SESB Annual Report 2020 - Part 2
SESB Annual Report 2020 - Part 2
SESB Annual Report 2020 - Part 2
043 Directors’Report
Scomi Energy Services Bhd
(Registration No. 199601025627 (397979-A))
049 Statements of Financial Position
(Incorporated in Malaysia)
and or itsLoss
subsidiaries
051 Statements of Profit & Other Comprehensive Income
053 Financial
Consolidated statements
Statement forinthe
of Changes year
Equity
ended 30 June 2020
054 Statement of Changes in Equity
164 Appendix
Scomi Energy Services Bhd
(Registration No. 199601025627 (397979-A))
(Incorporated in Malaysia)
Directors’
and its subsidiaries Report for the year ended 30 June 2020
Directors’ report for the year ended 30 June 2020
The Directors hereby submit their report and the audited financial statements of the Group
and of the Company for the financial year ended 30 June 2020.
Principal activities
The principal activities of the Company are investment holding and provision of management
services to its subsidiaries and an associate whilst the principal activities of the subsidiaries
are as stated in Note 7 to the financial statements. There has been no significant change in
the nature of these activities during the financial year.
Holding company
The Company was a subsidiary of Scomi Group Bhd, a public limited liability company
incorporated and domiciled in Malaysia and is listed on the Main Market of Bursa Malaysia
Securities Berhad, and regarded by the Directors as the Company’s holding company in the
previous financial period. On 26 February 2020, Scomi Group Bhd lost control of the
Company and the details are disclosed in Note 33(i) to the financial statements.
Subsidiaries
The details of the Company’s subsidiaries are disclosed in Note 7 to the financial statements.
Results
Group Company
RM’000 RM’000
Loss for the year attributable to:
Owners of the Company (187,503) (209,144)
Non-controlling interests 1,208 -
(186,295) (209,144)
Dividend
No dividend was paid during the financial year and the Directors do not recommend any
dividend to be paid for the financial year under review.
(i) approval by the Companies Commission of Malaysia pursuant to Section 247(7) of the
Companies Act 2016; and
(ii) the Company is to ensure compliance with Sections 252 and 253 of the Companies Act
2016 and the approved accounting standards pertaining to the preparation of
consolidated financial statements.
Indirect interests
Dato’ Sri Meer Sadik bin Habib
Mohamed 109 (1) - - 109 (1)
Dato’ Mohd Zakhir Siddiqy bin Sidek - 84,793(2) - 84,793(2)
(1)
Deemed interested by virtue of Section 59(11)(c) of the Companies Act 2016 through
his spouse, Datin Zarida binti Noordin’s shareholding in the Company.
(2)
Deemed interested by virtue of Section 8(4) of the Companies Act 2016 through his
shareholding in United Flagship Sdn. Bhd., the holding company of Gelombang Global
Sdn. Bhd., which in turn is interested in the Company.
Save as disclosed above, none of the other Directors holding office at 30 June 2020 had any
interest in the shares of the Company and of its related corporations during the financial year.
Directors’ benefits
Since the end of the previous financial period, no Director of the Company has received nor
become entitled to receive any benefit (other than those fees and other benefits included in
the aggregate amount of remuneration received or due and receivable by Directors as shown
in the financial statements or the fixed salary of a full time employee of the Company or of
related corporations) by reason of a contract made by the Company or a related corporation
with the Director or with a firm of which the Director is a member, or with a company in which
the Director has a substantial financial interest other than those disclosed in Note 31 to the
financial statements.
There were no arrangements during and at the end of the financial year which had the object
of enabling Directors of the Company to acquire benefits by means of the acquisition of shares
in or debentures of the Company or any other body corporate.
Treasury shares
Details of the treasury shares are as set out in Note 15 to the financial statements.
i) all known bad debts have been written off and adequate provision made for doubtful
debts, and
ii) any current assets which were unlikely to be realised in the ordinary course of business
have been written down to an amount which they might be expected so to realise.
At the date of this report, the Directors are not aware of any circumstances:
i) that would render the amount written off for bad debts or the amount of the provision for
doubtful debts in the Group and in the Company inadequate to any substantial extent,
or
ii) that would render the value attributed to the current assets in the financial statements
of the Group and of the Company misleading, or
iii) which have arisen which render adherence to the existing method of valuation of assets
or liabilities of the Group and of the Company misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements, that would render any
amount stated in the financial statements of the Group and of the Company misleading.
i) any charge on the assets of the Group or of the Company that has arisen since the end
of the financial year and which secures the liabilities of any other person, or
ii) any contingent liability in respect of the Group or of the Company that has arisen since
the end of the financial year.
No contingent liability or other liability of any company in the Group has become enforceable,
or is likely to become enforceable within the year of twelve months after the end of the
financial year which, in the opinion of the Directors, will or may substantially affect the ability
of the Group and of the Company to meet their obligations as and when they fall due.
In the opinion of the Directors, except as disclosed in Notes 23, 33(iv) and 34 to the financial
statements, the financial performance of the Group and of the Company for the financial year
ended 30 June 2020 have not been substantially affected by any item, transaction or event
of a material and unusual nature nor has any such item, transaction or event occurred in the
interval between the end of that financial year and the date of this report.
Auditors
The auditors, KPMG PLT, have indicated their willingness to accept re-appointment.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
…………………………………………………………
Amirul Azhar bin Baharom
Director
…………………………………………………………
Stephen Fredrick Bracker
Director
Petaling Jaya
The notes on pages 18 to 116 are an integral part of these financial statements.
The notes on pages 60 to 158 are an integral part of these financial statements.
Comprehensive Income
Statements
for of profit
the year ended 30 Juneor loss
2020 and other comprehensive
(continued)
income for the year ended 30 June 2020 (continued)
Group Company
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
Note 30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000
Other comprehensive (loss)/
income, net of tax
Items that are or may be
reclassified subsequently
to profit or loss
Foreign currency translation
differences for foreign
operations (19,629) 16,066 - -
Retirement benefits 84 470 - -
Other comprehensive (loss)/
income for the year/period,
net of tax 25 (19,545) 16,536 - -
Total comprehensive loss
for the year/period (205,840) (86,926) (209,144) (22,359)
Total comprehensive
(loss)/income attributable to:
Owners of the Company (207,048) (79,154) (209,144) (22,359)
Non-controlling interests 1,208 (7,772) - -
Total comprehensive loss
for the year/period (205,840) (86,926) (209,144) (22,359)
The notes on pages 60 to 158 are an integral part of these financial statements.
The notes on pages 18 to 116 are an integral part of these financial statements.
The
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statements.
Cash and cash equivalents included in the statements of cash flows comprise the
following statements of financial position amounts:
Group Company
Note 2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Net Net
changes Interest Effect Adjustment on changes Effect
from charge and movements initial from Acquisition movements
At financing amortisation in exchange At application of At financing of new in exchange Other At
Group 1.4.2018 cash flows cost rates 30.6.2019 MFRS 16 1.7.2019 Reclassification cash flows leases rates changes 30.6.2020
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Guaranteed Serial
Bonds 104,322 (11,428) 11,428 (405) 103,917 - 103,917 (103,917) - - - - -
Bank loans 58,462 (22,445) - 4,601 40,618 - 40,618 - (29,623) - (6,696) 3,150 7,449
Loan - - - - - - - 103,917 (30,384) - 3,329 849 77,711
Revolving credits 44,890 (4,728) - 1,109 41,271 - 41,271 - (2,157) - 370 - 39,484
Finance leases 22 (25) - 3 - - - - - - - - -
Lease liabilities - - - - - 15,962 15,962 - (7,989) 5,287 404 - 13,664
Bank overdrafts 10,030 (10,030) - - - - - - - - - - -
Total liabilities from
financing activities 217,726 (48,656) 11,428 5,308 185,806 15,962 201,768 - (70,153) 5,287 (2,593) 3,999 138,308
The notes on pages 18 158 are an integral part of these financial statements.
60 to 116
Registered office
No. 2-1, Jalan Sri Hartamas 8
Sri Hartamas
50480 Kuala Lumpur
Wilayah Persekutuan
Malaysia
The consolidated financial statements of the Company as at and for the financial year ended
30 June 2020 comprise the Company and its subsidiaries (together referred to as the “Group”
and individually referred to as “Group entities”) and the Group’s interests in associates and
joint ventures.
The principal activities of the Company are investment holding and provision of management
services to its subsidiaries and an associate whilst the principal activities of the subsidiaries
are as stated in Note 7 to the financial statements.
The Company was a subsidiary of Scomi Group Bhd, a public limited liability company
incorporated and domiciled in Malaysia and is listed on the Main Market of Bursa Malaysia
Securities Berhad, and regarded by the Directors as the Company’s holding company in the
previous financial period. On 26 February 2020, Scomi Group Bhd lost control of the
Company and the details are disclosed in Note 33(i) to the financial statements.
These financial statements were authorised for issue by the Board of Directors on 30 October
2020.
1. Basis of preparation
(a) Statement of compliance
The financial statements of the Group and the Company have been prepared in
accordance with Malaysian Financial Reporting Standards (“MFRSs”),
International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia.
The Group and the Company plan to apply the abovementioned accounting
standards, interpretations and amendments:
• from the annual period beginning on 1 July 2020 for those amendments that
are effective for annual periods beginning on or after 1 January 2020 and 1
June 2020;
• from the annual period beginning on 1 July 2021 for those amendments that
are effective for annual periods beginning on or after 1 January 2021, except
for amendments to MFRS 4, which is not applicable to the Group and the
Company;
• from the annual period beginning on 1 July 2022 for those amendments that
are effective for annual periods beginning on or after 1 January 2022, except
for amendments to MFRS 141, which is not applicable to the Group and the
Company; and
• from the annual period beginning on 1 July 2023 for the amendments that are
effective for annual periods beginning on or after 1 January 2023, except for
amendments to MFRS 17, which is not applicable to the Group and the
Company.
The financial statements of the Group and the Company have been prepared on
the historical cost basis other than as disclosed in Note 2 and on going concern
based on the assumptions that the debt restructuring and regularisation plan of
the Group will be successfully implemented as follows:
(i) The Group and the Company incurred net losses of RM186.3 million and
RM209.1 million, respectively for the financial year ended 30 June 2020 and
as at that date, the current liabilities of the Group and the Company exceeded
their current assets by RM48.7 million and RM4.3 million, respectively.
(ii) During the financial year, the Company announced that it had been classified
as an affected listed issuer pursuant to Paragraph 2.1 (e) of Practice Note 17
(“PN17”) under the Main Market Listing Requirements of Bursa Malaysia. The
PN17 criteria was triggered as a result of a material uncertainty related to
going concern that had been included in auditors’ report for the audit of the
Group financial statements for the financial period ended 30 June 2019 and
the shareholders’ equity of the Group as of 30 June 2019 on a consolidated
basis is 50% or less of share capital (excluding treasury shares) of the Group.
(iii) On 13 December 2019, the Company announced that the Group will not be
able to redeem or repay the guaranteed serial bonds (“the bonds”) issued
amounting to RM55 million due on 14 December 2019.
The Group requested for a remedial period from the bondholders to extend
the redemption of the bond to 28 February 2020 which was approved by the
bondholders on 21 January 2020. On 10 February 2020, the Group requested
for another extension of time from the bondholders as the Group was not able
to get the financing required to redeem the bonds. However, the bondholders
rejected the Group’s request for a second extension.
On 12 March 2020, the Company announced that the facility agent under the
guaranteed serial bonds had declared an event of default on the total
outstanding bonds of RM80.4 million. The event of default also resulted in
cross defaults on the Group’s other credit facilities. The guarantor of the
guaranteed serial bonds and other secured lenders are entitled to the
enforcement of various securities granted by the Group in accordance with the
financial guarantee insurance agreement and the other credit facility
agreements.
On 2 April 2020, the Group applied for a Judicial Management Order (“JMO”)
pursuant to Sections 404, 405, 406 and 407 of the Companies Act 2016 (“CA
2016”) and Rule 8 of the Companies (Corporate Rescue Mechanism) Rules
2018 with the High Court of Malaya at Shah Alam (“the Court”) on the
Company and its subsidiaries such as Scomi Oiltools Sdn. Bhd. (“SOSB”),
Scomi KMC Sdn. Bhd. (“SKMC”) and KMCOB Capital Berhad (“KMCOB”)
(collectively, the “affected subsidiaries”) with the objective of restructuring their
debts and rehabilitating the Group’s business. The application for the JMO
immediately put into effect a moratorium for the period commencing with the
application of the JMO and ending with the grant or dismissal of the
application, during which no resolution shall be passed or order shall be made
for the winding-up of the Company and affected subsidiaries.
On 14 August 2020, the Court granted the JMO applications filed by the
affected subsidiaries. The Court also allowed the withdrawal of the Company’s
application for its JMO. The JM application was withdrawn by the Company as
it would accord greater flexibility to the Company to implement a group-wide
restructuring of the Group’s debts and rehabilitating the Group’s businesses
while continuing to access the capital markets.
Following the JMO approval by the Court for the affected subsidiaries, the
Judicial Manager was appointed to work on a debt restructuring plan. The
Judicial Manager is required to present a statement of proposal (hereinafter
referred to as “debt restructuring plan”) within 60 days or such longer period
as the Court may allow upon securing the JMO, to all creditors for the
respective affected subsidiaries.
(iii) The debt restructuring plan will require the approval of at least 75% of the total
value for each class of creditors whose claims have been accepted by the
Judicial Manager and the debt restructuring plan may be approved with
modifications subject to the consent of the Judicial Manager. Once the debt
restructuring plan is approved by the creditors, the Judicial Manager shall
report the result of the meeting to the Court and execute the approved debt
restructuring plan accordingly.
Prior to the expiry of the initial deadline of 13 October 2020, the Judicial
Manager applied to the Court for the extension of another 60 days to finalise
the debt restructuring plan. On 8 October 2020, the Court approved the
application for the extension up to 13 December 2020.
The Group believes that the debt restructuring and regularisation plan when
formulated and successfully implemented, will enable the Group and the
Company to generate sufficient cash flows to meet their financial obligations. The
Board of Directors are of the opinion that the Group and the Company will be able
to continue in operational existence for the foreseeable future and to realise their
assets and settle their liabilities in the ordinary course of business. Accordingly
the preparation of the financial statements on a going concern basis is highly
dependent on the approval and successful implementation of the debt
restructuring plan and the regularisation plan, and continuing support from the
lenders and the creditors of the Group and of the Company.
These financial statements are presented in Ringgit Malaysia (“RM”), which is the
Company’s functional currency. All financial information is presented in RM and
has been rounded to the nearest thousand, unless otherwise stated.
Estimates and judgements are continually evaluated by the Directors and are
based on historical experience, Directors’ best knowledge of current events and
actions, and other factors, including expectations of future events that are believed
to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting
accounting estimates will, by definition, seldom equal the related actual results.
The estimates and assumptions involving a higher degree of judgement or
complexity, or area where estimates and assumptions have a significant risk of
causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year are addressed below.
The Group assesses goodwill for impairment annually in accordance with its
accounting policy. More regular reviews are performed if events indicate that
this is necessary.
The carrying amount of goodwill and key assumptions used in the value-in-
use calculation are disclosed in Note 5 to the financial statements.
The carrying amount of marine vessels and key assumptions used in the
value-in-use calculation are disclosed in Note 3 to the financial statements.
(iv) Impairment of investments in subsidiaries, associates and joint
ventures
The Group recognises liabilities for anticipated tax audit issues based on
estimates of whether additional taxes will be due. The Group has made
assumptions and judgements in relation to provision for tax disputes based
on, among others, historical experience with local tax authorities in the
relevant countries and timing of the potential liabilities. These assumptions
and judgements are made in consultation with and according to the advice
from local independent tax professionals. Any changes to these
assumptions and judgements will impact the carrying amount of the potential
liabilities.
Where the final tax outcome of these matters is different from the amounts
that were initially recorded, such as if the actual future taxable profits, or if
the amounts of carry-forward tax losses, unutilised tax incentives and capital
allowances that are approved by the tax authorities differ from those
currently estimated by the Group, such differences will impact the income
tax and deferred income tax provisions in the year in which such
determination is made.
The deferred tax assets were recognised based on budgeted future taxable
profits as the Directors are of the opinion that it is probable that the future
taxable profits will be achieved.
(vii) Leases
(viii) Litigations
The Group operates across many countries and is required to comply with
all applicable laws and regulations of the countries in which the Group
operates. Significant judgement is required to determine the likelihood of the
obligation and the estimation of amounts to be recognised in respect of legal
matters, subject to uncertain future events. The legal cases may extend over
several years and the amount or timing may differ from current assumptions.
Arising from the adoption of MFRS 16, Leases, there are changes to the accounting
policies applied to lease contracts entered into by the Group entities as compared to
those applied in previous financial statements. The impact arising from the changes are
disclosed in Note 35.
(i) S u b s id ia r ie s
Business combinations are accounted for using the acquisition method from
the acquisition date, which is the date on which control is transferred to the
Group.
For new acquisitions, the Group measures the cost of goodwill at the
acquisition date as:
For each business combination, the Group elects whether it measures the
non-controlling interests in the acquiree either at fair value or at the
proportionate share of the acquiree’s identifiable net assets at the acquisition
date.
Transaction costs, other than those associated with the issue of debt or
equity securities, that the Group incurs in connection with a business
combination are expensed as incurred.
The Group accounts for all changes in its ownership interest in a subsidiary
that do not result in a loss of control as equity transactions between the
Group and its non-controlling interest holders. Any difference between the
Group’s share of net assets before and after the change, and any
consideration received or paid, is adjusted to or against Group reserves.
Upon the loss of control of a subsidiary, the Group derecognises the assets
and liabilities of the former subsidiary, any non-controlling interests and the
other components of equity related to the former subsidiary from the
consolidated statement of financial position. Any surplus or deficit arising on
the loss of control is recognised in profit or loss. If the Group retains any
interest in the former subsidiary, then such interest is measured at fair value
at the date that control is lost.
(vi) Associates
When the Group’s share of losses exceeds its interest in an associate, the
carrying amount of that interest including any long-term investments is
reduced to zero, and the recognition of further losses is discontinued except
to the extent that the Group has an obligation or has made payments on
behalf of the associate.
When the Group ceases to have significant influence over an associate, any
retained interest in the former associate at the date when significant
influence is lost is measured at fair value and this amount is regarded as the
initial carrying amount of a financial asset. The difference between the fair
value of any retained interest plus proceeds from the interest disposed of
and the carrying amount of the investment at the date when equity method
is discontinued is recognised in the profit or loss.
When the Group’s interest in an associate decreases but does not result in
a loss of significant influence, any retained interest is not remeasured. Any
gain or loss arising from the decrease in interest is recognised in the profit
or loss. Any gains or losses previously recognised in other comprehensive
income are also reclassified proportionately to the profit or loss if that gain
or loss would be required to be reclassified to profit or loss on the disposal
of the related assets or liabilities.
Joint arrangements are arrangements of which the Group has joint control,
established by contracts requiring unanimous consent for decisions about
the activities that significantly affect the arrangements’ returns.
Non-controlling interests at the end of the reporting year, being the equity in
a subsidiary not attributable directly or indirectly to the equity holders of the
Company, are presented in the consolidated statement of financial position
and statement of changes in equity within equity, separately from equity
attributable to the owners of the Company. Non-controlling interests in the
results of the Group is presented in the consolidated statement of profit or
loss and other comprehensive income as an allocation of the profit or loss
and the comprehensive income for the year between non-controlling
interests and owners of the Company.
When the Group disposes of only part of its interest in a subsidiary that
includes a foreign operation, the relevant proportion of the cumulative
amount is reattributed to non-controlling interests. When the Group disposes
of only part of its investment in an associate or joint venture that includes a
foreign operation while retaining significant influence or joint control, the
relevant proportion of the cumulative amount is reclassified to profit or loss.
Financial assets
Amortised cost
Amortised cost category comprises financial assets that are held within a
business model whose objective is to hold assets to collect contractual cash
flows and its contractual terms give rise on specified dates to cash flows that
are solely payments of principal and interest on the principal amount
outstanding. The financial assets are not designated as fair value through
profit or loss. Subsequent to initial recognition, these financial assets are
measured at amortised cost using the effective interest method. The
amortised cost is reduced by impairment losses. Interest income, foreign
exchange gains and losses and impairment are recognised in profit or loss.
Any gain or loss on derecognition is recognised in profit or loss.
All financial assets, except for those measured at fair value through profit or
loss, are subject to impairment assessment (see Note 2(j)(i)).
Financial liabilities
Amortised cost
Other financial liabilities not categorised as fair value through profit or loss
are subsequently measured at amortised cost using the effective interest
method.
Interest expense and foreign exchange gains and losses are recognised in
the profit or loss. Any gains or losses on derecognition are also recognised
in the profit or loss.
Liabilities arising from financial guarantees are presented together with other
provisions.
(iv) Derecognition
(v) Offsetting
Financial assets and financial liabilities are offset and the net amount
presented in the statement of financial position when, and only when, the
Group or the Company currently has a legally enforceable right to set off the
amounts and it intends either to settle them on a net basis or to realise the
asset and liability simultaneously.
Items of property, plant and equipment are measured at cost less any
accumulated depreciation and any accumulated impairment losses.
(iii) Depreciation
The estimated useful lives for the current and comparative periods are as
follows:
Depreciation methods, useful lives and residual values are reviewed at the
end of the reporting period, and adjusted as appropriate.
(e) Leases
The Group has applied MFRS 16 using the modified retrospective approach with
the initial application that the right-of-use assets are equivalent to the lease
liabilities as at 1 July 2019. Accordingly, the comparative information presented
for 2019 has not been restated – i.e. it is presented, as previously reported under
MFRS 117, Leases and related interpretations.
• the customer has the right to obtain substantially all of the economic
benefits from use of the asset throughout the period of use; and
• the customer has the right to direct the use of the asset. The customer
has this right when it has the decision-making rights that are most
relevant to changing how and for what purpose the asset is used. In
rare cases where the decision about how and for what purpose the
asset is used is predetermined, the customer has the right to direct the
use of the asset if either the customer has the right to operate the asset;
or the customer designed the asset in a way that predetermines how
and for what purpose it will be used.
(a) As a lessee
The lease liability is initially measured at the present value of the lease
payments that are not paid at the commencement date, discounted
using the interest rate implicit in the lease or, if that rate cannot be
readily determined, the respective Group entities' incremental
borrowing rate. Generally, the Group entities use their incremental
borrowing rate as the discount rate.
The Group has elected not to recognise right-of-use assets and lease
liabilities for short-term leases that have a lease term of 12 months or
less and leases of low-value assets. The Group recognises the lease
payments associated with these leases as an expense on a straight-
line basis over the lease term.
(b) As a lessor
(a) As a lessee
(b) As a lessor
The Group recognises finance income over the lease term, based on a
pattern reflecting a constant periodic rate of return on the Group’s net
investment in the lease. The Group aims to allocate finance income over
the lease term on a systematic and rational basis. The Group applies
the lease payments relating to the period against the gross investment
in the lease to reduce both the principal and the unearned finance
income. The net investment in the lease is subject to impairment
requirements in MFRS 9, Financial Instruments (see Note 2(j)(i)).
As a lessee
As a lessee (continued)
Leases, where the Group or the Company did not assume substantially all
the risks and rewards of ownership were classified as operating leases and,
except for property interest held under operating lease, the leased assets
were not recognised on the statement of financial position. Property interest
held under an operating lease, which was held to earn rental income or for
capital appreciation or for both, was classified as investment property and
measured using fair value model.
(i) Goodwill
The expenditure capitalised includes the cost of materials, direct labour and
overheads costs that are directly attributable to preparing the asset for its
intended use. For qualifying assets, borrowing costs are capitalised in
accordance with the accounting policy on borrowing costs. Other
development expenditure is recognised in profit or loss as incurred.
Intangible assets, other than goodwill, that are acquired by the Group, which
have finite useful lives, are measured at cost less any accumulated
amortisation and any accumulated impairment losses.
(v) Amortisation
Goodwill and intangible assets with indefinite useful lives are not amortised
but are tested for impairment annually and whenever there is an indication
that they may be impaired.
Other intangible assets are amortised from the date that they are available
for use. Amortisation is based on the cost of an asset less its residual value.
Amortisation is recognised in profit or loss on a straight-line basis over the
estimated useful lives of intangible assets.
The estimated useful lives for the capitalised development costs for drilling
waste equipment for current year is 8 years (2019: 9 years).
Amortisation methods, useful lives and residual values are reviewed at the
end of each reporting period and adjusted, if appropriate.
Investment properties are properties which are owned to earn rental income
or for capital appreciation or for both, but not for sale in the ordinary course
of business, use in the production or supply of goods or services or for
administrative purposes.
(h) Inventories
Inventories are measured at the lower of cost and net realisable value.
The cost of inventories is calculated using the weighted average method, and
includes expenditure incurred in acquiring the inventories and other costs incurred
in bringing them to their existing location and condition.
Net realisable value is the estimated selling price in the ordinary course of
business, less the estimated costs necessary to make the sale.
Cash and cash equivalents consist of cash on hand, balances and deposits placed
with licensed banks which have an insignificant risk of changes in fair value with
original maturities of three months or less, and are used by the Group and the
Company in the management of their short-term commitments. For the purpose
of the statement of cash flows, cash and cash equivalents are presented net of
pledged deposits.
(j) Impairment
The Group and the Company recognise loss allowances for expected credit
losses on financial assets measured at amortised cost. Expected credit
losses are a probability-weighted estimate of credit losses.
The Group and the Company measure loss allowances at an amount equal
to lifetime expected credit loss, except for debt securities that are determined
to have low credit risk at the reporting date, cash and bank balance and other
debt securities for which credit risk has not increased significantly since initial
recognition, which are measured at 12-month expected credit loss. Loss
allowances for trade receivables are always measured at an amount equal
to lifetime expected credit loss.
When determining whether the credit risk of a financial asset has increased
significantly since initial recognition and when estimating expected credit
loss, the Group and the Company consider reasonable and supportable
information that is relevant and available without undue cost or effort. This
includes both quantitative and qualitative information and analysis, based on
the Group’s historical experience and informed credit assessment and
including forward-looking information, where available.
Lifetime expected credit losses are the expected credit losses that result
from all possible default events over the expected life of the asset, while 12-
month expected credit losses are the portion of expected credit losses that
result from default events that are possible within the 12 months after the
reporting date. The maximum period considered when estimating expected
credit losses is the maximum contractual period over which the Group and
the Company are exposed to credit risk.
The Group and the Company estimate the expected credit losses on trade
receivables using a provision matrix with reference to historical credit loss
experience.
At each reporting date, the Group and the Company assess whether
financial assets carried at amortised cost and debt securities at fair value
through other comprehensive income are credit-impaired. A financial asset
is credit impaired when one or more events that have a detrimental impact
on the estimated future cash flows of the financial asset have occurred.
The gross carrying amount of a financial asset is written off (either partially
or full) to the extent that there is no realistic prospect of recovery. This is
generally the case when the Group or the Company determines that the
debtor does not have assets or sources of income that could generate
sufficient cash flows to repay the amounts subject to the write-off. However,
financial assets that are written off could still be subject to enforcement
activities in order to comply with the Group’s or the Company’s procedures
for recovery of amounts due.
The carrying amounts of other assets (except for inventories, deferred tax
assets and investment properties) are reviewed at the end of each reporting
year to determine whether there is any indication of impairment. If any such
indication exists, then the asset’s recoverable amount is estimated. For
goodwill that has indefinite useful life, the recoverable amount is estimated
each year at the same time.
For the purpose of impairment testing, assets are grouped together into the
smallest group of assets that generates cash inflows from continuing use
that are largely independent of the cash inflows of other assets or cash-
generating units. Subject to an operating segment ceiling test, for the
purpose of goodwill impairment testing, cash-generating units to which
goodwill has been allocated are aggregated so that the level at which
impairment testing is performed reflects the lowest level at which goodwill is
monitored for internal reporting purposes. The goodwill acquired in a
business combination, for the purpose of impairment testing, is allocated to
a cash-generating unit or a group of cash-generating units that are expected
to benefit from the synergies of the combination.
Instruments classified as equity are measured at cost on initial recognition and are
not remeasured subsequently.
Net interest expense and other expenses relating to defined benefit plans
are recognised in profit or loss.
When the benefits of a plan are changed or when a plan is curtailed, the
resulting change in benefit that relates to past service or the gain or loss on
curtailment is recognised immediately in profit or loss. The Group recognises
gains and losses on the settlement of a defined benefit plan when the
settlement occurs.
SCOMI ENERGY SERVICES BHD ANNUAL REPORT 2020 87
Notes to the Financial Statements
Registration No. 199601025627 (397979-A)
46
Termination benefits are expensed at the earlier of when the Group can no
longer withdraw the offer of those benefits and when the Group recognises
costs for a restructuring. If benefits are not expected to be settled wholly
within 12 months of the end of the reporting period, then they are discounted.
(m) Provisions
A provision is recognised if, as a result of a past event, the Group has a present
legal or constructive obligation that can be estimated reliably, and it is probable
that an outflow of economic benefits will be required to settle the obligation.
Provisions are determined by discounting the expected future cash flows at a pre-
tax rate that reflects current market assessments of the time value of money and
the risks specific to the liability. The unwinding of the discount is recognised as
finance cost.
(i) Revenue
(c) the Group’s or the Company’s performance does not create an asset
with an alternative use and the Group or the Company has an
enforceable right to payment for performance completed to date.
Borrowing costs that are not directly attributable to the acquisition, construction or
production of a qualifying asset are recognised in profit or loss using the effective
interest method.
Income tax expense comprises current and deferred tax. Current tax and deferred
tax are recognised in profit or loss except to the extent that it relates to a business
combination or items recognised directly in equity or other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or
loss for the year, using tax rates enacted or substantively enacted by the end of
the reporting period, and any adjustment to tax payable in respect of previous
financial years.
Deferred tax is recognised using the liability method, providing for temporary
differences between the carrying amounts of assets and liabilities in the statement
of financial position and their tax bases. Deferred tax is not recognised for the
following temporary differences: the initial recognition of goodwill, the initial
recognition of assets or liabilities in a transaction that is not a business
combination and that affects neither accounting nor taxable profit or loss. Deferred
tax is measured at the tax rates that are expected to be applied to the temporary
differences when they reverse, based on the laws that have been enacted or
substantively enacted by the end of the reporting period.
Deferred tax assets and liabilities are offset if there is a legally enforceable right
to offset current tax liabilities and assets, and they relate to income taxes levied
by the same tax authority on the same taxable entity, or on different tax entities,
but they intend to settle current tax liabilities and assets on a net basis or their tax
assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future
taxable profits will be available against which the temporary difference can be
utilised. Deferred tax assets are reviewed at the end of each reporting period and
are reduced to the extent that it is no longer probable that the related tax benefit
will be realised.
The Group presents basic and diluted earnings per share data for its ordinary
shares (“EPS”).
(s) Contingencies
For non-financial asset, the fair value measurement takes into account a market
participant’s ability to generate economic benefits by using the asset in its highest
and best use or by selling it to another market participant that would use the asset
in its highest and best use.
When measuring the fair value of an asset or a liability, the Group uses observable
market data as far as possible. Fair value is categorised into different levels in a
fair value hierarchy based on the input used in the valuation technique as follows:
Level 2: inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly or indirectly.
The Group recognises transfers between levels of the fair value hierarchy as of
the date of the event or change in circumstances that caused the transfers.
Renovation
Freehold Freehold and office Motor
Note land building equipment vehicles Total
Company RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 April 2018/30 June 2019/1 July 2019 - - 1,095 200 1,295
Transfer from investment property 6 4,900 1,600 - - 6,500
At 30 June 2020 4,900 1,600 1,095 200 7,795
Accumulated depreciation
At 1 April 2018 - - 1,084 200 1,284
Depreciation for the period - - 11 - 11
At 30 June 2019/1 July 2019 - - 1,095 200 1,295
Transfer from investment property 6 - 40 - - 40
Depreciation for the year 23 - 80 - - 80
At 30 June 2020 - 120 1,095 200 1,415
Carrying amounts
At 1 April 2018 - - 11 - 11
At 30 June 2019/1 July 2019 - - - - -
At 30 June 2020 4,900 1,480 - - 6,380
The recoverable amount of vessels of the Group were determined based on the
higher of fair value less costs of disposal and value-in-use calculation. In valuing
the vessels using fair value less costs of disposal, the valuer had taken into
consideration the prevailing market conditions and made adjustments for
differences such as age, size and specification where necessary before arriving
at the most appropriate fair value for the vessels. The fair value measurement of
the vessels was performed by an independent valuer not connected with the
Group, who has appropriate qualifications and recent experience in the fair value
measurement of the vessels in the relevant sector.
The value-in-use calculations use pre-tax cash flow projections based on financial
budgets approved by the Board covering remaining estimated useful lives of
vessels. The key assumptions used in the value-in-use calculation in the current
financial year are as follows:
2020 2019
% %
Discount rate 9.7 9.7
Revenue growth rate 0.0 0.0
The Directors are of the opinion that there are no reasonable possible changes in
the key assumption that would cause the carrying amount of the marine vessels
to materially exceed the recoverable amount.
(b) Security
The carrying amount of property, plant and equipment of the Group charged as
security for banking facilities granted to the Group (Note 17) was as follows:
Group
2020 2019
RM’000 RM’000
The charges on property, plant and equipment of the Group were discharged as
the banking facilities were fully repaid during the financial year.
4. Right-of-use assets
Plant and
Group Land Buildings equipment Total
Note RM’000 RM’000 RM’000 RM’000
The Group leases a number of warehouse and factory facilities that run between one year
and three years, with an option to renew the leases after that date.
Some leases of the warehouse and factory facilities contain extension options
exercisable by the Group up to one year before the end of the non-cancellable
contract period. Where applicable, the Group seeks to include extension options in
new leases to provide operational flexibility. The extension options held are
exercisable only by the Group and not by the lessors. The Group assesses at lease
commencement whether it is reasonably certain to exercise the extension options.
The Group reassesses whether it is reasonably certain to exercise the options if
there is a significant event or significant change in circumstances within its control.
The Group also applied judgement and assumptions in determining the incremental
borrowing rates of the respective leases. Group entities first determine the closest
available borrowing rates before using significant judgement to determine the
adjustments required to reflect the term, security, value or economic environment of
the respective leases.
5. Intangible assets
Capitalised Development
development cost work-
costs in-progress
Patents
and other Drilling EMS
intangible waste Engineering
Goodwill assets equipment Package Total
Group Note RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 April 2018 402,490 1,113 10,717 11,591 425,911
Disposal (2,824) - - - (2,824)
Written off - - - (11,591) (11,591)
Effect of movements in
exchange rates 198 70 1,541 - 1,809
At 30 June/1 July 2019 399,864 1,183 12,258 - 413,305
Effect of movements in
exchange rates 210 43 445 - 698
At 30 June 2020 400,074 1,226 12,703 - 414,003
Accumulated amortisation
and impairment losses
At 1 April 2018
Accumulated amortisation - 803 3,724 - 4,527
Accumulated impairment
losses 300,361 - 2,867 11,591 314,819
300,361 803 6,591 11,591 319,346
Amortisation for the period (a) - 330 482 - 812
Written off - - - (11,591) (11,591)
Effect of movements in
exchange rates - 50 1,157 - 1,207
At 30 June/1 July 2019
Accumulated amortisation - 1,183 5,363 - 6,546
Accumulated impairment
losses 300,361 - 2,867 - 303,228
300,361 1,183 8,230 - 309,774
Amortisation for the year (a) - - 219 - 219
Impairment losses (b) 96,554 - 3,780 - 100,334
Effect of movements in
exchange rates 3,159 43 474 - 3,676
At 30 June 2020
Accumulated amortisation - 1,226 6,056 - 7,282
Accumulated impairment
losses 400,074 - 6,647 - 406,721
400,074 1,226 12,703 - 414,003
Carrying amounts
At 1 April 2018 102,129 310 4,126 - 106,565
At 30 June/1 July 2019 99,503 - 4,028 - 103,531
At 30 June 2020 - - - - -
(b) Impairment
Group
2020 2019
RM’000 RM’000
During the year, the cash-generating units with the allocated goodwill was
reviewed for impairment using the value-in-use calculations. The value-in-use
calculations use pre-tax cash flow projections for each countries based on
financial budgets approved by the Board covering a five-year period. Based
on the impairment testing and management’s assessment, a full impairment
of RM96,554,000 has been recognised in the current financial year.
2020 2019
% %
Discount rates 10.0 - 22.0 9.0 - 21.0
Terminal growth rate 0.0 0.0
Revenue growth rates 0.0 0.0 - 24.0
The projections over these years were based on an approved business plan
and reflect the expectation of revenue, margin and operating costs based on
past experience and current assessment of market condition, expectations of
market and industry in the future. The discount rates used are pre-tax and
reflect specific risk relating to individual country in which the Group operates.
The terminal growth rate is based on long term growth rates relating to the
individual country.
During the financial year ended 30 June 2020, the Group has reviewed the
carrying amount of the capitalised development costs due to the prolonged
low and volatile crude oil prices which indirectly has impacted on the carrying
amount of the capitalised development costs. Based on the management’s
assessment, the Group recognised an impairment loss of RM3,780,000
(2019: Nil) in the current financial year.
6. Investment properties
Group Company
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Freehold land and buildings
At cost
At 1 July/1 April 2,890 4,860 6,500 -
Addition - - - 6,500
Disposals - (2,069) - -
Transfer to property, plant and
equipment - - (6,500) -
Effect of movements in exchange rates - 99 - -
At 30 June 2,890 2,890 - 6,500
Accumulated depreciation
At 1 July/1 April 2,435 2,265 40 -
Depreciation for the year/period - 169 - 40
Transfer to property, plant and
equipment - - (40) -
Effect of movements in exchange rates - 1 - -
At 30 June 2,435 2,435 - 40
Carrying amounts
At 1 July/1 April - 2,140 6,460 -
At 30 June - - - 6,460
During the financial year, a property has been transferred from investment properties to
property, plant and equipment as the property is no longer held for capital appreciation
or rental income.
Group Company
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000
There were no direct operating expenses arising from investment property that
generated rental income in the previous financial period as all expenses were borne by
the tenants.
Group Company
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Level 2 fair value of freehold land and buildings are determined by external,
independent property valuers. The fair values of freehold land and buildings have been
generally derived using the comparison method. In this approach, sales and listing of
comparable properties recorded within the same location are compiled. Sales price of
comparable properties in close proximity are adjusted for differences in attributes to
arrive at a comparison.
7. Investments in subsidiaries
Company
2020 2019
Note RM’000 RM’000
Due to the presence of impairment indicator during the financial year resulting
from downturn in operations of a subsidiary, the Company has undertaken an
impairment assessment on investments in subsidiaries.
The recoverable amount for the subsidiary was determined based on value-in-use
calculation. The value-in-use calculation uses pre-tax cash flow projections based
on financial budgets approved by the Board covering a five-year period. The
value-in-use was based on the key assumptions as disclosed in Note 5(b)(i).
Principal Effective
place of ownership
business/ interest and
Country of voting interest
Name of entity incorporation Principal activities 2020 2019
% %
Significant
subsidiaries
Significant
subsidiaries of
Scomi Oilfield
Limited
Principal Effective
place of ownership
business/ interest and
Country of voting interest
Name of entity incorporation Principal activities 2020 2019
% %
Significant
subsidiaries of
Scomi Oilfield
Limited (continued)
Principal Effective
place of ownership
business/ interest and
Country of voting interest
Name of entity incorporation Principal activities 2020 2019
% %
Significant
subsidiaries of
Scomi Oilfield
Limited (continued)
Significant subsidiary
of Scomi Marine
Services Pte. Ltd.
Significant subsidiary
of Scomi Oiltools
(Africa) Limited
Significant
subsidiaries of
Scomi Oiltools (S)
Pte. Ltd.
Principal Effective
place of ownership
business/ interest and
Country of voting interest
Name of entity incorporation Principal activities 2020 2019
% %
Significant subsidiary
of PT Rig Tenders
Indonesia, Tbk
Significant subsidiary
of Grundtvig Marine
Pte. Ltd.
The Group’s subsidiaries that have material non-controlling interests (“NCI”) are
Scomi Oiltools Oman LLC and PT Rig Tenders Indonesia, Tbk, and their
aggregated results with other subsidiaries with immaterial NCI are as follows:
Other
subsidiary
Subsidiaries with
with material immaterial
NCI NCI Total
RM’000 RM’000 RM’000
2020
Carrying amount of NCI 34,429 - 34,429
Profit/(Loss) allocated to NCI 2,998 (1,790) 1,208
2019
Carrying amount of NCI 31,431 1,790 33,221
Loss allocated to NCI (6,012) (1,760) (7,772)
2020 2019
RM’000 RM’000
As at 30 June
Non-current assets 184,746 201,990
Current assets 65,881 70,211
Non-current liabilities (3,099) (3,560)
Current liabilities (37,313) (74,238)
Net assets 210,215 194,403
Due to presence of impairment indicator during the financial year resulting from
downturn in operations of a joint venture, the Group has recognised a full
impairment of RM1,161,000 (2019: RM996,000).
Principal Effective
place of ownership
business/ interest and
Country of Nature of the voting interest
Name of entity incorporation relationship 2020 2019
% %
Held by the Company
Principal Effective
place of ownership
business/ interest and
Country of Nature of the voting interest
Name of entity incorporation relationship 2020 2019
% %
Held by Scomi D&P
Sdn. Bhd.
* Companies with ownership of more than half of the equity shareholdings but
were treated as joint ventures pursuant to the contractual rights and
obligations of the respective joint venture party.
^ Under member's voluntarily liquidation.
1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019
RM’000 RM’000
Revenue 127 48,037
Loss for the year/period (1,516) (18,424)
Group’s share of results for the year/period - (3,866)
2020 2019
RM’000 RM’000
Total assets 10,352 15,403
Total liabilities (17,541) (6,598)
Net (liabilities)/assets (7,189) 8,805
The Group has not recognised losses and net liabilities related to the joint
ventures, totalling RM691,000 and RM4,904,000, respectively in the current
financial year since the Group has no obligation in respect of these losses and
liabilities.
9. Investments in associates
Group Company
2020 2019 2020 2019
Note RM’000 RM’000 RM’000 RM’000
Unquoted shares, at cost
- outside Malaysia 26,675 26,675 16,857 16,857
Share of post-acquisition reserves (1,086) (1,928) - -
Less: Accumulated impairment
losses (a) (15,900) (15,900) (9,418) (9,418)
9,689 8,847 7,439 7,439
The recoverable amount for the associate was determined based on value-in-use
calculations. The value-in-use calculations use pre-tax cash flow projections
based on financial budgets approved by the Board covering a five-year period.
The value-in-use was based on the following key assumptions:
2019
%
Discount rate 20.0
Terminal growth rate 0.0
Based on the management’s assessment, the Group had impaired the carrying
amount of the associate of RM6,111,000 in the previous financial period after the
Group’s share of losses.
Principal Effective
place of ownership
business/ interest and
Country of Nature of the voting interest
Name of entity incorporation relationship 2020 2019
% %
Held by the Company
* Entity with ownership of less than 20% of the equity shareholding but treated as
associate as the Group is able to exercise significant influence over the entity.
Southern
Petroleum
Transportation Other
Joint Stock immaterial
Group Company associates Total
2020 RM’000 RM’000 RM’000
Summarised financial information
As at 30 June 2020
Non-current assets 130,950
Current assets 25,715
Non-current liabilities (27,649)
Current liabilities (49,815)
Net assets 79,201
Financial year ended 30 June 2020
Profit from continuing operations 6,083
Other comprehensive income -
Total comprehensive income 6,083
Included in the total comprehensive
income is:
Revenue 156,475
Southern
Petroleum
Transportation Other
Joint Stock immaterial
Group Company associates Total
2019 RM’000 RM’000 RM’000
Summarised financial information
As at 30 June 2019
Non-current assets 128,007
Current assets 23,230
Non-current liabilities (35,257)
Current liabilities (42,862)
Net assets 73,118
Financial period ended 30 June 2019
Profit from continuing operations 10,172
Other comprehensive income -
Total comprehensive income 10,172
Included in the total comprehensive
income is:
Revenue 203,195
The Group has not recognised losses related to Midgard Oilfield Services Ltd.,
totalling RM4,879,000 in the current financial year since the Group has no
obligation in respect of these losses.
Property, plant and equipment (1,700) 882 124 (694) 796 (272) (170)
(Taxable)/Deductible
temporary differences (185) (2,291) (787) (3,263) (1,939) 2,842 (2,360)
(1,885) (1,409) (663) (3,957) (1,143) 2,570 (2,530)
Deferred tax assets have not been recognised in respect of the following items
(stated at gross):
Group Company
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
Deferred tax assets have not been recognised in respect of these items because it
is not probable that future taxable profit will be available against which certain
subsidiaries within the Group and the Company can utilise the benefits therefrom.
Pursuant to Finance Bill 2018, the unutilised tax losses of the Company and its
subsidiaries in Malaysia can be carried forward up to 7 consecutive years of
assessment.
Current
Trade receivables 136,980 181,826 - -
Less: Allowance for impairment
losses (37,256) (44,758) - -
11.3 99,724 137,068 - -
11.2 Amount due from former holding company is non-trade in nature, unsecured and
repayable over the next twelve months. Interest at 7% per annum is charged on
the net amount due from former holding company after deducting amount due to
former holding company as disclosed in Note 19. An impairment of RM11,833,000
(2019: RM33,772,000) was recognised in the current financial year as disclosed
in Note 28(d).
11.3 Credit terms for trade receivables range from 30 to 90 days (2019: 30 to 90 days).
11.4 Amounts due from related parties, subsidiaries, joint ventures and associates are
unsecured, interest-free and repayable on demand. The Company has recognised
an impairment of RM68,411,000 (2019: RM6,469,000) in the current financial
year.
12. Inventories
Group
2020 2019
RM’000 RM’000
The write-down and reversal of write-down of inventories are included in cost of sales.
The effective interest rates for short-term deposits of the Group at the end of the
reporting period range from 2.40% to 5.40% (2019: 0.18% to 6.50%) per annum.
In prior financial period, included in the Group’s cash and bank balances and short-term
deposits was RM27,080,000, pledged for repayment of Guaranteed Serial Bonds and
bank facilities granted to the Group as disclosed in Notes 17(b) and 17(c), respectively.
a) The holders of ordinary shares are entitled to receive dividends as declared from
time to time, and are entitled to one vote per share at meetings of the Company. In
respect of the Company’s treasury shares that are held by the Group (see Note 15),
all rights are suspended until those shares are reissued.
b) During the year, the Group and the Company undertook a share capital reduction
exercise to reduce its share capital from RM1,005,535,000 to RM445,535,000 which
was completed on 14 February 2020. The corresponding credit of RM560,000,000
arising from such capital reduction was utilised to set-off against the accumulated
losses of the Group and of the Company respectively.
Following that, the Group and the Company undertook a share consolidation
exercise by the consolidation of existing shares of 2,341,775,435 units into
468,355,087 units on the basis of 5 existing shares into 1 share pursuant to Section
116 of the Companies Act 2016 which was completed on 28 February 2020.
None of the treasury shares repurchased has been sold as at 30 June 2020.
At the end of the financial year, 30,820 (2019: 154,100) ordinary shares are held as
treasury shares at a carrying amount of RM51,000 (2019: RM51,000) and the number
of outstanding shares in issue after setting off treasury shares is 468,324,267 shares
(2019: 2,341,621,335 shares).
16. Reserves
Group Company
2020 2019 2020 2019
Note RM’000 RM’000 RM’000 RM’000
The translation reserve comprises all foreign currency differences arising from the
translation of the financial statements of foreign operations.
The merger reserve arose from the acquisition of the entire shareholdings of the
former holding company in Scomi Oilfield Limited, Scomi Sosma Sdn. Bhd. and
Scomi KMC Sdn. Bhd. by the Company pursuant to the corporate exercise carried
out by the former holding company in 2013.
The capital reserve arose from the capital reduction exercise and repayment to
shareholders of the Company completed in 2012.
Current
Guaranteed Serial Bonds – secured (c) - 55,000
Less: Bond arrangement costs - (883)
- 54,117
Bank loans – secured (b) 2,551 40,618
Loan – secured (a) 82,609 -
Revolving credits – secured (b) 39,484 41,271
124,644 136,006
124,644 185,806
During the financial year, the Group defaulted on the repayment of the bonds
which consequently triggered cross defaults on the other credit facilities. As a
result, the bonds and other credit facilities are immediately due and repayable.
(i) Corporate Guarantees from the Company and certain subsidiaries of the
Company;
(iv) Fixed and floating charge over all present and future assets of certain
subsidiaries of the Company.
The bank loans and revolving credits are supported and secured by:
(i) Assignment and charge of relevant short-term deposits and bank balances
of the Group;
(iv) Fixed and floating charge over all present and future assets of certain
subsidiaries of the Company.
In the prior financial period, there was a breach in the bonds covenant where the
Group was unable to maintain the Group EBITDA to Group gross debt ratio of not
less than 0.30 times. However, the Group obtained a waiver from Danajamin for this
non-compliance.
The bonds and financial guarantee insurance facility were supported and secured
by:
(i) Corporate Guarantees from the Company and certain subsidiaries of the
Company;
(iv) Fixed and floating charge over all present and future assets of certain
subsidiaries of the Company.
The Group defaulted on the repayment of the bonds during the year. As a result,
the entire bonds balance became due and repayable immediately.
Group
2020 2019
RM’000 RM’000
The following table shows a reconciliation from the opening balance to the closing
balance for net defined benefit liability and its components:
Group
2020 2019
RM’000 RM’000
Group
2020 2019
The most recent actuarial valuation was carried out as at 5 August 2020 by independent
professional actuaries using the projected unit credit method.
Current
Trade payables 19.1 78,131 94,963 - 107
Other payables 12,297 8,447 1,691 931
Accruals 19.2 67,589 87,088 1,211 929
79,886 95,535 2,902 1,860
Amount due to:
- former holding company 11.2 - 4,890 - -
- related parties 19.3 - 4,948 - 1,136
- subsidiaries 19.3 - - 22,636 22,850
- joint ventures 19.3 41 - 41 82
- associate 19.3 235 - - -
276 9,838 22,677 24,068
158,293 200,336 25,579 26,035
159,367 201,364 25,579 26,035
19.1 Credit terms granted by suppliers to the Group range from cash terms to 90 days
(2019: cash terms to 90 days).
The unwinding cost is supported and secured as disclosed in Note 17(b) to the
financial statements.
19.3 The amounts due to former holding company, related parties, subsidiaries, joint
ventures and associate are unsecured, interest-free and repayable on demand.
20. Revenue
1.7.2019 to 1.4.2018 to
Group 30.6.2020 30.6.2019
RM’000 RM’000
Other revenue
Rental income 102,578 122,726
Total revenue 423,320 643,494
Company
Development and
production asset and
Drilling services Marine services services Total
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
Group 30.6.2020 30.6.2019 30.6.2020 30.6.2019 30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Primary geographical markets
Malaysia 31,942 67,044 - 3,855 - 12 31,942 70,911
Russia 79,987 101,460 - - - - 79,987 101,460
West Africa 57,019 76,737 - - - - 57,019 76,737
Indonesia 29,409 29,716 96,333 142,625 - - 125,742 172,341
Middle East 65,722 70,725 - - - - 65,722 70,725
India 22,758 25,741 - - - - 22,758 25,741
Other countries 40,150 125,579 - - - - 40,150 125,579
326,987 497,002 96,333 146,480 - 12 423,320 643,494
Development and
production asset and
Drilling services Marine services services Total
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
Group 30.6.2020 30.6.2019 30.6.2020 30.6.2019 30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Timing and recognition
At a point in time 224,409 374,276 96,333 146,480 - 12 320,742 520,768
There are no significant judgements and assumptions applied that significantly affect the determination of the amount and timing of
revenue recognised from contracts with customers.
Marine services
1.7.2019 to 1.4.2018 to
Company 30.6.2020 30.6.2019
RM’000 RM’000
Primary geographical market
Malaysia - 3,855
Sales of drilling Revenue is recognised when the Credit period of 30 Not applicable. Not applicable. Not applicable.
related goods are delivered and – 90 days from
chemicals and accepted by the customers at invoice date.
supplies their premises.
Drilling waste Revenue is recognised when the Credit period of 30 Not applicable. Not applicable. Not applicable.
management services are performed and – 90 days from
services accepted by the customers at invoice date.
their premises.
Sales of drilling Revenue is recognised when the Credit period of 30 Not applicable. Not applicable. Not applicable.
waste goods are delivered and – 90 days from
equipment accepted by the customers at invoice date.
related supplies their premises.
and accessories
Transportation of Revenue is recognised when the Credit period of 30 Not applicable. Not applicable. Not applicable.
coal services delivery reaches the – 90 days from
customers premises. invoice date.
On 31 January 2019, the Group sold its entire equity interest of 6,000 shares in Scomi
Anticor S.A. (“Anticor”) for a total cash consideration of USD3,700,000 (approximately
RM16,375,000).
Material expenses/(income)
Amortisation of intangible assets 5 219 812 - -
Bad debts written off - - - 88
Depreciation:
- Property, plant and
equipment 3 51,554 76,880 80 11
- Right-of-use assets 4 8,723 - - -
- Investment properties 6 - 169 - 40
Gain from disposal of
investment property - (3,643) - -
Impairment loss on:
- Amount due from former
holding company 11.2 11,833 33,772 11,630 7,871
- Amount due from subsidiary - - 67,864 5,209
- Amount due from joint
venture - 1,260 - 1,116
- Amount due from related
parties - - 311 -
- Amount due from associate 4,281 - 236 144
- Receivables 10,001 4,522 - -
- Intangible assets 5 100,334 - - -
- Investments in associate 9 - 6,111 - -
- Investments in subsidiary 7 - - 127,320 14,088
- Investments in joint ventures 8 1,161 996 - -
- Property, plant and
equipment 3 1,320 1,542 - -
Reversal of impairment loss on:
- Amount due from subsidiary - - (1,064) -
- Amount due from joint
venture - - (347) -
Write-down of inventories 12 6,272 590 - -
Loss on disposal of property,
plant and equipment 694 34,793 - -
Group Company
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000
Current tax expense
Malaysian income tax - - - -
Foreign income tax 12,768 16,041 - -
Under provision in prior period/year 892 6,251 265 -
Total current tax expense 13,660 22,292 265 -
The calculation of basic loss per ordinary share at 30 June 2020 was based on the loss
attributable to ordinary shareholders and a weighted average number of ordinary shares
outstanding, as follows:
Group
1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019
Loss attributable to owners of the Company
(RM’000) (187,503) (95,690)
Diluted loss per ordinary share is not presented as there were no dilutive potential
ordinary shares as at the end of the reporting period.
The Chief Operating Decision Maker considers the business from the industry
perspective and the services rendered. The following reportable segments have been
identified:
(i) Drilling Services - supply of drilling waste equipment, supply of a wide range
of specialised chemicals and provision of services.
(ii) Marine Services - provision of transportation of bulk aggregates for the coal
industry and other shipping related services.
Segment assets
The total of segment asset is measured based on all assets (including goodwill) of a
segment, as included in the internal management reports that are reviewed by the
CODM. Segment total assets is used to measure the return of assets of each segment.
Segment liabilities
Geographical segments
Revenue is disclosed based on the location of the drilling services, sales of drilling
related chemicals and supplies, drilling waste management services, sales of drilling
waste related supplies and accessories and transportation of coal services. Total non-
current assets are determined based on where the assets are located.
Revenue Segment
1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019
RM’000 RM’000
Revenue for 2 (2019: 2) major customers constitutes 27.6% (2019: 24.3%) of total
consolidated revenue.
Carrying
Group amount AC
2020 RM’000 RM’000
Financial assets
Trade and other receivables* 122,216 122,216
Cash and bank balances 48,537 48,537
170,753 170,753
Financial liabilities
Loans and borrowings (124,644) (124,644)
Trade and other payables# (151,169) (151,169)
(275,813) (275,813)
Company
Financial assets
Trade and other receivables* 21,531 21,531
Cash and bank balances 50 50
21,581 21,581
Financial liabilities
Trade and other payables# (25,579) (25,579)
Carrying
Group amount AC
2019 RM’000 RM’000
Financial assets
Trade and other receivables* 252,134 252,134
Cash and bank balances 65,748 65,748
317,882 317,882
Financial liabilities
Loans and borrowings (185,806) (185,806)
Trade and other payables# (191,640) (191,640)
(377,446) (377,446)
Company
Financial assets
Trade and other receivables* 96,937 96,937
Cash and bank balances 4,500 4,500
101,437 101,437
Financial liabilities
Trade and other payables# (26,035) (26,035)
Group Company
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000
Net gains/(losses) on:
Financial assets at
amortised cost 13,016 7,495 (78,630) 2,583
Financial liabilities at
amortised cost (15,594) (22,360) - -
(2,578) (14,865) (78,630) 2,583
The Group has exposure to the following risks from its use of financial instruments:
• Credit risk
• Liquidity risk
• Market risk
Credit risk is the risk of a financial loss to the Group if a customer or counterparty
to a financial instrument fails to meet its contractual obligations. The Group’s
exposure to credit risk arises principally from its receivables from customers,
balances and short-term deposits and amounts due from the former holding
company and related parties.
Receivables
Risk management objectives, policies and processes for managing the risk
Management has a credit policy in place and the exposure to credit risk is
monitored on an ongoing basis.
At each reporting date, the Group or the Company assesses whether any of the
trade receivables are credit impaired.
The gross carrying amounts of credit impaired trade receivables are written off
(either partially or in full) when there is no realistic prospect of recovery. This is
generally the case when the Group or the Company determines that the debtor
does not have assets or sources of income that could generate sufficient cash
flows to repay the amounts subject to the write-off. Nevertheless, trade
receivables that are written off could still be subject to enforcement activities.
Receivables (continued)
As at the end of the reporting period, the maximum exposure to credit risk arising
from receivables is represented by the carrying amounts in the statement of
financial position.
Management has taken reasonable steps to ensure that receivables that are
neither past due nor impaired are stated at their realisable values. A significant
portion of these receivables are regular customers that have been transacting with
the Group. The Group uses ageing analysis to monitor the credit quality of the
receivables. Any receivables having significant balances past due more than 90
days, which are deemed to have higher credit risk, are monitored individually.
The exposure of credit risk for trade receivables as at the end of the reporting
period by geographic region was:
Group
2020 2019
RM’000 RM’000
Malaysia 11,099 8,029
Asia 47,101 77,633
Middle East and Africa 41,469 51,199
Others 55 207
99,724 137,068
In managing credit risk of trade receivables, the Group manages its debtors and
takes appropriate actions (including but not limited to legal actions) to recover long
overdue balances. Generally, trade receivables will pay within 90 to 120 days. The
Group’s debt recovery process is as follows:
a) Above 180 days past due after credit term, the Group will start to initiate a
structured debt recovery process which is monitored by the sales
management team; and
b) Above 365 days past due, the Group will evaluate options of commencing
legal proceeding against the customer.
The Group uses an allowance matrix to measure ECLs of trade receivables for all
segments. Consistent with the debt recovery process, invoices which are past due
90 days will be considered as credit impaired.
Receivables (continued)
Loss rates are calculated using a ‘roll rate’ method based on the probability of a
receivable progressing through successive stages of delinquency to 90 days past
due.
Loss rates are based on actual credit loss experience over the past 2 to 3 years.
The Group also considers differences between (a) economic conditions during the
period over which the historic data has been collected, (b) current conditions and
(c) the Group’s view of economic conditions over the expected lives of the
receivables. Nevertheless, the Group believes that these factors are immaterial
for the purpose of impairment calculation for the year.
The following table provides information about the exposure to credit risk and
ECLs for trade receivables which are grouped together as they are expected to
have similar risk nature.
Gross
carrying Loss Net
Group amount allowance balance
2020 RM’000 RM’000 RM’000
Current (not past due) 65,651 (2,707) 62,944
1 to 30 days past due 11,532 (432) 11,100
31 to 60 days past due 7,644 (828) 6,816
61 to 90 days past due 5,106 (1,360) 3,746
89,933 (5,327) 84,606
Credit impaired
More than 90 days past due 47,047 (31,929) 15,118
136,980 (37,256) 99,724
2019
Current (not past due) 79,150 (905) 78,245
1 to 30 days past due 14,925 (459) 14,466
31 to 60 days past due 17,339 (1,257) 16,082
61 to 90 days past due 9,040 (269) 8,771
120,454 (2,890) 117,564
Credit impaired
More than 90 days past due 61,372 (41,868) 19,504
181,826 (44,758) 137,068
Receivables (continued)
The movements in the allowance for impairment losses of trade receivables during
the financial year are shown below:
Credit
Group impaired
RM’000
Balance at 1 April 2018 63,554
Amounts written off (20,431)
Net remeasurement of loss allowance (526)
Currency translation differences 2,161
Balance at 30 June 2019/1 July 2019 44,758
Amounts written off (6,992)
Net remeasurement of loss allowance (1,183)
Currency translation differences 673
Balance at 30 June 2020 37,256
The cash and bank balances are held with licensed banks. As at the end of the
reporting period, the maximum exposure to credit risk is represented by their
carrying amounts in the statement of financial position.
These licensed banks have low credit risks. In addition, some of the bank balances
are insured by government agencies. Consequently, the Group and the Company
are of the view that the loss allowance is not material and hence, it is not provided
for.
Financial guarantees
Risk management objectives, policies and processes for managing the risk
The details of the defaults on the loans and borrowings are disclosed in Note 17.
Inter-company advances
Risk management objectives, policies and processes for managing the risk
The Group and the Company provided unsecured advances to former holding
company, related parties and subsidiaries. The Group and the Company monitor
the ability of the former holding company, related parties and subsidiaries to repay
the advances on an individual basis.
As at the end of the reporting period, the maximum exposure to credit risk is
represented by their carrying amounts in the statement of financial position.
Advances provided are not secured by any collateral or supported by any other
credit enhancements.
Generally, the Group and the Company consider advances to former holding
company, related parties and subsidiaries to have low credit risk. The Group and
the Company assume that there is a significant increase in credit risk when the
former holding company, related parties and subsidiaries’ financial positions
deteriorate significantly. As the Group and the Company are able to determine the
timing of payments of former holding company, related parties and subsidiaries’
advances when they are payable, the Group and the Company consider the
advances to be in default when the former holding company, related parties and
subsidiaries are not able to pay when demanded. The Group and the Company
consider the former holding company, related parties and subsidiaries’ advances
to be credit impaired when:
• The former holding company, related parties and subsidiaries are unlikely to
repay their advances to the Company in full; or
• The former holding company, related parties and subsidiaries are continuously
loss making and are having a deficit shareholders’ fund.
The Group and the Company determine the probability of default for these
advances individually using internal information available.
The following table provides information about the exposure to credit risk and
ECLs for the former holding company, related parties and subsidiaries’ advances
as at 30 June 2020.
Gross Impairment
carrying loss Net
Group amount allowance balance
RM’000 RM’000 RM’000
2020
Low credit risk - - -
Credit impaired 45,605 (45,605) -
45,605 (45,605) -
2019
Low credit risk 35,761 - 35,761
Credit impaired 33,772 (33,772) -
69,533 (33,772) 35,761
Gross Impairment
carrying loss Net
Company amount allowance balance
RM’000 RM’000 RM’000
2020
Low credit risk 21,409 - 21,409
Credit impaired 92,970 (92,970) -
114,379 (92,970) 21,409
2019
Low credit risk 96,525 - 96,525
Credit impaired 14,340 (14,340) -
110,865 (14,340) 96,525
The movements in the allowance for impairment in respect of the former holding
company, related parties and subsidiaries’ advances during the year are as
follows:
Credit impaired
Group Company
RM’000 RM’000
Balance at 1 April 2018 - -
Net remeasurement of loss allowance (33,772) (14,340)
Balance at 30 June 2019/1 July 2019 (33,772) (14,340)
Net remeasurement of loss allowance (11,833) (78,630)
Balance at 30 June 2020 (45,605) (92,970)
Liquidity risk is the risk that the Group will not be able to meet its financial
obligations as they fall due. The Group’s exposure to liquidity risk arises principally
from its various payables, loans and borrowings.
The Group maintains a level of cash and bank balances and bank facilities
deemed adequate by the management to ensure, as far as possible, that it will
have sufficient liquidity to meet its liabilities when fall due, other than as disclosed
in Note 1(b).
Maturity analysis
The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities as at the end of the reporting
period based on undiscounted contractual payments.
Contractual
Carrying interest rate/ Contractual Under 1 1-2 2-5
Group amount coupon cash flows year years years
2020 RM’000 RM’000 RM’000 RM’000 RM’000
Non-derivative financial liabilities
Bank loans - secured 2,551 1.71% - 2.00% 2,551 2,551 - -
Loan - secured 82,609 4.90% - 9.00% 84,551 84,551 - -
Revolving credits - secured 39,484 1.80% - 2.75% 41,655 41,655 - -
Lease liabilities 13,664 3.25% - 14.92% 14,960 8,629 5,903 428
Trade and other payables 151,169 - 151,169 150,095 1,074 -
289,477 294,886 287,481 6,977 428
Company
Non-derivative financial liabilities
Trade and other payables 25,579 - 25,579 25,579 - -
Financial guarantee - - 82,609 82,609 - -
25,579 108,188 108,188 - -
The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities as at the end of the reporting
period based on undiscounted contractual payments (continued).
Contractual
Carrying interest rate/ Contractual Under 1 1-2 2-5
Group amount coupon cash flows year years years
2019 RM’000 RM’000 RM’000 RM’000 RM’000
Non-derivative financial liabilities
Bank loans - secured 40,618 3.60% - 6.70% 42,139 42,139 - -
Revolving credits - secured 41,271 4.10% - 6.90% 43,541 43,541 - -
Guaranteed Serial Bonds 103,917 4.75% - 4.90% 108,617 57,442 51,175 -
Trade and other payables 191,640 - 191,640 191,640 - -
377,446 385,937 334,762 51,175 -
Company
Non-derivative financial liabilities
Trade and other payables 26,035 - 26,035 26,035 - -
Financial guarantee - - 103,917 103,917 - -
26,035 129,952 129,952 - -
Market risk is the risk that changes in market prices, such as foreign exchange
rates, interest rates and other prices that will affect the Group’s financial position
or cash flows. The objective of market risk management is to manage and control
market risk exposures within acceptable parameters while optimising the return
on risk.
The Group does not have a fixed policy to hedge its sales, purchases and
borrowings via forward contracts. These exposures are managed primarily
by using natural hedges that arise from offsetting assets and liabilities that
are denominated in foreign currencies wherever possible and close
monitoring of the currency exposures by management.
Denominated in
USD
2020 2019
Group RM’000 RM’000
Balances recognised in the statement of
financial position
Cash and bank balances 8,716 1,597
Trade and other receivables 25,688 4,441
Loans and borrowings (19,299) (17,437)
Trade and other payables (59,384) (28,341)
Net exposure (44,279) (39,740)
A 5% (2019: 5%) strengthening of the RM against the USD at the end of the
reporting period would have (decreased)/increased post-tax profit or loss by
the amounts shown below. This analysis is based on foreign currency
exchange rate variances that the Group considered to be reasonably possible
at the end of the reporting period. This analysis assumes that all other
variables, in particular interest rates, remained constant and ignores any
impact of forecasted sales and purchases.
(Decrease)/Increase
Equity/Profit or loss
2020 2019
Group RM’000 RM’000
USD against RM
- strengthened (1,683) (1,510)
- weakened 1,683 1,510
A 5% (2019: 5%) weakening of the RM against the USD at the end of the
reporting period would have had equal but opposite effect on the above
currencies to the amounts shown above, on the basis that all other variables
remained constant.
The Group’s fixed rate borrowings are exposed to a risk of change in their
fair values due to changes in interest rates. The Group’s variable rate
borrowings are exposed to a risk of change in cash flows due to changes in
interest rates. Short-term receivables and payables are not significantly
exposed to interest rate risk.
Group
2020 2019
RM’000 RM’000
Fixed rate instruments
Financial assets 3,514 24,906
Financial liabilities (82,609) (103,917)
(79,095) (79,011)
The Group does not account for any fixed rate financial assets and
liabilities at fair values through profit or loss, and the Group does not
designate derivatives as hedging instruments under a fair value hedge
accounting model. Therefore, a change in interest rates at the end of
the reporting period would not affect profit or loss.
A change of 100 basis points (“bp”) in interest rates at the end of the
reporting period would have (decreased)/increased equity and post-tax
profit or loss by the amounts shown below. This analysis assumes that
all other variables, in particular foreign currency rates, remained
constant.
Profit or loss
100 bp 100 bp
Increase Decrease
Group RM’000 RM’000
2020
Floating rate instruments (319) 319
2019
Floating rate instruments (622) 622
The carrying amounts of cash and bank balances, short-term receivables and payables and short-term borrowings approximate their
fair values due to the relatively short-term nature of these financial instruments.
It was not practicable to estimate the fair value of the Group’s investment in unquoted shares due to the lack of comparable quoted
prices in an active market and the fair value cannot be reliably measured.
The table below analyses financial instruments carried at fair value and those not carried at fair value for which fair value is disclosed,
together with their fair values and carrying amounts shown in the statement of financial position.
Fair value of financial instruments Fair value of financial instruments Total fair Carrying
carried at fair value not carried at fair value value amount
Group Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total
2019 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Financial liabilities
Guaranteed Serial
Bonds - - - - - 103,917 - 103,917 103,917 103,917
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash
flows, discounted at the market rate of interest at the end of the reporting period.
There has been no transfer between Level 1 and Level 2 fair values during the
financial year (2019: no transfer in either directions).
The debt-to-equity ratios at 30 June 2020 and 30 June 2019 were as follows:
Group
2020 2019
Note RM’000 RM’000
Loans and borrowings 17 124,644 185,806
Less: Cash and bank balances 13 (48,537) (65,748)
Net debt 76,107 120,058
During the financial year, the Group defaulted on the repayment of the bonds which
consequently triggered cross defaults on the other bank loans and the details are
disclosed in Note 17(a). In the prior financial period, the Group has breached certain
covenants as disclosed in Note 17(c).
There was no change in the Group’s approach to capital management during the
financial year.
For the purposes of these financial statements, parties are considered to be related to
the Group if the Group or the Company has the ability, directly or indirectly, to control
or jointly control the party or exercise significant influence over the party in making
financial and operating decisions, or vice versa, or where the Group or the Company
and the party are subject to common control. Related parties may be individuals or other
entities.
Related parties also include key management personnel defined as those persons
having authority and responsibility for planning, directing and controlling the activities of
the Group either directly or indirectly. The key management personnel includes certain
members of senior management of the Group.
The Group has related party relationship with its significant investor and its group of
companies, subsidiaries, associates, joint ventures and key management personnel.
Related party transactions have been entered into the normal course of business under
negotiated terms. The significant related party transactions of the Group and the
Company are shown below. The balances related to the transactions below are shown
in Notes 11 and 19.
Group Company
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
A. Former holding company
Rental income/(expense)
for office 48 (116) 48 243
Support services recharge 835 2,190 835 207
Interest 2,051 2,510 2,051 2,510
Salary costs recharge - 2,847 - 2,563
Transfer of building - 6,500 - 6,500
B. Related parties
SAP maintenance fee - (187) - (187)
C. Associates
Recharge of expense paid on
behalf of 131 222 131 222
Group Company
2020 2019 2020 2019
RM’000 RM’000 RM’000 RM’000
D. Companies connected to a
former Director
Airline ticketing services -
Lintas - (38) - -
Rental income for office - Suria - 190 - -
Note: Lintas Travel & Tours Sdn. Bhd. (“Lintas”) and Suria Business Solutions Sdn.
Bhd. (“Suria”) were companies connected to a former Director.
Key management personnel comprise persons other than the Directors of Group
entities, having authority and responsibility for planning, directing and controlling the
activities of the Group entities either directly or indirectly.
Group Company
1.7.2019 to 1.4.2018 to 1.7.2019 to 1.4.2018 to
30.6.2020 30.6.2019 30.6.2020 30.6.2019
RM’000 RM’000 RM’000 RM’000
Non-executive Directors
Fees 465(1) 364 428(1) 286
Allowances 166(2) 110 151(2) 84
631 474 579 370
Executive Director
Salaries and short-term
employee benefits 46 - - -
Defined contribution plan 5 - - -
51 - - -
682 474 579 370
(ii) On 20 January 2020, the Company announced that it had been classified as an
affected listed issuer pursuant to Paragraph 2.1 (e) of Practice Note 17 (“PN17”)
under the Main Market Listing Requirements of Bursa Malaysia. The PN17 criteria
was triggered as a result of a material uncertainty related to going concern that had
been included in auditors’ report for the audit of Group financial statements for the
financial period ended 30 June 2019 and the shareholders’ equity of the Group as
of 30 June 2019 on a consolidated basis is 50% or less of share capital (excluding
treasury shares) of the Group.
(iii) During the year, the Group undertook a share capital reduction exercise to reduce
its share capital from RM1,005,535,000 to RM445,535,000 which was completed
on 14 February 2020. This was followed by the consolidation of the existing shares
of 2,341,775,435 shares into 468,355,087 shares on the basis of 5 existing shares
into 1 share which was completed on 28 February 2020. The share capital reduction
and share consolidation exercises were intended to rationalise the financial position
and share capital of the Group and of the Company by reducing its accumulated
losses and the number of shares in issue.
Following the JMO approved by the Court, the Judicial Manager commenced
working on a debt restructuring plan on 17 August 2020. The Judicial Manager is
required to present a statement of proposal (hereinafter referred to as “debt
restructuring plan”) within 60 days or such longer period as the Court may allow
upon securing the JMO, to all creditors for the respective affected subsidiaries.
The debt restructuring plan will require the approval of at least 75% of the total
value for each classes of creditors whose claims have been accepted by the
Judicial Manager and the debt restructuring plan may be approved with
modifications subject to the consent of the Judicial Manager. Once the debt
restructuring plan is approved by the creditors, the Judicial Manager shall report
the result of the meeting to the Court and execute the approved debt restructuring
plan accordingly.
Prior to the expiry of the initial deadline on 13 October 2020, the Judicial Manager
applied to the Court for the extension of another 60 days to finalise the debt
restructuring plan. On 8 October 2020, the Court approved the application for the
extension up to 13 December 2020.
Definition of a lease
On transition to MFRS 16, the Group elected to apply the practical expedient to
grandfather the assessment of which transactions are leases. It applied MFRS 16 only
to contracts that were previously identified as leases. Contracts that were not identified
as leases under MFRS 117 and IC Interpretation 4, Determining whether an
Arrangement contains a Lease were not reassessed. Therefore, the definition of a lease
under MFRS 16 has been applied only to contracts entered into or changed on or after
1 July 2019.
As a lessee
Where the Group is a lessee, the Group applied the requirements of MFRS 16
retrospectively with the cumulative effect of applying the standard recognised at the
date of initial application.
At 1 July 2019, for leases that were classified as operating leases under MFRS 117,
lease liabilities were measured at the present value of the remaining lease payments,
discounted at the Group entities’ incremental borrowing rates as at 1 July 2019. The
weighted-average rates applied are in between 3.25% to 14.92%. Right-of-use assets
are measured at an amount equal to the lease liabilities, adjusted by the amount of any
prepaid or accrued lease payments.
The Group used the following practical expedients when applying MFRS 16 to leases
previously classified as operating lease under MFRS 117:
For leases that were classified as finance leases under MFRS 117, the carrying
amounts of the right-of-use assets and the lease liabilities at 1 July 2019 are determined
to be the same as the carrying amounts of the leased asset and lease liability under
MFRS 117 immediately before that date.
Since the Group applied the requirements of MFRS 16 retrospectively with the
cumulative effect of initial application at 1 July 2019, there are no adjustments
made to the prior period presented.
Group RM’000
Operating lease commitments at 30 June 2019 as disclosed
in the Group’s consolidated financial statements 6,259
Less: Commitments related to short-term leases (6,163)
Less: Commitments related to low-value leases (31)
Operating lease commitments at 30 June 2019 65
Discounted using the incremental borrowing rate at 1 July 2019 64
Lease liabilities from contracts previously not classified as non-
cancellable operating leases at 30 June 2019 15,898
Lease liabilities recognised at 1 July 2019 15,962
In the opinion of the Directors, the financial statements set out on pages 49 to 158 are drawn
Reporting Standards and the requirements of the Companies Act 2016 in Malaysia so as to
give a true and fair view of the financial position of the Group and of the Company as of 30
June 2020 and of their financial performance and cash flows for the financial year then ended.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
…………………………………………………………
Amirul Azhar bin Baharom
Director
…………………………………………………………
Stephen Fredrick Bracker
Director
Petaling Jaya
I, Ramesh Veetikat Ramachandran, the officer primarily responsible for the financial
management of Scomi Energy Services Bhd, do solemnly and sincerely declare that the
financial statements set out on pages 49 to 158 are, to the best of my knowledge and belief,
correct and I make this solemn declaration conscientiously believing the declaration to be
Passport No: Z3965153, at Petaling Jaya in the State of Selangor Darul Ehsan on 30 October
2020.
……………………………………………….
Ramesh Veetikat Ramachandran
Before me:
Disclaimer of Opinion
We were engaged to audit the financial statements of Scomi Energy Services Bhd, which comprise
the statements of financial position as at 30 June 2020 of the Group and of the Company, and the
statements of profit or loss and other comprehensive income, statements of changes in equity and
statements of cash flows of the Group and of the Company for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies, as set out on pages 49
to 158.
We do not express an opinion on the accompanying financial statements of the Group and of the
Company. Because of the significance of the matters described in the Basis for Disclaimer of Opinion
section of our report and their possible cumulative effects on the financial statements, we have not
been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on
these financial statements.
In seeking to form an opinion on the financial statements of the Group and of the Company, we have
considered the implication of the following significant matters as disclosed in Note 1(b) to the
financial statements.
The Group has defaulted on the repayment of the guaranteed serial bonds of RM80.4 million on 12
March 2020. The event of default also resulted in cross defaults on the Group’s other credit facilities.
As a result, the guarantor of the guaranteed serial bonds and other secured lenders are entitled to
the enforcement of various securities granted by the Group and the Company in accordance with the
financial guarantee insurance agreement and the other credit facility agreements.
On 14 August 2020, the Group secured the Judicial Management Order (“JMO”) from the High Court
on its subsidiaries such as Scomi Oiltools Sdn. Bhd., Scomi KMC Sdn. Bhd. and KMCOB Capital
Berhad (collectively, the “affected subsidiaries”) with the objective of restructuring their debts and
rehabilitating the Group’s business while continuing to access the capital markets. The JMO also
immediately put into effect a moratorium period during which no resolution shall be passed, or order
shall be made for the winding-up of the affected subsidiaries.
Following the JMO approval by the Court, the Judicial Manager was appointed to work on a debt
restructuring plan which is required to be presented within 60 days or such longer period as the Court
may allow upon securing the JMO, to all creditors for the respective affected subsidiaries for their
approval.
Prior to the expiry of the initial deadline of 13 October 2020, the Judicial Manager applied to the
Court for the extension of another 60 days to finalise the debt restructuring plan. On 8 October 2020,
the Court approved the application for the extension up to 13 December 2020.
119
Concurrently, an independent financial advisor was appointed by the Company to advise the Group
on the group-wide restructuring to strengthen the financial position of the Group. The Group together
with the independent financial advisor are in the midst of formulating a regularisation plan to address
the financial condition of the Group.
The financial statements have been prepared on the historical cost basis and on the assumption that
the Group and the Company will continue to be going concerns. However, the preparation of the
financial statements on a going concern basis is highly dependent on the approval and successful
implementation of the aforesaid debt restructuring plan and regularisation plan.
At the date of this report, the debt restructuring plan is still being formulated and the regularisation
plan is at a preliminary stage of formulation. There are material uncertainties as to whether these
plans would be approved and be successfully implemented. If these are not successfully
implemented, the Group and the Company may be unable to realise their assets and discharge their
liabilities in the ordinary course of business. Accordingly, the financial statements may require
adjustments relating to the recoverability and classification of recorded assets and to the
classification and additional amounts of liabilities as the Group and Company may be unable to
continue as going concerns.
The Directors of the Company are responsible for the preparation of financial statements of the
Group and of the Company that give a true and fair view in accordance with Malaysian Financial
Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act 2016 in Malaysia. The Directors are also responsible for such internal control as the
Directors determine is necessary to enable the preparation of financial statements of the Group and
of the Company that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements of the Group and of the Company, the Directors are responsible
for assessing the ability of the Group and of the Company to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the going concern basis of accounting
unless the Directors either intend to liquidate the Group or the Company or to cease operations, or
have no realistic alternative but to do so.
Our responsibility is to conduct an audit of the Group’s and of the Company’s financial statements in
accordance with approved standards on auditing in Malaysia and International Standards on
Auditing, and to issue an auditors’ report. However, because of the matters described in the Basis for
Disclaimer of Opinion section of our report, we were not able to obtain sufficient appropriate audit
evidence to provide a basis for an audit opinion on these financial statements.
We are independent of the Group and of the Company in accordance with the By-Laws (on
Professional Ethics, Conduct and Practice) of the Malaysian Institute of Accountants (“By-Laws”) and
the International Ethics Standards Board for Accountants’ Code of Ethics for Professional
Accountants (“IESBA Code”), and we have fulfilled our other ethical responsibilities in accordance
with the By-Laws and the IESBA Code.
120
In accordance with the requirements of the Companies Act 2016 in Malaysia, we report that in our
opinion:
(a) Except as disclosed in the Basis for Disclaimer of Opinion, in our opinion, the accounting and
other records and the registers required by the Act to be kept by the Company and its
subsidiaries have been properly kept in accordance with the provision of the Act.
(b) We are satisfied that the financial statements of the subsidiaries that have been consolidated
with the Company’s financial statements are in form and content appropriate and proper for the
purposes of the preparation of the financial statements of the Group and we have received
satisfactory information and explanations required by us for those purposes.
(c) The subsidiaries of which we have not acted as auditors are disclosed in Note 7 to the financial
statements.
Other Matter
This report is made solely to the members of the Company, as a body, in accordance with Section
266 of the Companies Act 2016 in Malaysia and for no other purpose. We do not assume
responsibility to any other person for the content of this report.
Petaling Jaya
121
The list of directors who served on the boards of the subsidiary companies of the Company
during the financial year until the date of the Directors’ Report is set out below.
The list of directors who served on the boards of the subsidiary companies of the Company
during the financial year until the date of the Directors’ Report is set out below (continued)
Director
Dick Sadikin Sapi’ie
Director
Dick Sadikin Sapi’ie
Directors
Mastura binti Mansor
Rizal Ichwansyah
The list of directors who served on the boards of the subsidiary companies of the Company
during the financial year until the date of the Directors’ Report is set out below (continued)
Directors
Mastura binti Mansor
Doddy Irawan
Benjamin Leong Wye Hoong
Rig Tenders Offshore Pte. Ltd. Shah Hakim @ Shahzanim bin Zain
Sean Lee Yun Feng
The list of directors who served on the boards of the subsidiary companies of the Company
during the financial year until the date of the Directors’ Report is set out below (continued)
Director
Abdul Hadi
Total Number of Issued Shares : 468,324,247 ordinary shares (excluding 30,840 ordinary shares
purchased by the Company under share buy-back scheme and
retained as treasury shares)
Class of Shares
: Ordinary shares
Distribution of Shareholdings
Notes:
Notes:
(1) Includes 57,208,320 shares held through Maybank Nominees (Tempatan) Sdn Bhd and 4,489,660 shares
(1) Includes 57,208,320
held through shares
Malaysian held through
Trustees Berhad.Maybank Nominees (Tempatan) Sdn Bhd and 4,489,660 shares
held through Malaysian Trustees Berhad.
(2) Deemed interested by virtue of Section 8(4) of the Companies Act 2016 through its shareholding in Scomi
(2) Deemed interested
Energy Sdn. by virtue
Bhd., which of isSection
in turn 8(4) in
interested ofthe
theCompany.
Companies Act 2016 through its shareholding in Scomi
(3) Energy
Deemed interested
Sdn. by in
Bhd., which virtue ofinterested
turn is Section 8(4)
in theofCompany.
the Companies Act 2016 through its shareholding in
(3) Deemed
Gelombang Globalby
interested Sdn. Bhd.of Section 8(4) of the Companies Act 2016 through its shareholding in
virtue
(4) Deemed interested by virtue of Section 8(4) of the Companies Act 2016 through his shareholding in United
Gelombang
Flagship Sdn.Global Sdn.
Bhd., the Bhd. company of Gelombang Global Sdn. Bhd.
holding
Shareholdings of Directors
(As Per the Register of Directors’ Shareholdings)
Tenure of land:
Freehold or Approximate
Description/ leasehold Audited NBV age of
Registered Location (years)/date Land/ as at 30.06.20 building
No Owner address Existing use of acquisition Built Up area (RM ‘000) (FY2020)
1 P.T. Rig Land Land for the Freehold Land area: 11.5 n/a
Tenders Jl Belitung Darat building as 09.01.2003 190 sq metres
Indonesia, No.88 mentioned Built-up area:
Tbk Banjarmasin in item 2 n/a
70116
4 Scomi Land and buliding: Office and Freehold Land area: Land and 15 years
Energy Geran 58840 warehouse 23.12.2009 1,575m2 building:
Services Lot 64254 Building 6,460
Bhd Mukim of area:
Damansara 1,795m2
District of
Petaling
Selangor Darul
Ehsan
CORPORATE
Malaysia
Scomi Energy Services Bhd PT Scomi Oiltools Scomi Oiltools Sdn Bhd (Miri)
Level 15, Menara TSR Jl. Mulawarman No.155 Lot 2164, 1st Floor Saberkas
No. 12, Jalan PJU 7/3 Rt 05, Kelurahan Manggar Commercial Centre
Mutiara Damansara Balikpapan76116 Jalan Pujut-Lutong
47810 Petaling Jaya East Kalimantan 98000 Miri, Sarawak
Selangor Darul Ehsan Indonesia Malaysia
Malaysia
PT Rig Tenders Indonesia
Scomi Oiltools Sdn Bhd PT Batuah Abadi Lines Myanmar
Level 15, Menara TSR Jl. Belitung Darat No.88 Scomi Oiltools (Thailand) Ltd
No. 12, Jalan PJU 7/3 Rt 19, Banjarmasin c/o: Business Suite #4-11
Mutiara Damansara South Kalimantan Level 4, Sedona Hotel Yangon
47810 Petaling Jaya Indonesia No.1 Kaba Aye Pagoda Road
Selangor Darul Ehsan Yankin Township, Yangon
Malaysia PT Scomi Oiltools Myanmar
Jl. Raya Duri Dumai KM 131
Duri, Pekanbaru Nigeria
OPERATING LOCATIONS Sumatra 28884 Wasco Oil Service Company
Indonesia Nigeria Ltd
Australia No.9 Wharf Road, Before Onne
Scomi Oiltools Pty Ltd Kuwait Police Station
15 Boulder Road, Malaga Scomi Oiltools Gulf W.L.L Onne, Rivers State,
Perth, Western Australia 6090 5th Floor, The Green Tower Nigeria
Australia Al Dabous Street
Block 7, Fahaheel Oman
Kuwait Scomi Oiltools Oman LLC
Congo
Scomi Oiltools Africa Ltd P.0 Box 45673 Safat Building 272, Way No 44803
Zone Industrielle de la Foire Office No 1104 (2nd Floor)
Avenue Jean Marie Mavoungou Malaysia P.O. Box 302, Postal Code 130,
BP 685 Pointe Noire Global Research & Technology Azaiba
Republique du Congo Centre Oman
No. 9 Jalan Astaka U8/83
Egypt Seksyen U8, 40150 Shah Alam Pakistan
Scomi Oiltools Egypt SAE Selangor Darul Ehsan Scomi Oiltools Ltd
56 Farida Queen St from Ahmed Malaysia Plot No. 212, East Service Road
Badawy Industrial Area I-10/3
Merage - Maadi Scomi Oiltools Sdn Bhd (Kemaman) Islamabad
Cairo, Egypt Warehouse 24, Letterbox No.72 Pakistan
Kemaman Supply base
24007 Kemaman Scomi Oiltools Ltd
India
Terengganu Darul Iman Plot No. A-146
KMC Oiltools India Pvt. Ltd
Malaysia SITE, Superhighway
101, 1st Floor, Gundecha Solitaire
Karachi
Off Western Express Highway
Scomi Oiltools Sdn Bhd (Labuan) Pakistan
Borivali East, Mumbai 400 066
Labuan Integrated Base
Maharashtra, India
Lot 205331935, Jalan Kinabenua
Letter Box 82023
Indonesia 87030 Labuan Federal Territory
PT Rigtenders Indonesia TBK Labuan, Malaysia
Tetrapack Bld. 1st floor,
Jl. Buncit Raya Kav. 100
South of Jakarta
Indonesia
Russia
Scomi Oiltools (Rus) LLC Midgard Oilfield Services Ltd
Bld.1, 24/2 Sretenka Str. (Turkmenistan Branch)
107045 Moscow High Road 9 Kilometer
Russia 745030 Hazar
Turkmenistan
Scomi Oiltools (Rus) LLC
Western Siberia Office Midgard Oilfield Services Ltd
Bld.8, 5 Kuzovatkina Str. (Turkmenistan Branch)
628600 Nizhnevartovsk Petronas Base, Turkmenbashy City
Tyumen Region Balkan Region
Russia
UAE
Scomi Oiltools (Rus) LLC Scomi Oiltools (Cayman) Ltd
Western Siberia Office Mezzanine Floor M02, Liwa Tower
Quarter 04 Block 01 P.O Box 45333, Liwa Street,
Yugozapadnaya Industrial District Abu Dhabi
628305 Nefteyugansk Town United Arab Emirates
Tyumen Region
Russia Scomi Oiltools (Cayman) Ltd
Oilfield Supply Centre, Building B-40,
Saudi Arabia Jebel Ali Free Zone
Scomi Oiltools (Cayman) Ltd P.O. Box 1779
803, 8th Floor, Al Jarbou Tower Dubai
Custodian of the Two Holy Mosque Rd United Arab Emirates
Aqrabia P.O.Box 31151
Al Khobar 31952 USA
Saudi Arabia Scomi Equipment Inc
6607 Theall Road,
Thailand Houston, TX 77066,
Scomi Oiltools (Thailand) Ltd Texas
21 Floor CTI Tower, 191/45, USA
Ratchadapisek Road, Khet Klongtoey
Bangkok 10110 Vietnam
Thailand Scomi Oiltools Ltd
c/o: 9A, Pham Van Nghi
Scomi Oiltools (Thailand) Ltd Thang Nhat ward
163, Moo 6 Tumbol Lankrabue Vung Tau City
Amphur Lankrabue Vietnam
Kamphaengphet
62170 Thailand
Turkmenistan
Midgard Oilfield Services Ltd
Office L7, 12th Floor, Berkarar Business Center
82, Ataturk (1972) Street
744028 Ashgabat
Turkmenistan
NOTICE IS HEREBY GIVEN that the Twenty-Fourth Annual General Meeting (“24th AGM” or
“Meeting”) of SCOMI ENERGY SERVICES BHD. (“the Company”) will be held at Persatuan Alumni
Universiti Malaya, Lot 10476, Jalan Susur Damansara (Jalan Damansara Lama), Off Jalan Gegambir, 50480
Kuala Lumpur on Wednesday, 23 December 2020 at 2.00 p.m. to transact the following business:
AS ORDINARY BUSINESS:
1. To receive the Audited Financial Statements for the financial year ended (Please refer to Note 2)
30 June 2020 and the Reports of the Directors and Auditors thereon.
2. To re-elect Mr. Ravinder Singh Grewal a/l Sarbjit S as Director of the (Ordinary Resolution 1)
Company, who retires by rotation in accordance with Clause 96 of the
Company’s Constitution and who being eligible, has offered himself for
re-election.
6. To re-appoint Messrs KPMG PLT as Auditors of the Company for the (Ordinary Resolution 7)
financial year ending 30 June 2021 and to authorise the Directors to fix
their remuneration.
AS SPECIAL BUSINESS:
7. Authority to Allot and Issue Shares Pursuant to Sections 75 and 76 of (Ordinary Resolution 8)
the Companies Act 2016 (Please refer to Note 6)
8. To transact any other business of the Company of which due notice shall
have been given in accordance with the Companies Act 2016 and the
Company’s Constitution.
(ii) A proxy may but need not be a member and there shall be no restriction as to the qualification of the proxy.
(iii) Where a member appoints more than one (1) proxy, he shall specify the proportion of his holdings to be
represented by each proxy, failing which the appointment shall be invalid.
(iv) Where a member is an exempt authorised nominee as defined under the Securities Industry (Central
Depositories) Act 1991, who holds ordinary shares in the Company for multiple beneficial owners in one
securities account (“Omnibus Account”), there is no limit to the number of proxies which the exempt
authorised nominee may appoint in respect of each Omnibus Account it holds.
(v) The instrument appointing a proxy, in the case of an individual shall be signed by the appointer or his/her
attorney duly authorised in writing and in the case of a corporation, either under seal or under the hand of an
officer or attorney duly authorised..
(vi) The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is
signed or a duly notarised certified copy of that power or authority, shall be deposited at the office of the
Share Registrar of the Company, Boardroom Share Registrars Sdn. Bhd. (formerly known as Symphony Share
Registrars Sdn. Bhd.) at 11th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200
Petaling Jaya, Selangor Darul Ehsan, Malaysia, not less than forty-eight (48) hours before the time for holding
the 24th AGM or adjourned meeting at which the person named in the instrument proposes to vote, or, in the
case of a poll, not less than twenty-four (24) hours before the time appointed for the taking of the poll, and in
default, the instrument of proxy shall not be treated as valid.
(vii) The lodging of a completed Form of Proxy to the Share Registrar of the Company will not preclude a member
from attending and voting in person at the meeting should the member subsequently wish to do so. If a
member subsequently decide to attend and vote in person at the meeting, the member is requested to rescind
his/her earlier appointment of proxy(ies), and notify the Share Registrar of the Company before the closing of
registration for the 24th AGM.
(viii) For the purpose of determining a member who shall be entitled to attend the 24th AGM, the Company shall be
requesting Bursa Malaysia Depository Sdn. Bhd. in accordance with Clause 68 of the Company’s Constitution
and Section 34(1) of the Securities Industry (Central Depositories) Act, 1991 to issue a General Meeting Record
of Depositors as at 16 December 2020. Only depositor whose name appears on the General Meeting Record of
Depositors as at 16 December 2020 shall be entitled to attend the said meeting or appoint proxies to attend
and/or vote on his/her behalf.
(ix) Pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of Bursa Malaysia Securities
Berhad (“Bursa Securities”), all resolutions set out in this Notice will be put to vote by way of poll.
The audited financial statements are laid in accordance with Section 340(1)(a) of the Companies Act 2016 for
discussion only under Agenda 1. They do not require shareholders’ approval and hence, will not be put for voting.
(i) The interested Directors of the Company who are shareholders of the Company will abstain from voting on
the relevant resolutions in respect of their own respective re-election as the Director of the Company at the
24th AGM.
(ii) All the Non-Executive Directors of the Company who are shareholders of the Company will abstain from
voting on Ordinary Resolutions 5 and 6 concerning fees and benefits to Non-Executive Directors at the 24th
AGM.
Ordinary Resolution 5
The fees for the Non-Executive Directors as set out below have been implemented since financial year 2009
and the Board had agreed that the Directors’ fees in respect of the financial year ended 30 June 2020 be
maintained as follows:
The payment of the Directors’ Fees in respect of the financial year ended 30 June 2020 will only be made if the
proposed Ordinary Resolution 5 has been approved at the 24th AGM of the Company.
Ordinary Resolution 6
Pursuant to Section 230 of the Companies Act 2016, any fees and benefits payable to the directors of a listed
company and its subsidiaries shall be approved at a general meeting.
The Company is therefore seeking the shareholders’ approval for the payment of Directors’ benefits to its
Non-Executive Directors for the period commencing 24 December 2020 until the next Annual General
Meeting (“Relevant Period”) in accordance with the remuneration structure set out below, payable as and
when incurred:
In determining the estimated total Directors’ benefits for the Relevant Period, the size of the Board and Board
Committees and the number of meetings estimated to be held during the Relevant Period based on the above
remuneration structure were taken into consideration.
SCOMI ENERGY SERVICES BHD ANNUAL REPORT 2020 175
Notice of Annual General Meeting
Note 6: Explanatory Notes on Special Business:
Ordinary Resolution 8
- Authority to Allot and Issue Shares Pursuant to Sections 75 and 76 of the Companies Act 2016
The Ordinary Resolution 8 is proposed pursuant to Sections 75 and 76 of the Companies Act 2016 for the
purpose of obtaining a renewed general mandate (“General Mandate”), which if passed, will empower the
Directors of the Company to allot and issue new ordinary shares in the Company at any time provided that
the aggregate number of shares issued pursuant to the General Mandate does not exceed 20% of the total
number of issued shares (excluding treasury shares) of the Company for the time being for such purposes as
the Directors deem fit and in the interest of the Company. This General Mandate, unless revoked or varied by
the Company in a general meeting, will expire at the conclusion of the next Annual General Meeting of the
Company after the approval was given, or at the expiry of the period within which the next Annual General
Meeting of the Company is required to be held after the approval was given, whichever is earlier.
As part of the initiative from Bursa Securities to aid and facilitate listed issuers in sustaining their business or
easing their compliance with the rules of Bursa Securities, amid the unprecedented uncertainty surrounding
the recovery of the COVID-19 outbreak and Movement Control Order imposed by the Government, Bursa
Securities had vide its letter dated 16 April 2020 allowed a listed issuer to seek a higher general mandate
under Paragraph 6.03 of the Main Market Listing Requirement of Bursa Securities of not more than 20% of the
total number of issued shares (excluding treasury shares) for issue of new securities.
The General Mandate, if granted, will provide flexibility to the Company for any possible fund raising
activities, including but not limited to further placing of shares, for the purpose of funding future investment
project(s), working capital and/or acquisitions, expeditiously and efficiently, during the challenging time.
The Board, having considered the current financial position, challenging economic outlook, strategic planning
and capacity of the Group, is of the opinion that the General Mandate is in the best interests of the Company
and its shareholders.
As at the date of this Notice, no new ordinary shares in the Company were issued pursuant to the general
mandate granted to the Directors at the last Annual General Meeting held on 28 November 2019 and it will
lapse at the conclusion of the 24th AGM of the Company.
By lodging of a completed Form of Proxy to the Share Registrar of the Company for appointing a proxy(ies) and/or
representative(s) to attend and vote in person at the 24th AGM and any adjournment thereof, a member of the
Company is hereby:
(i) consenting to the collection, use and disclosure of the member’s personal data by the Company (or its agents)
for the purpose of the processing and administration by the Company (or its agents) of proxies and
representatives appointed for the 24th AGM (including any adjournment thereof) and the preparation and
compilation of the attendance list, minutes and other documents relating to the 24th AGM (including any
adjournment thereof), and in order for the Company (or its agents) to comply with any applicable laws,
listing rules, regulations and/or guidelines (collectively, the “Purposes”);
(ii) warranting that where the member discloses the personal data of the member’s proxy(ies) and/or
representative(s) to the Company (or its agents), the member has obtained the prior consent of such
proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its agents) of
the personal data of such proxy(ies) and/or representative(s) for the Purposes (“Warranty”); and
(iii) agreeing that the member will indemnify the Company in respect of any penalties, liabilities, claims,
demands, losses and damages as a result of the member’s breach of the Warranty.
IMPORTANT NOTICE: In view of the outbreak of COVID-19 which is now a global pandemic, the Company
has in place rules and control for the 24th AGM in order to safeguard the health of attendees. Please follow
the standard operating procedures as advised by the Malaysian Government which will be practiced at the
venue.
of _______________________________________________________________________________________________________________
(Full Address)
being a *member/members of Scomi Energy Services Bhd., hereby appoint:
Full Address:
Full Address:
or failing *him/her, the Chairman of the Meeting as *my/our proxy/proxies to vote for *me/us on *my/our behalf at the
Twenty-Fourth Annual General Meeting (“24th AGM”) of the Company to be held at Persatuan Alumni Universiti Malaya,
Lot 10476, Jalan Susur Damansara (Jalan Damansara Lama), Off Jalan Gegambir, 50480 Kuala Lumpur on Wednesday,
23 December 2020 at 2.00 p.m. or any adjournment thereof.
Resolutions For Against
Ordinary Business
Ordinary To re-elect Mr. Ravinder Singh Grewal a/l Sarbjit S as Director of the Company,
Resolution 1 who retires by rotation in accordance with Clause 96 of the Company’s
Constitution and who being eligible, has offered himself for re-election.
Ordinary To re-elect Mr. Wong Mun Keong as Director of the Company, who retires in
Resolution 2 accordance with Clause 103 of the Company’s Constitution and who being
eligible, has offered himself for re-election.
Ordinary To re-elect Encik Amirul Azhar bin Baharom as Director of the Company, who
Resolution 3 retires in accordance with Clause 103 of the Company’s Constitution and who
being eligible, has offered himself for re-election.
Ordinary To re-elect Encik Aminodin bin Ismail as Director of the Company, who retires
Resolution 4 in accordance with Clause 103 of the Company’s Constitution and who being
eligible, has offered himself for re-election.
Ordinary To approve the payment of Directors’ fees amounting to RM427,754.10 for Non-
Resolution 5 Executive Directors in respect of the financial year ended 30 June 2020.
Ordinary To approve the payment of Directors’ benefits to Non-Executive Directors up
Resolution 6 to an amount of RM200,000.00 from 24 December 2020 until the next Annual
General Meeting of the Company.
Ordinary To re-appoint Messrs KPMG PLT as Auditors of the Company for the financial year
Resolution 7 ending 30 June 2021 and to authorise the Directors to fix their remuneration.
Special Business
Ordinary Authority to Allot and Issue Shares Pursuant to Sections 75 and 76 of the
Resolution 8 Companies Act, 2016.
Please indicate with an “X” in the appropriate space how you wish your vote to be cast. If you do not indicate how
you wish your proxy to vote on any resolution, the proxy shall vote as he/she thinks fit, or at his/her discretion, abstain
from voting.
*Delete if not applicable
Dated this __________ day of ______________________ 2020 Signature/Seal ___________________________________
Fold this flap for sealing
Notes:
(i) A member of the Company entitled to attend and vote at a meeting of the Company, or at a meeting of any class of members of the
Company, shall be entitled to appoint not more than two (2) proxies to attend and vote in his stead at the meeting.
(ii) A proxy may but need not be a member and there shall be no restriction as to the qualification of the proxy.
(iii) Where a member appoints more than one (1) proxy, he shall specify the proportion of his holdings to be represented by each proxy, failing
which the appointment shall be invalid.
(iv) Where a member is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991, who holds
ordinary shares in the Company for multiple beneficial owners in one securities account (“Omnibus Account”), there is no limit to the number
of proxies which the exempt authorised nominee may appoint in respect of each Omnibus Account it holds.
(v) The instrument appointing a proxy, in the case of an individual shall be signed by the appointer or his/her attorney duly authorised in writing
and in the case of a corporation, either under seal or under the hand of an officer or attorney duly authorised.
(vi) The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or a duly notarised
certified copy of that power or authority, shall be deposited at the office of the Share Registrar of the Company, Boardroom Share
Registrars Sdn Bhd (formerly known as Symphony Share Registrars Sdn Bhd) at 11th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim,
Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia, not less than forty-eight (48) hours before the time for holding the 24th AGM
or adjourned meeting at which the person named in the instrument proposes to vote, or, in the case of a poll, not less than twenty-four (24)
hours before the time appointed for the taking of the poll, and in default, the instrument of proxy shall not be treated as valid.
(vii) The lodging of a completed Form of Proxy to the Share Registrar of the Company will not preclude a member from attending and voting
in person at the meeting should the member subsequently wish to do so. If a member subsequently decide to attend and vote in person at
the meeting, the member is requested to rescind his/her earlier appointment of proxy(ies), and notify the Share Registrar of the Company
before the closing of registration for the 24th AGM.
(viii) For the purpose of determining a member who shall be entitled to attend the 24th AGM, the Company shall be requesting Bursa
Malaysia Depository Sdn Bhd in accordance with Clause 68 of the Company’s Constitution and Section 34(1) of the Securities Industry (Central
Depositories) Act, 1991 to issue a General Meeting Record of Depositors as at 16 December 2020. Only depositor whose name appears on
the General Meeting Record of Depositors as at 16 December 2020 shall be entitled to attend the said meeting or appoint proxies to attend
and/or vote on his/her behalf.
(ix) Pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all resolutions set out in this
Notice will be put to vote by way of poll.
Affix
Stamp