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Legion Consortium Limited — Interim / Quarterly Report 2021
Sep 29, 2021
50388_rns_2021-09-29_cb98c25b-2a55-4b3e-960a-143ed3d2467f.pdf
Interim / Quarterly Report
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CONTENTS
| Page | ||
|---|---|---|
| 1 | Corporate Information | 2 |
| 2 | Interim Condensed Consolidated Statement of | |
| Profit or Loss and Other Comprehensive Income | 4 | |
| 3 | Interim Condensed Consolidated Statement | |
| of Financial Position | 5 | |
| 4 | Interim Condensed Consolidated Statement | |
| of Changes in Equity | 7 | |
| 5 | Interim Condensed Consolidated | |
| Statement of Cash Flows | 8 | |
| 6 | Notes to the Interim Condensed | |
| Consolidated Financial Statements | 10 | |
| 7 | Management Discussion and Analysis | 37 |
| 8 | Other Information | 45 |
CORPORATE INFORMATION
BOARD OF DIRECTORS
Executive Directors
Mr. Ng Choon Eng (Chairman and Chief Executive Officer) Mr. Ng Kong Hock
Independent Non-Executive Directors
Mr. Yeo Teck Chuan Mr. Wong Kwun Ho Mr. Ho Wing Sum
AUDIT COMMITTEE
Mr. Yeo Teck Chuan (Chairman) Mr. Wong Kwun Ho Mr. Ho Wing Sum
REMUNERATION COMMITTEE
Mr. Ho Wing Sum (Chairman) Mr. Wong Kwun Ho Mr. Yeo Teck Chuan Mr. Ng Kong Hock
NOMINATION COMMITTEE
Mr. Wong Kwun Ho (Chairman) Mr. Yeo Teck Chuan Mr. Ho Wing Sum Mr. Ng Kong Hock
COMPANY SECRETARY
Mr. Man Yun Wah
AUTHORISED REPRESENTATIVES
Mr. Ng Kong Hock Mr. Man Yun Wah
REGISTERED OFFICE
Windward 3, Regatta Office Park PO Box 1350 Grand Cayman KY1-1108 Cayman Islands
HEADQUARTERS AND PRINCIPAL PLACE OF BUSINESS IN SINGAPORE
7 Keppel Road, #3-20/21/22/23/24 Tanjong Pagar Complex Singapore, 089053
PRINCIPAL PLACE OF BUSINESS IN HONG KONG
Unit 912, 9/F, Two Harbourfront 22 Tak Fung Street, Hunghom Kowloon, Hong Kong
CAYMAN ISLANDS PRINCIPAL SHARE REGISTRAR AND TRANSFER OFFICE
Ocorian Trust (Cayman) Limited Windward 3, Regatta Office Park PO Box 1350 Grand Cayman KY1-1108 Cayman Islands
CORPORATE INFORMATION
3
HONG KONG BRANCH SHARE REGISTRAR AND TRANSFER OFFICE
Union Registrars Limited Suites 3301-04, 33/F., Two Chinachem Exchange Square 338 King's Road, North Point Hong Kong
AUDITOR
Deloitte & Touche LLP 6 Shenton Way, #33-00 OUE Downtown 2 Singapore, 068809
COMPANY'S WEBSITE
www.legionconsortium.com
STOCK CODE
2129
Ample Capital Limited Unit A, 14/F. Two Chinachem Plaza 135 Des Voeux Road Central Central Hong Kong
COMPLIANCE ADVISER
PRINCIPAL BANKS
Malayan Banking Berhad United Overseas Bank Limited
INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
For the six months ended 30 June 2021
| For the six months ended 30 June | ||||
|---|---|---|---|---|
| Note | 2021 (Unaudited) |
2020 (Unaudited) |
||
| S\$ | S\$ | |||
| Revenue | 6 | 21,425,543 | 19,656,168 | |
| Cost of services | (14,846,325) | (12,557,338) | ||
| Gross profit | 6,579,218 | 7,098,830 | ||
| Other income | 7 | 428,321 | 734,618 | |
| Other gains and losses | 8 | 173,134 | 229,406 | |
| Selling expense | (48,808) | (32,433) | ||
| Administrative expenses | (4,628,575) | (3,904,240) | ||
| Finance costs | 9 | (122,007) | (113,159) | |
| Listing expenses | 10 | (815,030) | (610,322) | |
| Profit before tax | 1,566,253 | 3,402,700 | ||
| Income tax expense | 11 | (420,492) | (628,920) | |
| Profit and other comprehensive income for the period | 10 | 1,145,761 | 2,773,780 | |
| Basic and diluted earnings per share (Singapore cents) | 14 | 0.09 | 0.27 | |
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2021
| Note | As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|---|
| ASSETS AND LIABILITIES | |||
| Non-current assets | |||
| Property, plant and equipment | 15 | 8,144,724 | 7,973,790 |
| Investment properties | 16 | 3,930,746 | 4,023,795 |
| Intangible assets | 17 | 117,862 | 133,265 |
| Deposits | 19 | 576,646 | 576,646 |
| 12,769,978 | 12,707,496 | ||
| Current assets | |||
| Trade receivables | 18 | 9,559,628 | 9,914,734 |
| Other receivables, deposits and prepayments | 19 | 4,644,191 | 2,004,852 |
| Amount due from related parties | 20 | 3,342 | 6,147 |
| Restricted bank deposit | 21 | 450,000 | 450,000 |
| Bank balances and cash | 21 | 22,683,278 | 12,740,393 |
| 37,340,439 | 25,116,126 | ||
| Current liabilities | |||
| Trade and other payables | 22 | 3,204,546 | 4,115,834 |
| Amount due to related parties | 20 | 82,932 | 99,711 |
| Lease liabilities | 23 | 3,045,845 | 2,585,253 |
| Bank borrowings | 24 | 45,377 | 95,292 |
| Provisions | 25 | 133,000 | — |
| Income tax payable | 994,057 | 1,390,221 | |
| 7,505,757 | 8,286,311 | ||
| Net current assets | 29,834,682 | 16,829,815 |
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2021
| Note | As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|---|
| Non-current liability | |||
| Trade and other payables | 22 | 750,380 | 564,980 |
| Lease liabilities | 23 | 1,604,692 | 1,984,528 |
| Bank borrowings | 24 | 557,990 | 1,001,229 |
| Provisions | 25 | 347,000 | 480,000 |
| Deferred tax liabilities | 26 | 369,500 | 426,500 |
| 3,629,562 | 4,457,237 | ||
| Total liabilities | 11,135,319 | 12,743,548 | |
| Net assets | 38,975,098 | 25,080,074 | |
| EQUITY | |||
| Share capital | 27 | 2,133,905 | 134,698 |
| Reserves | 36,841,193 | 24,945,376 | |
| Total equity attributable to owners of the Company | 38,975,098 | 25,080,074 |
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 30 June 2021
| Other | |||||
|---|---|---|---|---|---|
| Share | Share | reserve | Retained | ||
| capital S\$ |
premium S\$ |
(Note a) S\$ |
earnings S\$ |
Total S\$ |
|
| Balance at 1 January 2020 (Audited) | 14 | — | 5,328,849 | 19,493,991 | 24,822,854 |
| Profit for the period, representing total | |||||
| comprehensive income for the period | — | — | — | 2,773,780 | 2,773,780 |
| Dividends | — | — | — | (2,000,000) | (2,000,000) |
| Balance at 30 June 2020 (Unaudited) | 14 | — | 5,328,849 | 20,267,771 | 25,596,634 |
| Balance at 1 January 2021 (Audited) | 134,698 | — | 5,194,165 | 19,751,211 | 25,080,074 |
| Profit for the period, representing total | |||||
| comprehensive income for the period | — | — | — | 1,145,761 | 1,145,761 |
| Transactions with owners, | |||||
| recognised directly in equity | |||||
| Issue of shares pursuant to the | |||||
| Reorganisation (Note 27) | 1,999,207 | 10,750,056 | — | — | 12,749,263 |
| 1,999,207 | 10,750,056 | — | 1,145,761 | 13,895,024 | |
| Balance at 30 June 2021 (Unaudited) | 2,133,905 | 10,750,056 | 5,194,165 | 20,896,972 | 38,975,098 |
Note:
- a. Other reserve includes:
- i. The balance of S\$3,328,859 represents contribution from Mr. Ng Choon Eng ("Mr. Ng", the "Controlling Shareholder") resulting from acquisition of additional equity interest in Rejoice Container Services (Pte) Ltd ("Rejoice") and Radiant Overseas Pte Ltd ("Radiant") from then non-controlling interest in prior years without recharging back the purchase consideration to the Group.
- ii. The balance of S\$1,865,306 represents difference between the share capital of Rejoice, Radiant, Richwell Global Forwarding Pte. Ltd. ("Richwell"), Real Time Forwarding Pte. Ltd. ("Real Time") and Clear Bliss Holdings Limited ("Clear Bliss") at the date on which they were acquired by the Group and the share capital issued by the Company as consideration for the acquisition.
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended 30 June 2021
| For the six months ended 30 June | ||
|---|---|---|
| 2021 | 2020 | |
| S\$ | S\$ | |
| (Unaudited) | (Unaudited) | |
| Operating activities | ||
| Profit before tax | 1,566,253 | 3,402,700 |
| Adjustments for: | ||
| Impairment gains and losses (including reversals of impairment losses) | ||
| on financial assets | 922 | (173,496) |
| Depreciation and amortisation | 1,911,579 | 1,425,120 |
| Finance costs | 122,007 | 113,159 |
| Interest income | (3,419) | (1,768) |
| Gain on disposal of property and equipment | (30,669) | (960) |
| Rental waivers | — | (269,196) |
| Operating cash flows before movements in working capital | 3,566,673 | 4,495,559 |
| Decrease in trade receivables | 354,184 | 17,877 |
| Decrease in amount due from related parties | 2,805 | 6,001 |
| (Increase) decrease in other receivables, deposits and prepayments | (58,600) | 545,159 |
| Decrease in trade and other payables | (725,888) | (592,182) |
| (Decrease) increase in amount due to related parties | (16,779) | 183 |
| Cash generated from operations | 3,122,395 | 4,472,597 |
| Income taxes paid | (873,656) | (15,650) |
| Interest received | 3,419 | 1,768 |
| Interest paid | (122,007) | (113,928) |
| Net cash from operating activities | 2,130,151 | 4,344,787 |
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended 30 June 2021
| For the six months ended 30 June | ||
|---|---|---|
| 2021 | 2020 | |
| S\$ | S\$ | |
| (Unaudited) | (Unaudited) | |
| Investing activities | ||
| Proceeds from disposal of property and equipment | 50,343 | 5,585 |
| Purchase of property and equipment | (390,022) | (94,343) |
| Deposit refunded for terminating an acquisition of a property | — | — |
| Purchase on intangible assets | (5,991) | (6,195) |
| Placement of restricted bank deposit | — | — |
| Issue costs paid on behalf of a shareholder | (75,667) | (12,329) |
| Net cash used in investing activities | (421,337) | (107,282) |
| Financing activities | ||
| Proceeds from share issues | 12,749,263 | — |
| Repayments of borrowings | (493,154) | (48,071) |
| Repayment of lease liabilities | (1,516,966) | (808,339) |
| Issue costs paid | (2,505,072) | (36,989) |
| Dividend paid | — | (2,000,000) |
| Net cash from (used in) financing activities | 8,234,071 | (2,893,399) |
| Net increase in cash and cash equivalents | 9,942,885 | 1,344,106 |
| Cash and cash equivalents at beginning of financial period | 12,740,393 | 11,152,613 |
| Cash and cash equivalents at end of financial period, | ||
| represented by bank balances and cash | 22,683,278 | 12,496,719 |
For the six months ended 30 June 2021
1 GENERAL
Legion Consortium Limited (the "Company") was incorporated and registered as an exempted company in the Cayman Islands with limited liability on 20 June 2018. The registered office of the Company is Windward 3, Regatta Office Park, PO Box 1350, Grand Cayman KY1-1108, Cayman Islands. The principal place of business of the Company in Singapore 089053 is at 7 Keppel Road, #3-20/21/22/23/24, Tanjong Pagar Complex, Singapore 089053 and in Hong Kong is at Unit 912, 9/F, Two Harbourfront, 22 Tak Fung Street, Hunghom, Kowloon, Hong Kong.
The Company is an investment holding company. The Company's subsidiaries are primarily engaged in the provision of trucking services, freight forwarding services, and value added transport services ("VATS").
The shares of the Company were listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") on 13 January 2021 (the "Listing Date").
Mirana Holdings Limited ("Mirana Holdings"), a company incorporated in the British Virgin Islands (the "BVI"), is the immediate holding company of the Company, and in the opinion of the directors of the Company (the "Director(s)"), which is also the ultimate holding company of the Company.
The Company has direct and indirect interests in its subsidiaries, all of which are private limited liability companies (or, if incorporated outside Hong Kong, have substantially similar characteristics to a private company incorporated in Hong Kong), the particulars of which are set out below:
| Company name | Country of incorporation |
Percentage of equity attributable to the Company Direct % |
Indirect % |
Principal activities |
|---|---|---|---|---|
| Held by the Company | ||||
| Clear Bliss Holdings Limited | BVI | 100 | — | Investment holding |
| Held through a subsidiary | ||||
| Rejoice Container Services (Pte) Ltd |
Singapore | — | 100 | Trucking and VATS |
| Radiant Overseas Pte Ltd | Singapore | — | 100 | Freight forwarding |
| Richwell Global Forwarding Pte. Ltd. |
Singapore | — | 100 | Freight forwarding |
| Real Time Forwarding Pte. Ltd. | Singapore | — | 100 | Freight forwarding |
| Relief Logistics Pte. Ltd. | Singapore | — | 100 | Freight transport |
| Will Knight Limited | Hong Kong | — | 100 | Business |
| development |
For the six months ended 30 June 2021
1 GENERAL (continued)
The historical financial information of the Company is expressed in Singapore dollars ("S\$"), which is also the functional currency of the Company. No statutory financial statements of the Company have been prepared since its date of incorporation as it is incorporated in the jurisdiction where there are no statutory audit requirements.
2 GROUP REORGANISATION AND BASIS OF PREPARATION AND PRESENTATION OF THE HISTORICAL FINANCIAL INFORMATION
For the purpose of the listing of the shares of the Company on the Stock Exchange, the companies comprising the Group underwent a group reorganisation (the "Reorganisation") as set out in the section headed "History, Development and Reorganisation" in the prospectus of the Company dated 30 December 2020 (the "Prospectus").
The Group resulting from the Reorganisation is regarded as a continuing entity. Accordingly, the interim condensed consolidated financial statements of the Group for the six months ended 30 June 2021 have been prepared to include the financial statements of the companies now comprising the Group.
3 ADOPTION OF NEW AND REVISED STANDARDS
New and amended IFRSs that are effective for the current period
For the six months ended 30 June 2021, the Group applied the amendments to IFRS Standards and Interpretations issued by the Board that are effective for an annual period that begins on or after 1 January 2021. Their adoption has not had any material impact on the disclosures or on the amounts reported in these consolidated financial statements, except as discussed below:
Impact of the initial application of Covid-19-Related Rent Concessions Amendment to IFRS 16
In 2020, the Group applied the amendment to IFRS 16 (as issued by the IASB in May 2020) in advance of its effective date.
The Group has applied the practical expedient retrospectively to all rent concessions that meet the conditions in IFRS 16: 46B, and has not restated prior period figures.
For the six months ended 30 June 2021
3. ADOPTION OF NEW AND REVISED STANDARDS (continued)
New and revised IFRS Standards in issue but not yet effective
At the date of authorisation of these consolidated financial statements, the Group has not applied the following new and revised IFRS Standards that have been issued but are not yet effective:
| IFRS 17 | Insurance Contracts 1 |
|---|---|
| IFRS 10 and IAS 28 (amendments) | Sale or Contribution of Assets between an investor |
| and its Associate or Joint Venture 3 | |
| Amendments to IAS 1 | Classification of Liabilities as Current or |
| Non-current 1 | |
| Amendments to IFRS 3 | Reference to the Conceptual Framework 2 |
| Amendments to IAS 16 | Property, Plant and Equipment – Proceeds before |
| Intended Use 2 | |
| Amendments to IAS 37 | Onerous Contracts – Cost of Fulfilling a Contract2 |
| Amendments to IAS 1 and IFRS Practice Statement 2 | Disclosure of Accounting Policies1 |
| Amendments to IAS 8 | Definition of Accounting Estimates1 |
The Directors do not expect that the adoption of the new and amendments to IFRSs and IASs listed above will have a material impact on the consolidated financial statements of the Group in future periods.
Effective for annual periods beginning on or after 1 January 2023
- 2 Effective for annual periods beginning on or after 1 January 2022
- Date to be determined
4 SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The consolidated financial statements of the Group for the six months ended 30 June 2021 have been prepared in accordance with IFRS issued by the IASB.
In addition, the consolidated financial statements of the Group for the six months ended 30 June 2021 include applicable disclosures required by the Rules Governing the Listing of Securities on the Stock Exchange and the applicable disclosures required by the Companies Ordinance (Chapter 622 of the Laws of Hong Kong).
For the six months ended 30 June 2021
5 CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
The Group's management is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
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.
6 REVENUE AND SEGMENT INFORMATION
Revenue represents the fair value of amounts received and receivable from provision of trucking services, freight forwarding services and VATS by the Group to external customers, also represents the revenue from contracts with customers. This is consistent with the revenue information that is disclosed for each operating and reportable segment under IFRS 8. During the six months ended 30 June 2021 and 2020, there is no inter-segment sales.
Information is reported to Mr. Ng, which is also the Chief Operating Decision Maker ("CODM") of the Group, for the purposes of resource allocation and performance assessment. The CODM reviews segment revenue and results attributable to each segment, which is measured by reference to respective segments' gross profit. The segment information is defined by nature of services provided:
- ‧ Trucking services
- ‧ Freight forwarding services
- ‧ VATS
For the six months ended 30 June 2021
6 REVENUE AND SEGMENT INFORMATION (continued)
No further detailed analysis of the Group's results nor assets and liabilities is regularly provided to the CODM for review.
An analysis of the Group's revenue and segment result for the financial periods is as follows:
| 30 June 2021 (Unaudited) |
30 June 2020 (Unaudited) |
|
|---|---|---|
| S\$ | S\$ | |
| Revenue from external customers | ||
| – Trucking services | 8,750,185 | 10,375,009 |
| – Freight forwarding services | 10,204,942 | 7,464,711 |
| – VATS | 2,470,416 | 1,816,448 |
| 21,425,543 | 19,656,168 | |
| Segment result | ||
| – Trucking services | 2,881,494 | 3,761,714 |
| – Freight forwarding services | 2,642,577 | 2,289,419 |
| – VATS | 1,055,147 | 1,047,697 |
| 6,579,218 | 7,098,830 | |
The Group derives its revenue from provision of trucking services, freight forwarding services and VATS over time. As permitted under IFRS 15, the transaction price allocated to these unsatisfied contracts is not disclosed.
During the six months ended 30 June 2021 and 2020, the contract prices for trucking services and freight forwarding services are agreed based on factors such as weight and distance etc. and for VATS are based on storage space occupied and storage duration.
The accounting policies for segment information are the same as the Group's accounting policies with segment results represent the profit earned by each segment without allocation of other income, other gains and losses, selling expenses, administrative expenses, impairment gains and losses (including reversals of impairment losses), finance costs and listing expenses.
For the six months ended 30 June 2021
6 REVENUE AND SEGMENT INFORMATION (continued)
Geographical information
The Group principally operates in Singapore, which is also the place of domicile. The Group's all noncurrent assets other than financial assets are all located in Singapore.
Information about major customers
During the six months ended 30 June 2021 and 2020, no single customer contributed 10% or more of the total revenue of the Group.
7 OTHER INCOME
| 30 June 2021 (Unaudited) S\$ |
30 June 2020 (Unaudited) S\$ |
|
|---|---|---|
| Government grants (Note 1) | 262,549 | 561,899 |
| Interest income | 3,419 | 1,768 |
| Rental income | 133,655 | 152,347 |
| Yard utilities income | 9,039 | 8,969 |
| Others | 19,659 | 9,635 |
| 428,321 | 734,618 |
Note:
(1) The government grants received mainly comprise Wage Credit Scheme ("WCS"), Productivity Innovation Credit ("PIC"), Temporary Employment Credit ("TEC"), Special Employment Credit ("SEC"), Jobs Support Scheme ("JSS") and Foreign Worker Levy Rebates ("FWL Rebates"), all of them are compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the Group with no future related costs.
8 OTHER GAINS AND LOSSES
| 30 June 2021 (Unaudited) S\$ |
30 June 2020 (Unaudited) S\$ |
|
|---|---|---|
| Net impairment (loss) gains Gain on disposal of property and equipment, net |
(922) 30,669 |
173,496 960 |
| Net foreign exchange (losses) gains | 143,387 | 54,950 |
| 173,134 | 229,406 |
For the six months ended 30 June 2021
9 FINANCE COSTS
| 30 June 2021 | 30 June 2020 | |
|---|---|---|
| (Unaudited) | (Unaudited) | |
| S\$ | S\$ | |
| Interest on: | ||
| Bank borrowings | 18,562 | 18,807 |
| Lease liabilities | 103,445 | 94,352 |
| 122,007 | 113,159 | |
10 PROFIT FOR THE PERIOD
Profit for the period has been arrived at after charging (crediting):
| 30 June 2021 (Unaudited) S\$ |
30 June 2020 (Unaudited) S\$ |
|
|---|---|---|
| Depreciation of property, plant and equipment – Recognised as cost of services – Recognised as administrative expenses |
1,567,606 229,530 1,797,136 |
1,181,707 123,828 1,305,535 |
| Depreciation of investment property Amortisation of intangible assets Listing expenses Directors' remuneration Other staff costs: – Salaries and other benefits – Contributions to CPF |
93,049 21,394 815,030 621,109 4,033,114 331,471 |
94,572 25,013 610,322 407,250 3,733,131 271,510 |
| Total staff costs (including directors' remuneration) (Note i) Gross rental income from investment property recognised as other income (Note 7) Less: Direct operating expenses incurred for investment property that generated rental income |
4,985,694 133,655 (120,155) |
4,411,891 152,347 (115,527) |
| 13,500 | 36,820 |
For the six months ended 30 June 2021
10 PROFIT FOR THE PERIOD (continued)
Notes:
(i) The total staff costs of S\$1,497,163 (30 June 2020: S\$1,401,048) is included in cost of services and S\$3,488,531 (30 June 2020: S\$3,010,843) is included in administrative expenses respectively.
11 INCOME TAX EXPENSE
| 30 June 2021 (Unaudited) S\$ |
30 June 2020 (Unaudited) S\$ |
|
|---|---|---|
| Tax expense comprises: | ||
| Current tax: | ||
| – Singapore corporate income tax ("CIT") | 477,492 | 628,920 |
| Deferred tax expense (Note 26) | (57,000) | — |
| 420,492 | 628,920 | |
Singapore CIT is calculated at 17% of the estimated assessable profit and the subsidiaries of the Company in Singapore can also enjoy 75% tax exemption on the first S\$10,000 of chargeable income and a further 50% tax exemption on the next S\$190,000 of chargeable income for both the years of assessment 2021 and 2022.
The income tax expense for the period can be reconciled to the profit before taxation per the consolidated statement of profit or loss and other comprehensive income as follows:
| 30 June 2021 (Unaudited) S\$ |
30 June 2020 (Unaudited) S\$ |
|
|---|---|---|
| Profit before taxation | 1,566,253 | 3,402,700 |
| Tax at applicable tax rate of 17% | 266,263 | 578,459 |
| Tax effect of expenses not deductible for tax purpose | 201,671 | 157,103 |
| Tax effect of income not taxable for tax purpose | (16,344) | (70,516) |
| Effect of tax concessions and partial tax exemptions | (31,098) | (36,126) |
| Taxation for the period | 420,492 | 628,920 |
For the six months ended 30 June 2021
12 DIRECTORS' AND CHIEF EXECUTIVE'S EMOLUMENTS AND EMPLOYEES' REMUNERATION
Directors' and chief executive's emoluments
Mr. Yeo Teck Chuan, Mr. Wong Kwun Ho and Mr. Ho Wing Sum were appointed as the independent nonexecutive Directors and are entitled to director's fee commencing from the Listing Date.
During the six months ended 30 June 2020 and 2021, the emoluments paid or payable to the Directors and chief-executive of the Company (including emoluments for services as employee/directors of the Group prior to becoming the directors of the Company) by entities comprising the Group as follows:
For the six months ended 30 June 2021 (Unaudited)
| Fees S\$ |
Discretionary bonus (Note a) S\$ |
Salaries and allowances S\$ |
Contributions to retirement benefit scheme (Note b) S\$ |
Total S\$ |
|
|---|---|---|---|---|---|
| Directors | |||||
| Mr. Ng | 24,000 | 88,000 | 290,400 | 8,580 | 410,980 |
| Mr. Ng Kong Hock | 12,000 | 30,000 | 99,000 | 11,220 | 152,220 |
| Mr. Yeo Tech Chuan | 19,305 | — | — | — | 19,305 |
| Mr. Wong Kwun Ho | 19,302 | — | — | — | 19,302 |
| Mr. Ho Wing Sum | 19,302 | — | — | — | 19,302 |
| 93,909 | 118,000 | 389,400 | 19,800 | 621,109 |
For the six months ended 30 June 2020 (Unaudited)
| Contributions | |||||
|---|---|---|---|---|---|
| to | |||||
| retirement | |||||
| Discretionary | Salaries and | benefit | |||
| Fees | bonus | allowances | scheme | Total | |
| (Note a) | (Note b) | ||||
| S\$ | S\$ | S\$ | S\$ | S\$ | |
| Directors | |||||
| Mr. Ng | 24,000 | — | 264,000 | 8,580 | 296,580 |
| Mr. Ng Kong Hock | 12,000 | — | 90,000 | 8,670 | 110,670 |
| 36,000 | — | 354,000 | 17,250 | 407,250 |
For the six months ended 30 June 2021
12 DIRECTORS' AND CHIEF EXECUTIVE'S EMOLUMENTS AND EMPLOYEES' REMUNERATION (continued)
Directors' and chief executive's emoluments (continued)
Notes:
- (a) The discretionary bonus is determined by reference to the duties and responsibilities of the relevant individual within the Group and the Group's performance.
- (b) No other retirement benefits were paid to the Directors in respect of their respective services in connection with the management of the affairs of the Company or its subsidiaries undertaking.
During the six months ended 30 June 2020 and 2021, no remuneration was paid by the Group to the Directors as an inducement to join or upon joining the Group or as compensation for loss of office and none of the directors waived any remuneration.
Employees' emoluments
During the six months ended 30 June 2020 and 2021, included in the five individuals with the highest emoluments in the Group, two were Directors (2020: two) whose emoluments are included in the disclosures above. The emoluments of the remaining three (2020: three) individuals were as follows:
| For the six months ended 30 June | |||
|---|---|---|---|
| 2021 | 2020 | ||
| (Unaudited) | (Unaudited) | ||
| S\$ | S\$ | ||
| Salaries and allowances | 231,993 | 254,881 | |
| Discretionary bonus | 52,500 | 12,000 | |
| Contribution to retirement benefits scheme | 21,080 | 16,560 | |
| 305,573 | 283,441 | ||
For the six months ended 30 June 2021
12 DIRECTORS' AND CHIEF EXECUTIVE'S EMOLUMENTS AND EMPLOYEES' REMUNERATION (continued)
Employees' emoluments (continued)
The emoluments of the five highest paid individuals (including directors) were within the following bands:
| Number of individuals | |||
|---|---|---|---|
| For the six months ended 30 June | |||
| 2021 | 2020 | ||
| Nil to HK\$1,000,000 | 4 | 4 | |
| HK\$1,000,001 to HK\$1,500,000 | — | — | |
| HK\$1,500,001 to HK\$2,000,000 | — | 1 | |
| HK\$2,000,001 to HK\$2,500,000 | 1 | - | |
During the six months ended 30 June 2020 and 2021, no remuneration was paid by the Group to the five individuals with the highest emoluments in the Group as an inducement to join or upon joining the Group or as compensation for loss of office and none of the employees waived any remuneration.
13 DIVIDENDS
No dividend has been declared by the Company or any Group entities for the six months ended 30 June 2021.
A dividend of S\$4 million was declared and paid out by the Group entities during the year ended 31 December 2020.
For the six months ended 30 June 2021
14 EARNINGS PER SHARE
| 30 June 2021 (Unaudited) |
30 June 2020 (Unaudited) |
|
|---|---|---|
| Profit for the period attributable to the owners of the Company (S\$) | 1,145,761 | 2,773,780 |
| Weighted average number of ordinary shares in issue | 1,250,000,000 | 1,015,625,000 |
| Basic and diluted earnings per share (S\$ cents) | 0.09 | 0.27 |
The calculation of basic earnings per share for the six months ended 30 June 2021 and 2020 is based on the profit for the period attributable to owners of the Company and the weighted average number of shares in issue.
The weighted number of ordinary shares for the purpose of calculating basic earnings per share for the six months ended 30 June 2020 had been determined on the assumption that the Group Reorganisation to enable the Company to become the holding Company of the Group had been effective on 1 January 2020 and 1,015,625,000 shares in issue upon completion of the Group Reorganisation as detailed in Note 2.
Diluted earnings per share is the same as the basic earnings per share because the Group has no dilutive securities that are convertible into shares during the six months ended 30 June 2021 and 2020.
For the six months ended 30 June 2021
15 PROPERTY, PLANT AND EQUIPMENT
| Machinery | Computer and office equipment |
Motor vehicles |
Leasehold buildings |
Leasehold improvement |
Furniture and fittings |
Total | |
|---|---|---|---|---|---|---|---|
| S\$ | S\$ | S\$ | S\$ | S\$ | S\$ | S\$ | |
| Cost: | |||||||
| At 1 January 2020 | 1,304,784 | 470,876 | 13,037,366 | 4,920,923 | 1,064,029 | 52,807 | 20,850,785 |
| Additions | — | 92,051 | 48,383 | 2,225,118 | 57,944 | 1,759 | 2,425,255 |
| Disposals/Written off | — | (39,149) | — | (55,577) | — | — | (94,726) |
| At 31 December 2020 | 1,304,784 | 523,778 | 13,085,749 | 7,090,464 | 1,121,973 | 54,566 | 23,181,314 |
| Additions | — | 34,861 | — | 1,597,722 | 349,733 | 5,428 | 1,987,744 |
| Disposals/Written off | — | — | (414,874) | — | — | — | (414,874) |
| At 30 June 2021 | 1,304,784 | 558,639 | 12,670,875 | 8,688,186 | 1,471,706 | 59,994 | 24,754,184 |
| Accumulated depreciation: | |||||||
| At 1 January 2019 | 1,115,857 | 345,032 | 9,004,513 | 779,400 | 1,025,518 | 46,975 | 12,317,295 |
| Charge for the year | 144,507 | 76,297 | 673,888 | 2,048,890 | 33,560 | 3,957 | 2,981,099 |
| Disposals/Written off | — | (35,293) | — | (55,577) | — | — | (90,870) |
| At 31 December 2020 | 1,260,364 | 386,036 | 9,678,401 | 2,772,713 | 1,059,078 | 50,932 | 15,207,524 |
| Charge for the period | 12,773 | 34,732 | 338,144 | 1,365,086 | 44,576 | 1,825 | 1,797,136 |
| Disposals/Written off | — | — | (395,200) | — | — | — | (395,200) |
| At 30 June 2021 | 1,273,137 | 420,768 | 9,621,345 | 4,137,799 | 1,103,654 | 52,757 | 16,609,460 |
| Carrying amounts: | |||||||
| At 31 December 2020 | 44,420 | 137,742 | 3,407,348 | 4,317,751 | 62,895 | 3,634 | 7,973,790 |
| At 30 June 2021 | 31,647 | 137,871 | 3,049,530 | 4,550,387 | 368,052 | 7,237 | 8,144,724 |
For the six months ended 30 June 2021
15 PROPERTY, PLANT AND EQUIPMENT (continued)
The above items of property, plant and equipment are depreciated on a straight-line basis at the following useful life:
| Machinery | 5 years |
|---|---|
| Company and office equipment | 3 – 5 years |
| Motor | 10 years |
| Leasehold buildings | Lease terms of 2 – 3 years |
| Leasehold improvement | Shorter of 5 years and lease term |
| Furniture and fittings | 3 – 5 years |
The carrying value of rights-of-use assets and the depreciation by classes of rights-of-use assets are set out as below:
| As at | As at | |
|---|---|---|
| 30 June | 31 December | |
| 2021 | 2020 | |
| (Unaudited) | (Audited) | |
| S\$ | S\$ | |
| Carrying values | ||
| Leasehold buildings | 4,550,387 | 4,317,751 |
| Computer and office equipment | 40,146 | 49,916 |
| Motor vehicles | — | 1,217,417 |
| 4,590,533 | 5,585,084 |
For the six months ended 30 June 2021
15 PROPERTY, PLANT AND EQUIPMENT (continued)
| For the six months ended 30 June | |||
|---|---|---|---|
| 2021 | 2020 | ||
| (Unaudited) | (Unaudited) | ||
| S\$ | S\$ | ||
| Depreciation recognised in profit and loss | |||
| Leasehold buildings | 1,365,086 | 844,180 | |
| Computer and office equipment | 9,774 | 8,540 | |
| Motor vehicles | — | 46,646 | |
| 1,374,860 | 899,366 | ||
| Additions | |||
| Leasehold buildings | 1,597,722 | — | |
| Computer and office equipment | — | 22,180 | |
| Motor vehicles | — | — | |
| 1,597,722 | 22,180 | ||
16 INVESTMENT PROPERTIES
| Investment properties S\$ |
|
|---|---|
| Cost: | |
| At 1 January 2020, 31 December 2020 and 30 June 2021 | 5,528,341 |
| Accumulated depreciation: | |
| At 1 January 2020 | 1,315,406 |
| Charge for the year | 189,140 |
| At 31 December 2020 | 1,504,546 |
| Charge for the period | 93,049 |
| At 30 June 2021 | 1,597,595 |
| Carrying amount: | |
| At 31 December 2020 | 4,023,795 |
| At 30 June 2021 | 3,930,746 |
For the six months ended 30 June 2021
16 INVESTMENT PROPERTIES (continued)
The investment properties comprise industrial properties that are leased to external customers. The leases contain initial non-cancellable period of between 1 to 4 years. Subsequent renewals are negotiated with the lessees. Investment properties with net carrying value amounting to S\$972,477 (31 December 2020: S\$1,780,090) are mortgaged to the bank to secure bank loans (Note 24).
The above items of investment properties are depreciated on a straight-line basis over 30 years after taking into account the residual values.
As at 30 June 2021, the fair values of the investment property amounted to S\$5,900,000. The fair value measurement of the Group's investment property as at 31 August 2020 was carried out by Ravia Global Appraisal Advisory Limited, an independent valuer not related to the Group, and who has the appropriate qualifications and relevant experience. Management has assessed that the key inputs and assumptions used by the valuer for valuation date 31 August 2020 remain applicable and reasonable as at 31 December 2020 and 30 June 2021. The fair values are based on comparable market transactions of similar properties in the neighbourhood that have been transferred in the open market.
The investment properties are categorised within level 3 of the fair value hierarchy.
In estimating the fair value of the property, the highest and best use of the property is its current use.
For the six months ended 30 June 2021
17 INTANGIBLE ASSETS
| Software S\$ |
|
|---|---|
| Cost: | |
| At 1 January 2020 | 336,446 |
| Charge for the year | 6,195 |
| At 31 December 2020 | 342,641 |
| Charge for the period | 5,991 |
| At 30 June 2021 | 348,632 |
| Accumulated amortisation: | |
| At 1 January 2020 | 161,262 |
| Charge for the year | 48,114 |
| At 31 December 2020 | 209,376 |
| Charge for the period | 21,394 |
| At 30 June 2021 | 230,770 |
| Carrying values: | |
| At 31 December 2020 | 133,265 |
| At 30 June 2021 | 117,862 |
The intangible assets included above consist of software with useful life of 3 to 5 years, over which the assets are amortised, after taking into account the residual values.
For the six months ended 30 June 2021
18 TRADE RECEIVABLES
| As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|
| Trade receivables Allowance for doubtful receivable |
9,706,786 (147,158) 9,559,628 |
10,064,011 (149,277) 9,914,734 |
The Group provides trucking services to new customers at cash upon delivery and grants credit terms to other customers typically ranging from 30 to 90 days from the invoice date for trade receivables.
The following is an aged analysis of trade receivables, net of allowance for doubtful debts, presented based on the invoice date which approximated the revenue recognition date at the end of each financial period:
| As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|
| Within 30 days | 4,773,800 | 4,111,077 |
| 31 days to 60 days | 1,515,588 | 3,037,013 |
| 61 days to 90 days | 1,307,030 | 1,357,659 |
| 91 days to 180 days | 1,064,339 | 738,419 |
| 181 days to 1 year | 338,914 | 333,811 |
| Over 1 year | 559,957 | 336,755 |
| 9,559,628 | 9,914,734 |
For the six months ended 30 June 2021
18 TRADE RECEIVABLES (continued)
The following table shows the movement in lifetime ECL that has been recognised for trade receivables under the simplified approach.
| Lifetime ECL | |
|---|---|
| (credit-impaired) | |
| S\$ | |
| 1-Jan-20 | 456,000 |
| Credit impaired receivable (individually assessed) | 161,908 |
| Write-offs | (202,631) |
| Reversal of provision from prior year | (266,000) |
| 31-Dec-20 | 149,277 |
| Write-offs | (2,119) |
| 30-Jun-21 | 147,158 |
19 OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS
| As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|
| Rental and other deposits | 4,431,798 | 794,348 |
| Prepayments | 172,308 | 179,156 |
| Staff advances | 50,750 | 49,200 |
| Grant receivable (Note a) | — | 101,017 |
| Deferred issue costs | — | 1,062,645 |
| Issue costs reimbursable by a shareholder (Note b) | 370,257 | 354,215 |
| Others | 195,724 | 40,917 |
| 5,220,837 | 2,581,498 | |
| Analysed as: | ||
| – Current | 4,644,191 | 2,004,852 |
| – Non-current | 576,646 | 576,646 |
| 5,220,837 | 2,581,498 |
For the six months ended 30 June 2021
19 OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS (continued)
Note:
- (a) As at 30 June 2021, the Group was not eligible for any further Jobs Support Scheme ("JSS"), a government grant announced to provide wage support to employers to help them retain their local employees (Singapore Citizens and Permanent Residents) during the period of economic uncertainty caused by the COVID-19. Grant receivable and a deferred grant income (Note 22) are recognised when the Group has fulfilled the conditions to receive the grant.
- (b) As at 30 June 2021, there was refundable deposit of S\$3 million (31 December 2020: S\$Nil) for strategic acquisition included in the rental and other deposit.
- (c) The balance is interest free and will be repaid within 12 months from the date of this report.
20 AMOUNT DUE FROM (TO) RELATED PARTIES
The average credit period for services provision from/to the related parties is 30 days. The balances as at 30 June 2021 are aged within 30 days (31 December 2020: 30 days) presented based on the invoice date.
21 BANK BALANCES AND CASH
| As at | As at | |
|---|---|---|
| 30 June | 31 December | |
| 2021 | 2020 | |
| (Unaudited) | (Audited) | |
| S\$ | S\$ | |
| Cash and bank balances | 22,683,278 | 12,740,393 |
| Pledged deposits | 450,000 | 450,000 |
| 23,133,278 | 13,190,393 | |
As at 30 June 2021, bank balances of S\$22,683,278 (31 December 2020: S\$12,740,393) carried interest ranging from 0.01% to 0.05% (31 December 2020: 0.01% to 0.05%) per annum.
As at 30 June 2021, included in the pledged deposit of S\$450,000 (31 December 2020: S\$450,000) represents restricted bank deposit for issuance of letter of credits with original maturity of 6 months to 1 year and being renewed automatically by month.
For the six months ended 30 June 2021
22 TRADE AND OTHER PAYABLES
| As at | As at | |
|---|---|---|
| 30 June | 31 December | |
| 2021 | 2020 | |
| (Unaudited) | (Audited) | |
| S\$ | S\$ | |
| Trade payables | 1,428,944 | 955,697 |
| GST payables | 175,208 | 191,718 |
| Customer deposits | 822,380 | 636,980 |
| Accrued operating expenses | 1,273,743 | 1,260,928 |
| Accrued listing expenses | — | 1,459,933 |
| Deferred grant income | — | 163,514 |
| Others | 254,651 | 12,044 |
| 3,954,926 | 4,680,814 | |
| Analysed as: | ||
| – Current | 3,204,546 | 4,115,834 |
| – Non-current (Note a) | 750,380 | 564,980 |
| 3,954,926 | 4,680,814 | |
Note:
(a) Non-current trade and other payables arise from customer deposit for yard rental. The lease term for these yard rental range from 1 to 3 years (31 December 2020: 1 to 3 years).
The following is an aged analysis of trade payables presented based on the invoice date at the end of each reporting period:
| As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|
| Within 30 days | 871,433 | 644,002 |
| 31 to 60 days | 358,012 | 261,847 |
| 61 to 90 days | 146,171 | 32,485 |
| Over 90 days | 53,328 | 17,363 |
| 1,428,944 | 955,697 | |
The credit period on purchases from suppliers is between 0 to 30 days or payable upon delivery.
For the six months ended 30 June 2021
23 LEASE LIABILITIES
| As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|
| Minimum lease payments due: – Within one year – More than one year but not more than two years – More than two years but not more than five years |
3,045,845 1,584,390 20,302 4,650,537 |
2,585,253 1,638,998 345,530 4,569,781 |
| Less: Amount due for settlement within one year shown under current liabilities Amount due for settlement after one year shown under non-current liabilities |
(3,045,845) 1,604,692 |
(2,585,253) 1,984,528 |
The Group leases offices, staff dormitory and warehouses, computer and office equipment and motor vehicles for operation and these lease liabilities were measured at the present value of the lease payment that are not yet paid. All leases are entered at fixed prices.
The Group does not face a significant liquidity risk with regard to its lease liabilities. Lease liabilities are monitored within the Group's treasury function.
Extension options are not involved in lease agreements entered by the Group.
For the six months ended 30 June 2021
24 BANK BORROWINGS
| As at | As at | |
|---|---|---|
| 30 June | 31 December | |
| 2021 | 2020 | |
| (Unaudited) | (Audited) | |
| S\$ | S\$ | |
| Secured and guaranteed - at amortised cost: | ||
| Bank loans | 603,367 | 1,096,521 |
| Analysed as: | ||
| Carrying amount repayable: | ||
| – Within one year | 45,377 | 95,292 |
| – More than one year, but not exceeding two years | 46,210 | 100,277 |
| – More than two years, but not exceeding five years | 144,303 | 328,408 |
| – More than five years | 367,477 | 572,544 |
| 603,367 | 1,096,521 | |
| Less: Amount due for settlement within 12 months | ||
| (show under current liabilities) | (45,377) | (95,292) |
| Amount due for settlement after one year shown | ||
| under non-current liabilities | 557,990 | 1,001,229 |
The bank borrowings are secured by:
- (i) First legal mortgage over the Group's investment properties (Note 16); and
- (ii) Joint and several guarantees from the directors and shareholders of the Group in their personal capacities.
As at 30 June 2021, the weighted average effective interest rate of the loans is 6.25% (31 December 2020: ranged 2.48% to 4.18%). The amounts are repayable at the dates throughout to 2033.
For the six months ended 30 June 2021
25 PROVISIONS
| As at 30 June 2021 (Unaudited) S\$ |
As at 31 December 2020 (Audited) S\$ |
|
|---|---|---|
| At beginning of the period | 480,000 | 389,000 |
| Additions | — | 91,000 |
| At end of the period | 480,000 | 480,000 |
| Analysed as: | 133,000 | — |
| – Current | 347,000 | 480,000 |
| – Non-current | 480,000 | 480,000 |
Provisions for reinstatement cost were recognised for the expected costs associated with restoring the requirements of the lease contract, based on the estimated costs of dismantlement, removal and restoration to be incurred for yard spaces. The provisions are based on estimates made from historical data associated with reinstatement works incurred for similar properties, adjusted for the size of the properties.
26 DEFERRED TAX LIABILITIES
The following are the deferred tax liabilities recognised and the movements thereon:
| As at | As at | |
|---|---|---|
| 30 June | 31 December | |
| 2021 | 2020 | |
| (Unaudited) | (Audited) | |
| S\$ | S\$ | |
| At beginning of the period | 426,500 | 438,924 |
| (Credit) Charged to profit or loss for the period (Note 11) | (57,000) | (12,424) |
| At end of the period | 369,500 | 426,500 |
The deferred tax liabilities resulted from temporary taxable differences arising from accelerated depreciation in relation to capital allowance claims on qualified assets in accordance with prevailing tax law in Singapore.
For the six months ended 30 June 2021
27 SHARE CAPITAL
The shares of the Company were successfully listed on the Main Board of the Stock Exchange on 13 January 2021 by way of placement of 156,250,000 ordinary shares and public offer of 156,250,000 ordinary shares at the price of HK\$0.40 per share ("Share Offer").
| Number of ordinary shares |
Par Value HK\$ |
Share capital HK\$ |
|
|---|---|---|---|
| Authorised share capital of the Company: At 1 January 2019, 31 December 2019 |
|||
| and 1 January 2020 Increased on 18 December 2020 (Note a) |
38,000,000 1,962,000,000 |
0.01 0.01 |
380,000 19,620,000 |
| As at 31 December 2020 and 30 June 2021 | 2,000,000,000 | 20,000,000 | |
| Number of ordinary shares |
Share capital S\$ |
||
| Issued and fully paid of the Company: 1 January 2020 Issue of shares pursuant to the Reorganisation (Note 2) |
1 78,124,999 |
—* 134,698 |
|
| At 31 December 2020 | 78,125,000 | 134,698 | |
| Capitalisation issue (Note a) | 937,500,000 | 1,599,366 | |
| Issue of shares under the initial public offering | 234,375,000 | 399,841 | |
| At 30 June 2021 | 1,250,000,000 | 2,133,905 |
* The amount is less than S\$1.
Notes:
(a) Pursuant to the written resolution on 18 December 2020, it was resolved that the authorised share capital of the Company was increased from HK\$380,000 divided into 38,000,000 shares of par value of HK\$0.01 to HK\$20,000,000 divided into 2,000,000,000 shares of par value of HK\$0.01 each by the creation of 1,962,000,000 shares of par value of HK\$0.01 each; and conditional on the share premium account of the Company being credited as a result of the Share Offer, an amount of HK\$9,375,000 which would then be standing to the credit of the share premium account of the Company be capitalised and applied to pay up in full at par a total of 937,500,000 shares for allotment, each ranking pari passu in all respects with the shares then in issue.
For the six months ended 30 June 2021
28 RESERVES
The amounts of the Group's reserves and the movements therein for the period ended 30 June 2021 and period ended 30 June 2020 are presented in the consolidated statements of changes in equity.
Share premium
Share premium represents the difference between the nominal value and the issuing value of the shares.
Other reserve
For the purposes of the preparation of the consolidated statements of financial position, the balance of other reserve at the financial period ended 30 June 2021 and period ended 30 June 2020 represents the aggregate of the paid up share capital of the subsidiaries now comprising the Group attributable to the Controlling Shareholders prior to the Reorganisation.
29 OPERATING LEASE ARRANGEMENTS
Lease commitments
The Group as lessor
The details of rental income earned on investment properties are disclosed in Note 10.
At the end of the respective reporting periods, the Group had contracted with tenants for the following future minimum lease receivables:
| As at | As at | |
|---|---|---|
| 30 June | 31 December | |
| 2021 | 2020 | |
| (Unaudited) | (Audited) | |
| S\$ | S\$ | |
| Within one year | 445,944 | 477,944 |
| In the second to fifth year inclusive | 216,634 | 417,744 |
| 662,578 | 895,688 |
The leases have tenures ranging from one to four years. The lease receivables are fixed over the lease term and no contingent rent income is included in the contracts.
For the six months ended 30 June 2021
30 RELATED PARTY TRANSACTIONS
Some of the Group's transactions and arrangements are with related parties and the effect of these on the basis determined between the parties are reflected in these financial statements. Related parties refer to entities in which directors of the Group has a beneficial interest in it.
Apart from disclosure elsewhere in the consolidated financial statements, the Group entered into the following transactions with related parties for the six months ended 30 June 2020 and 2021:
| For the six months ended 30 June |
||
|---|---|---|
| 2021 (Unaudited) S\$ |
2020 (Unaudited) S\$ |
|
| Provision of services by the Group | ||
| Provision of freight services | ||
| JH Tyres & Batteries Pte Ltd | 3,908 | 3,644 |
| Provision of trucking services | ||
| Crystal Parts Pte Ltd | 2,202 | 1,325 |
| JH Tyres & Batteries Pte Ltd | 7,291 | 5,513 |
| R&S Engineering Works Pte Ltd | 6,271 | 4,006 |
| Purchases of services by the Group | ||
| Purchase of motor vehicle upkeep services | ||
| JH Tyres & Batteries Pte Ltd | (216,396) | (189,814) |
| R&S Engineering Works Pte Ltd | (279,166) | (293,728) |
Compensation of directors and key management personnel
| For the six months ended 30 June |
||
|---|---|---|
| 2021 2020 (Unaudited) (Unaudited) S\$ |
||
| Short-term benefits Post-retirement benefits |
826,893 43,260 870,153 |
610,481 35,009 645,490 |
A director of the Group and Controlling Shareholder has provided personal guarantees in relation to bank borrowings, of which S\$603,367 (2020: S\$1,514,578) remained outstanding.
BUSINESS REVIEW AND PROSPECTS
The Group is a well-established logistics service provider in Singapore offering trucking, freight forwarding and VATS to our customers.
The Group has developed a reputation as an integrated logistics solution provider equipped with a vehicle fleet, logistics yards, and experienced management team.
As at 30 June 2021, the Group had a vehicle fleet comprising 51 prime movers, 499 trailers and three flat vans, and machineries comprising two reach stackers and two forklifts. Furthermore, we are operating three logistics yards of approximately 38,240 square meter for the provision of our open-yard storage services as part of our VATS.
The Company was successfully listed on the Main Board of the Stock Exchange on 13 January 2021. It represents an important milestone to the Group and will greatly benefit the Group's further development in the future.
Prospects
Since the outbreak of the COVID-19, the Singapore government has taken emergency public health and safe distancing measures to reduce the risk of further local transmission of COVID-19. The measures include the closure of workplace premises and enhanced safe distancing measures. According to the Singapore Ministry of Trade and Industry (MTI), the Singapore economy grew by 14.7 per cent in the second quarter of 2021 as compared to the similar period in 2020, with the container throughput for first half of 2021 increasing 5.0 % as compared to the similar period in 2020.
The logistics sector remains a key cornerstone of Singapore's economy. Not only does it play a critical role in connecting various supply chains, it also supports the operational continuity of other industries. Recognised for its importance, it has been identified to be one of the recipients of pro-government policies by the Singapore government such as i) economic diversification; ii) Logistics Industry Transformation Map; and iii) Singapore's Mega Port development. Singapore has also pivot itself as the main Southeast Asian for major alliances boost logistics opportunities with various joint venture efforts making Singapore the primary port of call for its services and main hub for major shipping lines and alliances.
FINANCIAL REVIEW
Revenue
Revenue increased by approximately 8.6% from approximately S\$19.7 million for the six months ended 30 June 2020 to approximately S\$21.4 million for the six months ended 30 June 2021. The increase was mainly attributable to the opening of global economy following better control of the COVID-19 situation by larger countries such as China, Europe and the United States of America following aggressive vaccination efforts.
Trucking services
Our Group's trucking services revenue was approximately S\$10.4 million and S\$8.7 million for the six months ended 30 June 2020 and 2021 respectively. Trucking revenue consists of revenue from transportation fees in relation to the transportation of cargo. The decrease of approximately S\$1.7 million or 16.3% was mainly due to border restrictions imposed by the Singapore government to control the COVID-19 situation which has greatly impact the driver's retention and recruitment efforts causing driver shortage, and the slowdown in customers importing COVID-19 essentials.
Freight forwarding services
Our Group's revenue from freight forwarding services was approximately S\$7.5 million and S\$10.2 million for the six months ended 30 June 2020 and 2021 respectively. Revenue from freight forwarding services consists of fees from import and export freight forwarding arrangement (by either air or sea), local trucking and haulage to and from airport/seaport and customers/warehouses, as well as other related services such as cargo permit declaration and crating. Such revenue is mainly driven by the volume of goods, type of services provided, type of cargoes, among other factors. The increase of approximately S\$2.7 million or 36.0% was due to the recovery of the global trade from COVID-19.
VATS
Our Group's revenue from VATS was approximately S\$1.8 million and S\$2.5 million for the six months ended 30 June 2020 and 2021 respectively. Revenue from VATS consists of open-yard storage fees, stuffing and unstuffing fees and transportation fees for the container haulage between our logistics yard and our customers' designated pick up and/or delivery points. Such revenue is primarily driven by land area that the containers are stored for. The increase of approximately S\$0.7 million or 38.9% was due to the revenue generated from the new logistics yard leased in June 2020.
Gross Profit and Gross Profit Margin
For the six months ended 30 June 2020 and 2021, we recorded a gross profit of approximately S\$7.1 million and S\$6.6 million respectively. The decrease of approximately S\$0.5 million or 7.0% was due to the more competitive landscape caused by COVID-19 on the local trucking industry. The trucking revenue decreased by approximately 16.3% while certain operational fixed costs remained constant, this impact was offset by the better performing freight forwarding and VATS segment with the new logistics yard leased in June 2020. Trucking services accounted for approximately 53.5% and 43.9% of our total gross profit for the six months ended 30 June 2020 and 2021 respectively. Freight forwarding services accounted for approximately 32.4% and 39.4% of our total gross profit for the six months ended 30 June 2020 and 2021 respectively. VATS accounted for approximately 14.1% and 16.7% of our total gross profit for the six months ended 30 June 2020 and 2021 respectively.
For the six months ended 30 June 2020 and 2021, we recorded a gross profit margin of approximately 36.0% and 30.8% respectively. Gross profit margin for trucking services was approximately 36.5% and 33.3% for the six months ended 30 June 2020 and 2021 respectively. The decrease in gross profit margin of trucking services was due to the decrease in trucking revenue by approximately 16.3%. The border restrictions imposed by the Singapore government to control the COVID-19 situation has greatly impact the driver's retention and recruitment efforts. Gross profit margin for freight forwarding services decreased from approximately 30.7% to approximately 25.5% for the six months ended 30 June 2020 and 2021 respectively due to the more competitive landscape caused by the decrease in global freight prices with freight forwarders having to mark down accordingly to remain competitive. Gross profit margin for VATS decreased from approximately 55.6% to approximately 44.0% for the six months ended 30 June 2020 and 2021 respectively. The decrease in gross profit margin of VATS was due to the increase in costs incurred in the new logistics yard leased in June 2020.
Other income
Our Group reported other income of approximately S\$0.7 million and S\$0.4 million for the six months ended 30 June 2020 and 2021 respectively. Other income mainly relates to government grants which mainly comprise of the Wage Credit Scheme, Productivity Innovation Credit, Temporary Employment Credit, Special Employment Credit, Jobs Support Scheme ("JSS") and Foreign Worker Levy Rebates, interest income and rental income from investment properties. The JSS was introduced by the Singapore government in February 2020 to help businesses retain their local employees during the period of uncertainty caused by the outbreak of COVID-19 and the Group received grants under this scheme of approximately S\$0.4 million and S\$0.3 million for the six months ended 30 June 2020 and 2021 respectively.
Other gains and losses
Our Group reported other gains of approximately S\$0.2 million for both the six months ended 30 June 2020 and 2021. Other gains and losses relate to gain on disposal of property and equipment, loss on disposal of intangible assets and net foreign exchange gains or losses.
Administrative expenses
Our Group reported administrative expenses of approximately S\$3.9 million and S\$4.6 million for the six months ended 30 June 2020 and 2021 respectively. Administrative expenses for our Group primarily consist of directors' remuneration cost, staff cost, depreciation and amortisation expenses and other miscellaneous expenses. Directors' remuneration cost includes Directors' remuneration. Staff cost includes office staff salary, CPF contribution and bonuses. Depreciation and amortisation expenses include property depreciation, office equipment depreciation and software amortisation. Miscellaneous expenses include office expenses such as utility expenses, insurance expenses and office rental expenses as well as professional expenses such as audit and secretarial fees and other expenses. The increase in the administrative expenses of approximately S\$0.7 million was mainly due to the increase in staff cost from a discretionary bonus provided to staff in recognition of their contribution to the successful listing of the Company on the Stock Exchange.
Income tax expense
As our operations are based in Singapore, the Group is liable to pay corporate income tax in accordance with the tax regulations of Singapore. Income tax expense of the Group amounted to approximately S\$0.6 million and S\$0.4 million for the six months ended 30 June 2020 and 2021 respectively. The decrease of approximately S\$0.2 million or 33.3% was due to the decrease in profit before tax.
The statutory corporate tax rate in Singapore was 17% for the six months ended 30 June 2020 and 2021, while our corresponding effective tax rates were approximately 17.6% and 25.0% respectively. The higher effective tax rate for the six months ended 30 June 2020 and 2021 as compared to the statutory corporate tax rate in Singapore were mainly due to the IPO expenses incurred in both periods which are non-deductible expenses for tax purpose.
Profit for the period
As a result of the foregoing, profit decreased by approximately S\$1.7 million from approximately S\$2.8 million for the six months ended 30 June 2020 to approximately S\$1.1 million for the six months ended 30 June 2021. Net profit margin decreased from approximately 14.2% for the six months ended 30 June 2020 to approximately 5.1% for the six months ended 30 June 2021.
Interim dividend
The board of Directors (the "Board") did not recommend a payment of an interim dividend for the six months ended 30 June 2021 (30 June 2020: S\$2.0 million).
Liquidity and capital assets
The shares of the Company were successfully listed on the Main Board of the Stock Exchange on 13 January 2021 and there has been no change in capital structure of the Group since then. The capital structure of the Group consists of debt, which includes amount due to related parties, trade and other payables, lease liabilities and bank borrowings as disclosed in Notes 20, 22, 23 and 24, to the consolidated financial statements of the Group for the six months ended 30 June 2021, respectively, net of bank balances and cash and equity attributable to owners of the Group, comprising share capital and reserves.
Our primary uses of cash are to satisfy our working capital needs. Our working capital needs have been financed through a combination of funds generated from operations and bank borrowings. As at 31 December 2020 and 30 June 2021, we had bank balances and cash of approximately S\$12.7 million and S\$22.7 million respectively. Going forward, we expect to fund our working capital and other capital requirements with a combination of various sources, including but not limited to cash generated from our operations and short-term or long-term indebtedness.
The bank balances and cash of the Group, mainly denominated in S\$, HK\$ and US\$, are generally deposited with authorised financial institutions. As at 30 June 2021, 41.5% (31 December 2020: 87.5%), 50.0% (31 December 2020: 0.1%) and 8.5% (31 December 2020: 12.4%) of the Group's bank balances and cash was denominated in S\$, HK\$, and US\$ respectively.
As at 30 June 2021, the Group had banking facilities with credit limit amounting to approximately S\$1.1 million (31 December 2020: S\$1.1 million). There was no unutilised credit facilities at the end of the period.
As at 30 June 2021, the gearing ratio of the Group, based on total interest-bearing liabilities (including bank borrowings and lease liabilities) to total equity (including all capital and reserves) of the Company was approximately 13.6% (31 December 2020: 22.7%). The decrease in gearing ratio was mainly attributable to the increase in equity from the listing offer.
Foreign currency exposure
The Group transacts mainly in Singapore dollars, which is the functional currency of all the Group's operating subsidiaries. The Group retains a large part of its proceeds from the Share Offer in HK\$. The Group currently does not have a foreign currency hedging policy but maintains a conservative approach to foreign currency management to ensure its exposure to fluctuations in foreign exchange rates is minimised.
Pledge of assets
The deposit of S\$0.5 million (31 December 2021: S\$0.5 million) is pledged as security with a financial institution to obtain letter of credit facilities with original maturity of 6 months to 1 year and being renewed automatically by month.
Significant investment held, material acquisitions and disposal of subsidiaries, associated companies or joint ventures
Apart from the Reorganisation in relation to the Listing (as set out under the section headed "History, Development and Reorganisation" in the Prospectus, there were no significant investments held, material acquisitions or disposals of subsidiaries, associated companies or joint ventures by the Group during the six months ended 30 June 2021.
Save for the business plan as disclosed in the Prospectus, there was no other plan for material investments or capital assets as at 30 June 2021.
Future plans for material investments or capital assets
Save as disclosed in the Prospectus, the Group did not have other future plans for material investments or capital assets as at 30 June 2021.
Employees and remuneration policy
As at 30 June 2021, the Group had a total of 151 employees (31 December 2020: 141 employees), including the executive Directors. Total staff costs including Directors' emoluments, salaries, wages and other staff benefits, contributions and retirement schemes in the six months ended 30 June 2021 amounted to approximately S\$5.0 million (30 June 2020: approximately S\$4.4 million). In order to attract and retain high quality staff and to enable smooth operation within the Group, the remuneration policy and package of the Group's employees are periodically reviewed. The salary and benefit levels of the employees of the Group are competitive (with reference to market conditions and individual qualifications and experience). The Group provides adequate job training to the employees to equip them with practical knowledge and skills. Apart from central provident fund and job training programs, salaries increment and discretionary bonuses may be awarded to employees according to the assessment of individual performance and market situation. The emoluments of the Directors have been reviewed by the remuneration committee of the Company, having regard to the Company's operating results, market competitiveness, individual performance and achievement, and approved by the Board.
Capital commitments and contingent liabilities
As at 30 June 2021, the Group had no capital commitment and contingent liabilities.
Use of proceeds
On the Listing Date, the shares of the Company (the "Shares") were listed on the Main Board of the Stock Exchange. The Group intends to apply the net proceeds from the issuance of 312,500,000 Shares at the offer price of HK\$0.40 per Share in accordance with the proposed applications as set out in the section headed "Future Plans and Use of Proceeds" in the Prospectus. After deducting share issuance expense and professional fee relating to the Share Offer, the net proceeds amounted to approximately HK\$41.5 million (equivalent to approximately S\$7.2 million).
| Utilised net | Unutilised net | Expected timeline | |||
|---|---|---|---|---|---|
| proceeds up to | proceeds up to | for utilising | |||
| Percentage of | Planned usage | the date of this | the date of this | the remaining | |
| net proceeds | of net proceeds | announcement | announcement | proceeds | |
| % | HK\$ million | HK\$ million | HK\$ million | ||
| (approximately) (approximately) (approximately) | |||||
| Strategic Acquisition | 42.6% | 17.7 | — | 17.7 | Before 31 December |
| 2021 | |||||
| Expansion of our fleet in relation to | 39.7% | 16.5 | — | 16.5 | Before 31 December |
| our trucking services segment | 2023 | ||||
| Increase and strengthen our freight | 6.1% | 2.5 | 0.7 | 1.8 | Before 31 December |
| forwarding services segment | 2023 | ||||
| Purchase of an accounting and | 11.1% | 4.6 | — | 4.6 | Before 30 June |
| operations system | 2022 | ||||
| Working capital and | 0.5% | 0.2 | 0.1 | 0.1 | Before 30 June |
| other general corporate purposes | 2022 | ||||
| 100% | 41.5 | 0.8 | 40.7 | ||
The below table sets out the proposed applications of the net proceeds:
The Company is presently looking at perspective targets. Bearing unforeseen circumstances and adaptability of business to COVID-19, we expect more time to establish collaboration, plan for due diligence on acquisition targets and spend on the negotiation. Moreover, there were labour shortages in Singapore due to COVID-19 related border restrictions, the Company expects more time to recruit drivers, perform trucking fleet expansion and undergo expansion on freight forwarding services segment.
Events after the reporting period
Save as disclosed in this report, there were no significant events affecting the Group which have occurred after the six months ended 30 June 2021 and up to the date of this report.
Compliance with the model code for securities transactions by Directors
The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix 10 to the Listing Rules (the "Model Code") as rules governing dealings by the Directors in the listed securities of the Company on 13 January 2021. Based on specific enquiry with the Directors, all the Directors had complied with the required standards as set out in the code conduct and the Model Code during the period from the Listing Date up to 30 June 2021.
Corporate governance
During the six months ended 30 June 2021, the Company complied with the code provisions as set out in the Corporate Governance Code (the "CG Code") in Appendix 14 to the Rules Governing the Listing of Securities on the Stock Exchange (the "Listing Rules") except for the following deviation:
CG Code A.2.1
The Company is aware of the requirement under paragraph A.2.1 of the CG Code that the roles of chairman and chief executive should be separated and should not be performed by the same individual. The Company does not separately have any officer with the title of "chief executive". Mr. Ng Choon Eng, the chairman of the Board, executive Director and chief executive officer of the Company, is also responsible for the leadership and effective running of the Board, ensuring that all material issues are decided by the Board in a conducive manner. The Board will meet regularly to consider major matters affecting the operations of the Group. The Board considers that this structure will not impair the balance of power and authority between the Board and the management of the Company. The roles of the respective executive Directors and senior management, who are in charge of different functions complement the role of the chairman and chief executive. The Board is of the view that this structure provides the Group with strong and consistent leadership, facilitates effective and efficient planning and implementation of business decisions and strategies, and ensures the generation of shareholders' benefits.
The Board shall nevertheless review the structure from time to time to ensure appropriate measures would be taken should suitable circumstance arise.
Purchase, sale or redemption of the company's listed securities
During the period from the Listing Date up to 30 June 2021, neither the Company nor any of its subsidiaries had purchased, sold or redeemed any of the listed securities of the Company.
Audit committee
The audit committee of the Company has reviewed the Group's unaudited consolidated financial statements for the six months ended 30 June 2021 and discussed with the management of the Company on the accounting principles and practices adopted by the Group.
The Group's consolidated financial statements for the six months ended 30 June 2021 have not been audited and reviewed by the auditors of the Company.
OTHER INFORMATION
DIRECTORS' AND CHIEF EXECUTIVE'S INTERESTS AND SHORT POSITIONS IN THE SHARES, UNDERLYING SHARES AND DEBENTURES OF THE COMPANY AND ITS ASSOCIATED CORPORATIONS
As at 30 June 2021, the interests and short positions of the Directors and chief executive of the Company in the shares, underlying shares and debentures of the Company or its associated corporations (within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) ("SFO")) which were notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests and short positions which they are taken or deemed to have under such provisions of the SFO) or which were required, pursuant to Section 352 of the SFO, to be entered in the register referred to therein or which were required to be notified to the Company and the Stock Exchange pursuant to the Model Code to the Listing Rules were as follows:
(a) Long positions in the ordinary shares of HK\$0.01 each of the Company ("Shares")
| Name of Director | Nature of interest | Number of Shares held |
Percentage of issued share capital |
|---|---|---|---|
| Mr. Ng (Note) | Interest in controlled corporation | 937,500,000 | 75% |
Note: Mirana Holdings is legally and beneficially owned as to 100 % by Mr. Ng. Mr. Ng is deemed to be interested in the 937,500,000 Shares held by Mirana Holdings pursuant to the SFO.
(b) Long positions in the shares of associated corporations
| Name of Director | Name of associated corporation |
Nature of interest | Number of Shares held |
Percentage of interest in associated corporation |
|---|---|---|---|---|
| Mr. Ng (Note) | Interest in controlled corporation |
Beneficial owner | 1 | 100% |
Note: Mirana Holdings is the direct shareholder of the Company and is an associated corporation within the meaning of Part XV of the SFO.
Save as disclosed above, as at 30 June 2021, none of the Directors or chief executive of the Company had any interests or short positions in any shares, underlying shares or debentures of the Company or any of its associated corporations (within the meaning of Part XV of the SFO) which were notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the SFO (including interests or short positions which they are taken or deemed to have under such provisions of the SFO), or which were required, pursuant to Section 352 of the SFO, to be entered in register referred to therein, or which were required to be notified to the Company and the Stock Exchange pursuant to the Model Code.
SUBSTANTIAL SHAREHOLDERS' INTERESTS AND SHORT POSITIONS IN THE SHARES AND UNDERLYING SHARES OF THE COMPANY
As at 30 June 2021, the following persons (not being the Director or chief executive) had interests or short positions in the shares and underlying shares of the Company which were notified to the Company and the Stock Exchange pursuant to Divisions 2 and 3 of Part XV of the SFO and entered in the register maintained by the Company pursuant to Section 336 of the SFO were as follows:
Long positions in the Shares
| Name of shareholder | Nature of interest | Number of Shares held |
Percentage of issued share capital |
|---|---|---|---|
| Mirana Holdings (Note 1) | Beneficial owner | 937,500,000 | 75% |
| Ms. Liyani (Note 2) | Interest of spouse | 937,500,000 | 75% |
Notes:
-
Mirana Holdings is the direct shareholder of the Company and is legally and beneficially owned as to 100% by Mr. Ng.
-
Ms. Liyani is the spouse of Mr. Ng. Accordingly, Ms. Liyani is deemed to be interested in the Shares in which Mr. Ng is interested in under the SFO.
Save as disclosed above, as at 30 June 2021, the Company had not been notified by any persons who had interests or short positions in the shares or underlying shares of the Company which would fall to be disclosed to the Company under the provisions of Divisions 2 and 3 of Part XV of the SFO, or which were recorded in the register maintained by the Company pursuant to Section 336 of the SFO.
By Order of the Board Legion Consortium Limited Ng Choon Eng Chairman, Chief Executive Officer and Executive Director
Hong Kong, 26 August 2021
As at the date of this announcement, the Board comprises two executive Directors, namely Mr. Ng Choon Eng and Mr. Ng Kong Hock; and three independent non-executive Directors, namely Mr. Wong Kwun Ho, Mr. Ho Wing Sum, and Mr. Yeo Teck Chuan.