,100
participants. This is the first year that VIS was held out
of Singapore; a testament to the growing recognition
and popularity of value investing programmes in
Malaysia in the past 7 years.
As with past years, VIS 2019 saw renowned investors,
authors and business leaders from the US, China, India
and Australia, who shared their insights and experience
in value investing.
The keynote speakers at VIS 2019 included:
• Charlie Tian (Founder of GuruFocus);
• Sarah Fu (Veteran Chinese Financial Journalist and
exclusive Chinese media interviewer of Warren
Buffett);
• Jack Kouzi (Founder of VFS Group);
• Veteran value investors such as Vishal Khandelwal
(Value Investor and founder of SafalNiveshak.com);
and
• Dr Niwes Hemvachiravarakorn (Veteran Value
Investor and “Warren Buffett” of Thailand).
The event was a huge success with 500 tickets for VIS
2020 (to be held in Kuala Lumpur) sold before the end
of VIS 2019. As at 31 May 2019, 950 tickets have been
purchased and we expect to garner a crowd of 2,000 for
VIS 2020.
Figure 1 Speakers for Value Investing Summit 2019. Top row (from
left to right): Jack Kouzi, Charlie Tian, Clive Tan, Sarah Fu. Bottom
row (from left to right): Vishal Khandelwal, Ken Chee, Pauline Teo,
Dr Niwes Hemvachiravarakorn.
9
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Figure 3 Group photo of supporting cast & team members.
VIS 2019
Figure 2 Crowd engagement.
10
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
FY2019 Operational Overview
(continued)
Programme Invigoration
In our bid to promote holistic development that
complements our core programmes, we have also
incorporated a series of additional and new courses in
FY2019. Through ancillary programmes that cover a
diverse range of modules, this serves to not only
invigorate our offerings, but also to empower more
participants in undertaking positive changes in their
personal and wealth creation journey.
Edutainment: Money Money Home
from September
its media
and
Money Money Home Season 2 garnered a total of
to
1,272,300 unique viewers
November 2018 on Malaysia’s Satellite Pay TV Astro;
representing a 40% increase in viewership as compared
to its debut edition in 2017. Besides gaining traction on
air, Money Money Home has since established itself as
a lifestyle financial literacy brand, forming a prominent
presence
portal
through
online
(www.moneymoneyhome.my)
social media
platform (www.facebook.com/moneymoneyhome.my),
as well as on-ground engagement activities ranging
from family day, investing fair to property expo. One of
the notable achievements of Money Money Home and
the agency behind this fast-growing brand, 8VIC JooY
Media Sdn Bhd, is none other than its appointment by
Bursa Malaysia to kick off the stock exchange’s 2019
Retail Invest Year with an unprecedented cultural-
themed The Marketplace Fair @ Penang in January –
from conceptualization, branded content, digital
promotion to event execution. The event attracted over
8,000 families, as well as amateur and seasoned
investors.
The Marketplace Fair @ Penang Event Highlights:
https://www.facebook.com/moneymoneyhome.my/vide
os/332322764286763/
Money Money Home YouTube Channel:
https://www.youtube.com/channel/UCY7g9W_45uKuO
yJSTKpiYbA/featured
Figure 4 Banner ad for Money Money Home Season 2
Figure 5 Banner ad for iProperty x Money Money Home event
Figure 6 Bursa Malaysia x Money Money Home event - The
Marketplace Fair @ Penang
Figure 7 Bursa Malaysia x Money Money Home event - The
Marketplace Fair @ Penang
11
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Looking Ahead
We expect the operating environment to remain
challenging with competition creeping up. As we
navigate through unchartered territories of new foreign
market, online programmes and the latest WealthPark
initiative, we expect our paths ahead to be fraught with
challenges. Nevertheless, as long as the team remains
steadfast in its efforts, be quick to learn, adapt and
change, the management is hopeful that the Group
would find its way in mitigating these challenges as we
pursue our growth strategy.
Ms Pauline Teo
Executive Director
Strategic investment to transform
for the next decade
WealthPark (Joint Venture between 8IH and 8VIC)
8VIC’s strategic investment in WealthPark rides on the
know-how and development capabilities of parent
company, 8IH to serve 8VIC’s audience and retail
investors in different parts of the world.
WealthPark is developed as a financial and analytical
tool based on value investing methodologies and acts
as a proprietary framework to advocate investors’
control over their own financial goals by making
investments Smarter, Faster and Easier. With its
backend comprehensive data acquisition, WealthPark
makes sense of information and turns it into actionable
items for the users by generating specific analysis with
regards to the characteristics and hidden qualities of a
company.
Amongst the extensive features of WealthPark, some of
the main analytical features include:
a. WP Rating
To assess the risk rating of a business
b. Star Chart
To assess the financial strengths and performance
of a business
c. IV Line
To identify the value of a company or business
The Screener feature allows users to customize their
criteria when screening for companies which may be
included in a Watchlist, while the Portfolio feature allows
users to keep track of all their investments including
gains, losses and forex. In addition, VIC graduates
feature. Under
would enjoy an additional FREE
the
Resource, graduates are able
community’s calendar of events as well as case study
presentations and tutorials for continuous learning.
to access
In line with the launch of the WealthPark tool, VIC also
developed a WealthPark Supercharge Programme
(“WPSC”) to initiate and guide users in navigating and
maximising
the
WealthPark platform.
the capabilities and potential of
12
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Corporate Structure
13
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
General Information
As at 28 June 2019
Directors
Mr Clive Tan Che Koon (Non-Executive Chairman)
Mr Chee Kuan Tat, Ken (Executive Director)
Ms Pauline Teo Puay Lin (Executive Director)
Mr Charles Mac (Non-Executive Director)
Company secretary (Singapore) Ms Amanda Thum Sook Fun
Company secretary (Australia)
SmallCap Corporate Pty Ltd, Suite 6, 295 Rokeby Road, Subiaco
WA, Australia, 6008
Company registration number
201505599H
ARBN
605 944 198
Registered office (Singapore)
Goldbell Towers, 47 Scotts Road, #03-03/04, Singapore 228233
Tel: +65 6225 8480
Registered office (Australia)
C/- SmallCap Corporate Pty Ltd, Suite 6, 295 Rokeby Road,
Subiaco WA, Australia, 6008
Tel: +61 (8) 6555 2950
Fax: +61 (8) 6166 0261
Principal place of business
Goldbell Towers, 47 Scotts Road, #03-03/04, Singapore 228233
Share registrar
Link Market Services Limited
Level 4, Central Park 152-158 St Georges Terrace
Perth WA 6000
Stock exchange listing
8VIC Holdings Limited shares are listed on the Australian
Securities Exchange (ASX code: 8VI)
Website
www.8vicglobal.com
14
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Remuneration Report
This remuneration report set out information about the remuneration of 8VIC Holdings Limited’s key management
personnel for the financial year ended 31 March 2019. The term ‘key management personnel’ refer to those persons
having authority and responsibility for planning, directing, controlling the activities of the consolidated entity, directly
or indirectly, including any director (whether executive or otherwise) of the consolidated entity.
Remuneration policy
The remuneration policy of 8VIC Holdings Limited has been designed to align director and executive objectives with
shareholder and business objectives. The board of the Company believes the remuneration policy to be appropriate
and effective in its ability to attract and retain the best executives and directors to run and manage the Company and
Consolidated Group, as well as create goal congruence between directors, executives and shareholders.
All remuneration paid to directors and executives is valued at the cost to the Consolidated Group and expensed.
The names and positions of key management personnel of the Company and of the Consolidated Entity who have held
office during the financial year are:
Clive Tan Che Koon
Chee Kuan Tat, Ken
Pauline Teo Puay Lin
Charles Mac
Zane Robert Lewis
Gary Yeow Hin Lai
Daniel Kao Junyang
Sean Seah Weiming
Adrian Lim Boon Yeow
Non-Executive Chairman
Executive Director & Chief Executive Officer (Appointed on 1 January 2019)
Executive Director
Non-Executive Director (Appointed on 23 May 2019)
Non-Executive Director (Resigned on 23 May 2019)
Director, 8VIC Malaysia Sdn Bhd
Chief Marketing Officer
Director, 8VIC Global Pte. Limited (Resigned on 27 December 2018)
Financial Controller, 8VIC Global Pte. Limited (Resigned on 26 November 2018)
Service Agreements
Remuneration and other terms of employment for the Executive Directors and other Key Management Personnel are
formalized in a service agreement. For Non-Executive Directors, these terms are set out in a Letter of Appointment.
The major provisions of the agreements relating to Directors’ remuneration as at date of this report are set out below.
Name
Base Salary(1)
Fees
Clive Tan Che Koon
Chee Kuan Tat, Ken
Pauline Teo Puay Lin
Charles Mac
S$nil
S$144,000 p.a.
S$143,000 p.a.
S$nil
S$43,200 p.a. (2)
S$nil
S$nil
S$21,000 p.a.(2)
Term of
Agreement
No fixed term
No fixed term
No fixed term
No fixed term
Notice Period
N/A
N/A
N/A
N/A
(1) Excluding employer’s Central Provident Fund (CPF) contribution
(2) Non-executive director fee of the Company
15
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Remuneration Report (continued)
Details of Remuneration
A breakdown showing the level and mix of each Director’s and Key Management Personnel’s remuneration for the
financial year ended 31 March 2019 is set out below:
Name of Directors
S$100,000 to below S$250,000
Pauline Teo Puay Lin
Below S$100,000
Clive Tan Che Koon
Chee Kuan Tat, Ken
Zane Robert Lewis
Salary*
%
Bonus/Profit-
sharing
%
Directors’
Fee
%
Total
%
92
8
-
100
-
100
-
-
-
-
100
-
100
100
100
100
Name of Key
Management Personnel
Designation
Salary*
%
Bonus/Profit-
sharing
%
Total
%
S$100,000 to below
S$250,000
Gary Yeow Hin Lai
Director, 8VIC Malaysia Sdn Bhd
Daniel Kao Junyang
Chief Marketing Officer
Sean Seah Weiming
Director, 8VIC Global Pte. Limited
(Resigned on 27 December 2018)
Adrian Lim Boon Yeow
Financial Controller, 8VIC Global
Pte. Limited
(Resigned on 26 November 2018)
* Salary is inclusive of fixed allowance and CPF contribution.
91
92
92
92
9
8
8
8
100
100
100
100
The total remuneration of each Key Management Personnel has not been disclosed in dollar terms given the sensitivity
of remuneration matters and to maintain the confidentiality of the remuneration packages of these Key Management
Personnel.
16
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Remuneration Report (continued)
Details of Remuneration (continued)
The total remuneration of the top five key executives (who are not directors of the Company) is S$551,841 for the
financial year ended 31 March 2019 (2018: S$498,392).
There were no terminations, retirement or post-employment benefits granted to Directors and Key Management
Personnel other than the standard contractual notice period termination payment in lieu of service for the financial
year ended 31 March 2019.
No employee whose remuneration exceeded S$50,000 during the financial year is an immediate family member of
any of the members of the Board. The Company did not provide any equity compensation to Directors or executives
during the financial year ended 31 March 2019.
The Company also reimburses validly incurred business expenses of Directors and Key Management Personnel.
Other Information
There were no loans made to any Key Management Personnel during the financial year or outstanding at financial year
ended.
Apart from disclosed elsewhere in this report, there were no transactions with Key Management Personnel during the
financial year. During the financial year, the Remuneration Committee reviewed and approved the Company’s
remuneration policy.
Directors Meetings
Since the beginning of the financial year, four meetings of directors were held. Attendances by each director during
the period were as follows:
DIRECTORS
Clive Tan Che Koon
Chee Kuan Tat, Ken
Pauline Teo Puay Lin
Zane Robert Lewis
Charles Mac
DIRECTORS' MEETINGS
ELIGIBLE TO ATTEND
4
2
4
3
1
ATTENDED
4
2
4
3
1
Environmental Issues
The Company’s operations comply with all relevant environmental laws and regulations, and have not been subject to
any actions by environmental regulators.
17
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
DIRECTORS’ STATEMENT
For the financial year ended 31 March 2019
The directors are pleased to present their statement to the members together with the audited consolidated
financial statements of 8VIC Holdings Limited (the “Company”) and its subsidiaries (the “Group”) and the
statement of financial position and statement of changes in equity of the Company for the financial year ended
31 March 2019.
1.
Opinion of the directors
In the opinion of the directors,
(a)
the consolidated financial statements of the Group and the statement of financial position and
statement of changes in equity of the Company are drawn up so as to give a true and fair view of
the financial position of the Group and of the Company as at 31 March 2019 and the financial
performance, changes in equity and cash flows of the Group and changes in equity of the Company
for the year ended on that date, and
(b)
at the date of this statement, there are reasonable grounds to believe that the Company will be
able to pay its debts as and when they fall due.
2.
Directors
The directors of the Company in office at the date of this statement are:
Clive Tan Che Koon
Zane Robert Lewis (Resigned on 23 May 2019)
Pauline Teo Puay Lin
Chee Kuan Tat, Ken (Appointed on 1 January 2019)
Charles Mac (Appointed on 23 May 2019)
3.
Arrangements to enable directors to acquire shares or debentures
Neither at the end of nor at any time during the financial year was the Company a party to any
arrangement whose objects are, or one of whose objects is, to enable the 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.
4.
Directors’ interests in shares or debentures
According to the register of directors’ shareholdings kept by the Company under section 164 of the
Singapore Companies Act, Chapter 50 (the “Act”), the directors of the Company who held office at the
end of the financial year had no interests in the shares or debentures of the Company and its related
corporations except as stated below:
18
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
DIRECTORS’ STATEMENT
For the financial year ended 31 March 2019
4.
Directors’ interests in shares or debentures (continued)
Name of Directors
Ordinary shares of the Holding Company
(8I Holdings Limited)
Clive Tan Che Koon
Zane Robert Lewis
Pauline Teo Puay Lin
Chee Kuan Tat, Ken
5.
Share options
Direct interest
At the
beginning of
financial year
At the end of
financial year
65,140,000
20,000
8,859,103
86,684,792
65,140,000
20,000
8,859,103
86,684,792
There were no share options granted during the financial year to subscribe for unissued shares of the
Company.
There were no shares issued during the financial year by virtue of the exercise of options to take up
unissued shares of the Company.
There were no unissued shares of the Company under option at the end of the financial year.
6.
Auditor
Kong, Lim & Partners LLP has expressed its willingness to accept re-appointment as auditor.
On behalf of the Board of Directors,
Chee Kuan Tat, Ken
Director
Singapore, 31 May 2019
Pauline Teo Puay Lin
Director
19
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
13A MacKenzie Road
Singapore 228676
T: (65) 6227 4180
F: (65) 6324 0213
konglim@klp.com.sg
www.konglim.com.sg
Independent Auditor's Report to the members of 8VIC Holdings Limited
(formerly known as Digimatic Group Ltd.)
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of 8VIC Holdings Limited (the “Company”) and its subsidiaries (the
“Group”), which comprise the consolidated statement of financial position of the Group and the statement of
financial position of the Company as at 31 March 2019, and the consolidated statement of comprehensive
income, consolidated statement of changes in equity and consolidated statement of cash flows of the Group
and the statement of changes in equity of the Company for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements of the Group and the statement of financial
position of the Company are properly drawn up in accordance with the provisions of the Companies Act, Chapter
50 (the “Act”) and Financial Reporting Standards in Singapore (FRSs) so as to give a true and fair view of the
consolidated financial position of the Group and the financial position of the Company as at 31 March 2019 and
of the consolidated financial performance, consolidated changes in equity and consolidated cash flows of the
Group and changes in equity of the Company for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with Singapore Standards on Auditing (SSAs). Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements
section of our report. We are independent of the Group in accordance with the Accounting and Corporate
Regulatory Authority (ACRA) Code of Professional Conduct and Ethics for Public Accountants and Accounting
Entities (ACRA Code) together with the ethical requirements that are relevant to our audit of the financial
statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the ACRA Code. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit
of the financial statements of the current period. These matters were addressed in the context of our audit of
the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate
opinion on these matters. For each matter below, our description of how our audit addressed the matter is
provided in that context.
We have fulfilled our responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial
Statements section of our report, including in relation to these matters. Accordingly, our audit included the
performance of procedures designed to respond to our assessment of the risks of material misstatement of the
financial statements. The results of our audit procedures, including the procedures performed to address the
matters below, provide the basis for our audit opinion on the accompanying financial statements.
20
13A MacKenzie Road
Singapore 228676
T: (65) 6227 4180
F: (65) 6324 0213
konglim@klp.com.sg
www.konglim.com.sg
Independent Auditor's Report to the members of 8VIC Holdings Limited
(formerly known as Digimatic Group Ltd.)
(continued)
Key audit matters (continued)
Key audit matter in the audit of the Group
How our audit addressed the key audit matter
Valuation and impairment of Investment in
Subsidiaries
(Refer to Note 6 to the financial statements)
1. We have examined and analysed the method and
assumption used by management in carrying out the
impairment test.
2. We also considered the adequacy of the disclosures
in the financial statements in respect of this matter.
We found that the method and assumptions used by
management was reasonable. We also found the
disclosure in the financial statements to be adequate.
its
investment
in
The Company carries
impairment
subsidiary at cost adjusted for
losses. As at 31 March 2019, the carrying
amount of investment in subsidiary amounted
to S$2.3 million. During the financial year the
S$26.8 million of
company
impairment losses in investment in subsidiary.
recognised
We consider the valuation and impairment of
investment in subsidiary to be a significant key
audit matter as the amount is significant to the
financial
the
identification of impairment events and the
determination of impairment charge requires
the application of significant judgement by
management.
statements. Moreover,
Other Information
Management is responsible for other information. The other information comprises the information included in
the annual report, but does not include the financial statements and our auditor’s report thereon. The annual
report is expected to be made available to us after the date of the auditor’s report.
Our opinion on the financial statements does not cover the other information and we do not express any form
of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so, consider whether the other information is
materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated.
When we read the annual report, if we conclude that there is a material misstatement therein, we are required
to communicate the matter to those charged with governance and take appropriate actions in accordance with
SSAs.
21
13A MacKenzie Road
Singapore 228676
T: (65) 6227 4180
F: (65) 6324 0213
konglim@klp.com.sg
www.konglim.com.sg
Independent Auditor's Report to the members of 8VIC Holdings Limited
(formerly known as Digimatic Group Ltd.)
(continued)
Responsibilities of Management and Directors for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in
accordance with the provisions of the Act and FRSs, and for devising and maintaining a system of internal
accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from
unauthorised use or disposition; and transactions are properly authorised and that they are recorded as
necessary to permit the preparation of true and fair financial statements and to maintain accountability of
assets.
In preparing the financial statements, management is responsible for assessing the Group’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 management either intends to liquidate the Group or to cease operations, or has no
realistic alternative but to do so.
The directors’ responsibilities include overseeing the Group’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with SSAs 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 SSAs, we exercise professional judgement and maintain professional
scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial statements, 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.
• 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 Company’s internal control.
•
•
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by management.
Conclude on the appropriateness of management’s 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 ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditor’s report to the related
disclosures in the financial statements 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 auditor’s report. However,
future events or conditions may cause the Group to cease to continue as a going concern.
22
13A MacKenzie Road
Singapore 228676
T: (65) 6227 4180
F: (65) 6324 0213
konglim@klp.com.sg
www.konglim.com.sg
Independent Auditor's Report to the members of 8VIC Holdings Limited
(formerly known as Digimatic Group Ltd.)
(continued)
Auditor’s Responsibilities for the Audit of the Financial Statements (continued)
(cid:120)
Evaluate the overall presentation, structure and content of the financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.
(cid:120) Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the consolidated financial statements. 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 current period and are therefore the key audit
matters. We describe these matters in our auditor’s 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.
Report on Other Legal and Regulatory Requirements
In our opinion, the accounting and other records required by the Act to be kept by the Company and by those
subsidiary corporations incorporated in Singapore of which we are the auditors have been properly kept in
accordance with the provisions of the Act.
The engagement partner on the audit resulting in this independent auditor’s report is Lim Yeong Seng.
KONG, LIM & PARTNERS LLP
Public Accountants and
Chartered Accountants
Singapore, 31 May 2019
23
CONSOLIDATED STATEMENT OF FINANCIAL POSITION - Group
As At 31 March 2019
SOFP
Assets
Non-current assets
Plant and equipment
Intangible assets
Investments in associated company
Financial assets, at FVOCI
Deferred tax assets
Current assets
Inventories
Trade and other receivables
Current tax assets
Prepayment
Fixed deposits
Financial assets, at FVPL
Cash and cash equivalents
Total assets
Equity and liabilities
Equity attributable to owners of the Company
Share capital
Accumulated (losses)/profits
Foreign currency translation reserve
Other reserves
Non-controlling interests
Total equity
Current liabilities
Trade and other payables
Unearned revenue
Finance lease liabilities
Provision for income tax
Non-current liabilities
Finance lease liabilities
Provision for reinstatement cost
Deferred tax liabilities
Note
2019
S$
2018
S$
Group
4
5
7
8
22
9
10
8
11
12
13
14
15
16
17
17
22
521,566
-
147,818
8,219
178,865
856,468
-
1,221,093
132,355
164,523
-
181,542
4,702,031
6,401,544
1,128,730
2,196,281
-
107,225
217,005
3,649,241
454,723
3,317,805
-
827,350
1,311,280
177,865
8,569,179
14,658,202
7,258,012
18,307,443
12,895,103
(4,510,653)
(66,857)
(4,546,552)
3,771,041
303,138
4,074,179
1,247,801
1,721,306
18,567
174,302
3,161,976
17,857
-
4,000
21,857
14,872,793
356,692
(28,853)
(4,533,629)
10,667,003
569,900
11,236,903
3,126,470
3,528,001
17,883
202,569
6,874,923
37,027
65,000
93,590
195,617
Total liabilities
3,183,833
7,070,540
Total equity and liabilities
7,258,012
18,307,443
The accompanying notes form an integral part of these financial statements.
24
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
STATEMENT OF FINANCIAL POSITION - Company
As At 31 March 2019
Assets
Non-current assets
Plant and equipment
Intangible assets
Investment in subsidiaries
Current assets
Trade and other receivables
Prepayment
Cash and cash equivalents
Total assets
Equity and liabilities
Equity attributable to owners
of the Company
Share capital
Accumulated losses
Total equity
Current liabilities
Trade and other payables
Total liabilities
Company
Note
2019
S$
2018
S$
4
5
6
9
11
12
15
-
-
2,290,443
2,290,443
122,259
27,269
1,422,314
1,571,842
7,633
38,007
31,883,429
31,929,069
500,233
29,296
766,810
1,296,339
3,862,285
33,225,408
77,423,174
(73,618,732)
3,804,442
79,400,864
(46,304,895)
33,095,969
57,843
57,843
129,439
129,439
Total equity and liabilities
3,862,285
33,225,408
SOCI
The accompanying notes form an integral part of these financial statements.
25
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the financial year ended 31 March 2019
Note
18
19
20
22
Revenue
Cost of sales and services
Gross profit
Other income
Other items of expense
Administrative expenses
Marketing and other expenses
Finance costs
Impairment of goodwill
Share of results of associated company
(Loss)/Profit before tax
Income tax (expense)/credit
(Loss)/Profit after tax
Other comprehensive (loss)/income:
Items that may be reclassified subsequently
to profit or loss
Foreign currency translation
Cumulative translation differences in respect of net
assets of the subsidiary reclassified from equity to
profit or loss upon disposal of a subsidiary
2019
S$
22,291,337
(9,998,631)
12,292,706
2018
S$
17,365,029
(6,920,192)
10,444,837
351,233
502,086
(7,655,304)
(7,478,184)
(2,402)
(1,585,013)
(252,182)
(4,329,146)
(386,518)
(4,715,664)
(7,047,297)
(3,136,914)
(3,515)
-
-
759,197
16,153
775,350
(29,609)
12,901
(12,948)
25,826
Total comprehensive (loss)/income for the year
(4,758,221)
814,077
Total (loss)/profit after tax attributable to:
Owners of the Company
Non-controlling interests
Total comprehensive (loss)/income attributable to:
Owners of the Company
Non-controlling interests
Earnings per share (cents per share)
Basic
Diluted
23
(4,867,345)
151,681
(4,715,664)
(4,905,349)
147,128
(4,758,221)
(11.57)
(11.57)
696,441
78,909
775,350
735,709
78,368
814,077
1.99
1.99
The accompanying notes form an integral part of these financial statements.
26
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the financial year ended 31 March 2019
SOCE
Group
Balance as at 1 April 2017
Profit for the year
Other comprehensive income
Foreign currency translation
Cumulative translation differences in respect of net
assets of the subsidiary reclassified from equity
to profit or loss upon disposal of a subsidiary
Total comprehensive income for the year
Contributions by and distributions to owners
Shares issued for Reverse Takeover (Note 12)
Incorporation of subsidiaries
Disposal of a subsidiary
Dividends on ordinary shares (Note 31)
Total transactions with owners in their capacity as
owners
Balance as at 31 March 2018
Accumulated
profits/
(losses)
S$
Foreign
currency
translation
reserve
S$
Share
capital
S$
Other
reserves
S$
Total equity
to owners of
the Company
S$
Non-
controlling
interest
S$
Total equity
S$
4,741,000
-
4,060,251
696,441
(74,114)
-
(4,533,629)
-
4,193,508
696,441
79,386
78,909
4,272,894
775,350
-
-
-
-
13,442
-
696,441
25,826
39,268
10,131,793
-
-
-
-
-
-
(4,400,000)
5,993
-
-
-
-
-
-
-
-
-
-
13,442
(541)
12,901
25,826
735,709
-
78,368
25,826
814,077
10,137,786
-
-
(4,400,000)
355,734
121,552
(65,140)
-
10,493,520
121,552
(65,140)
(4,400,000)
10,131,793
14,872,793
(4,400,000)
356,692
5,993
(28,853)
-
(4,533,629)
5,737,786
10,667,003
412,146
569,900
6,149,932
11,236,903
The accompanying notes form an integral part of these financial statements.
27
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the financial year ended 31 March 2019
Group
Balance as at 1 April 2018
Loss for the year
Foreign currency translation
Cumulative translation differences in respect of net
assets of the subsidiary reclassified from equity to
profit or loss upon disposal of a subsidiary
Total comprehensive expense for the year
Contributions by and distributions to owners
Dilution of subsidiary without change in control
Disposal of subsidiaries (Note 6)
Total transactions with owners in their capacity as
owners
Balance as at 31 March 2019
Accumulated
profits/
(losses)
S$
Foreign
currency
translation
reserve
S$
Share
capital
S$
Other
reserves
S$
Total equity
to owners of
the Company
S$
Non-
controlling
interest
S$
Total equity
S$
14,872,793
-
-
356,692
(4,867,345)
-
(28,853)
-
(25,056)
(4,533,629)
-
-
10,667,003
(4,867,345)
(25,056)
569,900
151,681
(4,553)
11,236,903
(4,715,664)
(29,609)
-
-
-
(4,867,345)
(12,948)
(38,004)
(12,948)
(4,905,349)
-
-
147,128
(12,948)
(4,758,221)
-
(1,977,690)
-
-
-
-
(12,923)
-
(12,923)
(1,977,690)
48,229
(462,119)
35,306
(2,439,809)
(1,977,690)
12,895,103
-
(4,510,653)
-
(66,857)
(12,923)
(4,546,552)
(1,990,613)
3,771,041
(413,890)
303,138
(2,404,503)
4,074,179
The accompanying notes form an integral part of these financial statements.
28
STATEMENT OF CHANGES IN EQUITY
For the financial year ended 31 March 2019
Note
Share
capital
S$
Accumulated
profits/(losses)
S$
Total
equity
S$
Company
Balance as at 1 April 2017
Total comprehensive expense for the year
Contributions by and distribution to owners
Shares issued for reverse takeover
Total transactions with owners in their capacity
as owners
Balance as at 31 March 2018
Total comprehensive expense for the year
Contributions by and distribution to owners
Disposal of subsidiaries
Total transactions with owners in their capacity
as owners
Balance as at 31 March 2019
13,804,374
-
536,476
(46,841,371)
14,340,850
(46,841,371)
12
65,596,490
-
65,596,490
65,596,490
79,400,864
(46,841,371)
(46,304,895)
18,755,119
33,095,969
-
(27,313,837)
(27,313,837)
12
(1,977,690)
-
(1,977,690)
(1,977,690)
77,423,174
(27,313,837)
(73,618,732)
(29,291,527)
3,804,442
The accompanying notes form an integral part of these financial statements.
29
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
CONSOLIDATED STATEMENT OF CASH FLOWS
For the financial year ended 31 March 2019
SOCF
Cash flows from operating activities
(Loss)/Profit before income tax
Adjustments for:
Amortisation of prepayment
Depreciation of plant and equipment
Plant and equipment written off
Finance cost
Impairment of financial assets
Impairment of non-financial assets
Fair value gain on investments
Gain on disposal of a subsidiary
Impairment of goodwill
Interest income
Dividend income
Share of results of associated company
Unrealised exchange loss
Operating cash flow before changes in working capital
Working capital changes in:
Inventories
Trade and other receivables
Prepayment
Trade and other payables
Unearned revenue
Cash used in operating activities
Interest income
Dividend income
Income tax (paid)/refunded
Net cash used in operating activities
Cash flows from investing activities
Additions to plant and equipment
Acquisition of subsidiaries, net of cash acquired
Disposal of subsidiaries, net of cash (outflow)/inflow
Investment in associated companies
Incorporation of new subsidiaries
Dilution of subsidiary without change in control
Withdrawal/(Placement) of fixed deposits
Net cash (used in)/generated from investing activities
Cash flows from financing activities
Dividends paid to equity holders of the Company
Repayment of finance lease liabilities
Net cash used in financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at the beginning of financial year
Effect of currency translation on cash and cash equivalents
Cash and cash equivalents at the end of financial year
2019
S$
2018
S$
(4,329,146)
759,197
50,000
567,356
38,499
2,402
958,070
305,000
-
-
1,585,013
(58,073)
(6,674)
252,182
29,637
(605,734)
(507,834)
(279,447)
337,830
220,521
(206,416)
(1,041,080)
58,073
6,674
(426,276)
(1,402,609)
100,000
442,981
-
3,515
100,665
-
(22,002)
(243,200)
-
(51,642)
-
-
169,809
1,259,323
82,671
(1,214,952)
(224,984)
447,776
(880,111)
(530,277)
51,642
-
102,101
(376,534)
(259,576)
-
(3,108,243)
(430,000)
-
40,983
1,311,280
(2,445,556)
(575,593)
10,459,440
36,899
-
121,552
-
(1,311,280)
8,731,018
-
(20,888)
(20,888)
(4,400,000)
(15,751)
(4,415,751)
(3,869,053)
8,569,179
1,905
4,702,031
3,938,733
4,630,446
-
8,569,179
The accompanying notes form an integral part of these financial statements.
30
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
These notes form an integral part and should be read in conjunction with the accompanying financial
statements.
1.
Corporate information
1.1 General
8VIC Holdings Limited (the “Company”) is a limited liability company incorporated and domiciled in
Singapore and is listed on the Australian Securities Exchange (ASX). The registered office and principal
place of business of the Company is located at 47 Scotts Road #03-03/04 Goldbell Towers, Singapore
228233.
The principal activities of the Company are investment holding and management consultancy services.
With effect from 28 September 2018, the name of the Company had changed from Digimatic Group Ltd
to 8VIC Holdings Limited.
The immediate and ultimate holding company is 8I Holdings Limited, which is incorporated and domiciled
in Singapore and is listed on the Australian Securities Exchange (ASX).
The principal activities of the subsidiaries are disclosed in Note 6 to the financial statements.
1.2
The Reverse Takeover
On 6 November 2017, the Company has entered into an option agreement with 8I Holdings Limited (8IH)
and Glorymont Ltd to acquire 100% equity interest in 8IH’s subsidiary, 8VIC Global Pte. Limited (8VIC) by
issuing 1,525,216,000 ordinary shares (before the effect of share consolidation) at a deemed issue price
of AS$0.042 (equivalent to S$0.043008) per share. The Company completed the acquisition on 28
November 2017.
Upon completion of the acquisition, the Company became the legal parent of 8VIC. Due to the relative
values of 8VIC and the Company, the former owners of 8VIC became the majority shareholders in the
Company, and controlling about 69.74% of the issued and paid up share capital of the Company at the
date of acquisition. Furthermore, the former owners dominate the management of the combined entity.
Accordingly, the substance of the business combination is that 8VIC acquired the Company in a reverse
acquisition.
Pursuant to the completion of reverse acquisition, the Group comprises:
i.
ii.
8VIC Global Pte. Limited and its subsidiaries (8VIC Group); and
8VIC Holdings Limited and its subsidiaries (DMC Group)
The acquisition of 8VIC Group is accounted for in the consolidated financial statements using the reverse
acquisition method of accounting in accordance with FRS 103 Business Combinations. Accordingly, 8VIC
Group (being the legal subsidiary) is regarded as the accounting acquirer, and the Company (being the
legal parent) is regarded as the accounting acquiree.
Accordingly, the consolidated statement of financial position, consolidated statement of comprehensive
income, consolidated statement of changes in equity and consolidated statement of cash flows of the
Group for the year ended 31 March 2018 represent continuation of the 8VIC Group’s financial position,
performance, changes in equity and cash flows. The consolidated financial statements are prepared on
the following basis:
- the assets and liabilities of the 8VIC Group are recognised and measured in the statement of financial
position of the Group at their pre-combination carrying amounts;
- the assets and liabilities of the DMC Group are recognised and measured in accordance with FRS 103
Business Combinations at their acquisition-date fair values;
31
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
1.
Corporate information (continued)
1.2
The Reverse Takeover (continued)
- the retained earnings and other equity balances recognised in the consolidated financial statements are
the retained earnings and other equity balances of 8VIC Group immediately before the reverse
acquisition;
- the consideration transferred for the Reverse Takeover is determined using the fair value of shares
deemed to be issued by 8VIC in the reverse acquisition, being approximately S$10,131,793 worth of
shares deemed to be issued for the purpose of deriving the consideration effectively transferred in the
acquisition. The fair value of shares in 8VIC is assessed and determined by Moore Stephens Perth
Corporate Services Pty Ltd, an independent expert based in Australia.
- the amount recognised as issued equity interests in the consolidated financial statements is
determined by adding to the issued equity of 8VIC Group immediately before the reverse acquisition
to the consideration transferred for the reverse acquisition. However, the equity structure appearing
in the consolidated financial statements (i.e. the number and type of equity instruments issued) reflect
the equity structure of the legal parent (i.e. the Company), including the equity instruments issued by
the Company to effect the reverse acquisition;
- the consolidated statement of comprehensive income for the financial year ended 31 March 2018
reflects the full year results of 8VIC Group together with the post-acquisition results of the DMC Group;
and
- the consolidated financial statements of the Group for the year ended 31 March 2017 were that of the
consolidated financial statements of 8VIC Group.
Reverse acquisition accounting applies only at the consolidated financial statements at the Group level.
In the Company’s separate financial statements, the investment in subsidiaries is accounted for at cost
less any accumulated impairment losses.
2.
Summary of significant accounting policies
2.1
Basis of preparation
The consolidated financial statements of the Group and the statement of financial position and statement
of changes in equity of the Company have been prepared in accordance with Singapore Financial
Reporting Standards (FRS).
The financial statements have been prepared on the historical cost basis except as disclosed in the
accounting policies below.
The financial statements are presented in Singapore Dollars (S$).
32
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.2 Adoption of new and revised standards
On 1 April 2018, the Group adopted the new or amended FRS and Interpretations of FRS (“INT FRS”) that
are mandatory for application for the financial year. Changes to the Group’s accounting policies have
been made as required, in accordance with the transitional provisions in the respective FRS and INT FRS.
The adoption of these new or amended FRS and INT FRS did not result in substantial changes to the
accounting policies of the Group and the Company and had no material effect on the amounts reported
for the financial year and prior financial years.
Below are the mandatory standards, amendments and interpretations to existing standards that have
been published, and are relevant for the Group’s accounting periods beginning on or after 1 April 2018:
i. FRS 115 Revenue from contracts with customers.
Revenue is measured based on the consideration to which the Group expects to be entitled in exchange
for transferring promised goods or services to a customer, excluding amounts collected on behalf of third
parties.
Revenue is recognised when the Group satisfies a performance obligation by transferring a promised
good or service to the customer, which is when the customer obtains control of the good or service. A
performance obligation may be satisfied at a point in time or over time. The amount of revenue
recognised is the amount allocated to the satisfied performance obligation.
(a)
Rendering of services
The Group provide program sales, events site rental income, digital production and advertising
income. Revenue is recognised when the services have been performed and rendered.
(b)
Sale of goods
The Group delivered the goods to locations specified by its customers and the customers have
accepted the goods in accordance with the sales contract and the collectability of the related
receivables is reasonably assured. Revenue is recognised when the goods are passed to the
customers.
(c)
Interest income
Interest income is recognised using the effective interest method.
(d)
Dividend income
Dividend income is recognised when the right to receive payment is established.
(e)
Rental income
Rental income from operating leases (net of any incentives given to the lessees) is recognised
on a straight-line basis over the lease term.
33
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.2 Adoption of new and revised standards (continued)
ii. FRS 109 Financial instruments
The Group adopted FRS 109 Financial instruments. Accordingly, the requirements of FRS 39 Financial
Instruments: Recognition and Measurement are applied to financial instruments up to the financial year
ended 31 March 2018.
(i) Classification and measurement
For financial assets held by the Group on 1 April 2018, management has assessed the business models
that are applicable on that date to these assets so as to classify them into the appropriate categories
under FRS 109 Financial
from
management’s assessment are disclosed below.
instruments. Material reclassifications/adjustments resulting
• Equity investments reclassified from available-for-sale to Fair value through other comprehensive
income (“FVOCI”)
The Group has recognised changes in the fair value of all its equity investments not held for trading and
previously classified as available-for-sale in other comprehensive income. As a result, assets with a fair
value of S$8,219 were reclassified from “financial assets, available-for-sale” to “financial assets, at
FVOCI” on 1 April 2018.
(ii) Impairment of financial assets
The following financial assets are subject to the expected credit loss model under FRS 109:
-
-
trade receivables;
loans to non-related parties and other receivables at amortised cost.
2.3
Standards issued but not yet effective
A number of new standards, amendments to standards and interpretations are issued but effective for
annual periods beginning after 1 April 2018, and have not been applied in preparing these financial
statements. The Group does not plan to early adopt these standards.
The following standards that have been issued but not yet effective are as follows:
Description
Effective for annual
periods beginning
on or after
FRS 116 Leases
Amendments to FRS 28 Investment in Associates and Joint Venture:
1 Jan 2019
1 Jan 2019
Long term interest in Associates and Joint Venture
Amendments to FRSs (March 2018)
Amendments to FRS 110 and FRS 28 Investment in Associates and Joint
Venture: Sales or Contribution of Assets between an Investor and its
Associate or Joint Venture
1 Jan 2019
To be determined
34
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.3
Standards issued but not yet effective (continued)
The nature of the impending changes in accounting policy on adoption of FRS 116 are described below.
FRS 116 Leases
FRS 116 requires lessees to recognise most leases on balance sheets to reflect the rights to use the leased
assets and the associated obligations for lease payments as well as the corresponding interest expense
and depreciation charges. The standard includes two recognition exemptions for lessees – leases of ‘low
value’ assets and short-term leases. The new leases standard is effective for annual periods beginning on
or after 1 April 2019.
The Group has performed a preliminary impact assessment and expects to recognise right-of-use assets
of approximately S$2,350,443 and corresponding lease liabilities of the same amount for its leases
previously classified as operating leases on adoption of FRS 116.
The Group plans to adopt the new standard on the required effective date by applying FRS 116
retrospectively with the cumulative effect of initial application as an adjustment to the opening balance
of retained earnings as at 1 April 2019.
2.4
Basis of consolidation and business combinations
a) Reverse acquisition
The acquisition of the entire issued and paid-up share capital in the 8VIC Group has been
accounted for as a reverse acquisition as described in Note 1.2.
b) Basis of consolidation
The consolidated financial statements comprise the financial statements of the Company and its
subsidiaries as at the end of the reporting period. 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 to like transactions and events in
similar circumstances.
All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-
group transactions and dividends are eliminated in full.
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group
obtains control, and continue to be consolidated until the date that such control ceases.
Losses within a subsidiary are attributed to the non-controlling interest even if that results in a
deficit balance.
35
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.4
Basis of consolidation and business combinations (continued)
b) Basis of consolidation (continued)
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an
equity transaction. If the Group loses control over a subsidiary, it:
- de-recognises the assets (including goodwill) and liabilities of the subsidiary at their carrying
amounts at the date when control is lost;
- de-recognises the carrying amount of any non-controlling interest;
- de-recognises the cumulative translation differences recorded in equity;
- recognises the fair value of the consideration received;
- recognises the fair value of any investment retained;
- recognises any surplus or deficit in profit or loss;
- re-classifies the Group’s share of components previously recognised in other comprehensive
income to profit or loss or retained earnings, as appropriate.
c) Business combinations and goodwill
Business combinations are accounted for by applying the acquisition method. Identifiable assets
acquired and liabilities assumed in a business combination are measured initially at their fair values
at the acquisition date. Acquisition-related costs are recognised as expenses in the periods in which
the costs are incurred and the services are received.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at
the acquisition date. Subsequent changes to the fair value of the contingent consideration which is
deemed to be an asset or liability, will be recognised in profit or loss.
The Group elects for each individual business combination, whether non-controlling interest in the
acquiree (if any), that are present ownership interests and entitle their holders to a proportionate
share of net assets in the event of liquidation, is recognised on the acquisition date at fair value, or
at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets. Other
components of non-controlling interests are measured at their acquisition date fair value, unless
another measurement basis is required by another FRS.
Any excess of the sum of the fair value of the consideration transferred in the business combination,
the amount of non-controlling interest in the acquiree (if any), and the fair value of the Group’s
previously held equity interest in the acquiree (if any), over the net fair value of the acquiree’s
identifiable assets and liabilities is recorded as goodwill. In instances where the latter amount
exceeds the former, the excess is recognised as gain on bargain purchase in profit or loss on the
acquisition date.
Goodwill is initially measured at cost. Following 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 the Group’s cash generating units that are expected to benefit from
the synergies of the combination, irrespective of whether other assets or liabilities of the acquire
are assigned to those units.
36
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.4
Basis of consolidation and business combinations (continued)
c) Business combinations and goodwill (continued)
The cash-generating units to which goodwill have been allocated is tested for impairment annually
and whenever there is an indication that the cash generating unit may be impaired. Impairment is
determined for goodwill by assessing the recoverable amount of each cash-generating unit (or
group of cash-generating units) to which the goodwill relates.
Where goodwill forms part of a cash-generating unit and part of the operation within that cash-
generating unit is disposed of, the goodwill assdociated with the operation disposed of is included
in the carrying amount of the operation. Goodwill disposed of in this circumstance is measured
based on the relative fair values of the operations disposed of and the portion of the cash-
generating unit retained.
d) Associated companies
Associated companies are entities over which the Group has significant influence, but not control,
generally accompanied by a shareholding giving rise to voting rights of 20% and above but not
exceeding 50%.
Investments in associated companies is accounted for in the consolidated financial statements using
the equity method of accounting less impairment losses, if any.
(i) Acquisitions
Investments in associated companies is initially recognised at cost. The cost of an acquisition
is measured at the fair value of the assets given, equity instruments issued or liabilities
incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition.
Goodwill on associated companies represents the excess of the cost of acquisition of the
associated company over the Group’s share of the fair value of the identifiable net assets of
the associated company and is included in the carrying amount of the investments.
(ii) Equity method of accounting
Under the equity method of accounting, the investments are initially recognised at cost and
adjusted thereafter to recognise Group’s share of its associated companies’ post-acquisition
profits or losses of the investee in profit or loss and its share of movements in other
comprehensive income of the investee’s other comprehensive income. Dividends received or
receivable from the associated companies are recognised as a reduction of the carrying
amount of the investments. When the Group’s share of losses in an associated company equals
to or exceeds its interest in the associated company, the Group does not recognise further
losses, unless it has legal or constructive obligations to make, or has made, payments on behalf
of the associated company. If the associated company subsequently reports profits, the Group
resumes recognising its share of those profits only after its share of the profits equals the share
of losses not recognised.
37
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.4
Basis of consolidation and business combinations (continued)
d) Associated companies (continued)
(ii) Equity method of accounting (continued)
Unrealised gains on transactions between the Group and its associated companies are
eliminated to the extent of the Group's interest in the associated companies. Unrealised losses
are also eliminated unless the transactions provide evidence of impairment of the assets
transferred. The accounting policies of associated companies is changed where necessary to
ensure consistency with the accounting policies adopted by the Group.
(iii) Disposals
Investments in associated companies is derecognised when the Group loses significant
influence. If the retained equity interest in the former associated company is a financial asset,
the retained equity interest is measured at fair value. The difference between the carrying
amount of the retained interest at the date when significant influence is lost, and its fair value
and any proceeds on partial disposal, is recognised in profit or loss.
Please refer to the paragraph “Investments in subsidiaries and associated companies” for the
accounting policy on investments in associated companies and in the separate financial
statements of the Company.
2.5
Transactions with non-controlling interests
Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, 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 controlling and
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 interest is adjusted and the fair value
of the consideration paid or received is recognised directly in equity and attributed to owners of the
Company.
2.6
Foreign currency
The financial statements are presented in Singapore Dollars, which is also the Company’s functional
currency. Each entity in the Group determines its own functional currency and items included in the
financial statements of each entity are measured using that functional currency.
a) Transaction and balances
Transactions in foreign currencies are measured in the respective functional currencies of the
Company and its subsidiaries and are recorded on initial recognition in the functional currencies at
exchange rates approximating those ruling at the transaction dates. Monetary assets and liabilities
denominated in foreign currencies are translated at the rate of exchange ruling at the end of the
reporting date. Non-monetary items that are measured in terms of historical cost in a foreign
currency are translated using the exchange rates as at the dates of the initial transactions. Non-
monetary items measured at fair value in a foreign currency are translated using the exchange rates
at the date when the fair value was measured.
38
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.6
Foreign currency (continued)
a) Transaction and balances (continued)
Exchange differences arising on the settlement of monetary items or on translating monetary items
at the end of the reporting period are recognised in profit or loss except for exchange differences
arising on monetary items that form part of the Group’s net investment in foreign operations are
recognised initially in other comprehensive income and accumulated under foreign currency
translation reserve in equity. The foreign currency translation reserve is reclassified from equity to
profit or loss of the Group on disposal of the foreign operation.
b) Consolidated financial statements
For consolidation purpose, the assets and liabilities of foreign operations are translated into SGD at
the rate of exchange ruling at the end of the reporting period and their profit or loss are translated
at the exchange rates prevailing at the date of the transactions. The exchange differences arising
on the translation are recognised in other comprehensive income. On disposal of a foreign
operation, the component of other comprehensive income relating to that particular foreign
operation is recognised in profit or loss.
2.7
Plant and equipment
All items of plant and equipment are initially recorded at cost. Subsequent to recognition, plant and
equipment are measured at cost less accumulated depreciation and any accumulated impairment losses.
The cost of plant and equipment includes its purchase price and any costs directly attributable to bringing
the asset to the location and condition necessary for it to be capable of operating in the manner intended
by management. Dismantlement, removal or restoration costs are included as part of the cost of plant
and equipment if the obligation for dismantlement, removal or restoration is incurred as a consequence
of acquiring or using the plant and equipment.
Depreciation is calculated using the straight-line method to allocate depreciable amounts over their
estimated useful lives. The estimated useful lives are as follows:
Furniture and fittings
Office equipment
Motor vehicles
Useful lives
3
1-3
5
The carrying values of plant and equipment are reviewed for impairment when events or changes in
circumstances indicate that the carrying value may not be recoverable.
The useful lives, residual values and depreciation method are reviewed at the end of each reporting period,
and adjusted prospectively, if appropriate.
An item of plant and equipment is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal. Any gain or loss on de- recognition of the asset is included in profit or
loss in the year the asset is derecognised.
39
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.8
Intangible assets
Intangible assets acquired separately are measured initially at cost. Following initial acquisition, intangible
assets are carried at cost less any accumulated amortisation and any accumulated impairment losses.
Internally generated intangible assets, excluding capitalised development costs, are not capitalised and
expenditure is reflected in profit or loss in the year in which the expenditure is incurred.
The useful lives of intangible assets are assessed as indefinite.
Intangible assets with indefinite useful lives or not yet available for use are tested for impairment annually,
or more frequently if the events and circumstances indicate that the carrying value may be impaired either
individually or at the cash-generating unit level. Such intangible assets are not amortised. The useful life
of an intangible asset with an indefinite useful life is reviewed annually to determine whether the useful
life assessment continues to be supportable. If not, the change in useful life from indefinite to finite is
made on a prospective basis.
Gains or losses arising from de-recognition of an intangible asset are measured as the difference between
the net disposal proceeds and the carrying amount of the asset and are recognised in profit or loss when
the asset is derecognised.
Trademark
The useful lives of the trademark are estimated to be indefinite, management believes there is no
foreseeable limit to the period over which the trademark are expected to generate net cash inflows for
the Group.
2.9
Subsidiaries
A subsidiary is an investee that is controlled by the Group. The Group controls an investee when it is
exposed, or has rights, to variable returns from its involvement with the investee and has the ability to
affect those returns through its power over the investee.
In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost less
impairment losses.
2.10
Impairment of non-financial assets
The Group assesses at each reporting date whether there is an indication that an asset may be impaired.
If any indication exists, or when an annual impairment testing for an asset is required, the Group makes
an estimate of the asset’s recoverable amount.
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs of
disposal and its value in use and is determined for an individual asset, unless the asset does not generate
cash inflows that are largely independent of those from other assets or group of assets. Where the carrying
amount of an asset or cash-generating unit exceeds its recoverable amount, the asset is considered
impaired and is written down to its recoverable amount.
Impairment losses are recognised in profit or loss.
40
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.10
Impairment of non-financial assets (continued)
A previously recognised impairment loss is reversed only if there has been a change in the estimates used
to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the
case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot exceed
the carrying amount that would have been determined, net of depreciation, had no impairment loss been
recognised previously. Such reversal is recognised in profit or loss. Impairment losses relating to goodwill
cannot be reversed in future periods.
2.11 Financial instruments
(a)
Financial assets
Classification and measurement
The Group classifies its financial assets in the following measurement categories:
• Amortised cost;
• Fair value through other comprehensive income (FVOCI); and
• Fair value through profit or loss (FVPL).
The classification depends on the Group’s business model for managing the financial assets as well
as the contractual terms of the cash flows of the financial asset.
The Group reclassifies debt investments when and only when its business model for managing
those assets changes.
At initial recognition
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs that are directly
attributable to the acquisition of the financial asset. Transaction costs of financial assets carried
at fair value through profit or loss are expensed in profit or loss.
At subsequent measurement
(a) Debt instruments
There are three subsequent measurement categories, depending on the Group’s business model
for managing the asset and the cash flow characteristics of the asset:
• Amortised cost: Debt instruments that are held for collection of contractual cash flows where
those cash flows represent solely payments of principal and interest are measured at amortised
cost. A gain or loss on a debt investment that is subsequently measured at amortised cost and is
not part of a hedging relationship is recognised in profit or loss when the asset is derecognised or
impaired. Interest income from these financial assets is included in finance income using the
effective interest rate method.
• FVOCI: Debt instruments that are held for collection of contractual cash flows and for sale,
and where the assets’ cash flows represent solely payments of principal and interest, are classified
as FVOCI. Movements in fair values are recognised in Other Comprehensive Income (OCI) and
accumulated in fair value reserve, except for the recognition of impairment gains or losses,
interest income and foreign exchange gains and losses, which are recognised in profit and loss.
When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI
is reclassified from equity to profit or loss and presented in “other gains/(losses)”. Interest income
from these financial assets is recognised using the effective interest rate method and presented
in “interest income”.
41
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.11 Financial instruments (continued)
(a) Financial assets (continued)
Classification and measurement (continued)
At subsequent measurement (continued)
(a) Debt instruments (continued)
•
FVPL: Debt instruments that are held for trading as well as those that do not meet the criteria
for classification as amortised cost or FVOCI are classified as FVPL. Movement in fair values and
interest income that is not part of a hedging relationship is recognised in profit or loss in the period
in which it arises and presented in “other gains/(losses)”.
(b) Equity instruments
The Group subsequently measures all its equity investments at their fair values. Equity instruments
are classified as FVPL with movements in their fair values recognised in profit or loss in the period
in which the changes arise and presented in “other gains/ (losses)”, except where the Group has
elected to classify the investments as FVOCI.
Movements in fair values of investments classified as FVOCI are presented as “fair value gains and
losses” in Other Comprehensive Income. Dividends from equity investments are recognised in profit
or loss as “dividend income”.
Impairment
The Group assesses on a forward looking basis the expected credit losses associated with its debt
financial assets carried at amortised cost and FVOCI. The impairment methodology applied depends
on whether there has been a significant increase in credit risk.
For trade receivables, the Group applies the simplified approach permitted by the FRS 109, which
requires expected lifetime losses to be recognised from initial recognition of the receivables.
Recognition and derecognition
Regular way purchases and sales of financial assets are recognised on trade date – the date on which
the Group commits to purchase or sell the asset.
Financial assets are derecognised when the rights to receive cash flows from the financial assets
have expired or have been transferred and the Group has transferred substantially all risks and
rewards of ownership.
On disposal of a debt instrument, the difference between the carrying amount and the sale
proceeds is recognised in profit or loss. Any amount previously recognised in other comprehensive
income relating to that asset is reclassified to profit or loss.
42
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.11
Financial instruments (continued)
(a) Financial assets (continued)
Recognition and derecognition (continued)
On disposal of an equity investment, the difference between the carrying amount and sales proceed
is recognised in profit or loss if there was no election made to recognise fair value changes in other
comprehensive income. If there was an election made, any difference between the carrying amount
and sales proceed amount would be recognised in other comprehensive income and transferred to
retained profits along with the amount previously recognised in other comprehensive income
relating to that asset.
(b) Financial liabilities
Initial recognition and measurement
Financial liabilities are recognised when, and only when, the Group becomes a party to the
contractual provisions of the financial instrument. The Group determines the classification of its
financial liabilities at initial recognition. All financial liabilities are recognised initially at fair value
plus in the case of financial liabilities not at FVPL, directly attributable transaction costs.
Subsequent measurement
After initial recognition, financial liabilities that are not carried at FVPL are subsequently measured
at amortised cost using the effective interest method. Gains and losses are recognised in profit or
loss when the liabilities are derecognised, and through the amortisation process.
Such financial liabilities comprise trade and other payables, and finance lease liabilities.
De-recognition
A financial liability is derecognised when the obligation under the liability is discharged, cancelled
or expires. When an existing financial liability is replaced by another from the same lender on
substantially different terms, or the terms of an existing liability are substantially modified, such an
exchange or modification is treated as a derecognition of the original liability and the recognition
of a new liability, and the difference in the respective carrying amounts is recognised in profit or
loss.
43
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.12
Impairment of financial assets
These accounting policies are applied on and after the initial application date of FRS 109, 1 January 2018:
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at
FVPL. ECLs are based on the difference between the contractual cash flows due in accordance with the
contract and all the cash flows that the Group expects to receive, discounted at an approximation of the
original effective interest rate. The expected cash flows will include cash flows from the sale of collateral
held or other credit enhancements that are integral to the contractual terms.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase
in credit risk since initial recognition, ECLs are provided for credit losses that result from default events
that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there
has been a significant increase in credit risk since initial recognition, a loss allowance is recognised for
credit losses expected over the remaining life of the exposure, irrespective of timing of the default (a
lifetime ECL).
For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group
does not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at
each reporting date. The Group has established a provision matrix that is based on its historical credit
loss experience, adjusted for forward-looking factors specific to the debtors and the economic
environment which could affect debtors’ ability to pay.
The Group considers a financial asset in default when contractual payments are 60 days past due.
However, in certain cases, the Group may also consider a financial asset to be in default when internal
or external information indicates that the Company is unlikely to receive the outstanding contractual
amounts in full before taking into account any credit enhancements held by the Group. A financial asset
is written off when there is no reasonable expectation of recovering the contractual cash flows.
2.13 Cash and cash equivalents
Cash and cash equivalents comprise cash at banks and on hand and fixed deposits with less than 3 months
of maturity cycle and are subject to an insignificant risk of changes in value.
2.14 Provisions
General
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a
past event, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation and the amount of the obligation can be estimated reliably.
Provisions are reviewed at the end of each reporting period 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 risks 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.
44
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.15 Revenue recognition
Revenue is measured based on the consideration to which the Company expects to be entitled in
exchange for transferring promised goods or services to a customer, excluding amounts collected on
behalf of third parties.
Revenue is recognised when the Company satisfies a performance obligation by transferring a promised
good or service to the customer, which is when the customer obtains control of the good or service. A
performance obligation may be satisfied at a point in time or over time. The amount of revenue
recognised is the amount allocated to the satisfied performance obligation.
a) Rendering of services
This comprises of marketing services provided. Revenue is recognised when the final products have
been delivered. There is no change to timing of revenue recognition from FRS 115.
b) Sale of goods
Revenue recognised when the goods are delivered to the customer and all criteria for acceptance
have been satisfied. The goods are often sold with a right of return over period of time. Since the
Group has disposed the subsidiaries which sale the goods the during the year, no expectation for
good return. Thus no adjustment for the carrying amount of the good less expected costs to recover
the goods and adjusts them against cost of sales correspondingly.
c) Commission income
Commission income is recognised when the corresponding service is provided. There is no change to
timing of revenue recognition from FRS 115.
d) Programme fees
This comprises of providing financial education and training services. Revenue is recognised when the
training has been conducted. The Company will record contractual liabilities for advance payment
made for the training. There is no change to timing of revenue recognition from FRS 115.
These accounting policies are applied before the initial application date of FRS 115, 1 April 2018:
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group
and the revenue can be reliably measured, regardless of when the payment is made. Revenue is
measured at the fair value of consideration received or receivable, taking into account contractually
defined terms of payment and excluding taxes or duty.
a) Rendering of services
Revenue from rendering of services is recognised when the final products have been delivered.
b) Sale of goods
Revenue from sales of goods is recognised upon the transfer of significant risk and rewards of
ownership of the goods to the buyer usually on delivery of goods. 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.
45
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.15 Revenue recognition (continued)
c) Commission income
Commission income is recognised when the corresponding service is provided.
d) Programme fees
Programme fees are recognised over the period of programme. Amount of fees relating to future
periods are included in unearned revenue.
2.16 Government grants
Government grant shall be recognised in profit or loss on a systematic basis over the periods in which the
entity recognises as expenses the related costs for which the grants are intended to compensate. Grants
related to income may be presented as a credit in profit or loss, either separately or under a general
heading such as “Other income”. Alternatively, they are deducted in reporting that related expenses.
2.17 Employee benefits
(a)
Defined contribution plans
The Group participates in the national pension schemes as defined by the laws of the countries in
which it has operations. In particular, the Singapore companies in the Group make contributions
to the Central Provident Fund scheme in Singapore, 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.
(b)
Short-term employee benefits
Short-term employee benefit obligations are measured on an undiscounted basis and are
expensed as the related service is provided. Liability is recognised for the amount expected to be
paid if the Group has a present legal or constructive obligation to pay this amount as a result of
past service provided by the employee, and the obligation can be estimated reliably.
2.18 Operating lease
As lessee
Finance leases which transfer to the Company substantially all the risks and rewards incidental to
ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased
asset or, if lower, at the present value of the minimum lease payments. Any initial direct costs are also
added to the amount capitalised. Lease payments are apportioned between the finance charges and
reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the
liability. Finance charges are charged to profit or loss. Contingent rents, if any, are charged as expenses
in the periods in which they are incurred.
Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the
lease term. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of
rental expense over the lease term on a straight-line basis.
46
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.18 Operating lease (continued)
As lessor
Leases of event rental spaces where the Group retains substantially all risks and rewards incidental to
ownership are classified as operating leases. Rental income from operating leases (net of any incentives
given to the lessees) is recognised in profit or loss on a straight-line basis over the lease term.
Initial direct costs incurred by the Group in negotiating and arranging operating leases are added to the
carrying amount of the leased assets and recognised as an expense in profit or loss over the lease term
on the same basis as the lease income.
Contingent rents are recognised as income in profit or loss when earned.
2.19 Taxes
(a)
Current income tax
Current income tax assets and liabilities for the current and prior periods are measured at the
amount expected to be recovered from or paid to the taxation authority. The tax rates and tax
laws used to compute the amount are those that are enacted or substantively enacted at the
reporting date.
Current income taxes are recognised in profit or loss except to the extent that the tax relates to
items recognised outside profit or loss, either in other comprehensive income or directly in equity.
Management periodically evaluates positions taken in the tax returns with respect to situations in
which applicable tax regulations are subject to interpretation and establishes provisions where
appropriate.
(b)
Deferred tax
Deferred tax is provided using the liability method on temporary differences at the end of the
reporting period between the tax bases of assets and liabilities and their carrying amounts for
financial reporting purposes.
Deferred tax assets are recognised for all deductible temporary differences, the carry forward of
unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will
be available against which the deductible temporary differences, and the carry forward of unused
tax credits and unused tax losses can be utilised.
Deferred tax asset is not recognised for temporary differences on the initial recognition of assets
or liabilities in a transaction that is not a business combination and, at the time of the transaction
that affects neither accounting nor taxable profit or loss.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and
reduced to the extent that it is no longer probable that sufficient taxable profit will be available to
allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are
reassessed at the end of each reporting period and are recognised to the extent that it has become
probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rate that are expected to apply in the
year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have
been enacted or substantively enacted at the end of each reporting period.
47
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
2.
Summary of significant accounting policies (continued)
2.19 Taxes (continued)
(b)
Deferred tax (continued)
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set
off current income tax assets against current income tax liabilities and the deferred taxes relate to
the same taxable entity and the same taxation authority.
(c)
Sales tax
Revenue, expenses and assets are recognised net of the amount of sales tax except:
• Where the sales tax incurred on a purchase of assets or services is not recoverable from the
taxation authority, in which case the sales tax is recognised as part of the cost of acquisition
of the asset or as part of the expense item as applicable; and
• Receivables and payables that are stated with the amount of sales tax included.
The net amount of sales tax recoverable from, or payable to, the taxation authority is included as
part of receivables or payables in the statement of financial position.
2.20 Share capital
Proceeds from issuance of ordinary shares are recognised as share capital in equity. Incremental costs
directly attributable to the issuance of ordinary shares are deducted against share capital.
3.
Significant accounting judgments and estimates
The preparation of the Group’s financial statements requires management to make judgments, estimates
and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the
disclosure of contingent liabilities at the end of each reporting period. Uncertainty about these
assumptions and estimates could result in outcomes that require a material adjustment to the carrying
amount of the asset or liability affected in the future periods.
3.1
Judgments made in applying accounting policies
In the process of applying the Group’s accounting policies, management has made the following
judgements, apart from those involving estimations, which have the most significant effect on the
amounts recognised in the financial statements.
Determination of functional currency
The Group measures foreign currency transactions in the respective functional currencies of the Company
and its subsidiaries. In determining the functional currencies of the entities in the Group, judgement is
required to determine the currency that mainly influences sales prices for goods and services and of the
country whose competitive forces and regulations mainly determines the sales prices of its goods and
services. The functional currencies of the entities in the Group are determined based on management’s
assessment of the economic environment in which the entities operate and the entities’ process of
determining sales prices. Management has assessed that prices are mainly denominated and settled in
the respective local currency of the entities of the Group. Therefore, management concluded that the
functional currency of the entities of the Group is their respective local currency.
48
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
3.
Significant accounting judgments and estimates (continued)
3.2
Key sources of estimation of uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the end
of the reporting period are discussed below. The Group based its assumptions and estimates on
parameters available when the financial statements were prepared. Existing circumstances and
assumptions about future developments, however, may change due to market changes or circumstances
arising beyond the control of the Group. Such changes are reflected in the assumptions when they occur.
(a)
Useful lives of plant and equipment
The useful life of an item of plant and equipment is estimated at the time the asset is acquired and
is based on historical experience with similar assets and takes into account anticipated
technological or other changes. If changes occur more rapidly than anticipated or the asset
experiences unexpected level of wear and tear, the useful life will be adjusted accordingly. The
carrying amounts of the Group’s and the Company’s plant and equipment as at 31 March 2019
was S$521,566 and S$ nil (2018: S$1,128,730 and S$7,633) respectively.
(b)
Provision for expected credit losses of trade receivables
The Group uses a provision matrix to calculate ECLs for trade receivables. The provision rates are
based on days past due for groupings of various customer segments that have similar loss patterns.
The provision matrix is initially based on the Group’s historical observed default rates. The Group
will calibrate the matrix to adjust historical credit loss experience with forward-looking
information. At every reporting date, historical default rates are updated and changes in the
forward-looking estimates are analysed.
The assessment of the correlation between historical observed default rates, forecast economic
conditions and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in
circumstances and of forecast economic conditions. The Group’s historical credit loss experience
and forecast of economic conditions may also not be representative of customer’s actual default
in the future. The information about the ECLs on the Group’s trade receivables is disclosed in Note
27.
The carrying amount of the Group’s trade receivables as at 31 March 2019 was S$313,208 (2018:
S$1,634,498).
49
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
4.
Plant and equipment
Group
Cost
At 1 April 2017
Additions
Completion of reverse takeover
Arising from disposal of subsidiaries
Exchange differences
At 31 March 2018
Additions
Disposals
Written-off
Disposal of subsidiaries
Exchange differences
At 31 March 2019
Accumulated depreciation
At 1 April 2017
Depreciation
Arising from disposal of subsidiaries
Exchange differences
At 31 March 2018
Depreciation
Disposal
Written-off
Disposal of subsidiaries
Exchange differences
At 31 March 2019
Net carrying amount
At 31 March 2018
At 31 March 2019
Furniture and
fittings
S$
Office
equipment
S$
Motor
vehicles
S$
639,883
494,175
225,841
(6,673)
17,655
1,370,881
100,832
(10,893)
(46,896)
(241,735)
(4,877)
1,167,312
235,044
293,570
(1,673)
11,967
538,908
424,296
(908)
(22,284)
(176,258)
(9,063)
754,691
270,090
81,418
183,367
(5,381)
2,888
532,382
158,744
(11,685)
(47,358)
(252,167)
3,066
382,982
164,898
128,955
(1,684)
1,674
293,843
122,205
(9,980)
(33,471)
(60,369)
(1,746)
310,482
98,987
-
-
-
6,864
105,851
-
-
-
-
(1,723)
104,128
24,747
20,456
-
2,430
47,633
20,855
-
-
-
(805)
67,683
Total
S$
1,008,960
575,593
409,208
(12,054)
27,407
2,009,114
259,576
(22,578)
(94,254)
(493,902)
(3,534)
1,654,422
424,689
442,981
(3,357)
16,071
880,384
567,356
(10,888)
(55,755)
(236,627)
(11,614)
1,132,856
831,973
238,539
58,218
1,128,730
412,621
72,500
36,445
521,566
Assets under hire purchase arrangement
The carrying amounts of motor vehicles held under finance leases are S$36,445 (2018: S$58,218) at the end
of reporting period.
50
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
4.
Plant and equipment (continued)
Company
Cost
At 1 April 2017
Additions
At 31 March 2018
Written off
At 31 March 2019
Accumulated depreciation
At 1 April 2017
Depreciation
At 31 March 2018
Depreciation
Written off
At 31 March 2019
Net carrying amount
At 31 March 2018
At 31 March 2019
5.
Intangible assets
Group
Cost
At 1 April 2017
Additions
Completion of Reverse Takeover
Acquisition of subsidiaries
Currency adjustment
At 31 March 2018
Additions
Disposal of Digital and Marketing businesses
Impairment
At 31 March 2019
Impairment loss recognised
Furniture
and fittings
S$
Office
equipment
S$
Total
S$
2,497
-
2,497
(2,497)
-
69
833
902
416
(1,318)
-
17,004
1,450
18,454
(18,454)
-
6,306
6,110
12,416
3,077
(15,493)
-
19,501
1,450
20,951
(20,951)
-
6,375
6,943
13,318
3,493
(16,811)
-
1,595
6,038
7,633
-
-
-
Goodwill
S$
Trademark
S$
Total
S$
1,554,542
-
544,793
49,659
-
2,148,994
-
(563,981)
(1,585,013)
-
-
9,616
38,007
-
(336)
47,287
1,849
(49,136)
-
-
1,554,542
9,616
582,800
49,659
(336)
2,196,281
1,849
(613,117)
(1,585,013)
-
During the financial year, an impairment loss was recognised to the carrying amount of goodwill based on
management assessment. The impairment loss of S$1,585,013 (2018: Nil) has been recognised in consolidated
statement of comprehensive income.
Trademarks
Trademarks relate to the brands that the Group has registered in Singapore.
51
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
5.
Intangible assets (continued)
At cost
At beginning of financial year
Written off
At end of financial year
6.
Investment in subsidiaries
Shares, at cost
Disposal of subsidiaries
Less: Allowance for impairment losses
Company
2019
S$
2018
S$
38,007
(38,007)
-
38,007
-
38,007
Company
2019
S$
2018
S$
31,883,429
(2,742,581)
(26,850,405)
2,290,443
32,489,836
-
(606,407)
31,883,429
In 2019, the Company had provided an impairment loss of S$26,850,405 which was to write down the carrying
value of a subsidiary to its recoverable amount as the investment no longer represented by net assets of the
investee.
a) Composition of the Group
The Group has the following investment in subsidiaries.
Name
Held by the Company
8VIC Global Pte. Limited (a)
Digimatic Creatives Pte. Ltd. (b)
Digimatic Media Private Limited (b)
Wewe Media Group Pte. Ltd. (b)
Webbynomics Pte. Ltd. (b)
Principal
place of
business
Principal activities
Singapore
Singapore Motion picture/video production
Conducting business courses
Singapore
Conducting business courses/advertising
activities
Singapore Advertising activities
Singapore
E-commerce
Held through 8VIC Global Pte. Limited
8VIC Singapore Pte. Ltd. (a)
8VIC Malaysia Sdn. Bhd. (c)
8VIC Taiwan Co., Ltd. (d)
8VIC (Thailand) Co., Ltd. (d)
8VIC (Australia) Pty Ltd (d)
Value Investing College Pte. Ltd. (d)
Singapore Conducting business courses
Conducting business courses
Malaysia
Conducting business courses
Taiwan
Conducting business courses
Thailand
Australia
Conducting business courses
Singapore Dormant
Proportion
(%) of
ownership
interest
2019 2018
100
-
-
-
-
60
100
70
70
90
100
100
51
100
100
51
100
100
70
70
90
-
Held through 8VIC Malaysia Sdn Bhd
JooY Media Sdn Bhd (c)
Malaysia
Agency and media
70
-
52
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
6.
a)
Investment in subsidiaries (continued)
Composition of the Group (continued)
Name
Principal
place of
business
Principal activities
Held through Digimatic Creatives Pte. Ltd.
Anonymous Production Sdn Bhd (b)
Malaysia Motion picture/video production
Held through Digimatic Media Private Limited
Digimatic Media Sdn Bhd (b)
Keaworld Pte. Ltd. (b)
Malaysia Conducting business courses
Singapore E-commerce
(a) Audited by PricewaterhouseCoopers LLP
(b) Audited by Group auditor, Kong, Lim & Partners LLP
(c)
(d) No statutory audit required
Audited by Crowe Malaysia PLT
Proportion
(%) of
ownership
interest
2019 2018
-
-
-
100
100
100
b)
Interest in subsidiaries with material non-controlling interest (NCI)
The Group has the following subsidiary that has NCI that are material to the Group.
Proportion of
ownership
interest held by
non-controlling
interest
Principal
place of
business
Name
8VIC Taiwan Co., Ltd.
Taiwan
30%
Profit
allocated to NCI
during the
reporting period
S$
104,388
Accumulated
NCI at the end
of reporting
period
S$
222,202
c)
Summarised financial information about subsidiary with material NCI
Summarised financial information including goodwill on acquisition and consolidation adjustments but
before intercompany eliminations of subsidiaries with material non-controlling interests are as follows:
Summarised statement of financial position
Current
Assets
Liabilities
Net current assets
Net assets
8VIC Taiwan Co., Ltd.
2019
S$
891,661
(150,989)
740,672
740,672
2018
S$
958,623
(565,158)
393,465
393,465
53
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
6.
Investment in subsidiaries (continued)
c) Summarised financial information about subsidiary with material NCI (continued)
Summarised statement of comprehensive income
Revenue
Profit/(loss) before tax
Income tax expenses
Total comprehensive income for the year
Other summarised information
Net cash flows from operating activities
Net cash flows from financing activities
Net cash flows from investing activities
d) Disposal of subsidiaries
8VIC Taiwan Co., Ltd.
2019
S$
3,304,920
499,235
(132,701)
366,534
2018
S$
641,484
168,327
(23)
167,550
8VIC Taiwan Co., Ltd.
2019
S$
2018
S$
715,072
-
-
191,232
225,916
-
On 1 October 2018, the Company completed the sale of four of its subsidiaries Digimatic Media
Private Limited, Digimatic Creatives Pte. Ltd., WEWE Media Group Pte. Ltd. and Webbynomics Pte.
Ltd. (together, “Digital and Marketing Businesses” or “Disposal Group”) for a consideration of
3,031,974 Company’s shares at A$0.66 per share (the “Consideration Share”).
Carrying amounts of assets and liabilities disposed
Assets
Cash and cash equivalents
Trade and other receivables
Inventories
Plant and equipment
Financial assets, at FVOCI
Liabilities
Trade and other payables
Current income tax liabilities
Contractual liabilities
Deferred income tax liabilities
Carrying value of net assets
Disposal Group
S$
3,108,243
2,139,986
962,557
257,275
100,000
6,568,061
2,337,036
82,724
1,600,276
89,591
4,109,627
2,458,434
54
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
6.
Investment in subsidiaries (continued)
d) Disposal of subsidiaries (continued)
Effect of the disposal of Disposal Group on cash flow:
2019
S$
Consideration for 3,031,974 Company’s shares in the form of share buy back (a)
1,977,690
Carrying amount of assets and liabilities prior to disposal (b)
Less: Non-controlling interests
Less: Foreign currency translation reserve for Disposal Group
Carrying amount of assets and liabilities derecognised (c)
Impairment loss between consideration and carrying amount of tangible assets
and liabilities derecognised (d=a-c)
Net assets disposed of (per above) (e=b-d)
Total loss on disposal:
Impairment loss between consideration and carrying amount of tangible assets
and liabilities derecognised (per above) (d=a-c)
Goodwill derecognised (Note 5) (f)
Total loss upon disposal (g=d+f)
Cash and cash equivalents in Disposal Group disposed of
Net cash outflow on disposal
2,777,621
(462,119)
(18,625)
2,296,877
(319,187)
2,458,434
(319,187)
(563,981)
(883,168)
(3,108,243)
(3,108,243)
7.
Investment in associated company
Group
2019
S$
2018
S$
8Bit Global Pte. Ltd. (formerly known as 8I Media Pte. Ltd.)
147,818
At beginning of financial year
Investment in associated companies
Share of results of associated companies
Impairment loss
At end of financial year
-
430,000
(252,182)
(30,000)
147,818
-
-
-
-
-
-
Set out below is the associated company of the Group as at 31 March 2019, which, in the opinion of the
directors, is material to the Group. The associated company as listed below have share capital consisting
solely of ordinary shares, which is held directly by the Group; the country of incorporation is also its
principal place of business.
Name of entity
Place of business/
country of
incorporation
% of ownership
interest
2019
2018
Held through 8VIC Global Pte. Limited
8Bit Global Pte. Ltd. (formerly known as 8I Media Pte. Ltd.)
Learnpod Pte. Ltd.
Singapore
Singapore
44.4%
30.0%
-
-
55
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
7.
Investment in associated company (continued)
8Bit Global Pte. Ltd. (formerly known as 8I Media Pte. Ltd.) (“8Bit”) is principally involved in computer
programming and data processing and hosting.
There are no contingent liabilities relating to the Group’s interest in the associated company.
Set out below is the summarised financial information for 8Bit.
Summarised statement of financial position
Current assets
Includes:
- Cash and cash equivalents
Current liabilities
Includes:
- Financial liabilities (excluding trade payables)
Non-current assets
Net assets
Summarised statement of comprehensive income
Revenue and other income
Expenses
Includes:
- Depreciation
Loss before tax
Income tax credit
Loss after tax
8Bit
As at 31 March
2018
S$
2019
S$
479,332
289,972
(451,045)
(51,660)
304,637
332,924
8Bit
For the year ended
31 March
2018
S$
2019
S$
310,242
(877,875)
(101,546)
(567,633)
1,557
(566,076)
-
-
-
-
-
-
-
-
-
-
-
-
The information above reflects the amounts presented in the financial statements of the associated
company (and not the Group’s share of those amounts).
56
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
7.
Investment in associated company (continued)
Reconciliation of summarised financial information
Reconciliation of the summarised financial information presented, to the carrying amount of the Group’s
interest in the associated company, is as follows:
8Bit
As at 31 March
At date of acquisition
Loss for the period
End of financial year
2019
S$
856,216
(523,292)
332,924
Carrying value - Interest in associated company (44.4%)
147,818
8.
Financial assets at FVPL and at FVOCI
2018
S$
-
-
-
-
Current:
Financial assets, at FVPL
Non-current:
Financial assets, at FVOCI
Group
2019
S$
2018
S$
Company
2019
S$
2018
S$
181,542
177,865
-
-
8,219
8,219
189,761
107,225
107,225
285,090
-
-
-
-
-
-
Financial assets are denominated in the following currencies:
Group
2019
S$
2018
S$
Company
2019
S$
2018
S$
Malaysian Ringgit
Singapore Dollar
189,761
-
189,761
185,090
100,000
285,090
-
-
-
-
-
-
57
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
9.
Trade and other receivables
Trade receivables
- related companies
- third parties
Less: Allowance for
impairment
Trade receivables (net)
Other receivables
Amount due from subsidiaries
Amount due from related
companies
Deposits
Loan to staff
Unbilled revenue
Group
2019
S$
2018
S$
Company
2019
S$
2018
S$
-
390,275
390,275
(77,067)
313,208
191,925
-
-
715,960
-
-
1,221,093
310
1,722,794
1,723,104
(88,606)
1,634,498
203,723
-
-
708,437
200,000
571,147
3,317,805
-
12,000
12,000
-
12,000
-
-
-
-
-
24,571
85,688
-
499,949
-
284
-
-
-
122,259
-
-
-
500,233
Trade receivables are unsecured, non-interest bearing and are generally on 7 to 30 days terms (2018: 0
to 180 days).
Included in current deposits is a banker’s guarantee of S$190,000 (2018: S$190,000) as required by Global
Payments Asia Pacific (Hong Kong Holding) Limited in order to provide services in accordance to the
merchant agreement.
Related party balances
Amount due from related companies are non-trade, unsecured, interest-free and with no fixed terms of
repayment.
Amount due from subsidiaries are non-trade, unsecured, interest-free and with no fixed terms of
repayment except for an amount due from a subsidiary amounting to S$ nil (2018: S$499,949) which is
interest bearing at nil% (2018: 5%) and to be repaid within one year.
There is no other class of financial assets that is past due and/or impaired except for trade receivables.
58
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
9.
Trade and other receivables (continued)
Trade and other receivables are denominated in the following currencies:
Australian Dollar
Malaysian Ringgit
Singapore Dollar
United States Dollar
Chinese Renminbi
New Taiwan Dollar
Japanese Yen
Indonesian Rupiah
Others
Group
Company
2019
S$
-
92,064
853,190
-
-
207,652
55,624
-
12,563
1,221,093
2018
S$
2019
S$
2018
S$
14,464
204,400
1,638,082
730,183
20,389
495,844
181,995
25,393
7,055
3,317,805
30,118
-
92,141
-
-
-
-
-
-
122,259
-
-
500,233
-
-
-
-
-
-
500,233
Receivables that were impaired
The Group and Company’s trade receivables that were impaired at the reporting date and the movement
of the allowance accounts used to record the impairment were as follows:
Group
2019
S$
2018
S$
Company
2019
S$
2018
S$
Trade receivables
- nominal amount
Less: Allowance for impairment
77,067
(77,067)
-
88,606
(88,606)
-
The movement in allowances accounts:
Balance at beginning of year
Charge for the year
Written off
Disposal of Digital and Marketing Businesses
Balance at end of year
88,606
77,067
-
(88,606)
77,067
-
100,665
(12,059)
-
88,606
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
10.
Fixed deposits
Fixed deposits had maturity of more than three months and had a weighted average effective interest
rate of Nil% (2018: 0.62%) per annum of the Group and Nil (2018: 1.05%) per annum of the Company.
Fixed deposits are denominated in the following currencies:
Malaysian Ringgit
Singapore Dollar
Group
Company
2019
S$
2018
S$
-
-
-
271,280
1,040,000
1,311,280
2019
S$
-
-
-
2018
S$
-
-
-
59
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
11.
Cash and cash equivalents
Cash on hand
Cash at banks
Fixed deposits
Group
Company
2019
S$
5,306
2,954,525
1,742,200
4,702,031
2018
S$
24,050
7,771,789
773,340
8,569,179
2019
S$
-
1,422,314
-
1,422,314
2018
S$
452
766,358
-
766,810
Cash at banks earns interest at floating rates based on daily bank deposit rates. Fixed deposit had maturity
of one to three months and had a weighted average effective interest rates of 0.20% (2018: 1.77%) per
annum of the Group.
Cash and cash equivalents are denominated in the following currencies:
Group
Company
2019
S$
37,800
574,697
3,123,130
179,682
52,463
715,072
19,187
4,702,031
2018
S$
76,683
1,456,941
5,494,054
1,001,546
122,807
417,148
-
8,569,179
2019
S$
30,969
-
1,219,980
171,365
-
-
-
1,422,314
2018
S$
76,683
-
402,600
287,527
-
-
-
766,810
Australian Dollar
Malaysian Ringgit
Singapore Dollar
United States Dollar
Thai Baht
New Taiwan Dollar
Japanese Yen
12.
Share capital
2019
2018
No. of shares
S$
No. of shares
S$
Group
Issued and fully paid ordinary shares
At beginning of financial year
Shares issued for Reverse Takeover
(Note 1.2)
Share consolidation(5)
Share buy back from disposal of Digital
and Marketing businesses(6)
At end of financial year
43,577,596
14,872,793
653,664,000
4,741,000(2)
-
-
-
-
1,525,216,000
(2,135,302,404)
10,131,793(2)(4)
-
(3,031,974)
40,545,622
(1,977,690)
12,895,103
-
43,577,596
-
14,872,793
60
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
12.
Share capital (continued)
2019
2018
No. of shares(1)
S$
No. of shares(1)
S$
Company
Issued and fully paid ordinary shares
At beginning of financial year
Shares issued for Reverse Takeover
(Note 1.2)
Share consolidation(5)
Share buy back from disposal of
Digital and Marketing businesses(6)
At end of financial year
43,577,596
79,400,864
653,664,000
13,804,374
-
-
-
-
1,525,216,000
(2,135,302,404)
65,596,490(3)
-
(3,031,974)
40,545,622
(1,977,690)
77,423,174
-
43,577,596
-
79,400,864
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. The ordinary shares have no par value.
(1) The equity structure (i.e. the number and types of equity instruments issued) reflect the equity
structure of the Company, being the legal parent, including the equity instruments issued by the
Company to effect the reverse acquisition.
(2) The amount recognised as issued equity instruments in the consolidated financial statements
includes the issued equity of the 8VIC Group immediately before the reverse acquisition to the costs
of the reverse acquisition.
(3) This represents the purchase consideration for the Company’s acquisition of the 8VIC Group which
was satisfied by the allotment and issuance of 1,525,216,000 ordinary shares (before the effect of
share consolidation) at AS$0.042 (equivalent to S$0.043008) per share in the capital of the Company
on 28 November 2017.
(4) This represents the fair value of the consideration transferred in relation to the Reverse Takeover.
The consideration transferred for the Reverse Takeover is determined using the fair value of shares
deemed to be issued by 8VIC in the reverse acquisition, being approximately S$10,131,793 worth of
shares deemed to be issued for the purpose of deriving the consideration effectively transferred in
the acquisition. The fair value of shares in 8VIC is assessed and determined by Moore Stephens Perth
Corporate Services Pty Ltd, an independent expert based in Australia.
(5) On 28 November 2017, the shares in the Company were consolidated on the basis of one
consolidated share for every fifty ordinary shares held by the shareholders (“Share Consolidation”).
The number of consolidated shares to which shareholders are entitled arising from the Share
Consolidation were rounded down to the nearest whole Consolidated Share, and any fractions of
consolidation share arising from the Share Consolidation were disregarded.
(6) On 1 October 2018, the Company acquired 3,031,974 shares through disposal of subsidiaries. The
total fair value of the acquired shares was S$1,977,690 and this was presented as share buy back
from another shareholders.
13.
Foreign currency translation reserve
The foreign currency translation reserve represents exchange differences arising from the translation of
the financial statements of foreign operations whose functional currencies are different from that of the
Group’s presentation currency.
61
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
14. Other reserves
Other reserves comprise of premium paid on acquisition of 49% non-controlling interest in 8VIC
Singapore Pte. Ltd. during the financial year ended 31 March 2017.
15.
Trade and other payables
Trade payables
- related companies
- third parties
Other payables
Accruals
Amount due to directors
due
Amount
to
related
companies
Amount due to subsidiaries
GST payable
Group
Company
2019
S$
2018
S$
2019
S$
2018
S$
-
247,422
306,221
478,792
-
172,844
-
42,522
1,247,801
2,305
631,526
510,154
1,763,048
18,852
-
-
200,585
3,126,470
-
8,383
-
49,460
-
-
-
-
57,843
-
22,212
5,285
98,599
-
-
3,343
-
129,439
Trade payables are non-interest bearing and are generally payable based on agreed terms between the
parties.
Amount due to directors and subsidiaries are non-trade, unsecured, interest-free and with no fixed terms
of repayment.
Trade and other payables are denominated in the following currencies:
Group
2019
S$
-
428,012
784,816
-
32,881
2,092
1,247,801
2018
S$
14,653
350,611
2,069,823
458,289
210,858
22,236
3,126,470
Company
2019
S$
2018
S$
8,303
-
49,460
80
-
-
57,843
6,282
3,343
119,731
83
-
-
129,439
Australian Dollar
Malaysian Ringgit
Singapore Dollar
United States Dollar
New Taiwan Dollar
Thai Baht
16. Unearned revenue
This represents revenue received from customers but not yet recognised to the profit or loss due to
service not yet rendered as at reporting date.
62
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
17.
Finance lease liabilities
Minimum lease payments due
- Not later than one year
-
Between one and five years
Less: Future finance charges
Present value of finance lease liabilities
The present values of finance lease liabilities are analysed as follows:
Not later than one year
Between one and five years
Total
18.
Revenue
Rendering of services
Sale of goods
Commission income
Programme fees
19. Other income
Dividend income
Foreign exchange differences (net)
Gain on disposal of subsidiary
Interest income
PIC and other government grants
Rental income
Other income
Group
2019
S$
2018
S$
19,988
18,304
38,292
(1,868)
36,424
20,319
38,926
59,245
(4,335)
54,910
18,567
17,857
36,424
17,883
37,027
54,910
Group
2019
S$
1,177,481
2,466,802
2,338,728
16,308,326
22,291,337
2018
S$
545,979
923,578
1,303,571
14,591,901
17,365,029
Group
2019
S$
2018
S$
6,674
59,426
-
58,073
115,250
97,215
14,595
351,233
-
-
243,200
51,642
113,571
30,790
62,883
502,086
63
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
20.
(Loss)/Profit before tax
The following items have been included in arriving at (loss)/profit before tax:
Advertising fee
Amortisation of prepayment
Audit fee:
- Auditors of the Company
- Other auditors
Cost of goods sold - Ecommerce
Credit card/NETS charges
Depreciation of plant and equipment
Foreign exchange differences (net)
Impairment of financial assets
Impairment of non-financial assets
Inventory written off
Online marketing expenses
Other COS
Professional fees
Rental
Speakers fees
Travelling expenses
Program costs
Marketing expenses
Agency cost
Employee benefits expense (Note 21)
21.
Employee benefits expense
Employee benefits expenses (including directors)
Salaries, fees and bonus
CPF Contributions
Commisions and other benefits
Group
2019
S$
2018
S$
2,130,767
50,000
21,935
151,985
982,692
706,651
567,356
-
958,070
305,000
-
998,895
488,842
337,028
1,778,065
3,390,099
513,893
516,777
5,579,248
401,890
4,086,445
949,970
100,000
69,500
77,691
443,624
520,463
442,981
46,245
100,665
-
5,076
514,426
14,639
317,275
789,992
1,617,867
726,329
758,327
2,974,087
-
4,370,740
Group
2019
S$
2018
S$
3,282,145
344,935
459,365
4,086,445
3,248,765
409,777
712,198
4,370,740
64
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
22.
Income tax
The major components of income tax benefit recognised in profit or loss for the years ended 31 March
2019 and 2018 were:
Current income tax:
Current year
Under/(Over) provision in respect of prior years
Deferred tax:
Current year
Over provision in respect of prior years
Income tax expense/(credit) recognised in profit or loss
Relationship between tax benefit and accounting profit
Group
2019
S$
2018
S$
204,945
146,967
351,912
34,606
-
34,606
386,518
118,385
(129,525)
(11,140)
(1,898)
(3,115)
(5,013)
(16,153)
A reconciliation between tax benefit and the product of accounting profit multiplied by the applicable
corporate tax rate for the financial years ended 31 March 2019 and 2018 were as follows:
Group
2019
S$
2018
S$
(Loss)/Profit before tax
Share of results of associated company, net of tax
(Loss)/Profit before tax and share of results of associated
company
(4,329,146)
252,182
759,197
-
(4,076,964)
759,197
Income tax rate using the statutory tax rate of 17% (2018:
17%)
(693,085)
129,063
Tax effects of:
Non-deductible expenses
Income not subject to taxation
Tax exemptions
Deferred tax assets not recognised
Utilisation of previously unrecognised deferred tax
assets
Utilisation of group relief
Effect of tax rates in foreign jurisdictions
Over provision in respect of prior years
Income tax expense/(credit) recognised in profit or loss
500,275
(80,069)
(16,575)
446,379
-
-
82,626
146,967
386,518
164,765
(39,374)
(124,767)
82,091
(82,371)
(23,335)
10,415
(132,640)
(16,153)
The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction.
65
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
22.
Income tax (continued)
At the end of the reporting period, the Group has unutilised capital allowances and unused losses of
approximately S$147,067 and S$2,625,760 (2018: S$25,787 and S$1,679,167) respectively are available
for offset against future taxable profits of the companies in which the losses arose, for which no deferred
tax asset is recognised due to uncertainty of its recoverability. The use of these tax losses is subject to
the agreement of the tax authorities and compliance with certain provisions of the tax legislation.
The Singapore Government has announced that for Years of Assessment (“YA”) 2018 and 2019, all
companies will receive a 50% and 20% Corporate Income Tax (“CIT”) Rebate that is subject to a cap of
S$25,000 and S$10,000 respectively.
Deferred tax assets and liabilities as at 31 March relates to the following:
Group
Company
2019
S$
2018
S$
2019
S$
2018
S$
178,865
217,005
-
-
4,000
-
4,000
24,261
-
-
69,329
93,590
-
-
-
-
Deferred tax assets:
Accelerated tax depreciation
Deferred tax liabilities:
Accelerated tax depreciation
Fair value adjustments on
acquisition of subsidiaries
23.
Earnings per share
The basic and diluted earnings per share are calculated by dividing profit net of tax by the weighted
average number of ordinary shares during the financial year.
The weighted average number of ordinary shares for the financial year ended 31 March 2019 is calculated
using the number of ordinary shares issued by the Company for the Reverse Takeover, which is the
number of shares deemed to be outstanding from the beginning of the year to the reverse acquisition
date, and the number of ordinary shares of the Company outstanding from the reverse acquisition date
to the end of the year.
The following table reflect the profit and share data used in the computation of basic and diluted earnings
per share for the year ended 31 March 2019 and 2018:
Group
2019
S$
2018
S$
(Loss)/Profit net of tax used in the computation of earnings
per share
(4,867,345)
696,441
Weighted average number of ordinary shares
42,074,073
34,909,836
No. of shares
No. of shares
66
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
24.
Significant related party transactions
In addition to the related party information disclosed elsewhere in the financial statements, the following
transactions with related parties took place at terms agreed between the parties during the financial
year:
Cost of lease sharing charged to related parties
Admin handling expenses charged by related parties
Consultancy expense charged by related parties
Compensation of key management personnel
Salaries, fees and bonus
CPF Contributions
Commisions and other benefits
Comprise of amount paid to:
Directors of the Company
Directors of the subsidiaries and key management personnel
Group
2019
S$
2018
S$
372,714
(96,600)
(24,368)
457,895
-
-
Group
2019
S$
2018
S$
858,831
32,963
12,419
904,213
266,475
637,738
904,213
855,684
66,303
153,969
1,075,956
59,463
1,016,493
1,075,956
25. Operating lease commitments
Where the Group is a lessee
The Group have entered into commercial leases on rental of offices. The lease has average life of 3 years
with renewal option included in the contracts. There are no restrictions places upon the Group by
entering into these leases.
Future minimum rental payable under non-cancellable operating leases as at the end of reporting period
are as follows:
Not later than one year
Later than one year but not later than five years
Group
2019
S$
1,163,876
1,186,567
2,350,443
2018
S$
1,485,688
2,302,102
3,787,790
Minimum lease payments recognised as an expense in profit or loss for the financial year ended 31 March
2019 amounted to S$1,431,624 (2018: S$789,992).
67
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
25. Operating lease commitments (continued)
Where the Group is a lessor
The Group lease out office to non-related parties under non-cancellable operating leases. The lessees
are required to pay fixed lease payments during the lease period.
The future minimum lease receivables under non-cancellable operating leases contracted for at the
balance sheet date but not recognised as receivables, are as follows:
Not later than one year
26.
Fair values of assets and liabilities
Group
2019
S$
2018
S$
69,750
-
The following table shows an analysis of financial instruments carried at fair value by level of
fair value hierarchy:
Quoted prices
in active
markets for
identical
instruments
(Level 1)
S$
Significant
other
observable
inputs
(Level 2)
S$
Significant
unobservable
inputs
(Level 3)
S$
189,761
-
-
185,090
-
-
-
-
100,000
As at 31 March 2019
Financial assets:
Financial assets, at FVOCI (quoted)
As at 31 March 2018
Financial assets:
Financial assets, at FVOCI (quoted)
Financial assets, at FVOCI (unquoted)
The fair value of a financial instrument is the amount at which the instrument could be exchanged or
settled between knowledgeable and willing parties in an arm’s length transaction.
Fair value hierarchy
The Group categorises fair value measurements using a fair value hierarchy that is dependent on the
valuation inputs used as follows:
•
•
Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the
Group can access at the measurement date,
Level 2 – Inputs other than quoted prices included within level 1 that are observable for the asset
or liability, either directly or indirectly, and
•
Level 3 – Unobservable inputs for the asset or liability.
68
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
26.
Fair values of assets and liabilities (continued)
Fair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the
same level of the fair value hierarchy as the lowest level input that is significant to the entire
measurement.
Fair value of financial instruments by classes that are not carried out at fair value and whose carrying
amounts are reasonable approximation of fair value
Cash and cash equivalents, other receivables and other payables
The carrying amounts of these balances approximate their fair values due to the short-term nature of
these balances.
Trade receivables and trade payables
The carrying amounts of these receivables and payables approximate their fair values as they are subject
to normal trade credit terms.
27.
Financial risk management
The Group and the Company’s activities expose it to a variety of financial risks from its operation. The key
financial risks include credit risk, liquidity risk and market risk (including interest rate risk and foreign
currency risk).
The Board of Directors reviews and agrees policies and procedures for the management of these risks,
which are executed by the management team. It is, and has been throughout the current and previous
financial year, the Group and the Company’s policy that no trading in derivatives for speculative purposes
shall be undertaken.
The following sections provide details regarding the Group and the Company’s exposure to the above-
mentioned financial risks and the objectives, policies and processes for the management of these risks.
There has been no change to the Group and the Company’s exposure to these financial risks or the
manner in which it manages and measures the risks.
Credit risk
Credit exposure to an individual counterparty is restricted by credit limits that are approved by the Board
of Directors based on ongoing credit evaluations. The counterparty’s payment pattern and credit
exposure are continuously monitored at the entity level by the respective management and at the Group
level by the Executive Management.
Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor
failing to engage in a repayment plan with the Group. The Group categorises a loan or receivable for
write off when a debtor fails to make contractual payments greater than a year past due based on
historical collection trend. Where loans or receivables have been written off, the company continues to
engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made,
these are recognised in profit or loss.
The Group applies the simplified approach to providing for expected credit losses prescribed by FRS 109,
which permits the use of the lifetime credit loss provision for all trade receivables.
To measure the expected credit losses, trade receivables, have been grouped based on shared credit risk
characteristics and days past due. In calculating the expected credit loss rates, the Group considers
historical loss rates for each category of customers, and adjusts for forward-looking macroeconomic data.
69
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
27.
Financial risk management (continued)
Credit risk (continued)
The Group and Company uses four categories of internal credit risk rating for its financial assets at
amortised costs. These four categories reflect the respective credit risk and how the loan loss provision
is determined for each of those categories.
A summary of assumptions underpinning the Group’s expected credit loss model is as follow:
Group and Company’s
category of internal
credit rating
Performing
Underperforming
Non-performing
Write-off
Group and Company’s definition
of category
Customers have a low risk of default and a strong capacity
to meet contractual cash flows.
Loans for which there is a significant increase in credit risk.
As significant increase in credit risk is presumed if interest
and/or principal repayments are 30 days past due.
Interest and/or principal repayments are 60-365 days past
due.
Interest and/or principal repayments are 365 days past due
and there is no reasonable expectation of recovery.
Basis for recognition
of expected credit
loss provision
12-month expected
credit losses
Lifetime expected
credit losses
Lifetime expected
credit losses
Asset is written off
Movements in credit loss allowance for financial assets are set out in Note 9.
The Group’s credit risk exposure in relation to trade receivables, under FRS 109 as at 31 March 2019
are set out in the provision matrix as follows:
2019
Expected loss rate
Gross carrying amount (S$)
Credit loss allowance (S$)
Current
1-30 days
Past due
31-60
days
61-90
days
> 90 days
Total
0%
174,425
-
0%
30,542
-
5%
62,003
(3,100)
10%
54,820
(5,482)
100%
68,485
(68,485)
390,275
(77,067)
The Group’s credit risk exposure in relation to trade receivables under FRS 109 as at 31 March 2019 are
set out as follows:
2019
Gross carrying amount
-Not past due
-Past due but not impaired
-Past due and impaired
Current
S$
1-30
days
S$
Past due
31-60
days
S$
61-90
days
S$
> 90 days
S$
Total
S$
174,425
-
-
-
30,542
-
-
-
62,003
-
-
54,820
-
-
68,485
174,425
30,542
185,308
Less allowance for impairment
Net carrying amount
-
174,425
-
30,542
(3,100)
58,903
(5,482)
49,338
(68,485)
-
(77,067)
313,208
70
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
27.
Financial risk management (continued)
Credit risk (continued)
Current
S$
1-30 days
S$
Past due
31-60
days
S$
61-90
days
S$
> 90 days
S$
Total
S$
2018
Gross carrying amount
-Not past due
-Past due but not impaired
-Past due and impaired
Less allowance for
impairment
Net carrying amount
482,847
-
-
-
952,027
-
-
174,479
-
-
672
-
-
482,847
351 1,127,529
112,728
112,728
-
482,847
-
952,027
-
174,479
-
672
(88,606)
(88,606)
24,473 1,634,498
Trade receivables
In 2018, the impairment of financial assets was assessed based on the incurred loss impairment model.
Individual receivables which were known to be uncollectible were written off by reducing the carrying
amount directly. The other receivables were assessed collectively, to determine whether there was
objective evidence that an impairment had been incurred but not yet identified.
The Group considered that there was evidence if any of the following indicators were present:
• Significant financial difficulties of the debtor;
• Probability that the debtor will enter bankruptcy or financial reorganisation; and
• Default or delinquency in payments (more than 90 days overdue).
Financial assets that are neither past due nor impaired
Financial assets that are neither past due nor impaired are mainly deposits with banks with high credit-
ratings assigned by international credit-rating agencies. Trade receivables that are neither past due nor
impaired are substantially companies with a good collection track record with the Group and Company.
Liquidity risk
Liquidity risk refers to the risk that the Group and Company will encounter difficulties in meeting its short-
term obligations due to shortage of funds. The Group and the Company’s exposure to liquidity risk arises
primarily from mismatches of the maturities of financial assets and liabilities. It is managed by matching
the payment and receipt cycles. The Group and the Company’s objective is to maintain a balance between
continuity of funding and flexibility through the use of stand-by credit facilities. The Group and the
Company’s operations are financed mainly through equity. The directors are satisfied that funds are
available to finance the operations of the Group and the Company.
71
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
27.
Financial risk management (continued)
Liquidity risk (continued)
Analysis of financial instruments by remaining contractual maturities
The table below summarises the maturity profile of the Group and the Company’s financial assets and
liabilities at the reporting date based on contractual undiscounted repayment obligations.
Carrying
amount
S$
Conctractual
cash flows
S$
One year or
less
S$
Two to five
years
S$
1,221,093
4,702,031
5,923,124
1,221,093
4,702,031
5,923,124
1,221,093
4,702,031
5,923,124
-
-
-
1,247,801
36,424
1,284,225
1,247,801
38,292
1,286,093
1,247,801
19,988
1,267,789
-
18,304
18,304
Group
2019
Financial assets:
Trade and other receivables
Cash and cash equivalents
Total undiscounted financial assets
Financial liabilities:
Trade and other payables
Finance lease liabilities
Total undiscounted financial liabilities
Net undiscounted financial assets/
(liabilities)
4,638,899
4,637,031
4,655,335
(18,304)
2018
Financial assets:
Trade and other receivables
Fixed deposits
Cash and cash equivalents
Total undiscounted financial assets
Financial liabilities:
Trade and other payables
Finance lease liabilities
Total undiscounted financial liabilities
Net undiscounted financial assets/
3,317,805
1,311,280
8,569,179
13,198,264
3,317,805
1,320,918
8,582,733
13,221,456
3,317,805
1,320,918
8,582,733
13,221,456
-
-
-
-
3,126,470
54,910
3,181,380
3,126,470
59,245
3,185,715
3,126,470
20,319
3,146,789
-
38,926
38,926
(liabilities)
10,016,884
10,035,741
10,074,667
(38,926)
72
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
27.
Financial risk management (continued)
Liquidity risk (continued)
Analysis of financial instruments by remaining contractual maturities (continued)
Company
2019
Financial assets:
Trade and other receivables
Cash and cash equivalents
Total undiscounted financial assets
Financial liabilities:
Trade and other payables
Total undiscounted financial liabilities
Carying
amount
S$
Contractual
cash flows
S$
One year
or less
S$
122,259
1,422,314
1,544,573
122,259
1,422,314
1,544,573
122,259
1,422,314
1,544,573
57,843
57,843
57,843
57,843
57,843
57,843
Net undiscounted financial assets
1,486,730
1,486,730
1,486,730
2018
Financial assets:
Trade and other receivables
Cash and cash equivalents
Total undiscounted financial assets
Financial liabilities:
Trade and other payables
Total undiscounted financial liabilities
500,233
766,810
1,267,043
500,233
766,810
1,267,043
500,233
766,810
1,267,043
129,439
129,439
129,439
129,439
129,439
129,439
Net undiscounted financial assets
1,137,604
1,137,604
1,137,604
73
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
27.
Financial risk management (continued)
Market risk
Market risk is the risk that changes in market prices, such as interest rates and foreign exchange rates will
affect the Group and the Company’s income. The objective of market risk management is to manage and
control market risk exposures within acceptable parameters, while optimising the return on risk.
Foreign currency risk
The Group and the Company has transactional currency exposures arising from transactions that are
denominated in a currency other than the respective functional currencies of Group entities, primarily
Singapore Dollars (SGD), Malaysia Ringgit (MYR) and New Taiwan Dollar (NTD). Exposure to foreign
currency risk is monitored on an ongoing basis to ensure that the net exposure is at an acceptable level.
There is no sensitivity analysis prepared as the risk is not material.
28.
Financial instruments by category
At the reporting date, the aggregate carrying amounts of financial assets and financial liabilities at
amortised cost were as follows:
Financial assets, at FVOCI
Financial assets at amortised cost:
- Trade and other receivables (Note 9)
- Fixed deposits (Note 10)
- Cash and cash equivalents (Note 11)
Financial liabilities at amortised cost
Trade and other payables (Note 15)
Finance lease liabilities (Note 17)
Group
Company
2019
S$
2018
S$
2019
S$
2018
S$
189,761
285,090
-
-
1,221,093
-
4,702,031
6,112,885
3,317,805
1,311,280
8,569,179
13,483,354
122,259
-
1,422,314
1,544,573
500,233
-
766,810
1,267,043
1,247,801
36,424
1,284,225
3,126,470
54,910
3,181,380
57,843
-
57,843
129,439
-
129,439
74
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
29.
Capital management
The primary objective of the Group and the Company’s capital management is to ensure that it maintains
a strong credit rating and net current asset position in order to support its business and maximise
shareholder value. The capital structure of the Group and the Company comprises issued share capital
and retained earnings.
The Group and the Company manages its 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.
The Group and the Company is not subject to any externally imposed capital requirements. No changes
were made in the objectives, policies or processes during the financial year ended 31 March 2019 and
31 March 2018.
The Group and the Company’s overall strategy remains unchanged from 2018.
30.
Segment information
For management purposes, the Group is organised into business units based on their products and
services, and has four reportable segments as follows:
i.
Education: involved in financial education and training providers in Asia, via its flagship courses
“Millionaire Investor Program” and “Value Investing College”, which focus on educating its students
on the principles and techniques of value investing.
ii.
Creatives: involved in branding and marketing arm of Digimatic and specialises in content creation
as well as full end-to-end branding and marketing solutions for clients.
iii. Media: involved in specialists and training academy that assists brands and individuals with the
opportunity to achieve business and financial success. Media segment specialises in online
performance based marketing, and provides online marketing campaign planning and execution
services. Media segment also manages a training academy that provides businesses and individuals
with the opportunity to achieve financial stability and success via performance based marketing.
iv.
Ecommerce: involved in marketing and selling products globally via ecommerce platform, utilising
data analytics and customers’ feedback to sell products effectively with ROI focused.
Except as indicated above, no operating segments have been aggregated to form the above reportable
operating segments.
Management monitors the operating results of its business units separately for the purpose of making
decisions about resource allocation and performance assessment. Segment performance is evaluated
based on operating profit or loss which in certain respects, as explained in the table below, is measured
differently from operating profit or loss in the consolidated financial statements.
75
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
30.
Segment information (continued)
Transfer prices between operating segments are on an arm’s length basis in a manner similar to transactions with third parties.
Education
S$
Disposal Group
S$
Corporate
S$
Adjustments
and
eliminations
S$
Note
Per
consolidated
financial
statements
S$
31 March 2019
Revenue
External customers
Inter-segment
Results:
Depreciation and amortisation
Share of result of associated company
Impairment of goodwill
Segment (loss)/profit
Assets:
Investment in associated company
Additions to plant and equipment
Segment asset
Liabilities:
Segment liabilities
12,751,656
-
12,751,656
9,383,252
282,541
9,665,793
156,429
-
156,429
-
(282,541)
(282,541)
459,749
(252,182)
-
(1,385,351)
147,818
178,924
5,686,506
154,038
-
-
343,473
3,492
-
-
(1,357,496)
-
-
1,585,013
(2,316,290)
-
80,652
-
-
-
1,571,506
A
A
A, B
22,291,337
-
22,291,337
617,279
(252,182)
1,585,013
(4,715,664)
147,818
259,576
7,258,012
A, C
3,183,833
-
-
-
-
3,125,990
-
57,843
76
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
30.
Segment information (continued)
Education
S$
Creatives
S$
Media
S$
Ecommerce
S$
Corporate
S$
Adjustments
and
eliminations
S$
Note
Per
consolidated
financial
statements
S$
12,038,781
494,647
12,533,428
527,030
67,684
594,714
3,875,640
65,365
3,941,005
923,578
-
923,578
-
96,571
96,571
-
(724,267)
(724,267)
A
17,365,029
-
17,365,029
(345,314)
-
(2,533)
-
545,862
(18,146)
-
(8,951)
-
78,623
(77,193)
-
(89,181)
-
317,534
-
-
-
-
(40,554)
(2,328)
-
-
(41,955,642)
(1,752,150)
(100,000)
243,200
-
41,955,642
1,609,882
A
(542,981)
243,200
(100,665)
-
759,197
-
548,283
14,861,076
-
5,879
1,168,488
-
21,431
6,300,519
9,616
-
1,198,421
-
-
33,225,408
-
-
(38,446,469)
A, B
9,616
575,593
18,307,443
3,564,485
304,797
4,520,585
1,311,054
129,439
(2,759,820)
A, C
7,070,540
31 March 2018
Revenue
External customers
Inter-segment
Results:
Depreciation and amortisation
Gain on disposal of a subsidiary
Impairment of financial assets
Investment cost written down
Segment profit/(loss)
Assets:
Additions to intangible assets
Additions to plant and equipment
Segment asset
Liabilities:
Segment liabilities
77
NOTES TO THE FINANCIAL STATEMENTS
For the financial year ended 31 March 2019
30.
Segment information (continued)
Notes: Nature of adjustments and eliminations to arrive at amounts reported in the consolidated financial
statements
A
B
Inter-segment revenues and expenses are eliminated on consolidation.
The following items are added to segment assets to arrive at total assets reported in the
consolidated statement of financial position:
2019
S$
2018
S$
Prepayment
-
325,000
C
The following items are added to segment liabilities to arrive at total liabilities reported in the
consolidated statement of financial position:
2019
S$
2018
S$
Deferred tax liabilities
-
69,329
31.
Dividends
Dividends declared during the financial year:
Dividends on ordinary shares:
Final exempt (one-tier) dividend in respect of prior
financial years:
S$ Nil (2018: S$1.8152866) per share
Interim exempt (one-tier) dividend:
S$ Nil (2018: S$0.232729) per share
Group
2019
S$
2018
S$
-
-
-
3,900,000
500,000
4,400,000
The dividends declared in the financial year ended 31 March 2018 were declared on 8VIC Global Pte.
Limited’s issued and fully paid ordinary shares of 2,148,421 before the Reverse Takeover.
32.
Comparative information
During the financial year, the Group modified the classification of marketing expenses from costs of sales
and services to reflect the more appropriate presentation. Comparative amounts in the statement of
comprehensive income were restated for consistency. As a result, S$2,974,087 was reclassified from
“costs of sales and services” to “marketing and other expenses”.
Since the amounts are reclassfications within the statement of comprehensive
reclassification did not have any effect on the statements of financial position and cash flows.
income, this
33.
Authorisation of financial statements for issue
The financial statements for the financial year ended 31 March 2019 were authorised for issue by the
Board of Directors on the date of the Directors' Statement.
78
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Additional Information
Shareholders Information as at 24 June 2019
8VIC Holdings Limited – Ordinary Shares
The Company has ordinary shares on issue. These are listed on the Australian Securities Exchange under ASX code: 8VI. Details of trading activity
are published daily by electronic information vendors. All ordinary shares carry one vote per share without restriction.
Analysis of Shareholders and CDI Holders*
Category (size of holding)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Number of
holders
719
359
29
23
11
1,141
Number of
shares
323,011
767,472
216,434
703,678
38,535,027
40,545,622
% of issued
capital
0.80%
1.89%
0.53%
1.74%
95.04%
100.00%
The number of investors holding less than a marketable parcel of 1,020 8VI shares (based on a share price of A$0.49) was 720. They hold 324,018
8VI shares in total.
Twenty Largest Shareholders and CDI Holders*
Registered Holder
1. 8I Holdings Limited
2. Hue Kuan Yew
3. Kao Junyang
4. HSBC Custody Nominees (Australia) Limited
5. Seah Weiming
6. BNP Paribas Noms Pty Ltd
7. Citicorp Nominees Pty Limited
8. Wong Wai Chuan
9. Goh Siew Bee
10. Tan Teck Yeong
11. Ho Tuck Chee
12. Latha Phillay
13. Lim & Tan Securities Pte Ltd
14. Lalita Chelliah
15. Rikhi Raj Sachdev
16. Lim Pik King
17. Rajiv Shiv Sankar
18. RHB Securities Singapore Pte Ltd
19. Chong Chay Choon
20. Lim Sok Peng
ALL OTHER SHAREHOLDERS
Total
Number of
Shares
32,377,605
2,959,426
807,646
699,735
606,031
352,481
311,655
289,887
128,800
125,000
91,037
80,000
79,079
40,000
29,791
29,166
22,916
22,230
20,000
20,000
1,453,137
40,545,622
% of issued
capital
79.85%
7.30%
1.99%
1.73%
1.49%
0.87%
0.77%
0.71%
0.32%
0.31%
0.22%
0.20%
0.20%
0.10%
0.07%
0.07%
0.06%
0.05%
0.05%
0.05%
3.59%
100.00%
Notes
* CDI Holders are holder of CHESS Depository Interests issued by CHESS Depository Nominees Pty Limited, where each CDI represents a beneficial
interest in one ordinary share.
79
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Additional Information (continued)
Shareholders Information as at 24 June 2019 (continued)
Substantial Shareholders and CDI Holders**
Name
8I Holdings Limited
Direct
Interest
Shares
32,377,605
% of voting
power
79.85%
Deemed
Interest
Shares
-
% of voting
power
-
Notes
** This table is compiled on the basis that each holding of CDIs is a separate holding and accordingly, the holding of shares by CHESS Depository
Nominees Pty Limited is ignored.
Current On-Market Buy-Back (ASX Listing Rule 4.10.18)
There is no current on-market buy-back arrangement for the Company.
Corporate Governance Statement
The directors of 8VIC Holdings Limited support and adhere to the principles of corporate governance, recognising the need for the highest
standard of corporate behaviour and accountability. Please refer to the corporate governance statement and the appendix 4G released to ASX
and posted on the Company website at www.8vicglobal.com.
The directors are focused on fulfilling their responsibilities individually, and as a Board, for the benefit of all the Company’s stakeholders. That
involves recognition of, and a need to adopt, principles of good corporate governance. The Board supports the guidelines on the “Principles of
Good Corporate Governance and Recommendations – 3rd Edition” established by the ASX Corporate Governance Council.
Given the size and structure of the Company, the nature of its business activities, the stage of its development and the cost of strict and detailed
compliance with all of the recommendations, it has adopted a range of modified systems, procedures and practices which enables it to meet the
principles of good corporate governance.
The Company’s practices are mainly consistent with those of guidelines and where do not correlate with the recommendations in the guidelines
the Company considers that its adopted practices are appropriate to it.
80
8VIC Holdings Limited and its Subsidiaries
Annual Report FY2019
Animal Classifications
Gorilla
Represents companies which have continually achieved stable and
high revenue and/or earnings growth due to their unique and strong
competitive advantage. They also have the ability to reinvest and
compound their earnings at high rates of return. Suitable for investors
who want to explore or invest in companies for capital gains.
Cow
Represents companies that might pay out consistent and sustainable
dividends. Suitable for investors who want to explore or invest in
companies which give out dividends to their shareholders at an
acceptable yield.
Cheetah
Represents companies which have achieved high revenue and/or
earnings growth, which may not necessarily be stable. Suitable for
investors who wants to explore or hold companies for capital gains.
Typically Cheetahs may be faster growers than Gorillas but are
considered less stable.
Elephant
Represents companies
that are asset-heavy. For example,
investment holdings, diversified financial groups and real estate
companies. Suitable for investors who want to explore or invest in
companies for their assets.
Sloth
Represents companies whose revenue or earnings growth is lower
than that of the industry.
UFO
Represents companies that cannot be classified.
8VIC Holdings Limited
(Incorporated in the Republic of Singapore)
Company Registration Number: 201505599H
ARBN 605 944 198
www.8vicglobal.com
Singapore
Goldbell Towers, 47 Scotts Road, #03-03/04, Singapore 228233
T: +65 6225 8480
Australia
C/- SmallCap Corporate Pty Ltd, Suite 6, 295 Rokeby Road, Subiaco WA, Australia, 6008
T: +61 8 6555 2950 F: +61 8 6166 0261