CONTENTS
Company Information
Chairman’s Statement
Report of the Directors
Board of Directors
Corporate Governance Report
Report of the Independent Auditors
Consolidated Income Statement
Consolidated Statement of Comprehensive Income
Consolidated Statement of Changes in Equity
Company Statement of Changes in Equity
Consolidated Statement of Financial Position
Company Statement of Financial Position
Consolidated Statement of Cash Flows
Company Statement of Cash Flows
Notes to the Financial Statements
Notice of Annual General Meeting
Form of Proxy
02
03
05
09
10
15
20
21
22
24
25
27
28
29
30
81
COMPANY INFORMATION
For the year ended 31 December 2019
DIRECTORS
Abu Bakar bin Mohd Taib (Non-Executive Chairman)
Dato’ Hussian @ Rizal bin A. Rahman (Chief Executive Officer)
Derrick Chia Kah Wai (Chief Operating Officer)
Seah Boon Chin (Non-Executive Director)
SECRETARY
Computershare Company Secretarial Services (Jersey) Limited
13 Castle Street
St Helier
Jersey JE1 1ES
Channel Islands
REGISTERED
OFFICE
13 Castle Street
St Helier
Jersey JE1 1ES
Channel Islands
BUSINESS
ADDRESS
2-3, Incubator 2
Technology Park Malaysia
Bukit Jalil
57000 Kuala Lumpur
Malaysia
Tel: +603 8996 3600
AUDITORS
Jeffreys Henry LLP
Finsgate 5-7 Cranwood Street
London EC1V 9EE
United Kingdom
NOMINATED
ADVISER
AND BROKER
Allenby Capital Limited
5 St. Helen’s Place
London EC3A 6AB
United Kingdom
I 2 I
MOBILITYONE LIMITED
CHAIRMAN’S STATEMENT
For the year ended 31 December 2019
INTRODUCTION
MobilityOne Limited's organisation structure is depicted below:
The Directors are pleased to present the audited consolidated financial statements for MobilityOne Limited for the year ended
31 December 2019.
The Group's revenue was up 35.0% to £169.4 million (2018: revenue of £125.5 million) for the 12 months ended 31 December
2019. This increase in revenue was mainly contributed by the strong growth of the Group's e-payment business in Malaysia.
The mobile phone prepaid airtime reload and bill payment business activities in Malaysia experienced strong growth through
the Group's banking channels (i.e. mobile banking and internet banking) with 10 banks and third parties' e-wallet applications
and also through more customers using mobile and internet channels. As a result of the substantial increase in revenue, the
Group recorded a profit after tax of £1.87 million in 2019 (2018: loss after tax of £1.36 million), this includes a one-off gain of
approximately £1.11 million in connection with the Group's disposal of its wholly-owned subsidiary, MobilityOne South Asia
Sdn Bhd (together with its 55%-owned loss-making subsidiary in Bangladesh, Mobility I Tap Pay (Bangladesh) Limited) in July
2019. In the Company’s trading update announcement of 15 June 2020 the Company announced that this one-off gain was
expected to be £0.36 million. However this figure has been subject to an audit adjustment at the time of finalisation of the
accounts which has resulted in the one-off gain increasing to £1.11 million. This has resulted in the profit after tax in the financial
year increasing from an expected £1.18 million, as announced on 15 June 2020, to £1.87 million.
The Group's other businesses, such as its international remittance services and e- Money business in Malaysia and its e-payment
solutions activities in the Philippines and Brunei, remained small and did not make significant contributions to the Group in the
year ended 31 December 2019.
As at 31 December 2019, the Group had cash and cash equivalents (including fixed deposits) of £4.42 million (31 December
2018: cash and cash equivalents (including fixed deposits) of £4.18 million) and the secured loans and borrowings from financial
institutions amounted to £3.43 million (31 December 2018: £4.27 million).
CURRENT TRADING AND OUTLOOK
On 18 March 2020, Malaysia began the implementation of the Movement Control Order (“MCO”) or lockdown restrictions
throughout the country. In view of the effectiveness of the steps taken by the Malaysian government to contain the spread of
COVID-19, the MCO has been relaxed with lesser restrictions since 10 June 2020 and this will continue until 31 December 2020.
I 3 I
ANNUAL REPORT 2019 CHAIRMAN’S STATEMENT (CONTINUED)
For the year ended 31 December 2019
Given the nature of the Group's major business in e-payments, the Group's financial performance in Malaysia has not been
adversely affected by COVID-19 as more mobile phone users are purchasing the prepaid airtime reload via mobile banking,
internet banking and e-wallets applications.
Recently, the Company has announced the following developments:
(i)
the Company has incorporated a wholly-owned subsidiary, namely M-One Tech Limited, in the United Kingdom to explore
business opportunities such as payment aggregation, electronic payments and e-remittance services in the United Kingdom,
areas in which the Group already has the operational experience in Malaysia. The Group is in the midst of preparing the
necessary application to the Financial Conduct Authority to seek its approval for the Group to commence the above
businesses in the United Kingdom;
(ii)
the Company’s 50%-owned remittance company, OneTransfer Remittance Sdn Bhd ("OTR"), signed an international
money transfer agreement with MoneyGram Payment Systems, Inc. ("MoneyGram") in July 2020 to act as one of MoneyGram's
correspondence remittance companies in Malaysia for an initial term of 5 years (the "MoneyGram Agreement"). MoneyGram
provides money transfer and payment services worldwide. MoneyGram is a global leader in money transfers headquartered
in Dallas, USA. The MoneyGram Agreement enables the customers of OTR to send and receive money via MoneyGram's
global platform which connects to more than 200 countries worldwide. Previously OTR's customers were restricted in being
able to send money to less than 10 countries across Asia. Under the MoneyGram Agreement, OTR will be entitled to a share
of the fees generated by MoneyGram on money transfer transactions as well as a share of MoneyGram's foreign exchange
profits realised on transactions via OTR. OTR launched the services with MoneyGram on 25 September 2020; and
(iii) the Company’s wholly-owned subsidiary, MobilityOne Sdn Bhd, entered into an Alipay service contract with Alipay.com
Co., Ltd ("Alipay") in August 2020 to offer Alipay's payment acceptance service to the Group's merchants in Malaysia (the
"Alipay Agreement"). Alipay is one of the largest mobile and online payment platforms globally and is part of the Alibaba
Group Holding Limited, a Chinese multinational technology company specialising in e-commerce, retail, internet and
technology. The Alipay Agreement will enhance the Group's e-payment capabilities whereby the Group's merchants can
accept Alipay transactions via online and offline channels from digital wallets which have stored value operated by Alipay.
The Group intends to, via an e-platform, provide payment processing, authorisation and settlement services to its merchants
who provide goods and services directly to Alipay users to enable such merchants to accept payments from Alipay users.
The Group intends to deploy this service to the market by the end of this year.
For future growth, the Group intends to continue to enhance its product offering and payment systems including online payment
gateways which cover the acceptance of credit cards and payment wallets. In addition the Group intends to explore venturing
into complementary businesses such as moneylending business, which is governed and regulated by the Ministry of Housing
and Local Government of Malaysia whereby more companies (in additional to established financial institutions) are able to
provide loans to members of the public in order to encourage the public to borrow from legitimate money lenders instead of
loan sharks or illegal money lenders. The Group plans to offer moneylending in Malaysia by end of this year after considering
the demand from individuals and small businesses such as the Group’s existing and new merchants. However, the Group does
not anticipate this new business will have a material impact or contribution on the Group's current growth prospects.
The Group remains confident on the outlook for the remainder of 2020 for the Group's existing businesses as well as for the
new initiatives being pursued.
............................................
Abu Bakar bin Mohd Taib
Chairman
Date: 30 September 2020
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MOBILITYONE LIMITED
REPORT OF THE DIRECTORS
For the year ended 31 December 2019
The Directors are pleased to submit their report together with the financial statements of the Company and the Group for the
year ended 31 December 2019.
PRINCIPAL ACTIVITY
The principal activity of the Group in the year under review was mainly in the business of providing e-commerce infrastructure
payment solutions and platforms.
KEY PERFORMANCE INDICATORS
Revenue
Operating profit
Profit before tax
Net profit/(loss) for the year
KEYS RISKS AND UNCERTAINTIES
Operational risks
Year ended
31.12.2019
£
Year ended
31.12.2018
£
169,412,664
1,356,228
1,083,176
1,871,998
125,464,740
331,640
67,491
(1,362,451)
The Group is not insulated from general business risk as well as certain risks inherent in the industry in which the Group
operates. In particular, this includes technological changes, unfavourable changes in Government and international policies, the
introduction of new and superior technology or products and services by competitors and changes in the general economic,
business and credit conditions.
Dependency on Distributorship Agreements
The Group relies on various telecommunication companies to provide the telecommunication products. As a result, the Group’s
business may be materially and adversely affected if one or more of these telecommunication companies cut or reduce drastically
the supply of their products. The Group has distributorship agreements with telecommunication companies such as DiGi
Telecommunications Sdn. Bhd., Celcom (M) Berhad and Maxis Communication Berhad, which are subject to periodic renewal.
Rapid technological changes/product changes in the e-commerce industry
If the Group is unable to keep pace with rapid technological development in the e-commerce industry it may adversely affect
the Group’s revenues and profits. The e-commerce industry is characterised by rapid technological changes due to changing
market trends, evolving industry standards, new technologies and emerging competition. Future success will be dependent
upon the Group’s ability to enhance its existing technology solutions and introduce new products and services to respond to
the constantly changing technological environment. The timely development of new and enhanced services or products is a
complex and uncertain process.
I 5 I
ANNUAL REPORT 2019
REPORT OF THE DIRECTORS (CONTINUED)
For the year ended 31 December 2019
KEYS RISKS AND UNCERTAINTIES (Continued)
Demand for the Group's products and services
The Group’s future results depend on the overall demand for its products and services. Even though the Group's financial
performance in Malaysia has not been adversely affected by COVID-19, uncertainty in the economic environment may cause
some business to curtail or eliminate spending on payment technology. In addition, the Group may experience hesitancy on
the part of existing and potential customers to commit to continuing with its new services.
Financial risks
Please refer to Note 3.
REVIEW OF BUSINESS
The results for the year and financial position of the Company and the Group are as shown in the Chairman’s statement.
RESULTS AND DIVIDENDS
The consolidated total comprehensive profit for the year ended 31 December 2019 was £1,828,915 (2018: loss £1,361,613)
which has been transferred to reserves. No dividends will be distributed for the year ended 31 December 2019.
DIRECTORS
The Directors during the year under review were:
Abu Bakar bin Mohd Taib (Non-Executive Chairman)
Dato’ Hussian @ Rizal bin A. Rahman (Chief Executive Officer)
Derrick Chia Kah Wai (Chief Operating Officer)
Seah Boon Chin (Non-Executive Director)
The beneficial interests of the Directors holding office at 31 December 2019 in the ordinary shares of the Company, were as
follows:
Ordinary 2.5p shares
Interest at 31.12.19
% of issued capital
Abu Bakar bin Mohd Taib
Dato’ Hussian @ Rizal bin A. Rahman
Derrick Chia Kah Wai *
Seah Boon Chin
Nil
53,465,724
Nil
Nil
Nil
50.30
Nil
Nil
* The wife of Derrick Chia Kah Wai holds 1,943,000 ordinary shares in the Company, which is equivalent to 1.83% of the
Company’s issued capital.
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MOBILITYONE LIMITED
REPORT OF THE DIRECTORS (CONTINUED)
For the year ended 31 December 2019
The Directors also held the following ordinary shares options:
Abu Bakar bin Mohd Taib
Dato’ Hussian @ Rizal bin A. Rahman
Derrick Chia Kah Wai
Seah Boon Chin
Interest at
31.12.19
500,000
800,000
2,000,000
2,000,000
The options were granted on 5 December 2014 at an exercise price of 2.5p. The period of the options is ten years.
The Directors’ remuneration of the Group is disclosed in Note 4.
SUBSTANTIAL SHAREHOLDERS
As at 18 September 2020, the Company had been notified of the following beneficial interests in 3% or more of the issued
share capital pursuant to Part VI of Article 110 of the Companies (Jersey) Law 1991:
Ordinary 2.5p shares
Dato’ Hussian @ Rizal bin A. Rahman
Thornbeam Limited
Estate of Dato’ Shamsir bin Omar
Vidacos Nominees Limited
Number of
ordinary shares
% of issued
capital
53,465,724
16,048,922
9,131,677
7,979,501
50.30
15.10
8.59
7.51
PUBLICATION OF ACCOUNTS ON COMPANY WEBSITE
Financial statements are published on the Company’s website, which can be found at www.mobilityone.com.my. The maintenance
and integrity of the website is the responsibility of the Directors. The Directors’ responsibility also extends to the financial
statements contained therein.
INDEMNITY OF OFFICERS
The Group does not have the insurance cover against legal action bought against its Directors and officers.
GROUP'S POLICY ON PAYMENT OF CREDITORS
It is the Group’s normal practice to make payments to suppliers in accordance with agreed terms provided that the supplier
has performed in accordance with the relevant terms and conditions.
EMPLOYEE INVOLVEMENT
The Group places considerable value on the involvement of the employees and has continued to keep them informed on matters
affecting the Group. This is achieved through formal and informal meetings.
GOING CONCERN
These financial statements have been prepared on the assumption that the Group is a going concern. Further information is
given in Note 2 of the financial statements.
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ANNUAL REPORT 2019
REPORT OF THE DIRECTORS (CONTINUED)
For the year ended 31 December 2019
SIGNIFICANT EVENTS
The Company disposed of its wholly-owned subsidiary, MobilityOne South Asia Sdn Bhd (together with its 55%-owned loss-
making subsidiary in Bangladesh, Mobility I Tap Pay (Bangladesh) Limited under the management of the minority shareholders
in Bangladesh) on 16 July 2019 in order to avoid further losses to the Group.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Directors are responsible for preparing the Directors’ Report and financial statements in accordance with applicable law
and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have
elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRS) as adopted
for use in the European Union. Under Company law the Directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the Company and the Group and of the profit or loss of the
Group for that period. In preparing these financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
-
- make judgments and estimates that are reasonable and prudent;
-
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will
continue in business for the foreseeable future; and
state that the financial statements comply with International Financial Reporting Standards (IFRS) as adopted by the
European Union.
-
The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the
financial position of the Company and the Group and to enable them to ensure that the financial statements comply with Article
103 of the Companies (Jersey) Law 1991. They are also responsible for safeguarding the assets of the Company and the Group
and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the Directors are aware, there is no relevant audit information of which the Company and Group's auditors are unaware,
and each Director has taken all the steps that he ought to have taken as a Director in order to make himself aware of any relevant
audit information and to establish that the Company and Group's auditors are aware of that information.
AUDITORS
Jeffreys Henry LLP have expressed their willingness to continue in office as auditors to the Company. A resolution proposing
that Jeffreys Henry LLP be re-appointed will be put to the forthcoming Annual General Meeting.
ON BEHALF OF THE BOARD:
................................................................
Dato’ Hussian @ Rizal bin A. Rahman
Chief Executive Officer
Date: 30 September 2020
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MOBILITYONE LIMITED
BOARD OF DIRECTORS
Abu Bakar bin Mohd Taib
(Non-Executive Chairman)
Abu Bakar bin Mohd Taib, a Malaysian aged 67, has been the Non-Executive Chairman of the Company since 27 June 2014
and had previously worked for several listed companies and financial institutions in Malaysia including Nestle (Malaysia) Berhad,
Bank Bumiputera Malaysia Berhad (now part of CIMB Bank Berhad) and United Malayan Banking Berhad (now part of RHB
Bank Berhad). He was mainly involved in corporate communications and corporate affairs until 2004. Since 2005 he has been
the director of several companies that are principally involved in timber related activities in Malaysia. He obtained a Master of
Business Administration in Marketing and Finance from West Coast University (USA) and a Bachelor of Science in Business
Administration from California State University (USA).
Dato’ Hussian @ Rizal bin A. Rahman
(Chief Executive Officer)
Dato’ Hussian @ Rizal bin A. Rahman, a Malaysian aged 58, is the Chief Executive Officer of the Group. He has extensive
experience in the IT and telecommunications industries in Malaysia and is responsible for the development of the Group’s overall
management, particularly in setting the Group’s business direction and strategies. He is currently also the Managing Director
of TFP Solutions Berhad, which is listed on the ACE Market of Bursa Malaysia Securities Berhad (Malaysia Stock Exchange).
He obtained a certified Master of Business Administration from the Oxford Association of Management, England.
Derrick Chia Kah Wai
(Chief Operating Officer)
Derrick Chia Kah Wai, a Malaysian aged 49, is the Chief Operating Officer of the Group. He began his career as a programmer in
1994, he then joined GHL Systems Berhad in January 1998 as a Software Engineer and was promoted to Software Development
Manager in December 1999. He obtained his Bachelor Degree in Commerce, majoring in Management Information System from
University of British Columbia, Canada. He joined the Group in May 2005 and is responsible for the Group’s business operations.
Seah Boon Chin
(Non-Executive Director)
Seah Boon Chin, a Malaysian aged 49, began his career in 1995 with a financial institution in Malaysia and worked in the
Corporate Finance Department of several established financial institutions in Malaysia and Singapore. He joined the Group in
January 2007 and stepped down as the Corporate Finance Director on 15 November 2011 and remains as a Non-Executive
Director of the Company. He is currently the Head of Corporate Finance with TA Securities Holdings Berhad in Malaysia. He
obtained his Bachelor Degree in Commerce (Honours) with Distinction from McMaster University, Canada.
I 9 I
ANNUAL REPORT 2019 CORPORATE GOVERNANCE REPORT
The Directors recognise the importance of good corporate governance and have chosen to adopt the Quoted Companies
Alliance Corporate Governance Code (“QCA Code”) in line with the changes to AIM Rules requiring all AIM quoted companies
to adopt and comply with a recognised corporate governance code. The Directors consider that the Company complies with
the QCA Code so far as is practicable.
The QCA Code identifies 10 principles that focus on the pursuit of medium to long term value for shareholders. The following
report sets out in broad terms how the Company currently complies with the QCA Code.
1. Establish a strategy and business model which promote long-term value for shareholders
The Group’s strategy and business model are developed by the Chief Executive Officer (“CEO”) and approved by the Board,
whenever required. The management team, led by the CEO, is responsible for implementing the strategy.
Over the years, the Group has developed its core competencies in providing a bridge between the service providers to their
end consumers using the Group’s technology to accept transactions via multiple channels either via mobile phones, Internet,
electronic data capture terminals and even via banking channels like Internet banking portal, automated teller machines
(ATM) and mobile banking.
Even though the e-payment business in Malaysia, particularly prepaid airtime reload and bill payment business, is contributing
substantially to the Group’s revenue, the Group continues to explore other business opportunities in Malaysia and other
countries such as the Philippines, Brunei and the United Kingdom to enhance its product offering for future growth.
The key risks and uncertainties to the business model and strategy are detailed in the Report of the Directors and note 3 of
the Company’s Accounts for the year ended 31 December 2019.
2. Seek to understand and meet shareholder needs and expectations
The Company encourages two-way communication with its shareholders to understand their needs and expectations.
The Board recognises the annual general meeting (“AGM”) as an important opportunity to meet shareholders. The AGM is
the main forum for dialogue with shareholders and all members of the Board attend the AGM and are available to answer
questions raised by shareholders and to listen to views of shareholders.
It should be noted that the top three shareholders hold over 70% of the Company’s share capital, 50.3% of the share capital
being held by the CEO. The CEO talks regularly with the Company’s major non-board shareholders to understand their
needs and expectations. Some of the Company’s larger shareholders have been investors in the Company for a number of
years. They have the direct contact details of the CEO.
In the future should voting decisions not be in line with the Company’s expectations, the Board would endeavour to engage
with those shareholders to understand and address any issues.
Contact details are provided on the contacts page of the Company’s website and within public documents should shareholders
wish to communicate with the Company.
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MOBILITYONE LIMITED
CORPORATE GOVERNANCE REPORT (CONTINUED)
3. Take into account wider stakeholder and social responsibilities and their implications for long-term success
The Group is aware of its corporate social responsibilities and the need to maintain good relationships across a range of
stakeholder groups, including employees, business partners, suppliers, customers and regulatory authorities.
The Group’s operations and working environment take into account the needs of all stakeholder groups while maintaining
focus on the responsibility to promote the success of the Group. The Group encourages feedback from all stakeholder groups
as the Group’s long term strategy is to create shareholder value.
The Group places considerable value on the involvement of employees and continues to keep them informed on matters
affecting the Group through formal and informal meetings which provide opportunities to received feedback on issues
affecting the Group.
The Group’s activities are reliant on maintaining good relationships with a number of banking partners in Malaysia. In addition
the Group’s remittance business requires certain licences from the Central Bank of Malaysia and the CEO maintains a good
flow of communication with the Central Bank of Malaysia to ensure the Group’s activities continue to operate under the
correct regulatory framework.
4. Embed effective risk management, considering both opportunities and threats, throughout the organization
The principal risks and uncertainties affecting the business are set in the Report of the Directors and note 3 of the Company’s
Accounts for the year ended 31 December 2019.
The Board monitors these risks, which include technological, regulatory and commercial risks, on a regular basis and the
risks are considered by the Group during Board meetings. The Executive Directors and senior management team meet
regularly during the year to review and evaluate risks and opportunities. The senior management meets regularly to review
ongoing trading performance and any new risks associated with ongoing trading.
Risk identification can come from several sources: employees or other stakeholder feedback; executive meetings; and
decisions taken at Audit Committee and Board meetings.
5. Maintain the board as a well- functioning, balanced team led by the chair
The Board comprises two Executive Directors and two Non-Executive Directors. The two Non-Executive Directors are the
members of audit, remuneration and nomination committees who have the necessary skills and knowledge to discharge
their duties and responsibilities.
The Non-executive Chairman is responsible for the running of the Board and the CEO has main executive responsibility for
running the Group’s business and implementing the Group’s strategy.
The Chairman is considered to be an Independent Director and acts as a Senior Independent Director. Seah Boon Chin
(Non-Executive Director) is not deemed to be independent due to having previously been an executive board member and
his length of tenure. Notwithstanding this, the Board considers that Seah Boon Chin brings an independent judgement to
bear notwithstanding the aforementioned considerations.
The Directors receive regular updates on the Group’s operational and financial performance during Board meetings and
they have committed sufficient time to fulfill their responsibilities.
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ANNUAL REPORT 2019
CORPORATE GOVERNANCE REPORT (CONTINUED)
5. Maintain the board as a well- functioning, balanced team led by the chair (continued)
The Company believes it has effective procedures in place to monitor and deal with conflicts of interest. In particular the
Board is aware of the other time commitments and interests of the CEO. Significant changes to these commitments and
interests are reported to and, where appropriate, agreed with the rest of the Board.
In addition to the numerous written Board resolutions approved by the Board which have the same force and effect as if
adopted at duly convened meetings of all the Directors, the Company had five Board meetings in 2019 which were attended
by all the Directors.
6. Ensure that between them the directors have the necessary up-to-date experience, skills and capabilities
The Directors’ biographies are set out in the section “Board of Directors” of the Company’s Accounts for the year ended 31
December 2019.
The Board is satisfied that between the Directors, they have sufficient skills, experience and capabilities to enable the
strategy of the Company to be delivered.
The Nomination Committee will make recommendations to the Board on all new Board appointments. Where new Board
appointments are considered the search for candidates is conducted, and appointments are made, on merit, against objective
criteria.
The Board, if required, will review the composition of the Board to ensure that it has the necessary diversity of skills to support
the ongoing development of the Group. Gender diversity is not in the Company’s immediate plans.
All Directors retire by rotation at regular intervals (every 3 years) in accordance with the Company’s Articles of Association.
The Directors attend courses and seminars to keep their skill set up to date.
7. Evaluate board performance based on clear and relevant objectives, seeking continuous improvement
The Directors undergo a performance evaluation before being proposed for re-election to ensure that they continue to be
effective and committed to the role. All directors meet to discuss the performance evaluation together.
Appraisals are carried out each year with all Executive Directors.
The Board considers that the size of the Company does not justify the use of third parties to evaluate the performance of
the Board on an annual basis.
All Directors retire by rotation at regular intervals (every 3 years) and stand for re-election at the AGM. During the year the
Non-executive Directors are responsible for informally reviewing directors’ performance and highlighting any issues identified.
At the present time, succession planning is not in the Company’s immediate plans however the Board will monitor the need
to implement an informal or formal succession plan going forward.
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MOBILITYONE LIMITED
CORPORATE GOVERNANCE REPORT (CONTINUED)
8. Promote a corporate culture that is based on ethical values and behaviours
The Group maintains a high standard of integrity in the conduct of its operations and is committed to providing a safe and
healthy working environment for its employees. The Group operates a corporate culture that is based on ethical values and
behaviours.
In addition, the Group encourages an open culture, with regular discussions with employees regarding their performance
and skills development to achieve the objectives and strategy of the Group.
Any recommendations from staff to improve the working environment or in respect of health and safety matters will be
assessed by the Human Resources and Administration Manager and, as appropriate, proposed to the Board for necessary
actions to be taken.
Given the size of the Group, all practices undertaken by the Group are reviewed by the Executive Directors to ensure that
the ethical values and behaviours are being adhered to.
9. Maintain governance structures and processes that are fit for purpose and support good decision- making by the
board
The Board has overall responsibility for promoting the success of the Group. The Executive Directors have day-to-day
responsibility for the operational management of the Group’s activities. The Non-executive Directors are responsible for
bringing independent and objective judgment to Board decisions.
There is a clear separation of the roles of CEO and Non-executive Chairman. The Chairman is responsible for overseeing
the running of the Board, ensuring that no individual or group dominates the Board’s decision-making and ensuring the
Non-executive Directors are properly briefed on matters. The Chairman has overall responsibility for corporate governance
matters in the Group. The CEO has the responsibility for implementing the strategy of the Board and managing the day-to-
day business activities of the Group.
The Board has established the following committees: Audit Committee, Remuneration Committee and Nomination Committee.
The members of the three committees are Abu Bakar bin Mohd Taib (Non-executive Chairman) and Seah Bon Chin (Non-
executive Director). Abu Bakar bin Mohd Taib chairs the Audit Committee, Remuneration Committee and Nomination
Committee.
The Audit Committee normally meets twice a year and has responsibility for, amongst other things, planning and reviewing
the annual report and accounts and interim statements. It is also responsible for ensuring that an effective system of internal
control is maintained. The ultimate responsibility for reviewing and approving the annual financial statements and interim
statements remains with the Board.
The Remuneration Committee meets at least once a year and has responsibility for making recommendations to the Board
on matter such as the remuneration packages for each of the Directors.
The Nomination Committee, which meets as required, has responsibility for reviewing the size and composition of the Board,
the appointment of replacement or additional Directors and making appropriate recommendations to the Board.
The Directors consider that the Group has an appropriate governance framework for its size now and as it grows but they
will consider the evolution of this framework on an annual basis.
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ANNUAL REPORT 2019
CORPORATE GOVERNANCE REPORT (CONTINUED)
9. Maintain governance structures and processes that are fit for purpose and support good decision- making by the
board (continued)
The Board does not maintain a formal schedule of matters reserved for Board decision but matters such as financial results,
Board appointments and acquisitions require approval at Company’s Board meetings or written Board resolutions approved
by the Board which have the same force and effect as if adopted at duly convened meetings of all the Directors. In 2019,
the Company held five Board meetings.
Board and committee meetings
Attendances of Directors at Board and committee meetings convened in 2019 are set out below:
Director
Number of meetings in year
Abu Bakar bin Mohd Taib
Dato’ Hussian @ Rizal bin A. Rahman
Derrick Chia Kah Wai
Seah Boon Chin
5
Board Meeting
Attended
Audit Committee
Meeting Attended
Remuneration
Committee Meeting
Attended
5
5
5
5
2
2
N/A
N/A
2
1
1
N/A
N/A
1
10. Communicate how the company is governed and is performing by maintaining a dialogue with shareholders and
other relevant stakeholders.
The Company encourages two-way communication with various stakeholder groups, including shareholders and responds
quickly to their relevant queries.
The Directors recognise the AGM as an important opportunity to meet shareholders and the Directors are available to answer
questions raised by the shareholders.
The Company’s website is regularly updated to include business progress, financial performance and corporate actions
reflecting information that has already been announced by the Company through regulatory announcements.
The Company will announce and post on its website the results of voting on all resolutions in the future general meetings
(including annual general meetings) including any actions to be taken as a result of resolutions for which votes against have
been received from at least 20 per cent. of independent shareholders.
Under AIM Rule 26, the Company already publishes historical annual reports, notices of meetings and other publications
over the last five years which can be found here: http://www.mobilityone.com.my/v4/annual-reports.html
The Company has not published an audit committee or remuneration committee report in its annual report and accounts. The
Board feels that this is appropriate given the size and stage of development of the Group. The Board will consider annually
whether it considers it appropriate for these reports to be included in future annual report and accounts.
I 14 I
MOBILITYONE LIMITED
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MOBILITYONE LIMITED
OPINION
We have audited the financial statements of MobilityOne Limited (the ‘parent company’) and its subsidiaries (the ‘Group’) for the
year ended 31 December 2019 which comprise the consolidated income statement, the consolidated statement of comprehensive
income, the consolidated and company statements of financial position, the consolidated and company statements of cash
flows, the consolidated and company statements of changes in equity and notes to the financial statements, including a
summary of significant accounting policies.
The financial reporting framework that has been applied in the preparation of the group financial statements is applicable law
and International Financial Reporting Standards (IFRSs) as adopted by the European Union. The financial reporting framework
that has been applied in the preparation of the parent company financial statements is applicable law and International Financial
Reporting Standards (IFRSs) as adopted by the European Union.
In our opinion:
•
the financial statements give a true and fair view of the state of the Group’s and of the parent company’s affairs as at 31
December 2019 and of the Group’s profit for the year then ended;
the Group’s financial statements have been properly prepared in accordance with IFRSs as adopted by the European Union
and as applied in accordance with the provisions of Companies (Jersey) Law 1991;
the parent company’s financial statements have been properly prepared in accordance with IFRSs as adopted by the
European Union and as applied in accordance with the provisions of Companies (Jersey) Law 1991.
•
•
BASIS FOR OPINION
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements
section of our report. We are independent of the Company in accordance with the ethical requirements that are relevant to
our audit of the financial statements in the UK, including the FRC’s Ethical Standard as applied to listed entities, and we have
fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
CONCLUSIONS RELATING TO GOING CONCERN
We have nothing to report in respect of the following matters in relation to which the ISAs (UK) require us to report to you where:
the Directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate;
•
or
the Directors have not disclosed in the financial statements any identified material uncertainties that may cast significant
doubt about the Group’s or the parent company’s ability to continue to adopt the going concern basis of accounting for a
period of at least twelve months from the date when the financial statements are authorised for issue.
•
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 and include the most significant assessed risks of material misstatement (whether or not due
to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources
in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of
the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters. This is not a complete list of all risks identified by our audit.
I 15 I
ANNUAL REPORT 2019
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MOBILITYONE LIMITED (CONTINUED)
KEY AUDIT MATTERS (Continued)
Key audit matter
How our audit addressed the key audit matter
Investment in subsidiaries
MobilityOne Limited has significant interest in subsidiary
companies. As such there is a risk that the net book value
of investments may be impaired.
We reviewed the net assets of the subsidiary companies
in comparison to the net book value of investments.
We considered the nature of MobilityOne Limited as a
holding company, whilst the subsidiary companies make
up the trading element of the Group. In light of this we
also compared the net book value of investments with
the market capitalisation of the Group.
Going concern assumption
The Group is dependent upon its ability to generate
sufficient cash flows to meet continued operation costs
and hence continue trading. The income is derived from
the provision of e-commerce infrastructure payment
solutions and platforms.
We evaluated the suitability of management’s model for
the forecast.
The forecast includes assumptions, including those
related to the growth in revenues.
The going concern assumption is dependent on the future
growth and return to profitability of the current business
as well as the development of the additional subsidiaries
added to the Group during the year under review.
Transition to IFRS 16
During the year, the new reporting standard around leases
came into effect, bringing all lease obligations onto the
balance sheet and recognising a right of use asset for
these. There is a risk that these have been recognised
incorrectly.
OUR APPLICATION OF MATERIALITY
Our audit work has focused on evaluating and challenging
the reasonableness of these assumptions and their
impact on the forecast period.
We reviewed leases against the criteria set out in IFRS
16 to ensure all leases were correctly recognised. We
reviewed the workings of the asset and liabilities and
there were found to be reasonable.
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality.
These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and
extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of
misstatements, both individually and in aggregate on the financial statements as a whole.
I 16 I
MOBILITYONE LIMITED REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MOBILITYONE LIMITED (CONTINUED)
OUR APPLICATION OF MATERIALITY (Continued)
Based on our professional judgment, we determined materiality for the financial statements as a whole as follows:
Group financial statements
Company financial statements
Overall materiality
£847,000 (2018: £630,000).
£40,000 (2018:£39,000).
How we determined it
0.5% of revenue
2% of gross assets
Rationale for
benchmark applied
We believe that revenue is the primary
measure used by the shareholders
in assessing the performance of the
Group, and is a generally accepted
auditing benchmark.
We believe that gross assets is
the primary measure used by the
s h a r e h o l d e r s i n a s s e s s i n g t h e
performance of the Company, and is
a g e n e r a l l y a c c e p t e d a u d i t i n g
benchmark
For each component in the scope of our Group audit, we allocated a materiality that is less than our overall Group materiality.
The range of materiality allocated across components was between £847,000 and £2,000.
We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £42,350
(2018: £31,500) and £2,000 (2018: £2,500) as well as misstatements below those amounts that, in our view, warranted reporting
for qualitative reasons.
AN OVERVIEW OF THE SCOPE OF OUR AUDIT
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial
statements. In particular, we looked at where the directors made subjective judgments, for example in respect of significant
accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all
of our audits we also addressed the risk of management override of internal controls, including evaluating whether there was
evidence of bias by the directors that represented a risk of material misstatement due to fraud.
How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the Group and the Company, the accounting processes and controls,
and the industry in which they operate.
The Group’s financial statements are a consolidation of nine reporting units, comprising the Group’s operating businesses and
holding companies.
We performed audits of the complete financial information of MobilityOne Limited, MobilityOne Sdn Bhd, and One Tranzact
Sdn Bhd reporting units, which were individually financially significant and accounted for 100% of the Group’s revenue and
95% of the Group’s absolute profit before tax (i.e. the sum of the numerical values without regard to whether they were profits
or losses for the relevant reporting units).
I 17 I
ANNUAL REPORT 2019 REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MOBILITYONE LIMITED (CONTINUED)
AN OVERVIEW OF THE SCOPE OF OUR AUDIT (Continued)
The Group’s engagement team performed all audit procedures, with the exception of the audit of MobilityOne Sdn Bhd, M1
Pay Sdn Bhd, One Tranzact Sdn Bhd and OneShop Retail Sdn Bhd which were performed by a component auditor in Malaysia.
Our involvement in the work of the component auditor in Malaysia included regular communication with a formal meeting
arranged following the performance of the procedures. A review of the working papers was undertaken in the United Kingdom.
OTHER INFORMATION
The Directors are responsible for the other information. The other information comprises the information included in the annual
report, other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not
cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of
assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements,
we are required to determine whether there is a material misstatement in the financial statements or a material misstatement
of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES (JERSEY) LAW 1991
In our opinion, based on the work undertaken in the course of the audit:
•
the information given in the strategic report and the directors’ report for the financial year for which the financial statements
are prepared is consistent with the financial statements; and
the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
•
MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION
In the light of the knowledge and understanding of the Group and parent company and its environment obtained in the course
of the audit, we have not identified material misstatements in the strategic report or the directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report
to you if, in our opinion:
•
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been
received from branches not visited by us; or
the parent company financial statements are not in agreement with the accounting records and returns; or
•
certain disclosures of directors’ remuneration specified by law are not made; or
•
• we have not received all the information and explanations we require for our audit.
RESPONSIBILITIES OF DIRECTORS
As explained more fully in the directors’ responsibilities statement set out on page 8, the Directors are responsible for the
preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as
the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
I 18 I
MOBILITYONE LIMITED
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
MOBILITYONE LIMITED (CONTINUED)
In preparing the financial statements, the Directors are responsible for assessing the Group’s and parent company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis
of accounting unless the Directors either intend to liquidate the Group or the parent company or to cease operations, or have
no realistic alternative but to do so.
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 ISAs (UK) will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or
in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s
website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
USE OF THIS REPORT
This report is made solely to the company’s members, as a body, in accordance with Article 113A of the Companies (Jersey)
Law 1991. Our audit work has been undertaken so that we might state to the company’s members those matters we are required
to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or
assume responsibility to anyone other than the Company and the Company’s members as a body, for our audit work, for this
report, or for the opinions we have formed.
Jeffreys Henry LLP
Chartered Accountants
Statutory Auditor
Finsgate
5-7 Cranwood Street
London
EC1V 9EE
United Kingdom
Date: 30 September 2020
I 19 I
ANNUAL REPORT 2019 CONSOLIDATED INCOME STATEMENT
For the year ended 31 December 2019
Revenue
Cost of sales
GROSS PROFIT
Other operating income
Administration expenses
Distribution costs
Other operating expenses
Share of associate result
OPERATING PROFIT
Finance costs
PROFIT BEFORE TAX
Tax
PROFIT FROM CONTINUING OPERATIONS
Gain on disposal of subsidiary
LOSS FROM DISCONTINUED OPERATIONS,
NET OF TAX
PROFIT/(LOSS)
Attributable to:
Owners of the parent
Non-controlling interests
PROFIT/(LOSS) PER SHARE
Basic earnings/(loss) per share (pence)
Diluted earnings/(loss) per share (pence)
PROFIT PER SHARE FROM
CONTINUING OPERATIONS
Basic earnings per share (pence)
Diluted earnings per share (pence)
Note
5
16
6
7
8
2019
£
2018
£
169,412,664
(158,641,222)
125,464,740
(117,923,158)
10,771,442
7,541,582
192,515
(9,253,270)
-
(377,143)
22,684
77,446
(7,033,482)
-
(231,621)
(22,285)
1,356,228
331,640
(273,052)
(264,149)
1,083,176
67,491
(108,674)
274,564
974,502
342,055
1,105,535
-
13
(208,039)
(1,704,506)
1,871,998
(1,362,451)
1,508,874
363,124
(735,204)
(627,247)
1,871,998
(1,362,451)
1.419
1.291
(1.282)
(1.282)
0.575
0.523
0.322
0.293
10
10
10
10
The notes form part of these financial statements
I 20 I
MOBILITYONE LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2019
PROFIT/(LOSS) FOR THE YEAR
OTHER COMPREHENSIVE (LOSS)/PROFIT
Foreign currency translation
TOTAL COMPREHENSIVE PROFIT/(LOSS)
Total comprehensive profit/(loss) attributable to:
Owners of the parent
Non-controlling interests
2019
£
2018
£
1,871,998
(1,362,451)
(43,083)
838
1,828,915
(1,361,613)
1,465,622
363,293
(696,138)
(665,475)
1,828,915
(1,361,613)
The notes form part of these financial statements
I 21 I
ANNUAL REPORT 2019 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the year ended 31 December 2019
Non-Distributable
Distributable
Share
Capital
£
Share
Premium
£
Reverse
Acquisition
Reserve
£
Foreign
Currency
Translation
Reserve
£
Accum.
Losses
£
Non-
Controlling
Interests
£
Total
£
Total
Equity
£
As at 1 January 2019
2,657,470
909,472
708,951
882,511
(4,755,008)
403,396
(1,303,321)
(899,925)
Effect of adopting
IFRS 16
As at 1 January 2019,
restated
Comprehensive profit
Profit for the year
Foreign currency
translation
Total comprehensive profit
for the year
Transaction with owners:
Disposal of a subsidiary
company
-
-
-
-
(3,018)
(3,018)
-
(3,018)
2,657,470
909,472
708,951
882,511
(4,758,026)
400,378
(1,303,321)
(902,943)
-
-
-
-
-
-
-
-
-
-
-
-
-
1,508,874
1,508,874
363,124
1,871,998
(43,252)
-
(43,252)
169
(43,083)
(43,252)
1,508,874
1,465,622
363,293
1,828,915
-
-
-
928,767
928,767
At 31 December 2019
2,657,470
909,472
708,951
839,259
(3,249,152)
1,866,000
(11,261)
1,854,739
The notes form part of these financial statements
I 22 I
MOBILITYONE LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED)
For the year ended 31 December 2019
Non-Distributable
Distributable
Share
Capital
£
Share
Premium
£
Reverse
Acquisition
Reserve
£
Foreign
Currency
Translation
Reserve
£
Accum.
Losses
£
Non-
Controlling
Interests
£
Total
£
Total
Equity
£
As at 1 January 2018
2,657,470
909,472
708,951
881,673
(4,019,804)
1,137,762
(637,846)
499,916
Comprehensive loss
Loss for the year
Foreign currency
translation
Total comprehensive
loss for the year
-
-
-
-
-
-
-
-
-
-
(735,204)
(735,204)
(627,247)
(1,362,451)
838
-
838
(38,228)
(37,390)
838
(735,204)
(734,366)
(665,475)
(1,399,841)
At 31 December 2018
2,657,470
909,472
708,951
882,511
(4,755,008)
403,396
(1,303,321)
(899,925)
Share capital is the amount subscribed for shares at nominal value.
Share premium represents the excess of the amount subscribed for share capital over the nominal value of the respective shares net
of share issue expenses.
The reverse acquisition reserve relates to the adjustment required by accounting for the reverse acquisition in accordance with IFRS 3.
The Company’s assets and liabilities stated in the Statement of Financial Position were translated into Pound Sterling (£) using the closing
rate as at the Statement of Financial Position date and the Income Statements were translated into £ using the average rate for that
period. All resulting exchange differences are taken to the foreign currency translation reserve within equity.
Retained earnings represent the cumulative earnings of the Group attributable to equity shareholders.
Non-controlling interests represent the share of ownership of subsidiary companies outside the Group.
The notes form part of these financial statements
I 23 I
ANNUAL REPORT 2019 COMPANY STATEMENT OF CHANGES IN EQUITY (CONTINUED)
For the year ended 31 December 2019
As at 1 January 2019
Loss for the year
Share
Capital
£
Non-Distributable
Share
Premium
£
Accumulated
Losses
£
Total
£
2,657,470
909,472
(1,586,185)
1,980,757
-
-
(153,200)
(153,200)
At 31 December 2019
2,657,470
909,472
(1,739,385)
1,827,557
As at 1 January 2018
Loss for the year
2,657,470
909,472
(1,408,688)
2,158,254
-
-
(177,497)
(177,497)
At 31 December 2018
2,657,470
909,472
(1,586,185)
1,980,757
The notes form part of these financial statements
I 24 I
MOBILITYONE LIMITED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 31 December 2019
ASSETS
Non-current assets
Intangible assets
Property, plant and equipment
Deferred tax assets
Right-of-use assets
Current assets
Inventories
Trade and other receivables
Amount due from an associate
Tax recoverable
Fixed deposits
Assets held for sales
Cash and cash equivalents
TOTAL ASSETS
SHAREHOLDERS’ EQUITY
Equity attributable to owners of the parent:
Called up share capital
Share premium
Reverse acquisition reserve
Foreign currency translation reserve
Accumulated losses
Shareholders’ equity
Non-controlling interests
TOTAL EQUITY
Note
2019
£
2018
£
11
12
14
15
17
19
18
19
20
21
22
23
24
222,731
721,079
-
455,168
1,398,978
1,564,160
4,413,189
145,095
81,353
2,763,029
-
1,660,034
10,626,860
302,286
1,884,900
193,962
-
2,381,148
1,381,106
4,260,086
-
141,890
2,610,256
119,439
1,571,234
10,084,011
12,025,838
12,465,159
2,657,470
909,472
708,951
839,259
(3,249,152)
1,866,000
(11,261)
2,657,470
909,472
708,951
882,511
(4,755,008)
403,396
(1,303,321)
1,854,739
(899,925)
The notes form part of these financial statements
I 25 I
ANNUAL REPORT 2019 CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED)
As at 31 December 2019
LIABILITIES
Non-current liability
Loans and borrowings – secured
Lease liabilities
Deferred tax liabilities
Amount owing to Directors
Current liabilities
Trade and other payables
Amount due to Directors
Loans and borrowings – secured
Lease liabilities
Tax payables
Total liabilities
Note
25
14
28
27
28
25
14
2019
£
2018
£
265,585
151,565
60,873
-
478,023
6,187,063
107,827
3,161,178
232,228
4,780
9,693,076
10,171,099
499,893
-
470
1,754,319
2,254,682
7,215,540
122,685
3,767,696
-
4,481
11,110,402
13,365,084
TOTAL EQUITY AND LIABILITIES
12,025,838
12,465,159
The financial statements were approved and authorised by the Board of Directors on 30 September 2020 and were signed on its behalf by:
...........................................................................
Dato’ Hussian @ Rizal bin A. Rahman
Chief Executive Officer
The notes form part of these financial statements
I 26 I
MOBILITYONE LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
As at 31 December 2019
ASSETS
Non-current asset
Investment in subsidiary companies
Current assets
Amount due from subsidiary companies
Cash and cash equivalents
TOTAL ASSETS
SHAREHOLDERS’ EQUITY
Equity attributable to owners of the parent:
Called up share capital
Share premium
Retained earnings
TOTAL EQUITY
Current liabilities
Trade and other payables
Amount owing to subsidiary companies
Amount owing to directors
TOTAL LIABILITIES
TOTAL EQUITY AND LIABILITIES
Note
2019
£
2018
£
13
17
19
20
21
24
27
28
1,976,356
1,976,356
-
3,998
3,998
1,080,288
4,353
1,084,641
1,980,354
3,060,997
2,657,470
909,472
(1,739,385)
2,657,470
909,472
(1,586,185)
1,827,557
1,980,757
6,120
41,480
105,197
152,797
28,913
931,327
120,000
1,080,240
1,980,354
3,060,997
The financial statements were approved and authorised by the Board of Directors on 30 September 2020 and were signed on its behalf by:
...........................................................................
Dato’ Hussian @ Rizal bin A. Rahman
Chief Executive Officer
The notes form part of these financial statements
I 27 I
ANNUAL REPORT 2019
CONSOLIDATED STATEMENT OF CASH FLOWS
For the year ended 31 December 2019
Cash flow from operating activities
Cash flow from operations
Interest paid
Interest received
Tax paid
Tax refund
Net cash generated from operating activities
Cash flow from investing activities
Purchase of property, plant and equipment
Increase in asset held for sale
Proceeds from disposal of property, plant and equipment
Net cash outflow for disposal of subsidiary company
Net cash outflow for acquisition of subsidiary company
Addition investment in associate company
Net cash used in investing activities
Cash flows from financing activities
Drawdown of borrowings
Increase in pledged fixed deposits
Net change of banker acceptance
Repayment of finance lease payables
Repayment of lease liabilities
Repayment of term loan
Note
29
12
25
2019
£
2018
£
1,428,219
(287,587)
97,617
(184,491)
196,205
1,201,064
(276,426)
66,554
(93,759)
-
1,249,963
897,433
(70,294)
-
1,890
(80,486)
-
(47,258)
(893,113)
(119,439)
779,123
-
18,267
-
(196,148)
(215,162)
-
-
(398,175)
-
(317,999)
(6,824)
90,429
(297,416)
252,118
(13,604)
-
(6,375)
Net cash (used in)/generated from financing activities
(722,998)
25,152
Increase in cash and cash equivalents
Effect of foreign exchange rate changes
330,817
707,423
(16,072)
76,044
Cash and cash equivalents at beginning of year
4,108,318
3,324,851
Cash and cash equivalents at end of year
19
4,423,063
4,108,318
The notes form part of these financial statements
I 28 I
MOBILITYONE LIMITED COMPANY STATEMENT OF CASH FLOWS
For the year ended 31 December 2019
Cash flow from operating activities
Cash depleted in operations
(Decrease)/Increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note
29
19
2019
£
(355)
(355)
4,353
3,998
2018
£
144
144
4,209
4,353
The notes form part of these financial statements
I 29 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 December 2019
1. GENERAL INFORMATION
The principal activity of the Company is investment holding. The principal activities of the subsidiary companies are set out
in Note 13 to the financial statements. There were no significant changes in the nature of these activities during the year.
The Company is incorporated in Jersey, the Channel Islands under the Companies (Jersey) Law 1991 and is listed on AIM.
The registered office is located at 13 Castle Street, St Helier, Jersey JE1 1ES, Channel Islands. The consolidated financial
statements for the year ended 31 December 2019 comprise the results of the Company and its subsidiary companies
undertakings. The Company’s shares are traded on AIM of the London Stock Exchange.
MobilityOne Limited is the holding company of an established group of companies (“Group”) based in Malaysia which is in
the business of providing e-commerce infrastructure payment solutions and platforms through their proprietary technology
solutions, which are marketed under the brands MoCS and ABOSSE.
The Group has developed an end-to-end e-commerce solution which connects various service providers across several
industries such as banking, telecommunication and transportation through multiple distribution devices such as EDC
terminals, short messaging services, Automated Teller Machine and Internet banking.
The Group’s technology platform is flexible, scalable and has been designed to facilitate cash, debit card and credit card
transactions (according to the device) from multiple devices while controlling and monitoring the distribution of different
products and services.
2. ACCOUNTING POLICIES
Basis of preparation
These financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs and
IFRIC interpretations) issued by the International Accounting Standards Board (IASB), as adopted by the European Union,
and with those parts of the Companies (Jersey) Law 1991 applicable to companies preparing their financial statements
under IFRS. The financial statements have been prepared under the historical cost convention.
Going Concern
The Group’s business activities, together with the factors likely to affect its future development, performance and position,
are set out in Chairman’s statement on page 3. The financial position of the Group, its cash flows, liquidity position and
borrowing facilities are described in the financial statements and associated notes. In addition, Note 3 to the financial
statements includes the Group’s objectives, policies and processes for managing its capital; its financial risk management
objectives; details of its financial instruments and hedging activities; and its exposures to credit risk and liquidity risk.
In order to assess the going concern of the Group, the Directors have prepared cashflow forecasts for companies within
the Group. These cashflow forecasts show the Group expect an increase in revenue and will have sufficient headroom over
available banking facilities. The Group has obtained banking facilities sufficient to facilitate the growth forecast in future
periods. No matters have been drawn to the Directors’ attention to suggest that future renewals may not be forthcoming
on acceptable terms.
In addition, the controlling shareholder has also undertaken to provide support to enable the Group to meet its debts as
and when they fall due.
I 30 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Going Concern (continued)
After making enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in
operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing
the financial statements.
The financial statement does not include any adjustments that would result if the forecast were not achieved and shareholder
support was withdrawn.
Estimation uncertainty and critical judgements
The significant areas of estimation uncertainty and critical judgements in applying accounting policies that have the most
significant effect on the amount amortisation in the financial statements are as follows:
(i) Depreciation of property, plant and equipment
The costs of property, plant and equipment of the Group are depreciated on a straight-line basis over the useful
lives of the assets. Management estimates the useful lives of the property, plant and equipment to be within 3 to
50 years. These are common life expectancies applied in the industry. Changes in the expected level of usage and
technological developments could impact the economic useful lives and the residual values of these assets, therefore
future depreciation charges could be revised. The carrying amounts of the Group’s property, plant and equipment as
at 31 December 2019 are disclosed in Note 12 to the financial statements.
(ii) Amortisation of intangible assets
Software is amortised over its estimated useful life. Management estimated the useful life of this asset to be within 10
years. Changes in the expected level of usage and technological development could impact the economic useful life
therefore future amortisation could be revised.
The research and development costs are amortised on a straight-line basis over the life span of the developed assets.
Management estimated the useful life of these assets to be within 5 years. Changes in the technological developments
could impact the economic useful life and the residual values of these assets, therefore future amortisation charges
could be revised.
The carrying amounts of the Group’s intangible assets as at 31 December 2019 are disclosed in Note 11 to the financial
statements.
However, if the projected sales do not materialise there is a risk that the value of the intangible assets shown above
would be impaired.
I 31 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Estimation uncertainty and critical judgements (continued)
(iii) Impairment of goodwill on consolidation
The Group determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the
value-in-use of the cash generating units (“CGU”) to which goodwill is allocated. Estimating a value-in-use amount
requires management to make an estimation of the expected future cash flows from the CGU and also to choose a
suitable discount rate in order to calculate the present value of those cash flows.
The Group’s cash flow projections include estimates of sales. However, if the projected sales do not materialise there
is a risk that the value of goodwill would be impaired.
The Directors have carried out a detailed impairment review in respect of goodwill. The Group assesses at each reporting
date whether there is an indication that an asset may be impaired, by considering the cash flows forecasts. The cash
flow projections are based on the assumption that the Group can realise projected sales. A prudent approach has been
applied with no residual value being factored. At the period end, based on these assumptions, there was indication of
impairment of the value of goodwill and of development costs.
The carrying amount of the Group’s goodwill on consolidation as at 31 December 2019 is disclosed in the Note 11 to
the financial statements.
(iv) Going concern
The Group determines whether it has sufficient resources in order to continue its activities by reference to budget
together with current and forecast liquidity. This requires on estimate of the availability of such funding which is critically
dependent on external borrowings support from the majority shareholders of the Group and, to an extent, macro-
economic factors. In the Directors’ opinion, the Covid 19 outbreak has not negatively affected the financial performance
of the Group given that the nature of the Group’s business activities are focused on e-payments. The Directors will
continuously assess and monitor the impact of Covid 19 on its operations and financial performance.
(v)
Inventories valuation
Inventories are measured at the lower of cost and net realisable value. The Company estimates the net realisable value
of inventories based on an assessment of expected sales prices. Demand levels and pricing competition could change
from time to time. If such factors result in an adverse effect on the Group’s products, the Group might be required to
reduce the value of its inventories. Details of inventories are disclosed in Note 15 to the financial statements.
(vi) Income taxes
Judgement is involved in determining the provision for income taxes. There are certain transactions and computations
for which the ultimate tax determination is uncertain during the ordinary course of business.
The Company recognises liabilities for expected tax issues based on estimates of whether additional taxes will be due.
Where the final tax outcome of these matters is different from the amounts that were initially recognised, such differences
will impact the income tax and deferred tax provisions in the period in which such determination is made. As at 31
December 2019, the Group has tax recoverable of £81,353 (2018: £141,890) and tax payable of £4,780 (2018: £4,481).
I 32 I
MOBILITYONE LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
IFRS AND IAS UPDATE FOR 31 DECEMBER 2019 ACCOUNTS
Changes in accounting policies and disclosures
During the financial year, the Group has adopted the following new and amended IFRS and IFRIC interpretations that are
mandatory for current financial year:
IFRS 16
IFRIC 23
Amendments to IFRS 9
Amendments to IAS 19
Amendments to IAS 28
Amendments to IFRS 15
Annual Improvements to
IFRSs 2015 – 2017 Cycle
Leases
Uncertainty over Income Tax Treatments
Prepayment Features with Negatives Compensation
Plan Amendment, Curtailment or Settlement
Long-term interest in Associates and Joint Ventures
Clarification to IFRS 15
Amendments to IFRS 3
Amendments to IFRS 11
Amendments to IAS 12
Amendments to IAS 23
The adoption of the new and amendments to IFRSs did not have any significant impact on the financial statements of the
Group and the Company, except for:
IFRS 16 Leases
IFRS 16, which upon the effective date will supersede IAS 17 Leases, IC Interpretation 4 Determine whether an Arrangement
contains a Lease, IC Interpretation 115 Operating Leases – Incentives and IC Interpretation 127 Evaluating the Substance
of Transactions Involving the Legal Form of a Lease.
As a result of the adoption of IFRS 16, the existing requirements for a lessee to distinguish between finance leases and
operating leases under the IAS 17 Leases are no longer required. IFRS 16 introduces a single lessee accounting model
and requires a lessee to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying
asset is of low value. Specifically, under IFRS 16, a lessee is required to recognise a right-of-use (“ROU”) asset representing
its right to use the underlying leased asset and a lease liability representing its obligation to make lease payments. Accordingly,
a lessee should recognise depreciation of the ROU asset and interest on the lease liability, and also classifies cash repayments
of the lease liability into a principal portion and an interest portion and presents them in the statement of cash flows.
The ROU asset and the lease liability are initially measured on a present value basis. The measurement includes non-
cancellable lease payments and also includes payments to be made in optional periods if the lessee is reasonably certain
to exercise an option to extend the lease, or not to exercise an option to terminate the lease. This accounting treatment
is significantly different from the lessee accounting for leases that are classified as operating leases under the predecessor
standard, IAS 17.
In respect of the lessor accounting, IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17.
Accordingly, a lessor continues to classify its leases as operating leases or finance leases, and to account for those two
types of leases differently.
I 33 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
IFRS AND IAS UPDATE FOR 31 DECEMBER 2019 ACCOUNTS
Changes in accounting policies and disclosures (Continued)
IFRS 16 Leases (Continued)
As permitted by the transitional provision of IFRS 16, the Group has elected to adopt a simplified transition approach where
cumulative effects of initial application are recognised on 1 January 2019 as an adjustment to the opening balance of
retained earnings.
For leases that were classified as finance lease under IAS 17, the carrying amounts of the ROU asset and the lease liability
at 1 January 2019 are determined to be the same as the carrying amount of the lease asset and lease liability under IAS
17 immediately before that date. No right of use assets were recognized for assets with a useable life of less than 12 months.
Impact arising from the adoption of IFRS 16 on the financial statements:
Statement of Financial Position
The following table explains the difference between operating lease commitments disclosed applying IFRS 16 at 31 December
2018, and lease liabilities recognised in the statements of financial position at 1 January 2019.
Operating lease commitments as at 31 December 2018
Add: Transfer from finance lease obligations upon
initial application of IFRS 16
Lease liabilities recognised upon initial adoption of
Lease definition under IFRS 16
Lease liability recognised as at 1 January 2019
Group
£
Company
£
-
356,994
101,861
458,855
-
-
-
-
The weighted average incremental borrowing rate applied to lease liabilities on 1 January 2019 was 3%.
Group
Property, plant and equipment
Right-of-use assets
Lease liabilities
Finance lease liabilities
Accumulated losses
As at
31.12.2018
GBP
IFRS 16
adjustments
GBP
As at
01.01.2019
GBP
1,884,900
-
-
(356,994)
899,925
(101,209)
200,052
(458,855)
356,994
3,018
1,783,691
200,052
(458,855)
-
902,943
I 34 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
IFRS AND IAS UPDATE FOR 31 DECEMBER 2019 ACCOUNTS (Continued)
Changes in accounting policies and disclosures (Continued)
Standards, interpretations and amendments to published standards that are not yet effective
The following standards, amendments and interpretations applicable to the Group are in issue but are not yet effective
and have not been early adopted in these financial statements. They may result in consequential changes to the accounting
policies and other note disclosures. We do not expect the impact of such changes on the financial statements to be material.
These are outlined in the table below:
Definition of a Business
Interest Rate Benchmark Reform
Amendments to References to the Conceptual Framework in IFRS Standards
Amendments to IFRS 3
Amendments to IFRS 9,
IAS 39 and IFRS 7
Amendments to IAS 1 & IAS 8 Definition of Material
IFRS 16
Amendments to IAS 1
Annual Improvements to
IFRS Standards 2018-2020
Covid-19-Related Rent Concessions
Classification of Liabilities as Current or Non-current
Amendments to IFRS 1
Amendments to IFRS 9
Amendments to IFRS 16
Amendments to IAS 41
Business Combinations – Reference to the Concep-tual
Framework
Property, Plant and Equipment – Proceeds before
Intended Use
Onerous Contracts – Cost of Fulfilling
Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture
Amendments to IFRS 3
Amendments to IAS 16
Amendments to IAS 37
Amendments to IFRS 10
and IAS 28
Effective dates for
financial periods
beginning on or after
1 January 2020
1 January 2020
1 January 2020
1 January 2020
1 June 2020
1 January 2022
1 January 2022
1 January 2022
1 January 2022
1 January 2022
Deferred until further
notice
The Directors anticipate that the adoption of these standards and the interpretations in future periods will have no material
impact on the financial statements of the Group.
Basis of consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities controlled by the
Company (its subsidiary companies) made up to 31 December each year. Control is achieved where the Company has the
power to govern the financial and operating policies of an investee entity so as to obtain benefits from its activities.
Transactions, balances and unrealised gains on transactions between Group companies are eliminated. Unrealised losses are
also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of its subsidiary
companies have been changed (where necessary) to ensure consistency with the policies adopted by the Group.
I 35 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Basis of consolidation (Continued)
(i) Subsidiary companies
Subsidiary companies are entities over which the Group has the ability to control the financial and operating policies
so as to obtain benefits from their activities. The existence and effect of potential voting rights that are currently
exercisable or convertible are considered when assessing whether the Group has such power over another entity.
In the Company’s separate financial statements, investments in subsidiary companies are stated at cost less impairment
losses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is
included in profit or loss.
(ii) Basis of consolidation
On 22 June 2007 MobilityOne Limited acquired the entire issued share capital of MobilityOne Sdn. Bhd. By way of a
share for share exchange, under IFRS this transaction meets the criteria of a Reverse Acquisition. The consolidated
accounts have therefore been presented under the Reverse Acquisition Accounting principles of IFRS 3 and show
comparatives for MobilityOne Sdn. Bhd. For financial reporting purposes, MobilityOne Sdn. Bhd. (the legal subsidiary
company) is the acquirer and MobilityOne Limited (the legal parent company) is the acquiree.
No goodwill has been recorded and the difference between the parent Company’s cost of investment and MobilityOne
Sdn. Bhd.’s share capital and share premium is presented as a reverse acquisition reserve within equity on consolidation.
The consolidated financial statements incorporate the financial statements of the Company and all entities controlled by
it after eliminating internal transactions. Control is achieved where the Group has the power to govern the financial
and operating policies of a Group undertaking so as to obtain economic benefits from its activities. Undertakings’
results are adjusted, where appropriate, to conform to Group accounting policies.
Subsidiary companies are consolidated from the date of acquisition, being the date on which the Group obtains control,
and continue to be consolidated until the date that such control ceases. In preparing the consolidated financial statements,
intra-group balances, transactions and unrealised gains or losses are eliminated in full. Uniform accounting policies are
adopted in the consolidated financial statements for like transactions and events in similar circumstances.
The share capital in the consolidated statement of changes in equity for both the current and comparative period uses a
historic exchange rate to determine the equity value.
As permitted by and in accordance with Article 103 of the Companies (Jersey) Law 1991, a separate income statement of
MobilityOne Limited, is not presented.
Revenue recognition
Revenue is recognised when it is probable that economic benefits associated with the transaction will flow to the Group
and the amount of the revenue can be measured reliably.
(i) Revenue from trading activities
Revenue in respect of using the Group’s e-Channel platform arises from the sales of prepaid credit, sales commissions
received and fees per transaction charged to customers. Revenue for sales of prepaid credit is deferred until such time
as the products and services are delivered to end users. Sales commissions and transaction fees are received from
I 36 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Revenue recognition (Continued)
(i) Revenue from trading activities (Continued)
various product and services providers and are recognised when the services are rendered and transactions are
completed.
Revenue from solution sales and consultancy comprise sales of software solutions, hardware equipment, consultancy
fees and maintenance and support services. For sales of hardware equipment, revenue is recognised when the
significant risks associated with the equipment are transferred to customers or the expiry of the right of return. For all
other related sales, revenue is recognised upon delivery to customers and over the period in which services are expected
to be provided to customers.
Revenue from remittance comprises transaction service fees charged to customers/senders. Transaction fees are
received from senders and are recognised when the services are rendered and transactions are completed.
(ii)
Interest income
Interest income is recognised on a time proportion basis that takes into account the effective yield on the asset.
(iii) Rental income
Rental income is recognised on an accrual basis.
Employee benefits
(i) Short term employee benefits
Wages, salaries, bonuses and social security contributions are recognised as an expense in the period in which the
associated services are rendered by employees of the Group. Short term accumulating compensated absences
such as paid annual leave are recognised when services are rendered by employees that increase their entitlement
to future compensation absences. Short term non-accumulating compensated absences such as sick and medical
leave are recognised when the absences occur.
The expected cost of accumulating compensated absences is measured as the additional amount expected to be paid
as a result of the unused entitlement that has accumulated at the Statement of Financial Position date.
(ii) Defined contribution plans
As required by law, companies in Malaysia make contributions to the state pension scheme, the Employees Provident
Fund (“EPF”). Such contributions are recognised as an expense in the income statement in the period to which they
relate. The other subsidiary companies also make contribution to their respective countries’ statutory pension schemes.
Functional currency translation
(i) Functional and presentation currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary
economic environment in which the entity operates (the functional currency). The functional currency of the Group
is Ringgit Malaysia (RM). The consolidated financial statements are presented in Pound Sterling (£), which is the
Company’s presentational currency as this is the currency used in the country in which the entity is listed.
I 37 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Functional currency translation (Continued)
(i) Functional and presentation currency (Continued)
Assets and liabilities are translated into Pound Sterling (£) at foreign exchange rates ruling at the Statement of Financial
Position date. Results and cash flows are translated into Pound Sterling (£) using average rates of exchange for the
period.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using exchange rates prevailing at the dates of
the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the
translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised
in the income statement.
The financial information set out below has been translated at the following rates:
Exchange rate (RM: £)
At Statement
of Financial
Position date
Average for
year
Year ended 31 December 2019
Year ended 31 December 2018
Taxation
5.377
5.270
5.29
5.39
Taxation on the income statement for the financial period comprises current and deferred tax. Current tax is the expected
amount of taxes payable in respect of the taxable profit for the financial period and is measured using the tax rates that
have been enacted at the Statement of Financial Position date.
Deferred tax is recognised on the liability method for all temporary differences between the carrying amount of an asset
or liability in the Statement of Financial Position and its tax base at the Statement of Financial Position date. Deferred tax
liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised for all deductible
temporary differences, unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will
be available against which the deductible temporary differences, unused tax losses and unused tax credits can be recognised.
Deferred tax is not recognised if the temporary difference arises from goodwill or negative goodwill or from the initial
recognition of an asset or liability in a transaction which is not a business combination and at the time of the transaction,
affects neither accounting profit nor taxable profit.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is
recognised or the liability is settled, based on the tax rates that have been enacted or substantively enacted by the Statement
of Financial Position date. The carrying amount of a deferred tax asset is reviewed at each Statement of Financial Position
date and is reduced to the extent that it becomes probable that sufficient future taxable profit will be available.
Deferred tax is recognised in the income statement, except when it arises from a transaction which is recognised directly in
equity, in which case the deferred tax is also charged or credited directly in equity, or when it arises from a business
combination that is an acquisition, in which case the deferred tax is included in the resulting goodwill or negative goodwill.
I 38 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Intangible assets
(i) Research and development costs
All research costs are recognized in the income statement as incurred.
Expenditure incurred on projects to develop new products is recognised and deferred only when the Group can
demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale, its
intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the
availability of resources to complete the project and the ability to measure reliably the expenditure during the development.
Product development expenditures which do not meet these criteria are expensed when incurred.
Development costs, considered to have finite useful lives, are stated at cost less any impairment losses and are amortised
through other operating expenses in the income statement using the straight-line basis over the commercial lives of the
underlying products not exceeding five years. Impairment is assessed whenever there is an indication of impairment and
the amortisation period and method are also reviewed at least at each Statement of Financial Position date.
(ii) Goodwill on consolidation
Goodwill acquired in a business combination is initially measured at cost, representing the excess of the purchase
price over the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities.
Following the initial recognition, goodwill is measured at cost less accumulated impairment losses. Goodwill is not
amortised but instead, it is reviewed for impairment annually or more frequent when there is objective evidence that
the carrying value may be impaired, in accordance with the accounting policy disclosed in impairment of assets.
Gains or losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
(iii) Software
Software which forms an integral part of the related hardware is capitalised with that hardware and included within
property, plant and equipment. Software which are not an integral part of the related hardware are capitalised as
intangible assets.
Acquired computer software licenses are capitalised on the basis of the costs incurred to acquired and bring to use
the specific software. These costs are amortised over their estimated useful life of 10 years.
Impairment of assets
The carrying amounts of assets are reviewed at each reporting date to determine whether there is any indication of impairment.
If any such indication exists then the asset’s recoverable amount is estimated. For goodwill that has an indefinite useful
life, recoverable amount is estimated at each reporting date or more frequently when indications of impairment are identified.
An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds its recoverable
amount unless the asset is carried at a revalued amount, in which case the impairment loss is recognised directly against
any revaluation surplus for the asset to the extent that the impairment loss does not exceed the amount in the revaluation
surplus for that same asset. A cash-generating unit is the smallest identifiable asset group that generates cash flows that
are largely independent from other assets and groups. Impairment losses are recognized in the income statement in the
period in which it arises. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the
carrying amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the
unit (group of units) on a pro rata basis.
I 39 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Impairment of assets (Continued)
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to
sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the asset.
Impairment loss on goodwill is not reversed in a subsequent period. An impairment loss for an asset other than goodwill is
reversed if, and only if, there has been a change in the estimates used to determine the asset’s recoverable amount since the
last impairment loss was recognised. The carrying amount of an asset other than goodwill is increased to its revised
recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net
of amortisation or depreciation) had no impairment loss been recognized for the asset in prior years. A reversal of impairment
loss for an asset other than goodwill is recognized in the income statement unless the asset is carried at revalued amount,
in which case, such reversal is treated as a revaluation increase.
Property, plant and equipment
(a) Recognition and measurement
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses.
Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed
assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to
working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on
which they are located. Purchased software that is integral to the functionality of the related equipment is capitalised
as part of that equipment.
The cost of property, plant and equipment recognised as a result of a business combination is based on fair value at
acquisition date. The fair value of property is the estimated amount for which a property could be exchanged on the
date of valuation between a willing buyer and a willing seller in an arm’s length transaction after proper marketing
wherein the parties had each acted knowledgeably, prudently and without compulsion. The fair value of other items of
plant and equipment is based on the quoted market prices for similar items.
When significant parts of an item of property, plant and equipment have different useful lives, they are accounted for
as separate items (major components) of property, plant and equipment.
(b) Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the item
if it is probable that the future economic benefits embodied within the part will flow to the Group and its cost can be
measured reliably. The costs of the day-to-day servicing of property, plant and equipment are recognised in the income
statement as incurred.
(c) Depreciation
Depreciation is recognised in the income statement on a straight-line basis over the estimated useful lives of property,
plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives. Property,
plant and equipment under construction are not depreciated until the assets are ready for their intended use.
I 40 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Property, plant and equipment (Continued)
(c) Depreciation (Continued)
The estimated useful lives for the current and comparative periods are as follows:
Building
Motor vehicles
Leasehold improvement
Electronic Data Capture equipment
Computer equipment
Computer software
Furniture and fittings
Office equipment
Renovation
50 years
5 years
10 years
10 years
3 to 5 years
10 years
10 years
10 years
10 years
The depreciable amount is determined after deducting the residual value.
Depreciation methods, useful lives and residual values are reassessed at each financial period end.
Upon disposal of an asset, the difference between the net disposal proceeds and the carrying amount of the assets
is charged or credited to the income statement. On disposal of a revalued asset, the attributable revaluation surplus
remaining in the revaluation reserve is transferred to the distribution reserve.
Investments
Investments in subsidiary companies are stated at cost less any provision for impairment.
Inventories
Inventories are valued at the lower of cost and net realisable value and are determined on the first-in-first-out method,
after making due allowance for obsolete and slow moving items. Net realisable value is based on estimated selling price
in the ordinary course of business less the costs of completion and selling expenses.
Trade and other receivables
Trade and other receivables are recognised initially at fair value and subsequently measured at their cost when the contractual
right to receive cash or other financial assets from another entity is established.
A provision for doubtful debts is made when there is objective evidence that the Group will not be able to collect all amounts
due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the
debtor will enter bankruptcy or financial reorganisation and default or delinquency in payments are considered indicators
that a trade and other receivables are impaired.
I 41 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments
with original maturities of three months or less which have an insignificant risk of changes in value and bank overdrafts.
For the purpose of Statement of Cash Flows, cash and cash equivalents are presented net of bank overdrafts.
Trade and other payables
Trade and other payables are recognised initially at fair value of the consideration to be paid in the future for goods and
services received.
Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets
that necessarily take a substantial period of time to get ready for their intended use or sale, are recognised as part of the
cost of those assets, until such time as the assets are substantially ready for their intended use or sale.
When the borrowings are made specifically for the purpose of obtaining a qualifying asset, the amount of borrowing costs
eligible for capitalisation is the actual borrowing costs incurred on that borrowing during the period less any investment
income on the temporary investment of funds drawndown from those borrowings.
When the borrowings are made generally, and used for the purpose of obtaining a qualifying asset, the borrowing costs
eligible for capitalization are determined by applying a capitalization rate which is weighted on the borrowing costs applicable
to the Group’s borrowings that are outstanding during the financial period, other than borrowings made specifically for the
purpose of acquiring another qualifying asset.
Borrowing costs which are not eligible for capitalization are recognised as an expense in the profit or loss in the period in
which they are incurred.
Equity instruments
Instruments that evidence a residual interest in the assets of the Group after deducting all of its liabilities are classified as
equity instruments. Issued equity instruments are recorded at proceeds received net of direct issue costs.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options
are shown in equity as a deduction, net of value added tax, from the proceeds.
Financial instruments
Financial instruments carried on the Statement of Financial Position include cash and bank balances, deposits, investments,
receivables, payables and borrowings. Financial instruments are recognised in the Statement of Financial Position when
the Group has become a party to the contractual provisions of the instrument.
I 42 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
2. ACCOUNTING POLICIES (Continued)
Financial instruments (Continued)
Financial instruments are classified as liabilities or equity in accordance with the substance of the contractual arrangement.
Interest, dividends and gains and losses relating to a financial instrument classified as a liability, are reported as an expense
or income. Distributions to holders of financial instruments classified as equity are charged directly to equity. Financial
instruments are offset when the Group has a legally enforceable right to offset and intends to settle either on a net basis
or to realise the asset and settle the liability simultaneously.
The particular recognition method adopted for financial instruments recognised on the Statement of Financial Position is
disclosed in the individual accounting policy statements associated with each item.
Share based payments
Charges for employees services received in exchange for share based payments have been made for all options granted
in accordance with IFRS 2 “Share Based Payments” options granted under the Group’s employee share scheme are equity
settled. The fair value of such options has been calculated using a Black-scholes model, based upon publicly available
market data, and is charged to the profit or loss over the vesting period.
Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision-maker. The chief operating decision makers are responsible for allocating resources and assessing performance
of the operating segments and make overall strategic decisions. The Group’s operating segments are organised and
managed separately according to the nature of the products and services provided, with each segment representing a
strategic business unit that offers different products and serves different markets.
3. FINANCIAL INSTRUMENTS
(a) Financial risk management objectives and policies
The Group and the Company’s financial risk management policy is to ensure that adequate financial resources are
available for the development of the Group and of the Company’s operations whilst managing its financial risks, including
interest rate risk, credit risk, foreign currency exchange risk, liquidity and cash flow risk and capital risk. The Group
and the Company operates within clearly defined guidelines that are approved by the Board and the Group’s policy is
not to engage in speculative transactions.
(b) Interest rate risk
Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. Fair value interest rate risk is the risk that the value of a financial instrument will
fluctuate due to changes in market interest rates. As the Group has no significant interest-bearing financial assets, the
Group’s income and operating cash flows are substantially independent of changes in market interest rates.
The Group’s interest rate risk arises primarily from interest-bearing borrowings. Borrowings at floating rates expose
the Group to cash flow interest rate risk. Borrowings obtained at fixed rates expose the Group to fair value interest rate
risk.
I 43 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
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I 44 I
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(
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
3. FINANCIAL INSTRUMENTS (Continued)
(b) Interest rate risk (continued)
Sensitivity analysis for interest rate risk
The interest rate profile of the Group’s significant interest-bearing financial instruments, based on carrying amounts as
at the end of the reporting period was:
Floating rate instruments
Financial liabilities (Note 25)
Interest rate risk sensitivity analysis
(i) Fair value sensitivity analysis for fixed rate instruments
Group
2019
£
2018
£
3,426,763
3,910,596
The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss,
and the Company does not designate derivatives as hedging instruments under a fair value hedged accounting
model. Therefore, a change in interest rates at the end of the reporting period would not affect profit or loss.
(ii) Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points (bp) in interest rates at the end of the reporting period would have increased/(decreased)
post-tax profit by the amounts shown below. This analysis assumes that all other variables, in particular foreign
currency rates, remained constant.
Group
Profit or Loss
100 bp
Increase
£
100 bp
Decrease
£
(34,268)
34,268
(38,374)
38,374
2019
Floating rate instruments
2018
Floating rate instruments
I 45 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
3. FINANCIAL INSTRUMENTS (Continued)
(c) Credit risk
The Group’s and the Company’s exposure to credit risk arises mainly from receivables. Receivables are monitored on
an ongoing basis via management reporting procedure and action is taken to recover debts when due. At each Statement
of Financial Position date, there was no significant concentration of credit risk. The maximum exposure to credit risk for
the Group and the Company is the carrying amount of the financial assets shown in the Statement of Financial Position.
(d) Foreign currency exchange risk
The Group and the Company do not have significant foreign currency risk at the end of reporting date.
(e) Liquidity and cash flow risks
The Group and the Company seeks to achieve a flexible and cost effective borrowing structure to ensure that the
projected net borrowing needs are covered by available committed facilities. Debt maturities are structured in such a
way to ensure that the amount of debt maturing in any one year is within the Group’s and the Company’s ability to
repay and/or refinance.
The Group and the Company also maintains a certain level of cash and cash convertible investments to meet its working
capital requirements.
I 46 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
3. FINANCIAL INSTRUMENTS (Continued)
(e) Liquidity and cash flow risks (continued)
The table below summarises the maturity profile of the Group’s and the Company’s liabilities at the reporting date
based on contractual undiscounted repayment obligations.
2019
Group
Financial liabilities
Trade and other payables
Amount due to Directors
Lease liabilities
Loans and borrowings
Within one
year
£
One to five
year
£
Over five
year
£
Total
£
6,187,063
107,827
232,228
3,161,178
-
-
151,565
265,585
Total undiscounted financial liabilities
9,688,296
417,150
2018
Group
Financial liabilities
Trade and other payables
Amount due to Directors
Loans and borrowings
£
£
7,192,093
122,685
3,767,696
-
1,754,319
499,893
Total undiscounted financial liabilities
11,082,474
2,254,212
2019
Company
Financial liabilities
Trade and other payables
Amount due to Directors
Amount due to subsidiary
Total undiscounted financial liabilities
2018
Company
Financial liabilities
Trade and other payables
Amount owing to Directors
Amount owing to subsidiary
£
6,120
105,197
41,480
152,797
£
28,913
120,000
931,327
Total undiscounted financial liabilities
1,080,240
£
-
-
-
-
£
-
-
-
-
I 47 I
-
-
-
-
-
£
-
-
-
-
£
-
-
-
-
£
-
-
-
-
6,187,063
107,827
383,793
3,426,763
10,105,446
£
7,192,093
1,877,004
4,267,589
13,336,686
£
6,120
105,197
41,480
152,797
£
28,913
120,000
931,327
1,080,240
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
3. FINANCIAL INSTRUMENTS (Continued)
(f) Fair Values
The carrying amounts of financial assets and liabilities of the Group at the reporting date approximated their fair value
except as set out below:
2019
Lease liabilities (Note 14)
2018
Financial lease liabilities (Note 26)
Group
Carrying
amount
£
Fair value
£
383,793
383,793
249,923
273,603
The carrying amounts of financial assets and financial liabilities other than the above are reasonable approximation of
fair value due to their short term nature.
The carrying amounts of the current portion of borrowing is reasonable approximation of fair value due to the insignificant
impact of discounting.
(g) Capital risk
The Group’s and the Company’s objectives when managing capital are to safeguard the Group’s and the Company’s
ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders
and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital
structure, the Group and the Company may adjust the amount of dividends paid to shareholders, return capital to
shareholders, issue new shares or sell assets to reduce debt.
I 48 I
MOBILITYONE LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
4. EMPLOYEES AND DIRECTORS
EMPLOYEES
Wages, salaries and bonuses
Social security contribution
Contribution to defined contribution plan
Other staff related expenses
Continuing operations
DIRECTORS
Fees
Wages, salaries and bonuses
Social security contribution
Contribution to defined contribution plan
Continuing operations
Group
2019
£
2018
£
1,249,921
12,166
107,095
91,120
1,460,302
1,355,896
10,017
97,314
238,064
1,701,291
120,843
154,253
348
18,511
293,955
121,628
147,078
343
17,649
286,698
I 49 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
4. EMPLOYEES AND DIRECTORS (Continued)
The number of employees (excluding Directors) of the Group and of the Company at the end of the financial year were 113
(2018: 231) and Nil (2018: Nil) respectively.
The details of remuneration received and receivables by the Directors of the Group during the financial year are as follows:
Group
2019
Company’s Directors:
Dato’ Hussian @ Rizal
bin A. Rahman
Derrick Chia Kah Wai
Seah Boon Chin
Abu Bakar bin Mohd Taib
Subsidiary companies’ Directors:
Tengku Muhaini Binti
Sultan Hj. Ahmad Shah
Abu Bakar bin Mohd Taib
Abdul Latib bin Tokimin
Group
2018
Company’s Directors:
Dato’ Hussian @ Rizal
bin A. Rahman
Derrick Chia Kah Wai
Seah Boon Chin
Abu Bakar bin Mohd Taib
Subsidiary companies’ Directors:
Tengku Muhaini Binti
Sultan Hj. Ahmad Shah
Abu Bakar bin Mohd Taib
Abdul Latib bin Tokimin
Salaries
and
allowances
£
Fees
£
Social
security
contribution
£
Defined
contribution
plan
£
Bonuses
£
Total
£
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
174
174
-
-
-
-
-
10,072
8,439
-
-
130,178
102,934
43,800
-
-
-
-
6,805
6,805
3,433
348
18,511
293,955
172
171
-
-
-
-
-
9,627
8,022
-
-
126,023
99,047
43,800
-
-
-
-
5,572
6,685
5,571
343
17,649
286,698
36,000
24,000
43,800
-
6,805
6,805
3,433
83,932
70,321
-
-
-
-
-
120,843
154,253
36,000
24,000
43,800
-
5,572
6,685
5,571
80,224
66,854
-
-
-
-
-
121,628
147,078
I 50 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
5. OPERATING SEGMENTS
The information reported to the Group’s chief operating decision maker to make decisions about resources to be allocated
and for assessing their performance is based on the nature of the products and services, and has two reportable operating
segments as follows:
(a) Telecommunication services and electronic commerce solutions; and
(b) Hardware
Except as above, no other operating segment has been aggregated to form the above reportable operating segments.
Measurement of Reportable Segments
Segment information is prepared in conformity with the accounting policies adopted for preparing and presenting the
consolidated financial statements.
No segment assets and capital expenditure are presented as they are mostly unallocated items which comprise corporate
assets and liabilities.
No geographical segment information is presented as more than 95% of the Group’s revenue for the financial ended 31
December 2019 was generated in Malaysia.
I 51 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
5. OPERATING SEGMENTS (Continued)
Group 2019
Segment revenue:
Sales to external customers
Profit before tax
Tax
Profit for the year
Non-cash expenses/(income) *
Depreciation of property, plant and equipment
Amortisation of intangible assets
Amortisation of right-of-use assets
Impairment loss on goodwill
Telecommunication
services and electronic
commerce
solutions
£
Hardware
£
Elimination
£
Total
£
166,796,343
166,796,343
2,907,507
2,907,507
(291,186)
(291,186)
169,412,664
169,412,664
1,083,176
(108,674)
974,502
151,255
69,897
109,067
4,130
334,349
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,083,176
(108,674)
974,502
151,255
69,897
109,067
4,130
334,349
* The disclosure for non-cash expenses has not been split according to the different segments as the cost to obtain such
information is excessive and provides very little by way of information.
6. FINANCE COSTS
I 52 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
5. OPERATING SEGMENTS (Continued)
Group 2018
Segment revenue:
Sales to external customers
Profit before tax
Tax
Profit for the year
Non-cash expenses/(income) *
Depreciation of property, plant and equipment
Amortisation of intangible assets
Impairment loss on goodwill
Telecommunication
services and electronic
commerce
solutions
£
Hardware
£
Elimination
£
Total
£
125,585,413
125,585,413
224,963
224,963
(338,580)
(338,580)
125,471,796
125,471,796
67,491
274,564
342,055
649,905
68,852
-
718,757
-
-
-
-
-
-
-
-
-
-
-
-
-
-
67,491
274,564
342,055
649,905
68,852
-
718,757
* The disclosure for non-cash expenses has not been split according to the different segments as the cost to obtain such
information is excessive and provides very little by way of information.
I 53 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
6. FINANCE COSTS
Bankers’ acceptance interest
Finance lease interest
Bank guarantee interest
Bank overdraft
Unwinding finance cost
Lease liability
Term loan
Less finance costs from discontinued operation
7. PROFIT/(LOSS) BEFORE TAX
Profit/(Loss) before tax is stated after charging/(crediting):
Auditors’ remuneration
- Statutory audit
- Current year
- Under/(Over) provided
Amortisation of intangible assets
Amortisation of right-of-uses assets
Property, plant and equipment written off
Impairment loss on associate
Directors’ remuneration
Depreciation of property, plant and equipment
Gain on disposal of property, plant and equipment
Inventories written off
Operating lease payment of premises and equipment
Gain on disposal of subsidiary company
Other income
Interest income
Loss on foreign exchange
- realised
- unrealised
Waiver of payable
I 54 I
2019
£
223,469
35,640
8,562
3,683
1,305
1,295
13,632
287,587
Group
2018
£
222,276
15,616
3,731
8,477
-
-
26,326
276,426
(14,535)
273,052
(12,277)
264,149
Group
2019
£
2018
£
28,835
-
69,897
109,067
7,657
69,942
293,955
151,255
(779)
351
27,198
(1,105,535)
(183,334)
(97,617)
8,860
301
(34,692)
33,354
362
68,852
-
-
-
286,698
649,905
-
-
-
-
(77,544)
(66,554)
6,302
1,671
-
Note
11
14
12
16
4
12
12
13
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
8. TAX
Current tax expense:
Jersey corporation tax for the year
Foreign tax
(Over)/Under provision in prior year:
Foreign tax
Deferred tax expense:
Relating to origination and reversal of temporary
difference
Over provision of taxation in prior year
Group
2019
£
2018
£
-
58,052
-
285,650
(10,782)
11,086
24,748
36,657
108,674
-
-
(274,564)
A reconciliation of income tax expense applicable to profit before tax at the statutory income tax rate to income tax expense
at the effective income tax rate of the Group is as follows:
Profit/(Loss) before taxation
Taxation at Malaysian statutory tax rate of 24% (2018: 24%)
Effect of different tax rates in other countries
Effect of expenses not deductible for tax
Income not taxable for tax purpose
Deferred tax assets not recognised during the year of 24%
Utilisation of previously unrecognized unabsorbed capital allowance
Overprovision of deferred tax in prior year
Overprovision of tax expense in prior year
Group
2019
£
2018
£
1,980,667
67,493
475,360
(154,034)
(114,279)
(259,866)
(18,417)
-
36,657
(10,782)
16,198
(221,194)
280,092
(1,246)
(435,914)
76,414
-
11,086
Tax expense/(income) for the year
108,674
(274,564)
I 55 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
8. TAX (Continued)
As at 31 December 2019, the unrecognised deferred tax assets of the Group are as follows:
Unabsorbed tax losses
Unabsorbed capital allowances
Taxable temporary difference
Group
2018
£
171,736
293,265
-
465,001
2019
£
19,576
-
-
19,576
The potential net deferred tax assets amounting to £19,576 (2018: £465,001) has not been recognised in the financial
statements because it is not probable that future taxable profit will be available against which the subsidiary company can
utilise the benefits.
The availability of the unused tax losses and unabsorbed capital allowances for offsetting against future taxable profits of
the subsidiary company is subject to no substantial changes in shareholdings of the subsidiary company under Section
44(5A) and (5B) of Income Tax Act, 1967, Malaysia.
9. LOSS OF COMPANY
The profit or loss of the Company is not presented as part of these financial statements. The Company’s loss for the financial
year was £153,200 (2018: £177,497).
I 56 I
MOBILITYONE LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
10. PROFIT/(LOSS) PER SHARE
Profit/(loss) attributable to owners of the Parent for the
computation of basic earnings/(loss) per share
Profit/(Loss) from continuing operations
Profit/(Loss)
Issued ordinary shares at 1 January
Effect of ordinary shares issued during the period
Group
2019
£
2018
£
611,378
342,055
1,508,874
(1,362,451)
106,298,780
-
106,298,780
-
Weighted average number of shares at 31 December
106,298,780
106,298,780
Fully diluted weighted average number of shares at 31 December
116,898,780
116,898,780
Profit/(Loss) Per Share from continuing operations
Basic earnings/(loss) per share (pence)
Diluted earnings/(loss) per share (pence)
Profit/(Loss) Per Share
Basic earnings/(loss) per share (pence)
Diluted earnings/(loss) per share (pence)
0.575
0.523
1.419
1.291
0.322
0.293
(1.282)
(1.282)
The basic earnings per share is calculated by dividing the profit of £1,508,874 (2018: loss of £735,204) attributable to
ordinary shareholders by the weighted average number of ordinary shares outstanding during the year, which is 106,298,780
(2018: 106,298,780).
The diluted earnings per share is calculated using the weighted average number of shares adjusted to assume the exercise
of outstanding dilutive share options.
I 57 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
11. INTANGIBLE ASSETS
GROUP
31 December 2019
Cost
At 1 January 2019
Disposal of a subsidary company
Foreign exchange differences
Software
£
Goodwill on
consolidation
£
Development
Costs
£
Total
£
1,077,220
(963)
(22,013)
1,749,543
-
(343)
994,856
-
-
3,821,619
(963)
(22,356)
At 31 December 2019
1,054,244
1,749,200
994,856
3,798,300
Accumulated amortisation
At 1 January 2019
Amortisation charge for the year
Disposal of a subsidary company
Foreign exchange differences
Accumulated impairment loss
At 31 December 2019
Net Carrying Amount
At 31 December 2019
31 December 2018
Cost
At 1 January 2018
Acquisition
Reclassification
Foreign exchange differences
795,837
69,897
(387)
(17,404)
-
1,728,640
-
-
-
4,130
994,856
-
-
-
-
3,519,333
69,897
(387)
(17,404)
4,130
847,943
1,732,770
994,856
3,575,569
206,301
16,430
-
222,731
699,717
-
338,200
39,303
1,728,640
20,903
-
-
1,296,768
-
(338,200)
36,288
3,725,125
20,903
-
75,591
At 31 December 2018
1,077,220
1,749,543
994,856
3,821,619
Accumulated amortisation and impairment loss
At 1 January 2018
Amortisation charge for the year
Foreign exchange differences
At 31 December 2018
Net Carrying Amount
At 31 December 2018
698,979
68,852
28,006
1,728,640
-
-
958,568
-
36,288
3,386,187
68,852
64,294
795,837
1,728,640
994,856
3,519,333
281,383
20,903
-
302,286
I 58 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
11. INTANGIBLE ASSETS (Continued)
The Group assesses at each reporting date whether there is an indication that an asset may be impaired, by considering
the net present value of discounted cash flows forecasts. If an indication exists an impairment review is carried out.
Goodwill on consolidation
(a)
Impairment testing for goodwill on consolidation
Goodwill on consolidation has been allocated for impairment testing purposes to the individual entities which is also
the cash-generating units (“CGU”) identified.
(b) Key assumptions used to determine recoverable amount
The recoverable amount of a CGU is determined based on value in use calculations using cash flow projections based
on financial budgets approved by the Directors covering 5 years period. The projections are based on the assumption
that the Group can recognise projected sales which grow at 5%-8% per annum based on expected clientele over time.
A prudent approach has been applied with no residual value being factored into these calculations. If the projected
sales do not materialise there is a risk that the total value of the intangible assets shown above would be impaired.
A pre-tax discount rate of 8.50% per annum was applied to the cash flow projections, after taking into consideration
the Group’s cost of borrowings, the expected rate of return and various risks relating to the CGU. The directors have
relied on past experience and all external evidence available in determining the assumptions.
During the financial year, the Group impairment loss amounting to £4,130 (2018: £Nil) in respect of the goodwill on
consolidation. A significant proportion of goodwill on consolidation relates to the acquisition of MobilityOne (B) Sdn Bhd
which is a CGU and has a carrying amount of £16,430 (2018: £ 20,903). Its recoverable amount has been determined based
on value in use using cash flow projections and key assumptions as described in (b) above.
Development costs
Development costs will not be amortised if the product is still in its development phase. The amortisation of the development
costs is over 5 years period, which in the opinion of the Directors is adequate.
I 59 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
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MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
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I 61 I
7
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2
1
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
12. PROPERTY, PLANT AND EQUIPMENT (Continued)
Cash payments of £70,294 (2018: £931,723) were made by the Group to purchase property, plant and equipment.
(b) As at 31 December 2019, the net carrying amount of leased motor vehicles and Electronic Data Capture equipment of
the Group were £68,139 and £319,369 (2018: £105,065 and £189,815). Leased assets are pledged as security for the
related finance lease liabilities.
Following the adoption of IFRS 16 on 1 January 2019, the Group had reclassified the carrying amount of leased assets
to Right-Of-Use assets (Note 14).
(c) Assets pledged as securities to licensed banks
The carrying amount of property, plant and equipment of the Group pledged as securities for bank borrowings as
disclosed in Note 25 to the financial statement are:
Freehold building
13. INVESTMENT IN SUBSIDIARY COMPANIES
COST
At 1 January
Add: Investment during the financial year
Less: Impairment loss during the financial year
At 31 December
Group
2019
£
2018
£
297,539
310,823
Company
2019
£
2018
£
1,976,356
-
-
1,976,356
1,976,356
-
-
1,976,356
I 62 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
13. INVESTMENT IN SUBSIDIARY COMPANIES (Continued)
Details of the subsidiary companies are as follows:
Effective Ownership
of Ordinary Shares
Interest **
Name of Subsidiary
Companies
Country of
incorporation
2019
(%)
2018
(%)
Principal Activities
MobilityOne Sdn. Bhd.
Malaysia
100
100
MobilityOne South Asia Sdn. Bhd.
Malaysia
-
100
Direct subsidiary companies of
MobilityOne Sdn. Bhd.
Provision of e-Channel products and
services, technology man-aged services
and solution sales and consultancy
Investment holding. Disposed during
the year.
M1 Pay Sdn. Bhd.
Malaysia
100
100
Provision of solution sales and services
MobilityOne Ventures
Sdn.Bhd. **
Malaysia
MobilityOne Philippines, Inc*
Philippines
-
95
-
95
One Tranzact Sdn. Bhd.
Malaysia
100
100
MobilityOne (B) Sdn. Bhd.*
Brunei
OneShop Retail Sdn. Bhd.
Malaysia
99
100
99
-
Struck-off
Provision of IT systems and solutions and
to establish a multi-channel electronic
service bureau
Provision of electronic payment and
product fulfillment
Financial Services
The principal activities of the Company
are in the carry on the business as
general merchant retail sales in all type
of goods, materials and commodities.
Direct subsidiary company of
MobilityOne South Asia
Sdn. Bhd.
Mobility I Tap Pay (Bangladesh)
Bangladesh
-
55
Ltd
Disposed during the year as a result
of disposal of Mobili-tyOne South Asia
Sdn Bhd
* All the above subsidiary undertakings are included in the consolidated financial statements.
** The above subsidiary was struck-off in the previous financial year.
I 63 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
13. INVESTMENT IN SUBSIDIARY COMPANIES (Continued)
(a) Disposal of a subsidiary company
On 16 July 2019, Mobility Limited entered into a share sale agreement with Gul Rahfia Bin Gull Rahman for the disposal
of the entire equity interest in MobilityOne South Asia Sdn. Bhd (together with the 55% equity interest in Mobility I Tap
Pay (Bangladesh) Ltd) comprising 100 ordinary shares for a cash consideration of £18.
The effect of the disposal of MobilityOne South Asia Sdn. Bhd on the financial position of the Group as at the date of
disposal as follows:
Result of discontinued operations
Cash consideration received
Total consideration received
Cash disposed of
Net cash outflows from disposal
Property, plant and equipment
Intangible Assets
Asset Held for Sale
Deferred tax assets
Inventories
Trade receivables
Cash & bank balances
Trade payables
Amount due to a related company
Amount due to director
Bank borrowings
Net liabilities
Less: Non-controlling interests
Total net liabilities disposed
Gain on disposal
Proceeds from disposal
Less: Cash and cash balances disposed
Net cash outflows from disposal
There was no disposal in the previous financial year.
I 64 I
2019
£
18
18
(80,504)
80,486
2018
£
-
-
-
-
2019
£
957,513
578
63,740
193,251
184,191
509,096
80,504
(2,034,631)
(15,043)
(1,911,199)
(62,283)
(2,034,284)
928,767
(1,105,517)
1,105,535
18
80,504
(80,486)
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
13. INVESTMENT IN SUBSIDIARY COMPANIES (Continued)
The post-tax gain on disposal of discontinued operations was determined as follows:
Result of discontinued operations
Revenue
Other income
Expenses other than finance costs
Finance costs
Earnings per share from discontinued operations
Basic earnings/(loss) per share (pence)
Diluted earnings/(loss) per share (pence)
Statement of cash flows
2019
£
2018
£
141
1,937
(195,582)
(14,535)
(208,039)
7,056
96
(1,699,383)
(12,277)
(1,704,508)
2019
£
(0.196)
(0.178)
2018
£
(1.604)
(1.604)
The statement of cash flows includes the following amounts relating to discontinued operations:
Operating activities
Investing activities
Financing activities
Net cash from discontinued operations
2019
£
2018
£
21,880
-
10,911
32,791
-
-
-
-
I 65 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
14. RIGHT-OF-USE ASSETS
Right of use assets
Group
2019
At Cost
At 1 January 2019
Effect of adopting of IFRS 16
At January 2019, restated
Addition
Foreign exchange differences
At 31 December 2019
Accumulated amortisation
At 1 January 2019
Effect of adopting of IFRS 16
At January 2019, restated
Charge for the financial year
At 31 December 2019
Carrying Amount
At 31 December 2019
At 1 January 2019, restated
Electronic
Data Capture
equipment
£
Motor
vehicles
£
Building
£
Leasehold
improvement
£
Total
£
-
-
-
374,973
(6,060)
368,913
-
-
-
49,532
49,532
-
146,120
146,120
-
(2,362)
143,758
-
49,167
49,167
27,245
76,412
-
133,466
133,466
-
(2,166)
131,300
-
34,623
34,623
31,523
66,146
-
9,914
9,914
-
(202)
9,712
-
5,658
5,658
767
6,425
-
289,500
289,500
374,973
(10,790)
653,683
-
89,448
89,448
109,067
198,515
319,381
-
67,346
96,953
65,154
98,843
3,287
4,256
455,168
200,052
I 66 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
14. RIGHT-OF-USE ASSETS (Continued)
Lease liabilities
At 1 January
- Effect of adoptions IFRS 16
At 1 January 2019, restated
Addition
Payments
Disposal of a subsidiary companies
At 31 December
Presented as:
Non-current
Current
Minimum lease payments:
Not later than 1 year
Later than 1 year but not later than 2 years
Later than 2 years but not later than 5 years
Later than 5 years
Less: Future finance charges
Present value of finance lease liabilities
Group
Total
£
-
458,855
458,855
305,220
(317,999)
(62,283)
383,793
151,565
232,228
383,793
251,399
82,666
76,890
-
410,955
(27,162)
383,793
I 67 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
15. INVENTORIES
At lower of cost and net realisable value:
Airtime
Electronic date capture equipment
Card
Finished group
16. INVESTMENT IN ASSOCIATE COMPANY
At cost:
Unquoted shares in Malaysia
Additional
Share of post-acquisition reserve
Accumulated impairment losses:
Balance at beginning of the financial year
Impairment
Balance at end of the financial year
Group
2019
£
2018
£
1,532,677
23,814
5,275
2,394
1,564,160
1,138,674
51,838
5,812
184,782
1,381,106
Group
2019
£
2018
£
365,858
47,258
22,684
435,800
388,143
-
(22,285)
365,858
(365,858)
(69,942)
(435,800)
(365,858)
-
(365,858)
Details of the associate company are as follows:
Name of Company
Country of
Incorporation
Effective Interest
2019
(%)
2018
(%)
Principal Activities
Onetransfer Remittance
Sdn. Bhd.
Malaysia
50
50
Provider for International remittance
services
The associate company is not material individually to the financial position, financial performance and cash flows of the
Group.
I 68 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
17. TRADE AND OTHER RECEIVABLES
Group
Company
2019
£
2018
£
2019
£
2018
£
Trade receivables
- Third parties
Other receivables
- Deposits
- Prepayments
- Sundry receivables
- Staff advances
- Amount due from subsidiary company
3,769,016
3,056,458
62,331
70,523
500,773
10,546
-
644,173
60,182
38,838
1,097,107
7,501
-
1,203,628
Total trade and other receivables
4,413,189
4,260,086
-
-
-
-
-
-
-
-
-
-
-
-
-
1,080,288
1,080,288
1,080,288
The Group’s and the Company’s normal trade credit terms range from 30 to 60 days (2018: 30 to 60 days).
Other credit terms are assessed and approved on a case to case basis.
(a) Ageing analysis
An ageing analysis of trade receivables that are neither individually nor collectively considered to be impaired is as
follows:
Neither past due nor impaired
1 to 2 months past due
3 to 12 months past due
Group
2019
£
2018
£
3,128,272
2,879,647
92,062
548,682
640,744
7,486
169,325
176,811
3,769,016
3,056,458
I 69 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
17. TRADE AND OTHER RECEIVABLES (Continued)
(a) The Group’s and the Company’s normal trade credit terms range from 30 to 60 days (2018: 30 to 60 days). Other credit
terms are assessed and approved on a case to case basis.
Receivables that were neither past due nor impaired relate to a wide range of customers for whom there was no recent
history of default.
Receivables that were past due but not impaired relate to a number of independent customers that have a good track
record with the Group. Based on past experience, management believes that no impairment allowance is necessary in
respect of these balances as there has not been a significant change in credit quality and the balances are still considered
fully recoverable.
(b) Related party balances
The amount due from subsidiary companies is unsecured, non-interest bearing and is repayable on demand.
18. ASSETS HELD FOR SALE
At 1 January
Addition
Disposal
At 31 December
19. CASH AND CASH EQUIVALENTS
Cash in hand and at banks
Fixed deposits with licensed bank
Cash and bank balances
Less : Bank overdraft (Note 25)
Group
2019
£
2018
£
119,439
-
(119,439)
-
119,439
-
-
119,439
Group
Company
2019
£
2018
£
1,660,034
2,763,029
4,423,063
1,571,234
2,610,256
4,181,490
-
(73,172)
2019
£
3,998
-
3,998
-
2018
£
4,353
-
4,353
-
Cash and cash equivalents
4,423,063
4,108,318
3,998
4,353
(a) The above fixed deposits have been pledged to licensed banks as securities for credit facilities granted to the Group
as disclosed in Note 25 to the financial statements.
(b) The Group’s effective interest rates and maturities of deposits are range from 2.95% – 3.20% (2018: 2.95% – 3.20%)
and from 1 month to 12 months (2018: 1 month to 12 months) respectively.
I 70 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
20. CALLED UP SHARE CAPITAL – COMPANY AND GROUP
Number of ordinary
shares of £0.025 each
2019
£
2018
£
Amount
2019
£
2018
£
Authorised in MobilityOne Limited
At 1 January/31 December
400,000,000
400,000,000
10,000,000
10,000,000
Issued and fully paid in MobilityOne Limited
At 1 January
At 31 December
106,298,780
106,298,780
2,657,470
2,657,470
106,298,780
106,298,780
2,657,470
2,657,470
21. COMPANY EQUITY INSTRUMENTS
Share
capital
£
Share
premium
£
Retained
earnings
£
Total
£
At 1 January 2019
Loss for the year
2,657,470
-
909,472
-
(1,586,185)
(153,200)
1,980,757
(153,200)
At 31 December 2019
2,657,470
909,472
(1,739,385)
1,827,557
At 1 January 2018
Loss for the year
2,657,470
-
909,472
-
(1,408,688)
(177,497)
2,158,254
(177,497)
At 31 December 2018
2,657,470
909,472
(1,586,185)
1,980,757
I 71 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
22. REVERSE ACQUISITION RESERVE
The acquisition of MobilityOne Sdn. Bhd. by MobilityOne Limited, which was affected through a share exchange, was
completed on 5 July 2007 and resulted in MobilityOne Sdn. Bhd. becoming a wholly owned subsidiary of MobilityOne
Limited. Pursuant to a share swap agreement dated 22 June 2007 the entire issued and paid-up share capital of MobilityOne
Sdn. Bhd. was transferred to MobilityOne Limited by its owners. The consideration to the owners was the transfer of
178,800,024 existing ordinary shares and the allotment and issuance by MobilityOne Limited to the owners of 81,637,200
ordinary shares of 2.5p each. The acquisition was completed on 5 July 2007. Total cost of investment by MobilityOne Limited
is £2,040,930, the difference between cost of investment and MobilityOne Sdn. Bhd. share capital of £708,951 has been
treated as a reverse acquisition reserve.
23. FOREIGN CURRENCY TRANSLATION RESERVE
The subsidiary companies’ assets and liabilities stated in the Statement of Financial Position were translated into Sterling
Pound (£) using the closing rate as at the Statement of Financial Position date and the Income Statements were translated
into £ using the average rate for that period. All resulting exchange differences are taken to the foreign currency translation
reserve within equity.
At 1 January
Currency translation differences during the year
At 31 December
2019
£
2018
£
882,511
(43,252)
881,673
838
839,259
882,511
The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial
statements of foreign operations whose functional currencies are different from that of the Group’s presentation currency. It
is also used to record the exchange differences arising from monetary items which form part of the Group’s net investment
in foreign operations, where the monetary item is denominated in either the functional currency of the reporting entity or
the foreign operation.
24. ACCUMULATED LOSSES
Accumulated losses represent the cumulative losses of the Group attributable to equity shareholders.
At 1 January
Effect of adopting IFRS 16
Profit/(Loss) for the year
Group
Company
2019
£
2018
£
2019
£
2018
£
(4,755,008)
(3,018)
1,508,874
(4,019,804)
-
(735,204)
(1,586,185)
-
(153,200)
(1,408,688)
-
(177,497)
At 31 December
(3,249,152)
(4,755,008)
(1,739,385)
(1,586,185)
I 72 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
25. FINANCIAL LIABILITIES – LOANS AND BORROWINGS
Non-Current
Secured:
Finance lease payables (Note 26)
Term loan
Current
Secured:
Bankers’ acceptance
Bank Overdraft
Finance lease payables (Note 26)
Term loan
Total Borrowings
Secured:
Bankers’ acceptance
Bank Overdraft
Finance lease payables (Note 26)
Term loan
Group
2019
£
2018
£
-
265,585
265,585
221,309
278,584
499,893
3,153,617
-
-
7,561
3,161,178
3,551,792
73,172
135,685
7,047
3,767,696
3,153,617
-
-
273,146
3,426,763
3,551,792
73,172
356,994
285,631
4,267,589
The bankers’ acceptance and bank overdraft secured by the following:
(a) pledged of fixed deposits of a subsidiary company (Note 19);
(b) personal guarantee by Dato’ Hussian @ Rizal bin A. Rahman, a Director of the Company; and
(c) corporate guarantee by the Company.
The term loan is secured by the following:
(a) Charge over the Company’s building (Note 12); and
(b) joint and several guaranteed by Dato’ Hussian @ Rizal bin A. Rahman and Derrick Chia Kah Wai, the Directors of the
Company.
The effective interest rates of the Group for the above facilities other than finance leases are as follows:
Bankers’ acceptance
Bank overdraft
Term loan
I 73 I
2019
%
6.10-6.53
8.65
3.30
Group
2018
%
6.16-6.61
8.65
4.60
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
25. FINANCIAL LIABILITIES – LOANS AND BORROWINGS (Continued)
The maturity of borrowings (excluding finance leases) is as follows:
Within one year
Between one to two years
Between two to three years
Between three and four years
Between four to five years
More than five years
Other information on financial risks of borrowings are disclosed in Note 3.
Group
2019
£
2018
£
3,161,178
8,229
8,877
9,535
-
238,944
3,632,011
7,719
17,453
-
-
253,412
3,426,763
3,910,596
I 74 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
26. FINANCE LEASE PAYABLES
Minimum lease payments:
Not later than 1 year
Later than 1 year but not later than 2 years
Later than 2 years but not later than 5 years
Later than 5 years
Less: Future finance charges
Present value of finance lease liabilities
Present value of minimum lease payments:
Not later than 1 year
Later than 1 year but not later than 2 years
Later than 2 years but not later than 5 years
Later than 5 years
Analysed as:
Due within 12 months (Note 25)
Due after 12 months (Note 25)
Group
2018
£
157,815
85,811
121,040
44,898
409,564
(52,570)
356,994
135,685
71,561
125,102
24,646
356,994
135,685
221,309
356,994
The Group has finance lease contracts for certain motor vehicles and Electronic Data Capture equipment as disclosed on
Note 12(b).
Other information on financial risks of finance lease payables are disclosed in Note 3.
In the previous financial year, the Group leases plant and machineries under finance lease (Note 4). At the end of the lease
term, the Group has the option to acquire the assets at a nominal price deemed to be a bargain purchase option. There
are no restrictive covenants imposed by the lease agreement and no arrangements have been entered into for contingent
rental payments.
I 75 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
27. TRADE AND OTHER PAYABLES
Trade payables
- Third parties
Other payables
- Deposits
- Accruals
- Sundry payables
- Services tax output
Amount due to subsidiary companies
Total trade and other payables
Add: Amount due to Directors (Note 28)
Add: Loans and borrowings (Note 25)
Total financial liabilities carried at amortised costs
Group
Company
2019
£
2018
£
2019
£
2018
£
1,266,150
1,272,014
-
-
566,875
2,035,539
2,315,431
3,068
-
4,920,913
6,187,063
107,827
3,426,763
9,721,653
173,896
2,496,923
3,272,707
-
-
5,943,526
7,215,540
1,877,004
4,267,589
13,360,133
-
4,262
1,858
-
41,480
47,600
47,600
105,197
-
152,797
-
3,360
25,553
-
931,327
960,240
960,240
120,000
-
1,080,240
(a) The Group’s normal trade credit terms range from 30 to 90 days (2018: 30 to 90 days).
(b) Other payables are non-interest bearing. Other payables are normally settled on an average terms of 60 days
(2018: 60 days).
I 76 I
MOBILITYONE LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
28. AMOUNT DUE TO DIRECTORS
Non-Current
Dr Md Zahir Uddin*
Prof. Dr. Md Shahin Hossain*
Keiko Tanida*
Current
Dato’ Hussian @ Rizal bin A. Rahman
Derrick Chia Kah Wai
Seah Boon Chin
Group
Company
2018
£
2017
£
2018
£
2017
£
-
-
-
-
976,333
773,966
4,020
1,754,319
-
-
-
-
-
-
-
-
13,927
72,000
21,900
107,827
74,685
48,000
-
122,685
11,297
72,000
21,900
105,197
72,000
48,000
-
120,000
Total amount due to directors
107,827
1,877,004
105,197
120,000
* Amount due from the Group’s former subsidiary, Mobility I Tap Pay (Bangladesh) Limited, to the directors of the former
subsidiary.
These are unsecured, interest free and repayable on demand.
I 77 I
ANNUAL REPORT 2019
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
29. RECONCILIATION OF PROFIT BEFORE TAX TO CASH GENERATED FROM OPERATIONS
Cash flow from operating activities
Profit/(Loss) before tax
1,980,672
(1,637,015)
Group
2019
£
2018
£
Adjustments for:
Depreciation of property, plant and equipment
Amortisation of intangible assets
Amortisation of right-of-use assets
Amortisation of goodwill
Gain on disposal of subsidiary company
Gain on disposal of property, plant and equipment
Loss on foreign exchange - unrealised
Impairment investment in an associate company
Interest expenses
Inventories written off
Interest income
Property, plant and equipment written off
Share of profit in associated
Waiver of payable
151,255
69,897
109,067
4,130
(1,105,535)
(779)
301
69,941
287,587
351
(97,617)
7,657
(22,684)
(34,692)
649,905
68,852
-
-
-
-
-
-
276,426
-
(66,554)
-
-
-
Operating profit/(loss) before working capital changes
1,419,551
(708,386)
(Increase)(Decrease in inventories
Increase in receivables
Increase in amount due to Directors & Shareholder
Amount due to/by related company
Increase in payables
Cash generated from operations
(367,596)
(662,199)
142,023
(130,353)
1,026,793
240,272
(593,591)
238,400
-
2,024,369
1,428,219
1,201,064
I 78 I
MOBILITYONE LIMITED NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
29. RECONCILIATION OF PROFIT BEFORE TAX TO CASH GENERATED FROM OPERATIONS (Continued)
Cash flow from operating activities
Loss before tax
Adjustments for:
Loss on foreign exchange - unrealised
Waiver of payable
Operating profit/(loss) before working capital changes
Increase in trade and other receivable
(Decrease)/Increase in payables
Increase in amount due to Directors
Decrease in amount due from subsidiary company
Cash depleted in operations
30. RELATED PARTY TRANSACTIONS
Company
2019
£
2018
£
(153,200)
(177,497)
2,361
(19,238)
(177,077)
-
(3,551)
(14,807)
188,080
-
-
(177,497)
(2,871)
3,007
20,400
157,105
(355)
144
At the Statement of Financial Position date, the Group owed the Directors £107,827 (2018: £1,877,004), the Company
owed the Directors £105,197 (2018: £120,000), MobilityOne Sdn. Bhd. owed the Company £NIL (2018: £148,565), the
Company owed MobilityOne Sdn. Bhd. £41,480 (2018: £NIL), M1 Pay Sdn. Bhd. owed MobilityOne Sdn. Bhd. £331,376
(2018: £408,225), MobilityOne Sdn. Bhd. owed One Trazact Sdn. Bhd. £997,176 (2018: £997,002), and M1 Pay Sdn. Bhd.
owed LMS Technology Distribution Sdn. Bhd., a company related to a Director (Dato’ Hussian @ Rizal bin A Rahman), £NIL
(2018: £15,521). The amounts owing to or from the subsidiary companies and related parties are repayable on demand
and are interest free.
In 2019, MobilityOne Sdn Bhd continued to rent an office in Sabah, Malaysia from LMS Digital Sdn Bhd, a company related
to a Director (Dato’ Hussian @ Rizal bin A. Rahman) for RM2,500 (c. £460) a month.
Since 27 December 2018, MBP Solutions Sdn Bhd (a subsidiary of TFP Solutions Berhad) has been appointed as MobilityOne
Sdn Bhd's agency/reseller. Dato’ Hussian @ Rizal bin A. Rahman is a director and shareholder of TFP Solutions Berhad.
31. ULTIMATE CONTROLLING PARTY
In the opinion of the Directors, as at 31 December 2019, the ultimate controlling party in the Company is Dato’s Hussain
@ Rizal bin A. Rahman by virtue of his shareholding.
I 79 I
ANNUAL REPORT 2019 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
For the year ended 31 December 2019
32. CONTINGENT LIABILITIES
The Group has the following contingent liabilities:
Limit of guarantees
Corporate guarantee given to a licensed bank by the Company for
credit facilities granted to a subsidiary company
Amount utilised
Banker’s guarantee in favour of third parties
33. SHARE BASED PAYMENTS
Group
2019
£
2018
£
3,924,121
4,284,508
544,324
174,813
During the year ended 31 December 2019, the Company did not grant any new share option to directors and employees of
the Group. No charge was made for the share options of 10,600,000 shares in 2014 as it was not considered to be material.
The fair value of the share options granted in 2014 was calculated using Black-Scholes model assuming the inputs shown
below:
Grant date
Share price at grant date
Exercise price
Option life in years
Risk free rate
Expected volatility
Expected dividend yield
Fair value of options
5 December 2014
1.5p
2.5p
10 years
4.24%
40%
0%
1p
No option has been exercised or lapsed.
34. SUBSEQUENT EVENT
COVID-19 has not negatively affected the financial performance of the Group given the nature of the Group’s business
activities are focused on e-payments.
On 21 April 2020, the Company incorporated a wholly-owned subsidiary, namely M-One Tech Limited, in the United Kingdom
to explore business opportunities in the United Kingdom.
I 80 I
MOBILITYONE LIMITED
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT an Annual General Meeting of MOBILITYONE LIMITED (“Company”) will be held at 10.00
a.m. Malaysia time on 22 October 2020 at Level 2, Wisma LMS, No. 6, Jalan Abd. Rahman Idris, Off Jalan Raja Muda Abdul
Aziz, 50300 Kuala Lumpur, Malaysia, and for the purpose of considering and, if thought fit, adopting the following resolutions,
at the meeting, or of any adjournment thereof:
ORDINARY RESOLUTIONS
1. THAT the Company's accounts and reports of the Directors and Auditors for the year ended 31 December 2019 be adopted.
2. THAT Abu Bakar bin Mohd Taib is re-elected as a Director.
3. THAT Jeffreys Henry LLP of Finsgate, 5-7 Cranwood Street, EC1V 9EE London, United Kingdom be reappointed as Auditors
of the Company (in accordance with Article 33 of the Articles of Association of the Company) to hold office until the
conclusion of the next general meeting.
4. THAT the Directors be authorised to fix the remuneration of the Auditors.
5. THAT pursuant to Articles 2.3 and 2.4(c) of the Company’s Articles of Association, the Board of Directors has general
authority to issue up to and including 31,889,634 ordinary shares of 2.5p each in the share capital of the Company at their
sole discretion without reference to pre-emption rights, for cash by way of general mandate.
BY ORDER OF THE BOARD
Abu Bakar bin Mohd Taib
Chairman
Dated: 30 September 2020
Notes:
1 A member of the Company entitled to attend and vote at the above mentioned meeting is entitled to appoint a proxy to attend and, on a
poll, to vote in his/her place. A proxy may demand, or join in demanding, a poll. A proxy need not be a member of the Company. A member
may appoint more than one proxy to attend on the same occasion.
2
The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified
copy of such power or authority, shall be deposited with the Company’s registrars, Computershare Investor Services (Jersey) Limited c/o
The Pavilions, Bridgwater Road, Bristol BS99 6ZY, the United Kingdom or at such other place as is specified for that purpose in the notice
of the meeting or in the instrument of proxy issued by the Company at least 24 hours before the time appointed for holding the meeting
or adjourned meeting at which the person named in the instrument proposes to vote or, in the case of a poll, at least 24 hours before the
time appointed for taking the poll and, in default, the instrument of proxy shall not be treated as valid.
3 Completion of the instrument appointing a proxy does not preclude a member from subsequently attending and voting at the meeting in
person if he/she so wishes.
4
In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of
the votes of the other joint holders, and seniority shall be determined by the order in which the names of the Holders stand in the register
of members of the Company.
5 As permitted by Regulation 40(1) of the Companies (Uncertificated Securities) (Jersey) Order 1999, only persons entered on the register
of members of the Company not later than 48 hours before the time appointed for the meeting are entitled to attend and/or vote at the
meeting in respect of the number of shares registered in their name at that time. Changes to entries on the register of members after that
time will be disregarded in determining the rights of any person to attend and/or vote at the meeting.
I 81 I
ANNUAL REPORT 2019
This page was intentionally left blank
I 82 I
MOBILITYONE LIMITED No. of Shares:
I / We: (full name) ……………………………………………………………………………………………...............................................
of: (address) …………………………………………………………………………………………………................................................
being a member of MobilityOne Limited, do hereby appoint: (full name) …………………………………...........................................
or failing him: (full name) ……………………………………………………………………………………................................................
or failing him the Chairman of the Meeting as my / our proxy to attend the Annual General Meeting of MobilityOne Limited to be
held at Level 2, Wisma LMS, No. 6, Jalan Abd. Rahman Idris, Off Jalan Raja Muda Abdul Aziz, 50300 Kuala Lumpur, Malaysia
on 22 October 2020 at 10.00 a.m. Malaysia time or any adjournment thereof.
I/We request such proxy to vote as indicted below:
ORDINARY RESOLUTIONS
FOR
AGAINST WITHHOLD
1. THAT the Company's accounts and reports of the Di-rectors and Auditors for the
year ended 31 December 2019 be adopted.
2. THAT Abu Bakar bin Mohd Taib is re-elected as a Di-rector.
3. THAT Jeffreys Henry LLP of Finsgate, 5-7 Cranwood Street, EC1V 9EE London,
United Kingdom be reap-pointed as Auditors of the Company (in accordance with
Article 33 of the Articles of Association of the Company) to hold office until the
conclusion of the next general meeting.
4. THAT the Directors be authorised to fix the remunera-tion of the Auditors.
5. THAT pursuant to Articles 2.3 and 2.4(c) of the Com-pany’s Articles of Association,
the Board of Directors has general authority to issue up to and including 31,889,634
ordinary shares of 2.5p each in the share capital of the Company at their sole
discretion without reference to pre-emption rights, for cash by way of general
mandate.
Please indicate by marking “X” in the respective box. If no indication is given, your proxy will have discretion to vote or to abstain (including on any other matter
which may properly come before the meeting as he/she thinks fit).
If by an individual:
If for and on behalf of a corporation:
Signed: ....................................................................................
Signed by: .................................................................................
Dated: ............................................................................. 2020
for and on behalf of: ...................................................................
Position: ....................................................................................
Dated: .............................................................................2020
Notes:
1.
2.
A member of the Company entitled to attend and vote at the above mentioned meeting is entitled to appoint a proxy to attend and, on a poll, to vote in his/
her place. A proxy may demand, or join in demanding, a poll. A proxy need not be a member of the Company. A member may appoint more than one proxy
to attend on the same occasion.
The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed, or a notarially certified copy of such power
or authority, shall be deposited with the Company’s registrars, Computershare Investor Services (Jersey) Limited c/o The Pavilions, Bridgwater Road, Bristol
BS99 6ZY, the United Kingdom or at such other place as is specified for that purpose in the notice of the meeting or in the instrument of proxy issued by the
Company at least 24 hours before the time appointed for holding the meeting or adjourned meeting at which the person named in the instrument proposes
to vote or, in the case of a poll, at least 24 hours before the time appointed for taking the poll and, in default, the instrument of proxy shall not be treated as
valid.
3. Completion of the instrument appointing a proxy does not preclude a member from subsequently attending and voting at the meeting in person if he/she so
wishes.
4.
5.
In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the
other joint holders, and seniority shall be determined by the order in which the names of the Holders stand in the register of members of the Company.
As permitted by Regulation 40(1) of the Companies (Uncertificated Securities) (Jersey) Order 1999, only persons entered on the register of members of the
Company not later than 48 hours before the time appointed for the meeting are entitled to attend and/or vote at the meeting in respect of the number of
shares registered in their name at that time. Changes to entries on the register of members after that time will be disregarded in determining the rights of any
person to attend and/or vote at the meeting.
I 83 I
ANNUAL REPORT 2019
FOLD THIS FLAP FOR SEALING
THEN FOLD HERE
AFFIX
STAMP
COMPANY'S REGISTRARS
MOBILTYONE LIMITED /
COMPUTERSHARE INVESTOR SERVICES (JERSEY) LIMITED
C/O THE PAVILLIONS
BRIDGWATER ROAD
BRISTOL BS99 6ZY
UNITED KINGDOM
FIRST FOLD HERE
www.mobilityone.com.my
REGISTERED OFFICE
BUSINESS ADDRESS
MobilityOne Limited
13 Castle Street
St Helier
Jersey JE1 1ES
Channels Islands
MobilityOne Sdn Bhd
2-3, Incubator 2
Technology Park Malaysia
Bukit Jalil
57000 Kuala Lumpur
Malaysia
Tel: +6(03) 8996 3600
Fax: +6(03) 8996 3601