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GLG CORP LTD — Annual Report 2019
Sep 25, 2019
64991_rns_2019-09-25_e78ce5d4-72e2-4413-b9e4-e0dfae21f8e9.pdf
Annual Report
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GLG Corp Ltd Statutory Accounts
GLG Corp Ltd
ACN 116 632 958 Statutory report for the financial year ended 30 June 2019
GLG Corp Ltd Statutory Accounts
Statutory Report for the financial year ended 30 June 2019
| ear ended 30 June 2019 | ||
|---|---|---|
| Page | ||
| Corporate governance statement | 3 | |
| 14 | ||
| 28 | ||
| Independent audit report | 29 | |
| 32 | ||
| Consolidated Statement of profit or loss and other | 33 | |
| comprehensive income | ||
| Consolidated Statement of financial position | 34 | |
| Consolidated Statement of changes in equity | 35 | |
| Consolidated Statement of cash flows | 36 | |
| Notes to the financial report | 37 | |
| Additional Australian securities exchange information | 81 |
2
GLG Corp Ltd Corporate Governance Statement
Corporate governance statement
GLG Corp (GLG) or Directors and management are committed to conducting GLG in an ethical manner and in accordance with the highest standards of corporate governance. The Company has adopted and substantially complies with the ASX Corporate Governance Principles and Recommendations (Third Edition) (Recommendations) to the extent appropriate to the size and nature of GLG has prepared this statement which sets out its corporate governance practices that were in operation for the financial year ended 30 June 2019, identifies any Recommendations that have not been followed, and provides reasons for Website (www.ghimli.com).
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Principle ASX Corporate Governance Council Comply?
Recommendations 3 [rd] Edition
1. Lay solid foundations for
management and oversight
1.1 A listed entity should disclose: (a) the Yes
respective roles and responsibilities of The Board has adopted a charter which establishes
its board and management; the role of the Board and its relationship with
and (b) those matters expressly management. The primary role of the Board is the
reserved to the board and those protection and enhancement of long-term
delegated to management shareholder value. Its responsibility is the overall
strategic direction of GLG.
The functions and responsibilities of the Board and
management are consistent with ASX Principle 1. A
copy of the Board Charter is posted on the Website.
1.2 A listed entity should: (a) undertake Yes
appropriate checks before appointing a The Board has a formal Nomination &
person, or putting forward to security Remuneration Committee. The Nomination and
holders a candidate for election, as a Remuneration Commit
director; are formalised in a Charter and is posted on the
and (b) provide security holders with Website. It is the role of the Nomination &
all material information in its Remuneration Committee to identify suitable
possession relevant to a decision on candidates to complement the existing Board, to
whether or not to elect or re-elect a undertake appropriate checks on the candidate; to
director seek confirmation from the candidate that he/she
will have sufficient time to fulfil his or her
responsibilities as a director; and subject to the
results of such checks and confirmations, to make
recommendations to the Board on their
appointment.
The Company provides information to shareholders
about Directors seeking re-election at the annual
general meeting to enable them to make an
informed decision on whether or not to re-elect the
Director, including their relevant qualifications and
experience and the skills they bring to the Board;
details of any other listed directorships held by the
Director in the preceding 3 years; the term of office
already served by the Director; whether the Director
is considered to be independent; and a
recommendation by the Board in respect of the re-
election of the Director
1.3 A listed entity should have a written Yes
agreement with each director and Each Director is given a letter upon appointment
senior executive setting out the terms which
of their appointment. remuneration, expected time commitments and
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3
GLG Corp Ltd Corporate Governance Statement
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senior executives including the CEO and CFO, have
a formal job description and services agreement
describing their term of office, duties, rights and
responsibilities, and entitlements on termination.
The Company will disclose the material terms of
any employment, service or consultancy agreement
it enters into with its CEO (or equivalent).
1.4 The company secretary of a listed Yes
entity should be accountable directly to The Company Secretary is responsible for co-
the board, through the chair, on all ordination of all Board business, including agendas,
matters to do with the proper board papers, minutes, communication with
functioning of the board. regulatory bodies, ASX and all statutory and other
filings. The Company Secretary is accountable to
the Board, and all Directors have access to the
Company Secretary. The decision to appoint or
remove the Company Secretary is be made and/or
approved by the Board.
1.5 A listed entity should: (a) have a Yes
diversity policy which includes The Company is committed to the principles of
requirements for the board or a employing people with a broad range of
relevant committee of the board to set experiences, skills and views. All executives,
measurable objectives for achieving managers and employees are responsible for
gender diversity and to assess annually promoting workforce diversity. The Company has
adopted a Diversity Policy which can be viewed on
progress in achieving them; the Website. The Diversity Policy requires the
(b) disclose that policy or a summary commitment of the Directors and Senior
of it; and Management to promote the specific objective of
(c) disclose as at the end of each diversity and seeks to ensure, to the extent that is
reporting period the measurable practicable and appropriate,
objectives for achieving gender director appointment and employee recruitment
diversity set by the board or a relevant processes are undertaken with reference to the
committee of the board in accordance objectives of the Diversity Policy. The objectives of
its progress towards achieving them, wide range of diversity criteria including gender,
and either: age, ethnicity and cultural background.
(1) the respective proportions of men
and women on the board, in senior The Company discloses the proportion of women on
executive positions and across the the Board, in senior positions and in the company as
whole organisation (including how the a whole. Measurable objectives have been specified
and the company has exceeded the objectives since
for these purposes); the inception of the policy.
Gender Eq
defined in and published under that
Act.
1.6 A listed entity should: Yes
(a) have and disclose a process for The Directors undertake an annual process to
periodically evaluating the review the performance and effectiveness of the
performance of the board, its Board, the Board Committees and individual
committees and individual directors; directors. The CEO leads a discussion and provides
and feedback to individual Directors as necessary.
(b) disclose, in relation to each
reporting period, whether a
performance evaluation was
undertaken in the reporting period in
accordance with that process.
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GLG Corp Ltd Corporate Governance Statement
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1.7 A listed entity should: Yes
(a) have and disclose a process for valuates
periodically evaluating the the performance of GLG
performance of its senior executives; annually. The Nomination and Remuneration
and
(b) disclose, in relation to each performance annually. The Committee also reviews
reporting period, whether a and approves senior management bonuses.
performance evaluation was Evaluations were undertaken this year.
undertaken in the reporting period in
accordance with that process.
2. Structure the board to add value
2.1 The board of a listed entity should: Yes
(a) have a nomination committee The Board has a formal Nomination &
which: (1) has at least three members, Remuneration Committee comprising two
a majority of whom are independent independent directors and the CEO. Current
directors; and members are Grant Hummel (Independent Director
(2) is chaired by an independent and Chairman) Christopher Chong (Lead
director, and disclose: Independent Director), and Estina Ang (CEO). The
(3) the charter of the committee;
(4) the members of the committee; and functions and powers are formalised in a Charter
(5) as at the end of each reporting and is posted on GLG
period, the number of times the times that the Nomination & Remuneration
committee met throughout the period Committee met throughout the financial year and
and the individual attendances of the the individual attendances of the members at those
members at those meetings; or
(b) if it does not have a nomination Report.
committee, disclose that fact and the
processes it employs to address board
succession issues and to ensure that the
board has the appropriate balance of
skills, knowledge, experience,
independence and diversity to enable it
to discharge its duties and
responsibilities effectively
2.2 A listed entity should have and Yes
disclose a board skills matrix setting The Company has a skills matrix which is disclosed
out the mix of skills and diversity that in the Directors report.
the board currently has or is looking to
achieve in its membership.
2.3 A listed entity should disclose: Yes
(a) the names of the directors Currently, the Board comprises four Directors, two
considered by the board to be independent and two Executives. Christopher
independent directors; (b) if a director Chong (Lead Independent Director), Grant Hummel
has an interest, position, association or (Independent Director), Estina Ang (CEO) and
relationship of the type described in Felicia Gan (Chief Marketing Officer). The Board
item 2.3 but the board is of the opinion has considered the circumstances of each Director
that it does not compromise the and determined that all Non-Executive Directors
independence of the director, the were independent as described in item 2.3 of the
nature of the interest, position, Recommendations. The Corporations Act 2001, the
association or relationship in question
and an explanation of why the board is process requires Directors to advise the Board of
of that opinion; and any interest they have that has the potential to
(c) the length of service of each conflict with the interests of GLG, including any
director development that may impact their perceived or
actual independence. If the Board determines that a
changed, that determination will be disclosed and
explained in a timely manner to the market. The
length of service of each Director is set out in the
Independent Directors
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GLG Corp Ltd Corporate Governance Statement
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formally advise the Board of their independent (or
other) status each year.
2.4 A majority of the board of a listed No
entity should be independent directors. Currently, the Board comprises two independent
Directors and two executive Directors. Christopher
Chong (Lead Independent Director), Grant Hummel
(Independent Director), Estina Ang (CEO) and
Felicia Gan (Chief Marketing Officer). The
company believes this is an appropriate mix of
skills and experience.
2.5 The chair of the board of a listed entity No
should be an independent director and, The Chairperson and CEO, Estina Ang Suan Hong,
in particular, should not be the same is integral in maintaining the business and important
person as the CEO of the entity. customer and banking relationships. This is
commonplace in Asia and
economic imperative.
2.6 A listed entity should have a program Yes
for inducting new directors and The Company has procedures and policies in place
provide appropriate professional to assist Directors in fulfilling their responsibilities.
development opportunities for Each Director, at any time, is able to seek
directors to develop and maintain the reasonable independent professional advice on any
skills and knowledge needed to business-related matter at the expense of the
perform their role as directors Company. Directors also have access to adequate
effectively. internal resources to seek any information from any
officer or employee of the Company, or to require
the attendance of management at meetings to enable
them as Directors to fulfil their duties.
3 Act ethically and responsibly
3.1 A listed entity should: (a) have a code Yes
of conduct for its directors, senior The Board has established a Code of Conduct which
executives and employees; and (b) articulates acceptable practices for directors, senior
disclose that code or a summary of it executives and employees, to guide their behaviour
and to demonstrate the commitment of the
Company to ethical practices.
4. Safeguard integrity in corporate
reporting
4.1 The board of a listed entity should: Partly
(a) have an audit committee which: (1) The Board has a formal Audit Committee currently
has at least three members, all of comprising two Independent Directors
whom are non-executive directors and Christopher Chong and Grant Hummel. The role of
a majority of whom are independent the Audit Committee is to advise on financial
directors; and information prepared for use by the Board or for
(2) is chaired by an independent inclusion in financial statements. The Chairman of
director, who is not the chair of the the Audit Committee is the Lead Independent
board, and disclose: Director. The A
(3) the charter of the committee; powers are formalised in a Charter and is posted on
(4) the relevant qualifications and GLG
experience of the members of the Committee met throughout the financial year and
committee; and the individual attendances of the members at those
(5) in relation to each reporting period, meetings, and the relevant qualifications and
the number of times the committee met experience of the Audit Committee members are
throughout the period and the disclosed in the
individual attendances of the members
at those meetings; or (b) if it does not
have an audit committee, disclose that
fact and the processes it employs that
independently verify and safeguard the
integrity of its corporate reporting,
including the processes for the
appointment and removal of the
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GLG Corp Ltd Corporate Governance Statement
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external auditor and the rotation of the
audit engagement partner.
4.2 The board of a listed entity should, Yes
The Directors are committed to the preparation of
statements for a financial period, financial statements that present a balanced and
receive from its CEO and CFO a
declaration that, in their opinion, the position and prospects. The Board reviews GLG
financial records of the entity have half yearly and annual financial statements. The
been properly maintained and that the Board requires that the Chief Executive Officer and
financial statements comply with the the Chief Financial Officer state in writing that
appropriate accounting standards and GLG
give a true and fair view of the
financial position and performance of condition and operational results are in accordance
the entity and that the opinion has been with relevant accounting standards and that the
formed on the basis of a sound system opinion has been formed on the basis of a sound
of risk management and internal system of risk management and internal control
control which is operating effectively. which is operating effectively.
4.3 A listed entity that has an AGM should Yes
ensure that its external auditor attends Shareholders are encouraged to attend the
its AGM and is available to answer
questions from security holders auditors available via conference call. Shareholders
relevant to the audit. are given an opportunity to ask questions of the
conduct of the
report.
5. Make timely and balanced
disclosure
5.1 A listed entity should: (a) have a Yes
written policy for complying with its The Company has a documented policy which has
continuous disclosure obligations established procedures designed to ensure
under the Listing Rules; and (b) compliance with ASX Listing Rule continuous
disclose that policy or a summary of it. disclosure requirements and to ensure accountability
at a senior management level for that compliance.
The focus of these procedures is on continuous
disclosure of any information concerning the
Company that a reasonable person would expect to
have a material effect
securities and improving access to information for
all investors. The Chief Executive Officer and the
Company Secretary are responsible for interpreting
GLG
Board. The purpose of the procedures for
identifying information for disclosure is to ensure
timely and accurate information is provided equally
to all shareholders and market participants.
6. Respect the rights of security
holders
6.1 A listed entity should provide Yes
information about itself and its The Board informs shareholders of all major
governance to investors via its website. developments affecting GLG
follows: 1. Placing all relevant announcements
made to the market, on the Website after they have
been released to ASX; 2. Publishing all corporate
governance policies and 3. Placing the full text of
notices of meeting and explanatory material on the
Website.
6.2 A listed entity should design and Yes
implement an investor relations The Company communicates with its shareholders
program to facilitate effective two-way and investors by posting information via the ASX or
communication with investors. website, and by encouraging attendance and
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GLG Corp Ltd Corporate Governance Statement
| participation of shareholders at general meetings. Management and/or Directors may meet with shareholders from time to time upon request and respond to any enquiries they may make. The Share Boardroom relations program, which gives all investors access to information through the market registry |
||
|---|---|---|
| 6.3 | A listed entity should disclose the policies and processes it has in place to facilitate and encourage participation at meetings of security holders. |
Yes Shareholders are encouraged to attend the AGM is an opportunity for shareholders to hear the Directors provide updates on Company performance, ask questions of the Board and vote on the various resolutions affecting the business. Shareholders are given an opportunity to ask questions of the Compan audit and p report. |
| 6.4 | A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically. |
Yes Investors are able communicate with the Company electronically via the website. Investors are also electronically by emailing the registry or via the |
| 7. | Recognise and manage risk | |
| 7.1 | The board of a listed entity should: (a) have a committee or committees to oversee risk, each of which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, and disclose: (3) the charter of the committee; (4) the members of the committee; and (5) as at the end of each reporting period, the number of times the committee met throughout the period and the individual attendances of the members at those meetings; or (b) if it does not have a risk committee or committees that satisfy (a) above, disclose that fact and the processes it employs for overseeing framework. |
Partly The Board is responsible for the management of risk due to the current size of the Board. GLG is committed to embedding risk management practices to support the achievement of business objectives. The Board is responsible for reviewing and overseeing the risk management strategy and for ensuring GLG has an appropriate corporate governance structure. Within that overall strategy, management has designed and implemented a risk management and internal control system to manage material business risks. GLG has implemented a 5-step process to manage risk as follows: 1) Review the Risk context and Identification of specific key risks 2) Analysing and Prioritizing selected risks 3) Evaluation and Treatment of risks 4) Monitoring and Reporting; and 5) Controlling, Communication and Knowledge-Capturing GLG risk categories are: 1) Customer Risks (including their financial conditions, solvency, credit worthiness, etc.) 2) Competitor Risks 3) Investment Risks 4) Operational Risks 5) Outsourced Partner and Contract Manufacturing Risks 6) Legal, Regulatory and Compliance Risks 7) Resources Risks (including HR, IT, etc.) 8) Finance Risks (including liquidity, trade credit financing,forex, etc.) |
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GLG Corp Ltd Corporate Governance Statement
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9) Reputation Risks
10) External Factors Risks
The Management Risk Committee provides reports
for Board meetings.
The policy is available on the website
www.ghimli.com
7.2 The board or a committee of the board Yes
should: The Board reviews the risk management framework
and policies of the Company. The Board has
management framework at least delegated responsibilities to the Management Risk
annually to satisfy itself that it Committee who then provides reports to the Board.
continues to be sound; and (b) The Board is responsible for approving policies on
disclose, in relation to each reporting risk assessment and management.
period, whether such a review has
taken place. The policy is available on the website.
7.3 A listed entity should disclose: (a) if it Yes
has an internal audit function, how the
function is structured and what role it organisational structure and accounting controls and
performs; or (b) if it does not have an processes on a regular basis and reports to the Audit
internal audit function, that fact and Committee and in turn to the Board; the Board is
the processes it employs for evaluating satisfied that the processes in place to identify the
and continually improving the
effectiveness of its risk management and that these risks are being effectively managed.
and internal control processes. GLG
monitored and reported against. A description of
GLG
compliance and control systems is available on the
Website.
7.4 A listed entity should disclose whether Yes
it has any material exposure to The Co
economic, environmental and social significant environmental regulations. The Directors
sustainability risks and, if it does, how believe that the Company has adequate systems in
it manages or intends to manage those place for the management of its environmental
risks. requirements and are not aware of any breach of
those environmental requirements.
8. Remunerate fairly and responsibly
8.1 The board of a listed entity should: Yes
(a) have a remuneration committee The Board has a formal Nomination and
which: (1) has at least three members, Remuneration Committee comprising three
a majority of whom are independent members two of whom are independent and the
directors; and (2) is chaired by an CEO. Current members are Grant Hummel
independent director, and disclose: (3) (Independent Director and Chairman), Christopher
the charter of the committee; (4) the Chong (Lead Independent Director) and Estina Ang
members of the committee; and (5) as (CEO). The role of the Nomination and
at the end of each reporting period, the Remuneration Committee is to review and make
number of times the committee met recommendations to the Board on remuneration
throughout the period and the packages and practices applicable to the Chief
individual attendances of the members Executive Officer, Senior Executives and Directors
at those meetings; or themselves. This role also includes responsibility
(b) if it does not have a remuneration for share option schemes, incentive performance
committee, disclose that fact and the packages and retirement and termination
processes it employs for setting the entitlements. Remuneration levels are competitively
level and composition of remuneration set to attract the most qualified and experienced
for directors and senior executives and Directors and Senior Executives. The Nomination
ensuring that such remuneration is and Remuneration Committee may obtain
appropriate and not excessive. independent advice on the appropriateness of
remuneration packages. The Nomination and
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9
GLG Corp Ltd
Corporate Governance Statement
| are formalised in a Charter and is posted on GLG website. The number of times that the Nomination and Remuneration Committee met throughout the financial year and the individual attendances of the members at those meetings are disclosed in the |
||
|---|---|---|
| 8.2 | A listed entity should separately disclose its policies and practices regarding the remuneration of non- executive directors and the remuneration of executive directors and other senior executives. |
Yes, details of the Directors and Key Senior Executives remuneration are set out in the Remuneration Report of the Annual Report. The structure of Non- is distinct from that of executives and is further detailed in the Remuneration Section of the Annual Report. |
| 8.3 | A listed entity which has an equity- based remuneration scheme should: (a) have a policy on whether participants are permitted to enter into transactions (whether through the use of derivatives or otherwise) which limit the economic risk of participating in the scheme; and (b) disclose that policy or a summary of it. |
Yes Currently, the Company does not have an equity based remuneration scheme. |
10
GLG Corp Ltd Corporate Governance Statement
Composition of the Board
The composition of the Board is determined in accordance with the following principles and guidelines:
-
the Board should comprise directors with an appropriate range of qualifications and expertise; and
-
the Board shall meet regularly and follow guidelines set down to ensure all directors are made aware of, and have available, all necessary information to participate in an informed discussion of all agenda items.
The Directors in office at the date of this statement are as follows:
| Name | Position |
|---|---|
| Estina AngSuan Hong | Executive Chairman and Chief Executive Officer |
| Christopher ChongMengTak | Lead Independent Director |
| Grant Hummel | Independent Director |
| Felicia Gan Peiling | Director |
The skills, experience and expertise relevant to the position of director as well as the period of office held by each s 14 to 15.
Board Responsibilities
As the Board acts on behalf of the shareholders and is accountable to the shareholders, the Board seeks to identify the expectations of the shareholders as well as other regulatory and ethical expectations and obligations. In addition, the Board is responsible for identifying areas of significant business risk and ensuring arrangements are in place to adequately manage those risks. The Board, through the Audit Committee, receives reports from management on an onrecommended risk mitigation process that they undertake. The Board has established a Code of Conduct which in summary, requires that at all times Directors and employees act with the integrity, objectivity and in compliance with the letter and spirit of the law and company policies. GLG has established a written policy designed to ensure compliance with ASX listing rule disclosure and accountability as senior executive level for compliance.
ns (3[rd] edition), the Board has established a Nomination and Remuneration Committee and an Audit Committee. The name of members of each committee and their attendance at meetings is contained on page 20 of the Annual Report.
The Nomination and Remuneration Committee has established a policy prohibiting transactions in associated products which limit the economic risk of participating in unvested entitlements under equity-based remuneration scheme.
charter, Nomination and Remuneration Committee charter and the terms and conditions of the continuous disclosure and shareholder communication policy is made
Diversity
The Company has implemented a Diversity Policy. This policy sets as a target 25% of all Board seats and management positions to be held by women. The Board is also considering other means to encourage diversity. The Company recognises the benefits of a diverse workforce and is committed to providing an environment that encourages diversity. The Board monitors the diversity profile of its workforce. As the Company already has gender diversity as evidenced by the proportion of women reported below, the Board has not set any measurable objectives.
At 30 June 2019, the proportion of women employed by GLG Corp Ltd was:
-
Board of Directors 50%
-
Senior Executives 68%
-
Total Workforce 66%
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GLG Corp Ltd Corporate Governance Statement
employees
Directors, officers and employees of the Company are prohibited from trading in GLG securities apart from the period 15 days commencing the day after GLG announces its half-yearly, preliminary final reports and full year accounts. A full outline has been made available on the Company website.
Risk Management Policy
Corp is committed to the management of risk as an integral part of its business, focusing on strategies to minimise risk which are regarded as threats to its achievement of objectives and goals.
The objectives of this policy are to:
nt;
-
Improve decision-making, accountability and outcomes through the effective use of risk management;
-
Integrate risk management into daily operations of the company and its outsourced business partners;
-
Consider risk appetite in protecting staff and business assets and strategy execution
GLG Corp is committed to managing risk in order to benefit the company and manage the cost of risk. To meet accountable for managing risk in so far as reasonably practicable within their area of responsibility.
Sound risk management principles and practices must become part of the normal management strategy for all business units within GLC Corp including its outsourcing business partners.
The management of risk is to be integr
The following are the specific risk categories included in the risk register and reporting:
-
Customer risks (including their financial conditions, solvency, credit worthiness);
-
Competitor risks;
-
Investment risks;
-
Operational risks;
-
Outsourced partner and contract manufacturing risks;
-
Legal, regulatory and compliance risks (including product liability, legal compliance guideline set by customers);
-
Resources risks (including HR, IT, etc.);
-
Finance risks (including liquidity, trade credit financing, foreign exchange, etc.);
-
Reputation risks; and
-
External factor risks
The Management Risk Committee is responsible for reviewing this policy document in conjunction with senior management and staff every year. The outcome of this review process is submitted to the Board for approval. The Management Risk Committee indicates, in its opinion and based on its activities, any significant residual business risks which remain at an unacceptably high level.
are made publicly available on the Company website.
12
GLG Corp Ltd
Audit Committee
The Audit Committee reviewed the statement of financial position of the consolidated financial statements of GLG for the financial year ended 30 June 2019
them to the Board for its approval. The Audit Committee discussed with Management the accounting principles that were applied and also considered the appropriateness of the critical accounting estimates and judgments made in preparing the financial statements.
The following significant matters impacting the financial statements were discussed with Management and the external auditor and were reviewed by the Audit Committee:
| Key Audit Matters | How the Audit Committee reviewed these matters and what decisions were made |
|---|---|
| Due to the material balance and potential for overstatement, recoverability of receivables is assessed as a risk. |
The Audit Committee assessed and confirmed the following: a) Normal trade receivables in GLG Corp Ltd have been reviewed for recoverability, with respect to aging, trends and current industry practice. Noting that the aging of the receivables do not show any customers having old-aged receivables and that the balances by key |
customers within the receivables are in line with current trends in business with no recoverability issues |
|
| . b) The valuation of the GLIT Receivable continues to be an area of focus due to the co The Audit Committee has reviewed management extensive assessment of the GLIT receivable to support its recoverability. The receivable balance due from such outsourced manufacturing suppliers has risen for FY2019 due to the increase in the working capital required for their garment manufacturing in Indonesia. With the accessibility of trust receipts available for offset and the amount of available collaterals in place, the receivable is evaluated to be recoverable at the reporting date. The turnover analysis, which showed the average turnover of the receivable is approximately four months with constant turning, appears to support its recoverability at period- end. The Audit Committee has accepted this conclusion. |
Other Information
delegated to senior
13
GLG Corp Ltd
The Directors of ) submit herewith the annual financial report of the consolidated entity for the financial year ended 30 June 2019. In order to comply with the provisions of the Corporations Act 2001, the Directors report as follows:
Information about the Directors and senior management
The names and particulars of the Directors of the Company during and since the end of the financial year are:
Estina Ang Suan Hong
Founder and Executive Chairman of GLG Corp Ltd and parent company, Ghim Li Group Pte Ltd and a member of its Nomination and Remuneration committee. Estina Ang Suan Hong is a lady armed with over 35 years of experience in the textile and apparel industry who leads a 12,000 strong workforce spanning the Southeast Asia region. She grew the business from 6 sewing machines as a sub-contractor to a global supplier of quality apparel to major retailers in the USA and throughout Europe.
Ms Estina Ang graduated from Nanyang University in 1974 with a Bachelor of Arts degree and is a member of the Singapore Institute of Directors, Textile and Fashion Singapore. She obtained The Entrepreneur of the Year Awards in 2001 and listed in The 300 List in Singapore Tattler and also spearheaded the business expansion into USA, Mexico, Guatemala and Hong Kong.
Christopher Chong Meng Tak
Lead Independent Director, joined the Board on 12 October 2005. Mr Chong is the Chairman of the Audit Committee and member of the Nomination and Remuneration Committee.
Mr Chong is a partner of ACH Investments Pte Ltd, a specialist corporate advisory firm in Singapore. Prior to cofounding ACH Investments Pte Ltd, Mr Chong was a multi-award winning equity analyst and the Managing Director of HSBC James Capel Securities (Singapore) Pte Ltd, (now known as HSBC Securities (Singapore) Pte Ltd), a member of the Hong Kong Bank Group of companies. Mr Chong is an independent director of several public listed companies. Mr Chong is also a Director and/or advisor to many private companies and many Asian families and the judicial branch of the Singapore government.
Mr Chong has extensive Asia Pacific experience having previously also been an advisor to listed companies on the Exchange of Hong Kong, Jakarta (Indonesia), Kuala Lumpur (Malaysia), Makati (Philippines) and Bangkok (Thailand). Mr Chong is a fellow of the Australia Institute of Company Directors, a fellow of the Singapore Institute of Directors and a Master Stockbroker of the Securities and Derivatives Industry Association of Australia.
Mr Chong has received a B.Sc. (Economics) from the University College of Wales, an MBA from London Business School and is a member of the Institute of Chartered Accountants of Scotland.
14
GLG Corp Ltd
Shane Hartwig
Mr Hartwig is a Certified Practicing Accountant and Chartered Company Secretary and holds a Bachelor of Business degree, majoring in Accounting and Taxation from Curtin University of Technology in Western Australia. He was appointed to the Board on 2 December 2014. Mr Hartwig is a member of the Audit Committee and the Chairman of the Nomination and Remuneration Committee.
Mr Hartwig is involved in the areas of initial public offerings, capital raisings, prospectus and information memorandum preparation and project management, company assessments and due diligence reviews, mergers and acquisitions and providing general corporate advice. Mr Hartwig has over 20 years industry both nationally and internationally with exposure to both the debt and equity capital markets.
Mr Hartwig was previously the Company Secretary of GLG Corp Ltd until July 2011.
Grant Hummel
Grant Hummel was appointed to the Board as an independent director, on 1st December 2018. Mr. Hummel is a member of the Audit Committee and the Chairman of the Nomination and Remuneration Committee of the Board.
Grant has been a partner of a major Australian law firm for over a decade. He has experience with commercial and corporate transactions, with particular expertise in capital raisings, securities law, merger and acquisitions and the ASX Listing Rules. Grant is no stranger to GLG Corp, as he has been involved with the company, being part of the IPO and ASX listing team in 2005.
Grant Hummel holds Bachelor of Science (Honours) and Bachelor of Law (Honours) degrees from the University of Tasmania, Australia. He also has a Graduate Diploma of Applied Finance and Investment from Finsia (now Kaplan).
Felicia Gan Peiling
Ms Gan joined the Board on 15 September 2015. Ms Gan joined the Company in 2006 as a legal officer responsible for the legal compliance office. Ms Gan is currently responsible for the overall management of Business Development, Sales & Marketing Teams including Outsourced Manufacturing and Product, Development and Design departments. Ms Gan builds, direct and drives the annual strategic sales and marketing plan and implements marketing strategies to identify and develop new customers and business opportunities on a global scale.
Ms Gan graduated with a Bachelor of Laws (Honours) from University of Nottingham in 2003 and was admitted to the Singapore Bar in May 2005. She is a member of the Singapore Academy of Law and a management committee member of the Textile Apparel Fashion Federation Singapore.
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GLG Corp Ltd
Board Skills Matrix
| Skills | Description | Number of Directors |
|---|---|---|
| Strategic and | The ability to define strategic objectives, | |
| commercial acumen | constructively question business plans | 4 |
| and implement strategy using | ||
| commercial judgment. | ||
| Financial acumen | Financial knowledge, accounting or | 3 |
| related financial management | ||
| qualifications and experience | ||
| Risk and compliance | An understanding of compliance matters | 4 |
| and risk management, including | ||
| environmental, technological and | ||
| governance risk | ||
| Executive leadership | Experience in senior leadership roles, | 1 |
| including on the boards of other listed | ||
| companies. | ||
| Diversity | The ability to contribute to inclusion and | 4 |
| diversity. | ||
| International/global | Senior leadership experience across a | 4 |
| range of international businesses and | ||
| exposure to a range of political, cultural, | ||
| regulatory and business environments |
Directorships of other listed companies
Directorships of other listed companies held by directors in the 3 years immediately before the end of the financial year are as follows:
Name Christopher Chong Meng Tak
Company Period of directorship ASL Marine Holdings Ltd Ceased 13 Aug 2019 Forise International Ltd Ceased 15 Aug 2019 Emerging Towns & Cities Singapore Ltd (formerly known as Cedar Strategic Ceased 26 Apr 2018 Holdings Ltd) Singapore O&G Ltd Ceased 26 December 2017 Yingli International Real Estate Ltd Ceased 28 April 2017
Former partners of the audit firm
No officer of the Company has been a partner in an audit firm, or a director of an audit company that is an auditor of the Company during the period or was such a partner or director at a time when the audit firm or the audit company undertook an audit of the Company.
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GLG Corp Ltd
of the Company or a related body corporate as at the date of this report.
| Directors | Fully Paid Ordinary Shares Number |
Share options Number |
|---|---|---|
| Estina Ang Suan Hong Felicia Gan Peiling Christopher Chong Meng Tak Grant Hummel |
50,116,000 2,222,000 110,001 0 |
- - - - |
Remuneration of directors and senior management
Information about the remuneration of directors and senior management is set out in the remuneration report of on pages 21 to 27.
Share options granted to directors and senior management
During and since the end of the financial year no share options (2018: nil) were granted to the directors as part of their remuneration.
Company Secretary
Mr Alistair Chong was appointed as Company Secretary on the 12[th] December 2016. Mr Chong holds a B.Comm and MBA through the University of Tasmania, and a GIA (Cert) with the Governance Institute of Australia. Mr Chong has extensive knowledge in the areas of change management, company HR practices, and organisational change, as he is a current lecturer in these subject areas at the University of Tasmania, and has been tutoring there for nine years.
Principal Activities
obal supplier of
knitwear/apparel and supply chain management operations.
Review of Operations
For the current fiscal year ending June 2019, the Company consciously improved the mix of its customers by adding new customers in the U.S., despite facing lower volume from existing customers due to the U.S. retail market slowdown and inventory glut. We also saw positive momentum in the production and export of fabric, reaching another all-time record of revenue of US$63 million to support increased demand of knitted fabric from its customers. This new milestone for Maxim in its Malaysia fabric mill reassures the implementation of the -integration and textile manufacturing strategic roadmap when the fabric mill was acquired back in late 2016.
acturing factory in Cambodia with a new legal entity called GG Fashion (Cambodia) Co Ltd to own and manage specific assets acquired from its outsourced manufacturing partner, Ghim Li (Cambodia) Pte Ltd and its parent company, GLIT Holdings Pte Ltd. The assets acquired consisted of machinery and equipment, some other fixed assets and intangible assets such as trade name and customer network, employee database and records. With that, GG Fashion (Cambodia) Co Ltd became the first inhouse garment manufacturing factory for the Company in Cambodia by operating in two leased facilities in Phnom Penh.
Towards the end of the fiscal year, FY2019 the Board also made the strategic decision to sell its garment manufacturing factory business in Vietnam, G&G Fashion (Vietnam) Co. Ltd to an external party, Dragon Crowd Garment Inc who will use a combination of cash and loan facilities to finance the acquisition. Despite this change of ownership, the factory in Vietnam will remain as a supplier with its current capacity of 30 production lines to the Company under an outsourcing agreement to support the manufacturing needs of the Company on an ongoing basis.
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GLG Corp Ltd
Review of Operations
Finally, the Company has seen lower profitability in FY2019 arising from continuing losses incurred in the Vietnam factory, as well as start-up losses in the Cambodia factory in its first fiscal year of full production.
Comparison of Consolidated Statement of Profit or Loss and Comprehensive Income for the financial year ended 30 June 2019 with that of 30 June 2018.
creased by US$4,897 thousand, or 2.7% from US$180,606 thousand in the previous year to US$175,709 thousand in this financial year. The decline in sales was mainly attributed to continued weakness in our end-
However gross margin slightly improved to 15.6% compared to 14% in the previous year due to better garment product mix.
Selling and distribution costs increased by 33% to US$8,315 thousand compared to US$6,252 thousand in the previous year, mainly due to the incurrence of airfreight cost and raw materials deliveries cost by garment factory in Cambodia and Maxim fabric mill to meet the tight delivery dates required from customers.
Administrative expenses increased by 19.4% to US$13,867 thousand compared to US$11,614 thousand in the previous year. This is attributable to an increase in admin headcount in HQ coupled with an increase in costs from consolidation of garment factory in Cambodia.
Finance costs increased by 53% from US$2,077 thousand to US$3,178 thousand in the current year compared to previous year, due to the increase in purchase of raw materials and new machineries investment in Cambodia.
Other expenses decreased by 36.7% from US$2,649 thousand to US$1,675 thousand due to reduction in legal fees and cost avoidance in commitment fees payable to outsourced manufacturers in previous year.
Net profit after tax for GLG was US$455 thousand, which represents a decrease of US$1,940 thousand or 81% compared to the financial year ended 30 June 2018 of US$2,395 thousand. Overall, the decrease mainly due to production losses incurred in Vietnam and Cambodia garment factories.
Comparison of the Consolidated Statement of Financial Position as at 30 June 2019 with that of 30 June 2018.
Trade and other receivables decreased by 2.8% from US$89,455 thousand as at 30 June 2018 to US$86,917 thousand as at 30 June 2019. The decrease was primarily due to prompt settlement of payment from customers.
Property, plant and equipment reduced marginally by 8.1% to US$36,896 thousand as at 30 June 2019 compared to US$40,138 thousand as at 30 June 2018, due to account reclassification of the non-current assets of Vietnam
Intangible assets increased by 151.8% to US$4,776 thousand as at 30 June 2019 compared to US$1,897 thousand as at 30 June 2018, due to acquisition of specific assts (trade name, customer network and employee database) from outsourced manufacturing supplier, Ghim Li Cambodia Pte Ltd.
Trade and other payables increased by 32.4% to US$49,335 thousand as at 30 June 2019 compared to US$37,249 thousand as at 30 June 2018, resulting from increase in short term financing extended by company director and majority shareholder, Ghim Li Group Pte Ltd.
Current and non-current borrowings decreased by 12.1% from US$80,276 thousand as at 30 June 2018 to US$70,580 thousand as at 30 June 2019, as a result of decrease in export invoice factoring from financial institutions and repayment of bank loans which correspondingly reduced the cash balance of 35.2% from US$8,183 thousand as at 30 June 2018 to US$5,304 thousand as at 30 June 2019.
18
GLG Corp Ltd
Review of Operations
Comparison of the Consolidated Statement of Cash Flows for the financial year ended 30 June 2019 with that of 30 June 2018.
US$13,418 thousand as at 30 June 2019 compared to US$6,809 thousand as at 30 June 2018. This increase resulted mainly due to prompt settlement from customers, supported by close monitoring of trade receivables.
Net cash used in investing was increased by US$6,237 thousand or 136.5% to US$10,807 thousand as at 30 June 2019 compared to US$4,570 thousand as at 30 June 2018. This was mainly attributable to additions of new plant & machinery, renovation and intangible assets in Cambodia factory to meet the needs of higher production levels.
Net cash used in financing was increased to US$5,490 thousand as at 30 June 2019 compared to US$937 thousand as at 30 June 2018. The increase stemmed from financing the working capital incurred in the factories for fabric and garment production.
We believe the cash flows from operations of GLG remains sufficient to meet our working capital requirements, capital expenditures, debt servicing and other funding requirements for the foreseeable future.
Changes in state of affairs
There were no other significant changes in the state of affairs of the consolidated entity during the financial year.
Dividends
In respect of the financial year ended 30 June 2019, the Directors do not recommend the payment of a final dividend and no interim dividend was paid. In respect of the financial year ended 30 June 2018, no dividend was declared.
Subsequent events
There has not been any matter or circumstance occurring subsequent to the end of the financial year that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of the consolidated entity in future financial year.
Future Developments
The consolidated entity is expanding fabric suppliers to include fashion novelty and also to increase the amount of work with outsourced factories. The performance depends on many economic and industry factors. In the opinion of the Directors, it is not possible or appropriate to make a prediction on the future course of markets, performance of the consolidated entities or the forecast of the likely result of the consoldiated entities activities.
Environmental Regulation
The consolidated entity is not subject to any particular or significant environmental regulation.
Shares under option or issued on exercise of options
There are no shares under option or issues on exercise of options during the year (2018: Nil).
Proceedings on Behalf of the Company
No person has applied for leave of court to bring proceedings on behalf of the company or intervene in any proceedings to which the company is a party for the purpose of taking responsibility on behalf of the company for all or any part of those proceedings.
The company was not a party to any such proceedings during the year.
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GLG Corp Ltd
Indemnification of officers and auditors
During the financial year, the Company paid a premium in respect of a contract insuring the directors of the company (as named above), the company secretary, and all executive officers of the company and of any related body corporate against a liability incurred as such a director, secretary or exectuvie officer to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.
The company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the company or of any related body corporate against a liability incurred as such an officer or auditor.
Director
held during the financial year and the number of meetings attended by each director (while they were a director or committee member). During the financial year 3 Board meetings, 3 Nomination and Remuneration Committee meeting and 3 Audit Committee meetings were held:
| Board of | directors | Nomination & remuneration committee |
Audit committee | Audit committee | ||
|---|---|---|---|---|---|---|
| Directors | Held | Attended | Held Attended |
Held | Attended | |
| Estina Ang Suan Hong | 4 | 4 | 3 3 |
3 | 3 | |
| Christopher Chong Meng Tak | 4 | 4 | 3 3 |
3 | 3 | |
| Shane Hartwig | 4 | 1 | 3 1 |
3 | 1 | |
| Grant Hummel | 4 | 3 | 3 2 |
3 | 2 | |
| Felicia Gan Peiling | 4 | 4 | 3 3 |
3 | 3 |
Non-audit services
Details of amounts paid or payable to the auditor for non-audit services provided during the year by the auditor are outlined in Note 33 of the financial report.
The Directors are satisfied that the provision of non-audit services, during the year, by the auditor (or by another person or firm on t imposed by the Corporations Act 2001.
The Directors are of the opinion that the services as disclosed in Note 33 to the full financial statements do not compromise t following reasons:
-
all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor, and
-
none of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional & Ethical Standards Board, including reviewing or decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risks and rewards.
ence declaration
on is included on page 28 of this report.
Rounding off of amounts
The company is a company of the kind referred to in ASIC Corporations (Rounding in Reports) Instrument 2016/191 and in accordance with that Corporations Instrument amo report and the financial statements are rounded off to the nearest thousand dollars, unless otherwise indicated.
20
GLG Corp Ltd
Remuneration Report (audited)
n about the remuneration 30 June 2019. The prescribed details for each person covered by this report are detailed below under the following headings:
-
director and senior management details
-
remuneration policy
-
relationship between the remuneration policy and company performance
-
remuneration of directors and senior management.
-
key terms of employment contracts
Director and senior management details
The following persons acted as directors of the Company during or since the end of the financial year:
-
Estina Ang Suan Hong as Executive Chairman and Chief Executive Officer
-
Christopher Chong Meng Tak as Lead Independent Director
-
Shane Hartwig as Independent Director (resigned 12 November 2018)
-
Grant Hummel as Independent Director (appointed 1 December 2018)
-
Felicia Gan Peiling as Deputy Chief Executive Officer
the named persons held their current position for the whole of the financial year and since the end of the financial year:
-
Susan Yong as Chief Merchandising Officer
-
Shawn Fung as Chief Financial Officer and Head of IT & Human Resources
Remuneration policy
The remuneration for Key Management Personnel is determined as follows:
-
For the Executive Chairman, Chief Executive Officer, by the Nominations and Remuneration Committee and by the Board and with a view to attract, retain and develop appropriately skilled people. Remuneration is reviewed on an annual basis having regard to personal and corporate performance and relevant comparative information.
-
The remuneration of non-executive directors may not exceed in aggregate in any financial period the amount fixed by the Company at the general meeting. The amount has not changed since the Company listed in 2005.
-
For executives, the Nomination and Remuneration Committee reviews remuneration policies and practices and makes recommendations to the Board regarding their approval. Remuneration is reviewed on an annual basis having regard to personal and corporate performance and relevant comparative information.
21
GLG Corp Ltd
Relationship between the remuneration policy and company performance
The tables below set out summary information about shareholder wealth for the five years to June 2019:
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----- Start of picture text -----
30 June 2019 30 June 2018 30 June 2017 30 June 2016 30 June 2015
Revenue from all
sources 175,709 180,606 156,041 171,435 180,343
Net profit before
tax 1,438 3,806 4,477 6,476 3,865
Net profit after
tax 455 2,395 4,193 4,827 3,148
Share price at
start of year $0.10 $0.19 $0.15 $0.18 $0.24
Share price at end
of year $0.09 $0.10 $0.19 $0.15 $0.18
Final Dividend
- - - - -
(unfranked)
Basic earnings per
share 0.61 cps 3.23 cps 5.66 cps 6.51 cps 4.25 cps
Diluted earnings
per share 0.61 cps 3.23 cps 5.66 cps 6.51 cps 4.25 cps
----- End of picture text -----
GLG Corp Ltd employees may be entitled to receive a discretionary bonus, as set and agreed by senior management and / or the Nomination and Remuneration Committee. These bonuses are accrued prior to year-end based on the expected bonuses to be paid, however the amounts may not be finalized or paid until a future date that is not necessarily within 12 months of balance sheet date. As a result, there is a difference in timing of the accrual of the bonus and the timing of the payment of the bonus.
Each executive director of the Company has entered into an Executive Service Agreement with Ghim Li Global Pte Ltd, a major subsidiary of GLG. They are not remunerated separately for being a director or executive of the Company or other operating entities. Under their respective terms of engagement, all executives:
-
commenced their terms as an executive of Ghim Li Global Pte Ltd for a 3-year term, and thereafter their engagement automatically continues from year to year, unless their Executive Service Agreement is terminated;
-
nths after cessation of
-
employment with GLG;
-
agree that either party may terminate their Executive Service Agreement by giving 3 months written notice. In addition, Ghim Li Global Pte Ltd may without prior notice terminate their Service Agreements under certain conditions, for example, if the executive commits a serious breach of his or her obligations, or is guilty of grave misconduct in the discharge of his or her duties, or becomes bankrupt.
22
GLG Corp Ltd
Remuneration of directors and senior management
The GLG owns any intellectual property created by its executives, confidentiality, entitlements to minor benefits in addition to their remuneration, and devoting substantially the whole of their time and attention during business hours to the discharge of their duties.
Each executive director receives a salary per month. They may also be entitled to an annual bonus determined by the Nomination and Remuneration Committee, in its absolute discretion.
Each of the key managers have entered into a service agreement with Ghim Li Global Pte Ltd, the general terms of which are not materially different to those of the executive directors described above.
Each key manager receives a salary per month, reviewed by the Chief Executive Officer annually with reference to the progress of GLG. Each may also be entitled to an annual bonus determined by the Chief Executive Officer, reviewed by the Nomination and Remuneration Committee, and approved by the Board taking into account overall
Elements of Key Management Personnel remuneration
Remuneration packages contain the following key elements:
- (a) Short-term employment benefits salaries/fees, bonuses; and (b) Post-employment benefits
| 2019 | Short term employment benefits Post- employment benefits super - annuation Other long-term employee benefits Share based payments, options &rights Total |
|---|---|
| Salary & fees US$ Salary supplement US$ Non- monetary US$ Other US$ US$ US$ US$ US$ |
|
| Directors | |
| Estina Ang Suan Hong1 | 532,281 44,034 - - 6,005 - - 582,320 |
| Christopher Chong Meng Tak | 39,395 - - - - - - 39,395 |
| Shane Hartwig2 | 9,599 - - - - - - 9,599 |
| Grant Hummel3 | 17,244 - - - - - - 17,244 |
| Felicia Gan Peiling1 | 160,564 20,549 - - 12,468 - - 193,581 |
| 759,083 64,583 - - 18,473 - - 842,139 |
|
| Executives | |
| Shawn Fung | 182,718 11,742 - - 5,902 - - 200,362 |
| Susan Yong | 160,564 11,742 - - 7,505 - - 179,811 |
| 343,282 23,484 - - 13,407 - - 380,173 |
|
| Total | 1,102,365 88,067 - - 31,880 - - 1,222,312 |
-
Estina Ang Suan Hong and Felicia Gan Peiling are both Directors and Executives of GLG Corp Ltd. Estina Ang Suan Hong acts as the Chief Executive Officer; Felicia Gan Peiling is Chief Marketing Officer.
-
Shane Hartwig resigned as Independent Director on 12 November 2018.
-
Grant Hummel appointed as Independent Director on 1 December 2018.
23
GLG Corp Ltd
| 2018 | Short term employment benefits Post- employment benefits super - annuation Other long term employee benefits Share based payments, options &rights Total |
|---|---|
| Salary & fees US$ Bonus US$ Non- monetary US$ Other US$ US$ US$ US$ US$ |
|
| Directors | |
| Estina Ang Suan Hong1 | 541,063 45,781 - - 6,889 - - 593,733 |
| Christopher Chong Meng Tak | 42,685 - - - - - - 42,685 |
| Shane Hartwig | 27,939 - - - - - - 27,939 |
| Felicia Gan Peiling1 | 165,026 56,187 - - 11,758 - - 232,971 |
| 776,713 101,968 - - 18,647 - - 897,328 |
|
| Executives | |
| Shawn Fung | 184,714 15,642 - - 7,454 - - 207,810 |
| Susan Yong | 148,316 12,208 - - 8,757 - - 169,281 |
| 333,030 27,850 - - 16,211 - - 377,091 |
|
| Total | 1,109,743 129,818 - - 34,858 - - 1,274,419 |
- Estina Ang Suan Hong and Felicia Gan Peiling (appointed as an Executive 15 September 2015) are both Directors and Executives of GLG Corp Ltd. Estina Ang Suan Hong acts as the Chief Executive Officer; Felicia Gan Peiling is Chief Marketing Officer.
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The relative proportions of those elements of remuneration of key management personnel that are linked to performance:
Fixed remuneration Remuneration linked to performance
Directors 2019 2018 2019 2018
Estina Ang Suan Hong 92.3% 92.3% 7.7% 7.7%
Christopher Chong Meng Tak 100% 100% - -
Shane Hartwig 100% 100% - -
Grant Hummel 100% - - -
Felicia Gan Peiling 89.4% 75.9% 10.6% 24.1%
Executives
Shawn Fung 94.1% 92.5% 5.9% 7.5%
Susan Yong 93.5% 92.8% 6.5% 7.2%
----- End of picture text -----
Note: Fixed remuneration consists of base pay plus other fixed allowances paid to the individual on a regular basis, whilst Performancelinked remuneration refers to variable bonus paid to the individual, dependent on company financial results and individu
24
GLG Corp Ltd
Salary supplement / Bonuses payment as compensation for the current financial year
Madam Estina Ang Suan Hong was granted a salary supplement on 28 January 2019 of US$44,034 (FY2018: US$45,781) during the financial year ended 30 June 2019. This amount was paid on 28 January 2019 for her stewardship as Chief Executive Officer for the business, as the company did not pay any variable bonus to her.
Ms Felicia Gan Peiling was granted a salary supplement on 28 January 2019 of US$20,549 (FY2018: US$56,187) during the financial year ended 30 June 2019. This amount was paid on 28 January 2019 for her contribution as Chief Marketing Officer including business development for the business, although the company did not pay any variable bonus to her.
Mr Shawn Fung was granted a salary supplement on 28 January 2019 of US$11,742 (FY2018: US$15,642) during the financial year ended 30 June 2019. The amount was paid on 28 January 2019 for his contribution as Chief Financial Officer & Head of HR and IT for the business, although the company did not pay any variable bonus to him.
Ms Susan Yong was granted a salary supplement on 9 February 2019 of US$11,742 (FY2018: US$12,208) during the financial year ended 30 June 2019. The amount was paid on 28 January 2019 for her contribution as Executive Vice President, Sales Operations and Global Sourcing for the business although the company did not pay any variable bonus to her.
Loans to Key Management Personnel
GLG has not provided any loans to key management personnel.
Other transactions with Key Management Personnel in GLG
During the financial year, GLG has obtained a loan from key management personnel amounting to US$3,658 thousand. The amount due to Estina Ang Suan Hong is unsecured, at market interest rates and repayable on demand. The weighted average interest rate at 2.53%.
Key Management Personnel equity holdings
Fully paid ordinary shares of GLG Corp Ltd
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----- Start of picture text -----
Granted as Balance at
Balance compensation Net other resignation Balance
at 1 July change date at 30 June
No. No. No. No. No.
2019
Estina Ang Suan Hong (indirect 50,116,000 50,116,000
holding through Ghim Li
- - -
Group)
- - -
Felicia Gan Peiling 2,222,000 2,222,000
- - -
Christopher Chong Meng Tak 110,001 110,001
2018
Estina Ang Suan Hong (indirect 50,116,000 50,116,000
holding through Ghim Li
Group) - - -
- - -
Felicia Gan Peiling 2,222,000 2,222,000
- - -
Christopher Chong Meng Tak 110,001 110,001
----- End of picture text -----
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GLG Corp Ltd
Key terms of employment contract
A summary of the key term of employment are set out below:
| Position | Keytermofserviceagreements |
|---|---|
| Chief Executive Officer | Base salary: US$532,281 (SG$726,000) excluding |
| superannuation. The contract for remuneration is in Singapore | |
| Dollars. | |
| Term: no fixed term | |
| Base remuneration: Reviewed annually by the Nomination | |
| and Remuneration Committee. | |
| Bonus entitlements: Determined annually by the Nomination | |
| and Remuneration Committee. | |
| in the event of serious misconduct. | |
| Termination payment: in lieu of notice | |
| Restraint and confidentiality provisions. | |
| Executive Director | Base salary: US$160,564 (SG$219,000) excluding |
| superannuation. The contract for remuneration is in Singapore | |
| Dollars. | |
| Term: no fixed term | |
| Base remuneration: Reviewed annually by the Nomination | |
| and Remuneration Committee. | |
| Bonus entitlements: Determined annually by the Nomination | |
| and Remuneration Committee. | |
| in the event of serious misconduct. | |
| Termination payment: in lieu of notice | |
| Restraint and confidentiality provisions. | |
| Senior Management | Base salary: refer to remuneration of directors and senior |
| Term: no fixed term | |
| Base remuneration: Reviewed annually by the Nomination | |
| and Remuneration Committee. | |
| Bonus entitlements: Determined annually by the Nomination | |
| and Remuneration Committee. | |
| notice in the event of serious misconduct. | |
| Termination payment: in lieu of notice | |
| Restraint and confidentiality provisions. |
This concludes the Remuneration Report, which has been audited.
26
GLG Corp Ltd
Corporations Act 2001.
On the behalf of the Director
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Singapore, 25[th] September 2019
27
GLG Corp Ltd Auditor s Independence Declaration
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GLG Corp Ltd
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GLG Corp Ltd
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GLG Corp Ltd
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31
GLG Corp Ltd
The Directors declare that:
-
(a)
-
pay its debts as and when they become due and payable;
-
(b) Financial Reporting Standards, as stated in note 2 to the financial statements;
-
(c) d notes thereto are in accordance with the Corporations Act 2001, including compliance with Australian Accounting Standards and giving a true and fair view of the financial position and performance of the consolidated entity; and
-
(d) the Directors have been given the declarations required by s.295A of the Corporations Act 2001.
Signed in accordance with a resolution of the Directors made pursuant to s.295(5) of the Corporations Act 2001.
On the behalf of the Director
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Singapore, 25[th] September 2019
32
GLG Corp Ltd Consolidated statement of profit or loss and other comprehensive income
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| Note Revenue 5 Cost of sales Gross profit Other income 5 Distribution expenses Administration expenses 6 Finance costs 7 Other expenses 8 Profit before income tax expense Income tax expense 10(a) Profit for the year Other comprehensive income: Items that will not be reclassified subsequently to profit or loss: Revaluation surplus/ (deficit), on land and building, net of tax Fair value adjustment of reclass PPE to investment property Other comprehensive income, net of tax Total comprehensive income for the year Earnings per share: From continuing operations: Basic (cents per share) 23 Diluted (cents per share) 23 |
Consolidated |
|---|---|
| 2019 2018 |
|
| 175,709 180,606 (148,267) (155,326) |
|
| 27,442 25,280 1,031 1,118 (8,315) (6,252) (13,867) (11,614) (3,178) (2,077) (1,675) (2,649) |
|
| 1,438 3,806 (983) (1,411) |
|
| 455 2,395 431 834 - 52 |
|
| 431 886 |
|
| 886 3,281 |
|
| 0.61 3.23 0.61 3.23 |
Notes to the financial statements are included on page 37 to 80
33
GLG Corp Ltd Consolidated statement of financial position
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| Current assets Cash and cash equivalents Trade and other receivables Inventory Other assets Other financial assets Asset held for sale Total current assets Non-current assets Other assets Other financial assets Investments accounted for using the equity method Intangible assets Property, plant and equipment Total non-current assets Total assets Current liabilities Trade and other payables Borrowings Current tax liabilities Total current liabilities Non-current liabilities Borrowings Deferred tax liabilities Total non-current liabilities Total liabilities Net assets Equity Issued capital Revaluation reserves Merger reserves Retained earnings Total equity |
Note 28(a) 11 13 16 12 17 16 12 14 18 15 19 20 10(b) 20 10(c) 21 29 29 22 |
Consolidated |
|---|---|---|
| 2019 2018 |
||
| 5,304 8,183 86,917 89,455 20,755 19,480 843 1,330 344 344 10,704 - |
||
| 124,867 118,792 |
||
| - 2,555 6,871 6,871 - - 4,776 1,897 36,896 40,138 |
||
| 48,543 51,461 |
||
| 173,410 170,253 |
||
| 49,335 37,249 63,972 71,722 427 791 |
||
| 113,734 109,762 |
||
| 6,608 8,554 1,807 1,562 |
||
| 8,415 10,116 |
||
| 122,149 119,878 |
||
| 51,261 50,375 |
||
| 10,322 10,322 4,916 4,485 (14,812) (14,812) 50,835 50,380 |
||
| 51,261 50,375 |
Notes to the financial statements are included on page 37 to 80
34
GLG Corp Ltd Consolidated statement of changes in equity
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| Consolidated Balance at 1 July 2017 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Balance at 30 June 2018 Balance at 1 July 2018 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Balance at 30 June 2019 |
Issued Capital Asset Revaluation Reserve Merger Reserve Retained Earnings Total |
|---|---|
| 10,322 3,599 (14,812) 47,985 47,094 - - - 2,395 2,395 - 886 - - 886 |
|
| - 886 - 2,395 3,281 |
|
| 10,322 4,485 (14,812) 50,380 50,375 |
|
| 10,322 4,485 (14,812) 50,380 50,375 - - - 455 455 - 431 - - 431 |
|
| - 431 - 455 886 |
|
| 10,322 4,916 (14,812) 50,835 51,261 |
Notes to the financial statements are included on page 37 to 80
35
GLG Corp Ltd Notes to the financial report
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| Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest income Interest and other costs of finance paid Income tax paid Net cash provided by operating activities Cash flows from investing activities Proceeds from sale of property, plant and equipment Payment for property, plant and equipment Payment for software Net cash used in investing activities Cash flows from financing activities Net (payment)/ proceeds from borrowings Advance from/ (Payment to) Ghim Li Group Advance from director Payment to outsourced manufacturing suppliers Net cash used in financing activities Net (decrease)/ increase in cash and cash equivalents Cash and cash equivalents at the beginning of the financial year Cash and cash equivalents at the end of the financial year |
Note 28(c) 28(d) 28(a) |
Consolidated |
|---|---|---|
| 2019 2018 |
||
| 186,103 175,001 (168,848) (165,662) 7 10 (2,743) (1,711) (1,101) (829) |
||
| 13,418 6,809 |
||
| - 29 (7,880) (4,535) (2,927) (64) |
||
| (10,807) (4,570) |
||
| (9,696) 15,574 7,381 (2,296) 3,658 - (6,833) (14,215) |
||
| (5,490) (937) |
||
| (2,879) 1,302 8,183 6,881 |
||
| 5,304 8,183 |
Notes to the financial statements are included on page 37 to 80
36
GLG Corp Ltd
Notes to the financial report
1. General information
GLG Corp Ltd (the Company) is a public company listed on the Australian Securities Exchange (ASX: GLE), incorporated in Australia and operating in Asia.
GLG Corp registered office and principal place of business are as follows:
Registered office Principal place of business L40 100 Miller St 21 Jalan Mesin, North Sydney NSW 2060 Singapore 368819 Australia
The y of knitwear/apparel and supply chain management operations.
2. Significant accounting policies
Statement of compliance
The financial report is a general purpose financial report which has been prepared in accordance with the Corporations Act 2001, Accounting Standards and Interpretations, and complies with other requirements of the law. The financial report comprises the consolidated financial statements of GLG. For the purposes of preparing the consolidated financial statement, the company is a for-profit entity.
Accounting Standards include Australian Accounting Standards. Compliance with the Australian Accounting Standards ensures that the financial statements and notes of GLG comply with International Financial Reporting
The financial statements were authorised for issue by the Directors on 25[th] September 2019.
Basis of preparation
The consolidated financial statements have been prepared on the basis of historical cost, except for the revaluation of certain non-current assets and financial instruments. Cost is based on the fair values of the consideration given in exchange for assets. All amounts are presented in United States dollars, unless otherwise noted.
The consolidated entity satisfies the requirements of ASIC Corporations (Rounding in Financial/Directors' Reports) Instrument 2016/191 issued by the Australian Securities and Investments Commission in relation to rounding of amounts in the directors' report and the financial statements to the nearest thousand dollars. Amounts have been rounded off in the financial statements in accordance with that Legislative Instrument.
37
GLG Corp Ltd
2.
Fair value measurement
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.
Assets and liabilities measured at fair value are classified, into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement.
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data.
Fair value hierarchy
The following details the consolidated entity's assets and liabilities, measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: Unobservable inputs for the asset or liability
Assets and liabilities measured at fair value include:
Freehold and leasehold land and buildings - Level 3 refer to Note 15 for further details
38
GLG Corp Ltd
2.
Adoption of new and revised Accounting Standards
In the current year, the Company has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board (the AASB) that are relevant to its operations and effective for the current annual reporting period.
Standards and Interpretations adopted
AASB 9 Financial Instruments
The Company has adopted AASB 9: Financial Instruments from 1 July 2018. AASB 9 largely retains the existing requirements of AASB 139 for the classification and measurement of financial liabilities, however it eliminates the previously AASB 139 categories for financial assets held to maturity, receivables and available for sales.
equivalents, trade and other
receivables, other assets, other financial assets, trade and other payables and borrowings.
Cash and cash equivalents, trade and other receivables, other assets and other financial assets previously designated as loans and receivables under AASB 139 are now classified as amortised cost under AASB 9. The trade and other payables and borrowings are designated as other financial liabilities, which are also measured at amortised cost.
In addition, there are new impairment requirements for financial assets held at amortised cost which use an -month ECL method unless the credit risk on a financial asset has increased significantly since recognition in which case the lifetime ECL method is adopted. The Company has adopted a simplified approach for trade receivables with an amount equal to the full expected credit losses to be recognised. The expected loss rates are based on the category to the next to indicate increase in collection time which is an indicator of the probability of default. These loss rates are then applied to the individual aging categories to calculate an expected credit loss.
As the ECL assessment has resulted in an insignificant adjustment on transition, no additional impairment allowance has been recognised by the Group as at 1 July 2018. Refer to Notes 2(d) and (h) for further details.
AASB 15 Revenue from Contracts with customers
The Company has adopted AASB 15 from 1 July 2018 utilising the modified retrospective approach. Under this method, the cumulative effect of initial application is recognised as an adjustment to the opening balance of retained earnings at 1 July 2018 and comparatives are not restated. In accordance with the transition guidance, AASB 15 has only been applied to contracts which are not complete as at 1 July 2018. There has not been a material impact on the adoption of this standard.
The core principle of the standard is that an entity shall recognise revenue to depict the transfer of promised goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard introduced a new contract-based revenue recognition model with a measurement approach that is based on an allocation of the transaction price.
The Company recognises revenue when it transfers control over a good or service to a customer which is at a point in time.
The Company recognises contract liabilities for consideration received in respect of unsatisfied performance obligations and reports these amounts as other liabilities in the statement of financial position. Similarly, if the Company satisfies a performance obligation before it receives the consideration, the Company recognises either a contract asset or a receivable in its statement of financial position, depending on whether an objective measure other than the passage of time is required before the consideration is due.
unting. Refer to Note 5 for further details.
39
GLG Corp Ltd
2.
Standards and Interpretations issued not yet effective
AASB 16 Leases
This standard is applicable to annual reporting periods beginning on or after 1 January 2019. When effective, this Standard will replace the current accounting requirements applicable to leases in AASB 117: Leases and related Interpretations. AASB 16 introduces a single lessee accounting model that eliminates the requirement for leases to be classified as operating or finance leases typically. Subject to exceptions, a 'right-of-use' asset will be capitalised in the statement of financial position, measured at the present value of the unavoidable future lease payments to be made over the lease term. The exceptions relate to short-term leases of 12 months or less and leases of low-value assets (such as personal computers and small office furniture) where an accounting policy choice exists whereby either a 'right-of-use' asset is recognised or lease payments are expensed to profit or loss as incurred. A liability corresponding to the capitalised lease will also be recognised, adjusted for lease prepayments, lease incentives received, initial direct costs incurred and an estimate of any future restoration, removal or dismantling costs. Straight-line operating lease expense recognition will be replaced with a depreciation charge for the leased asset (included in operating costs) and an interest expense on the recognised lease liability (included in finance costs). In the earlier periods of the lease, the expenses associated with the lease under AASB 16 will be higher when compared to lease expenses under AASB 117. However EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) results will be improved as the operating expense is replaced by interest expense and depreciation in profit or loss under AASB 16.
The Company has chosen not to early-adopt AASB 16. However, the Company has conducted an assessment of the impact of this new Standard, as follows.
-cancellable operating lease commitments amount to $9.4M as at the reporting date, see note 24 (b). The Company has performed an assessment and has estimated that on 1 July 2019, that the Company expects to recognise the right-of-use assets of approximately $12M and lease liabilities of approximately $12M. Following the adoption of this new Standard, the s EBITDA is expected to increase by approximately $2.1M in FY2020.
For classification within the statement of cash flows, the lease payments shall be separated into both a principal (financing activities) and interest (either operating or financing activities) component. The Company will include the repayment of the principal portion of the lease liabilities in the cash flows from financing activities, thus increasing operating cash flows and decreasing financing cash flows by approximately $1.8M.
AASB 16 will be applied by the Company from its mandatory adoption date of 1 July 2019. The modified s chosen approach, and thus the comparative amounts for the year prior to first adoption will not be restated. The right-of-use assets will be measured at the amount of the lease liability on adoption.
(a) Basis of consolidation
The consolidated financial statements include the information and results of each subsidiary from the date on which the Company obtains control and until such time as the Company ceases to control such entity. Control is achieved when the company:
-
has power over the investee;
-
is exposed, or has the rights, to variable returns from its involvement with the investee; and has the ability to use its power to affect its returns.
Total comprehensive income of subsidiaries is attributed to the owners of the Company.
In preparing the consolidated financial statements, all intercompany balances and transactions, and unrealised profits arising within the consolidated entity are eliminated in full.
40
GLG Corp Ltd
2. Significant
A list of subsidiaries appears in note 27 to the financial statements. Consistent accounting policies are employed in the preparation and presentation of the consolidated financial statements.
(b) Foreign currency
The individual financial statements of each GLG entity are presented in its functional currency being the currency of the primary economic environment in which the entity operates. For the purpose of the consolidated financial statements, the results and financial position of each entity are expressed in United States dollars, which is the functional currency of GLG Corp Ltd and the presentation currency for the consolidated financial statements. All subsidiaries of GLG Corp Ltd have functional currency of United States dollars.
functional currency are recorded at the rates of exchange prevailing on the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the end of each reporting period.
Exchange differences are recognised in profit or loss in the period in which they arise except that:
-
(i) exchange differences which relate to assets under construction for future productive use, which are included in the cost of those assets where they are regarded as an adjustment to interest costs on foreign currency borrowings;
-
(ii) exchange differences on transactions entered into in order to hedge certain foreign currency risks, there are no hedging activities undertaken in the current year; and
-
(iii) exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned or likely to occur, which form part of the net investment in a foreign operation, and which are recognised in the foreign currency translation reserve and recognised in profit or loss on disposal of the net investment.
(c) Goods and services tax
Revenues, expenses and assets are recognised net of the amount of goods and services tax (GST), except:
(i) where the amount of GST incurred is not recoverable from the taxation authority, it is recognised as part of the cost of acquisition of an asset or as part of an item of expense; or
- (ii) for receivables and payables which are recognised inclusive of GST.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables.
Cash flows are included in the cash flow statement on a gross basis. The GST component of cash flows arising from investing and financing activities which is recoverable from, or payable to, the taxation authority is classified within operating cash flows.
- (d) Financial assets
Financial assets are classified into the following specified categories: gh profit or loss nds on the nature and purpose of the financial assets and is determined at the time of initial recognition.
Cash and cash equivalents, trade receivables, other assets and other financial assets are measured at amortised cost using the effective interest method less impairment.
The effective interest method is a method of calculating the amortised cost of a financial asset and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees on points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial asset, or, where appropriate, a shorter period.
Interest income is recognised on an effective interest rate basis for debt instruments other than those financial
41
GLG Corp Ltd Notes to the financial report
2.
(d) Financial assets
The Company recognises an impairment gain or loss in profit or loss for the amount that the expected credit loss is updated to reflect these changes in credit risk. The carrying amount of financial assets including uncollectible trade receivables is reduced by the impairment loss through the use of an allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account.
The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If GLG neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, GLG recognises its retained interest in the asset and an associated liability for amounts it may have to pay. If GLG retains substantially all the risks and rewards of ownership of a transferred financial asset, GLG continues to recognise the financial assets and also recognises collateralised borrowings for the proceeds received.
(e) Impairment of tangible and intangible assets
At the end of each reporting period, GLG reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset, GLG estimates the recoverable amount of the cash-generating unit to which the asset belongs. When a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise they are allocated to the smallest GLG of cash-generating units for which a reasonable and consistent allocation basis can be identified.
Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.
Recoverable amount is the higher of fair value less costs to sell and value in use. 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 for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.
(f) Employee benefits
Provision is made for benefits accruing to employees in respect of wages and salaries, annual leave, long service leave, and sick leave when it is probable that settlement will be required and they are capable of being measured reliably.
Provisions made in respect of short term employee benefits are measured at their nominal values using the remuneration rate expected to apply at the time of settlement.
Provisions made in respect of long term employee benefits are measured as the present value of the estimated future cash outflows to be made by the consolidated entity in respect of services provided by employees up to reporting date.
Defined contribution plans
Contributions to defined contribution superannuation plans are expensed when employees have rendered service entitling them to the contributions.
42
GLG Corp Ltd Notes to the financial report
2.
(g) Provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, and it is probable that the Company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
(h) Financial instruments issued by the Company
Trade and other payables and borrowings are initially measured at fair value, net of transaction costs. Trade and other payables and borrowings are subsequently measured at amortised cost using the effective interest method.
- (i) Non-current assets or disposal groups classified as held for sale
Non-current assets and assets of disposal groups are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continued use. They are measured at the lower of their carrying amount and fair value less costs of disposal. For non-current assets or assets of disposal groups to be classified as held for sale, they must be available for immediate sale in their present condition and their sale must be highly probable.
An impairment loss is recognised for any initial or subsequent write down of the non-current assets and assets of disposal groups to fair value less costs of disposal. A gain is recognised for any subsequent increases in fair value less costs of disposal of a non-current assets and assets of disposal groups, but not in excess of any cumulative impairment loss previously recognised.
Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of assets held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of disposal groups classified as held for sale are presented separately on the face of the statement of financial position, in current assets. The liabilities of disposal groups classified as held for sale are presented separately on the face of the statement of financial position, in current liabilities.
43
GLG Corp Ltd Notes to the financial report
3. Critical accounting judgements and key sources of estimation uncertainty
In the application of GLG ccounting policies, which are described in note 2, management is required to make judgments, estimates and assumptions about carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstance, the results of which form the basis of making the judgments. Actual results may differ from these estimates. Impairment of receivables and impairment of goodwill are two key areas of estimates and judgements. Refer to Notes 11 and 18 for further details. Additionally, the estimates related to the revaluation of property plant and equipment are also key areas of estimates and judgements. Refer to Notes 15 for further details.
4. Segment information
Identification of reportable operating segments
The consolidated entity is organised into two operating segments: fabric and garments. These operating segments are based on the internal reports that are reviewed and used by the Board of Directors in assessing performance and in determining the allocation of resources. There is no aggregation of operating segments and management do not review information by geographic segment nor do they review segment assets or liabilities
Revenues of US$48,072 thousand (2018: US$57,375 thousand), US$50,230 thousand (2018: US$49,513 thousand) and US$32,993 thousand (2018: US$34,151 thousand) are derived from three single customers of the Company. Each of the external customers.
Th review EBIT (earnings before interest and tax). The accounting policies adopted for internal reporting to the directors are consistent with those adopted in the financial statements.
The information reported to the directors is on at least a monthly basis.
Types of products and services
The principal products and services of each of these operating segments are as follows: Fabric the manufacture and wholesaling of fabric Garments the manufacturing and wholesaling of garments
Intersegment transactions
Intersegment transactions were made at market rates. The garment retailing operating segment purchases fabric from the fabric manufacturing operating segment. Intersegment transactions are eliminated on consolidation.
44
GLG Corp Ltd Notes to the financial report
4. Segment information (cont'd)
Operating segment information
| Consolidated 30 June 2019 Revenue Sales to external customers Intersegment sales Total revenue Interest received Depreciation EBIT Finance costs Profit before income tax expense Income tax expense Profit after income tax expense Consolidated 30 June 2018 Revenue Sales to external customers Intersegment sales Total revenue Interest revenue Depreciation EBIT Finance costs Profit before income tax expense Income tax expense Profit after income tax expense |
Fabric US$'000 727 62,553 |
Garments US$'000 174,982 - 174,982 292 1,192 668 Garments US$'000 179,739 - 179,739 299 850 1,357 |
Intersegment eliminations US$'000 - (62,553) |
Total US$'000 175,709 - |
|---|---|---|---|---|
| 63,280 | (62,553) | 175,709 | ||
| 6 | (291) | 7 | ||
| 2,116 | - | 3,308 | ||
| 3,948 | - | 4,616 (3,178) |
||
| Fabric US$'000 867 51,400 52,267 9 2,148 4,526 |
Intersegment eliminations US$'000 - (51,400) |
|||
| 1,438 (983) 455 Total US$'000 180,606 - |
||||
| (51,400) | 180,606 | |||
| (298) | 10 | |||
| - | 2,998 | |||
| - | 5,883 (2,077) |
|||
| 3,806 (1,411) 2,395 |
45
GLG Corp Ltd Notes to the financial report
4. Segment information (cont'd)
Revenue attributable to external customers is disclosed below, based on the location of the external customer:
| Cambodia India Madagascar Malaysia Myanmar |
Fabric |
|---|---|
| 2019 2018 |
|
| 336 447 216 89 - 25 175 241 - 65 |
|
| 727 867 |
| Canada China Europe Japan Singapore USA Cambodia Vietnam Others |
Garments |
|---|---|
| 2019 2018 |
|
| 32,993 34,151 77 179 824 11,837 333 134 177 1 140,239 133,395 195 - 39 42 105 - |
|
| 174,982 179,739 |
46
GLG Corp Ltd Notes to the financial report
5. Revenue
Revenue recognition
Revenue is measured at the value of the consideration received or receivable. Revenue is reduced for estimated customer returns, stock rotation, price protection, rebates and other similar allowances.
Sale of goods
Revenue fro
to be the point in time when the buyers have control of the goods and the cessation of all involvement in those goods.
Interest income
Interest income is recognised on a time proportionate basis that takes into account by applying the effective interest rate.
| Revenue from the sale of goods Other income Sample income Profit on sale of assets Interest income Insurance compensation Payable written back Fair value adjustment on investment property Other Total other income |
Consolidated |
|---|---|
| 2019 2018 |
|
| 175,709 180,606 |
|
| 68 46 - 32 7 10 500 - 334 289 - 378 122 363 |
|
| 1,031 1,118 |
|
| 176,740 181,724 |
Disaggregation of revenue
Revenue is disaggregated by the country in which the customer is located as this depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. See further detail on revenue by location of external customer within Note 4.
6. Administrative expenses
| Employee compensation Rental and equipment expenses on operating leases Management fees Insurance Courier Others |
Consolidated |
|---|---|
| 2019 2018 |
|
| 9,618 8,281 1,289 1,349 530 127 208 198 499 429 1,723 1,252 |
|
| 13,867 11,614 |
47
GLG Corp Ltd Notes to the financial report
7. Finance costs
| Finance costs | |
|---|---|
| Interest on loans Interest on obligations under finance leases Bank charges Total interest and bank charges Line of credit charges |
Consolidated |
| 2019 2018 |
|
| 765 587 10 7 279 263 |
|
| 1,054 857 2,124 1,220 |
|
| 3,178 2,077 |
8. Other expenses
| Commitment fee Legal fee Fire losses Others |
Consolidated |
|---|---|
| 2019 2018 000 |
|
| - 868 48 291 813 - 814 1,490 |
|
| 1,675 2,649 |
9. Profit For The Year Before Income Tax Expense
Profit for the year has been arrived at after (crediting)/charging the following gains and losses:
| Loss on written off property, plant and equipment Loss on written off inventory Gain on sales of property, plant and equipment Net foreign exchange loss Fair value adjustment on investment properties Depreciation of non-current assets Amortisation of non-current assets Operating lease rental expenses: Minimum lease payments Employee benefit expense: Salaries, wages, and bonuses Post-employment benefits: Defined contribution plans Total employee benefit expenses |
Consolidated |
|---|---|
| 2019 2018 |
|
| 80 73 751 - - (33) 121 730 - (378) 3,282 2,998 26 20 2,288 1,626 |
|
| 30,400 18,430 1,405 1,041 |
|
| 31,805 19,471 |
48
GLG Corp Ltd Notes to the financial report
10. Income Taxes
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent that it is unpaid (or refundable).
Deferred tax is recognised on temporary differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base of those items. In principle, deferred tax liabilities are recognised for all taxable temporary differences. However, deferred tax liabilities are not recognised if the temporary differences giving rise to them arise from the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither taxable income nor accounting profit. Furthermore, a deferred tax liability is not recognised in relation to taxable temporary differences arising from goodwill.
Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, branches and interest in joint ventures except where the consolidated entity is able to control the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax liabilities are measured at the tax rates that are expected to apply to the period(s) when the asset and liability giving rise to them are realised or settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by reporting date. The measurement of deferred tax liabilities reflects the tax consequences that would follow from the manner in which the consolidated entity expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company/consolidated entity intends to settle its current tax assets and liabilities on a net basis.
There were no franking credits for 2018 nor 2019.
Current and deferred tax for the period
Current and deferred tax is recognised as an expense or income in the Consolidated Statement of profit or loss and other comprehensive income, except when it relates to items credited or debited directly to equity, in which case the deferred tax is also recognised directly in equity, in which case the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively. Where the current or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.
49
GLG Corp Ltd Notes to the financial report
10. Income taxes (cont'd)
(a) Income tax recognised in profit or loss
| Tax expense comprises: Current tax expense in respect of the current year Deferred tax expense in respect of the current year (Under)/ over provision of deferred tax in prior financial year Adjustments recognized in the current year in relation to prior years Total tax expense The prima facie income tax expense on pre-tax accounting profit from operations reconciles to the income tax expense in the financial statements as follows: Profit from operations Income tax expense calculated at 30% Effect of expenses that are not deductible in determining taxable profit Effect of income not assessble for tax purposes Effect of tax allowance Effect of tax losses not recognised Effects of different tax rates of subsidiaries operating in other jurisdictions_(a)_ Utilisation of deferred tax assets not recognised previously Under/ (over) provision of deferred tax in prior financial year Other Adjustments recognised in the current year in relation to the current tax of prior years Income tax expense recognised in profit |
Consolidated |
|---|---|
| 2019 2018 |
|
| 617 868 260 458 (15) 27 121 58 |
|
| 983 1,411 |
|
| 1,438 3,806 431 1,142 311 551 - - (633) (545) 856 613 (32) (305) (60) (139) (15) 27 |
|
| 858 1,344 4 9 |
|
| 862 1,353 121 58 |
|
| 983 1,411 |
- (a) The tax rate used in the above reconciliation is the corporate tax rate of 30% payable by Australian corporate entities on taxable profits under Australian tax law. There has been no change in the corporate tax rate when compared with the previous reporting period. However, for the purposes of tax reconciliation, certain subsidiaries were operating in Singapore, Malaysia and Hong Kong, in which these entities are taxed at the respective local tax rates.
Unrecognised deferred tax assets in relation to tax losses at year end amounted to approximately $1,788,000.
50
GLG Corp Ltd Notes to the financial report
10. Income taxes
(b) Current tax liabilities
| (b) Current tax liabilities Current tax liabilities Income tax payable attributable to entities in the consolidated GLG |
Consolidated 2019 2018 427 791 427 791 |
|---|---|
(c) Deferred tax balances
Deferred tax liabilities arise from the following:
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----- Start of picture text -----
Consolidated
Charged
Opening Charged to to Acquisitions/ Exchange Changes in Closing
balance income Equity disposals differences tax rate balance
2019
----- End of picture text -----
| 2019 | Consolidated Opening balance Charged to income Charged to Equity Acquisitions/ disposals Exchange differences Changes in tax rate Closing balance |
|---|---|
| Temporary differences Property, plant and equipment Unused tax loses and other credits: Nil |
1,562 245 - - - - 1,807 |
| 1,562 245 - - - - 1,807 |
|
| - - - - - - - |
|
| - - - - - - - |
|
| 1,562 245 - - - - 1,807 |
Presented in the statement of financial position as follows: Deferred tax liability
1,807
| 2018 | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated |
|---|---|---|---|---|---|---|---|---|
| Opening balance Charged to income Charged to Equity Acquisitions/ disposals Exchange differences Changes in tax rate Closing balance |
||||||||
| Temporary differences Property, plant and equipment Unused tax loses and other credits: Nil |
1,077 485 - - - - 1,562 |
|||||||
| 1,077 485 - - - - 1,562 |
||||||||
| - - - - - - - |
||||||||
| - - - - - - - |
||||||||
| 1,077 485 - - - - 1,562 |
Presented in the statement of financial position as follows:
Deferred tax liability
1,562
51
GLG Corp Ltd Notes to the financial report
11. Trade and other receivables
| Trade receivables Trade customers GLIT Holdings Outsourced manufacturing suppliers Joint-venture entity Provision for Doubtful Debts Trade receivables Other receivables Other receivables Provision for Doubtful Debts Other receivables Less: Payable to outsourced manufacturing suppliers Payable to GLIT Holdings Goods and services tax recoverable |
2019 2018 |
|---|---|
| 19,457 29,059 25,949 25,858 36,926 30,102 1,325 1,325 - - |
|
| 83,657 86,344 1,941 2,081 - (480) |
|
| 1,941 1,601 (121) (39) - - |
|
| 85,477 87,906 |
|
| 1,440 1,549 |
|
| 86,917 89,455 |
The average credit period on sales of goods and rendering of services is 75 days. No interest is charged on the trade receivables outstanding balance.
Before accepting any new customers, GLG uses an external scoring system to assess the potential ed to customers are reviewed twice a year. 94% of the trade receivables that are neither past due nor impaired have the best credit scoring attributable under the external credit scoring system used by GLG.
Included in GLG US$1,101 thousand (2018: US$1,235 thousand) which are past due at the reporting date. There has been no significant change in credit quality and all amounts are considered recoverable. GLG does not hold any collateral over these balances.
| Age of receivables past due, but not impaired 30 60 days 60 90 days 90 120 days More than 120 days Total Movement in the allowance for trade doubtful debts Balance at the beginning of the year Charge to profit or loss Allowance written off during the year Balance at the end of the year |
Consolidated |
|---|---|
| 2019 2018 |
|
| 930 515 143 552 22 1 6 167 |
|
| 1,101 1,235 |
|
| - 613 - - - (613) |
|
| - - |
52
GLG Corp Ltd Notes to the financial report
11. Trade and other receivables
| Movement in the allowance for non-trade doubtful debts Balance at the beginning of the year Allowance written off during the year Balance at the end of the year |
Consolidated |
|---|---|
| 2019 2018 |
|
| 480 480 (480) - |
|
| - 480 |
In determining the recoverability of trade receivables, GLG considers any change in the credit quality of the trade receivable from the date credit was initially granted up to the reporting date. Credit risk is concentrated with a few significant counterparties.
Provision for impairment of receivables estimates and judgements
GLG assesses impairment at the end of each reporting period by evaluating the conditions and events specific to GLG that may be indicative of impairment triggers.
GLIT Holdings Pte Ltd (GLIT) and its operating subsidiaries provide outsourced manufacturing services to GLG Corp. GLG Corp provides working capital and fabric to GLIT as part of the arrangement. When fabric is acquired by GLIT, GLG Corp issues a letter of credit on their behalf. In order to maximize the discounts available, GLG Corp converts for GLIT the letter of credit it has issued into a Trust Receipt. The Bank will immediately pay the fabric supplier. Once GLIT invoices GLG Corp, a trade payable is recorded. GLG Corp has a legally enforceable right to offset the amount owed by GLIT and settle the balance, if any, with GLIT on a net basis. The offset takes place between 90 days to 120 days depending on the date of maturity of the Trust Receipt.
GLIT Holdings Pte Ltd and its subsidiaries that provide subcontracted manufacturing operations were disposed of by the Ghim Li Group in 2005 as part of a management buy out. GLIT continue to operate as
The GLIT Receivables (collectively the receivables from GLIT Holdings and receivables from outsourced manufacturing suppliers) carrying value is estimated to be recoverable on the basis that GLIT continues to operate as our outsourced manufacturing partner dedicated to serve the day-to-day needs of GLG Corp. It is assumed that GLIT has sufficient resources, financial and otherwise to support the order fulfilment processes in the factories, with guidance and loadings from GLG Corp. The valuation of GLIT receivable is evaluated to be recoverable based on the assumption specifically on the accessibility of trust receipts available for offset and the amount of available collateral in place.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
53
GLG Corp Ltd Notes to the financial report
12. Other financial assets
| Current Other receivables External party (i) Allowance for ECL Total Current other financial assets Non-current Security deposit Office rental deposit (ii) Disclosed in the financial statements as: Total Non-current other financial assets |
Consolidated 2019 US$ 2018 368 368 (24) (24) 344 344 5,000 5,000 1,871 1,871 6,871 6,871 6,871 6,871 |
|---|---|
(i) The current trade receivable owed by third party has a provision for non-recovery in FY2019 of US$24 thousand (FY2018: US$24 thousand).
(ii)US$1,871 thousand of rental deposit paid for the 10 years lease rental from Ghim Li Group Pte Ltd (FY2018: US$1,871 thousand).
13. Inventory
Inventories are valued at the lower of cost and net realisable value. Costs, including an appropriate portion of fixed and variable overhead expenses, are assigned to inventory on hand by the method most appropriate to each particular class of inventory, valued on a first in first out basis. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.
| Raw materials Work in progress Goods in transit Consumables Stock lot Finished goods Total |
Consolidated |
|---|---|
| 2019 2018 |
|
| 9,516 5,801 5,463 7,743 1,450 1,743 10 5 1,218 667 3,098 3,521 |
|
| 20,755 19,480 |
During the financial year, inventory written off amounted to US$751 thousand.
54
GLG Corp Ltd Notes to the financial report
14. Investments accounted for using the equity method
| Name of entity Country of incorporation Principal activity |
Ownership interest |
|---|---|
| 2019 % 2018 % |
|
| Jointly controlled entities JES Apparel LLC USA Importer of knitwear products |
51 51 |
Summarised financial information in respect of GLG
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Consolidated
2019 2018
Financial position:
Current assets 393 393
Current liabilities (1,879) (1,879)
Net assets (1,486) (1,486)
GLG net assets (757) (757)
Financial performance:
Income - -
Expenses - -
Total loss for investment in joint venture - -
GLG losses - -
----- End of picture text -----
The entity ceased business since 2012 es for 2019 and 2018 was retained losses is US$757 thousand (2018: US$757 thousand).
55
GLG Corp Ltd Notes to the financial report
15. Property, plant and equipment
Property, plant and equipment held for use in the production or supply of goods or services, or for administrative purposes, are carried in the Statement of financial position at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses. Assets are pledged as security refer further to Note 20.
Land and buildings are initially recognized at cost. Freehold land is subsequently carried at the revalued amount less accumulated impairment losses. Buildings and leasehold land are subsequently carried at the revalued amounts less accumulated depreciation and accumulated impairment losses.
Depreciation is provided on property, plant and equipment, including freehold buildings. Depreciation is calculated on a straight line basis so as to write off the net cost or other revalued amount of each asset over its expected useful life to its estimated residual value. Leasehold improvements are depreciated over the period of the lease or estimated useful life, whichever is the shorter, using the straight line method. The lease period is for 60years, ending 2050. The estimated useful lives, residual values and depreciation method are reviewed at the end of each annual reporting period. The following estimated useful lives are used in the calculation of depreciation
| Building on freehold land | 50 years |
|---|---|
| Leasehold properties | Over term of lease |
| Plant and machinery | 10 years |
| Furniture, fittings and office equipment | 3-10 years |
| Motor vehicles | 5-10 years |
Assets and liabilities measured at fair value include:
-
Freehold and leasehold land and buildings - Level 3
-
Freehold and leasehold land and buildings of the Company were revalued on 30 June 2019 by One Asia Property Consultants (KL) Sdn. Bhd, an external, independent and registered valuer. The comparison method was adopted in arriving at the market value of the freehold and leasehold land and buildings. In estimating the fair value of the properties, the highest and best use of the properties is their current use. There has been no change to the valuation technique as compared with previous financial year and revaluations are done on an annual basis.
Freehold and leasehold land and buildings at valuation are categorised as Level 3 fair value, which has been generally derived using the sales comparison approach. Sales price of comparable properties in close proximity are adjusted for differences in key attributes such as property size. The most significant input to this valuation approach is price per square foot of comparable properties.
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----- Start of picture text -----
Description Valuation Unobservable Range of inputs Weighted Relationship of
Approach inputs average unobservable
inputs to fair
value
Leasehold Sales Price per square RM27-56 per RM28 per The higher the
----- End of picture text -----
| Description Valuation Approach Unobservable inputs Range of inputs Weighted average Relationship of unobservable inputs to fair value |
Description Valuation Approach Unobservable inputs Range of inputs Weighted average Relationship of unobservable inputs to fair value |
Description Valuation Approach Unobservable inputs Range of inputs Weighted average Relationship of unobservable inputs to fair value |
Description Valuation Approach Unobservable inputs Range of inputs Weighted average Relationship of unobservable inputs to fair value |
Description Valuation Approach Unobservable inputs Range of inputs Weighted average Relationship of unobservable inputs to fair value |
Description Valuation Approach Unobservable inputs Range of inputs Weighted average Relationship of unobservable inputs to fair value |
|---|---|---|---|---|---|
| Leasehold | Sales | Price per square | RM27-56 per |
RM28 per |
The higher the |
| Property | comparison | foot | square foot for land RM30-100 per square foot for building RM = Malaysian Ringgit currency |
square foot for land RM75 per square foot for building |
price per square foot the higher the fair value |
56
GLG Corp Ltd Notes to the financial report
Freehold and leasehold land and buildings - Level 3
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----- Start of picture text -----
Description Valuation Unobservable Range of inputs Weighted Relationship of
Approach inputs average unobservable
inputs to fair
value
----- End of picture text -----
| Description | Valuation Approach |
Unobservable inputs |
Range of inputs | Weighted average |
Relationship of unobservable inputs to fair value |
|---|---|---|---|---|---|
| Freehold property |
Sales comparison |
Price per square foot |
RM37 to 51 per square foot for land RM40 to 100 per square foot for building RM = Malaysian Ringgit currency |
RM50 per square foot for land RM73 per square foot for building |
The higher the price per square foot, the higher the fair value |
57
GLG Corp Ltd Notes to the financial report
Valuation of land and buildings estimates and judgements
GLG has determined that the revaluation model is more appropriate for reflecting the value of their land and buildings.
| Land and Buildings Freehold Land at independent valuation Building at independent valuation Total land and building Carrying amount of all freehold land had it been carried under the cost model Leasehold Leasehold improvement At cost Accumulated depreciation Land at independent valuation Building at independent valuation Reclassification from investment properties Total land and building Carrying amount of all leasehold had it been carried under the cost model Plant and Equipment Plant and equipment: At cost Accumulated depreciation Plant and equipment with net carrying amount were acquired under finance leases: At cost Accumulated depreciation Plant and equipment with net carrying amount were acquired under bank borrowings At cost Accumulated depreciation Total plant and equipment Total property, plant and equipment |
Consolidated GLG 2019 2018 US$'000 US$'000 2,849 789 2,477 342 |
|---|---|
| 5,326 1,131 |
|
| 4,353 757 |
|
| - 378 - (216) |
|
| - 162 |
|
| 3,823 1,911 5,862 7,498 - 4,192 |
|
| 9,685 13,763 |
|
| 4,916 10,038 |
|
| 31,358 19,977 (12,741) (8,636) |
|
| 18,617 11,341 |
|
| 322 371 (106) (81) |
|
| 216 290 |
|
| 4,029 16,426 (977) (2,813) |
|
| 3,052 13,613 |
|
| 21,885 25,244 36,896 40,138 |
58
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----- Start of picture text -----
43,151 5,170 4,192 (1,329) - 700 51,884 7,886 - (153) - (9,029) 132 50,720
Total
415 243 - - - - 658 14 - - - - - 672
Motor vehicles
4,840 745 - (22) - - 5,563 466 (128) (26) - (136) - 5,739
Other assets
9,518 417 - - 41 - 9,976 652 128 (89) - (6,592) - 4,075
At Cost Renovation
- 795 - 232 (38) 130 -
Consolidated 16,578 3,680 (672) 20,381 6,754 (2,235) 25,224
Plant and machinery
1,626 41 - (635) (836) - 196 - - - (130) (66) - -
Construction in Progress
Sub-total 10,174 44 4,192 - - 700 15,110 - (232) - - - 132 15,010
9,043 44 4,192 - - 700 13,979 - (4,424) - - - 129 9,684
Leasehold land and buildings
At Valuation
1,131 - - - - - 1,131 - 4,192 - - - 3 5,326
Freehold land and buildings
Cost Balance as at 1 July 2017 Additions Reclassification Disposals Transfer Revaluation surplus Balance as at 30 June 2018 Additions Reclassification Disposals Transfer Classified as held for sale Revaluation surplus Balance as at 30 June 2019
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----- Start of picture text -----
9,104 2,998 (222) (134) 11,746 3,282 (73) (833) - (298) 13,824 40,138 36,896
Total
324 42 - - 366 74 - - - - 440 292 232
Motor vehicles
Other assets 2,218 297 (14) - 2,501 307 (26) (66) - - 2,716 3,062 3,023
2,247 500 - - 2,747 562 (30) (369) - - 2,910 7,229 1,165
At Cost Renovation
4,267 1,857 (208) - 5,916 2,187 (17) (398) 70 - 7,758 14,465 17,466
Plant and machinery
- - - - - - - - - - - 196 -
Construction in Progress
48 302 - (134) 216 152 - - (70) (298) - 14,894 15,010
Sub-total
s 48 302 - 216 152 - - (70) -
g (134) (298) 13,763 9,684
At Valuation Leasehold land and buildin
Freehold land and buildings - - - - - - - - - - - 1,131 5,326
on on
reciation
p
Cost Accumulated de Balance as at 1 July 2017 Depreciation expense Depreciation disposals Revaluation deficit Balance as at 30 June 2018 Depreciation expense Depreciation disposals Classified as held for sale Reclassification Revaluation surplus Balance as at 30 June 2019 Net book value As at 30 June 2018 As at 30 June 2019
Other assets comprise of computers, furniture and fittings, hostel and office equipment.
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GLG Corp Ltd Notes to the financial report
16. Other assets
| Current Prepayments Non-current Prepayments |
Consolidated |
|---|---|
| 2019 2018 |
|
| 843 1,330 |
|
| - 2,555 |
17. Assets and liabilities classified as held for sale
In July 2019, Singapore subsidiary, Ghim Li Global Pte Ltd will sell its Vietnam subsidiary, G&G Fashion (Vietnam) will acquire all outstanding shares of Vietnam, excluding certain specified assets and liabilities of the entity, using a combination of US$1.32 million in cash and loan facilities, of short and long-term nature, to settle liabilities of Vietnam.
After the completion of the sale, Vietnam will remain as a supplier to the Group under an outsourcing agreement. There are planned customer orders for Vietnam up until October 2019. Despite this change in ownership, the management and factory operations team will remain the same and the Group will continue to partner with the Buyer and Vietnam through outsourcing agreement as part of our global network of factories.
The assets and liabilities related to Vietnam, were classified as a disposal group held for sale on the consolidated statement of financial position.
Assets and liabilities held for sale
The following major classes of assets and liabilities relating to these operations have been classified as held for sale in the consolidated statement of financial position on 30 June 2019:
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----- Start of picture text -----
G&G
Fashion
(Vietnam)
2019
Plant & Equipment 8,191
Intangible assets 22
Other assets 2,491
Assets held for sale 10,704
Term loan 998
Liabilities held for sale 998
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61
GLG Corp Ltd Notes to the financial report
18. Intangible assets
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----- Start of picture text -----
Consolidated
Cost Software Goodwill Trademark Others Total
& customers
network
Balance as at 1 July
2017 13 1,841 - - 1,854
Additions 64 - - - 64
Balance as at 30
June 2018 77 1,841 - - 1,918
Additions 2 - 2,518 407 2,927
Classified as held
for sale (61) - - - (61)
Balance as at 30
June 2019 18 1,841 2,518 407 4,784
Accumulated
Depreciation
Balance as at 1 July
2017 1 - - - 1
Additions 20 - - - 20
Balance as at 30
June 2018 21 - - - 21
Additions 26 - - - 26
Classified as held
for sale (39) - - - (39)
Balance as at 30
June 2019 8 - - - 8
Net book value
As at 30 June 2018 56 1,841 - - 1,897
As at 30 June 2019 10 1,841 2,518 407 4,776
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Software
Computer software is stated as intangible assets in the statement of financial position and amortised on the straight line method over 3 years.
Goodwill recognition and measurement
All business combinations are accounted for by applying the acquisition method. Goodwill represent the difference between the cost of the acquisition and the fair value of the net identifiable assets acquired and has an indefinite useful life. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is assessed as part of the Ghim Li Fashion (M) Sdn Bhd CGU. Goodwill is not amortised but is subject to impairment testing on an annual basis or whenever there is an indication of impairment.
Trademark and customers network
Trademark and customers network are stated as intangible assets in the statement of financial position and amortised on the straight-line method over 10 years.
62
GLG Corp Ltd Notes to the financial report
18. Intangible assets
Goodwill estimates and judgements
GLG assesses impairment at the end of each reporting period by evaluating the conditions and events specific to GLG that may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed using value-in-use calculations which incorporate various key assumptions within the CGU. The value in use is based on the cash flow projections for a period of three years. The cash flow projections are based on the FY2020 budget that has been approved by the board with estimated deduction rates of 2% for FY2020, growth rate of 5% for FY2021 and FY2022 with a terminal growth rate of 2%. As part of the annual impairment test for goodwill, management assesses the reasonableness of growth rate assumptions by reviewing historical cash flow projections and future growth objectives.
The pre-tax discount rate applied to these cash flow projections is 8.5%. The discount rate has been determined using the weighted average cost of capital which incorporates both the cost of debt and the cost of capital. The tax rate applied in the valuation model is based on the corporate tax rate in Malaysia of 24%.
There has been no impairment loss recognised in relation to goodwill.
Management believes that no reasonably possible change in any of the above key assumptions would cause the carrying value of the cash generating unit to materially exceed its recoverable amount.
19. Trade and other payables
| 19. Trade and other payables |
|
|---|---|
| Trade payables (i) Other payables Ghim Li Group (ii) Due to director (iii) Accruals employee remuneration Accruals deferred rent Accruals audit fee Accruals TR interest Accruals others |
Consolidated |
| 2019 2018 US$,000 |
|
| 15,570 16,028 5,494 4,215 20,843 13,462 3,658 - 2,024 1,649 417 536 117 105 257 216 955 1,038 |
|
| 49,335 37,249 |
(i) The average credit period on purchases of certain goods is 4 months. No interest is charged on the outstanding balance of trade payables. GLG has financial risk management policies in place to ensure that all payables are paid within the credit time frame.
(ii) This payable due to Ghim Li Group (majority shareholder of GLG) is the outstanding amount of US$13,843 thousand owed by GLG for the purchase consideration payable for the acquisition of Maxim entities in December 2016 and additional loan from Ghim Li Group to GLG of US$7,000 thousand as at 30 June 2019. Refer to Note 32 for further details of this loan.
(iii) Refer to Note 32 for further details of this loan
63
GLG Corp Ltd Notes to the financial report
20. Borrowings
| . Borrowings |
|
|---|---|
| Secured at amortised cost Current Trust receipts (Gross) (i) Bills payable (Gross) Finance lease liabilities Bank loan Term loan Total Non-current Finance lease liabilities Term loan Disclosed in the financial statements as: Current borrowings Non-current borrowings |
Consolidated |
| 2019 2018 |
|
| 49,652 50,802 6,575 38 15,369 39 4,100 1,100 3,607 4,412 |
|
| 63,972 71,722 117 151 6,491 8,403 |
|
| 6,608 **8,554 ** |
|
| 63,972 71,722 6,608 8,554 |
|
| 70,580 80,276 |
Summary of borrowing arrangements:
(i) Secured by corporate guarantee from Ghim Li Group Pte Ltd and negative pledge over all assets of Ghim Li Global Pte Ltd.
Banking relationship: GLG uses bank facilities to support the working capital requirement of its operations. Presently, the bank facilities provided to GLG are uncommitted short term trade financing facilities which are renewable annually by the banks and long term financing facilities.
At 30 June 2019 GLG Corp Ltd had short term financing facilities available of US$133,294 thousand, long-term financing facilities available of US$18,967 thousand and foreign exchange available of US$12,556 thousand. (Short term: US$59,046 thousand was used and US$74,248 thousand was unused. Long-term: US$10,098 thousand was used and US$8,869 thousand was unused. Foreign exchange of US$12,556 thousand was unused). Compared with US$127,652 thousand of short term financing facilities, long-term financing facilities of US$23,538 thousand and forward contract available of US$17,855 thousand at 30 June 2018 (Short term: US$81,068 thousand was used and US$46,584 thousand was unused. Long-term: US$12,815 thousand was used and US$10,723 thousand was unused. Foreign exchange of US$17,855 thousand was unused). GLG believe that it will continue to have the strong support from main bankers for its working capital and capital expenditure requirements.
The facilities used are inclusive of the contingent liabilities as disclosed in note 25.
Borrowing costs
All borrowing costs are recognised in profit or loss in the period in which they are incurred.
64
GLG Corp Ltd Notes to the financial report
20.
Terms & Conditions of Borrowing Balances:
-
1) Trust Receipts are denominated in USD, bear weighted average effective interest rate of 3.84% (2018: 2.66%) per annum for a tenure of 4 months and are secured by corporate guarantee from major shareholder, Ghim Li Group. Trust receipts are a discount form of supplier credit. In commercial terms, they are accounts payable.
-
2) are secured by a negative pledge of the assets of the Company and corporate guarantee from the majority shareholder, Ghim Li Group. The loan repayment period varies from 8 to 10 years for property and 5 to 6 years for plant and machinery. The weighted average effective interest rate for such loans is 4.83% per annum (2018: 4.02% per annum).
-
3) Bills Payable are amounts received from banks for discounting sales invoices billed to customers. Such liabilities are secured by corporate guarantee from major shareholder, Ghim Li Group with weighted average effective interest rate of 3.84% (2018: 2.66%) per annum.
The weighted average effective interest rates for bank overdrafts, bills payable and trust receipts at the balance date were as follows:
| lance date were as follows: | ||
|---|---|---|
| 2019 | 2018 | |
| Bank loans | 4.24% p.a. | 3.94% p.a. |
| Term loan | 4.83% | 4.02% |
| Trust receipts / Bill payable | 3.84% | 2.66% |
| Finance lease liabilities | 5.55% p.a. | 5.31% p.a. |
21. Issued capital
| 74,100,000 (2018: 74,100,000) fully paid ordinary shares |
Consolidated 2019 2018 10,322 10,322 |
|---|---|
Ordinary shares:
-
Each ordinary share is entitled to one vote when a poll is called; otherwise each member present at a meeting or by proxy has one vote on a show of hands.
-
Ordinary shares are classified as equity and entitle the holder to participate in dividends and the proceeds on the winding up of GLG in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and GLG does not have a limited amount of authorised capital.
| Fully paid ordinary shares Balance at beginning of financial year Balance at end of financial year |
Consolidated |
|---|---|
| No. 2019 No. 2018 |
|
| 74,100 10,322 74,100 10,322 |
|
| 74,100 10,322 74,100 10,322 |
65
GLG Corp Ltd Notes to the financial report
22. Retained earnings
| Balance at beginning of financial year Net profit attributable to members of the parent entity Balance at end of financial year |
Consolidated |
|---|---|
| 2019 2018 |
|
| 50,380 47,985 455 2,395 |
|
| 50,835 50,380 |
23. Earnings per share
| Basic earnings per share: Total basic earnings per share Diluted earnings per share: Total diluted earnings per share |
Consolidated |
|---|---|
| 2019 Cents per share 2018 Cents per share |
|
| 0.61 3.23 |
|
| 0.61 3.23 |
Basic earnings per share
The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows:
| Net profit Earnings used in the calculation of basic EPS Weighted average number of ordinary shares for the purposes of basic earnings per share |
Consolidated |
|---|---|
| 2019 2018 |
|
| 455 2,395 |
|
| 455 2,395 |
|
| Consolidated | |
| 2019 2018 |
|
| No | |
| 74,100 74,100 |
Diluted earnings per share
The earnings used in the calculation of diluted earnings per share is as follows:
| Net profit Earnings used in the calculation of diluted EPS Weighted average number of ordinary shares used in the calculation of basic EPS |
Consolidated |
|---|---|
| 2019 2018 |
|
| 455 2,395 |
|
| 455 2,395 |
|
| Consolidated | |
| 2019 2018 |
|
| 74,100 74,100 |
66
GLG Corp Ltd Notes to the financial report
23. Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
24. Commitments for expenditure
a) Capital expenditures
Capital expenditures contracted for at the balance sheet date but not recognised in the financial statements are as follows:
| Property, plant and equipment Construction of factory |
Consolidated |
|---|---|
| 2019 2018 |
|
| 52 268 - - |
|
| 52 268 |
b) Operating lease commitment where the consolidated entity is a lessee
GLG leases property under operating leases expiring from one to 44 years. Leases generally provide GLG with a right of renewal, at which time all terms are renegotiated.
The future minimum lease payables under non-cancellable operating leases contracted for at the balance sheet date but not recognised as liabilities, are as follows:
| t date but not recognised as liabilities, are as follows: | |
|---|---|
| Not later than one year Longer than 1 year and not longer than 5 years Between one and five years |
Consolidated |
| 2019 2018 |
|
| 2,529 2,462 5,985 7,932 870 927 |
|
| 9,384 11,321 |
67
GLG Corp Ltd Notes to the financial report
25. Contingent liabilities
Guarantees arising from Letters of Credit in force (i)
Total
| Consolidated | |
|---|---|
| 2019 | 2018 |
| 4,313 | 9,382 |
| 4,313 | 9,382 |
- (i) A number of contingent liabilities has arisen as a result of GLG for purchase of goods.
26. Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases.
GLG as lessee
Assets held under finance leases are initially recognised at their fair value or, if lower, at amounts equal to the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the Statement of Financial Position as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income.
Finance leased assets are amortised on a straight line basis over the estimated useful life of the asset.
Operating lease payments are recognised as an expense on a straight-line basis over the lease term, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Finance lease liabilities
Leasing arrangement
GLG leases motor vehicles and office equipment under finance leases expiring from one to five years. All the leases involve lease payments of a fixed base amount. No contingent rentals were paid during the year (2018: nil)
68
GLG Corp Ltd Notes to the financial report
26. Leases
| No later than 1 year Later than 1 year and not later than 5 years More than 5 years Minimum future lease payments Less future finance charges Present value of minimum lease payments* Included in the financial statements as (note 20) Current borrowings Non-current borrowings |
Minimum future lease payments Consolidated 2019 2018 |
Present value of minimum future lease payments Consolidated 2019 2018 |
|---|---|---|
| 44 44 114 138 18 40 |
38 39 99 113 18 39 |
|
| 176 222 (21) (32) |
155 190 - - |
|
| 155 190 |
155 190 |
|
| 38 39 117 151 |
||
| 155 190 |
- Minimum future lease payments include the aggregate of all lease payments and any guaranteed residual.
27. Subsidiaries
==> picture [384 x 176] intentionally omitted <==
----- Start of picture text -----
Ownership interest
Country of 2019 2018
Name of subsidiary incorporation % %
Ghim Li Global Pte Ltd Singapore 100 100
Ghim Li Global International Ltd Hong Kong 100 100
Escala Fashion Pte. Ltd. Singapore 100 100
Ghim Li International (S) Pte Ltd Singapore 100 100
G&G International Pte Ltd Singapore 100 100
AES (USA) Inc USA 100 100
G&G Fashion (Vietnam) Co., Ltd. Vietnam 100 100
Maxim Textile Technology Sdn Bhd Malaysia 100 100
Maxim Textile Technology Pte Ltd Singapore 100 100
Ghim Li Fashion (M) Sdn Bhd Malaysia 100 100
GG Fashion (Cambodia) Co., Ltd Cambodia 100 100
----- End of picture text -----
69
GLG Corp Ltd Notes to the financial report
28. Notes to the cash flow statement
Cash comprise cash on hand and demand deposits. Cash equivalents are short-term, highly liquid investments that are readily convertible to known amounts of cash, which are subject to an insignificant risk of changes in value and have a maturity of three months or less at the date of acquisition.
Bank overdrafts are shown within borrowings in current liabilities in the Statement of financial position.
(a) Reconciliation of cash and cash equivalents
For the purposes of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash and cash equivalents at the end of the financial year as shown in the cash flow statement is reconciled to the related items in the Statement of financial position as follows:
| Cash and cash equivalents | Consolidated |
|---|---|
| 2019 2018 |
|
| 5,304 8,183 |
|
| 5,304 8,183 |
| (b) Financing facilities Secured bank loan facilities with various maturity dates and which may be extended by mutual agreement: amount used amount unused |
Consolidated |
|---|---|
| 2019 2018 |
|
| 69,144 93,883 95,673 75,162 |
|
| 164,817 169,045 |
70
GLG Corp Ltd Notes to the financial report
28. Notes to the cash flow statement
- (c) Reconciliation of profit for the year to net cash flows from operating activities
| Profit for the year Depreciation and amortisation of non-current assets Amortisation of intangible assets Written off on inventories and non-current assets Fair value adjustment on investment property (Note 17) Gain on sales of non-current assets Loss on written off non-current assets Changes in net assets and liabilities, net of effects from acquisition and disposal of businesses: (Increase)/decrease in assets: Inventories Trade and other receivables Other assets Increase/(decrease) in liabilities: Trade and other payables Current tax Deferred tax Net cash provided by operating activities |
Consolidated |
|---|---|
| 2019 2018 |
|
| 455 2,395 3,282 2,998 26 20 62 - - (378) - (33) 18 73 (1,275) (6,965) 9,371 (6,302) 551 455 1,047 13,964 (364) 97 245 485 |
|
| 13,418 6,809 |
(d) Changes in liabilities arising from financing activities
| Proceeds from borrowings Amounts advanced to other parties Repayment related entity borrowings Due to director Total |
1 July 2018 Cashflows 30 June 2019 80,276 (9,696) 70,580 (55,921) (6,833) (62,754) 13,462 7,381 20,843 - 3,658 3,658 36,492 (5,490) 32,327 |
|---|---|
71
GLG Corp Ltd Notes to the financial report
29. Reserves
Consolidated
| (a) Revaluation reserves Beginning of financial year Fair value adjustment from property, plant and equipment to investment properties Revaluation gain arising from property, plant and equipment End of financial year |
2019 2018 4,485 3,599 - 52 431 834 |
|---|---|
| 4,916 4,485 |
The revaluation reserve represents the increase in the fair value of the freehold and leasehold land and buildings, net of tax.
- (b) Merger reserves
The merger reserve of US$14,812 thousand is a result of the common control acquisition.
30. Financial instruments
(a) Capital risk management
GLG manages its capital to ensure that entities in GLG will be able to continue as a going concern while maximizing the return to stakeholders through the optimisation of the debt and equity balance. GLG 2018.
The capital structure of GLG consists of debt, which includes the borrowings disclosed in note 20 and equity attributable to equity holders of the parent, comprising issued capital and retained earnings as disclosed in notes 21 and 22 respectively.
Operating cash flows are used to maintain and expand GLG , as well as to make the routine outflows of tax and repayment of maturing debt. GLG using a variety of capital market issues and borrowing facilities, to meet anticipated funding requirements.
Gearing ratio
An integral function of GLG Board is risk management. The Board reviews the capital structure on a semi-annual basis.
The gearing ratio at year end was as follows:
| Debt (i) Cash and cash equivalents Net Debt Equity (ii) Net debt to equity ratio |
Consolidated |
|---|---|
| 2019 2018 |
|
| 70,580 80,276 (5,304) (8,183) |
|
| 65,276 72,093 51,261 50,375 127% 143% |
(i) Debt is defined as long-term and short-term borrowings, as detailed in note 20.
(ii) Equity includes all capital, retained earnings and reserves
72
GLG Corp Ltd Notes to the financial report
30. Financial Instruments (con (b) Categories of financial instruments
| Financial assets Amortised cost Financial liabilities Amortised cost |
Consolidated 2019 2018 99,436 104,853 119,915 117,525 |
|---|---|
(c) Financial risk management objectives
GLG has not executed any derivatives in the current year, hence the policy listed below are for background information purpose only. If and when such derivatives are used in the future, the objectives is to use them in accordance with a board approved policy. The policy requires GLG co-ordinates access to domestic and international financial markets, and manages the financial risks relating to the operations of the consolidated entity.
GLG does not enter into or trade financial instruments, including derivative financial instruments, policies approved by the board of directors, which provide written principles on the use of financial derivatives.
GLG activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. GLG minimises its financial risk of changes in foreign currency exchange rate through the natural hedge of matching its revenues and purchases in US dollars and matching of its assets and liabilities in US dollars.
(d) Foreign currency risk management
GLG undertakes certain transactions denominated in foreign currencies, hence exposures to exchange rate fluctuations arise
The carrying amount of GLG monetary liabilities at the reporting date is as follows:
| Singapore dollars Hong Kong dollars Vietnamese Dong Malaysia Ringgit Australia Dollar |
Liabilities 2019 2018 251 181 6 - 117 105 807 993 18 20 1,198 1,299 |
Assets |
|---|---|---|
| 2019 2018 |
||
| 28 4 3 - 5 11 192 598 9 16 |
||
| 237 629 |
73
GLG Corp Ltd Notes to the financial report
30.
(e) Foreign currency sensitivity analysis
GLG is mainly exposed to movements in the value of Singapore dollars and Malaysia ringgits compared to the US dollar.
The following table details GLG
States dollar against the relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. The sensitivity analysis includes external loans as well as loans to foreign operations within GLG where the denomination of the loan is in a currency other than the currency of the lender or the borrower. A positive number indicates an increase in profit or loss where the United States dollars strengthens against the respective currency. For a weakening of the United States dollars against the respective currency there would be an equal and opposite impact on the profit, and the balances below would be negative.
| Profit or loss |
Singapore Dollars Impact Consolidated 2019 2018 (222) (65) |
Malaysia Ringgit Impact Consolidated 2019 2018 (615) (396) |
Vietnamese Dong Impact Consolidated 2019 2018 (112) (95) |
Other Foreign Currency Impact |
|---|---|---|---|---|
| Consolidated | ||||
| 2019 2018 |
||||
| (12) 1 |
(f) Interest rate risk management
GLG is exposed to interest rate risk as entities in GLG borrow funds at both fixed and floating interest rates. The risk is managed by GLG by maintaining an appropriate mix between fixed and floating rate borrowings. As no hedging activities undertaken in the current year and if such activities are to be considered in the future, they will be evaluated to align with interest rate views and define risk appetite; ensuring optimal hedging strategies are applied, by either positioning the Statement of financial position or protecting interest expense through different interest rate cycles.
GLG
risk management section of this note.
Interest rate sensitivity analysis
The sensitivity analyses below have been determined based on the exposure to interest rates for both derivative and non-derivative instruments at the reporting date and the stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and nge in interest rates.
At reporting date, if interest rates had been 50 basis points higher or lower and all other variables were held constant, GLG
Net profit would increase by US$102 thousand and decrease by US$93 thousand (2018: increase by US$106 thousand and decrease by US$96 thousand). This is mainly attributable to GLG interest rates on its variable rate borrowings
74
GLG Corp Ltd Notes to the financial report
30.
(g) Credit risk management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to GLG. The Company deals with creditworthy counterparties by reviewing the exposure and credit-ratings of its counterparties to mitigate the risk of financial loss from defaults. Credit exposure is continuously monitored by the payment behaviors of counterparties in relation to the financial strength.
Trade accounts receivable consist of a number of retail customers located in the United States of America. Ongoing credit evaluation is performed on the financial condition of accounts and, where appropriate, trading within the credit limits or discounting of receivables on non-recourse basis with credit acceptance or insurance in place.
The consolidated entity does not have any significant credit risk exposure to any single counterparty or any GLG of counterparties having similar characteristics except to the GLIT receivable as disclosed in Note 11. The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies. There were no derivatives in the current year.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for value of any collateral obtained.
The consolidated entity also faces risks of orders cancellation. This is related to fabric, accessories and manufacturing cost incurred on orders cancelled prior to shipment. The consolidated entity is now exploring credit insurance to cover this risk as well.
(h) Liquidity risk management
The consolidated entity manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. Included in note 28(b) is a listing of additional undrawn facilities that GLG has at its disposal to further reduce liquidity risk.
As business competition dictates, GLG has by choice given extended payment terms to certain core customers with high-volume impact during the current year. Although such practice increases the liquidity risk and cash flow requirement, it is also considered to be an essential element of market penetration and customer retention. The resulting cash flow impact is evaluated with the support of undrawn banking facilities that GLG has arranged to support such business growth.
75
GLG Corp Ltd Notes to the financial report
30.
- (h) Liquidity risk management
Liquidity and interest risk tables
The following table details that GLG -derivative financial liabilities and expected maturity for its non-derivative financial assets. The tables have been drawn up based on the undiscounted cash flows of financial assets and liabilities based on the earliest date on which GLG can be required to receive/pay. The table includes both interest and principal cash flows.
Consolidated
| Weighted average effective interest rate |
Within 1 year |
2-5 year |
5+ years | Total | ||
|---|---|---|---|---|---|---|
| 2019 | ||||||
| Financial Assets | ||||||
| Non-interest bearing | - | 92,565 | 5,000 | 1,871 | 99,436 | |
| Financial Liabilities | ||||||
| Non-interest bearing | - | 49,235 | - | - | 49,235 | |
| Trust receipts/ Bills payables | 3.84 | 56,944 | - | - | 56,944 | |
| Loan from Ghim Li Group | 4.19 | 7,293 | - | - | 7,293 | |
| Loan from Estina Ang Suan Hong | 2.53 | 3,51 | - | - | 3,751 | |
| Term loan | 4.83 | 3,708 | 6,925 | 498 | 11,131 | |
| Bank loan | 4.24 | 4,187 | - | - | 4,187 | |
| Finance lease liability | 5.55 | 44 | 114 | 18 | 176 | |
| 2018 | ||||||
| Financial Assets | ||||||
| Non-interest bearing | - | 97,982 | 5,000 | 1,871 | 104,853 | |
| Financial Liabilities | ||||||
| Non-interest bearing | - | 37,249 | - | - | 37,249 | |
| Trust receipts/ Bills payable | 2.66 | 66,709 | - | - | 66,709 | |
| Term loan | 4.02 | 4,639 | 8,326 | 1,343 | 14,308 | |
| Bank loan | 3.94 | 1,107 | - | - | 1,107 | |
| Finance lease liability | 5.31 | 45 | 138 | 39 | 222 |
Each of the above interest bearing financial liabilities had variable interest rates.
76
GLG Corp Ltd Notes to the financial report
30.
(i) Fair value of financial instruments
The Directors consider that the carrying amount of financial assets and financial liabilities recorded in the financial statements approximates their fair values.
The fair values of financial assets and financial liabilities are determined as follows: the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active liquid markets are determined with reference to quoted market prices.
31. Key management personnel compensation
The aggregate compensation made to directors and other members of the key management personnel of the Company and GLG is set out below:
| Short-term employee benefits Post-employment benefits |
Consolidated | |
|---|---|---|
| 2019 US$ 2018 US$ 1,190,432 1,239,561 31,880 34,858 |
||
| 1,222,312 1,274,419 |
Short-term employee benefits
These amounts include fees and benefits paid to the non-executive Chair and non-executive directors as well as all salary, paid leave benefits, fringe benefits and cash bonuses awarded to executive directors and other KMP.
Post-employment benefits
These amounts are the currentGLG scheme post-retirement, superannuation contributions made during the year and post-employment life insurance benefits.
The compensation of each member of the key management personnel of GLG is set out in the remuneration report:
(a) Key management personnel compensation policy
Details of key management personnel
The Directors of GLG Corp Ltd during the year were:
-
Estina Ang Suan Hong as Executive Chairman and Chief Executive Officer
-
Christopher Chong Meng Tak as Independent Director
-
Shane Hartwig as Independent Director (resigned 12 November 2018)
-
Grant Hummel as Independent Director (appointed 1 December 2018)
-
Felicia Gan Peiling as Director and Deputy Chief Executive Officer
Other key management personnel of GLG Corp Ltd during the year were:
Shawn Fung as Chief Financial Officer and Head of IT & Human Resources
Susan Yong as Chief Merchandising Officer
No director or senior management person appointed during the period received a payment as part of his or her consideration for agreeing to hold the position.
77
GLG Corp Ltd Notes to the financial report
32. Related party transactions
(a) Equity interests in subsidiaries
Details of the percentage of ordinary shares held in subsidiaries are disclosed in note 27 to the financial statements
(b) Transactions with key management personnel
(i) Key management personnel remuneration
Details of key management personnel remuneration are disclosed in note 31 to the financial statements and the remuneration report.
(c) Transactions with other related parties
During the year, GLG entities entered into the following expenditure transactions with related parties that are not members of GLG:
| Rental Loan (i), (ii) Utilities Financial Guarantee fee |
Transaction with Ghim Li Group Pte Ltd (majority shareholder) |
Transaction with Director |
|---|---|---|
| 2019 2018 US$ US$ 1,456 1,329 7,000 - 57 46 53 54 8,566 1,429 |
2019 2018 US$ US$ - - 3,658 - - - - - |
|
| 3,658 - |
No amounts were provided for doubtful debts relating to debts due from related parties at reporting date.
Amounts receivable from and payable to these related parties are disclosed in note 19 to the financial statements. Loan balances were settled at the end of the year.
(i) Amount payable to Ghim Li Group (majority shareholder) of US$7,000 thousand is unsecured, at market interest rate and repayable on demand. The weighted average interest rate at 4.19%
(ii) Amount payable to key management personnel of US$3,658 thousand is unsecured, at market interest rates and repayable on demand. The weighted average interest rate at 2.53%.
(d) Majority shareholder
The majority shareholder of GLG Corp Ltd is Ghim Li Group Pte Ltd. Ghim Li Group Pte Ltd is incorporated in Singapore.
The majority shareholder Ghim Li Group Pte Ltd has entered into a letter of undertaking dated 27 June 2013 to guarantee the repayment of GLIT and other receivables up to a cap of US$25 million, however based on the share price at the year end this is valued at US$4,579 thousand.
78
GLG Corp Ltd Notes to the financial report
33. Remuneration of auditors
| emuneration of auditors | |
|---|---|
| Auditor of the parent entity Audit and review of the financial report Tax services Related Practice of the parent entity auditor Audit or review of the subsidiaries Tax services |
Consolidated |
| 2019 US$ 2018 US$ |
|
| 60,312 2,802 56,541 3,082 |
|
| 63,114 59,623 |
|
| 112,700 97,699 8,000 9,405 |
|
| 120,700 107,104 |
The auditor of GLG Corp Ltd is BDO East Coast Partnership.
The related practices are BDO Singapore, BDO Vietnam and BDO Cambodia. Cheng & Co was also used in both 2019 and 2018. (FY2019: Audit US$17,421 and Tax Service US$3,750. FY2018: Audit US$17,864 and Tax Service US$8,844).
34. Parent entity disclosures
Financial position
| Assets Current assets Non-current assets Total assets Liabilities Current liabilities Non-current liabilities Total liabilities Equity Issued capital Accumulated Losses Total equity |
2019 US$ 2018 US$ |
|---|---|
| 47 80 30,000 30,000 |
|
| 30,047 30,080 |
|
| 3,553 3,471 241 212 |
|
| 3,794 3,683 |
|
| 53,552 53,552 (27,299) (27,155) |
|
| 26,253 26,397 |
79
GLG Corp Ltd Additional Australia Securities Exchange Information
34. Parent en
Financial performance
| Loss for the year Other comprehensive income Total comprehensive income |
2019 2018 |
|---|---|
| (144) (181) - - (144) (181) |
Contingent liabilities
As at 30 June 2019, the parent entity had no contingent liabilities (2018: nil).
Significant accounting policies
The accounting policies of the parent entity are consistent with those of GLG, except for the following:
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Investments in associates are accounted for at cost, less any impairment, in the parent entity.
Contractual commitments
The parent did not have any contractual commitments at the end of the financial year
The above information is presented for the legal parent entity.
35. Subsequent events
There has not been any matter or circumstance occurring subsequent to the end of the financial year that has significantly affected, or may significantly affect, the operations of the consolidated entity, the results of those operations, or the state of the consolidated entity in future financial year.
80
GLG Corp Ltd Additional Australia Securities Exchange Information
==> picture [415 x 38] intentionally omitted <==
Holding distribution
| Range | Securities | % | No. of holders |
% |
|---|---|---|---|---|
| 100,001 and Over | 72,141,169 | 97.36 | 21 | 5.48 |
| 10,001 to100,000 | 1,100,309 | 1.49 | 30 | 7.83 |
| 5,001 to10,000 | 188,068 | 0.25 | 20 | 5.22 |
| 1,001 to 5,000 | 667,800 | 0.90 | 304 | 79.37 |
| 1 to 1,000 | 2,654 | 0.00 | 8 | 2.09 |
| Total | 74,100,000 | 100.00 | 383 | 100.00 |
| UnmarketableParcels | 575,954 | 0.78 | 293 | 0.78 |
Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary shares
Each ordinary share is entitled to one vote when a poll is called; otherwise each member present at a meeting or by proxy has one vote on a show of hands.
Substantial shareholders
The names of the substantial shareholders listed in GLG Corp Ltd register as at 8 August 2019 were:
| Ordinary shareholders | Fully paid ordinary shares |
|---|---|
| Number Percentage |
|
| Ghim Li Group Pte Ltd | 50,116,000 67.63 |
| 50,116,000 67.63 |
81
GLG Corp Ltd Additional Australia Securities Exchange Information
Twenty largest holders of quoted equity securities
Top 20 holders 8 August 2019
| Rank | Name | Shares | % |
|---|---|---|---|
| 1 | Ghim LiGroupPteLtd | 50,116,000 | 67.63 |
| 2 | Mr Yin Min Yong | 3,504,751 | 4.73 |
| 3 | HSBC CustodyNominees (Australia)Limited | 2,820,000 | 3.81 |
| 4 | Mr TiongAng | 2,222,000 | 3.00 |
| 5 | Ms PeilingGan | 2,222,000 | 3.00 |
| 6 | MsBeePhong Gan | 2,183,297 | 2.95 |
| 7 | Mr YokeMin Pang | 2,000,000 | 2.70 |
| 8 | Mr Ah Yian Au | 1,322,957 | 1.79 |
| 9 | BNP ParibasNomsPtyLtd | 1,133,600 | 1.53 |
| 10 | MsMengHuiSurinaGan | 1,000,000 | 1.35 |
| 11 | GowingBros Limited | 830,903 | 1.12 |
| 12 | MrGeraldFrancisPauley &Mr MichaelJamesPauley | 749,763 | 1.01 |
| 13 | Dixson Trust PtyLimited | 330,000 | 0.45 |
| 14 | MarkessTrusteeLimited | 250,000 | 0.34 |
| 15 | Kam HingPiece WorksLtd | 206,010 | 0.28 |
| 16 | AngLeongAik | 200,000 | 0.27 |
| 17 | Chean MoySeng | 150,000 | 0.20 |
| 18 | Mr RobertJohnCharles Catto | 155,968 | 0.21 |
| 19 | Chean Moy Seng | 150,000 | 0.20 |
| 20 | EuMun Leong | 116,000 | 0.16 |
| Top 20 | 72,031,168 | 97.21 | |
| Total | 74,100,000 | 100.00 |
Company secretary Mr Alistair Chong
Registered office L40 100 Miller St North Sydney NSW 2060 Australia
Principal administration office 21 Jalan Mesin Singapore 368819
Share registry
Boardroom Pty Limited Level 12, 225 George Street, Sydney NSW 2000 Australia
82