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GLG CORP LTD — Annual Report 2021
Sep 23, 2021
64991_rns_2021-09-23_dfbcfcdf-b1bc-423d-9d04-d94785951988.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 2021
GLG Corp Ltd Statutory Accounts
Statutory Report for the financial year ended 30 June 2021
| ear ended 30 June 2021 | ||
|---|---|---|
| Page | ||
| Corporate governance statement | 3 | |
| Directors’ report | 17 | |
| Auditor’s independence declaration | 33 | |
| Independent audit report | 34 | |
| Directors’ declaration | 37 | |
| Consolidated Statement of profit or loss and other | 38 | |
| comprehensive income | ||
| Consolidated Statement of financial position | 39 | |
| Consolidated Statement of changes in equity | 40 | |
| Consolidated Statement of cash flows | 41 | |
| Notes to the financial report | 42 | |
| Additional Australian securities exchange information | 86 |
2
GLG Corp Ltd Corporate Governance Statement
Corporate Governance Statement
The Directors and management of GLG Corp Ltd ( GLG or the Company ) are committed to conducting the business of GLG and its controlled entities (the Group ) 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 (Fourth Edition) ( Recommendations ) to the extent appropriate to the size and nature of the Group’s operations.
The Company has prepared this statement which sets out its corporate governance practices that were in operation throughout the financial year ended 30 June 2021. This statement identifies any Recommendations that have not been followed and provides reasons for not following such Recommendations. This statement is current as at 24 September 2021 and has been approved by the Board of GLG.
The Company’s corporate governance policies and charters and policies are all available under the Investor Info section of the Company’s website (https://www.ghimli.com/investor-relations/companys-charter/) (the Website ).
| ASX Recommendation | Status | Reference / Comment | |
|---|---|---|---|
| Principle 1 – Lay solid foundations for management and oversight A listed entity should establish and disclose the respective roles and responsibilities of its board and management and how their performance is monitored and evaluated. |
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| 1.1 | A listed entity should have and disclose a board charter setting out: (a) the respective roles and responsibilities of its board and management; and (b) those matters expressly reserved to the board and those delegated to management. |
Complying | The Board has adopted a charter which establishes the role of the Board and its relationship with management. The primary role of the Board is the protection and enhancement of long-term 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. 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. |
| 1.2 | A listed entity should: (a) undertake appropriate checks before appointing a person, or putting forward to security holders a candidate for election, as a director; and (b) provide security holders with all material information in its possession relevant to a decision on whether or not to elect or re-elect a director. |
Complying | The Board has a formal Nomination & Remuneration Committee. The Nomination & Remuneration Committee’s functions and powers are formalised in a Charter and is posted on the Website. It is the role of the Nomination & Remuneration Committee to identify suitable candidates to complement the existing Board, to undertake appropriate checks on the candidate; to 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 theBoard; details ofany |
3
GLG Corp Ltd Corporate Governance Statement
| ASX Recommendation | Status | Reference / Comment | |
|---|---|---|---|
| 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 recommendation by the Board in respect of the re-election of the Director. |
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| 1.3 | A listed entity should have a written agreement with each director and senior executive setting out the terms of their appointment. |
Complying | Each Director is given a letter upon appointment which outlines the Director’s duties, obligations, remuneration, expected time commitments and notification of the Company’s policies. Similarly, 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 entity should be accountable directly to the board, through the chair, on all matters to do with the proper functioning of the board. |
Complying | The Company Secretary is responsible for co- ordination of all Board business, including agendas, board papers, minutes, communication with 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 to be made and/or approved by the Board. |
| 1.5 | A listed entity should: (a) have and disclose a diversity policy; (b) through its board or committee of the board set measurable objectives for achieving gender diversity in the composition of its board, senior executive and workforce generally; and (c) disclose in relation to each reporting period: 1. the measurable objectives set for that period to achieve gender diversity; 2. the entity’s progress towards achieving those objectives; and 3. either: A. the respective proportions of men and women on the board, in senior executive positions and across the whole organisation (including how the entity has |
Complying | The Company is committed to the principles of employing people with a broad range of experiences, skills and views. All executives, managers and employees are responsible for promoting workforce diversity. The Company has adopted a Diversity Policy which can be viewed on the Website. 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. There are currently 2 female Executive Directors and 2 male Non-Executive Directors on the Board. The Company Secretary is also a female. The Company discloses the respective proportions of men and women in senior executive positions and across the whole organisation within its Annual Report. The Company is not considered a “Relevant Employer” under the Company’s Workplace Gender Equality Act (WGEA) and therefore has not lodged a WGEA Report for the 2020/2021 period. |
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GLG Corp Ltd Corporate Governance Statement
| ASX Recommendation | ASX Recommendation | Status | Reference / Comment |
|---|---|---|---|
| defined “senior executive” for these purposes); or B. if the entity is a “relevant employer” under the Workplace Gender Equality Act, the entity’s most recent “Gender Equality Indicators”, as defined in and published under that Act. |
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| 1.6 | A listed entity should: (a) have and disclose a process for periodically evaluating the performance of the board, its committees and individual directors; and (b) disclose, in relation to each reporting period, whether a performance evaluation was undertaken in the reporting period in accordance with that process during or in respect of that period. |
Complying | The Directors undertake an annual process to review the performance and effectiveness of the Board, the Board Committees and individual directors. The Nomination and Remuneration Committee Chair leads a discussion and provides feedback to the individual Directors as necessary. This process was completed during the reporting period. |
| 1.7 | A listed entity should: (a) have and disclose a process for periodically evaluating the performance of its senior executives at least once every reporting period; and (b) disclose for each reporting period whether a performance evaluation was undertaken in the reporting period in accordance with that process during or in respect of that period. |
Complying | The Company’s CEO evaluates the performance of GLG’s senior executives annually. The Nomination & Remuneration Committee reviews the CEO’s performance annually. The Committee also reviews and approves senior management bonuses. An evaluation was completed during the reporting period. |
| Principle 2 – Structure the Board to add value A listed entity should have a board of an appropriate size, composition, skills and commitment to enable it to discharge its duties effectively. |
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| 2.1 | The board of a listed entity should: (a) have a nomination committee which: (1) has at least three members, a majority of whom are independent directors; and (2) is chaired by an independent director, |
Complying | The Board has a formal Nomination & Remuneration Committee comprising two independent directors (Grant Hummel and Peter Tan) and Madam Estina Ang (the Executive Chairman). The Chair of the Nomination & Remuneration Committee is Grant Hummel. The Nomination & Remuneration Committee’s powers are formalised in a Charter and is posted on the Website. The number of times that the Nomination & Remuneration Committee met throughout the financial year and the individual attendances of the members at |
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GLG Corp Ltd Corporate Governance Statement
| ASX Recommendation | Status | Reference / Comment | |
|---|---|---|---|
| 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 nomination 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. |
those meetings are disclosed in the Company’s Annual Report. |
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| 2.2 | A listed entity should have and disclose a board skills matrix setting out the mix of skills and diversity that the board currently has or is looking to achieve in its membership. |
Complying | The Board aims to be comprised of Directors which have, at all times, the appropriate mix of skills, experience, expertise and diversity relevant to the Company’s businesses and the Board’s responsibilities. The Board regularly evaluates the mix of skills, experience and diversity at the Board level, and has developed and adopted a Board skills matrix which has been tailored to the circumstances and requirements of GLG. It is intended that the skills matrix will be reviewed at least annually by the Board to ensure that ongoing needs in relation to supervising the Company and its operations are being met, and to take into account any changes in the Company’s circumstances and strategic priorities. The objectives of the skills matrix adopted by the Board are to: ▪ Identify the skills, knowledge, experience and capabilities that are considered to be desired of the Board as a whole, in order for the Board to fulfil its role and in light of the Company’s strategic direction; ▪ Ascertain the current skills, knowledge, experience and capabilities of the Board, and provide the incumbent Directors with an opportunity to reflect upon and discuss the current composition of the Board; and ▪ Identify any gaps in skills or competencies that can be addressed in future director appointments. |
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GLG Corp Ltd Corporate Governance Statement
| ASX Recommendation | Status | Reference / Comment | |
|---|---|---|---|
| In respect of the reporting period, the Board assessed each Director’s skill level against the following key skills set out in the matrix which the Board considered to be desired of the Board of GLG: ▪ Strategic and Commercial Acumen – The ability to define strategic objectives, constructively question business plans and implement strategy using commercial judgement. ▪ Financial Acumen – Financial knowledge, accounting or related financial management qualifications and experience. ▪ Risk & Compliance – An understanding of compliance matters and risk management, including environmental, technological and governance risk. ▪ Executive Leadership – Experience in senior leadership roles, including on the boards of other listed companies. ▪ Diversity – The ability to contribution to inclusion and diversity. ▪ International/Global – Senior leadership experience across a range of international businesses and exposure to a range of political, cultural, regulatory and business environments. The Board considers that it currently has an appropriate mix of skills and diversity and provides in the Company’s 2021 Annual Report information about the skills, experience and expertise of each Director. |
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| 2.3 | A listed entity should disclose: (a) the names of the directors considered by the board to be independent directors; (b) if a director has an interest, position, association or relationship of the type described in Box 2.3 but the board is of the opinion that it does not compromise the independence of the director, the nature of the interest, position, association or relationship in question and an explanation of why the board is of that opinion; and (c) the length of service of each director. |
Complying | Currently the Board comprises four Directors as follows: Peter Tan Independent Non-Executive Director Grant Hummel Independent Non-Executive Director Estina Ang Executive Chairman Felicia Gan Chief Executive Officer The Board has considered the circumstances of each Director and determined that all Non-Executive Directors are independent as described in item 2.3 of the Recommendations. The Corporations Act 2001, the Company’s Constitution and the Board meeting process requires Directors to advise the Board of any interest that they have that has the potential to conflict with the interests of GLG, including any development that may impact their perceived or actual independence. If the Board determines that a Director’s status as an independent Director has 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 Company’s Annual Report. Independent |
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GLG Corp Ltd Corporate Governance Statement
| ASX Recommendation | Status | Reference / Comment | |
|---|---|---|---|
| Directors formally advise the Board of their independent (or other) status each year. |
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| 2.4 | A majority of the board of a listed entity should be independent directors. |
Non- Complying |
Currently, the Board comprises two independent Non- Executive Directors and two Executive Directors. The Company believes this in an appropriate mix of skills and experience. |
| 2.5 | The chair of the board of a listed entity should be an independent director and, in particular, should not be the same person as the CEO of the entity. |
Non - Complying |
The Company has now separated the role of Chairman and CEO. Felicia Gan has assumed the role of CEO and Estina Ang remains in the position of Chairman. Although Estina Ang is not an independent director, the Board are comfortable that Estina Ang is the best candidate for the Chairman position. |
| 2.6 | A listed entity should have a program for inducting new directors and provide appropriate professional development opportunities for directors to develop and maintain the skills and knowledge needed to perform their role as directors effectively. |
Complying | The Company has procedures and policies in place to assist Directors in fulfilling their responsibilities. Each Director, at any time, is able to seek reasonable independent professional advice on any business matter at the expense of the Company. Directors also have access to adequate 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. |
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GLG Corp Ltd Corporate Governance Statement
| Principle 3 – Act ethically and responsibly A listed entity should act ethically and responsibly |
Principle 3 – Act ethically and responsibly A listed entity should act ethically and responsibly |
Principle 3 – Act ethically and responsibly A listed entity should act ethically and responsibly |
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|---|---|---|---|
| 3.1 | A listed entity should articulate and disclose its values. |
Complying | The Company discloses its Core Values within its Annual Report. |
| 3.2 | A listed entity should: (a) have a code of conduct for its directors, senior executives and employees; and (b) ensure that the board or a committee of the board is informed of any material breaches of that code. |
Complying | The Board has established a Code of Conduct which articulates acceptable practices for directors, senior executives and employees, to guide their behaviour and to demonstrate the commitment of the Company to ethical practices. The CEO, Felicia Gan is responsible for bringing breaches of the Codes to the attention of the Board, and breach reporting is a standing agenda item at Board meetings. |
| 3.3 | A listed entity should: (a) Have and disclose a whistleblower policy; and (b) Ensure that the board or a committee of the board is informed of any material incidents reported under that policy. |
Complying | The Company has established a Whistleblower Policy, a copy of which can be found on the Website. The purpose of the Whistleblower Policy is to identify wrongdoing that may not be uncovered unless there is a safe and secure means for disclosing. The Board and its management team are committed to listen to any concern from any whistleblower who raises the risk to the company, in terms of values, integrity etc, such as suspicion of fraud, corruption, criminal acts or acts of reputation risk in relation to the staff/employees/management of the organisation. On the basis of this commitment, this policy is intended to serve the purpose of outlining the procedures for a) reporting and processing such information; and b) conducting an investigation into the issues raised by the whistleblower for final resolution including remedial action. The CEO, Felicia Gan is responsible for bringing breaches of the Codes to the attention of the Board, and breach reporting is a standing agenda item at Board meetings. |
| 3.4 | A listed entity should: (a) Have and disclose an anti- bribery and corruption policy; and (b) Ensure that the board or a committee of the board is informed of any materials breaches of that policy. |
Complying | The Company has established an Anti-Bribery and Corruption Policy, a copy of which can be found on the Website. The CEO, Felicia Gan is responsible for bringing breaches of the Anti-Bribery and Corruption Policy to the attention of the Board, and breach reporting is a standing agenda item at Board meetings. |
| Principle 4 – Safeguard the integrity of corporate reports A listed entity should have appropriate processes to verify the integrity of its corporate reports |
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| 4.1 | A listed entity should: (a) have an audit committee which: |
Non- Complying |
The Board has a formal Audit Committee currently comprising two independent Directors – Grant |
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GLG Corp Ltd Corporate Governance Statement
| (1) has at least three members, all of whom are non-executive directors and a majority of whom are independent directors; and (2) is chaired by an independent director, who is not the chair of the board, and disclose: (3) the charter of the committee; (4) the relevant qualifications and experience of the members of the committee; and (5) in relation to 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 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 external auditor and the rotation of the audit engagement partner. |
Hummel and Peter Tan and one Executive Director – Felicia Gan (the Company’s CEO). The role of the Audit Committee is to advise on financial information prepared for use by the Board or for inclusion in financial statements. The Chairman of the Audit Committee is Peter Tan. The Audit Committee’s functions and powers are formalised in a Charter and is posted on the Website. The number of times that the Audit Committee met throughout the financial year and the individual attendances of the members at those meetings, and the relevant qualifications and experience of the Audit Committee members are disclosed in the Company’s Annual Report and below under ‘Directors Meetings’. |
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|---|---|---|---|
| 4.2 | The board of a listed entity should, before it approves the entity’s financial statements for a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity have been properly maintained and that the financial statements comply with the appropriate accounting standards and give a true and fair view of the financial position and performance of the entity and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. |
Complying | The Directors are committed to the preparation of financial statements that present a balanced and clear assessment of the Company’s financial position and prospects. The Board reviews GLG’s half yearly and annual financial statements. The Board requires that the CEO and CFO state it writing that GLG’s financial reports present a true and fair view, in all material respects, of the Company’s financial condition and operational results are in accordance with relevant accounting standards and that the opinion has been formed on the basis of a sound system of risk management and internal control which is operating effectively. |
| 4.3 | A listed entity should disclose its process to verify the integrity of any periodic corporate report it releases to the market that is not audited or reviewed by an external auditor. |
Complying | The Company’s full year and half year reporting is audited and reviewed, as the case may be, by an external auditor. The Company is not required to lodge quarterly reports. Annual directors’ reports are verified by the Board, which seeks documents and information from the Management and subject- matter experts where necessary. |
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GLG Corp Ltd Corporate Governance Statement
Principle 5 – Make timely and balanced disclosure
| Principle 5 – Make timely and balanced disclosure | Principle 5 – Make timely and balanced disclosure | Principle 5 – Make timely and balanced disclosure | Principle 5 – Make timely and balanced disclosure |
|---|---|---|---|
| A listed entity should make timely and balanced disclosure of all matters concerning it that a reasonable person would expect to have a material effect on the price or value of its securities |
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| 5.1 | A listed entity should have and disclose a written policy for complying with its continuous disclosure obligations under listing rule 3.1. |
Complying | The Company has a documented policy which has established procedures designed to ensure compliance with the ASX Listing Rule continuous disclosure requirements and to ensure that 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 on the price of the Company’s securities and improving access to information for all investors. The CEO and the Company Secretary are responsible for interpreting GLG’s policy and where necessary informing the 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. |
| 5.2 | A listed entity should ensure that its board receives copies of all material market announcements promptly after the have been made. |
Complying | The Board receives copies of all material market announcements promptly after they have been made. |
| 5.3 | A listed entity that gives a new and substantive investor or analyst presentation should release a copy of the presentation materials on the ASX Market Announcements Platform ahead of the presentation. |
Complying | All investor or analyst presentations are released to the ASX market announcements platform ahead of the presentation. |
| Principle 6 – Respect the rights of security holders A listed entity should provide its securityholders with appropriate information and facilities to allow them to exercise their rights as security holders effectively |
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| 6.1 | A listed entity should provide information about itself and its governance to investors via its website. |
Complying | The Board informs all shareholders of all major developments affecting GLG’s state of affairs as 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 implement an investor relations program to facilitate effective two-way communication with investors. |
Complying | The Company communicates with its shareholders and investors by posting information via the ASX or website, and by encouraging attendance and participation of shareholders at general meetings. Management and/or Directors may meet with shareholders from time to time upon request and |
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GLG Corp Ltd Corporate Governance Statement
| respond to any enquiries they may make. The Share Registry ‘Boardroom’ also includes an investor relations program, which gives all investors access to information through the market registry. |
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| 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. |
Complying | Shareholders are encouraged to attend the Annual General Meeting (AGM). 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 Company’s auditors regarding the conduct of the audit and preparation and content of the auditor’s report. |
| 6.4 | A listed entity should ensure that all substantive resolutions at a meeting of security holders are decided by a poll rather than by a show of hands. |
Complying | All resolutions at GLG’s general meetings are decided by way of a poll. |
| 6.5 | A listed entity should give security holders the option to receive communications from, and send communications to, the entity and its security registry electronically. |
Complying | Investors are able to communicate with the Company electronically via the Website. Investors are also able to communicate with the Company’s registry electronically by emailing the registry or via the registry’s website. |
| Principle 7 – Recognise and Manage Risk A listed entity should establish a sound risk management framework and periodically review the effectiveness of that framework |
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| 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 |
Complying | 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 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 content and identification of specific key risks; 2. Analysing and prioritising selected risks; 3. Evaluation and treatment of risks; 4. Monitoring and reporting; and 5. Controlling, communication and knowledge- capturing. GLG risk categories are: |
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GLG Corp Ltd Corporate Governance Statement
| that satisfy (a) above, disclose that fact and the processes it employs for overseeing the entity’s risk management framework. |
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. Resource risks (including HR, IT etc); 8. Finance risks (including liquidity, trade credit financing, forex etc); 9. Reputation risks; and 10. External factor risks. The Management Risk Committee provides reports for the Board meetings. The Risk Management Policy is available on the Website. |
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| 7.2 | The board or a committee of the board should: (a) review the entity’s risk management framework at least annually to satisfy itself that it continues to be sound; and (b) disclose, in relation to each reporting period, whether such a review has taken place. |
Complying | The Company has established a Risk Management Policy, a copy of which is available on the Website. The Board has delegated responsibilities to the Management Risk Committee who then provides reports to the Board. The Board is responsible for approving policies on risk assessment and management. The Audit Committee regularly reviews the risk management framework and policies of the Company. |
| 7.3 | A listed entity should disclose: (a) if it has an internal audit function, how the function is structured and what role it performs; or (b) if it does not have an internal audit function, that fact and the processes it employs for evaluating and continually improving the effectiveness of its risk management and internal control processes. |
Complying | The Company does not have an internal audit function. Management reviews the Company’s business units, organisational structure and accounting controls and processes on a regular basis and reports to the Audit Committee and in turn to the Board; the Board is satisfied that the processes in place to identify the Company’s material business risks are appropriate and that these risks are being effectively managed. GLG’s risk management processes continue to be monitored and reported against. A copy of GLG’s Risk Management Policy is available on the Website. |
| 7.4 | A listed entity should disclose whether it has any material exposure to economic, environmental and social sustainability risks and, if it does, how it manages or intends to manage those risks. |
Complying | The Company’s operations are not subject to any significant environmental regulations. The Directors believe that the Company has adequate systems in place for the management of its environmental requirements and are not aware of any breach of those environmental requirements. The current Management Risk Committee will extend the risk coverage to include economic and social sustainability risks. |
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GLG Corp Ltd Corporate Governance Statement
Principle 8 – Remunerate fairly and responsibly
A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive remuneration to attract, retain and motivate high quality senior executives and to align their interests with the creation of value for security holders and with the entity’s values and risk appetite.
| Principle 8 – Remunerate fairly and responsibly A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive remuneration to attract, retain and motivate high quality senior executives and to align _their interests with the creation of value for security holders and with the entity’s values and risk appetite. _ |
Principle 8 – Remunerate fairly and responsibly A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive remuneration to attract, retain and motivate high quality senior executives and to align _their interests with the creation of value for security holders and with the entity’s values and risk appetite. _ |
Principle 8 – Remunerate fairly and responsibly A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive remuneration to attract, retain and motivate high quality senior executives and to align _their interests with the creation of value for security holders and with the entity’s values and risk appetite. _ |
Principle 8 – Remunerate fairly and responsibly A listed entity should pay director remuneration sufficient to attract and retain high quality directors and design its executive remuneration to attract, retain and motivate high quality senior executives and to align _their interests with the creation of value for security holders and with the entity’s values and risk appetite. _ |
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| 8.1 | The board of a listed entity should: (a) have a remuneration committee 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 remuneration committee, disclose that fact and the processes it employs for setting the level and composition of remuneration for directors and senior executives and ensuring that such remuneration is appropriate and not excessive. |
Complying | The Board has a formal Nomination & Remuneration Committee comprising three members, two of whom is independent. The current members are Grant Hummel (Non-Executive Independent Director), Peter Tan (Non-Executive Independent Director) and Estina Ang (Executive Chairman). The Chair of the Nomination & Remuneration Committee is Grant Hummel. The role of the Nomination & Remuneration Committee is to review and make recommendations to the Board on remuneration packages and practices applicable to the Chief Executive Officer, Senior Executives and Directors themselves. This role also includes responsibility for share option schemes, incentive performance packages and retirement and termination entitlements. Remuneration levels are competitively set to attract the most qualified and experienced Directors and Senior Executives. The Nomination & Remuneration Committee’s may obtain independent advice on the appropriateness of remuneration packages. The Nomination & Remuneration Committee’s functions and powers are formalised in a Charter and is posted on GLG’s website. The number of times that the Nomination & Remuneration Committee met throughout the financial year and the individual attendance of the members at those meetings are disclosed in the Company’s Annual Report and below under Directors’ Meetings. |
| 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. |
Complying | Yes, details of the Directors and Senior Executives remuneration are set out in the Remuneration Report of the Annual Report. The structure of Non- Executive Directors’ remuneration 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. |
Complying | Currently the Company does not have an equity- based remuneration scheme. |
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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:
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the Board should comprise directors with an appropriate range of qualifications and expertise; and
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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:
| he Directors in office at the date of | this statement are as follows: |
|---|---|
| Name | Position |
| Estina AngSuan Hong | Executive Chairman |
| Peter Tan | Independent Non-Executive Director |
| Grant Hummel | Independent Non-Executive Director |
| Felicia Gan Peiling | Chief Executive Officer |
The skills, experience and expertise relevant to the position of director as well as the period of office held by each director are set out in the Directors’ Report on page 18 to 19.
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 on-going basis as to the material risks associated with the company’s operations and the recommended 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.
Under the guidance of the ASX’s Corporate Governance Principles and Recommendations (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 24 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.
A copy of the Company’s Code of Conduct, Audit Committee charter, Nomination and Remuneration Committee charter and the terms and conditions of the continuous disclosure and shareholder communication policy is made publically available on the Company’s website.
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 2021, the proportion of women employed by GLG Corp Ltd was:
-
Board of Directors 50%
-
Senior Executives 55%
-
Total Workforce 59%
15
GLG Corp Ltd Corporate Governance Statement
Dealing in GLG Corporation’s Securities by Directors and employees
Directors, officers and employees of the Company are prohibited from trading in GLG securities during the closed trading period between the completion of a listed company's financial results and 1 trading day following the announcing of these results to the public. The close period is typically regarded as the two-month period preceding the release of a company's half-yearly and preliminary final results. A full outline of the Company’s securities trading policy has been made available on the Company website.
Risk Management Policy
Risk is an inherent part of GLG Corp’s business, which operates in a highly competitive market sector. GLG 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:
-
Outline the company’s approach to risk management;
-
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 this commitment, risk is every employee’s business. All employees are required to be responsible and 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 integrated into GLG Corp’s existing planning and operational processes and fully recognised in GLG Corp’s reporting processes.
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.
Full disclosure of the Company’s policies in relation to risk oversight and management of material business risk are made publicly available on the Company website.
16
GLG Corp Ltd Directors’ Report
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 2021, as well as the Independent Auditor’s Report thereon before submitting 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 (“AC”) 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. It was noted that the aging of the receivables did not show any customer 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; and b) The valuation of the GLIT*Receivable continues to be an area of focus due to the commercial nature of GLG’s business. The AC had reviewed management’s extensive assessment of the GLIT receivable to support its recoverability. The management evaluated GLIT’s financial capacity and the integral supporting supplier relationship with the GLG Corp and determined that a write-off amount of US$6 million was made, rather than a provision, based on the current and future relationship between the GLIT entities and GLG Corp. This write-off assisted in cleaning up the significant amount of outstanding receivables and have enabled a fresh start to the relationship with GLIT based on the assessed financial capabilities, historical transaction with the GLIT entities and the essential role that GLIT play in the operation of GLG Corp. GLIT’s inroad into manufacturing of fabric masks and better product mix have improved the profit margins which resulted in the reduction of the receivables. In view of the recovery progress, GLG was confident of the full recoverability of the receivables and as such reached the conclusion that all the original agreements entered to undertake the receivables recovery could be extinguished should the business condition persist. The Audit Committee has accepted this closure. *Please refer to the Notes to the Financial Statements Note 11 on the details of GLIT. |
Other Information
The Company’s corporate governance practices and policies in relation to the matters reserved to the board, matters delegated to senior executives and a copy of the board charter are publicly available at the Company’s registered office. The policies have also been posted on the Company’s website.
17
GLG Corp Ltd Directors’ Report
Directors’ report
The Directors of GLG Corp Ltd (“GLG” or “the Company”) submit herewith the annual financial report of the consolidated entity for the financial year ended 30 June 2021. 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 43 years of experience in the textile and apparel industry who leads a 9,000 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, listed in The 300 List in Singapore Tattler, named “The Emergent 25 Asia’s Latest Star Businesswomen” by Forbes Asia in 2018 and recipient of the Nanyang Alumni Achievement Award recognised for her outstanding contribution to her field in 2020 and also spearheaded the business expansion into Malaysia, Indonesia, Cambodia, USA and Hong Kong.
Felicia Gan Peiling
Ms Gan joined the Board on 15 September 2015. She joined the Company in 2006 as a legal officer responsible for the legal compliance office. Ms Gan became the Deputy Chief Executive Officer on 20 February 2020 and became the Chief Executive Officer on 1 Jul 2021. She is currently responsible for the overall management of Finance, Textile Mill and Factories’ Operation, Business Development, Sales & Marketing 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.
18
GLG Corp Ltd Director’s Report
Peter Tan
Peter Tan was appointed as an independent director of the Board effective from 15 October 2020. He is currently the Chairman of the Audit Committee and a member of the Nomination and Remuneration Committee.
Mr Tan has more than 30 years’ experience in corporate accounting in Australia, Singapore and Indonesia.
Prior to joining the Group, he served as Group Chief Financial Officer or Financial Controller of various SGX-ST listed companies and unlisted corporations. He was an independent director of SGX-ST listed companies, Emerging Towns & Cities Singapore Ltd (“ETC”) from 24 June 2015 to 26 April 2018 and independent Director of PCI Limited (“PCI”) from 24 February 2017 to 01 June 2018. At ETC, he served as Chairman of its Audit Committee and a member of its Nominating and Corporate Governance and Remuneration Committees and at PCI he was a member of the Audit, Remuneration and Nominating Committees.
He obtained his Bachelor of Commerce degree majoring in Accounting and Management from the University of Western Australia (Perth) in 1981. Mr Tan is a Fellow of CPA Australia, a member of the Australian Institute of Management, a Fellow of the Institute of Singapore Chartered Accountants and a member of the Singapore Institute of Directors.
Grant Hummel
Grant Hummel was appointed to the Board as an independent director, on 1st December 2020. 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).
Board Skills Matrix
==> picture [403 x 253] intentionally omitted <==
The results of the surveys are illustrated in the diagram below, with skill assessments out of an aggregated Board score of twelve (out of three for each director).
19
GLG Corp Ltd Director’s Report
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.
Directors’ Security Holdings
The following table sets out each director’s relevant interest in shares or options in shares or debentures of the Company or a related body corporate as at 30 June 2021.
| Fully Paid Ordinary Shares | Fully Paid Ordinary Shares | |||
|---|---|---|---|---|
| Directors | As at 1 July 2020 |
Acquisitions FY21 |
Disposals FY21 |
As at 30 June 2021 |
| Estina Ang Suan Hong Felicia Gan Peiling Peter Tan Grant Hummel |
50,116,000 52,338,000 - - |
3,222,000 3,222,000 - - |
- - - - |
53,338,000 55,560,000 - - |
The Directors do not hold any Options or Performance Rights.
Remuneration of directors and senior management
Information about the remuneration of directors and senior management is set out in the remuneration report of this directors’ report, on pages 25 to 31.
Share options granted to directors and senior management
During and since the end of the financial year no share options (2020: nil) were granted to the directors as part of their remuneration.
Company Secretary
Mr Todd Richards resigned as Company Secretary on 30 November 2020 and Ms Rebecca Weir was appointed. Ms Weir is an employee of Boardroom Pty Limited (the Company’s Corporate Secretarial provider) and is the appointed Company Secretary for a number of Companies, including ASX listed, private unlisted, and smaller private start-up companies. Rebecca has a Bachelor of Laws Degree (LLB) from Keele University (UK) and has detailed knowledge of regulatory requirements, including ASIC and the ASX as well as best practices in Corporate Governance. Rebecca has completed the Graduate Diploma in Applied Corporate Governance and Risk Management and was awarded the Victorian Dux award (best in class) in Corporate Governance. Rebecca is an Associate Member of the Governance Institute of Australia (AGIA) and an Affiliated Member of the Chartered Governance Institute (ACGI).
Principal Activities
The consolidated entity’s principal activities in the course of the financial year were being a global supplier of knitwear, apparel, garment accessories like fabric facial masks and supply chain management operations.
20
GLG Corp Ltd Director’s Report
Review of Operations
The global outbreak of COVID-19 pandemic has adversely the global supply chain and have hit the global textile and apparel industry hard as we continue to deal of global country sporadic lockdowns. A few of our factories had compulsorily suspended work and shutdown periodically as and when mandated by local governments and at the same time had to deal with yarn, fabric and trims delays from our suppliers. Simultaneously, container shortages and slow port turnaround times have further disrupted logistics supply chain causing considerable delays in our shipments to our customers.
On the positive side, additional government stimulus handouts have positively boosted retail sales demand from our customers and our sales have grown due to this and the work from home trend and growth of our athleisure casual active programs. Hence, this had a positively impact in this financial year. In additional, most of the postponed orders were fully resumed in this financial year. With the continuing strong demand from our customers, GLG has seen growth in our sales compared to last financial year and have acquired new customers. During the course of the year we have been actively expanding capabilities and capacity through including more outsourced factories into our network to cope with capacity demand and risk management of factory lockdowns. Cost management continue to be our key focus as our freight costs and raw material costs like yarn continue to surge. These unforeseen spike on costs has impacted GLG bottom line for this financial year ended 30 June 2021.
Health and safety of our employees remain our priority as we continue to implement safe distancing, quarantine measures and testing protocols which aim at protecting the health and safety of our employees. In additional, we have also implemented among the office employees staggered working hours to reduce possible congregation of employees at common spaces and to perform their work by telecommuting from home where possible. Our group has a high majority of vaccinated employees and we continue to encourage our employees to be vaccinated so that our factories can continue to stay open. We will continue to monitor and assess these measures and protocol to ensure that we remain in line with global recommended practices and guidelines.
The discussion above forms part of this Report of the Directors.
Comparison of Consolidated Statement of Profit or Loss and Comprehensive Income for the financial year ended 30 June 2021 with that of 30 June 2020.
GLG’s sales increased by US$5.8m or 3.2% from US$178.0m in the previous year to US$183.8m in this financial year. This was mainly due to reinstatement orders from existing garment customers and growth in athleisure programs.
The gross margin weakened from 22% in the previous year to 18% in this financial year, mainly due to increase in yarn price and our need to support long running core annual programs.
Selling and distribution costs increased by 34.8% from US$6.7m in the previous year to US$9.1m in this financial year. This was mainly due to duty and freight cost incurred on reinstatement of sales from postponed Land-Duty Paid customers’ orders, increase in global freight rates and customs duties incurred by the subsidiaries.
Administrative expenses slightly decreased by 1.6% to US$11.7m compared to US$11.9m in the previous financial year. The decrease in costs was achieved through streamlining of manpower.
Finance costs decreased by 48.3% from US$3.5m in the previous year to US$1.8m in this financial year. The decrease was mainly due to lower interest rate and better cash management on invoice financing.
Other expenses decreased by 34.8% from US$15.0m to US$9.7m due to reduction in debts written off on outsource manufacturer and a joint-venture in the previous year.
Net profit after tax for GLG was US$2.3m, which represented a decrease of US$1.5m compared to the financial year ended 30 June 2020 of US$3.8m. Overall, the decrease was mainly due to lower gross margin generated in this financial year.
21
GLG Corp Ltd Director’s Report
Review of Operations (cont’d)
Comparison of the Consolidated Statement of Financial Position as at 30 June 2021 with that of 30 June 2020.
Trade and other receivables decreased by 27.9% from US$47.1m as at 30 June 2020 to US$34.0m as at 30 June 2021. The decrease was primarily due to the prompt settlement of payment from customers and partial write-off debts due from outsourced manufacturer.
Inventory increased by about 30.3% from US$26.4m as at 30 June 2020 to US$34.3m as at 30 June 2021. This was mainly attributed to an increase in the inventory of raw materials in the factories arising from yarn price increase and the need to purchase yarn and fabric in advance to meet the deliveries of customers’ orders amidst yarn price increases and sporadic country lockdowns affecting supply chain.
The right-of-use assets decreased by 13.3% from US$14.7m as at 30 June 2020 to US$12.7m as at 30 June 2021 mainly due to the amortised value of leases recognised as non-current assets in the Group’s statement of financial position as at 30 June 2021.
The intangible assets decreased by 22.6% from US$6.4m as at 30 June 2020 to US$5.0m as at 30 June 2021 mainly due to the goodwill impairment of US$0.8m of a subsidiary.
Current and non-current borrowings increased by 19.6% from US$45.4m as at 30 June 2020 to US$54.3m as at 30 June 2021, as a result of increase in trust receipts to meet the increase orders from buyers and advance purchases of yarn and fabric.
Comparison of the Consolidated Statement of Cash Flows for the financial year ended 30 June 2021 with that of 30 June 2020.
The net cash flow generated from operating activities of US$20.1m was mainly due to high revenue and prompt settlement from customers.
Net cash flows used in investing activities amounted to US$3.5m mainly due to investment in new machineries in fabric factory to increase the productivity and order requirements.
Net cash used in financial activities amounted to US$1.9m, was mainly attributed to the repayments to Ghim Li Group Pte Ltd for the Maxim’s acquisition amounted to US$8.2m and net off against the proceeds from bank’s borrowings amounted to US$8.9m.
As a result of the above, there was a net increase of US$14.7m in cash and cash equivalents for financial year ended 30 June 2020, from a net cash surplus of US$7.6m as at 30 June 2020 to a net cash surplus of US$22.3m as at 30 June 2021.
We believe the cash flows from operations of GLG remains sufficient to meet our working capital requirements, capital expenditures, debt servicing and other funding obligations.
22
GLG Corp Ltd Director’s Report
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
| Dividends (Distributions) | As per security – US Cents |
Unfranked amount per security-US cents |
Record date | Payment date |
|---|---|---|---|---|
| Interim ordinary unfranked dividend |
1.00 | 1.00 | 26 March 2021 | 15 April 2021 |
| Proposed Final ordinary unfranked Dividend |
1.00 | 1.00 | 20 September 2021 | 18 October 2021 |
| Total unfranked dividend | 2.00 | 2.00 |
The financial effect of the final ordinary unfranked dividends has not been brought to account in the financial statements for the year ended 30 June 2021 and will be recognised in the subsequent financial period.
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 (2020: 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.
23
GLG Corp Ltd Director’s Report
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.
Directors’ meetings
The following table sets out the number of directors’ meetings (including meetings of committees of directors) 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 three Board meetings, two Nomination and Remuneration Committee meetings and two Audit Committee meetings were held:
| Board of directors | Board of directors | Nomination & Remuneration Committee |
Nomination & Remuneration Committee |
Audit Committee | Audit Committee | |
|---|---|---|---|---|---|---|
| Directors | Held | Attended | Held | Attended | Held | Attended |
| Estina Ang Suan Hong 3 3 2 2 - - Grant Hummel 3 3 2 2 2 2 Felicia Gan Peiling 3 3 - - - - Peter Tan 3 3 2 2 2 2 |
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 31 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 the auditor’s behalf) is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
The Directors are of the opinion that the services as disclosed in Note 31 to the full financial statements do not compromise the external auditors’ independence, based on advice received from the Audit Committee, for the 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 auditing the auditor’s own work, acting in a management or decision-making capacity for the Company, acting as advocate for the Company or jointly sharing economic risks and rewards.
Auditor’s independence declaration
The auditor’s independence declaration is included on page 32 of this report.
Rounding off of amounts
The company is a company of the kind referred to in ASIC Corporations (Rounding in Financials/Directors’ Reports) Instrument 2016/191 and in accordance with that Corporations Instrument amounts in the directors’ report and the financial statements are rounded off to the nearest thousand dollars, unless otherwise indicated.
24
GLG Corp Ltd Director’s Report
Remuneration Report (audited)
This Remuneration report, which forms part of the Directors’ report, sets out information about the remuneration of GLG’s directors and its senior management for the financial year ended 30 June 2021. 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
-
Grant Hummel as Independent Non-Executive Director
-
Felicia Gan Peiling as Executive Director and Deputy Chief Executive Officer (appointed as CEO 1 Jul 2021)
-
Peter Tan as Independent Non-Executive Director
The term ‘senior management’ is used in this remuneration report to refer to the following persons. Except as noted, 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 Operations Officer
-
Victoria Yong as Chief Financial Officer and Head of IT & Human Resources (resigned 9 Aug 2021)
-
Lee Kwak Keh appointed as Chief Marketing Officer on 1 July 2020
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.
25
GLG Corp Ltd Director’s Report
Relationship between the remuneration policy and company performance
The tables below set out summary information about the consolidated entity’s earnings and movements in shareholder wealth for the five years to June 2021:
| 30 June 2021 | 30 June 2020 |
30 June 2019 | 30 June 2018 | 30 June 2017 | |
|---|---|---|---|---|---|
| US$’000 | US$’000 |
US$’000 | US$’000 | US$’000 | |
| Revenue from all | |||||
| sources | 183,804 | 178,047 |
175,709 | 180,606 | 156,041 |
| Net profit before | |||||
| tax | 3,890 | 5,223 |
1,438 | 3,806 | 4,477 |
| Net profit after | |||||
| tax | 2,261 | 3,796 |
455 | 2,395 | 4,193 |
| Share price at | |||||
| start of year | $0.10 | $0.09 |
$0.10 | $0.19 | $0.15 |
| Share price at end | |||||
| of year | $0.27 | $0.10 |
$0.09 | $0.10 | $0.19 |
| Total Dividend | |||||
| (unfranked) | $0.02 | - | - | - | - |
| Basic earnings per | |||||
| share | 3.05 cps | 5.12 cps |
0.61 cps | 3.23 cps | 5.66 cps |
| Diluted earnings | |||||
| per share | 3.05 cps | 5.12 cps |
0.61 cps | 3.23 cps | 5.66 cps |
26
GLG Corp Ltd Director’s Report
Relationship between the remuneration policy and company performance (cont’d)
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;
-
are covenanted to not compete against GLG’s operations for a period of 12 months 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.
The service agreements contain otherwise standard terms, including with regard to each executive’s duties, 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 management performance and the Company’s profit for the year.
27
GLG Corp Ltd Director’s Report
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
| 2021 | 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 | 538,656 96,453 - - 5,676 - - 640,785 |
| Peter Tan2 | 36,723 - - - - - - 36,723 |
| Grant Hummel | 30,848 - - - - - - 30,848 |
| Felicia Gan Peiling1 | 258,199 74,195 - - 12,865 - - 345,259 |
| 864,426 170,648 - - 18,541 - - 1,053,615 |
|
| Executives | |
| Lee Kwak Keh3 | 117,213 18,549 - - 5,809 - - 141,571 |
| Victoria Yong5 | 166,048 11,129 - - 10,973 - - 188,150 |
| Susan Yong | 168,719 25,968 - - 6,811 - - 201,498 |
| 451,980 55,646 - - 23,593 - - 531,219 |
|
| Total | 1,319,406 226,294 - - 42,134 - - 1,584,834 |
-
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 the Chief Executive Officer (1 Jul 2021).
-
Peter Tan appointed as Independent Director on 15 October 2019.
-
Lee Kwak Keh appointed as Chief Marketing Office on 1 July 2020.
-
Victoria Yong as Chief Financial Officer and Head of IT & Human Resources (resigned 9 Aug 2021)
28
GLG Corp Ltd Director’s Report
Remuneration of directors and senior management (cont’d)
| 2020 | 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 | 520,579 - - - 6,494 - - 527,073 |
| Christopher Chong Meng Tak3 | 9,639 - - - - - - 9,639 |
| Peter Tan2 | 24,981 - - - - - - 24,981 |
| Grant Hummel | 28,344 - - - - - - 28,344 |
| Felicia Gan Peiling1 | 185,754 - - - 8,865 - - 194,619 |
| 769,297 - - - 15,359 - - 784,656 |
|
| Executives | |
| Shawn Fung4 | 91,890 - - - 5,369 - - 97,259 |
| Victoria Yong5 | 78,507 - - - 9,551 88,058 |
| Susan Yong | 133,802 - - - 8,559 - - 142,361 |
| 304,199 - - - 23,479 - - 327,678 |
|
| Total | 1,073,496 - - - 38,838 - - 1,112,334 |
-
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 the Deputy Chief Executive Officer.
-
Peter Tan appointed as Independent Director on 15 October 2019.
-
Christopher resigned as Independent Director on 1 October 2019.
-
Shawn Fung as Chief Financial Officer and Head of IT & Human Resources (resigned 31 January 2020)
-
Victoria Yong as Chief Financial Officer and Head of IT & Human Resources (appointed 24 February 2020)
The relative proportions of those elements of remuneration of key management personnel that are linked to performance:
| Fixed remuneration | Fixed remuneration | Remuneration linked to performance | Remuneration linked to performance | |
|---|---|---|---|---|
| Directors Estina Ang Suan Hong Christopher Chong Meng Tak Peter Tan Grant Hummel Felicia Gan Peiling Executives Shawn Fung Lee Kwak Keh Victoria Yong Susan Yong |
2021 84.9% - 100% 100% 78.5% - 86.9% 94.1% 87.1% |
2020 100% 100% 100% 100% 100% 100% - 100% 100% |
2021 15.1% - 100% 100% 21.5% - 13.1% 5.9% 12.9% |
2020 - - - - - - - - - |
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 individual’s performance.
29
GLG Corp Ltd Director’s Report
Salary supplement / Bonuses payment as compensation for the current financial year
Madam Estina Ang Suan Hong was granted a salary supplement on 28 January 2021 of US$96,453 (FY2020: US$Nil) during the financial year ended 30 June 2021. This amount was paid on 28 January 2021 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 2021 of US$74,195 (FY2020: US$Nil) during the financial year ended 30 June 2021. This amount was paid on 28 January 2021 for her contribution as Chief Marketing Officer including business development for the business, although the company did not pay any variable bonus to her.
Ms Victoria Yong was granted a salary supplement on 28 January 2021 of US$11,129 (FY2020: US$Nil) during the financial year ended 30 June 2021. The amount was paid on 28 January 2021 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 her.
Ms Susan Yong was granted a salary supplement on 28 January 2021 of US$25,968 (FY2020: US$Nil) during the financial year ended 30 June 2021. The amount was paid on 28 January 2021 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.
Mr Lee Kwak Keh was granted a salary supplement on 28 January 2021 of US$18,549 (FY2020: US$Nil) during the financial year ended 30 June 2021. The amount was paid on 28 January 2021 for his contribution as Chief Merchandising Officer for the business although the company did not pay any variable bonus to him
Loans to Key Management Personnel
GLG has not provided any loans to key management personnel.
Other transactions with Key Management Personnel in GLG
There have been no other transactions between GLG and key management personnel.
Key Management Personnel equity holdings
Fully paid ordinary shares of GLG Corp Ltd
| Balance at 1 July No. |
Granted as compensation No. |
Net other change No. |
Balance at resignation date No. |
Balance at 30 June No. |
|
|---|---|---|---|---|---|
| 2021 Estina Ang Suan Hong (indirect holding through Ghim Li Group) Felicia Gan Peiling |
50,116,000 2,222,000 |
- - |
- - |
- | 53,338,000 2,222,000 |
| 2020 Estina Ang Suan Hong (indirect holding through Ghim Li Group) Felicia Gan Peiling Christopher Chong Meng Tak* |
50,116,000 2,222,000 110,001 |
- - - |
- - - |
- - - |
50,116,000 2,222,000 110,001 |
*Christopher Chong Meng Tak resigned on 1[st] October 2019
30
GLG Corp Ltd Director’s Report
Key terms of employment contract
A summary of the key term of employment are set out below for the financial year ended 30 June 2021:
| Position | Keyterm of service agreements | Keyterm of service agreements |
|---|---|---|
| Chief Executive Officer | • | Base salary: US$538,656 (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. | ||
| • | Termination notice period: 6 months’ notice or without | |
| notice in the event of serious misconduct. | ||
| • | Termination payment: in lieu of notice | |
| • | Restraint and confidentiality provisions. | |
| Executive Director | • | Base salary: US$258,199 (SG$348,000) 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. | ||
| • | Termination notice period: 3 months’ notice or without | |
| notice 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 |
| management for individual’s salary | ||
| • | Term: no fixed term | |
| • | Base remuneration: Reviewed annually by the Nomination | |
| and Remuneration Committee. | ||
| • | Bonus entitlements: Determined annually by the | |
| Nomination and Remuneration Committee. | ||
| • | Termination notice period: one month’s notice or without | |
| 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.
31
GLG Corp Ltd Director’s Report
The Directors’ report is signed in accordance with a resolution of the Directors made pursuant to s.298 (2) of the Corporations Act 2001.
On the behalf of the Director
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32
Tel: +61 2 9251 4100 Level 11, 1 Margaret St Fax: +61 2 9240 9821 Sydney NSW 2000 www.bdo.com.au Australia
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DECLARATION OF INDEPENDENCE BY RYAN POLLETT TO THE DIRECTORS OF GLG CORP LTD
As lead auditor of GLG Corp Ltd for the year ended 30 June 2021, I declare that, to the best of my knowledge and belief, there have been:
-
No contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the audit; and
-
No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of GLG Corp Ltd and the entities it controlled during the period.
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Ryan Pollett Director
BDO Australia Ltd
Sydney
24 September 2021
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
Tel: +61 2 9251 4100 Level 11, 1 Margaret St Fax: +61 2 9240 9821 Sydney NSW 2000 www.bdo.com.au Australia
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INDEPENDENT AUDITOR'S REPORT
To the members of GLG Corp Ltd
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of GLG Corp Ltd (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2021, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors’ declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001 , including:
-
(i) Giving a true and fair view of the Group’s financial position as at 30 June 2021 and of its financial performance for the year ended on that date; and
-
(ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001 .
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001 , which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
BDO Audit Pty Ltd ABN 33 134 022 870 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation.
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Key audit matter
How the matter was addressed in our audit
Valuation of GLIT receivables
The valuation of the GLIT receivables, collectively the receivables from GLIT Holdings and receivables from outsourced manufacturing suppliers as disclosed in Note 11, is significant to our audit because as at 30 June 2021 the balance was $18,763,388 and it includes judgement in assumptions used in assessing the recoverability.
The valuation process used by the Group to assess recoverability is judgemental and is based on assumptions, specifically those in relation to trust receipts and the overall working capital cycle of the group.
To determine whether the receivable was recoverable at the reporting date, our audit procedures included, amongst others, the following procedures:
-
Assessed managements’ evaluation of the recoverability of the receivable.
-
Analysed turnover of the receivable balance in order to ascertain whether the
recoverability of the receivable would occur within a reasonable timeframe as part of the overall working capital cycle of the Group.
Other information
The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2021, but does not include the financial report and the auditor’s report thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
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includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 25 to 31 of the directors’ report for the year ended 30 June 2021.
In our opinion, the Remuneration Report of GLG Corp Ltd, for the year ended 30 June 2021, complies with section 300A of the Corporations Act 2001 .
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001 . Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
BDO Audit Pty Ltd
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Ryan Pollett Director
Sydney, 24 September 2021
GLG Corp Ltd Directors’ Declaration
Directors’ declaration
The Directors declare that:
-
(a) in the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable;
-
(b) in the Directors’ opinion, the attached financial statements are in compliance with International Financial Reporting Standards, as stated in note 2 to the financial statements;
-
(c) in the Directors’ opinion, the attached financial statements and 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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37
GLG Corp Ltd Consolidated statement of profit or loss and other comprehensive income
Consolidated Statement of profit or loss and other comprehensive income for the financial year ended 30 June 2021
| 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 29 Other comprehensive income, net of tax Total comprehensive income for the year Earnings per share: From continuing operations: Basic (cents per share) 21 Diluted (cents per share) 21 |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 183,804 178,047 (150,712) (138,892) |
|
| 33,092 39,155 3,151 3,170 (9,083) (6,739) (11,715) (11,909) (1,813) (3,504) (9,742) (14,950) |
|
| 3,890 5,223 (1,629) (1,427) |
|
| 2,261 3,796 267 (1,438) |
|
| 267 (1,438) |
|
| 2,528 2,358 |
|
| 3.05 5.12 3.05 5.12 |
Notes to the financial statements are included on page 42 to 85
38
GLG Corp Ltd Consolidated statement of financial position
Consolidated Statement of financial position as at 30 June 2021
| Current assets Cash and cash equivalents Trade and other receivables Inventory Other assets Total current assets Non-current assets Other financial assets Intangible assets Right-of-use assets Property, plant and equipment Total non-current assets Total assets Current liabilities Trade and other payables Borrowings Lease liability Current tax liabilities Total current liabilities Non-current liabilities Borrowings Lease liability Deferred tax liabilities Total non-current liabilities Total liabilities Net assets Equity Issued capital Revaluation reserves Merger reserves Retained earnings Total equity |
Note 25(a) 11 13 15 12 16 27 14 17 18 27 10(b) 18 27 10(c) 19 26 26 20 |
Consolidated |
|---|---|---|
| 2021 US$’000 2020 US$’000 |
||
| 22,280 7,614 33,966 47,098 34,338 26,352 1,671 1,855 |
||
| 92,255 82,919 |
||
| 8,871 6,871 4,963 6,409 12,746 14,694 32,296 33,123 |
||
| 58.876 61,097 |
||
| 151,131 144,016 |
||
| 24,070 25,508 49,621 42,148 1,981 1,875 635 1,369 |
||
| 76,307 70,900 |
||
| 4,646 3,230 11,683 13,520 3,089 2,747 |
||
| 19,418 19,497 |
||
| 95,725 90,397 |
||
| 55,406 53,619 |
||
| 10,322 10,322 3,745 3,478 (14,812) (14,812) 56,151 54,631 |
||
| 55,406 53,619 |
Notes to the financial statements are included on page 42 to 85
39
GLG Corp Ltd Consolidated statement of changes in equity
Consolidated Statement of changes in equity for the financial year ended 30 June 2021
| Consolidated Balance at 1 July 2019 Profit for the year Other comprehensive income for the year Total comprehensive income for the year Balance at 30 June 2020 Balance at 1 July 2020 Dividend declared Profit for the year Other comprehensive income for the year Total comprehensive income for the year Balance at 30 June 2021 |
Issued Capital Asset Revaluation Reserve US$’000 US$’000 |
Merger Reserve Retained Earnings Total US$’000 US$’000 US$’000 |
|---|---|---|
| (14,812) 50,835 51,261 - 3,796 3,796 - - (1,438) |
||
| 10,322 4,916 - - - (1,438) |
||
| - (1,438) |
- 3,796 2,358 |
|
| 10,322 3,478 |
(14,812) 54,631 53,619 |
|
| 10,322 3,478 - - - - - 267 |
(14,812) 54,631 53,619 - (741) (741) - 2,261 2,261 - - 267 |
|
| - 267 |
- 2,261 2,528 |
|
| 10,322 3,745 |
(14,812) 56,151 55,406 |
Notes to the financial statements are included on page 42 to 85
40
GLG Corp Ltd Consolidated statement of cash flows
Consolidated Statement of cash flows for the financial year ended 30 June 2021
| Cash flows from operating activities Receipts from customers Receipts from insurance compensation Payments to suppliers and employees Net (payments to)/ proceeds from outsourced manufacturing suppliers Interest income Interest and other costs of finance paid Interest paid on lease liabilities Income tax paid Net cash provided by operating activities Cash flows from investing activities Purchase of property, plant and equipment Disposal of property, plant and equipment Disposal of software Purchase of software Disposal of subsidiary Net cash (used in)/ from investing activities Cash flows from financing activities Net Proceeds from/ (Repayment of) borrowings Repayments of lease liability Repayments to Ghim Li Group Repayment to key management personnel Dividend paid Net cash used in financing activities Net 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 25(c) 25(d) 25(a) |
Consolidated |
|---|---|---|
| 2021 US$’000 2020 US$’000 |
||
| 191,737 178,271 2,517 431 (167,195) (171,127) (3,395) 29,412 20 3 (885) (2,415) (624) (685) (2,106) (642) |
||
| 20,069 33,248 |
||
| (3,492) (1,966) 21 10,682 - 21 - (3) - 1,320 |
||
| (3,471) 10,054 |
||
| 8,889 (25,202) (1,908) (1,717) (8,177) (10,415) - (3,658) (736) - |
||
| (1,932) (40,992) |
||
| 14,666 2,310 7,614 5,304 |
||
| 22,280 7,614 |
Notes to the financial statements are included on page 42 to 85
41
GLG Corp Ltd Notes to the financial report
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 Ltd.’s registered office and principal place of business are as follows:
Registered office Principal place of business Level 12, 225 George Street, 21 Jalan Mesin, Sydney, NSW, 2000 Singapore 368819 Australia
The entity’s principal activities are the global supply 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 Standards (‘IFRS’).
The financial statements were authorised for issue by the Directors on 24[th] September 2021.
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.
42
GLG Corp Ltd Notes to the financial report
2. Significant accounting policies (cont’d)
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
-
Contingent consideration - Level 3- refer to Note 17 for further details
There were no transfers between levels during the period.
43
GLG Corp Ltd Notes to the financial report
2. Significant accounting policies (cont’d)
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
Any new, revised, or amending accounting standards or interpretations that are not yet mandatory have not been early adopted.
(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.
A list of subsidiaries appears in note 24 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.
In preparing the financial statements of the individual entities, transactions in currencies other than the entity’s 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.
44
GLG Corp Ltd Notes to the financial report
2. Significant accounting policies (cont’d)
(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: financial assets ‘at fair value through profit or loss’, financial assets at ‘amortised cost’. The classification depends 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 assets ‘at fair value through profit or loss’.
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.
45
GLG Corp Ltd Notes to the financial report
2. Significant accounting policies (cont’d)
(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.
(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.
46
GLG Corp Ltd Notes to the financial report
2. Significant accounting policies (cont’d)
(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 facial of the statement of financial position, in current assets. The liabilities of disposal groups classified as held for sale are presented separately on the facial of the statement of financial position, in current liabilities.
3. Critical accounting judgements and key sources of estimation uncertainty
In the application of GLG’s accounting 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. One such other factor considered in management’s estimates and associated assumptions for the current year includes the Covid-19 pandemic. Due to the degree of uncertainty of the pandemic, the limited recent exposure of the economic and financial impacts and the limited amount of time between the emergence of the pandemic and the reporting date, management have found it necessary to incorporate this ongoing event into the key judgements and estimates made in the preparation of the financial statements in order to reflect the resulting increased estimation uncertainty. 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 16 for further details. The estimates and judgements involved in the revaluation of property plant and equipment and also in determining the lease terms and incremental borrowing rates are also key areas of estimates and judgements. Refer to Notes 14 and 27 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
The directors’ 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.
Revenues of US$54.5m (2020: US$45.7m), US$26.9m (2020: US$15.4m) and US$32.4m (2020: US$30.9m) derived from three single customers of the Company. Each of these separate revenues amount to more than 10% of the Company’s revenues from external customers.
47
GLG Corp Ltd Notes to the financial report
4. Segment information (cont’d)
Types of products and services
The principal products and services of each of these operating segments are as follows: Fabric the manufacture and wholesaling of fabric Garments the manufacturing and wholesaling of garments and fabric mask
Intersegment transactions
Intersegment transactions were made at market rates. The garment retailing operating segment purchases fabric from the fabric manufacturing operating segment. Intersegment transactions are eliminated on consolidation.
Operating segment information
| Consolidated – 30 June 2021 Revenue Sales to external customers Intersegment sales Total revenue Interest received Depreciation and amortisation Stock written back Impairment on goodwill Impairment loss on receivables Loss on written off property, plant and equipment EBIT Finance costs Profit before income tax expense Income tax expense Profit after income tax expense |
Fabric US$'000 611 69,762 |
Garments US$'000 183,193 - 183,193 19 (3,540) 2,662 (841) (7,173) - 3,820 |
Intersegment eliminations US$'000 - (69,762) |
Total US$'000 183,804 - |
|---|---|---|---|---|
| 70,373 | (69,762) | 183,804 | ||
| 1 | - | 20 | ||
| (2,382) | - | (5,922) | ||
| - | - | 2,662 | ||
| - | - | (841) | ||
| 43 | 1,004 | (6,126) | ||
| (1,459) | - | (1,459) | ||
| 1,883 | - | 5,703 (1,813) |
||
| 3,890 (1,629) |
||||
| 2,261 |
| Consolidated – 30 June 2020 Revenue Sales to external customers Intersegment sales Total revenue Interest revenue Depreciation Impairment loss on receivables EBIT Finance costs Profit before income tax expense Income tax expense Profit after income tax expense |
Fabric US$'000 1,478 51,478 52,956 1 (2,205) - 6,655 |
Garments US$'000 176,569 33 176,602 2 (3,529) (11,900) 2,072 |
Intersegment eliminations US$'000 - (51,511) |
Total US$'000 178,047 - |
|---|---|---|---|---|
| (51,511) | 178,047 | |||
| - | 3 | |||
| - | (5,734) | |||
| - | (11,900) | |||
| - | 8,727 (3,504) |
|||
| 5,223 (1,427) |
||||
| 3,796 |
48
GLG Corp Ltd Notes to the financial report
4. Segment information (cont'd)
Revenue attributable to external customers is disclosed below, based on the location of the external customer:
| Cambodia India Madagascar Malaysia Myanmar Singapore |
Fabric |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| - 482 430 202 11 - 134 125 - 599 36 70 |
|
| 611 1,478 |
| Canada Europe Japan Singapore USA Cambodia Vietnam Others |
Garments |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 29,129 15,427 1,022 529 55 60 21,162 44,813 131,051 113,339 96 667 - 265 678 1,469 |
|
| 183,193 176,569 |
5. Revenue
Revenue recognition
The consolidated entity recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity is expected to be entitled in exchange for transferring goods or services to a customer. For each contract with a customer, the consolidated entity: identifies the contract with a customer; identifies the performance obligations in the contract; determines the transaction price which takes into account estimates of variable consideration and the time value of money; allocates the transaction price to the separate performance obligations on the basis of the relative stand-alone selling price of each distinct good or service to be delivered; and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the customer of the goods or services promised.
49
GLG Corp Ltd Notes to the financial report
5. Revenue (cont’d)
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts, rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates are determined using either the 'expected value' or 'most likely amount' method. The measurement of variable consideration is subject to a constraining principle whereby revenue will only be recognised to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject to the constraining principle are recognised as a refund liability.
Sale of goods
Revenue from the sale of goods is recognised when the goods are delivered to buyers’ forwarders which is taken 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 Interest income Insurance compensation Payable written back Debts recovered Gain on disposal of subsidiary Government grant Other Total other income |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 183,804 178,047 |
|
| 25 39 20 3 2,517 431 - 298 74 - - 1,320 321 408 194 671 |
|
| 3,151 3,170 |
|
| 186,955 181,217 |
Disaggregation of revenue
Revenue is disaggregated by the country in which the customer is located as this depicts how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. See further detail on revenue by location of external customer within Note 4.
6. Administration expenses
| Employee compensation Leased rental and equipment expenses Management fees Insurance Couriers Other administration expenses |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 7,298 7,718 36 52 628 713 215 296 427 363 3,111 2,767 |
|
| 11,715 11,909 |
50
GLG Corp Ltd Notes to the financial report
7. Finance costs
| Finance costs | |
|---|---|
| Interest on loans Interest on lease Interest on obligations under finance leases Bank charges Total interest and bank charges Line of credit charges |
Consolidated |
| 2021 US$’000 2020 US$’000 |
|
| 389 825 624 685 6 9 169 284 |
|
| 1,188 1,803 625 1,701 |
|
| 1,813 3,504 |
8. Other expenses
| Other expenses | |
|---|---|
| Commitment fee Legal and professional fee Bad and doubtful debts Bad debts from outsourced manufacturer (i) Impairment on goodwill Property, plant and machineries written off Others |
Consolidated |
| 2021 US$’000 2020 US$’000 |
|
| - 2,298 16 36 120 1,900 5,974 10,000 841 - 1,459 - 1,332 716 |
|
| 9,742 14,950 |
(i) Management assessed the GLIT’s (outsourced manufacturer) financial capacity and the integral supporting supplier relationship with the group and had determined that a write-off was needed based on the current and future relationship between GLIT entities and the group.
9. Profit For The Year Before Income Tax Expense
Profit for the year has been arrived at after (crediting)/charging the following gains and losses:
| Loss on written off property, plant and equipment Impairment on goodwill (Written back)/ Impairment on inventory Net foreign exchange loss/ (gain) Depreciation of non-current assets Amortisation of intangible assets Amortisation of right-of-use assets Lease rental expenses: Minimum lease payments Employee benefit expense: Salaries, wages, and bonuses Post-employment benefits: Defined contribution plans Total employee benefit expenses |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 1,459 35 841 - (2,662) 2,890 43 (358) 3,191 3,233 605 502 2,126 1,999 100 134 |
|
| 26,011 25,253 646 982 |
|
| 26,657 26,235 |
51
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 2020 nor 2021.
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.
52
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 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 |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 1,312 1,641 (105) 534 366 (695) 56 (53) |
|
| 1,629 1,427 |
|
| 3,890 5,223 1,167 1,567 1,834 2,810 (740) (117) (105) 524 (668) 209 (394) (2,843) 366 (695) |
|
| 1,460 1,455 113 34 |
|
| 1,573 1,489 56 (62) |
|
| 1,629 1,427 |
- (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 $1,216,000.
53
GLG Corp Ltd Notes to the financial report
10. Income taxes (cont’d)
(b) Current tax liabilities
| (b) Current tax liabilities Current tax liabilities Income tax payable attributable to entities in the consolidated GLG |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 635 1,369 |
|
| 635 1,369 |
(c) Deferred tax balances
Deferred tax liabilities arise from the following:
| Consolidated | |||||||
| Opening balance |
Charged to income |
Charged to Equity |
Acquisitions/ disposals |
Exchange differences |
Changes in tax rate |
Closing balance |
|
| 2021 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 |
| Temporary differences Property, plant and equipment Unused tax loses and other credits: Nil |
2,747 257 85 - - - 3,089 |
||||||
| 2,747 257 85 - - - 3,089 |
|||||||
| - - - - - - - |
|||||||
| - - - - - - - |
|||||||
| 2,747 257 85 - - - 3,089 |
Presented in the statement of financial position as follows: Deferred tax liability
3,089
| 2020 | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | ||
|---|---|---|---|---|---|---|---|
| Opening balance |
Charged to income |
Charged to Equity |
Acquisitions/ disposals |
Exchange differences |
Changes in tax rate |
Closing balance |
|
| US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | |
| Temporary differences Property, plant and equipment Unused tax loses and other credits: Nil |
1,807 (157) 1,097 - - |
- 2,747 |
|||||
| 1,807 (157) 1,097 - - |
- 2,747 |
||||||
| - - - - - |
- - |
||||||
| - - - - - |
- - |
||||||
| 1,807 (157) 1,097 - - |
- 2,747 |
Presented in the statement of financial position as follows:
Deferred tax liability
2,747
54
GLG Corp Ltd Notes to the financial report
11. Trade and other receivables
| Trade receivables Trade customers GLIT Holdings Outsourced manufacturing suppliers Allowance for expected credit losses Trade receivables Other receivables Other receivables Goods and services tax recoverable Other receivables Less: Payable to outsourced manufacturing suppliers Payable to GLIT Holdings |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 13,330 22,235 5,056 6,406 14,163 18,407 - (43) |
|
| 32,549 47,005 1,415 1,564 457 - |
|
| 1,872 1,564 (455) (450) - (1,021) |
|
| 33,966 47,098 |
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 customer’s credit quality and defines credit limits by customers. Limits and scoring attributed to customers are reviewed twice a year. 99.6% 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’s trade receivable balance are debtors with a carrying amount of US$0.05m (2020: US$1.7m) which are past due at the reporting date. There has been no significant change in credit quality and all amounts are considered recoverable. GLG does not hold any collateral over these balances.
| Age of receivables past due, but not impaired 30 – 60 days 60 – 90 days 90 – 120 days More than 120 days Total Movement in the allowance for expected credit loss Balance at the beginning of the year Charge to profit or loss Allowance written off during the year Balance at the end of the year |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 36 985 2 322 - 100 11 257 |
|
| 49 1,664 |
|
| 43 - (43) 43 - - |
|
| - 43 |
55
GLG Corp Ltd Notes to the financial report
11. Trade and other receivables (cont’d)
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.
Allowance for expected credit losses 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 GLG’s outsourced manufacturing partner.
The GLIT Receivables (collectively the receivables from GLIT Holdings and receivables from outsourced manufacturing suppliers) carrying value of $18.8m is estimated to be recoverable on the basis that GLIT continues to operate as our outsourced manufacturing partner dedicated to serve the day-to-day needs of GLG Corp. It is assumed that GLIT has sufficient resources, financial and otherwise to support the order fulfilment processes in the factories, with guidance and loadings from GLG Corp. The valuation of GLIT receivable is evaluated to be recoverable based on the assumption on the accessibility of trust receipts available for offset and the amount of available collateral in place, the turnover of the balance as part of the overall working capital cycle of the group and, if necessary, payables or other assets made available to offset or guarantee the balance.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods.
The overall severity and duration of the Covid-19 pandemic is unknown at the reporting date. In determining the ELC provision, forward looking macro-economic information and assumptions relating to the pandemic and other economic indicators have been considered. Both forward looking information and analysis based on the Group’s historical loss experience have been used to determine the ECL provision.
56
GLG Corp Ltd Notes to the financial report
12. Other financial assets
| Other financial assets | |
|---|---|
| Non-current Security deposit Office rental deposit (i) Disclosed in the financial statements as: Total Non-current other financial assets |
Consolidated |
| 2021 US$’000 2020 US$’000 |
|
| 7,000 5,000 1,871 1,871 |
|
| 8,871 6,871 |
|
| 8,871 6,871 |
- (i) US$1.9m of rental deposit paid for the 10 years lease rental from Ghim Li Group Pte Ltd (FY2020: US$1.9m).
13. Inventory
Inventories are valued at the lower of cost and net realisable value. Costs, including an appropriate portion of fixed and variable overhead expenses, are assigned to inventory on hand by the method most appropriate to each particular class of inventory, valued on a first in first out basis. Net realisable value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.
Raw materials Work in progress Goods in transit Consumables Stock lot Finished goods Provision of obsolescence stock Total |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 14,344 8,042 10,533 10,936 5,687 2,124 12 4 746 1,209 3,016 6,927 - (2,890) |
|
| 34,338 26,352 |
57
GLG Corp Ltd Notes to the financial report
14. 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 18.
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 60 years, 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 2021 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.
| Description | Valuation Approach |
Unobservable inputs |
Range of inputs | Weighted average |
Relationship of unobservable inputs to fair value |
|---|---|---|---|---|---|
| Leasehold Property |
Sales comparison |
Price per square foot |
RM27-65 per square foot for land RM30-100 per square foot for building RM = Malaysian Ringgit currency |
RM28 per square foot for land RM75 per square foot for building |
The higher the price per square foot the higher the fair value |
58
GLG Corp Ltd Notes to the financial report
14. Property, plant and equipment (cont’d)
- Freehold and leasehold land and buildings - Level 3 (cont’d)
| 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 61 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 |
59
GLG Corp Ltd Notes to the financial report
14. Property, plant and equipment (cont’d)
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 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 2021 2020 US$'000 US$'000 2,849 2,849 2,477 2,477 5,326 5,326 4,353 4,353 4,121 3,971 5,575 5,373 - - 9,696 9,344 4,744 4,795 32,952 34,605 (18,606) (16,902) 14,346 17,703 327 242 (166) (94) 161 148 3,890 616 (1,123) (14) 2,767 602 17,274 18,453 32,296 33,123 |
|---|---|
60
GLG Corp Ltd Notes to the financial report
14. Property, plant and equipment (cont'd)
| Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | |
|---|---|---|---|---|---|---|---|---|
| At Valuation | At Cost | |||||||
| Freehold land and buildings |
Leasehold land and buildings |
Sub-total | Plant and machinery |
Renovation | Other assets | Motor vehicles |
Total | |
| Cost | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 |
| Balance as at 1 July 2019 |
5,326 | 9,684 | 15,010 | 25,224 | 4,075 | 3,607 | 672 | 48,588 |
| Additions | - | - | - | 1,574 | 191 | 193 | 30 | 1,988 |
| Disposals | - | - | - | (70) | (32) | - | - | (102) |
| Revaluation deficit | - | (341) | (341) | - | - | - | - | (341) |
| Balance as at 30 June 2020 |
5,326 | 9,343 | 14,669 | 26,728 | 4,234 | 3,800 | 702 | 50,133 |
| Additions | - | - | - | 3,290 | 113 | 63 | 26 | 3,492 |
| Disposals | - | - | - | (1,778) | - | (1) | (8) | (1,787) |
| Revaluation surplus | - | 352 | 352 | - | - | - | - | 352 |
| Balance as at 30 June 2021 |
5,326 | 9,695 | 15,021 | 28,240 | 4,347 | 3,862 | 720 | 52,190 |
61
GLG Corp Ltd Notes to the financial report
14. Property, plant and equipment (cont'd)
Consolidated |
Consolidated |
Consolidated |
Consolidated |
Consolidated |
Consolidated |
Consolidated |
Consolidated |
Consolidated |
||
|---|---|---|---|---|---|---|---|---|---|---|
| At Valuation | At Cost | |||||||||
| Freehold land and buildings |
Leasehold land and buildings |
Sub-total | Plant and machinery |
Renovation | Other assets | Motor vehicles | Total | |||
| US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 | |||
| Accumulated depreciation |
||||||||||
| Balance as at 1 July 2019 |
- | - | - | 7,758 | 2,910 | 2,716 | 440 | 13,824 | ||
| Depreciation expense |
- | - | - | 2,494 | 400 | 262 | 77 | 3,233 | ||
| Depreciation on disposals |
- | - | - | (34) | (13) | - | - | (47) | ||
| Balance as at 30 June 2020 |
- | - |
- | 10,218 | 3,297 | 2,978 | 517 | 17,010 | ||
| Depreciation expense |
- | - | - | 2,568 | 325 | 226 | 72 | 3,191 | ||
| Depreciation on disposals |
- | - | - | (298) | - | (1) | (8) | (307) | ||
| Balance as at 30 June 2021 |
- | - | - | 12,488 | 3,622 | 3,203 | 581 | 19,894 | ||
| Net book value | ||||||||||
| As at 30 June 2020 | 5,326 | 9,343 | 14,669 | 16,510 | 937 | 822 | 185 | 33,123 | ||
| As at 30 June 2021 | 5,326 | 9,695 | 15,021 | 15,752 | 725 | 659 | 139 | 32,296 |
Other assets comprise of computers, furniture and fittings, hostel and office equipment.
62
GLG Corp Ltd Notes to the financial report
15. Other assets
| Other assets | |
|---|---|
| Current Prepayments |
Consolidated |
| 2021 US$’000 2020 US$’000 |
|
| 1,671 1,855 |
16. Intangible assets
| Consolidated | Consolidated | Consolidated | Consolidated | Consolidated | |
|---|---|---|---|---|---|
| Software | Goodwill | Trademark & customers network |
Others | Total | |
| Cost | US$’000 | US$’000 | US$’000 | US$’000 | US$’000 |
| Balance as at 1 July 2019 |
2,150 | 1,841 | 2,518 | 407 | 6,916 |
| Additions | 3 | - | - | - | 3 |
| Balance as at 30 June 2020 |
2,153 | 1,841 | 2,518 | 407 | 6,919 |
| Additions | - | - | - | - | - |
| Balance as at 30 June 2021 |
2,153 | 1,841 | 2,518 | 407 | 6,919 |
| Accumulated Depreciation |
|||||
| Balance as at 1 July 2019 |
8 | - | - | - | 8 |
| Amortisation | 114 | - | 252 | 136 | 502 |
| Classified as held for sale |
122 | - | 252 | 136 | 510 |
| Balance as at 30 June 2020 |
122 | - | 252 | 136 | 510 |
| Amortisation | 217 | 252 | 136 | 605 | |
| Impairment | - | 841 | - | - | 841 |
| Balance as at 30 June 2021 |
339 | 841 | 504 | 272 | 1,956 |
| Net book value | |||||
| As at 30 June 2020 | 2,031 | 1,841 | 2,266 | 271 | 6,409 |
| As at 30 June 2021 | 1,814 | 1,000 | 2,014 | 135 | 4,963 |
Software
Computer software is stated as intangible assets in the statement of financial position and amortised on the straight line method over 3 -10 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.
63
GLG Corp Ltd Notes to the financial report
16. Intangible assets (cont’d)
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 FY2022 budget that has been approved by the board with estimated increase in sales of 24% for FY2022, growth rate of 5% for FY2023 and FY2024 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 5.5%. 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%.
Management have incorporated the impact of the ongoing Covid-19 pandemic into the assumptions used in its forecast. Assumptions used in impairment testing reflect management’s view and best estimate of the likely scenario based on current available information.
During the year, the amount of $841,000 was recognised as impairment loss in relation to goodwill based on the impairment analysis which factored in the effects of the Covid-19 to determine the impairment for the year ended 30 June 2021.
Management believes that no reasonably possible change in any of the above key assumptions would cause the carrying value of the cash generating unit to materially exceed its recoverable amount.
64
GLG Corp Ltd Notes to the financial report
17. Trade and other payables
Trade and other payables |
|
|---|---|
| Trade payables (i) Other payables Ghim Li Group (ii) Accruals – employee remuneration Accruals – late shipment claim (iii) Accruals – audit fee Accruals – TR interest Accruals – others Less: Receivables from Ghim Li Group (ii) |
Consolidated |
| 2021 US$’000 2020 US$,000 |
|
| 13,983 8,153 3,394 3,645 2,251 17,908 2,042 2,469 1,582 - 87 104 109 116 622 593 |
|
| 24,070 32,988 - (7,480) |
|
| 24,070 25,508 |
-
(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) The 30 June 2020 payable due to Ghim Li Group (majority shareholder of GLG) represents the outstanding amount of contingent consideration of US$13.3m owed by GLG for the purchase consideration payable for the acquisition of Maxim entities in December 2016. This balance was fully settled during the period ended 31 December 2020. The current payable due to Ghim Li Group from Ghim Li Global of US$5.4m. The receivables of US$3.2m from Maxim SG to Ghim Li Group as at 30 June 2021.
-
(iii) Malaysia and Cambodia government took the necessary tight control due to Covid-19 pandemic and locked down the non-essential businesses. These restrictions had resulted in delayed shipments to buyers and there are potential claims from those buyers for those late deliveries.
65
GLG Corp Ltd Notes to the financial report
18. Borrowings
| . Borrowings |
|
|---|---|
| Secured– at amortised cost Current Trust receipts (Gross) (i) Bills payable (Gross) Finance lease liabilities Bank loan Term loan Total Non-current Finance lease liabilities Bank loan Term loan Disclosed in the financial statements as: Current borrowings Non-current borrowings |
Consolidated |
| 2021 US$’000 2020 US$’000 |
|
| 47,710 35,641 - 47 145 39 620 4,938 1,244 1,385 |
|
| 49,621 42,148 91 93 3,099 350 1,456 2,787 |
|
| 4,646 3,230 |
|
| 49,621 42,148 4,646 3,230 |
|
| 54,267 45,378 |
Summary of borrowing arrangements:
- (i) Secured by a negative pledge over all assets of Ghim Li Global Pte Ltd, some of which are also secured by a corporate guarantee from Ghim Li Group Pte Ltd. Refer to Terms & Conditions of Borrowing Balance for details.
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 2021 GLG Corp Ltd had short term financing facilities available of US$142.8m, long-term financing facilities available of US$6.1m and foreign exchange available of US$18.6m. (Short term: US$60.4m was used and US$82.4m was unused. Long-term: US$2.7m was used and US$3.4m was unused. Foreign exchange of US$3.1m was used and US$15.5m was unused). Compared with US$129.1m, long-term financing facilities available of US$5.7m and foreign exchange available of US$12.1m. (Short term: US$44.1m was used and US$85.0m was unused. Long-term: US$4.2m was used and US$1.5m was unused. Foreign exchange of US$12.1m 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 22.
Borrowing costs
All borrowing costs are recognised in profit or loss in the period in which they are incurred.
66
GLG Corp Ltd Notes to the financial report
18. Borrowings (cont’d)
Terms & Conditions of Borrowing Balances:
-
1) Trust Receipts are denominated in USD bear weighted average effective interest rate of 1.91% (2020: 3.51%) per annum for a tenure of 4 months. $8.2m of these are also secured by corporate guarantee from major shareholder, Ghim Li Group. Trust receipts are a discount form of supplier credit. In commercial terms, they are accounts payable.
-
2) Term Loan relates to purchase of property, plant and machinery of the Company’s subsidiaries and are secured by a negative pledge of the assets of the Company. The loan repayment period varies from 8 to 10 years for property and 5 to 6 years for plant and machinery. The weighted average effective interest rate for such loans is 4.27% per annum (2020: 4.76% per annum).
-
3) Bills Payable are amounts received from banks for discounting sales invoices billed to customers, with weighted average effective interest rate of 1.33% (2020: 3.51%) per annum.
The weighted average effective interest rates for bank overdrafts, bills payable and trust receipts at the balance date were as follows:
| 2021 | 2020 | |
|---|---|---|
| Bank loans | 2.88% p.a. | 4.45% p.a. |
| Term loan | 4.27% p.a. | 4.76% p.a. |
| Trust receipts / Bill payable | 1.33%-1.91% p.a. | 3.51% p.a. |
| Finance lease liabilities | 5.05% p.a. | 5.53% p.a. |
| 19. Issued capital 74,100,000 (2020: 74,100,000) fully paid ordinary shares |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 10,322 10,322 |
-
Ordinary shares:
-
Each ordinary share is entitled to one vote when a poll is called; otherwise each member present at a meeting or by proxy has one vote on a show of hands.
-
Ordinary shares are classified as equity and entitle the holder to participate in dividends and the proceeds on the winding up of GLG in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and GLG does not have a limited amount of authorised capital.
| Fully paid ordinary shares Balance at beginning of financial year Balance at end of financial year |
Consolidated | Consolidated |
|---|---|---|
| No. ’000 2021 US$’00 0 |
No. ’000 2020 US$’00 0 |
|
| 74,100 10,322 |
74,100 10,322 |
|
| 74,100 10,322 |
74,100 10,322 |
67
GLG Corp Ltd Notes to the financial report
20. Retained earnings
| Balance at beginning of financial year Dividend declared Net profit attributable to members of the parent entity Balance at end of financial year |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 54,631 50,835 (741) - 2,261 3,796 |
|
| 56,151 54,631 |
21. Earnings per share
| Earnings per share | |
|---|---|
Basic earnings per share: Total basic earnings per share Diluted earnings per share: Total diluted earnings per share |
Consolidated |
| 2021 Cents per share 2020 Cents per share |
|
| 3.05 5.12 |
|
| 3.05 5.12 |
Basic earnings per share
The earnings and weighted average number of ordinary shares used in the calculation of basic earnings per share are as follows:
| Net profit Earnings used in the calculation of basic EPS Weighted average number of ordinary shares for the purposes of basic earnings per share |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 2,261 3,796 |
|
| 2,261 3,796 |
|
| Consolidated | |
| 2021 No.’000 2020 No.’000 |
|
| 74,100 74,100 |
Diluted earnings per share
The earnings used in the calculation of diluted earnings per share is as follows:
Net profit Earnings used in the calculation of diluted EPS Weighted average number of ordinary shares used in the calculation of basic EPS |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 2,261 3,796 |
|
| 2,261 3,796 |
|
| Consolidated | |
| 2021 No.’000 2020 No.’000 |
|
| 74,100 74,100 |
68
GLG Corp Ltd Notes to the financial report
21. Earnings per share (cont’d)
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
22. Contingent liabilities
| Ctit libiliti | |
|---|---|
| onngen aes Guarantees arising from Letters of Credit in force (i) Total |
Consolidated |
| 2021 US$’000 2020 US$’000 |
|
| 8,161 2,066 |
|
| 8,161 2,066 |
- (i) A number of contingent liabilities has arisen as a result of GLG’s letter of credit issued by banks for purchase of goods.
69
GLG Corp Ltd Notes to the financial report
23. Finance Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
GLG as lessee
Assets held under finance leases are initially recognised at their fair value or, if lower, at amounts equal to the present value of the minimum lease payments, each determined at the inception of the lease. The corresponding liability to the lessor is included in the Statement of Financial Position as a finance lease obligation. Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income.
Finance leased assets are amortised on a straight line basis over the estimated useful life of the asset.
Finance lease liabilities
Leasing arrangement
GLG leases motor vehicles and office equipment under finance leases expiring from one to five years. All the leases involve lease payments of a fixed base amount. No contingent rentals were paid during the year (2020: nil)
| No later than 1 year Later than 1 year and not later than 5 years More than 5 years Minimum future lease payments Less future finance charges Present value of minimum lease payments* Included in the financial statements as (note 18) Current borrowings Non-current borrowings |
Minimum future lease payments Consolidated 2021 US$’000 2020 US$’000 |
Present value of minimum future lease payments Consolidated 2021 US$’000 2020 US$’000 |
|---|---|---|
| 45 48 105 99 - - |
47 39 91 93 - - |
|
| 150 147 (12) (15) |
138 132 - - |
|
| 138 132 |
138 132 |
|
| 47 39 91 93 |
||
| 138 132 |
- Minimum future lease payments include the aggregate of all lease payments and any guaranteed residual.
70
GLG Corp Ltd Notes to the financial report
24. Subsidiaries
| Name of subsidiary | Country of incorporation |
Ownership interest | Ownership interest |
|---|---|---|---|
| 2021 % |
2020 % |
||
| 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 | - | - |
| 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 |
*Disposal during the financial year ended 30 June 2020.
25. 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 |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 22,280 7,614 |
|
| 22,280 7,614 |
| (b) Financing facilities Secured bank loan facilities with various maturity dates and which may be extended by mutual agreement: • amount used • amount unused |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 66,210 48,267 101,263 98,603 |
|
| 167,473 146,870 |
71
GLG Corp Ltd Notes to the financial report
25. Notes to the cash flow statement (cont’d)
(c) Reconciliation of profit for the year to net cash flows from operating activities
| Profit for the year Depreciation of property, plant and equipment Amortisation of intangible assets Amortisation of right on use assets Bad and doubtful debts Impairment on inventories Impairment on goodwill Loss on written off non-current assets Gain on disposal of subsidiary Changes in net assets and liabilities, net of effects from acquisition and disposal of businesses: (Increase)/decrease in assets: Inventories Trade and other receivables Other assets Outsource to manufacturing suppliers Increase/(decrease) in liabilities: Trade and other payables Current tax Deferred tax Net cash provided by operating activities |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 2,261 3,796 3,191 3,233 605 502 2,126 1,999 6,126 11,943 (2,662) 2,890 841 - 1,459 35 - (1,320) (5,325) (8,486) 8,402 (1,193) 183 (1,012) (3,395) 29,412 6,734 (9,336) (734) 942 257 (157) |
|
| 20,069 33,248 |
(d) Changes in liabilities arising from financing activities
| Repayment of borrowings Repayment of lease liability Repayment of related entity borrowings Dividend paid Total |
1 July 2020 Cashflows Non-cash items 30 June 2021 45,378 8,889 - 54,267 15,395 (1,908) 177 13,664 10,428 (8,177) - 2,251 - (736) 741 5 |
|---|---|
| 71,201 (1,932) 918 70,187 |
72
GLG Corp Ltd Notes to the financial report
26. Reserves
| (a) Revaluation reserves Beginning of financial year Deferred tax liabilities on revaluation Revaluation gain/(loss) arising from property, plant and equipment End of financial year |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 3,478 4,916 (85) (1,097) 352 (341) |
|
| 3,745 3,478 |
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$14.8m is a result of the common control acquisition.
73
GLG Corp Ltd Notes to the financial report
27. Leases
| Consolidated | ||
|---|---|---|
| 2021 | 2020 | |
| US$’000 | US$’000 | |
| Cost | ||
| Balance as at 1 July | 16,693 | 16,126 |
| Additions | 178 | 567 |
| Balance as at 30 June | 16,871 | 16,693 |
| Amortisation | ||
| Balance as at 1 July | 1,999 | - |
| Amortisation | 2,126 | 1,999 |
| Balance as at 30 June | 4,125 | 1,999 |
| Net book value | 12,746 | 14,694 |
| Consolidated | |||||
|---|---|---|---|---|---|
| 2021 | 2020 | ||||
| US$’000 | US$’000 | ||||
| Lease Liability | |||||
| Balance as at 1 July | 15,395 | 16,543 | |||
| Additions | 173 | 567 | |||
| Balance as at 30 June | 15,568 | 17,110 | |||
| Repayment | |||||
| Cash payments | (2,528) | (2,400) | |||
| Interest expense | 624 | 685 | |||
| Net payments | 1,904 | 1,715 | |||
| Balance as at 30 June | 13,664 | 15,395 | |||
| Current lease liability | 1,981 | 1,875 | |||
| Non-current lease liability | 11,683 | 13,520 | |||
| Total lease liability | 13,664 | 15,395 | |||
| Lease | Location | Term | Interest rate | ||
| Head office | Singapore | 10years + 5years to 31 Dec 2027) |
option (01 Jan 2013 | 4.26% | |
| Intrasource | Malaysia | 3 years (01 Jan 2020 to 31 Dec 2022) | 4.75% | ||
| Factory | Cambodia | 5years + 5years option (01 Mar 2018 to 28 Feb 2028) |
4.26% | ||
| Factory | Cambodia | 5years + 5years option (01 Apr 2018 to 31 Mar 2028) |
4.26% |
74
GLG Corp Ltd Notes to the financial report
27. Leases (cont’d)
Accounting policies in relation to AASB 16
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities.
The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down.
Lease term
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability. Judgement is exercised in determining whether there is reasonable certainty that an option to extend the lease or purchase the underlying asset will be exercised, or an option to terminate the lease will not be exercised, when ascertaining the periods to be included in the lease term. In determining the lease term, all facts and circumstances that create an economical incentive to exercise an extension option, or not to exercise a termination option, are considered at the lease commencement date. Factors considered may include the importance of the asset to the consolidated entity's operations; comparison of terms and conditions to prevailing market rates; incurrence of significant penalties; existence of significant leasehold improvements; and the costs and disruption to replace the asset. The consolidated entity reassesses whether it is reasonably certain to exercise an extension option, or not exercise a termination option, if there is a significant event or significant change in circumstances.
Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to discount future lease payments to measure the present value of the lease liability at the lease commencement date. Such a rate is based on what the consolidated entity estimates it would have to pay a third party to borrow the funds necessary to obtain an asset of a similar value to the right-of-use asset, with similar terms, security and economic environment.
75
GLG Corp Ltd Notes to the financial report
28. 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’s overall strategy remains unchanged from 2020.
The capital structure of GLG consists of debt, which includes the borrowings disclosed in note 18 and lease liabilities disclosed in note 27, and equity attributable to equity holders of the parent, comprising issued capital and retained earnings as disclosed in notes 19 and 20 respectively.
Operating cash flows are used to maintain and expand GLG’s assets, as well as to make the routine outflows of tax and repayment of maturing debt. GLG’s policy is to borrow centrally, using a variety of capital market issues and borrowing facilities, to meet anticipated funding requirements.
Gearing ratio
An integral function of GLG’s 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 |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 67,931 60,773 (22,280) (7,614) |
|
| 45,651 53,159 55,406 53,619 82% 99% |
(i) Debt is defined as long-term and short-term borrowings, as detailed in note 18, and lease liabilities as detailed in note 27
(ii) Equity includes all capital, retained earnings and reserves
(b) Categories of financial instruments
| Financial assets Amortised cost Financial liabilities Amortised cost |
Consolidated |
|---|---|
| 2021 US$’000 2020 US$’000 |
|
| 65,117 61,583 92,001 86,281 |
76
GLG Corp Ltd Notes to the financial report
28. Financial Instruments (cont’d)
(c) Financial risk management objectives
GLG has not executed any derivatives in the current year, hence the policy listed below are for background information purpose only. If and when such derivatives are used in the future, the objectives are to use them in accordance with a board approved policy. The policy requires GLG co-ordinates access to domestic and international financial markets, and manages the financial risks relating to the operations of the consolidated entity.
GLG does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes. The use of financial derivatives is governed by the consolidated entity’s policies approved by the board of directors, which provide written principles on the use of financial derivatives.
GLG’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. GLG minimizes its financial risk of changes in foreign currency exchange rate through the natural hedge of matching its revenues and purchases in US dollars and matching of its assets and liabilities in US dollars.
(d) Foreign currency risk management
GLG undertakes certain transactions denominated in foreign currencies, hence exposures to exchange rate fluctuations arise
The carrying amount of GLG’s foreign currency denominated monetary assets and monetary liabilities at the reporting date is as follows:
| Singapore dollars Hong Kong dollars Vietnamese Dong Malaysia Ringgit Australia Dollar |
Liabilities 2021 US$’000 2020 US$’000 930 205 5 6 - - 767 654 8 13 1,710 878 |
Assets |
|---|---|---|
| 2021 US$’000 2020 US$’000 |
||
| 645 1,391 3 15 - 2 260 158 15 8 |
||
| 923 1,574 |
77
GLG Corp Ltd Notes to the financial report
28. Financial Instruments (cont’d)
(e) Foreign currency sensitivity analysis
GLG is mainly exposed to movements in the value of Singapore dollars and Malaysia ringgits compared to the US dollar.
The following table details GLG’s sensitivity to a 10% increase and decrease in the United States dollar against the relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. The sensitivity analysis includes external loans as well as loans to foreign operations within GLG where the denomination of the loan is in a currency other than the currency of the lender or the borrower. A positive number indicates an increase in profit or loss where the United States dollars strengthens against the respective currency. For a weakening of the United States dollars against the respective currency there would be an equal and opposite impact on the profit, and the balances below would be negative.
| Malaysia Ringgit Impact Consolidated 2021 2020 US$’000 US$’000 (507) (497) |
Vietnamese Dong Impact Consolidated 2021 2020 US$’000 US$’000 - 2 |
Other Foreign Currency Impact |
|---|---|---|
| Consolidated | ||
| 2021 2020 US$’000 US$’000 |
||
| 4 3 |
(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’s exposure to interest rates on financial assets and financial liabilities are detailed in the liquidity 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 represents management’s assessment of the possible change 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’s:
Net profit would increase by US$0.03m and decrease by US$0.03m (2020: increase by US$0.5m and decrease by US$0.5m). This is mainly attributable to GLG’s exposure to interest rates on its variable rate borrowings
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GLG Corp Ltd Notes to the financial report
28. Financial instruments (cont’d)
(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 losses, represents the consolidated entity’s maximum exposure to credit risk without taking account of the 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 25(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.
79
GLG Corp Ltd Notes to the financial report
28. Financial instruments (cont’d)
(h) Liquidity risk management (cont’d)
Liquidity and interest risk tables
The following table details that GLG’s remaining contractual maturity for its non-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 | |
|---|---|---|---|---|---|
2021 Financial Assets Non-interest bearing - 56,246 7,000 1,871 65,117 Financial Liabilities Non-interest bearing - 21,734 - - 21,734 Trust receipts/ Bills payables 1.91 48,044 - - 48,044 Loan from Ghim Li Group 1.84 2,292 - - 6,251 Term loan 4.27 1,259 1,650 - 2,909 Bank loan 2.88 691 3,205 - 3,896 Finance lease liability 5.05 47 91 - 138 Lease liability 4.28 2,358 9,359 3,686 15,403 2020 Financial Assets Non-interest bearing - 54,712 5,000 1,871 61,583 Financial Liabilities Non-interest bearing - 19,408 - - 19,509 Trust receipts/ Bills payables 3.51 36,209 - - 36,209 Loan from Ghim Li Group 4.19 6,251 - - 6,251 Loan from Estina Ang Suan Hong 4.76 1,252 2,800 509 4,561 Term loan 4.45 5,174 354 - 5,528 Bank loan 5.53 39 93 - 132 Finance lease liability 4.28 2,270 9,115 6,086 17,471 |
Each of the above interest bearing financial liabilities had variable interest rates.
80
GLG Corp Ltd Notes to the financial report
28. Financial instruments (cont’d)
(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.
(j) Forward foreign exchange contracts
The following table details the forward foreign currency contracts outstanding at the end of the reporting period:
| Exchange rate | Foreign currency SGD’000 |
Notional Currency US$’000 |
Fair Value US$’000 |
|
|---|---|---|---|---|
| 2021 UOB 3 to 6months 1.3442 1,061 800 (11) 3 to 6months 1.3445 929 700 (9) HSBC 3 to 6months 1.3275 1,062 800 (11) 3 to 6months 1.3277 1,062 800 (10) |
Fair value measurement is Level Two within the fair value hierarchy.
81
GLG Corp Ltd Notes to the financial report
29. Key management personnel compensation
The aggregate compensation made to directors and other members of the key management personnel of the Company and GLG is set out below:
| Short-term employee benefits Post-employment benefits |
Consolidated |
|---|---|
| 2021 US$ 2020 US$ |
|
| 1,542,701 1,073,496 42,135 38,838 |
|
| 1,584,836 1,112,334 |
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 current-year’s estimated costs of providing for GLG’s defined benefits 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
-
Peter Tan as Independent Director (appointed 15 October 2019)
-
Grant Hummel as Independent Director
-
Felicia Gan Peiling as Director and Deputy Chief Executive Officer
Other key management personnel of GLG Corp Ltd during the year were:
-
Susan Yong as Chief Operations Officer
-
Victoria Yong as Chief Financial Officer and Head of IT & Human Resources (appointed 24 February 2020 and resigned on 9 August 2021)
-
Lee Kwak Keh appointed as Chief Marketing Officer on 1 July 2020
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.
82
GLG Corp Ltd Notes to the financial report
30. Related party transactions
(a) Equity interests in subsidiaries
- Details of the percentage of ordinary shares held in subsidiaries are disclosed in note 24 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 29 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 Utilities Property tax rebate Financial Guarantee fee |
Transaction with Ghim Li Group Pte Ltd (majority shareholder) |
|---|---|
| 2021 2020 US$’000 US$’000 1,456 971 43 77 - 21 - 45 |
|
| 1,499 1,114 |
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 17 to the financial statements.
(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.
83
GLG Corp Ltd Notes to the financial report
31. Remuneration of auditors
| Auditor of the parent entity – BDO 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 |
|---|---|
| 2021 US$ 2020 US$ |
|
| 56,560 2,861 59,538 2,802 |
|
| 59,421 62,340 |
|
| 109,970 96,510 14,866 25,577 |
|
| 128,436 122,087 |
The auditor of GLG Corp Ltd is BDO Audit Pty Ltd
The related practices are BDO Singapore, BDO Vietnam and BDO Cambodia. PWC was appointed as new auditor for Malaysia’s subsidiaries from FY2021 (FY2021: Audit US$25,764 and Tax Service US$2,060) and Cheng & Co was used in FY2020 (FY2021: audit US$Nil and Tax Service US$1,167. FY2020: Audit US$17,327 and Tax Service US$3,855).
32. Parent entity disclosures
Financial position
| Assets Current assets Non-current assets Total assets Liabilities Current liabilities Non-current liabilities Total liabilities Equity Issued capital Dividend declared Accumulated Losses Total equity |
2021 US$’000 2020 US$’000 |
|---|---|
| 74 42 30,000 30,000 |
|
| 30,074 30,042 |
|
| 940 3,661 267 267 |
|
| 1,207 3,928 |
|
| 53,552 53,552 (741) - (23,944) (27,438) |
|
| 28,867 26,114 |
84
GLG Corp Ltd Notes to the financial report
32. Parent entity disclosures (cont’d)
Financial performance
| Profit/(Loss) for the year Other comprehensive income Total comprehensive income |
2021 US$’000 2020 US$’000 |
|---|---|
| 3,494 (139) - - 3,494 (139) |
Contingent liabilities
As at 30 June 2021, the parent entity had no contingent liabilities (2020: 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.
33. 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.
85
GLG Corp Ltd Additional Australia Securities Exchange Information
Additional Australian Securities Exchange information as at 31 August 2021
Holding distribution
| Range | Securities | % | No. of holders |
% |
|---|---|---|---|---|
| 100,001 and Over | 71,990,895 | 97.15 | 19 | 5.03 |
| 10,001 to 100,000 | 1,267,375 | 1.71 | 38 | 10.05 |
| 5,001 to 10,000 | 221,985 | 0.30 | 26 | 6.88 |
| 1,001 to 5,000 | 614,521 | 0.83 | 282 | 74.6 |
| 1 to 1,000 | 5,224 | 0.01 | 13 | 3.44 |
| Total | 74,100,000 | 100.00 | 378 | 100.00 |
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 31 August 2021 were:
| Ordinary shareholders | Fully paid ordinary shares | Fully paid ordinary shares |
|---|---|---|
| Number | Percentage | |
| Ghim Li Group Pte Ltd | 55,560,222 74.98 |
|
| 55,560,222 74.98 |
86
GLG Corp Ltd Additional Australia Securities Exchange Information
Twenty largest holders of quoted equity securities
Top 20 holders – 31August 2021
| Rank | Name | Shares | % |
|---|---|---|---|
| 1 | Ghim Li GroupPte Ltd | 53,338,000 | 71.98 |
| 2 | Mr Yin Min Yong | 3,504,751 | 4.73 |
| 3 | HSBC CustodyNominees(Australia)Limited | 2,800,000 | 3.78 |
| 4 | Lisi Li | 2,544,297 | 3.43 |
| 5 | Ms PeilingGan | 2,222,000 | 3.00 |
| 6 | Mr Yoke Min Pang | 2,000,000 | 2.70 |
| 7 | Mr Ah Yian Au | 1,322,957 | 1.79 |
| 8 | BNP Paribas Noms PtyLtd | 1,123,600 | 1.52 |
| 9 | GowingBros Limited | 830,903 | 1.12 |
| 10 | CiticorpNominees PtyLimited | 519,758 | 0.70 |
| 11 | Dixson Trust PtyLimited | 330,000 | 0.44 |
| 12 | Mr Michael James Pauley | 251,988 | 0.34 |
| 13 | Markess Trustee Limited | 250,000 | 0.34 |
| 14 | Kam HingPiece Works Ltd | 206,010 | 0.28 |
| 15 | AngLeongAik | 200,000 | 0.27 |
| 16 | AJD EngineeringPtyLtd | 166,666 | 0.22 |
| 17 | Mr Marko Rankovic | 153,964 | 0.21 |
| 18 | Eu Mun Leong | 116,000 | 0.16 |
| 19 | Mr Christopher Chong& Mrs Heather Chong | 110,001 | 0.15 |
| 20 | Lim Chai Har | 100,000 | 0.13 |
| 20 | Seow TengPeng | 100,000 | 0.13 |
| Top 20 | 72,190,895 | 97.42 | |
| Total | 74,100,000 | 100.00 |
Company secretary
Ms Rebecca Weir
Registered office Level 12, 225 George Street, Sydney, NSW, 2000 Australia
Principal administration office 21 Jalan Mesin Singapore 368819
Share registry
Boardroom Pty Limited Level 12, 225 George Street, Sydney, NSW, 2000 Australia
87