Sasbadi AR 2023

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Corporate Governance

Overview Statement

SASBADI HOLDINGS BERHAD


The Board of Directors (“the Board”) of Sasbadi Holdings Berhad (“Sasbadi Holdings” or “the Company”) is committed
to implementing and maintaining principles and practices of good corporate governance within Sasbadi Holdings and
our subsidiaries (“the Group”) in order to safeguard stakeholders’ investments and the Group’s assets.

This statement provides an overview of the corporate governance practices by the Group during the financial year
ended (“FYE”) 31 August 2023. This overview takes guidance from the key principles laid out in the Malaysian Code on
Corporate Governance (“MCCG”) and is to be read together with the Corporate Governance Report which is available
on the Company’s website at www.sasbadiholdings.com.

ANNUAL REPORT 2023


PRINCIPLE A : BOARD LEADERSHIP AND EFFECTIVENESS
I. BOARD RESPONSIBILITIES

The Board is responsible for the overall strategic direction and leadership of the Group, the adequacy and
effectiveness of the Group’s risk management and internal control system, compliance with the relevant laws and
regulations and maintaining an oversight over Management.

The Board is guided by the Company’s Board Charter which outlines the roles and responsibilities, operation and
processes of the Board. The roles and responsibilities of the Board include, among others, the following:
• Review, challenge and approve the strategic plan prepared by the Management for the Group and to monitor
the implementation of the plan;
• Oversee the conduct of the Group’s business to ensure the objectives are met, the business is sustainable
and the relevant regulations are complied with;
• Identify, assess and manage the principal risks affecting the Group through the implementation of an adequate
and effective system;
• Ensure that there are plans in place for orderly succession of senior management;
• Review the adequacy and effectiveness of the Group’s risk management and internal control system; and
• Oversee the implementation of investor relations policy to enable effective communication between the Group
and the shareholders and other stakeholders.

In order to ensure the effective discharge of the Board’s functions and responsibilities, the Board delegates
specific roles and responsibilities to three (3) Board Committees, i.e. Audit Committee, Nomination Committee
and Remuneration Committee.

(a) Separation of the Positions of Chairman and Managing Director


The Board practices the separation of the positions of Chairman and Managing Director and the division in
their responsibilities. There is a balance of power and authority such that no one individual has unrestricted
powers over decision-making.

Dato’ Salleh Bin Mohd Husein, who is an Independent Non-Executive Director, is the Chairman of the Group
and he leads the Board in the oversight of Management while Mr Law King Hui, who is the Managing Director
of the Group, focuses on the running of the business and day-to-day management of the Group.

(b) Support of Qualified and Competent Company Secretaries


The Board is supported by two (2) qualified, competent and experienced Company Secretaries, who are
Associate members of the Malaysian Institute of Chartered Secretaries and Administrators (“MAICSA”) and are
qualified pursuant to the requirements of the Companies Act 2016, pertaining to corporate secretarial matters
which include, among others, convening of Board, Board Committee and general meetings, preparation of
circular resolutions and minutes of meetings, maintenance of statutory registers and records, prepare and
release of announcements to Bursa Malaysia Securities Berhad (“Bursa Securities”), and advising the Board
on compliance with the relevant laws and regulations and adoption of corporate governance best practices.

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Overview Statement
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(continued)

(c) Access to Information and Advice


The Directors have full and unrestricted access to all information of the Group on a timely and accurate
manner to enable them to discharge their roles and responsibilities effectively. In addition, the Directors have
full and unrestricted access to the Company Secretaries, the external auditors and the outsourced internal
auditors for advice and services. If required, the Directors, collectively and individually, are also entitled to seek
external independent professional advice at the Company’s expense. This is provided for in the Company’s
Board Charter.
ANNUAL REPORT 2023

At the invitation of the Board or Board Committees, key management, external auditors and outsourced
internal auditors will attend the meetings to present reports or information pertaining to their respective areas
to the Board or Board Committees.

(d) Board Meetings


The Board shall meet at least four (4) times in a financial year and additional meetings may be convened
as and when necessary. All Directors shall comply with the attendance requirement as set out in the Main
Market Listing Requirements (“MMLR”) of Bursa Securities. Agenda for the meetings, Board papers and any
other relevant documents shall be distributed in advance to enable the Board members to have sufficient time
to prepare for the meeting and to arrive at informed decisions. The Board may also invite members of the
Management to attend the Board meeting to provide further information or explanation to the Board members.
Any Director who has interests or is conflicted with regard to the business transaction being deliberated at
the meeting, shall abstain from participating in the discussion or decision process pertaining to the matter.
The Company Secretaries shall keep minutes of the Board meetings.

For the FYE 31 August 2023, there were five (5) Board meetings held and the attendance records of the
Directors are as follows:

Member Attendance

Dato’ Salleh Bin Mohd Husein 5 out of 5


Law King Hui 5 out of 5
Lee Swee Hang 5 out of 5
Law Yi Chian 5 out of 5
Dato’ Noor Rezan Binti Bapoo Hashim 5 out of 5
Tang Yuen Kin 5 out of 5
Datu Dr Rashidah Binti Bolhassan (appointed on 18 April 2023) 1 out of 1
Law En Ruey (appointed on 30 October 2023) Not applicable

All the Directors complied with the minimum 50% attendance in respect of Board Meetings held during the
FYE 31 August 2023 as stipulated under Paragraph 15.05 of the MMLR of Bursa Securities.

(e) Code of Conduct, Whistle-Blowing Policy and Anti Bribery and Corruption Policy
The Board has put in place a Code of Conduct which sets out certain values, principles and standards of
good conduct expected of the Directors and employees at work. A copy of the Code of Conduct can be
viewed on the Company’s website, www.sasbadiholdings.com. The Code of Conduct will be reviewed from
time to time for changes and new developments in the external and internal environment.

All Directors and employees of the Group are required to observe the Code of Conduct which provides
guidance as to the ethical conduct to be complied to uphold the principles of honesty and integrity, to
ensure a high standard of ethical and professional conduct is upheld in the performance of their duties and
responsibilities.

Any Director or employee who knows of, or suspects, a violation of the Code of Conduct, is encouraged
to whistle-blow or report the violation or suspected violation through the Whistle-Blowing Policy of the
Company. A copy of the Whistle-Blowing Policy of the Company can be viewed on the Company’s website,
www.sasbadiholdings.com. For the FYE 31 August 2023, there was no report of any violation of the Code
of Conduct.

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Overview Statement

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(continued)

The Group also established and adopted the Anti-Bribery and Corruption Policy (“ABC Policy”), guided by
the Guidelines on Adequate Procedures issued pursuant to Section 17A of the Malaysian Anti-Corruption
Commission (“MACC”) Act 2009 (Amendment 2018). The ABC Policy sets out the parameters to prevent
the occurrence of bribery and corrupt practices and to provide information and guidance to all employees,
Directors and associated third parties on how to recognise and deal with bribery and corruption issues. The
Group is committed to conducting business dealings in an honest and ethical manner. The ABC Policy can
be viewed on the Company’s website, www.sasbadiholdings.com.

(f) Directors’ Fit and Proper Policy

ANNUAL REPORT 2023


The Board also adopted the Directors’ Fit and Proper Policy, that serves as a guide to the Nomination Committee
and the Board in their review and assessment of candidates to be appointed to the Board as well as existing
directors who are retiring and seeking re-election. The aforesaid policy serves to ensure that the person to
be appointed or re-elected as a director possesses the necessary character and integrity, experience and
competence as well as the ability to discharge and give appropriate commitment and participation and contribution
to the Board and the Company. The Directors’ Fit and Proper Policy is published on the Company’s website at
www.sasbadiholdings.com.

(g) Sustainability
The Board recognises the importance of sustainability, encompassing environmental, social and governance
(“ESG”) considerations, along with its associated risks and opportunities for the Group. In alignment with
this commitment, on 17 January 2023, the Board has approved and adopted the Sustainability Policy. The
Board is the highest governing body and has the overall responsibility for the Sustainability matters within the
Group. The Board delegates the responsibility for identifying sustainability risks relating to the Group to the
Audit Committee. The Board and the Audit Committee undertake the process of identifying sustainability risk
and devising appropriate strategies, plan and targets to address the risks on a yearly basis, with intervening
reviews carried out as and when required.

The Group Managing Director leads the members of the senior management team (collectively known as
“Management”) in implementing the sustainability strategies and plans and the Management will be reporting
to the Audit Committee and Board on a periodic basis.

II. BOARD COMPOSITION

During the FYE 31 August 2023, the Board is made up of three (3) Executive Directors (including the Group
Managing Director) and four (4) Independent Non-Executive Directors (including the Chairman). Subsequent to the
FYE 31 August 2023, Mr Law En Ruey, was appointed to the Board on 30 October 2023 as Executive Director.
The Board composition provides a good mix of experience and diversity in skills and expertise while maintaining
a good balance between Executive and Independent Directors.

The Board has also complied with paragraph 15.02 of the MMLR of Bursa Securities, which requires at least two
(2) Directors or one-third (1/3) of the Board of the Company, whichever is the higher, to be independent. This
is also in line with Practice 5.2 of the MCCG which requires at least half of the Board to comprise independent
Directors. The composition and size of the Board are assessed by the Board through the Nomination Committee
appointed by the Board annually or as and when the need arises.

The Board through the Nomination Committee assess the independence of the Independent Directors on an
annual basis based on the criteria formulated by the Nomination Committee. This is to mitigate risks arising from
conflict of interest or undue influences from interested parties. Based on the assessment in FYE 31 August 2023,
the Board reviewed, assessed and was satisfied with the independence demonstrated by all of the Independent
Directors and their ability to act in the best interest of the Company.

MCCG recommends that the tenure of an Independent Director should not exceed a cumulative term of nine (9)
years and, upon completion of the nine (9) years, an Independent Director may continue to serve on the Board
subject to the Director’s re-designation as a Non-Independent Director. In the event the Board intends to retain
an Independent Director beyond nine (9) years, they should provide justification and seek annual shareholders’
approval through a two-tier voting process.

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Overview Statement
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(continued)

Dato’ Salleh Bin Mohd Husein and Dato’ Noor Rezan Binti Bapoo Hashim were appointed as the Independent
Non-Executive Chairman and Senior Independent Non-Executive Director respectively on 7 May 2013 and both
have exceeded a cumulative term of nine (9) years as prescribed under the MCCG.

The Board through the Nomination Committee has undertaken relevant assessment and recommended that
both Dato’ Salleh Bin Mohd Husein and Dato’ Noor Rezan Binti Bapoo Hashim be retained as Independent
Non-Executive Directors based on the following justifications:
• Confirmation and declaration that they met the criteria of Independent Director prescribed under Paragraph
ANNUAL REPORT 2023

1.01 of the Listing Requirements of Bursa Securities;


• Confirmation and declaration that they have no conflict of interests with the Company and have not been
entering/are not expected to enter into contract(s) especially material contract(s) with the Company and/or its
subsidiary companies; and
• Their length of service on the Board do not in any way interfere with their exercise of balance and objective
views to Board deliberations. Their experiences and knowledge in the Group’s business and operations enable
them to contribute effectively to Board deliberations and decision making.

The Board acknowledges that gender diversity is one of the key attributes to an effective and balanced board.
In this regard, it is committed to having female representation on the Board though no specific target percentage
is set. The Board has adopted the Gender Diversity Policy and the Group ensures equal opportunity is given to
an individual whether for appointment as a Director or employment within the Group, based on merits and not
on any gender, age or racial bias. Currently, the Board has three (3) female members out of a total of eight (8)
Board members, representing a percentage of approximately 38%.

(a) Establishment of Nomination Committee


The Nomination Committee comprises the following members:

Chairman : Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director)
Members : Tang Yuen Kin (Independent Non-Executive Director)
Datu Dr Rashidah Binti Bolhassan (Independent Non-Executive Director)
(appointed on 18 April 2023)
Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman)
(resigned on 18 April 2023)

All the members are Independent Non-Executive Directors and the Chairman, Dato’ Noor Rezan Binti Bapoo
Hashim is our Senior Independent Non-Executive Director.

The full Terms of Reference setting out the Nomination Committee’s composition, meeting proceedings,
functions and reporting procedures, can be viewed on the Company’s website, www.sasbadiholdings.com.

The functions of the Nomination Committee under its Terms of Reference include, among others, assessing
and recommending candidates for directorships to the Board and undertaking annual assessment of the
effectiveness of the Directors individually and as a whole.

A summary of activities carried out by the Nomination Committee during the FYE 31 August 2023 is as follows:
• Reviewed the Board’s and Board Committees’ structure, size, composition and diversity, and was satisfied
with the review given the size of the Group and its business operations;
• Reviewed the assessment of performance of the individual Directors, the Board as a whole and the
Board Committees, and the independence of the Independent Directors, and was satisfied with the
experiences, contributions, competencies and mix of skills of the Directors to enable the Board and the
Board Committees to discharge their respective duties and responsibilities effectively, as well as with the
independence of the Independent Directors. It was also concurred from the assessment that the Board
could work as a team and arrive at consensual decisions;
• Reviewed and assessed the Directors who are subject to retirement by rotation and casual vacancy, before
recommending to the Board the tabling for shareholders’ approval of the re-election of the said Directors
at the previous Annual General Meeting (“AGM”) held on 16 February 2023;

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Corporate Governance
Overview Statement

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(continued)

• Reviewed the need for continuous training and development by the Directors;
• Reviewed the term of office and performance of the Audit Committee and each of its members and was
satisfied that the Audit Committee had carried out its duties in accordance with its Terms of Reference;
• Reviewed the list of key senior management (including their profiles) and their potential successors; and
• Reviewed and recommended to the Board on the appointment on Datu Dr Rashidah Binti Bolhassan as
Independent Non-Executive Director. The Nomination Committee also recommended Datu Dr Rashidah Bin
Bolhassan to be appointed as member of the Audit Committee, Remuneration Committee and Nomination
Committee in place of Dato’ Salleh Bin Mohd Hussien, to be in line with the Practice 1.4 of the MCCG i.e.

ANNUAL REPORT 2023


the Chairman of the Board should not be a member of the Audit Committee, Remuneration Committee
or Nomination Committee.

The Board is satisfied with the level of time committed by the Directors in discharging their respective duties
and roles as Directors of the Company. All the Directors of the Company have complied with paragraph
15.06 of the MMLR of Bursa Securities on the restriction on the number of directorships held in public listed
companies.

(b) Board and Board Committee Evaluation


The Board has also put in place a formal process for the assessment of performance of the individual
Directors, the Board as a whole and the Board Committees, as well as the independence of the Independent
Directors, and the assessment is done on an annual basis. The Directors are given a set of questionnaires
covering assessments of the Board, Board Committees, individual Director and independence assessments
for Independent Directors to collect their feedback, views, commentary and suggestions for improvements.

(c) Directors’ Training


The Directors are encouraged to attend continuing education programmes to upgrade their knowledge and
enhance their skills.

Details of some of the training programmes/forums/seminars/conferences attended/participated by the


Directors for the FYE 31 August 2023:

Director Title of Training Programme/Forum/Seminar/Conference Date

Dato’ Salleh Bin • KPMG Asia Pacific Board Leadership Centre Webinar: 6 July 2023
Mohd Husein 2023 Board and Audit Committee Priorities
• Tertiary Infotech Sdn Bhd: Finance for Non-Finance 1 March 2023
Managers
• Securities Commission’s Audit Oversight Board Conversation 17 November 2022
with Audit Committees

Law King Hui • International Publishers Association: Artificial Intelligence & 26 April 2023
Publishing
• Xiamen University Malaysia: Intellectual Properties and 24 March 2023
Innovation under the RCEP Framework – Opportunities
for Cooperation Conference
• Department of Educational Psychology and Counseling 28 February 2023
Faculty of Education University Malaya: Reimagine Inclusive
Education
• Malaysian Institute of Management: Building Towards a 15 December 2022
Corrupt-Free Nation – Fighting Corruption and Embracing
a Culture of Compliance for Good Governance
• MIRA: What Investors/Analysts Want in Terms of Disclosures 1 November 2022
From PLCS

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Corporate Governance
Overview Statement
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(continued)

Director Title of Training Programme/Forum/Seminar/Conference Date

Lee Swee Hang • Bursa Malaysia: Advocacy Session on the Continuing 22 August 2023
Disclosure Requirements & Corporate Disclosure Policy of
Listing Requirements
• International Publishers Association: Artificial Intelligence & 26 April 2023
Publishing
• MIRA: What Investors/Analysts Want in Terms of Disclosures 1 November 2022
ANNUAL REPORT 2023

From PLCS

Law Yi Chian • Bursa Malaysia: Advocacy Session on the Continuing 22 August 2023
Disclosure Requirements & Corporate Disclosure Policy of
Listing Requirements
• Bursa PLCs Investor Relations Series: What Do Investors 28 July 2023
Look For in Your Company
• KPMG Board Leadership Center Exclusive: Understanding 2 November 2022
the Requirements in Bursa’s Enhanced Sustainability
Reporting Framework

Dato’ Noor • Tertiary Infotech Sdn Bhd: Finance for Non-Finance 24 May 2023
Rezan Binti Managers
Bapoo Hashim • KPMG Board Leadership Center Exclusive: Understanding 2 November 2022
the Requirements in Bursa’s Enhanced Sustainability
Reporting Framework
• KPMG Board Leadership Center Exclusive: Human Rights 27 September 2022
Risk Management for Malaysian Companies

Tang Yuen Kin • Securities Commission’s Audit Oversight Board Conversation 6 December 2022
with Audit Committees
• McCombs School of Business, University of Texas at 22 August 2022 to
Austin, United States of America: Post Graduate Program 2 April 2023
in Data Science and Business Analytics
• University of Illinois at Urbana-Champaign, United States of Commenced on
America: Business Administration (Online) – iMBA Program 17 March 2021,
and on-going

Datu Dr • Bursa Malaysia: Mandatory Accreditation Programme 1 28 – 30 August 2023


Rashidah Binti • Panel Member for Universiti Malaysia Sarawak: Management 20 June 2023
Bolhassan of Cultural Heritage: Safeguarding Intangible Cultural
Heritage – An Interactive Workshop
• Speaker for Sarawak Women of Tomorrow: Enhancing 9 June 2023
Entrepreneurship Mindset For Sustainable Economic
Growth
• Panel Speaker for the Kuala Lumpur International Book Fair 31 May 2023
2023: The One Talk – My Library, My Pride
• Panel Speaker for Tabung Ekonomi Gagasan Anak Sarawak 27 May 2023
(TEGAS): Women in Innovation & Intellectual Property
• Speaker for Universiti Malaysia Sarawak: Three-tiered 12 May 2023
Indigenous Knowledge – A Method for Safeguarding
Intangible Cultural Heritage

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Overview Statement

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(continued)

III. REMUNERATION

(a) Establishment of Remuneration Committee


The Remuneration Committee comprises the following members:
Chairman : Tang Yuen Kin (Independent Non-Executive Director)
Members : Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director)
Datu Dr Rashidah Binti Bolhassan (Independent Non-Executive Director)
(appointed on 18 April 2023)

ANNUAL REPORT 2023


Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman)
(resigned on 18 April 2023)

All the members are Independent Non-Executive Directors.

The full Terms of Reference setting out the Remuneration Committee’s composition, meeting proceedings,
functions and reporting procedures can be viewed on the Company’s website, www.sasbadiholdings.com.

A summary of activities carried out by the Remuneration Committee during the FYE 31 August 2023 is as
follows:
• Discussed and reviewed Directors’ fees for the FYE 31 August 2023 prior to recommending to the Board
the tabling for shareholders’ approval of the said fees at the Tenth AGM held on 16 February 2023;
• Discussed and reviewed the Executive Directors’ remuneration;
• Reviewed the employees’ unutilised annual leave; and
• Reviewed the performance of the principal officers/key senior management of the Group for the FYE
31 August 2022.

(b) Directors’/Key Management Personnel’s Remuneration


The Remuneration Committee has put in place a Remuneration Framework and Policy with the objectives
of creating a fair and transparent system for determining the appropriate levels of remuneration for both
Executive and Non-Executive Directors, and to ensure that the levels of remuneration are sufficient to attract
and retain persons having the right skills, experience, competence and expertise to serve as Executive and
Non-Executive Directors in the Company. None of the Executive Directors, Non-Executive Directors and
senior management personnel participates in determining his/her individual remuneration packages, which
are reviewed annually.

Details of aggregate remuneration received by the Directors from the Company and the Group for the FYE
31 August 2023 are as follows:
Estimated
Employees’ Value of
Provident Benefits-in-
Fees Salaries Fund kind Total
Director RM’000 RM’000 RM’000 RM’000 RM’000
Dato’ Salleh Bin Mohd Husein 60 – – – 60
Law King Hui 40 360 15 35 450
Lee Swee Hang 40 216 10 7 273
Law Yi Chian 40 216 27 17 300
Dato’ Noor Rezan Binti Bapoo Hashim 60 – – – 60
Tang Yuen Kin 60 – – – 60
Datu Dr Rashidah Binti Bolhassan 22 – – – 22

Total 322 792 52 59 1,225

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Corporate Governance
Overview Statement
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(continued)

With the best interest of the Group in mind, and taking into consideration the sensitivity, privacy, security, issue
of staff poaching, the Board has opted not to disclose on a named basis the top five senior management’s
remuneration in the bands of RM50,000. Instead, the Company will disclose the top five senior management’s
remuneration on an aggregate basis.

The top five senior management’s remuneration on an aggregate for the FYE 31 August 2023, is as follows:

RM’000
ANNUAL REPORT 2023

Salaries and bonus 1,058


Other Emoluments 106
Total 1,164

Liability Insurance to indemnify the Directors and officers of the Group against liabilities incurred by them during
the discharge of their duties while in office.

PRINCIPLE B : EFFECTIVE AUDIT AND RISK MANAGEMENT


I. AUDIT COMMITTEE

The Audit Committee comprises the following members:


Chairman : Tang Yuen Kin (Independent Non-Executive Director)
Members : Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director)
Datu Dr Rashidah Binti Bolhassan (Independent Non-Executive Director)
(appointed on 18 April 2023)
Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman)
(resigned on 18 April 2023)

Please refer to the Audit Committee Report contained in the Annual Report for more information.

Relationship with the External Auditors


The Audit Committee reviews and monitors the suitability and independence of the external auditors on an annual
basis. In addition, the Audit Committee has obtained confirmation from the external auditors that they are and
have been independent throughout the conduct of the audit engagement. For the FYE 31 August 2023, the fees
incurred by the Group in relation to the non-audit services by the external auditors amounts to RM13,000.

II. RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK


The Board recognises the importance of having effective governance, embedding risk management and internal
control processes. The Board also acknowledges its overall responsibility for maintaining a sound risk management,
internal control system and reviewing their adequacy and effectiveness in order to safeguard stakeholders’
investments and the Group’s assets.

Details on the risk management and internal control system of the Group are set out in the Statement on Risk
Management and Internal Control of this Annual Report.

The Group has outsourced the internal audit function to a professional services firm, Sterling Business Alignment
Consulting Sdn Bhd, which is independent of the activities and operations of the Group. The outsourced internal
auditors report directly to the Audit Committee. Details on the internal audit function are set out in the Audit
Committee Report and the Statement on Risk Management and Internal Control of this Annual Report.

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Overview Statement

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(continued)

PRINCIPLE C : INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL


RELATIONSHIP WITH STAKEHOLDERS
I. COMMUNICATION WITH STAKEHOLDERS

The Board recognises the importance of maintaining effective communication between the Company and its
potential investors or shareholders together with timeliness and equal dissemination of information. This will
enhance their understanding of the Group’s performance and position and assist them into making informed
decisions.

ANNUAL REPORT 2023


The Board believes the AGM is a principal forum for dialogue and communication with shareholders. Stakeholders
are also able to obtain latest information on the Group from the Company’s website and are encouraged to contact
the Company should they require more information. In this regard, Management hold meetings and engagements
with stakeholders regularly upon request and through roadshows, dialogues and forums.

II. CONDUCT OF GENERAL MEETINGS

Notice of the AGM together with a copy of Annual Report are sent out to the shareholders at least 28 days
before the date of the meeting to provide the shareholders sufficient time to prepare for the meeting and to make
informed decisions at the meeting.

The Company will allocate sufficient time during the AGM and Extraordinary General Meeting(s) (“EGM”) for a
Question-and-Answer session whereby the Chairman together with the other Board members will be present to
answer any questions and possible concerns that the shareholders may have on the Group and its operations.

Senior Management and the Group’s external auditors as well as the Company’s advisers are also available to
respond to shareholders’ questions during the AGM/EGM as the case may be.

The Company shall conduct poll voting for all resolutions set out in the notice of any general meeting in accordance
with the MMLR of Bursa Securities.

COMPLIANCE STATEMENT
The Board is satisfied that throughout FYE 31 August 2023, the Company has applied the principles and
recommendations of the corporate governance set out in the MCCG, where necessary and appropriate.

This Corporate Governance Overview Statement was approved by the Board 7 December 2023.

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Audit Committee
SASBADI HOLDINGS BERHAD

Report
The Audit Committee has been established to assist the Board of Directors (“the Board”) of Sasbadi Holdings Berhad
(“Sasbadi Holdings” or “the Company”) in fulfilling its fiduciary responsibilities relating to corporate accounting, financial
reporting practices, system of internal controls, audit processes and monitoring of compliance with laws and regulations
(Note: Sasbadi Holdings and its subsidiaries are collectively referred to as “the Group” herein).

MEMBERS OF THE AUDIT COMMITTEE


The Audit Committee comprises the following members:
ANNUAL REPORT 2023

Chairman : Tang Yuen Kin (Independent Non-Executive Director)


Members : Dato’ Noor Rezan Binti Bapoo Hashim (Senior Independent Non-Executive Director)
Datu Dr Rashidah Binti Bolhassan (Independent Non-Executive Director) (appointed on 18 April 2023)
Dato’ Salleh Bin Mohd Husein (Independent Non-Executive Chairman) (resigned on 18 April 2023)

The composition of the Audit Committee complies with paragraph 15.09 of the Main Market Listing Requirements
(“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa Securities”), as follows:
• The Audit Committee comprises three (3) members;
• All the members are Independent Non-Executive Directors; and
• The Chairman, Tang Yuen Kin, is a member of the Malaysian Institute of Accountants.

TERMS OF REFERENCE
The full Terms of Reference setting out the Audit Committee’s composition, meeting proceedings, authority, functions
and duties can be viewed on the Company’s website, www.sasbadiholdings.com.

ATTENDANCE OF MEETINGS
During the financial year ended (“FYE”) 31 August 2023, the Audit Committee held a total of five (5) meetings. The
attendance of the members of the Audit Committee at the meetings is as follows:

Member Attendance

Tang Yuen Kin 5 out of 5


Dato’ Noor Rezan Binti Bapoo Hashim 5 out of 5
Datu Dr Rashidah Binti Bolhassan (appointed on 18 April 2023) 1 out of 1
Dato’ Salleh Bin Mohd Husein (resigned on 18 April 2023) 4 out of 4

The agenda for the meetings, together with the relevant papers and reports and minutes of the previous meetings,
were distributed to the members prior to the meetings. The Company Secretary attended all the meetings held during
the financial year under review. In addition, the Group Managing Director and other Executive Directors, the Group
Chief Financial Officer, key management personnel, external auditors and outsourced internal auditors also attended
the meetings when invited by the Audit Committee to provide and present reports or information during the deliberation
of matters pertaining to their respective areas, in the meetings.

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Audit Committee
Report

SASBADI HOLDINGS BERHAD


(continued)

SUMMARY OF WORK OF THE AUDIT COMMITTEE DURING THE FYE 31 AUGUST 2023
During the FYE 31 August 2023, the Audit Committee had, in discharging its functions and duties, carried out, among
others, the following work:

Financial reporting / Annual reporting


• Reviewed and recommended for the Board’s approval the unaudited financial results of the Group for announcement
to Bursa Securities for the following financial quarters:

ANNUAL REPORT 2023


• Fourth quarter ended 31 August 2022
• First quarter ended 30 November 2022
• Second quarter ended 28 February 2023
• Third quarter ended 31 May 2023

The review was to ensure that the unaudited quarterly financial results were prepared in accordance with the
requirements of Malaysian Financial Reporting Standard 134, International Accounting Standard 34: Interim Financial
Reporting, and paragraph 9.22 and Part A of Appendix 9B of the MMLR of Bursa Securities. The review also
covered, among others, the accuracy and adequacy of disclosure of information, the Group’s performance and
financial position for the respective quarters, segmental performance, seasonality of operations, prospects, etc;

• Reviewed the audited financial statements for the FYE 31 August 2022 before recommending for the Board’s
approval. The review was to ensure that the financial statements were prepared in accordance with Malaysian
Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies
Act 2016;

• Reviewed the assessment report/checklist relating to risk management and internal control prepared by Management
for the purpose of the Statement on Risk Management and Internal Control (“SORMIC”) for inclusion in the Annual
Report for the FYE 31 August 2022;

• Reviewed and recommended for the Board’s approval the SORMIC and the Audit Committee Report (“AC Report”)
for inclusion in the Annual Report for the FYE 31 August 2022. The review was to ensure that the SORMIC and
the AC Report were prepared in accordance with the MMLR of Bursa Securities;

• Reviewed the Group’s management budget for the FYE 31 August 2023 before recommending for the Board’s
approval and adoption; and

• Reviewed the revised Audit Committee Terms of Reference before recommending for the Board’s endorsement.

External audit
• Reviewed and discussed with the external auditors, i.e. BDO PLT, on the audit for the FYE 31 August 2022. At
the meeting, BDO PLT reported that, during the course of the performance of the audit, they had not been made
aware of any serious offence involving fraud or dishonesty being or which has been committed in the Group. The
Management also represented, among others, the same (i.e. no knowledge of any serious offence involving fraud
or dishonesty being or which has been committed in the Group) to BDO PLT;

• Without the presence of Executive Directors and Management, discussed with BDO PLT on any issues, problems
and reservations arising from the audit for the FYE 31 August 2022, and any other matters that they would want
to bring to the attention of the Audit Committee;

• Assessed the suitability of BDO PLT as the external auditors of the Group based on the criteria in relation to the
re-appointment of external auditors as prescribed under the MMLR of Bursa Securities, such as the adequacy
of BDO PLT’s experience and resources and the capability of the audit team assigned to the audit, as well as
their independence, before recommending to the Board for the tabling to the shareholders for approval of the re-
appointment of BDO PLT as the external auditors of the Company, at the previous annual general meeting held
on 16 February 2023;

63
Audit Committee
Report
SASBADI HOLDINGS BERHAD

(continued)

• Reviewed and discussed with the external auditors, BDO PLT, on their audit plan for the FYE 31 August 2023
covering the audit scope, audit methodology, timetable and milestones, audit materiality, audit focus areas
and reported observations in prior year’s audit, before endorsing and recommending to the Board for adoption;
and

• Reviewed the audit and non-audit fees of the external auditors for the FYE 31 August 2023 before recommending
for the Board’s approval.

Internal audit
ANNUAL REPORT 2023

• Reviewed, discussed and approved the outsourced internal auditors’ audit plan (covering the scope of work,
subsidiaries being audited, estimated number of man-days, audit schedule and reporting timeline) and fees for the
FYE 31 August 2023 before recommending for the Board’s endorsement; and

• Reviewed and deliberated on the outsourced internal auditors’ reports as detailed in the Internal Audit Function
section below, and follow up on the actions taken by the Management in addressing the issues and recommendations
raised by the internal auditors.

Risk management
• Reviewed the updated Registry of Risks and Risk Matrix prepared by the Risk Management Team (“RMT”). While
the risk ratings remained consistent, the total number of risk factors has increased after incorporating the additional
risk in managing the environment, social and governance (“ESG”) strategies and challenges. The Audit Committee
also take note of the changes in the suggested risk control action.

INTERNAL AUDIT FUNCTION


The internal audit function of the Group is outsourced to Sterling Business Alignment Consulting Sdn Bhd, an external
professional firm which is independent of the activities and operations of the Group. They carried out review on the
adequacy of the internal control system of the Group. The outsourced internal auditors report directly to the Audit
Committee.

A summary of the work carried out by the outsourced internal auditors during the FYE 31 August 2023 is as follows:

• Prepared and presented an internal audit plan for the FYE 31 August 2023 to the Audit Committee. The focus of
the internal audit plan for the FYE 31 August 2023, as approved by the Audit Committee was on major subsidiaries
of the Company;

• Undertook the internal control assessment in accordance with the internal audit plan for the FYE 31 August 2023,
covering the following companies and functional areas/sections:
i. Sasbadi Sdn Bhd, Sasbadi Online Sdn Bhd, Orbit Buku Sdn Bhd and Malaysian Book Promotions Sdn Bhd
– Sales and Marketing
ii. United Publishing House (M) Sdn Bhd
– Finance and Accounts
– Sales and Marketing

• Undertook follow-up review on previously reported audit findings to ensure weaknesses identified have been or
are being addressed; and

• Presented the reports on internal control assessment setting out their findings and recommendations, and
Management’s responses and actions, to the Audit Committee for deliberation.

The fees incurred by the Group in relation to outsourced internal audit function for the FYE 31 August 2023 were
RM30,000.

64
Statement On Risk Management
And Internal Control

SASBADI HOLDINGS BERHAD


INTRODUCTION
The Board of Directors (“the Board”) of Sasbadi Holdings Berhad (“Sasbadi Holdings” or “the Company”) is pleased
to present the following Statement on Risk Management and Internal Control of Sasbadi Holdings and its subsidiaries
(“the Group”) for the financial year ended (“FYE”) 31 August 2023. This Statement has been prepared in accordance
with paragraph 15.26(b) of the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa
Securities”) and guided by the Statement on Risk Management and Internal Control: Guidelines for Directors of Listed
Issuers, issued by the Taskforce on Internal Control with the support and endorsement of Bursa Securities (“the Guidelines”).

ANNUAL REPORT 2023


BOARD RESPONSIBILITIES
The Board recognises the importance of having effective governance, embedding risk management and internal control
processes in order for the Group to achieve its objectives and sustain growth and success in its business operations.
In this regard, the Board acknowledges its overall responsibility for maintaining a sound risk management and internal
control system and for reviewing their adequacy and effectiveness in order to safeguard stakeholders’ investments
and the Group’s assets. While maintaining overall responsibility, the Board has delegated its functions pertaining to
risk management and internal controls to the Audit Committee. In addition, the Board and the Audit Committee are
assisted by the Management in the implementation of the policies and procedures established by the Board on risk
management and internal controls.

The Board recognises that, due to the limitations inherent in any internal control system, the system is designed to
manage, and not to eliminate, the risk of failure to achieve the Group’s business objectives, and it can only provide
reasonable but not absolute assurance against material misstatement of financial information and records, or against
financial losses or fraud.

RISK MANAGEMENT
The Group has put in place a risk management framework (“RM Framework”) to assist the Group in managing the
various risks faced in its daily business operations. Under the RM Framework, a Risk Management Team (“RMT”),
headed by the Group Chief Financial Officer and comprising the Heads of various functions and departments within
the Group, has been established to actively manage the risks faced by the Group. The RMT reports to the Executive
Management Team (“EMT”) comprising the Executive Directors, and the Audit Committee, who both in turn report to
the Board.

The RMT adopts a strategic approach towards risk management which involves risk identification, evaluation, treatment,
monitoring and review. The RMT has been assessing, monitoring and managing the risks on a monthly basis via the
use of a checklist of risks. In addition, the risks identified together with the steps taken/to be taken to mitigate the
risks are deliberated during the periodic management meetings attended by the EMT and the RMT.

INTERNAL CONTROL SYSTEM


The key elements of the Group’s internal control system include, among others, the following:
• Defined organisation structure with proper segregation of duties, responsibilities and authorities among the Directors,
management and employees;
• Board Committees (i.e. Audit Committee, Nomination Committee and Remuneration Committee) which undertake their
duties and responsibilities according to their delegated functions as set out in their respective Terms of Reference;
• Formalised Code of Conduct, Whistle-Blowing Policy, Anti-Bribery and Corruption Policy, Directors’ Fit and Proper
Policy and Sustainability Policy. For the financial year under review, there were no concerns raised of any wrongdoing
or improper conduct involving the Group or its Directors or employees;
• Documentation of key business processes and authority matrix to ensure decisions are made by the relevant
individuals/groups within the authority limits established;
• Periodic Board, Board Committee and management meetings to discuss, among others, financial, operational, risk
and compliance matters;
• Annual budgeting process whereby the annual budget prepared by management is tabled for the Audit Committee’s
review before being approved by the Board;
• Outsourced internal audit function which reports to the Audit Committee;
• Employment procedures and processes to facilitate the recruitment and evaluation of employees; and
• Insurance coverage on the Group’s assets, where necessary.
65
Statement On Risk Management
And Internal Control
SASBADI HOLDINGS BERHAD

(continued)

INTERNAL AUDIT FUNCTION


The Group has outsourced the internal audit function to a professional service firm, which is independent of the
activities and operations of the Group, to review the adequacy and effectiveness of the internal control system of the
Group. The outsourced internal auditors, which report directly to the Audit Committee, conducted internal control
assessment on the Group in order to identify areas for improvement, besides compliance with internal best practices,
guidelines and objectives.

During the financial year under review, the outsourced internal auditors have carried out an internal control assessment
ANNUAL REPORT 2023

based on the internal audit plan for the FYE 31 August 2023 as approved by the Audit Committee, covering the
following subsidiaries and functional areas/sections:

i. Sasbadi Sdn Bhd, Sasbadi Online Sdn Bhd, Orbit Buku Sdn Bhd and Malaysian Book Promotions Sdn Bhd
• Sales and Marketing, in respect of new market identification processes and procedures, distributors / agents
appointment processes and procedures, new customer / sales leads generation and monitoring, pricing
control processes and procedures, order processing, selling and distribution expenses allocation processes
and procedures, credit and accounts receivables management, customer retention management, performance
monitoring and reporting and implementation process of business development strategy.

ii. United Publishing House (M) Sdn Bhd


• Finance and Accounts, in respect of billing and revenue recognition processes and procedures, collection
and receivables processes and procedures, payment processes and procedures, debit note and credit note,
cash flow management, capital asset management, development costs capitalisation and amortisation and
inter-company billing.
• Sales and Marketing, in respect of new market identification processes and procedures, distributors / agents
appointment processes and procedures, new customer / sales leads generation and monitoring, pricing
control processes and procedures, order processing, selling and distribution expenses allocation processes
and procedures, credit and accounts receivables management, customer retention management, performance
monitoring and reporting and implementation process of business development strategy.

iii. Follow-up review on previously reported audit findings to ensure weaknesses identified have been or are being
addressed.

Upon completion of the work, the outsourced internal auditors presented their reports to the Audit Committee during
the quarterly meetings whereby the outsourced internal auditors’ findings and recommendations as well as the
Management’s responses and action plans were deliberated.

WEAKNESSES IN INTERNAL CONTROLS WHICH RESULTED IN MATERIAL LOSSES,


IF ANY
During FYE 31 August 2023 and up to the date of approval for issuance of this Statement, there were no material
losses incurred by the Group arising from weaknesses in its internal control system.

66
Statement On Risk Management
And Internal Control

SASBADI HOLDINGS BERHAD


(continued)

MANAGEMENT RESPONSIBILITIES AND ASSURANCE


In accordance to the Guidelines, the Management is responsible to the Board for identifying risks relevant to the business
of the Company’s objectives and strategies, implementing and maintaining a sound system of risk management and
internal control, and monitoring and reporting to the Board of significant control deficiencies and changes in risks that
could significantly affect the Company’s achievement of its objectives and performance.

In producing this Statement, the Board has received assurance from the Group Managing Director and the Group
Chief Financial Officer that, to the best of their knowledge, the Group’s risk management and internal control system

ANNUAL REPORT 2023


is operating adequately and effectively, in all material aspects, based on the existing risk management and internal
control system of the Group for FYE 31 August 2023.

REVIEW OF THIS STATEMENT


Pursuant to paragraph 15.23 of the MMLR of Bursa Securities, the Company’s external auditors have reviewed this
Statement for inclusion in the 2023 Annual Report of the Company, and have reported to the Board that nothing has
come to their attention that causes them to believe that this Statement is inconsistent with their understanding of
the process adopted by the Board in reviewing the adequacy and integrity of the system of internal control and risk
management.

CONCLUSION
Based on the foregoing, the Board is of the view that the Group’s risk management and internal control system is
adequate and effective.

67
Additional Compliance
SASBADI HOLDINGS BERHAD

Information
EMPLOYEES’ SHARE OPTION SCHEME (“ESOS”)
The Company has implemented an ESOS of up to ten percent (10%) of the Company’s total number of issued shares
(excluding treasury shares, if any) for the eligible employees and Executive Directors of the Group (i.e. Sasbadi Holdings
and its subsidiaries) effective from 1 September 2016 for a duration of five (5) years, expiring on 31 August 2021.
On 17 February 2021, the Board of Directors has approved the extension of the ESOS for a further period of five (5)
years to 31 August 2026.

The details of the ESOS during the FYE 31 August 2023 are as follows:
ANNUAL REPORT 2023

Description Number of Options

Total number of options outstanding as at 1 September 2022 16,465,000


Total number of options granted to eligible employees –
Total number of options exercised (8,770,000)
Total number of options expired / forfeited (4,365,000)
Total number of options outstanding as at 31 August 2023 3,330,000

In accordance with the By-Laws of the ESOS, not more than 80% of the options available under the ESOS shall be
allocated, in aggregate to the Executive Directors and senior management. The were no new ESOS options granted to
the senior management during the FYE 31 August 2023. The total ESOS options granted to the senior management
represents 29.22% of the total ESOS options granted since the commencement of the ESOS scheme.

There were no options offered to any Director of the Company in respect of FYE 31 August 2023 and since
commencement of the ESOS.

AUDIT AND NON-AUDIT FEES


The amount of audit and non-audit fees incurred by the Group and the Company for services rendered by the external
auditors or a firm or corporation affiliated to the external auditors to the Group and the Company during the FYE 31
August 2023 are as follows:

Group Company

RM’000 RM’000
Audit services
– BDO PLT 303 65
Non-audit services 13 8

The non-audit services provided by the external auditors were in relation to the review of the Statement on Risk
Management and Internal Control and Agreed-Upon Procedures for Determination of the Effective Date of the Green
Investment Tax Allowance Incentive.

MATERIAL CONTRACTS INVOLVING DIRECTORS AND/OR MAJOR SHAREHOLDERS


There were no material contracts entered into by the Company and/or our subsidiaries involving the interest of Directors
and/or major shareholders, either subsisting at the end of the FYE 31 August 2023 or entered into since the end of
the previous financial year.

RECURRENT RELATED PARTY TRANSACTIONS


There were no recurrent related party transactions entered into by the Group during the FYE 31 August 2023.

UTILISATION OF PROCEEDS
No proceeds were raised from any corporate proposals during the FYE 31 August 2023.

68
Statement On Directors’

SASBADI HOLDINGS BERHAD


Responsibility
The Directors are required by the Companies Act 2016 (“the Act”) to prepare financial statements for each financial
year which give a true and fair view of the state of affairs of the Group and of the Company at the end of the financial
year under review and their results and cash flows for the financial year then ended. As required by the Act and the
Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the financial statements have been prepared
in accordance with the applicable approved accounting standards in Malaysia.

In preparing the financial statements of the Group and the Company for the financial year ended 31 August 2023,
the Directors have:

ANNUAL REPORT 2023


• adopted suitable accounting policies and applied them consistently;

• made judgments and estimates that are prudent and reasonable;

• ensured applicable approved accounting standards have been complied with, subject to any material departures
being disclosed and explained in the financial statements; and

• prepared the financial statements on a going concern basis.

The Directors are responsible for ensuring that the Group and the Company keep proper accounting records which
disclose with reasonable accuracy at any time the financial position of the Group and the Company. The Directors
are also responsible for taking such reasonable steps to safeguard the assets of the Group and the Company and to
prevent and detect fraud and other such irregularities.

This statement is made in accordance with the resolution of the Board dated 7 December 2023.

69
Financial
SASBADI HOLDINGS BERHAD

Statements
71 Directors’ Report

76 Statement by Directors

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ANNUAL REPORT 2023

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70
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

DIRECTORS’ REPORT

The Directors have pleasure in submitting their report and the audited financial statements of
the Group and of the Company for the financial year ended 31 August 2023.

PRINCIPAL ACTIVITIES

The Company is principally engaged in investment holding activities whilst the Group’s

ANNUAL REPORT 2023


subsidiaries are principally involved in the publishing and distribution of printed and digital
education materials and related activities.

The details of the Group’s subsidiaries are set out in Note 8 to the financial statements. There
has been no significant change in the nature of these activities during the financial year.

RESULTS

Group Company
RM’000 RM’000

Profit for the financial year attributable to owners of the


Company 10,168 621

DIVIDENDS

On 18 April 2023, the Board of Directors declared and approved the payment of an interim
single tier dividend of RM0.005 per ordinary share in respect of the financial year ended 31
August 2023. The interim dividend was paid on 30 May 2023 to shareholders registered in the
Record of Depositors as at 16 May 2023 which amounts to RM2,154,217.62.

On 30 October 2023, the Board of Directors declared and approved the payment of a second
interim single-tier dividend of RM0.0025 per ordinary share in respect of the financial year
ended 31 August 2023. This second interim dividend is to be paid on 3 January 2024 to
shareholders registered in the Record of Depositors as at 15 December 2023. The dividend
will be accounted for as an appropriation of retained earnings in the financial year ending 31
August 2024.

RESERVES AND PROVISIONS

There were no material transfers to or from reserves or provisions during the financial year
other than those presented in the statements of changes in equity.

ISSUE OF SHARES AND DEBENTURES

During the financial year, the issued and fully paid-up ordinary shares of the Company was
increased from 424,584,500 to 433,354,500 by way of issuance of 450,000 and 8,320,000
new ordinary shares pursuant to options exercised under the Employee’s Share Option
Scheme (“ESOS”) at an exercise price of RM0.12 and RM0.10 respectively per ordinary share
for cash. The newly issued ordinary shares rank pari passu in all respects with the existing
ordinary shares of the Company. There were no other issues of shares during the financial
year.

The Company did not issue any debentures during the financial year.
71
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

OPTIONS GRANTED OVER UNISSUED SHARES


No options were granted to any person to take up unissued shares of the Company during
the financial year apart from the issue of options pursuant to the ESOS as disclosed in Note
17 to the financial statements.

DIRECTORS
The Directors who have held office during the financial year and up to the date of this report
ANNUAL REPORT 2023

are as follows:
Dato’ Salleh Bin Mohd Husein
Law King Hui
Lee Swee Hang
Dato’ Noor Rezan Binti Bapoo Hashim
Law Yi Chian
Tang Yuen Kin
Datu Dr Rashidah Binti Bolhassan (Appointed on 18 April 2023)
Law En Ruey (Appointed on 30 October 2023)
Directors of subsidiaries of the Company (excluding those Directors listed above) are as
follows:
Kuan Shaw Ping
Lew Yoke Long
Lim Jit Ping

DIRECTORS’ INTERESTS
The interests and deemed interests in the ordinary shares of the Company and of its related
corporations (other than wholly owned subsidiaries) of those who were Directors at financial
year end (including the interests of the spouses or children of the Directors who themselves
are not Directors of the Company) as recorded in the Register of Directors’ Shareholdings are
as follows:
Number of ordinary shares
Balance Balance
as at as at
1.9.2022 Bought Sold 31.8.2023
Interests in the Company
Dato’ Salleh Bin Mohd Husein 300,000 - - 300,000
Law King Hui
- own 76,783,500 1,500,000 - 78,283,500
- others(1) 5,100,000 450,000 - 5,550,000
Lee Swee Hang 35,811,500 335,500 - 36,147,000
Dato’ Noor Rezan Binti Bapoo
Hashim 300,000 - - 300,000

Deemed interests in the Company


Law King Hui(2) 76,200,001 - - 76,200,001
Lee Swee Hang(2) 76,200,001 - - 76,200,001

Notes:
(1)
Interest held by spouse and children of the Director pursuant to Section 59(11)(c) of the
Companies Act 2016.
(2)
Deemed interested by virtue of their interests in Karya Kencana Sdn. Bhd. pursuant to
Section 8 of the Companies Act 2016.
By virtue of their interests in the ordinary shares of the Company, Law King Hui and Lee Swee
Hang are also deemed interested in the ordinary shares of the subsidiaries during the financial
year to the extent that Sasbadi Holdings Berhad has an interest. The other Directors holding
72 office at 31 August 2023 had no interest in the ordinary shares and options over ordinary
shares of the Company and of its related corporations during the financial year.
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

DIRECTORS’ BENEFITS

Since the end of the previous financial year, none of the Directors have received or become
entitled to receive any benefit (other than those benefits included in the aggregate amount of
remuneration received or due and receivable by the Directors as shown in the financial
statements) 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.

ANNUAL REPORT 2023


There were no arrangements made during and at the end of the financial year, to which the
Company is a party, which had the object of enabling the Directors to acquire benefits by
means of the acquisition of shares in or debentures of the Company or any other body
corporate.

DIRECTORS’ REMUNERATION

Directors’ remuneration of the Group and of the Company for the financial year ended 31
August 2023 were as follows:
Group Company
RM’000 RM’000
Fees 322 322
Salaries and other emoluments 844 -
Estimated value of benefit-in-kind 59 -
1,225 322

INDEMNITY AND INSURANCE

During the financial year, Directors and officers of Sasbadi Holdings Berhad, together with its
subsidiaries, are covered under the Directors’ and officers’ Liability Insurance in respect of
liabilities arising from acts committed in their respective capacity as, inter alia, Directors and
officers of the Group subject to the terms of the policy. The total amount of Directors’ and
officers’ Liability Insurance effected for the Directors and officers of the Group was RM5
million. The total amount of premium paid for the Directors’ and officers’ Liability Insurance by
the Group and the Company was RM10,000.

There were no indemnity and insurance costs effected for auditors of the Group and the
Company during the financial year.

OTHER STATUTORY INFORMATION REGARDING THE GROUP AND THE COMPANY

(I) AS AT THE END OF THE FINANCIAL YEAR

(a) Before the financial statements of the Group and of the Company were prepared,
the Directors took reasonable steps:

(i) to ascertain that proper action had been taken in relation to the writing off
of bad debts and the making of provision for doubtful debts and have
satisfied themselves that all known bad debts have been written off and
that adequate provision had been made for doubtful debts; and
73
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

OTHER STATUTORY INFORMATION REGARDING THE GROUP AND THE COMPANY


(continued)

(I) AS AT THE END OF THE FINANCIAL YEAR (continued)

(a) Before the financial statements of the Group and of the Company were prepared,
the Directors took reasonable steps: (continued)
ANNUAL REPORT 2023

(ii) to ensure that any current assets other than debts, which were unlikely to
realise their book values in the ordinary course of business have been
written down to their estimated realisable values.

(b) In the opinion of the Directors, the results of operations of the Group and of the
Company during the financial year have not been substantially affected by any
item, transaction or event of a material and unusual nature.

(II) FROM THE END OF THE FINANCIAL YEAR TO THE DATE OF THIS REPORT

(c) The Directors are not aware of any circumstances:

(i) which would render the amounts written off for bad debts or the amount of
the provision for doubtful debts in the financial statements of the Group and
of the Company inadequate to any material extent;

(ii) which would render the values attributed to current assets in the financial
statements of the Group and of the Company misleading; and

(iii) which have arisen which would render adherence to the existing method of
valuation of assets or liabilities of the Group and of the Company
misleading or inappropriate.

(d) In the opinion of the Directors:

(i) there has not arisen any item, transaction or event of a material and
unusual nature likely to affect substantially the results of operations of the
Group and of the Company for the financial year in which this report is
made; and

(ii) no contingent or other liability has become enforceable, or is likely to


become enforceable, within the period of twelve (12) months after the end
of the financial year which would or may affect the ability of the Group and
of the Company to meet their obligations as and when they fall due.

(III) AS AT THE DATE OF THIS REPORT

(e) There are no charges on the assets of the Group and of the Company which
have arisen since the end of the financial year to secure the liabilities of any
other person.

(f) There are no contingent liabilities of the Group and of the Company which have
arisen since the end of the financial year.

(g) The Directors are not aware of any circumstances not otherwise dealt with in this
report or the financial statements which would render any amount stated in the
financial statements of the Group and of the Company misleading.
74
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

AUDITORS

The auditors, BDO PLT (201906000013 (LLP0018825-LCA) & AF 0206), have expressed
their willingness to continue in office.

Auditors’ remuneration of the Group and of the Company for the financial year ended 31
August 2023 were as follows:

ANNUAL REPORT 2023


Group Company
RM’000 RM’000

Statutory audit 303 65


Other services 13 8

316 73

Signed on behalf of the Board in accordance with a resolution of the Directors.

......................................................... .........................................................
Law King Hui Lee Swee Hang
Director Director

Kuala Lumpur
7 December 2023

75
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

STATEMENT BY DIRECTORS
Pursuant to Section 251(2) of the Companies Act, 2016

In the opinion of the Directors, the financial statements set out on pages 84 to 137 have been
drawn up in accordance with Malaysian Financial Reporting Standards, International Financial
Reporting Standards and the provisions 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 at 31 August
2023 and of the financial performance and cash flows of the Group and of the Company for
ANNUAL REPORT 2023

the financial year then ended.

On behalf of the Board,

......................................................... .........................................................
Law King Hui Lee Swee Hang
Director Director

Kuala Lumpur
7 December 2023

STATUTORY DECLARATION
Pursuant to Section 251(1)(b) of the Companies Act, 2016

I, Chan Yuet Leng (MIA: CA 15995), being the officer primarily responsible for the financial
management of Sasbadi Holdings Berhad, do solemnly and sincerely declare that the financial
statements set out on pages 84 to 137 are, to the best of my knowledge and belief, correct
and I make this solemn declaration conscientiously believing the same to be true and by virtue
of the provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly


declared by the abovenamed at
Kuala Lumpur on
7 December 2023 .........................................................
Chan Yuet Leng (MIA: CA 15995)

Before me:

76
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

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STATEMENTS OF FINANCIAL POSITION AS AT 31 AUGUST 2023

Group Company
2023 2022 2023 2022
Note RM’000 RM’000 RM’000 RM’000
ASSETS
Property, plant and equipment 5 44,599 37,943 - -
ANNUAL REPORT 2023

Investment properties 6 2,268 2,320 - -


Intangible assets 7 18,853 20,287 - -
Investments in subsidiaries 8 - - 90,334 90,414
Other investments 9 37 37 - -
Deferred tax assets 10 401 694 - -
Total non-current assets 66,158 61,281 90,334 90,414

Inventories 12 61,021 64,785 - -


Right to recover returned goods 13 1,603 2,190 - -
Current tax assets 4,395 3,281 122 2
Contract costs 14 104 253 - -
Trade and other receivables 15 37,429 35,536 29,099 31,215
Prepayments 4,990 4,363 41 41
Cash and cash equivalents 16 11,640 10,378 92 57
Total current assets 121,182 120,786 29,354 31,315
TOTAL ASSETS 187,340 182,067 119,688 121,729

EQUITY
Share capital 17 110,379 109,138 110,379 109,138
Reserves 17 42,747 30,112 4,129 6,017
TOTAL EQUITY 153,126 139,250 114,508 115,155

LIABILITIES
Loans and borrowings 18 1,342 1,359 - -
Lease liabilities 11 77 358 - -
Deferred tax liabilities 10 8,619 5,713 - -
Total non-current liabilities 10,038 7,430 - -

Loans and borrowings 18 7,284 10,863 - -


Lease liabilities 11 365 419 - -
Refund liabilities 13 2,897 4,266 - -
Trade and other payables 19 13,283 19,009 5,180 6,574
Contract liabilities 14 347 830 - -
Total current liabilities 24,176 35,387 5,180 6,574
TOTAL LIABILITIES 34,214 42,817 5,180 6,574
TOTAL EQUITY AND
LIABILITIES 187,340 182,067 119,688 121,729

The accompanying notes form an integral part of the financial statements.


84
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023

Group Company
2023 2022 2023 2022
Note RM’000 RM’000 RM’000 RM’000

ANNUAL REPORT 2023


Revenue 20 96,142 69,034 1,039 5,668
Cost of sales (59,582) (45,991) - -
Gross profit 36,560 23,043 1,039 5,668
Other operating income 540 576 - -
Distribution expenses (7,050) (6,477) (45) -
Administrative expenses (14,026) (12,390) (385) (284)
Net gain on impairment of
financial instruments 685 1,044 22 -
Other operating expenses (2,744) (2,833) (334) (246)
Results from operating
activities 13,965 2,963 297 5,138
Finance income 42 30 575 1
Finance costs 21 (857) (1,022) (147) -
Profit before tax 22 13,150 1,971 725 5,139
Taxation 23 (2,982) (1,130) (104) -
Net profit for the financial
year attributable to owners of
the Company 10,168 841 621 5,139
Other comprehensive income
for the financial year,
net of tax:
Item that will not be reclassified
subsequently to profit or loss
Revaluation gain on property,
plant and equipment 4,976 - - -
Net changes in fair value of
equity investments designated
at fair value through other
comprehensive income - (5) - -
4,976 (5) - -
Total comprehensive income
for the financial year
attributable to owners of the
Company 15,144 836 621 5,139
Earnings per share (sen) 24
- Basic 2.38 0.20
- Diluted 2.37 0.20

The accompanying notes form an integral part of the financial statements.


85
ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

86
(continued)
Financial
Statements

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023

<------------------------------Attributable to owners of the Company------------------------------>


Share Treasury Merger Fair value Revaluation Share options Retained Total
capital shares deficit reserve reserve reserve earnings equity
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

As at 1 September 2021 109,073 (1) (50,500) (56) 18,356 246 60,770 137,888

Net profit for the financial year - - - - - - 841 841


Other comprehensive loss, net of tax - - - (5) - - - (5)
Total comprehensive (loss)/income for
the financial year - - - (5) - - 841 836
Transfer on disposal of other
investment - - - (3) - - 3 -
Transactions with owners of the Company
Ordinary shares issued pursuant to ESOS 65 - - - - (19) - 46
Share options lapsed under ESOS - - - - - (2) 2 -
Share-based payment transactions - - - - - 480 - 480
Total transactions with owners 65 - - - - 459 2 526
As at 31 August 2022 109,138 (1) (50,500) (64) 18,356 705 61,616 139,250
<----------------------------------------------Note 17 ------------------------------------------->
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023 (continued)

<------------------------------Attributable to owners of the Company------------------------------>


Share Treasury Merger Fair value Revaluation Share options Retained Total
capital shares deficit reserve reserve reserve earnings equity
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

As at 1 September 2022 109,138 (1) (50,500) (64) 18,356 705 61,616 139,250

Net profit for the financial year - - - - - - 10,168 10,168


Other comprehensive income, net of tax - - - - 4,976 - - 4,976
Total comprehensive income for
the financial year - - - - 4,976 - 10,168 15,144
Transactions with owners of the Company
Ordinary shares issued pursuant to ESOS 1,241 - - - - (355) - 886
Share options lapsed under ESOS - - - - - (216) 216 -
Dividends paid - - - - - - (2,154) (2,154)
Total transactions with owners 1,241 - - - - (571) (1,938) (1,268)
As at 31 August 2023 110,379 (1) (50,500) (64) 23,332 134 69,846 153,126
<----------------------------------------------Note 17 ------------------------------------------->

The accompanying notes form an integral part of the financial statements.


(continued)
Statements
Financial

ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

87
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

STATEMENT OF CHANGES IN EQUITY


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023

<-------Non-distributable-------> Distributable
Share
Share Treasury options Retained Total
capital shares reserve earnings equity
ANNUAL REPORT 2023

Company RM’000 RM’000 RM’000 RM’000 RM’000

As at 1 September 2021 109,073 (1) 246 172 109,490


Net profit and total comprehensive
income for the financial year - - - 5,139 5,139
Transactions with owners of
the Company
Ordinary shares issued pursuant to
ESOS 65 - (19) - 46
Share options lapsed under ESOS - - (2) 2 -
Share-based payment transactions - - 480 - 480
Total transactions with owners 65 - 459 2 526

As at 31 August 2022/
1 September 2022 109,138 (1) 705 5,313 115,155
Net profit and total comprehensive
income for the financial year - - - 621 621
Transactions with owners of
the Company
Ordinary shares issued pursuant to
ESOS 1,241 - (355) - 886
Share options lapsed under ESOS - - (216) 216 -
Dividends paid - - - (2,154) (2,154)
Total transactions with owners 1,241 - (571) (1,938) (1,268)

As at 31 August 2023 110,379 (1) 134 3,996 114,508


<---------------Note 17--------------->

The accompanying notes form an integral part of the financial statements.

88
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

STATEMENTS OF CASH FLOWS


FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023

Group Company
2023 2022 2023 2022
Note RM’000 RM’000 RM’000 RM’000
CASH FLOWS FROM
OPERATING ACTIVITIES

ANNUAL REPORT 2023


Profit before tax 13,150 1,971 725 5,139
Adjustments for:
Amortisation of intangible assets 7 1,422 1,422 - -
Depreciation of property, plant
and equipment 5 2,194 1,932 - -
Depreciation of investment properties 6 52 53 - -
Dividend income 22 - (1) (1,039) (5,668)
Finance costs 21 857 1,022 147 -
Finance income 22 (42) (30) (575) (1)
Gain on disposals of property,
plant and equipment 22 (249) (124) - -
Impairment loss on investment
in a subsidiary 8(d) - - 80 -
Net write down of inventories 12 3,037 3,450 - -
Net reversal of impairment loss on
trade receivables 15(e) (685) (1,044) - -
Net reversal of impairment losses on
amounts due from subsidiaries 15(e) - - (22) -
Intangible assets written-off 22 12 - - -
Property, plant and equipment
written-off 22 21 - - -
Share-based payment 17(f) - 480 - -
Unrealised foreign exchange gain 22 (6) - - -
Operating profit/(loss) before
changes in working capital 19,763 9,131 (684) (530)
Changes in working capital:
Inventories 319 (9,705) - -
Trade and other receivables
and prepayments (1,835) 4,972 - -
Trade and other payables (5,720) 5,067 57 10
Contract costs 149 326 - -
Contract liabilities (483) (1,011) - -
Right to recover returned goods 587 (1,200) - -
Refund liabilities (1,369) 2,390 - -
Cash generated from/(used in)
operations 11,411 9,970 (627) (520)
Dividend received - - 1,039 2,440
Interest paid (735) (821) (147) -
Interest received 42 30 575 1
Tax paid (3,204) (973) (225) -
Tax refunded 735 55 1 4
Net cash from operating activities 8,249 8,261 616 1,925

89
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

STATEMENTS OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023
(continued)

Group Company
2023 2022 2023 2022
Note RM’000 RM’000 RM’000 RM’000
ANNUAL REPORT 2023

CASH FLOWS FROM


INVESTING ACTIVITIES
Change in pledged deposits 250 353 - -
Acquisition of property, plant
and equipment 5(b) (1,201) (370) - -
Net advances to subsidiaries - - (1,467) (1,966)
Proceeds from disposals of:
- property, plant and equipment 271 124 - -
- other investments - 173 - -
Dividend received from other
investments - 1 - -
Net cash (used in)/from investing
activities (680) 281 (1,467) (1,966)

CASH FLOWS FROM


FINANCING ACTIVITIES
Interest paid (122) (201) - -
Dividend paid 25 (2,154) - - -
Payment of lease liabilities (430) (571) - -
Repayment of term loans (403) (4,875) - -
Payment of hire purchase liabilities (114) (44) - -
Net drawdown of bankers’
acceptance 2,271 2,402 - -
Proceeds from issuance of shares
pursuant to ESOS 886 46 886 46
Net cash (used in)/from financing
activities (66) (3,243) 886 46

Net increase in cash and


cash equivalents 7,503 5,299 35 5
Cash and cash equivalents at
beginning of the financial year 3,576 (1,723) 57 52
Cash and cash equivalents at
end of the financial year 16 11,079 3,576 92 57

90
STATEMENTS OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 31 AUGUST 2023 (continued)

Reconciliation of movement of liabilities to cash flows arising from financing activities

Net changes Net changes


from At from
At financing 31.8.2022/ financing At
1.9.2021 Changes cash flows 1.9.2022 Changes cash flows 31.8.2023
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Term loans 6,600 - (4,875) 1,725 - (403) 1,322


Bankers’ acceptances 2,009 - 2,402 4,411 - 2,271 6,682
Hire purchase 106 - (44) 62 641 (114) 589
Lease liabilities 1,235 113 (571) 777 95 (430) 442

9,950 113 (3,088) 6,975 736 1,324 9,035

Cash outflows arising from leases as a lessee

Included in Operating Included in Financing


Activities Activities
Short term leases and Payment of lease
low value assets paid liabilities Total
Group RM’000 RM’000 RM’000

As at 31 August 2023 146 430 576


As at 31 August 2022 250 571 821

The accompanying notes form an integral part of the financial statements.


(continued)
Statements
Financial

ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

91
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

NOTES TO THE FINANCIAL STATEMENTS

1. CORPORATE INFORMATION

Sasbadi Holdings Berhad (“the Company”) is a public limited liability company,


incorporated and domiciled in Malaysia, and is listed on the Main Market of Bursa
Malaysia Securities Berhad.
ANNUAL REPORT 2023

The registered office of the Company is located at Lot 5, Level 10, Menara Great Eastern
2, No. 50, Jalan Ampang, 50450 Kuala Lumpur, W.P. Kuala Lumpur.

The principal place of business of the Company is located at Lot 12, Jalan Teknologi
3/4, Taman Sains Selangor 1, Kota Damansara, 47810 Petaling Jaya, Selangor Darul
Ehsan, Malaysia.

The consolidated financial statements of the Company for the financial year ended 31
August 2023 comprise the Company and its subsidiaries (together referred to as “the
Group”). These financial statements are presented in Ringgit Malaysia (‘RM’), which is
also the functional currency of the Company. All financial information presented in RM
has been rounded to the nearest thousand, unless otherwise stated.

The financial statements were authorised for issue in accordance with a resolution by
the Board of Directors on 7 December 2023.

2. PRINCIPAL ACTIVITIES

The Company is principally engaged in investment holding activities whilst the Group’s
subsidiaries are principally involved in the publishing and distribution of printed and
digital education materials and related activities.

The details of the Group’s subsidiaries are set out in Note 8 to the financial statements.
There has been no significant change in the nature of these activities during the financial
year.

3. BASIS OF PREPARATION

The financial statements of the Group and of the Company have been prepared in
accordance with Malaysian Financial Reporting Standards (‘MFRSs’), International
Financial Reporting Standards (‘IFRSs’) and the provisions of the Companies Act 2016
in Malaysia.

The accounting policies adopted are consistent with those of the previous financial year
except for the effects of adoption of new MFRSs during the financial year. The new
MFRSs and Amendments to MFRSs adopted during the financial year are disclosed in
Note 4.1 to the financial statements.

The financial statements of the Group and of the Company have been prepared under
the historical cost convention except as otherwise stated in the financial statements.

92
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

4. ADOPTION OF NEW MFRSs AND AMENDMENTS TO MFRSs


4.1 New MFRSs adopted during the financial year
The Group and the Company adopted the following Standards of the MFRS
Framework that were issued by the Malaysian Accounting Standards Board
(‘MASB’) during the financial year:
Title Effective Date

ANNUAL REPORT 2023


Annual Improvements to MFRS Standards 2018 - 2020 1 January 2022
Amendments to MFRS 3 Reference to the Conceptual
Framework 1 January 2022
Amendments to MFRS 116 Property, Plant and Equipment -
Proceeds before Intended Use 1 January 2022
Amendments to MFRS 137 Onerous Contracts - Cost of
Fulfilling a Contract 1 January 2022
Adoption of the above Standards and Amendments did not have any material
effect on the financial performance or position of the Group and of the Company.
4.2 New MFRSs that have been issued, but only effective for annual periods
beginning on or after 1 January 2023
The following are Standards of the MFRS Framework that have been issued by
the MASB but have not been early adopted by the Group and the Company:
Title Effective Date
MFRS 17 Insurance Contracts 1 January 2023
Amendments to MFRS 17 Insurance Contracts 1 January 2023
Initial Application of MFRS 17 and MFRS 9 - Comparative
Information (Amendments to MFRS 17 Insurance Contract) 1 January 2023
Disclosures of Accounting Policies (Amendments to MFRS
101 Presentation of Financial Statements) 1 January 2023
Definition of Accounting Estimates (Amendments to MFRS
108 Accounting Policies, Changes in Accounting Estimates
and Errors) 1 January 2023
Deferred tax related to Assets and Liabilities arising from a
Single Transaction (Amendments to MFRS 112 Income
Taxes) 1 January 2023
Lease liability in a sale and leaseback (Amendments to
MFRS 16 Leases) 1 January 2024
Classification of Liabilities as Current or Non-current
(Amendments to MFRS 101 Presentation of Financial
Statements) 1 January 2024
Non-current Liabilities with Covenants (Amendments to
MFRS 101 Presentation of Financial Statements) 1 January 2024
Supplier Finance Arrangements (Amendments to MFRS 107
Statement of Cash Flows and MFRS 7 Financial
Instruments: Disclosures) 1 January 2024
Lack of Exchangeability (Amendments to MFRS 121 The
Effects of Changes in Foreign Exchange Rates) 1 January 2025
International Tax Reform-Pillar Two Model Rules Refer paragraph
(Amendments to MFRS 112 Income Taxes) 98M of MFRS
112
Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture (Amendments to MFRS 10
Consolidated Financial Statements and MFRS 128
Investments in Associates and Joint Ventures) Deferred
The Group and the Company are in the process of assessing the impact of
implementing these Standards and Amendments, since the effects would only be
observable for future financial years.

93
ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

94
(continued)
Financial

5. PROPERTY, PLANT AND EQUIPMENT


Statements

Office
equipment,
Leasehold Motor furniture
Group Condominiums land Buildings vehicles and fittings Renovation Computers Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Cost/Valuation
Balance as at 1 September 2021 320 21,380 20,253 8,018 3,390 1,247 2,401 57,009
Additions - - 124 20 60 - 290 494
Disposals - - - (737) - - - (737)
Written-off - - - - (26) - (10) (36)
Termination of lease - - (40) - - - - (40)
Balance as at 31 August 2022/
1 September 2022 320 21,380 20,337 7,301 3,424 1,247 2,681 56,690
Additions - - 101 818 864 - 160 1,943
Transfer from inventories - - - - - - 408 408
Reassessment of MFRS 16 - - 7 - - - - 7
Disposals - - - (1,327) (8) - - (1,335)
Written-off - - - (79) (10) - - (89)
Termination of lease - - (26) - - - - (26)
Adjustment for revaluation 50 3,420 (1,575) - - - - 1,895
Balance as at 31 August 2023 370 24,800 18,844 6,713 4,270 1,247 3,249 59,493

Representing items at:


Cost - - - 6,713 4,270 1,247 3,249 15,479
Directors’ valuation 370 24,800 18,844 - - - - 44,014
Balance as at 31 August 2023 370 24,800 18,844 6,713 4,270 1,247 3,249 59,493
5. PROPERTY, PLANT AND EQUIPMENT (continued)

Office
equipment,
Leasehold Motor furniture
Group Condominiums land Buildings vehicles and fittings Renovation Computers Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Accumulated depreciation
and impairment loss
Balance as at 1 September 2021 17 1,740 2,655 7,558 2,698 699 2,250 17,617
Charge for the financial year 4 498 948 133 147 105 97 1,932
Disposals - - - (737) - - - (737)
Written-off - - - - (26) - (10) (36)
Termination of lease - - (29) - - - - (29)
Balance as at 31 August 2022/
1 September 2022 21 2,238 3,574 6,954 2,819 804 2,337 18,747
Charge for the financial year 13 589 894 243 156 106 193 2,194
Disposals - - - (1,310) (3) - - (1,313)
Written-off - - - (60) (8) - - (68)
Termination of lease - - (13) - - - - (13)
Adjustment for revaluation (23) (2,403) (2,227) - - - - (4,653)
Balance as at 31 August 2023 11 424 2,228 5,827 2,964 910 2,530 14,894

Carrying amount
Balance as at 31 August 2022 299 19,142 16,763 347 605 443 344 37,943
Balance as at 31 August 2023 359 24,376 16,616 886 1,306 337 719 44,599
(continued)
Statements
Financial

ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

95
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

5. PROPERTY, PLANT AND EQUIPMENT (continued)

(a) All items of property, plant and equipment are initially recognised at cost. After
initial recognition, property, plant and equipment are stated at cost (other than
the properties comprising condominiums and leasehold land and buildings
which are revalued every 4 to 5 years and at shorter intervals whenever the fair
value of the revalued assets is expected to differ materially from their carrying
value), less accumulated depreciation and any accumulated impairment losses.
ANNUAL REPORT 2023

Additions subsequent to the date of valuation are stated at cost until the next
revaluation exercise.

Surpluses arising from revaluation are dealt with in the revaluation reserve
account. Any deficit arising is offset against the revaluation reserve to the extent
of a previous increase for the same property. In all other cases, a decrease in
carrying amount is charged to profit or loss.

Depreciation is calculated to write off the cost of the assets to their residual
values. Property, plant and equipment are depreciated on a straight-line basis
over their estimated useful lives. Right-of-use assets are depreciated on a
straight-line basis over the earlier of their estimated useful lives or the end of the
lease term. The estimated useful lives represent common life expectancies
applied in the industry. The principal depreciation periods are as follows:

Property, plant and equipment


Motor vehicles 5 years
Office equipment, furniture and fittings 10 years
Renovation 10 years
Computers 3 to 5 years

Right-of-use assets under property, plant and equipment


Condominiums 50 years
Leasehold land 60 to 99 years
Buildings 50 years
Leased warehouse and residential properties
(included in Buildings) 2 to 4 years
Motor vehicles 5 years

(b) During the financial year, the Group made the following cash payments to
purchase property, plant and equipment:

Group 2023 2022


RM’000 RM’000

Purchase of property, plant and equipment 1,943 494


Leases (101) (124)
Financed by hire purchase (641) -
Cash payments to purchase property, plant and
equipment 1,201 370

(c) Right-of-use assets acquired under leasing arrangements are presented together
with the owned assets of the same class. Details of such leased assets are
disclosed under Note 11 to the financial statements.

(d) Certain land and buildings of the Group with carrying amounts of RM38,137,000
(2022: RM32,745,000) were charged to banks as security for banking facilities
96 granted to the Group (Note 18).
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

5. PROPERTY, PLANT AND EQUIPMENT (continued)

(e) The Group’s condominiums, leasehold land and buildings are stated at Directors’
valuation which is supported by the professional valuation carried out in January
2023 by an external independent valuation company, KGV International Property
Consultants (M) Sdn. Bhd..

The following table shows the valuation techniques used in the determination of fair

ANNUAL REPORT 2023


values within Level 3, as well as the significant unobservable inputs used in the
valuation models.

Inter-relationship
between key
Valuation Significant observable
Property techniques unobservable inputs and fair
category used inputs value
Condominiums Comparison Price per square The estimated fair
approach feet RM103 - value would
248 increase if the
price per square
foot is higher.
Leasehold Comparison Price per square The estimated fair
land approach feet RM235 value would
increase if the
price per square
foot is higher.
Buildings Comparison Price per square The estimated fair
approach feet RM151 - value would
551 increase if the
price per square
foot is higher.

Had the condominiums, leasehold land and buildings been carried at historical
cost less accumulated depreciation, the carrying amounts of the revalued assets
that would have been included in the financial statements at the end of the
financial year are as follows:

Group 2023 2022


RM’000 RM’000

Condominiums 171 180


Leasehold land 1,826 1,873
Buildings 7,131 7,351
9,128 9,404

The fair value of condominiums, leasehold land and buildings are categorised
as Level 3 in the fair value hierarchy. There were no transfers between levels in
the hierarchy during the financial year.

97
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

6. INVESTMENT PROPERTIES

Group Buildings
RM’000
Cost
Balance as at 1 September 2021/31 August 2022/1 September 2022/
31 August 2023 2,640
ANNUAL REPORT 2023

Accumulated depreciation
Balance as at 1 September 2021 267
Charge for the financial year 53
Balance as at 31 August 2022/1 September 2022 320
Charge for the financial year 52
Balance as at 31 August 2023 372

Carrying amount
Balance as at 31 August 2022 2,320
Balance as at 31 August 2023 2,268

(a) Investment properties comprise of commercial buildings that are leased to third
parties. Each of the lease contains an initial non-cancellable period of 3 years.
Subsequent renewals are negotiated with the lessees with an average renewal
period of 2 years. No contingent rents are charged.

(b) Investment properties are stated at cost, less accumulated depreciation and any
accumulated impairment losses.

The depreciation policy adopted for investment properties is similar to property


assets under property, plant and equipment.

(c) The following are recognised in profit or loss in respect of investment properties:

Group
2023 2022
RM’000 RM’000
Rental income 120 118
Direct operating expenses (15) (15)

(d) Fair value of the investment properties is categorised as follows:

Group Level 3
2023 2022
RM’000 RM’000
Commercial buildings 2,910 2,680

98
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

6. INVESTMENT PROPERTIES (continued)

(d) Fair value of the investment properties is categorised as follows (continued)

The following table shows the valuation techniques used in the determination of fair
values within Level 3, as well as the significant unobservable inputs used in the
valuation models.

ANNUAL REPORT 2023


Inter-relationship
between significant
Description of valuation Significant unobservable inputs
techniques and inputs unobservable and fair value
used inputs measurements
Sales comparison method: Entails Price per square The estimated fair value
recent transactions and asking foot RM134 - would increase if the
prices of similar property in and RM404 price per square foot is
around the locality for higher.
comparison purposes with
adjustment made for differences
in location, physical
characteristics, time element, if
any and other relevant
characteristics to arrive at the
market value.

(e) The aggregate future minimum lease receivable as at the end of each reporting
period as follows:

Group 2023 2022


RM’000 RM’000
Less than one (1) year 116 120
One (1) to two (2) years 10 126
126 246

7. INTANGIBLE ASSETS

Development Intellectual
Group Goodwill costs Software properties Total
RM’000 RM’000 RM’000 RM’000 RM’000
Cost
Balance as at 1
September 2021
31 August 2022/
1 September 2022/ 10,964 2,927 152 18,545 32,588
Written-off (533) - (15) - (548)
Balance as at 31 August
2023 10,431 2,927 137 18,545 32,040

99
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

7. INTANGIBLE ASSETS (continued)

Development Intellectual
Group Goodwill costs Software properties Total
RM’000 RM’000 RM’000 RM’000 RM’000

Accumulated
amortisation and
ANNUAL REPORT 2023

impairment loss
Balance as at 1
September 2021 533 1,452 67 8,827 10,879
Charge for the
financial year - 293 15 1,114 1,422
Balance as at 31 August
2022/1 September
2022 533 1,745 82 9,941 12,301
Charge for the
financial year - 293 14 1,115 1,422
Written-off (533) - (3) - (536)
Balance as at 31 August
2023 - 2,038 93 11,056 13,187

Carrying amount
Balance as at 31 August
2022 10,431 1,182 70 8,604 20,287
Balance as at 31 August
2023 10,431 889 44 7,489 18,853

(a) Intangible assets are initially measured at cost. After initial recognition, intangible
assets, excluding goodwill, are carried at cost less any accumulated amortisation
and any accumulated impairment losses. Goodwill recognised in a business
combination is an asset at the acquisition date and is initially measured at cost.
After initial recognition, goodwill is measured at cost less accumulated impairment
losses.

(b) Subsumed within goodwill are the brand names and the synergies expected to be
achieved from integrating Sanjung Unggul Sdn. Bhd. (“Sanjung Unggul”) and its
subsidiaries (“Sanjung Unggul Group”), Distinct Motion Sdn. Bhd. and its subsidiary
(“Distinct Motion Group”) and Pinko Creative Sdn. Bhd. (“Pinko Creative”) into the
Group’s existing publishing and applied learning products business.

(c) Intellectual properties comprise the publishing rights and production files in relation
to educational and learning materials for national schools and institutes of teacher
education acquired by the Group as well as the publishing rights and production
files in relation to dictionaries, comics, storybooks, educational and learning
materials for early education and national-type Chinese schools recognised through
the acquisitions of United Publishing House (M) Sdn. Bhd. and Sanjung Unggul by
the Company.

The intellectual properties are amortised over 15 years as the management


estimates that the intellectual properties can be used for commercial activities for a
duration of 15 years. Development costs and software are amortised over 10 years.

100
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

7. INTANGIBLE ASSETS (continued)

(d) Impairment testing for cash-generating units containing goodwill

For the purpose of impairment testing, goodwill is allocated to the Group’s cash-
generating units (“CGU”), which represent the lowest level within the Group at which
the goodwill is monitored for internal management purposes.

ANNUAL REPORT 2023


The aggregate carrying amounts of goodwill allocated to each unit are as follows:

Group 2023 2022


RM’000 RM’000

Sanjung Unggul Group 10,253 10,253


Distinct Motion Group - -
Pinko Creative 178 178

10,431 10,431

An impairment loss on goodwill amounting to RM533,000 had been previously


recognised in respect of Distinct Motion Group CGU within other operating
expenses in the statements of profit or loss and other comprehensive income in the
previous financial year due to its deteriorating financial performance. This
impairment loss had been fully written off during the current financial year.

In assessing whether goodwill is impaired, the carrying amount of the CGU


(including goodwill) is compared with the recoverable amount of the CGU.

(i) Sanjung Unggul Group

The recoverable amount of the business unit is higher than its carrying amount
and was based on its value in use. Value in use was determined by discounting
future cash flows to be generated from the continuing operation of the business
as a book publisher and education and supplement material provider and was
based on the following key assumptions:

• Cash flows were projected based on actual operating results and financial
budget approved by management covering a 5-year business plan.
• The anticipated sales is approximately RM14,066,000 in 2024. The
anticipated sales growth rate is 2.58% (2022: 2.00% - 21.00%) from 2024
to 2028.
• The operating expenditure growth was assumed to be 2.58% (2022:
2.42%) per annum. The estimated growth rate was based on the
forecasted inflation rate.
• The projected gross margins which reflects the average historical gross
margin, adjusted for projected market and economic conditions and
internal resource efficiency.
• Terminal value was based on the fifth year cash flow without incorporating
any growth rate.
• The unit will continue its operations indefinitely.
• A pre-tax discount rate of 10.33% (2022: 11.02%) was applied in
determining the recoverable amount of the CGU. The discount rate applied
was estimated based on the Group’s weighted average cost of capital and
reflect the current market assessment of the risks specific to the CGU.
101
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

7. INTANGIBLE ASSETS (continued)

(d) Impairment testing for cash-generating units containing goodwill (continued)

(i) Sanjung Unggul Group (continued)

The values assigned to the key assumptions represent management’s


assessment of future trends in the industries and are based on both
ANNUAL REPORT 2023

external sources and internal sources.

Sensitivity analysis

Management believes that any reasonably possible change in the key


assumptions would not cause the carrying amount of goodwill to exceed
the recoverable amount of the CGU. Based on their review, there is no
evidence of impairment on the goodwill allocated to the Sanjung Unggul
Group.

(ii) Pinko Creative

The recoverable amount of the business unit is higher than its carrying amount
and was based on its value in use. Value in use was determined by discounting
future cash flows to be generated from the continuing operation of the business
as a book publisher and was based on the following key assumptions:

• Cash flows were projected based on actual operating results and financial
budget approved by management covering a 5-year business plan.
• The anticipated sales is approximately RM2,637,000 in 2024. The
anticipated sales growth rate is 2.42% (2022: 2.42%) per annum from 2024
to 2028.
• The operating expenditure growth was assumed to be 2.58% (2022: 2.42%)
per annum. The estimated growth rate was based on the forecasted inflation
rate.
• The projected gross margins which reflects the average historical gross
margin, adjusted for projected market and economic conditions and internal
resource efficiency.
• Terminal value was based on the fifth year cash flow without incorporating
any growth rate.
• The unit will continue its operations indefinitely.
• A pre-tax discount rate of 10.33% (2022: 11.02%) was applied in
determining the recoverable amount of the CGU. The discount rate applied
was estimated based on the Group’s weighted average cost of capital and
reflect the current market assessment of the risks specific to the CGU.

The values assigned to the key assumptions represent management’s


assessment of future trends in the industries and are based on both external
sources and internal sources.

Sensitivity analysis

Management believes that any reasonably possible change in the key


assumptions would not cause the carrying amount of goodwill to exceed the
recoverable amount of the CGU. Based on their review, there is no evidence
of impairment on the goodwill allocated to Pinko Creative.
102
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

8. INVESTMENTS IN SUBSIDIARIES

Company 2023 2022


RM’000 RM’000

Unquoted shares, at cost 93,008 93,008


Less: Impairment loss (2,674) (2,594)

ANNUAL REPORT 2023


90,334 90,414

(a) Investments in subsidiaries, which are eliminated on consolidation, are stated in the
separate financial statements of the Company at cost less any impairment losses.

(b) Details of the subsidiaries, which are all incorporated and operating in Malaysia,
are as follows:
Effective
ownership
interest and
Name of Company voting interest Principal activities
2023 2022
% %

Sasbadi Sdn. Bhd. 100 100 Publisher of printed


educational materials,
distribution of applied
learning products, and
trading of paper
Maya Press Sdn. Bhd. 100 100 Imprint for general titles
Orbit Buku Sdn. Bhd. 100 100 Publisher of supplementary
educational materials
Sasbadi Online Sdn. Bhd. 100 100 Publisher of online/digital
educational materials
Malaysian Book Promotions 100 100 Publishing and distribution of
Sdn. Bhd. printed educational materials
and organiser of book fairs
and exhibitions
MBP Publications Sdn. Bhd. 100 100 Imprint for printed educational
materials
Mindtech Education Sdn. Bhd. 100 100 Direct marketing of online/
digital educational products

Sanjung Unggul Sdn. Bhd. 100 100 General trade and investment
holding

United Publishing House (M) 100 100 Publishing of dictionaries and


Sdn. Bhd. books

Sasbadi Learning Solutions 100 100 Distribution of applied


Sdn. Bhd. learning products
Subsidiary of Sanjung
Unggul Sdn. Bhd.
The Malaya Press Sdn. Bhd. 100 100 Publishing of books
103
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

8. INVESTMENT IN SUBSIDIARIES (continued)

(b) Details of the subsidiaries, which are all incorporated and operating in Malaysia,
are as follows: (continued)

Effective
ownership
interest and
ANNUAL REPORT 2023

Name of Company voting interest Principal activities


2023 2022
% %

Subsidiaries of United
Publishing House (M) Sdn.
Bhd.
G-Apple Studio Sdn. Bhd. 100 100 Dormant
Penerbitan Daya Sdn. Bhd. 100 100 Dormant
Penerbitan Minda Sdn. Bhd. 100 100 Dormant
UPH Distributor Sdn. Bhd. 100 100 Dormant
Pinko Creative Sdn. Bhd. 100 100 Publishing of books and
trading of all kinds of printed
materials

Subsidiary of Sasbadi
Learning Solutions Sdn.
Bhd.
Distinct Motion Sdn. Bhd. 100 100 Provider of learning activities
related to robotics and
science, technology,
engineering and
mathematics (STEM)
education

Subsidiaries of The Malaya


Press Sdn. Bhd.
Jinbang Publication Sdn. Bhd. 100 100 Publication of books
Big Tree Publications Sdn. 100 100 Publication of books
Bhd.
Media Distribution Sdn. Bhd. - 100 Dormant

Subsidiary of Distinct
Motion Sdn. Bhd.
Distinct Element Sdn. Bhd. 100 100 Dormant

Subsidiary of Malaysian
Book Promotions Sdn.
Bhd.
Media Distribution Sdn. Bhd. 100 - Dormant

104
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

8. INVESTMENTS IN SUBSIDIARIES (continued)

(c) The Company reviews the investments in subsidiaries for impairment when there is
an indication of impairment. The recoverable amounts of the investments in
subsidiaries are assessed by reference to the fair value less cost to sell of the
underlying assets or the value in use of the respective subsidiaries. The value in
use is the net present value of the projected future cash flows derived from the
business operations of the respective subsidiaries discounted at an appropriate

ANNUAL REPORT 2023


discount rate. For such discounted cash flow method, it involves the use of
estimated future results and a set of assumptions to reflect their income and cash
flows. Judgement had also been used to determine the discount rate for the cash
flows and the future growth of the businesses of the subsidiaries. Impairment losses
are made when the carrying amount of the investments in subsidiaries exceed its
recoverable amount.

The key assumptions for the impairment testing are disclosed in Note 7(d)(i) to the
financial statements.

(d) During current financial year, the Company had made an impairment of RM80,000
(2022: Nil) in respect of a subsidiary due to its poor financial position. The
recoverable amount of the cost of investment in the subsidiary was based on its fair
value less cost to sell (“FVLCTS”) of the underlying assets. The net assets of the
subsidiary were used as a proxy for its recoverable amount based on FVLCTS
method and were within Level 3 of the fair value hierarchy.

(e) On 18 April 2023, a wholly-owned subsidiary of the Company, The Malaya Press
Sdn. Bhd. had disposed of its ownership of shares in Media Distribution Sdn. Bhd.
to Malaysian Book Promotions Sdn. Bhd., another wholly-owned subsidiary of the
Company for a total consideration of RM10,000.

9. OTHER INVESTMENTS

Group 2023 2022


RM’000 RM’000
Fair value through profit or loss
Club membership 37 37

Fair value through other comprehensive


Income
Shares quoted in Malaysia - -

37 37

Market value of quoted investments - -

The Group designated shares quoted in Malaysia as fair value through other
comprehensive income because these equity securities represented investments that
the Group intended to hold for long-term strategic purposes.

Shares quoted in Malaysia of the Group were categorised as Level 1 in the fair value
hierarchy. The fair value of investments was determined based on quoted market prices
at the reporting date. Club membership of the Group was categorised as Level 3 in the
fair value hierarchy. There was no transfer between levels in hierarchy during the
financial year.
105
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

9. OTHER INVESTMENTS (continued)

The following table shows a reconciliation of Level 1 fair values of shares quoted in
Malaysia:

Group 2023 2022


RM’000 RM’000
ANNUAL REPORT 2023

Balance as at 1 September 2022/2021 - 178


Disposal - (173)
Fair value changes - (5)
Balance as at 31 August - -

Sensitivity analysis for other investments is not material to the Group.

The maximum exposure to credit risk is represented by the carrying amount of the other
investments of the Group.

10. DEFERRED TAX ASSETS/(LIABILITIES)

Recognised deferred tax assets/(liabilities)

Deferred tax assets/(liabilities) are attributable to the following:

Assets Liabilities Net


Group 2023 2022 2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Property, plant and


equipment
- capital allowance - - (226) (81) (226) (81)
- revaluation - - (8,136) (6,735) (8,136) (6,735)
Right-of-use assets - - (97) (189) (97) (189)
Lease liabilities 102 198 - - 102 198
Intangible assets - - (1,348) (1,396) (1,348) (1,396)
Contract costs - - - (111) - (111)
Contract liabilities - 139 - - - 139
Unutilised tax losses - 1,441 - - - 1,441
Other deductible
temporary
differences 1,487 1,715 - - 1,487 1,715
Tax
assets/(liabilities) 1,589 3,493 (9,807) (8,512) (8,218) (5,019)
Set off of tax (1,188) (2,799) 1,188 2,799 - -
401 694 (8,619) (5,713) (8,218) (5,019)

106
10. DEFERRED TAX ASSETS/(LIABILITIES) (continued)

Movement in temporary differences during the financial year:

Recognised Recognised Recognised


in profit or Balance as in profit or in revaluation
Balance as loss at 31.8.2022/ loss reserve Balance as
Group at 1.9.2021 (Note 23) 1.9.2022 (Note 23) (Note 23) at 31.8.2023
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Property, plant and equipment


- capital allowance 50 (131) (81) (145) - (226)
- revaluation (6,882) 147 (6,735) 171 (1,572) (8,136)
Right-of-use assets (295) 106 (189) 92 - (97)
Lease liabilities 306 (108) 198 (96) - 102
Intangible assets (1,710) 314 (1,396) 48 - (1,348)
Contract costs (250) 139 (111) 111 - -
Contract liabilities 442 (303) 139 (139) - -
Unutilised tax losses 2,357 (916) 1,441 (1,441) - -
Other deductible temporary differences 1,843 (128) 1,715 (228) - 1,487
(4,139) (880) (5,019) (1,627) (1,572) (8,218)
(continued)
Statements
Financial

ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

107
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

10. DEFERRED TAX ASSETS/(LIABILITIES) (continued)

Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the following items:

Group 2023 2022


RM’000 RM’000
ANNUAL REPORT 2023

Unutilised tax losses


- Expires by 31 August 2028 1,587 2,314
- Expires by 31 August 2029 1,670 1,917
- Expires by 31 August 2030 1,755 2,440
- Expires by 31 August 2031 1,076 2,536
- Expires by 31 August 2032 234 247
- Expires by 31 August 2033 16 -
Unabsorbed capital allowances 1,283 1,116
Contract liabilities 456 1,089
Other deductible temporary differences 186 119
8,263 11,778

Deferred tax assets have not been recognised in respect of these items because there
is no sufficient future taxable profits available against which they can be utilised.
Unutilised tax losses can be carried forward for ten (10) consecutive years of
assessment whilst the unabsorbed capital allowances do not expire under the current
tax legislation. These items are subject to the agreement of the Inland Revenue Board.

11. RIGHT-OF-USE ASSETS/(LEASE LIABILITIES)

The Group as a lessee

Right-of-use assets classified within property, plant and equipment

Group 2023 2022


Carrying amount RM’000 RM’000

Condominium 359 299


Leasehold land 24,376 19,142
Buildings 16,616 16,763
Motor vehicles 18 38
Total 41,369 36,242

108
11. RIGHT-OF-USE ASSETS/(LEASE LIABILITIES) (continued)

The Group as lessee (continued)

Lease liabilities
Balance Balance
as at Reassessment Lease Interest as at
Carrying amount 1.9.2022 Additions of MFRS 16 Termination payments expense 31.08.2023
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Buildings 748 101 7 (13) (445) 29 427
Motor vehicles 29 - - - (15) 1 15
777 101 7 (13) (460) 30 442

Balance Balance
as at Lease Interest as at
Carrying amount 1.9.2021 Additions Termination payments expense 31.08.2022
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Buildings 1,107 124 (11) (517) 45 748
Motor vehicles 128 - - (103) 4 29
1,235 124 (11) (620) 49 777
(continued)
Statements
Financial

ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

109
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

11. RIGHT-OF-USE ASSETS/(LEASE LIABILITIES) (continued)

The Group as lessee (continued)

Group
Represented by: 2023 2022
RM’000 RM’000
ANNUAL REPORT 2023

Current liabilities 365 419


Non-current liabilities 77 358
442 777

Lease liabilities owing to financial institutions 15 29


Lease liabilities owing to non-financial institutions 427 748
442 777

(a) Nature of the leasing activities

Condominiums, leasehold land and buildings

The Group has made upfront payments to secure the right-of-use of condominiums,
leasehold land and buildings for its operations. The Group also leases warehouses
and residential properties for the purpose of staff accommodation. These leasehold
land and buildings, and related leases which have a lease term of more than 12
months are recognised within property, plant and equipment (Note 5).

Motor vehicles

The Group leases motor vehicles for employees for use in operations.

(b) The right-of-use assets under property, plant and equipment are initially measured
at cost, which comprise the initial amount of the lease liabilities adjusted for any
lease payments made at or before the commencement date.

After initial recognition, right-of-use assets are stated at cost less accumulated
depreciation and any accumulated impairment losses, and adjusted for any re-
measurement of the lease liabilities.

The Group has certain leases with lease term less than twelve (12) months, and
low value leases of office of RM20,000 and below. The Group applies the “short-
term lease” and “lease of low-value assets” exemptions for these leases.

The right-of-use assets are depreciated on a straight-line basis over the earlier of
the estimated useful lives of the right-of-use assets or the end of the lease term as
disclosed in Note 5 (a) to the financial statements.

110
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

11. RIGHT-OF-USE ASSETS/(LEASE LIABILITIES) (continued)


(c) Additions to right-of-use assets during the financial year

Group 2023 2022


RM’000 RM’000
Buildings 101 124

ANNUAL REPORT 2023


(d) Depreciation charged during the financial year

Group 2023 2022


RM’000 RM’000
Condominium 13 4
Leasehold land 589 498
Buildings 894 948
Motor vehicles 20 20
Total 1,516 1,470

(e) Extension options


Some leases of buildings contain extension options up to 3 years, which are
exercisable by the Group before the end of the non-cancellable contract period.
Where practicable, 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 lessor. 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 circumstance within its control.
As at 31 August 2023, there is no undiscounted potential future rental payments
that are not included in the lease term.
(f) The table below summarises the maturity profile of the lease liabilities of the Group
at the end of the reporting period based on contractual undiscounted repayment
obligations as follows:
Group 2023 2022
RM’000 RM’000
On demand or within one year 384 448
One to five years 85 367
469 815

(g) Significant judgements and assumptions in relation to leases


The Group assesses at lease commencement by applying significant judgement
whether it is reasonably certain to exercise the extension options. Group entities
consider all facts and circumstances including their past practice and any cost that
will be incurred to change the asset if an option to extend is not taken, to help it
determine the lease term.
The Group also applied judgement and assumptions in determining the incremental
borrowing rate 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. The lease payments are discounted using the annual
incremental borrowing rate of the Group in range of 2.99% to 5.17% (2022: 2.51%
to 5.17%).

111
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

12. INVENTORIES

Group 2023 2022


RM’000 RM’000
At cost/net realisable value
Raw materials 3,042 8,790
Finished goods 57,979 55,995
61,021 64,785
ANNUAL REPORT 2023

Recognised in profit or loss:


Inventories recognised as cost of sales 28,331 29,594
Write down of inventories 3,037 3,450

Cost of inventories is determined using the first-in first-out and weighted average method
and are stated at lower of cost and net realisable value.

The Group writes down its obsolete or slow-moving inventories based on assessment of
their product lifecycle and nature. Inventories are written down when events or changes
in circumstances indicate that the carrying amounts could not be recovered.
Management specifically analyses sales trend when making this judgement to evaluate
the adequacy of the write down for obsolete or slow-moving inventories. Where
expectations differ from the original estimates, the differences would impact the carrying
amount of inventories.

13. RIGHT TO RECOVER RETURNED GOODS/(REFUND LIABILITIES)

Group 2023 2022


RM’000 RM’000

Right to recover returned goods 1,603 2,190


Refund liabilities (2,897) (4,266)

An asset with a right to recover returned goods and the corresponding refund liabilities
are recognised in relation to finished goods sold with a right of return.

These are measured by reference to the former carrying amounts of the sold inventories
less any expected costs to recover those inventories and any potential decreases in the
value to the Group of the returned inventories.

14. CONTRACT WITH CUSTOMERS

(a) Contract costs

Group 2023 2022


RM’000 RM’000

Cost to obtain a contract 104 253

Cost to obtain a contract primarily comprises commission fees paid to


intermediaries as a result of obtaining contracts and they are recoverable.

Capitalised commission fees are amortised when the related revenues are
recognised. During the current financial year, the amount of amortisation was
RM1,011,000 (2022: RM1,924,000).
112
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

14. CONTRACT WITH CUSTOMERS (continued)

(b) Contract liabilities

Group 2023 2022


RM’000 RM’000

Contract liabilities 347 830

ANNUAL REPORT 2023


The contract liabilities primarily relate to the advance consideration received from
customers for sale of online/digital materials, which revenue is recognised over time
throughout the agreed period. The contract liabilities are expected to be recognised
as revenue over a period of 180 days or 365 days (2022: 180 days or 365 days).

Significant changes to contract liabilities balances during the financial year are as
follows:

Group 2023 2022


RM’000 RM’000
Contract liabilities at the beginning of the period
recognised as revenue 830 1,841

15. TRADE AND OTHER RECEIVABLES


Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Current
Trade
Trade receivables 38,937 37,645 - -
Less: Impairment loss (2,669) (3,815) - -
36,268 33,830 - -
Non-trade
Amounts due from
subsidiaries - - 32,178 34,316
Less: Impairment loss - - (3,081) (3,103)
Other receivables and
deposits 1,161 1,706 2 2
1,161 1,706 29,099 31,215
37,429 35,536 29,099 31,215

(a) Trade and other receivables are classified as financial assets and are measured at
amortised cost.
(b) These are non-interest bearing and the normal credit terms granted by the Group
and the Company ranges from cash term to 90 days (2022: cash term to 90 days).
Trade and other receivables are recognised at their original invoices amounts,
which represent their fair values on initial recognition.
(c) Trade and other receivables are denominated in Ringgit Malaysia.
(d) Amounts due from subsidiaries are non-trade advances in nature, unsecured, bear
interest ranging from 2.73% to 3.00% per annum and is repayable in cash and cash
equivalents within the next twelve (12) months.
113
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

15. TRADE AND OTHER RECEIVABLES (continued)


(e) Credit risk and impairment policy for trade receivables
As at the end of the reporting period, the maximum credit risk exposure is equivalent
to the gross carrying amount of trade receivables of the Group.
As at 31 August 2023, the Group has significant concentration of credit risk in the
form of outstanding balances from five (5) (2022: five (5)) trade customers, which
ANNUAL REPORT 2023

amounted to RM10,269,000 (2022: RM8,513,000) representing 26% (2022: 23%)


of gross trade receivables. The Directors are of the opinion that the outstanding
balances from these customers are fully recoverable based on the following:
i) Significant payments have been subsequently received from 5 customers after
the reporting period; and
ii) The Directors have made assessments that all these customers have the ability
to repay the balances outstanding.
The Group has also entered into small number of sales contracts, all of which are
monitored individually for completion and payment. The management is confident
that, based on their knowledge of payment patterns and subsequent payments
received, the Group is able to fully recover the amounts due from its customers.
Where applicable, the Group will demand for guarantees from shareholders/
Directors of their customers as a form of safeguard over the outstanding debts.
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. Any receivables having significant balances past due more than
330 days, which are deemed to have higher credit risk, are monitored individually.
The gross carrying amounts of credit impaired trade receivables are written off
(either partially or fully) when there is no realistic prospect of recovery. This is
generally the case when the Group 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.
The Group uses an allowance matrix to measure the lifetime ECL of trade
receivables based on the simplified approach. Consistent with the debt recovery
process, invoices which are past due 690 days will be considered as credit
impaired. Expected loss rates are calculated using the ‘roll rate’ method based on
the probability of a receivable progressing through successive stages of
delinquency to 690 days past due.
Loss rates are based on actual credit loss experience over the past three years.
The Group also considers the differences between (a) economic conditions during
the period over which the historical data has been collected, (b) current economic
conditions and (c) the Group’s view of economic conditions over the expected lives
of the receivables. The Group adjusted the loss rates to reflect current and forward-
looking information such as gross domestic product, unemployment rate, inflation
rate, bank lending rate, non-performing loan ratio and services sector gross
domestic product.
Significant judgement is required in determining the probabilities of default by
receivables and appropriate forward-looking information in assessing the expected
credit loss allowance.

114
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

15. TRADE AND OTHER RECEIVABLES (continued)


(e) Credit risk and impairment policy for trade receivables (continued)
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

ANNUAL REPORT 2023


carrying Loss Net
Group amount allowances balance
RM’000 RM’000 RM’000
2023
Current (not past due) 17,465 (32) 17,433
1 - 30 days past due 5,316 (49) 5,267
31 - 180 days past due 12,467 (169) 12,298
181 - 330 days past due 1,053 (116) 937
More than 330 days past due 2,463 (2,130) 333
38,764 (2,496) 36,268
Credit impaired
Individually impaired 173 (173) -
38,937 (2,669) 36,268

Gross
carrying Loss Net
Group amount allowances balance
RM’000 RM’000 RM’000
2022
Current (not past due) 17,099 (95) 17,004
1 - 30 days past due 4,324 (81) 4,243
31 - 180 days past due 11,517 (362) 11,155
181 - 330 days past due 905 (54) 851
More than 330 days past due 3,144 (2,567) 577
36,989 (3,159) 33,830
Credit impaired
Individually impaired 656 (656) -
37,645 (3,815) 33,830

The movements in the allowance for impairment in respect of trade and other
receivables during the financial year are shown below:

Lifetime Credit
Group ECL impaired Total
RM’000 RM’000 RM’000
Trade
Balance as at 1 September 2021 4,100 1,407 5,507
Net remeasurement of loss allowance (941) (103) (1,044)
Receivables written-off - (648) (648)
Balance as at 31 August 2022/
1 September 2022 3,159 656 3,815
Net remeasurement of loss allowance (663) (22) (685)
Receivables written-off - (461) (461)
Balance as at 31 August 2023 2,496 173 2,669
115
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

15. TRADE AND OTHER RECEIVABLES (continued)

(e) Credit risk and impairment policy for trade receivables (continued)

The movements in the allowance for impairment in respect of trade and other
receivables during the financial year are shown below: (continued)

Lifetime
ANNUAL REPORT 2023

Company ECL
RM’000
Non-trade

Balance as at 1 September 2021 3,233


Receivables written-off (130)
Balance as at 31 August 2022/1 September 2022 3,103
Reversal of impairment losses (22)
Balance as at 31 August 2023 3,081

(f) Credit risk and impairment policy for amounts due from subsidiaries and other
receivables

As at the end of the reporting period, the maximum credit risk exposure is equivalent
to the carrying amounts of amounts due from subsidiaries and other receivables of
the Group and of the Company.

The Group and the Company monitor the ability of the subsidiaries and other
receivables to repay on an individual basis. These amounts are not secured by any
collateral or supported by any other credit enhancements.

Generally, the Group and the Company consider amounts due from subsidiaries
and other receivables to have low credit risk. The Group and the Company assume
that there is a significant increase in credit risk when a subsidiary’s and other
receivables’ financial position deteriorates significantly or when the counterparty is
unable to pay when demanded. As the Company is able to determine the timing of
payments of the amount due from subsidiaries when they are payable, the
Company considers these to be in default when the subsidiaries are not able to pay
when demanded. It is considered to be credit impaired when:

i) The subsidiary is unlikely to repay its amount due to the Company in full; or
ii) The subsidiary is continuously loss making and is having a deficit shareholders’
fund.

The Group and the Company have exercised judgement in determining the
probability of default for these amounts due, by obtaining without undue cost or
effort both quantitative and qualitative information, including historical experience
also ensuring that they are reasonable and supportable.

116
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

16. CASH AND CASH EQUIVALENTS

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

Cash and bank balances 10,999 9,486 92 57


Deposits placed with
licensed banks 641 892 - -

ANNUAL REPORT 2023


As reported in the
statements of financial
position 11,640 10,378 92 57
Less: Deposits pledged (528) (778) - -
Less: Bank overdraft (33) (6,024) - -
Cash and cash equivalents
included in the statements
of cash flows 11,079 3,576 92 57

(a) Included in the deposits placed with a licensed bank of the Group is RM528,000
(2022: RM778,000) pledged for bank facilities granted to certain subsidiaries (Note
18).

(b) Cash and cash equivalents are denominated in Ringgit Malaysia.

(c) As at the end of the reporting period, the maximum credit risk exposure is equivalent
to the carrying amount of cash and cash equivalents of the Group.

No expected credit losses were recognised arising from the deposits with these
banks and financial institutions because the probability of default by these financial
institutions were negligible.

(d) Weighted average effective interest rate of deposits pledged with licensed banks of
the Group as at the end of each reporting period are as follows:
Group
2023 2022

Fixed rate 2.32% 1.79%

17. SHARE CAPITAL AND RESERVES

(a) Share capital


Group and Company
2023 2022
Number Number
of shares of shares
’000 RM’000 ’000 RM’000
Issued and fully paid up
ordinary shares with
no par value
Balance as at 1
September 2022/2021 424,585 109,138 424,175 109,073
Issuance pursuant to
ESOS exercised 8,770 1,241 410 65
Balance as at 31 August 433,355 110,379 424,585 109,138
117
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

17. SHARE CAPITAL AND RESERVES (continued)

(a) Share capital (continued)

i) The holders of ordinary shares are entitled to receive dividends as declared


from time to time, and are entitled to one (1) vote per share at meetings of the
Company. All ordinary shares rank pari passu with regard to the residual assets
of the Company.
ANNUAL REPORT 2023

ii) During the financial year, the issued and fully paid-up ordinary shares of the
Company was increased from 424,584,500 to 433,354,500 by way of issuance
of 450,000 and 8,320,000 new ordinary shares pursuant to options exercised
under the ESOS at an exercise price of RM0.12 and RM0.10 respectively per
ordinary share for cash.

iii) In the previous financial year, the issued and fully paid-up ordinary shares of
the Company increased from 424,174,500 to 424,584,500 by way of issuance
of 260,000 and 150,000 new ordinary shares pursuant to options exercised
under the ESOS at an exercise price of RM0.12 and RM0.10 respectively per
ordinary shares for cash.

(b) Treasury shares

The shareholders of the Company, by an ordinary resolution passed at the annual


general meeting held on 16 February 2023, renewed their approval for the
Company’s plan to purchase up to ten percent (10%) of the total number of issued
shares at any point of time.

The purchased shares are being held as treasury shares in accordance with the
requirements under Section 127 of the Companies Act 2016.

(c) Merger deficit

The merger deficit comprises the differences between the cost of acquisition and
the nominal value of shares acquired during the acquisition of Sasbadi Sdn. Bhd.
in 2014.

(d) Fair value reserve

The fair value reserve comprises the cumulative net change in the fair value of
equity instruments designated at fair value through other comprehensive income
until the investments are derecognised or impaired.

(e) Revaluation reserve

The revaluation reserve relates to the revaluation of condominiums, leasehold land


and buildings.

(f) Share option reserve

Share option reserve represents the effect of equity-settled share option granted to
employees. This reserve is made up of the cumulative value of services received
from employees for the issue of share option. Share option reserve in relation to the
unexercised option at the expiry of the share option scheme will be transferred to
retained earnings.
118
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

17. SHARE CAPITAL AND RESERVES (continued)

(f) Share option reserve (continued)

Employees’ share option scheme (“ESOS”)

The salient features of the Company’s ESOS are, inter alia, as follows:

ANNUAL REPORT 2023


i) The maximum number of shares which may be issued and allotted pursuant to
the ESOS shall not exceed 10% of the total number of issued shares of the
Company (excluding treasury shares, if any), at any point of time during the
duration of the ESOS;

ii) Any employee or executive director of the Group is eligible to participate in the
ESOS provided that, as at the date of offer:

(a) The employee or executive director is a Malaysian citizen who has


attained eighteen (18) years of age;
(b) The employee or executive director is not an undischarged bankrupt nor
subject to any bankruptcy proceedings;
(c) The employee or executive director must have been confirmed in service
and have served at least six (6) months in the employment of the Group;
(d) Where the employee or executive director is under an employment
contract, the contract is for a duration of at least one (1) year and shall
have not expired within three (3) months from the date of offer; and
(e) The employee or executive director has fulfilled any other criteria as may
be imposed by the ESOS Committee from time to time.

Notwithstanding the above, the ESOS Committee may, at its sole and absolute
discretion, waive any of the eligibility conditions set out above.

iii) Not more than 10% of the shares available under the ESOS shall be allocated
to any individual eligible person, who, either singly or collectively through
persons connected with the eligible person, holds 20% or more of the total
number of issued shares (excluding treasury shares, if any) of the Company;

iv) Not more than 80% of the options available under the ESOS shall be allocated,
in aggregate to executive directors and senior management;

v) The ESOS shall be in force for a period of five (5) years from the effective date
of 1 September 2016, and may be extended for a further five (5) years or a
shorter period from the expiry of the first five (5) years; and

vi) The exercise price shall be fixed based on the higher of a discount of not more
than 10% to the five (5)-day volume weighted average market price of the
shares of the Company immediately preceding the date of offer or the par value
of the shares of the Company;

The Company has received all the relevant approvals, complied with the
requirements pertaining to the ESOS, and submitted the final copy of the By-Laws
of the ESOS to Bursa Malaysia Securities Berhad (“Bursa Securities”) pursuant to
paragraph 6.42 of the Bursa Securities Listing Requirements on 1 September 2016.
The implementation of ESOS is thus effective from 1 September 2016. On 17
February 2021, the Board of Directors has approved the extension of the ESOS
which will be expiring on 31 August 2021, for a further period of five (5) years from
1 September 2021 to 31 August 2026.

119
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

17. SHARE CAPITAL AND RESERVES (continued)

(f) Share option reserve (continued)

Employees’ share option scheme (“ESOS”) (continued)

On 17 February 2021, the Company offered 10,000,000 options at an exercise price


of RM0.12 each to its eligible employees under the ESOS (“ESOS 1”). During the
ANNUAL REPORT 2023

current financial year, 450,000 (2022: 260,000) new ordinary shares were issued
pursuant to the exercise of this ESOS and 4,165,000 (2022: 50,000) options had
lapsed. On 10 March 2022, the Company offered another 12,000,000 options at an
exercise price of RM0.10 each to its eligible employees under the ESOS (“ESOS
2”). During the current financial year, 8,320,000 (2022: 150,000) new ordinary
shares were issued pursuant to the exercise of this ESOS and 200,000 (2022: Nil)
options had lapsed.

In accordance with the ESOS, holders of vested ESOS options are entitled to
purchase the Company’s shares at the exercise price at the date of grant. The terms
and conditions related to the grants of the share option programme are as follows:

Number Contractual
of options Vesting life of
Group Grant date (’000) conditions option
ESOS 1 17 February 2021 10,000 None 2 years
ESOS 2 10 March 2022 12,000 None 2 years

The number and weighted average exercise prices of share options are as follows:

2023 2022
Exercise Number Exercise Number
Group price of options price of options
RM ’000 RM ’000
Outstanding at 1
September 2022/2021
ESOS 1 0.12 4,615 0.12 4,925
ESOS 2 0.10 11,850 - -
Granted during the
financial year - - 0.10 12,000
Exercised:
ESOS 1 0.12 (450) 0.12 (260)
ESOS 2 0.10 (8,320) 0.10 (150)
Lapsed:
ESOS 1 0.12 (4,165) 0.12 (50)
ESOS 2 0.10 (200) 0.10 -
Outstanding and
exercisable at 31 August 3,330 16,465

ESOS 1 0.12 - 0.12 4,615


ESOS 2 0.10 3,330 0.10 11,850
3,330 16,465

120
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

17. SHARE CAPITAL AND RESERVES (continued)

(f) Share option reserve (continued)


Employees’ share option scheme (“ESOS”) (continued)
The fair value of services received in return for share options granted is based on
the fair value of share options granted, measured using the Black-Scholes model,
with the following inputs:

ANNUAL REPORT 2023


Group 2023 2022
RM RM
Fair value of share options and assumptions
Fair value of grant date:
ESOS 1 0.05 0.05
ESOS 2 0.04 0.04
Volume-weighted average share price:
ESOS 1 0.1296 0.1296
ESOS 2 0.1025 0.1025
Exercise price:
ESOS 1 0.12 0.12
ESOS 2 0.10 0.10
Volatility rate:
ESOS 1 65.37% 65.37%
ESOS 2 73.24% 73.24%
Option life:
ESOS 1 2 years 2 years
ESOS 2 2 years 2 years
Risk free rate:
ESOS 1 1.91% 1.91%
ESOS 2 2.65% 2.65%
Dividend yield:
ESOS 1 Nil Nil
ESOS 2 Nil Nil

Value of employee services received for issue of share options is as follows:

Group 2023 2022


RM’000 RM’000
Share options granted, representing expenses
recognised
ESOS 2 - 480

The share options expense is not recognised in the profit or loss of the Company
as it has been re-charged to the subsidiaries benefiting from the services of the
employees.

18. LOANS AND BORROWINGS

Group 2023 2022


RM’000 RM’000
Non-current
Hire purchase 447 38
Term loans - secured 895 1,321
1,342 1,359

121
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

18. LOANS AND BORROWINGS (continued)

2023 2022
Group RM’000 RM’000
Current
Hire purchase 142 24
Term loans - secured 427 404
Bank overdrafts - secured 33 6,024
ANNUAL REPORT 2023

Bankers’ acceptances - secured 6,682 4,411


7,284 10,863
8,626 12,222

(a) Loans and borrowings are classified as financial liabilities measured at amortised
cost.

(b) Loans and borrowings are denominated in Ringgit Malaysia.

(c) The term loans of the Group are secured by charges over the land and buildings
(Note 5), corporate guarantees by the Company and letter of negative pledged.

(d) The bank overdrafts of the Group are secured by charges over the land and
buildings (Note 5), pledged deposits (Note 16), corporate guarantees by the
Company and letter of negative pledge.

(e) The bankers’ acceptances are secured by charges over the land and buildings
(Note 5), corporate guarantees by the Company and letter of negative pledge.

(f) Fair value of the Group’s hire purchase is categorised as Level 3 in the fair value
hierarchy, which is estimated by discounting expected future cash flows at current
market interest rates available for similar financial instruments. There were no
transfers between levels in the hierarchy during the financial year. Hire purchase
that is not carried at fair value and together with its carrying amount, is as follows:

2023 2022
Carrying Carrying
Group amount Fair value amount Fair value
RM’000 RM’000 RM’000 RM’000
Hire purchase 589 666 62 70

The carrying amounts of short-term borrowings reasonably approximate their fair


values due to the relatively short-term nature of these financial instruments.

The carrying amount of term loans is reasonable approximation of fair value as they
are floating rate instruments that are re-priced to market interest rate on or near to
the reporting period.

122
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

18. LOANS AND BORROWINGS (continued)

(g) The contractual interest/profit rates and interest profile of the loans and borrowings
are as follows:

Group 2023 2022


% %

ANNUAL REPORT 2023


Hire purchase Fixed rates 2.46 - 3.48 2.32 - 2.53
Term loans Floating rates 5.42 - 6.17 5.42 - 5.67
Bank overdrafts Floating rates 6.70 6.42 - 7.90
Bankers’ acceptances Fixed rates 3.69 - 4.47 2.13 - 3.61

The exposure to interest rate risk of the Group is not significant and therefore,
sensitivity analysis is not presented.

(h) Maturity profile based on contractual undiscounted repayment obligations

The maturity profile of loans and borrowings at the end of the reporting period based
on contractual undiscounted repayment obligations is summarised in the table
below:

On demand
or within One to five Over five
Group one year years years Total
RM’000 RM’000 RM’000 RM’000

As at 31 August 2023

Hire purchase 148 477 - 625


Term loans 499 915 - 1,414
Bank overdrafts 33 - - 33
Bankers’ acceptances 6,682 - - 6,682
7,362 1,392 - 8,754

As at 31 August 2022

Hire purchase 31 39 - 70
Term loans 490 1,391 - 1,881
Bank overdrafts 6,024 - - 6,024
Bankers’ acceptances 4,411 - - 4,411
10,956 1,430 - 12,386

123
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

19. TRADE AND OTHER PAYABLES

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

Trade
Trade payables 2,746 8,637 - -
ANNUAL REPORT 2023

Non-trade
Amount due to a subsidiary - - 4,920 6,371
Other payables and
accrued expenses 10,537 10,372 260 203
13,283 19,009 5,180 6,574

(a) Trade and other payables are classified as financial liabilities and measured at
amortised cost.

(b) These are non-interest bearing and the normal credit terms granted to the Group
and the Company range from cash term to 90 days (2022: cash term to 90 days)
respectively. Trade and other payables are recognised at their original invoices
amounts, which represent their fair values on initial recognition.

(c) Trade and other payables are denominated in Ringgit Malaysia.

(d) Amount due to a subsidiary is a non-trade advances in nature, unsecured, bears


interest ranging from 2.73% to 3.00% per annum and is repayable in cash and cash
equivalents within the next twelve (12) months.

(e) Included in other payables and accrued expenses of the Group are accrued
royalties payable of RM5,378,000 (2022: RM4,750,000).

(f) Included in other payables and accrued expenses of the Group and of the Company
are amounts due to Directors of RM172,000 (2022: RM120,000).

(g) The maturity profile of trade and other payables of the Group and of the Company
at the reporting date based on contractual undiscounted repayment obligations is
repayable on demand or within one (1) year.

20. REVENUE

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Revenue from contracts
with customers
Sale of printed books,
distribution of applied
learning products and
trading of paper 94,771 65,445 - -
Sale of online/digital
educational material 1,371 3,589 - -
96,142 69,034 - -

124
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

20. REVENUE (continued)

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

Revenue from contracts


with customers

ANNUAL REPORT 2023


(continued) 96,142 69,034 - -
Other revenue
Dividend income - - 1,039 5,668
Total revenue 96,142 69,034 1,039 5,668
Timing and recognition for
revenue from contracts
with customers
At a point in time 94,771 65,445 - -
Over time 1,371 3,589 - -
96,142 69,034 - -

(a) Sale of printed books, distribution of applied learning products and trading of paper
are recognised at a point in time when the goods are delivered and accepted by the
customers at their premises.

(b) Sale of online/digital educational material is recognised over time as the customer
simultaneously receives and consumes the benefits provided as the Group
performs.

(c) Some contracts for the sales of printed books, distribution of applied learning
products and trading of paper and online/digital educational material provide
customers with a right of return the goods within a specified period. Under MFRS
15, the consideration received from the customer is variable because the contract
allows the customer to return the products. To account for the transfer of products
with a right of return, the Group recognises all of the following:

(i) revenue for the transferred products in the amount of consideration to which
the entity expects to be entitled (therefore, revenue would not be recognised
for the products expected to be returned);
(ii) a refund liability; and
(iii) an asset (and corresponding adjustment to cost of sales) for its right to recover
products from customers on settling the refund liability.

(d) Dividend income is recognised when the shareholder’s right to receive payment is
established.

(e) There is no significant financing component in the revenue arising as the sales and
services are made on the normal credit terms not exceeding twelve (12) months.

125
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

21. FINANCE COSTS

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Interest expense of financial
liabilities that are not at fair
value through profit or loss 827 973 147 -
ANNUAL REPORT 2023

Interest expense on lease


liabilities 30 49 - -

857 1,022 147 -

Finance 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.

22. PROFIT BEFORE TAX

Other than those disclosed elsewhere in the financial statements, profit before tax is
arrived at:

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

After charging:

Auditors’ remuneration
- statutory audit 303 267 65 60
- non-audit services 13 8 8 8
Amortisation of intangible
assets 1,422 1,422 - -
Depreciation of property, plant
and equipment 2,194 1,932 - -
Depreciation of investment
properties 52 53 - -
Expenses related to
short-term leases and
low-value assets 146 250 - -
Impairment loss on
investment in subsidiaries - - 80 -
Interest expenses in relation
to lease liabilities 30 49 - -
Net write down of inventories 3,037 3,450 - -
Intangible assets written-off 12 - - -
Property, plant and equipment
written-off 21 - - -
Personnel expenses:
- Contributions to Employees’
Provident Fund 2,175 1,872 - -
- Wages, salaries and others 19,956 17,976 - -
- Share-based payments - 480 - -
Realised foreign exchange
loss 105 - - -
126
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

22. PROFIT BEFORE TAX (continued)

Other than those disclosed elsewhere in the financial statements, profit before tax is
arrived at: (continued)

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

ANNUAL REPORT 2023


After crediting:

Dividend income from:


- subsidiaries (unquoted) - - (1,039) (5,668)
- other investments (quoted) - (1) - -
Finance income (42) (30) (575) (1)
Gain on disposal of property,
plant and equipment (249) (124) - -
Net reversal of impairment
loss on trade receivables (685) (1,044) - -
Net reversal of impairment
losses on amounts due from
subsidiaries - - (22) -
Realised foreign exchange
gain - (4) - -
Rental income from
investment properties (120) (118) - -
Unrealised foreign exchange
gain (6) - - -

Interest income is recognised as it accrues, using the effective interest method.

Rental income is accounted for on a straight-line basis over the lease term.

23. TAXATION

Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Current tax
Current year 1,362 466 104 -
Over provision in prior years (7) (216) - -
1,355 250 104 -
Deferred tax
Origination and reversal of
temporary differences 1,401 28 - -
(Note 10)
Under provision in prior
years 226 852 - -
1,627 880 - -
2,982 1,130 104 -

127
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

23. TAXATION (continued)


Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Reconciliation of tax
expense

Profit before tax 13,150 1,971 725 5,139


ANNUAL REPORT 2023

Income tax using Malaysian


tax rate of 24% (2022: 24%) 3,156 473 174 1,233
Non-deductible expenses 897 374 179 127
Non-taxable income (94) (242) (249) (1,360)
Crystallisation of deferred tax (186) (146) - -
Utilisation of previously
unrecognised deferred tax
assets (1,016) - - -
Unrecognised deferred tax
assets 172 35 - -
Green investment tax
allowance (166) - - -
2,763 494 104 -
Over provision of current tax
in prior years (7) (216) - -
Under provision of deferred
tax in prior years 226 852 - -
2,982 1,130 104 -

Tax on each component of other comprehensive income is as follows:


Item that will not be reclassified subsequently to profit or loss
Group Before tax Tax effect After tax
2023 RM RM RM
Revaluation gain on property, plant and
equipment 6,548 (1,572) 4,976

2022
Net changes in fair value of equity
investments designated at fair value
through other comprehensive income (5) - (5)

24. EARNINGS PER ORDINARY SHARE (“EPS”)


The calculation of basic EPS was based on the profit attributable to ordinary
shareholders and a weighted average number of ordinary shares outstanding,
calculated as follows:

Group 2023 2022


Profit attributable to ordinary shareholders (RM’000) 10,168 841
Weighted average number of ordinary shares (‘000) 427,831 424,432
Basic earnings per ordinary share (sen) 2.38 0.20
Diluted earnings per ordinary share is calculated by dividing profit attributable to ordinary
shareholders by the weighted average number of ordinary shares outstanding, adjusted
for the effects of dilutive potential ordinary shares. The effects of dilutive potential
ordinary shares have been arrived at based on the assumption that ESOS are exercised
128 and the ordinary shares to be issued are based on the assumed proceeds on the
difference between average share price for the financial year and exercise price.
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

24. EARNINGS PER ORDINARY SHARE (“EPS”) (continued)

Group 2023 2022

Profit attributable to ordinary shareholders (RM’000) 10,168 841


Weighted average number of ordinary shares (‘000) 427,831 424,432
Effect of dilution due to ESOS (‘000) 1,147 2,426
Adjusted weighted average number of ordinary

ANNUAL REPORT 2023


shares (‘000) 428,978 426,858
Diluted earning per ordinary share (sen) 2.37 0.20

25. DIVIDENDS
On 18 April 2023, the Board of Directors declared and approved the payment of an
interim single tier dividend of RM0.005 per ordinary share in respect of the financial year
ended 31 August 2023. The interim dividend was paid on 30 May 2023 to shareholders
registered in the Record of Depositors as at 16 May 2023 which amounts to
RM2,154,217.62.
On 30 October 2023, the Board of Directors declared and approved the payment of a
second interim single-tier dividend of RM0.0025 per ordinary share in respect of the
financial year ended 31 August 2023. This second interim dividend is to be paid on 3
January 2024 to shareholders registered in the Record of Depositors as at 15 December
2023. The dividend will be accounted for as an appropriation of retained earnings in the
financial year ending 31 August 2024.

26. OPERATING SEGMENTS


Segmental information is presented in accordance with the Group’s operations and
products.
For each operation and product, the Group’s Managing Director (“GMD”), who is the
chief operating decision maker, reviews internal management reports regularly.
Performance is measured based on segment profit before tax, interest, depreciation and
amortisation (“EBITDA”), as included in the internal management reports that are
reviewed by the GMD. Segment profit is used to measure performance as management
believes that such information is the most relevant in evaluating the results of certain
segments relative to other entities that operate within these industries.
Segment assets
The total of segment assets is measured based on all assets (including goodwill) of a
segment, as included in the internal management reports that are reviewed by the GMD.
Segment total assets are used to measure the return on assets of each segment.
Segment liabilities
Segment liabilities information is neither included in the internal management reports
nor provided regularly to the GMD. Hence, no disclosure is made on segment liabilities.
Segment capital expenditure
Segment capital expenditure is the total cost incurred during the financial year to acquire
property, plant and equipment, and intangible assets other than goodwill.
Geographical segments
The Group operates primarily in Malaysia and as such, there are no geographical
segment disclosures.
Major customer
Revenue from a customer of the Group amounted to RM11,463,000 (2022: 129
RM9,979,000) contributed to more than 10% of the Group’s revenue.
ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

130
26. OPERATING SEGMENTS (continued) (continued)
Financial
Statements

Digital
Solutions and ALP and
Print Network STEM
Group Publishing Marketing* Education^ Corporate Total
2023 RM’000 RM’000 RM’000 RM’000 RM’000

Segment profit/(loss) before tax (EBITDA) 15,491 1,751 1,526 330 19,098

Included in the measure of segment profit/(loss) before


tax are:
Revenue from external customers 87,547 5,584 3,011 - 96,142
Inter-company revenue 3,259 552 774 1,039 5,624

Not included in the measure of segment profit/(loss)


before tax but provided to GMD:
Depreciation and amortisation (2,448) (1,203) (17) - (3,668)
Finance income 56 148 - 575 779
Finance costs (1,447) - - (147) (1,594)
Taxation (2,574) - (282) (104) (2,960)
Segment assets 195,937 12,746 2,252 119,694 330,629

Included in the measure of segment assets are:


Additions to non-current assets other than financial
instruments and deferred tax assets 2,338 292 - - 2,630

* Digital/Online and Technology-enabled Solutions and Network Marketing Business Division


^ Applied Learning Products (“ALP”) and Science, Technology, Engineering and Mathematics (“STEM”) Education Services Division
26. OPERATING SEGMENTS (continued)

Digital
Solutions and ALP and
Print Network STEM
Group Publishing Marketing* Education^ Corporate Total
2022 RM’000 RM’000 RM’000 RM’000 RM’000

Segment profit/(loss) before tax (EBITDA) 6,296 (63) 679 5,126 12,038

Included in the measure of segment profit/(loss) before


tax are:
Revenue from external customers 63,280 3,441 2,313 - 69,034
Inter-company revenue 1,425 148 - 5,668 7,241

Not included in the measure of segment profit/(loss)


before tax but provided to GMD:
Depreciation and amortisation (2,911) (481) (15) - (3,407)
Finance income 29 - - 1 30
Finance costs (1,022) - - - (1,022)
Taxation (1,073) (105) 48 - (1,130)
Segment assets 172,307 13,649 1,305 121,723 308,984

Included in the measure of segment assets are:


Additions to non-current assets other than financial
instruments and deferred tax assets 478 - 16 - 494

* Digital/Online and Technology-enabled Solutions and Network Marketing Business Division


^ Applied Learning Products (“ALP”) and Science, Technology, Engineering and Mathematics (“STEM”) Education Services Division
(continued)
Statements
Financial

ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

131
ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

132
26. OPERATING SEGMENTS (continued)
(continued)
Financial

Reconciliations of reportable segment revenues, profit or loss, assets and other material items
Statements

Group
2023 2022
RM’000 RM’000
Profit or loss
Total profit for reportable segments (EBITDA) 19,098 12,038
Elimination of inter-segment profits (1,465) (5,668)
Depreciation and amortisation (3,668) (3,407)
Finance costs (857) (1,022)
Finance income 42 30
Consolidated profit before tax 13,150 1,971

Depreciation Additions to
External and Finance Finance Segment non-current
Group revenue amortisation costs income assets assets
2023 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Total reportable segments 101,766 (3,668) (1,594) 779 330,629 2,630
Elimination of inter-segment transactions or
balances (5,624) - 737 (737) (143,289) (272)
Consolidated total 96,142 (3,668) (857) 42 187,340 2,358

2022
Total reportable segments 76,275 (3,407) (1,022) 30 308,984 494
Elimination of inter-segment transactions or
balances (7,241) - - - (126,917) -
Consolidated total 69,034 (3,407) (1,022) 30 182,067 494
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

27. CAPITAL COMMITMENT

Group 2023 2022


RM’000 RM’000

Capital expenditure in respect of:

Purchase of intellectual properties:

ANNUAL REPORT 2023


- approved and contracted for 1,000 -

28. CAPITAL AND FINANCIAL RISK MANAGEMENT

(a) Capital management

The Group’s objectives when managing capital are to maintain a strong capital base
and safeguard the Group’s ability to continue as a going concern, so as to maintain
investor, creditor and market confidence and to sustain future development of the
business. The Directors monitor and are determined to maintain an optimal debt-
to-equity ratio that complies with debt covenants and regulatory requirements.

The debt-to-equity ratios are as follows:

Group 2023 2022


RM’000 RM’000

Total loans and borrowings 8,626 12,222


Less: Cash and cash equivalents (11,640) (10,378)
Net (cash)/debt (3,014) 1,844
Total equity 153,126 139,250
Net debt-to-equity ratio -* 0.01

* The gearing ratio for the Group is not presented as the Group is net cash position.

There was no change in the Group’s approach to capital management during the
financial year.

(b) Financial risk management

The Group has exposures to the following risks from its use of financial instruments:

i) Credit risk
ii) Liquidity risk
iii) Interest rate risk

i) Credit 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 and the Company’s exposure to credit risk arises principally from
its outstanding balances from customers and loans and advances to its
subsidiaries. There are no significant changes as compared to prior periods.

133
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

28. CAPITAL AND FINANCIAL RISK MANAGEMENT (continued)

(b) Financial risk management (continued)

i) Credit risk (continued)


Receivables

Risk management objectives, policies and processes for managing the risk
ANNUAL REPORT 2023

Management has a credit policy in place and the exposure to credit risk is
monitored on an ongoing basis. Credit evaluations are performed on customers
requiring credit over a certain amount.
Exposure to credit risk, credit quality and collateral
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
statements of financial position.
Information regarding credit risk concentration for trade and other receivables
is disclosed in Note 15(e) to the financial statements.
Cash and cash equivalents
The cash and cash equivalents are held with banks and financial institutions.
As at the end of the reporting period, the maximum exposure to credit risk is
represented by their carrying amounts in the statements of financial position.
These banks and financial institutions have low credit risk. Consequently, the
Group and the Company are of the view that the loss allowance is not material
and hence, it is not provided for.
Information regarding credit risk concentration for cash and cash equivalents
is disclosed in Note 16(c) to the financial statements.
Financial guarantees
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured financial guarantees to banks in respect of
banking facilities granted to certain subsidiaries. The Company monitors on an
ongoing basis the results of the subsidiaries and repayments made by the
subsidiaries.
Exposure to credit risk, credit quality and collateral
The maximum exposure to credit risk amounts to RM8,037,000 (2022:
RM12,160,000) representing the outstanding term loans, bankers’
acceptances and bank overdrafts of the subsidiaries as at the end of the
reporting period.
Maturity profile of financial guarantee contracts of the Company at the end of
each reporting period based on contractual undiscounted repayment
obligations, is repayable upon any default by the subsidiaries in respect of the
guaranteed bank facilities.
As at the end of the reporting period, there was no indication that any subsidiary
would default on repayment. The financial guarantees have not been
recognised since the fair value on initial recognition was not material.

134
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

28. CAPITAL AND FINANCIAL RISK MANAGEMENT (continued)

(b) Financial risk management (continued)

i) Credit risk (continued)

Other investments

ANNUAL REPORT 2023


Risk management objectives, policies and processes for managing the risk

Investments are allowed only in liquid securities and only with counterparties
that have a credit rating equal to or better than the Group. Transactions
involving derivative financial instruments, if any, are with approved financial
institutions.

Information regarding credit risk concentration for other investments is


disclosed in Note 9 to the financial statements.

The management has a credit policy in place and the exposure to credit risk is
monitored on an ongoing basis. Credit evaluations are performed on customers
requiring credit over a certain period. There are no significant changes as
compared to prior periods.

ii) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial
obligations as they fall due. The Group’s and the Company’s exposure to
liquidity risk and the maturity profiles are as follows:

(a) Lease liabilities, as disclosed in Note 11(f) to the financial statements;


(b) Loans and borrowings, as disclosed in Note 18(h) to the financial
statements; and
(c) Trade and other payables, as disclosed in Note 19(g) to the financial
statements.

The Group maintains a level of cash and cash equivalents and banking facilities
deemed adequate by the management to ensure, as far as possible, that it will
have sufficient liquidity to meet its liabilities when they fall due.

It is not expected that the cash flows included in the maturity analysis could
occur significantly earlier, or at significantly different amounts. There are no
significant changes as compared to prior periods.

iii) Interest rate risk

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.

135
Financial
Statements
SASBADI HOLDINGS BERHAD

(continued)

28. CAPITAL AND FINANCIAL RISK MANAGEMENT (continued)


(b) Financial risk management (continued)
iii) Interest rate risk (continued)
The Group’s and the Company’s exposure to interest rate risk and the relating
interest rate profiles are as follows:
ANNUAL REPORT 2023

(a) Amounts due from subsidiaries, as disclosed in Note 15(d) to the financial
statements;
(b) Lease liabilities, as disclosed in Note 11(g) to the financial statements;
(c) Cash and cash equivalents, as disclosed in Note 16(d) to the financial
statements;
(d) Loans and borrowings, as disclosed in Note 18(g) to the financial
statements; and
(e) Amount due to a subsidiary, as disclosed in Note 19(d) to the financial
statements.
The Group adopts a practice to continuously seek for alternative banking
facilities which provide competitive interest rates to finance and/or refinance its
working capital requirements.

29. GUARANTEES
The Directors are of the opinion that provisions are not required in respect of these
matters, as it is not probable that future sacrifice of economic benefits will be required
or the amount is not capable of reliable measurement.
Group Company
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Bank guarantees obtained
by the Group to the
Ministry of Education 541 181 - -
In respect of corporate
guarantees issued for
subsidiaries - - 8,037 12,160

As part of the agreements with the Ministry of Education, the Group has issued
performance bond in the form of bank guarantees to the Ministry of Education for the
supply of textbooks and applied learning products.

30. RELATED PARTIES


For the purposes of these financial statements, parties are considered to be related to
the Group or the Company 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 of the Group refer
to the Directors of the Group.

136
Financial
Statements

SASBADI HOLDINGS BERHAD


(continued)

30. RELATED PARTIES (continued)

The Group and the Company have related party relationships with its subsidiaries and
key management personnel.

Related party transactions have been entered in the normal course of business under
negotiated terms. The significant related party transactions are shown below.

Group Company

ANNUAL REPORT 2023


2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000
Subsidiaries
Share-based payments - - - (480)
Dividend income - - (1,039) (5,668)

Key management personnel:


Directors’ remuneration
- Fees 322 240 322 240
- Other emoluments 844 780 - -
1,166 1,020 322 240

The estimated monetary value of Directors’ benefit-in-kind of the Group is RM59,100


(2022: RM59,100).

137
ANNUAL REPORT 2023 SASBADI HOLDINGS BERHAD

138
Net Book
Land Area/ Approximate Value as at
Built–up Age of 31 August Date of
Registered/ Description/ Area Building 2023 Valuation/
Beneficial Owner Location Existing Use Tenure (sq. ft.) (Years) (RM’000) Acquisition

Sasbadi Sdn Bhd Lot 12, Jalan Teknologi 3/4, Taman Industrial land erected upon Registered lease 105,562/ 19 35,914 03.01.2023^
Sains Selangor 1, Kota Damansara, with a single storey warehouse 60 years (from 76,945
List Of

47810 Petaling Jaya, Selangor Darul building with a three (3)-storey 22.11.2001 to
Ehsan office cum internal warehouse 21.11.2061)
building annex/Industrial
warehouse and office
As At 31 August 2023
Properties

Sasbadi Sdn Bhd Unit No. C-10-5, Block C, Bay View Three (3)-bedroom apartment/ Leasehold (99 Not 24 126 06.01.2023^
Villas, PD World Marina International Apartment (currently years expiring applicable/
Resort, 6th Mile Jalan Pantai, unoccupied) on 17.12.2101) 1,278
Teluk Kemang, 71050 Port Dickson,
Negeri Sembilan Darul Khusus
Sasbadi Sdn Bhd Unit No. B 1-2, Block B, Two (2)-bedroom apartment/ Leasehold (99 Not 37 233 06.01.2023^
The Regency Tanjung Tuan Beach Holiday apartment years expiring applicable/
Resort, 5th Mile, Jalan Pantai, on 13.05.2081) 969
71050 Port Dickson,
Negeri Sembilan Darul Khusus
Sasbadi Sdn Bhd L1-09 and L1-10, Cova Square, Two (2) units of retail Leasehold (99 Not 14 2,310 03.01.2023^
Jalan Teknologi, Taman Sains lots/ Rented out to fellow years expiring applicable/
Selangor 1, Kota Damansara PJU 5, subsidiary, MindTech on 27.04.2107) Each
47810 Petaling Jaya, Selangor Darul Education Sdn Bhd, for use as measuring
Ehsan office and training centre 2,260

United Publishing Nos. 21 (Basement, Ground and Four (4) basement, two (2) Freehold Not 46 2,268 12.08.2016
House (M) Sdn Mezzanine Floors), 23 (Basement, ground and two (2) mezzanine applicable/
Bhd Ground and Mezzanine Floors), floors of four (4) units of 13,832
25 (Basement) and 27 (Basement), adjoining four-and-a-half (4½)
Jalan Taiping, Off Jalan Pahang storey shop/office/apartment
50410 Kuala Lumpur buildings/ Rented out as
investment properties
United Publishing Lot 3-055 and 3-056, Two (2) units of retail lot / Leasehold (93 Not 25 2,223 03.01.2023^
House (M) Sdn Endah Parade, Jalan 1/149E, Office years expiring applicable/
Bhd Taman Sri Endah, 57000 Wilayah on 19.02.2083) 12,884
Persekutuan Kuala Lumpur.

Notes:
^ Date of valuation.
Analysis Of
Shareholdings

SASBADI HOLDINGS BERHAD


As At 30 November 2023
Number of Issued Shares : 433,704,500 (Including 1,000 shares bought back and retained as treasury shares)
Class of Shares : Ordinary
Voting Rights : One (1) vote per Ordinary Share

DISTRIBUTION OF SHAREHOLDINGS
AS PER THE RECORD OF DEPOSITORS

ANNUAL REPORT 2023


No. of % of No. of % of Issued
Size of Shareholdings Shareholders Shareholders Shares Held ^ Share Capital
Less than 100 66 1.50 2,195 0.00
100 – 1,000 429 9.76 221,089 0.05
1,001 – 10,000 1,638 37.26 10,228,061 2.36
10,001 – 100,000 1,911 43.47 73,005,995 16.83
100,001 – 21,685,174 * 349 7.94 159,615,659 36.80
21,685,175 and above ** 3 0.07 190,630,501 43.96

Total 4,396 100.00 433,703,500 100.00

Notes:
^ Excluding a total of 1,000 shares bought back and retained as treasury shares
* Less than 5% of issued shares
** 5% and above of issued shares

DIRECTORS’ SHAREHOLDINGS
AS PER THE REGISTER OF DIRECTORS’ SHAREHOLDINGS

Direct Indirect
No. of No. of
Name of Director Shares Held % Shares Held %

Dato’ Salleh Bin Mohd Husein 300,000 0.07 – –


Law King Hui
– own 78,283,500 18.05 76,200,001(1) 17.57
– others – – 5,550,000(2) 1.28
Lee Swee Hang 36,147,000 8.33 76,200,001(1) 17.57
Law Yi Chian – – – –
Law En Ruey 1,200,000 0.28 – –
Dato’ Noor Rezan Binti Bapoo Hashim 300,000 0.07 – –
Tang Yuen Kin – – – –
Datu Dr Rashidah Binti Bolhassan – – – –

Note:
(1) Deemed interested by virtue of his interest in Karya Kencana Sdn Bhd pursuant to Section 8(4)(c) of the Companies Act 2016
(2) Disclosure of shareholdings of spouse and children pursuant to Section 59(11)(c) of the Companies Act 2016

139
Analysis Of
Shareholdings
SASBADI HOLDINGS BERHAD

As At 30 November 2023

(continued)

SUBSTANTIAL SHAREHOLDERS’ SHAREHOLDINGS


AS PER THE REGISTER OF SUBSTANTIAL SHAREHOLDERS’ SHAREHOLDINGS

Direct Indirect
No. of No. of
Name of Substantial Shareholder Shares Held % Shares Held %

Law King Hui 78,283,500 18.05 76,200,001(1) 17.57


ANNUAL REPORT 2023

Karya Kencana Sdn Bhd 76,200,001 17.57 – –


Lee Swee Hang 36,147,000 8.33 76,200,001(1) 17.57
Lee Eng Sang 19,050,000 4.39 76,200,001(1) 17.57

Note:
(1) Deemed interested by virtue of his interest in Karya Kencana Sdn Bhd pursuant to Section 8(4)(c) of the Companies Act 2016

THIRTY LARGEST SHAREHOLDERS


AS PER THE RECORD OF DEPOSITORS
No. of
No. Name of Shareholder Shares Held %
1 CIMSEC NOMINEES (TEMPATAN) SDN BHD 78,283,500 18.05
CIMB FOR LAW KING HUI (PB)
2 KARYA KENCANA SDN BHD 76,200,001 17.57
3 AMSEC NOMINEES (TEMPATAN) SDN BHD 36,147,000 8.33
PLEDGED SECURITIES ACCOUNT – AMBANK (M) BERHAD
FOR LEE SWEE HANG (SMART)
4 LEE ENG SANG 19,050,000 4.39
5 LAW KING YONG 6,750,000 1.56
6 GRUP BUKU KARANGKRAF SDN. BHD. 5,423,600 1.25
7 CHEA LAI MING 4,250,000 0.98
8 CARTABAN NOMINEES (TEMPATAN) SDN BHD 2,538,500 0.58
RHB TRUSTEES BERHAD FOR INTERPAC DANA SAFI
9 PUBLIC NOMINEES (TEMPATAN) SDN BHD 2,362,600 0.54
PLEDGED SECURITIES ACCOUNT FOR SIEW YUE LIM (E-IMO)
10 RHB CAPITAL NOMINEES (ASING) SDN BHD 2,000,000 0.46
PLEDGED SECURITIES ACCOUNT FOR IOANNIS KOROMILAS
11 MARYAM @ MUHAINI BINTI MOHAMAD ARIFF 1,900,000 0.44
12 CARTABAN NOMINEES (ASING) SDN BHD 1,898,900 0.44
THE BANK OF NEW YORK MELLON FOR ENSIGN PEAK ADVISORS INC.
13 CHEONG KOK WAI 1,796,000 0.41
14 LIM JIT PING 1,760,000 0.41
15 CHING HUEI 1,729,800 0.40
16 CHAN YEE FUAN 1,683,000 0.39
17 CGS-CIMB NOMINEES (TEMPATAN) SDN BHD 1,500,000 0.35
PLEDGED SECURITIES ACCOUNT FOR TEH SHIOU CHERNG (J D B
TUNGGAL BR-CL)
18 MA TIEN LEONG 1,396,200 0.32
19 MAYBANK NOMINEES (TEMPATAN) SDN BHD 1,350,000 0.31
PLEDGED SECURITIES ACCOUNT FOR KHOR CHIN CHEW

140
Analysis Of
Shareholdings

SASBADI HOLDINGS BERHAD


As At 30 November 2023

(continued)

THIRTY LARGEST SHAREHOLDERS (continued)


AS PER THE RECORD OF DEPOSITORS

No. of
No. Name of Shareholder Shares Held %
20 ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 1,346,500 0.31
PLEDGED SECURITIES ACCOUNT FOR TEE JEN TONG (7003685)

ANNUAL REPORT 2023


21 MAYBANK NOMINEES (TEMPATAN) SDN BHD 1,327,700 0.31
MAYBANK TRUSTEES BERHAD FOR KENANGA EQUITYEXTRA FUND
(990405)
22 LIM HUAT BEE 1,304,500 0.30
23 HLIB NOMINEES (TEMPATAN) SDN BHD 1,281,000 0.29
PLEDGED SECURITIES ACCOUNT FOR QUEK LAI CHAI (CCTS)
24 LAW EN RUEY 1,200,000 0.28
25 MAYBANK NOMINEES (TEMPATAN) SDN BHD 1,200,000 0.28
KOAY CHIANG LING
26 CHEN YEE CHEONG 1,198,100 0.28
27 CARTABAN NOMINEES (ASING) SDN BHD 1,195,400 0.28
THE BANK OF NEW YORK MELLON FOR ACADIAN EMERGING MARKETS
MICRO-CAP EQUITY MASTER FUND
28 YOUNG PEY FEEI 1,170,000 0.27
29 AMSEC NOMINEES (TEMPATAN) SDN BHD 1,000,000 0.23
PLEDGED SECURITIES ACCOUNT FOR LIM PANG KIAM
30 CGS-CIMB NOMINEES (TEMPATAN) SDN BHD 1,000,000 0.23
PLEDGED SECURITIES ACCOUNT FOR YAP KOON TECK (PENANG-CL)

TOTAL 261,242,301 60.24

141
Notice of Eleventh Annual
SASBADI HOLDINGS BERHAD

General Meeting

SASBADI HOLDINGS BERHAD


Registration No. 201201038178 (1022660-T)
(Incorporated in Malaysia)
ANNUAL REPORT 2023

NOTICE OF ELEVENTH ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the Eleventh Annual General Meeting of Sasbadi Holdings Berhad will be conducted
on a virtual basis through live streaming from the Broadcast Venue at Lot 12, Jalan Teknologi 3/4, Taman Sains
Selangor 1, Kota Damansara, 47810 Petaling Jaya, Selangor on Tuesday, 30 January 2024 at 10.00 a.m. to transact
the following business:-

ORDINARY BUSINESS
1. To receive the Audited Financial Statements for the financial year ended 31 August 2023 and
the Reports of Directors and Auditors thereon.

2. To approve the payment of a sum of not exceeding RM560,000.00 as total Directors’ Fees and Resolution 1
benefits for the financial year ending 31 August 2024.

3. To re-elect the following Directors who are retiring by rotation pursuant to Clause 115 of the
Company’s Constitution:-
3.1 Dato’ Salleh Bin Mohd Husein Resolution 2
3.2 Mr Law King Hui Resolution 3

4. To re-elect the following Directors who are retiring by casual vacancy pursuant to Clause 118
of the Company’s Constitution:-
4.1 Datu Dr Rashidah Binti Bolhassan Resolution 4
4.2 Mr Law En Ruey Resolution 5

5. To re-appoint BDO PLT as the Auditors of the Company and to authorise the Board of Directors Resolution 6
to fix their remuneration.

SPECIAL BUSINESS
To consider and if deemed fit, with or without any modification(s), to pass the following Resolutions:-

6. RETENTION OF DATO’ SALLEH BIN MOHD HUSEIN AS INDEPENDENT DIRECTOR Resolution 7

“THAT, subject to the passing of Resolution 2, Dato’ Salleh Bin Mohd Husein be and is hereby
retained as Independent Non-Executive Director of the Company and be designated as such
until the conclusion of the next Annual General Meeting, subject to the provisions of the relevant
regulatory authorities.”

7. RETENTION OF DATO’ NOOR REZAN BINTI BAPOO HASHIM AS INDEPENDENT Resolution 8


DIRECTOR

“THAT, Dato’ Noor Rezan Binti Bapoo Hashim be and is hereby retained as Independent Non-
Executive Director of the Company and be designated as such until the conclusion of the next
Annual General Meeting, subject to the provisions of the relevant regulatory authorities.”

142
Notice of Eleventh Annual
General Meeting

SASBADI HOLDINGS BERHAD


(continued)

8. AUTHORITY FOR DIRECTORS TO ISSUE SHARES Resolution 9


“THAT pursuant to Sections 75 and 76 of the Companies Act 2016 (“the Act”), and subject to the
Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Securities”) and
the approvals of the relevant governmental and/or regulatory authorities (if any), the Directors be
and are hereby empowered to allot and issue new shares in the Company at any time, without
first offer to holders of existing issued shares of the Company, upon such terms and conditions
and for such purposes as the Directors may, in their absolute discretion, deem fit, provided that
the aggregate number of shares issued pursuant to this resolution does not exceed 10% of the

ANNUAL REPORT 2023


total number of issued shares of the Company (excluding treasury shares) at the time of issue.

THAT pursuant to Section 85 of the Act, approval be and is hereby given to waive the statutory
pre-emptive rights of the shareholders of the Company to be offered new shares of the Company
ranking equally to the existing issued shares arising from any issuance of new shares in the
Company pursuant to Sections 75 and 76 of the Act.

THAT the Directors be and are also empowered to obtain the approval from Bursa Securities
for the listing of and quotation for the additional shares so issued AND THAT such authority
shall continue to be in force until the conclusion of the next Annual General Meeting (“AGM”)
of the Company.”

9. PROPOSED RENEWAL OF SHARE BUY-BACK AUTHORITY Resolution 10


“THAT subject to the provisions of the Act, the Constitution of the Company, the Main Market
Listing Requirements of Bursa Securities and the approvals of all relevant governmental and/
or regulatory authorities, the Company be and is hereby authorised to purchase such number
of issued ordinary shares in the share capital of the Company as may be determined by the
Directors of the Company from time to time through Bursa Securities, upon such terms and
conditions as the Directors may deem fit in the interest of the Company provided that:-
(a) the aggregate number of shares purchased does not exceed 10% of the total number of
issued shares of the Company (“Purchased Shares”) at any point in time;
(b) the maximum amount of funds to be allocated by the Company for the purposes of
purchasing the Purchased Shares shall not exceed the aggregate amount of the retained
earnings of the Company at the time of purchase;
(c) the authority conferred by this resolution will commence immediately upon passing of this
resolution and will continue to be in force until:-
(i) the conclusion of the next AGM of the Company at which time the authority shall lapse
unless it is renewed, either unconditionally or subject to conditions; or
(i) the expiration of the period within which the next AGM of the Company is required by
law to be held; or
(iii) the authority is revoked or varied by ordinary resolution passed by the shareholders of
the Company at a general meeting;
whichever occurs first,

(d) upon completion of the purchase by the Company of the Purchased Shares, the Directors of
the Company be and are hereby empowered to deal with Purchased Shares in the following
manner:-
(i) cancel the Purchased Shares;
(ii) retain the Purchased Shares as treasury shares (of which may be dealt with in accordance
with Section 127(7) of the Act);
(iii) retain part of the Purchased Shares as treasury shares and cancel the remainder;
(iv) in any other manner as may be prescribed by the Act, the Main Market Listing
Requirements of Bursa Securities and any other relevant authorities for the time being
in force.; or
any combination of the above (i), (ii), (iii) and (iv).

143
Notice of Eleventh Annual
General Meeting
SASBADI HOLDINGS BERHAD

(continued)

AND THAT the Directors of the Company be and are hereby authorised to take all such steps
and to do all acts and things as may be required (including executing all documents) to give full
effect to the purchase of the Company’s own shares, with full power to assent to any conditions,
variations, modifications, and/or amendments in any manner as may be required or permitted
by any relevant authorities or as may be deemed necessary by the Board of Directors and in
the best interests of the Company.”

10. To transact any other business for which due notice shall have been given in accordance with
the Companies Act 2016 and the Company’s Constitution.
ANNUAL REPORT 2023

By Order of the Board


SASBADI HOLDINGS BERHAD

TAN FONG SHIAN (SSM PC No. 201908004045) (MAICSA 7023187)


LIM FEI CHIA (SSM PC No. 202008000515) (MAICSA 7036158)
Secretaries

Kuala Lumpur
29 December 2023

Notes:
(1) The Broadcast Venue is strictly for the purpose of complying with Section 327(2) of the Act which requires the Chairman
of the Meeting to be present at the main venue of the Meeting. Shareholders/proxies from the public will NOT be allowed
to be physically present at the Broadcast Venue. Shareholders who wish to participate the AGM will have to register
online and attend remotely.
Kindly read and follow the procedures in the Administrative Notes for the AGM in order to participate remotely.
(2) A member of the Company entitled to attend, speak and vote at the meeting is entitled to appoint one or more proxies
to attend, speak and vote in his/her stead. Where a member appoints more than one proxy to attend, speak and vote
at the Meeting, such appointment shall be invalid unless he/she shall specifies the proportion of his/her holdings to be
represented by each proxy.
(3) Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central
Depositories) Act 1991 which holds ordinary shares in the Company for multiple beneficial owners in one (1) 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.
(4) Only a depositor whose name appears in the Company’s Record of Depositors as at 23 January 2024 shall be regarded
as a member and entitled to attend, speak and vote at this meeting or appoint proxy(ies) to attend, speak and vote on
his/her behalf.
(5) The instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly authorised in
writing or if the appointer is a corporation, either under seal or under the hand of an officer or attorney duly authorised.
(6) The original instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or
a notarially certified copy of that power or authority shall be deposited at the Poll Administrator’s Office, Mega Corporate
Services Sdn Bhd at Level 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail, 50250 Kuala Lumpur or submitted
via email at AGM-support.Sasbadi@megacorp.com.my not less than forty-eight (48) hours before the time for holding
the meeting or adjourned meeting. You also have the option to register directly at https://vps.megacorp.com.my/hD6QjY
to submit the proxy appointment electronically. For further information on the electronic submission of proxy form, kindly
refer to the Administrative Notes.
(7) The Personal Data Protection Act 2010, which regulates the processing of personal data in commercial transactions,
applies to the Company. By providing to us or our agents your personal data which may include your name, contact
details and mailing address, you hereby consent, agree and authorise the processing and/or disclosure of any personal
data of or relating to you for the purposes of issuing the notice of this meeting and convening the meeting, including
but not limited to preparation and compilation of documents and other matters, whether or not supplied by you. You
further confirm to have obtained the consent, agreement and/or authorisation of all persons whose personal data you
have disclosed and/or processed, in connection with the foregoing.
144
Notice of Eleventh Annual
General Meeting

SASBADI HOLDINGS BERHAD


(continued)

EXPLANATORY NOTES
Resolution 1 – Payment of Directors’ Fees and benefits
There is no increase in the Directors’ Fees and benefits for the financial year ending 31 August 2024.

Resolutions 2 to 5 – Re-election of Directors


The profiles of Dato’ Salleh Bin Mohd Husein, Mr Law King Hui, Datu Dr Rashidah Binti Bolhassan and Mr Law En
Ruey who are standing for re-election are set out under the profile of directors in the Annual Report 2023 (collectively
the “Retiring Directors”).

ANNUAL REPORT 2023


For the purpose of determining the eligibility of the Directors to stand for re-election at this 11th AGM and in line
with Practice 5.1 of the Malaysian Code on Corporate Governance, the Nomination Committee (“NC”) has reviewed
and assessed the Retiring Directors, save for Mr Law En Ruey who was appointed on 30 October 2023, through the
annual assessment and evaluation of the Board.

The NC had recommended the re-election of Retiring Directors based on the following considerations and the Board
of Directors endorsed the recommendation of the NC:-
(i) satisfactory performance and have met Board’s expectation in discharging their duties and responsibilities;
(ii) met the fit and proper criteria under the Company’s Fit & Proper Policy in discharging their roles as directors of
the Company;
(iii) their ability to act in the best interest of the Company in decision-making; and
(v) level of independence demonstrated by the independent directors.

Resolutions 7 and 8
The proposed Resolutions 7 and 8 are to seek shareholders’ approval to retain Dato’ Salleh Bin Mohd Husein and
Dato’ Noor Rezan Binti Bapoo Hashim, who have served the Board of Directors of the Company for a cumulative
term of more than 9 years, as Independent Non-Executive Directors of the Company. The Board recommended that
Dato’ Salleh Bin Mohd Husein and Dato’ Noor Rezan Binti Bapoo Hashim be retained as Independent Non-Executive
Directors based on the following justifications: -
(i) Confirmation and declaration that they met the criteria of Independent Director prescribed under Paragraph 1.01
of the Listing Requirements of Bursa Securities;
(ii) Confirmation and declaration that they have no conflict of interests with the Company and have not been entering/
are not expected to enter into contract(s) especially material contract(s) with the Company and/or its subsidiary
companies; and
(iii) Their length of service on the Board do not in any way interfere with their exercise of balance and objective views
to Board deliberations. Their experiences and knowledge in the Group’s business and operations enable them to
contribute effectively to Board deliberations and decision making.

Resolution 9
The proposed Resolution 9, if passed, will renew the authority given to the Directors of the Company to allot and
issue new shares in the Company pursuant to Sections 75 and 76 of the Companies Act 2016 (“the Act”) (“General
Mandate”), without first offer to holders of existing issued shares of the Company, provided that the number of shares
issued pursuant to this General Mandate, when aggregated with the number of shares issued during the preceding
twelve (12) months, does not exceed 10% of the total number of issued shares of the Company at the time of issue
and waive the statutory pre-emptive rights of shareholders of the Company (“Waiver”). This General Mandate, unless
revoked or varied at a general meeting, will expire at the conclusion of the next AGM of the Company.

The purpose to seek the General Mandate is to enable the Company to raise funds expeditiously for the purpose of
funding future investment project(s), working capital, repayment of borrowings and/or acquisition(s) without having to
convene a general meeting to seek shareholders’ approval when such opportunities or needs arise.

145
Notice of Eleventh Annual
General Meeting
SASBADI HOLDINGS BERHAD

(continued)

The Waiver will allow the Directors of the Company to issue new shares of the Company which rank equally to existing
issued shares of the Company, to any person without having to offer the new shares to all existing shareholders of
the Company prior to issuance of new shares in the Company under the General Mandate.

The Company did not issue any new shares pursuant to mandate obtained at the Tenth AGM of the Company held
on 16 February 2023.

Resolution 10
The proposed Resolution 10, if passed, will renew the authority given to the Directors to purchase issued ordinary
ANNUAL REPORT 2023

shares in the Company of not exceeding 10% of the total number of issued shares of the Company through Bursa
Securities in accordance with the Act, the provisions of the Constitution of the Company and the requirements of
Bursa Securities. This authority unless revoked or varied by the Company at a general meeting, will expire at the next
AGM of the Company.

Details on the proposal contained under Resolution 10 above are set out in the Statement to Shareholders dated 29
December 2023.

STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING


No individual is standing for election as Director at the forthcoming Eleventh Annual General Meeting of the Company.

146
FORM OF PROXY SASBADI HOLDINGS BERHAD
Registration No. 201201038178 (1022660-T)
(Incorporated in Malaysia)

Number of ordinary shares held Central Depository System Account No.

I/We NRIC/Company No.


(FULL NAME IN BLOCK LETTERS)

of
(ADDRESS)

being a member of SASBADI HOLDINGS BERHAD, hereby appoint


Full Name NRIC/Passport No. Proportion of shareholdings
No. of Shares %
Email Address Mobile No.

* and/or
Full Name NRIC/Passport No. Proportion of shareholdings
No. of Shares %
Email Address Mobile No.

or failing him/her, the CHAIRMAN OF THE MEETING* as my/our proxy(ies) to vote for me/us and on my/our behalf at the Eleventh
Annual General Meeting of the Company to be held on a virtual basis at the Broadcast Venue at Lot 12, Jalan Teknologi 3/4, Taman
Sains Selangor 1, Kota Damansara, 47810 Petaling Jaya, Selangor on Tuesday, 30 January 2024 at 10.00 a.m. and any adjournment
thereof. My/Our proxy(ies) shall vote as indicated below:
NO. RESOLUTIONS FOR AGAINST
Resolution 1 Approval of the payment of Directors’ Fees and benefits
Resolution 2 Re-election of Dato’ Salleh Bin Mohd Husein as Director
Resolution 3 Re-election of Mr Law King Hui as Director
Resolution 4 Re-election of Datu Dr Rashidah Binti Bolhassan as Director
Resolution 5 Re-election of Mr Law En Ruey as Director
Resolution 6 Re-appointment of BDO PLT as Auditors of the Company
Resolution 7 Retention of Dato’ Salleh Bin Mohd Husein as Independent Director
Resolution 8 Retention of Dato’ Noor Rezan Binti Bapoo Hashim as Independent Director
Resolution 9 Authority for Directors to issue shares
Resolution 10 Proposed Renewal of Share Buy-Back Authority
Please indicate with a “✓” or “✗” in the appropriate space how you wish your votes to be cast. If you do not indicate how you wish
your proxy to vote on any resolution, the proxy will vote as he or she thinks fit, or, at his or her discretion, abstain from voting.

Dated this day of


Signature/Common Seal of Member
* Delete the words “the CHAIRMAN OF THE MEETING” if you wish to appoint some other person(s) only to be your proxy/proxies.

Notes:-
(1) The Broadcast Venue is strictly for the purpose of complying with Section 327(2) of the Act which requires the Chairman of the Meeting to be present at the main
venue of the Meeting. Shareholders/proxies from the public will NOT be allowed to be physically present at the Broadcast Venue. Shareholders who wish to participate
the AGM will have to register online and attend remotely.
Kindly read and follow the procedures in the Administrative Notes for the AGM in order to participate remotely.
(2) A member of the Company entitled to attend, speak and vote at the meeting is entitled to appoint one or more proxies to attend, speak and vote in his/her stead.
Where a member appoints more than one proxy to attend, speak and vote at the Meeting, such appointment shall be invalid unless he/she shall specifies the proportion
of his/her holdings to be represented by each proxy.
(3) Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991 which holds ordinary
shares in the Company for multiple beneficial owners in one (1) 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.
(4) Only a depositor whose name appears in the Company’s Record of Depositors as at 23 January 2024 shall be regarded as a member and entitled to attend, speak
and vote at this meeting or appoint proxy(ies) to attend, speak and vote on his/her behalf.
(5) The instrument appointing a proxy shall be in writing under the hand of the appointer or of his attorney duly authorised in writing or if the appointer is a corporation,
either under seal or under the hand of an officer or attorney duly authorised.
(6) The original instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or
authority shall be deposited at the Poll Administrator’s Office, Mega Corporate Services Sdn Bhd at Level 15-2, Bangunan Faber Imperial Court, Jalan Sultan Ismail,
50250 Kuala Lumpur or submitted via email at AGM-support.Sasbadi@megacorp.com.my not less than forty-eight (48) hours before the time for holding the meeting
or adjourned meeting. You also have the option to register directly at https://vps.megacorp.com.my/hD6QjY to submit the proxy appointment electronically. For further
information on the electronic submission of proxy form, kindly refer to the Administrative Notes.
(7) The Personal Data Protection Act 2010, which regulates the processing of personal data in commercial transactions, applies to the Company. By providing to us or
our agents your personal data which may include your name, contact details and mailing address, you hereby consent, agree and authorise the processing and/or
disclosure of any personal data of or relating to you for the purposes of issuing the notice of this meeting and convening the meeting, including but not limited to
preparation and compilation of documents and other matters, whether or not supplied by you. You further confirm to have obtained the consent, agreement and/or
authorisation of all persons whose personal data you have disclosed and/or processed, in connection with the foregoing.
FOLD THIS FLAP FOR SEALING

THEN FOLD HERE

AFFIX
STAMP

Sasbadi Holdings Berhad


Registration No. 201201038178 (1022660-T)
c/o Poll Administrator’s Office
Mega Corporate Services Sdn Bhd
Level 15-2, Bangunan Faber Imperial Court
Jalan Sultan Ismail
50250 Kuala Lumpur

FIRST FOLD HERE

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