ARB IOT Group Ltd 6-K, filed Apr 29, 2025
ARB IOT Group Ltd (ARBB)
About this 6-K
ARB IOT Group Ltd filed this 6-K on April 29, 2025.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of, April
Commission File Number
(Translation of registrant’s name into English)
Level 39, Marina Bay Financial Centre Tower 2,
10 Marina Boulevard, 018983 Singapore
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
EXPLANATORY NOTE
ARB IOT Group Limited (the “Company”) is furnishing this Form 6-K to provide the unaudited condensed consolidated financial statements for the six months ended December 31, 2024 and 2023 and incorporate such financial statements into the Company’s registration statement referenced below.
This Form 6-K, including the Exhibit 99.1, is hereby incorporated by reference into the registration statement of the Company on Form F-3 (File No. 333-285785) and shall be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished by the Company under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
1
FORWARD-LOOKING INFORMATION
This Report on Form 6-K contains forward-looking statements and information relating to us that are based on the current beliefs, expectations, assumptions, estimates and projections of our management regarding our company and industry. When used in this report, the words “may”, “will”, “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan” and similar expressions, as they relate to us or our management, are intended to identify forward-looking statements. These statements reflect management’s current view of us concerning future events and are subject to certain risks, uncertainties and assumptions, including among many others: our goals and strategies, our future business development, financial condition and results of operations, expected changes in our revenue, costs or expenditure, our expectations regarding demand for and market acceptance of our products and services, competition in our industry, government policies and regulations relating to our industry, and other risks and uncertainties which are generally set forth under the heading, Item 3.D. “Risk Factors” and elsewhere in our Annual Report on Form 20-F filed on October 30, 2024 (the “Annual Report”). Should any of these risks or uncertainties materialise, or should the underlying assumptions about our business and the markets in which we operate prove incorrect, actual results may vary materially from those described as anticipated, estimated or expected in this report.
All forward-looking statements included herein attributable to us or other parties or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. Except to the extent required by applicable laws and regulations, we undertake no obligations to update these forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events.
2
EXHIBIT INDEX
| Exhibit No. | Description | |
| Exhibit 99.1 | Unaudited Condensed Consolidated Financial Statements of ARB IOT Group Limited for the Six Months Ended December 31, 2024 and 2023 | |
| Exhibit 99.2 | Operating and Financial Review and Prospects in Connection with the Interim Unaudited Condensed Consolidated Financial Statements for the Six Months Ended December 31, 2024 and 2023 | |
| 101.INS | Inline XBRL Instance Document. | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: April 29, 2025 | ARB IOT GROUP LIMITED | |
| By: | /s/ Dato’ Sri Liew Kok Leong | |
| Dato’ Sri Liew Kok Leong | ||
| Chief Executive Officer | ||
4
Exhibit 99.1
ARB IOT GROUP LIMITED
INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
F-1
ARB IOT GROUP LIMITED
(Incorporated in Cayman Islands)
UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED DECEMBER 31, 2024 AND 2023
F-2
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
| Note | As of December 31, 2024 (Unaudited) | As of June 30, (Audited) | ||||||||||||||||||
| RM | USD | RM | USD | |||||||||||||||||
| Assets | ||||||||||||||||||||
| Current assets | ||||||||||||||||||||
| Cash and bank balances | 4 | |||||||||||||||||||
| Trade receivables, net | 5 | |||||||||||||||||||
| Other receivables, deposits and prepayments, net | 6 | |||||||||||||||||||
| Inventories | 7 | |||||||||||||||||||
| Current tax asset | ||||||||||||||||||||
| Total current assets | ||||||||||||||||||||
| Non-current assets | ||||||||||||||||||||
| Property, plant and equipment | 8 | |||||||||||||||||||
| Right-of-use asset | 9 | |||||||||||||||||||
| Intangible asset | 10 | |||||||||||||||||||
| Total non-current assets | ||||||||||||||||||||
| Total assets | ||||||||||||||||||||
| Liabilities | ||||||||||||||||||||
| Current liabilities | ||||||||||||||||||||
| Trade payables | 11 | |||||||||||||||||||
| Other payables and accruals | 12 | |||||||||||||||||||
| Current tax liabilities | ||||||||||||||||||||
| Contract liability | 13 | |||||||||||||||||||
| Lease liability | 9 | |||||||||||||||||||
| Total current liabilities | ||||||||||||||||||||
| Non-current liabilities | ||||||||||||||||||||
| Deferred tax liabilities | 14 | |||||||||||||||||||
| Lease liability | 9 | |||||||||||||||||||
| Total non-current liabilities | ||||||||||||||||||||
| Total liabilities | ||||||||||||||||||||
| Net assets | ||||||||||||||||||||
| Equity | ||||||||||||||||||||
| Share capital | 15 | |||||||||||||||||||
| Reserves | ||||||||||||||||||||
| Equity attributable to owners of the Company | ||||||||||||||||||||
| Non-controlling interests | 16 | |||||||||||||||||||
| Total equity | ||||||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
F-3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS
| Six Months Ended | ||||||||||||||||||||
Note | December 31, 2024 (Unaudited) | December 31, 2023 (Unaudited and restated) | ||||||||||||||||||
| RM | USD | RM | USD | |||||||||||||||||
| Revenue | 17 | |||||||||||||||||||
| Cost of sale | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Gross profit | ||||||||||||||||||||
| Other income | ||||||||||||||||||||
| Administrative expenses | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Other operating expenses | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Finance costs | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Loss before tax | 18 | ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||
| Tax expense | 19 | |||||||||||||||||||
| Loss for the financial period | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Other comprehensive income/(loss) for the financial period, net of tax | ||||||||||||||||||||
| Items that may be reclassified subsequently to profit or loss: | ||||||||||||||||||||
| (Loss)/gain on foreign currency translation | ( | ) | ( | ) | ||||||||||||||||
| Total comprehensive loss for the financial period | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Loss for the financial period attributable to: | ||||||||||||||||||||
| Owners of the Company | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Non-controlling interests | ||||||||||||||||||||
| ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||||
| Total comprehensive loss attributable to: | ||||||||||||||||||||
| Owners of the Company | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Non-controlling interests | ||||||||||||||||||||
| ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||||
| Weighted average shares outstanding: | ||||||||||||||||||||
| Basic and Diluted | 20 | |||||||||||||||||||
| Loss per share attributable to Owners of the Company: | ||||||||||||||||||||
| Basic and Diluted | 20 | ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
F-4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| Share capital | Capital contribution (Restated) | Exchange translation reserve | Retained earnings (Restated) | Total attributable to Owners of the Company (Restated) | Non-controlling interests (Restated) | Total equity (Restated) | ||||||||||||||||||||||
| RM | RM | RM | RM | RM | RM | RM | ||||||||||||||||||||||
| Balance at June 30, 2023 | ||||||||||||||||||||||||||||
| Loss for the financial period | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Gain on foreign currency translations | ||||||||||||||||||||||||||||
| Total and other comprehensive (loss)/income | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Transaction with Owners | ||||||||||||||||||||||||||||
| Redemption of non-convertible redeemable preference shares by non-controlling interest of a subsidiary | ( | ) | ( | ) | ||||||||||||||||||||||||
| Disposal of subsidiaries | ( | ) | ( | ) | ||||||||||||||||||||||||
| Total transaction with Owners | ( | ) | ( | ) | ||||||||||||||||||||||||
| Balance at December 31, 2023 | ||||||||||||||||||||||||||||
| Balance at June 30, 2024 | ||||||||||||||||||||||||||||
| Loss for the financial period | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Loss on foreign currency translations | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Total comprehensive loss | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Transaction with Owners | ||||||||||||||||||||||||||||
| Disposal/ strike off of subsidiaries | ||||||||||||||||||||||||||||
| Total transaction with Owners | ||||||||||||||||||||||||||||
| Balance at December 31, 2024 | ||||||||||||||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
F-5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| Six Months Ended | ||||||||||||||||
December 31, 2024 (Unaudited) | December 31, 2023 (Unaudited and restated) | |||||||||||||||
| RM | USD | RM | USD | |||||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||||||||
| Loss before tax | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Adjustments for: | ||||||||||||||||
| Amortisation of intangible assets | ||||||||||||||||
| Depreciation of property, plant and equipment | ||||||||||||||||
| Depreciation of right-of-use asset | ||||||||||||||||
| Impairment loss on goodwill | ||||||||||||||||
| Impairment loss on deposit | ||||||||||||||||
| Intangible assets written-off | ||||||||||||||||
| Interest expense of lease liability | ||||||||||||||||
| Interest income | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Loss on disposal/ strike off of subsidiaries | ||||||||||||||||
| Property, plant and equipment written-off | ||||||||||||||||
| Reversal of impairment of trade receivables | ( | ) | ( | ) | ||||||||||||
| Unrealised exchange loss | ||||||||||||||||
| Waiver of debts granted/(received) | ( | ) | ( | ) | ||||||||||||
| Operating loss before changes in working capital | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Changes in working capital: | ||||||||||||||||
| Inventories | ( | ) | ( | ) | ||||||||||||
| Trade receivables, net | ( | ) | ( | ) | ||||||||||||
| Other receivables, deposit and prepayments | ( | ) | ( | ) | ||||||||||||
| Trade payables | ( | ) | ( | ) | ||||||||||||
| Contract liability, other payables and accruals | ( | ) | ( | ) | ||||||||||||
| Cash (used in)/generated from operations | ( | ) | ( | ) | ||||||||||||
| Interest received | ||||||||||||||||
| Income tax paid | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Net cash (used in)/generated from operating activities | ( | ) | ( | ) | ||||||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||||||||||
| Acquisition of property, plant and equipment | ( | ) | ( | ) | ||||||||||||
| Acquisition of subsidiaries, net of cash acquired | ||||||||||||||||
| Maturity of deposit | ||||||||||||||||
| Proceed from disposal of subsidiaries | ( | ) | ( | ) | ||||||||||||
| Proceed from redemption of non-convertible redeemable preference shares by non-controlling interest of a subsidiary | ( | ) | ( | ) | ||||||||||||
| Net cash generated from/ (used in) investing activities | ( | ) | ( | ) | ||||||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||||||||||
| Payment of lease liability | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Repayment to holding company | ( | ) | ( | ) | ||||||||||||
| Repayment to related companies | ( | ) | ( | ) | ||||||||||||
| Net cash used in financing activities | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Net decrease in cash and cash equivalents | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Effect of exchange rate changes | ( | ) | ( | ) | ||||||||||||
| Cash and cash equivalents (excluding deposits with a licensed bank) at beginning of the period | ||||||||||||||||
| Cash and cash equivalents (excluding deposits with a licensed bank) at end of the period | ||||||||||||||||
| Cash and cash equivalents comprised: | ||||||||||||||||
| Cash and bank balances | ||||||||||||||||
| Deposits with a licensed bank | ||||||||||||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
F-6
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
| 1. | GENERAL INFORMATION |
ARB IOT Group Limited (the “Company”) was incorporated and registered as an exempted company with limited liability in the Cayman Islands under the Companies Act of the Cayman Islands on March 1, 2022. The Company through its subsidiaries (collectively, the “Group”), is engaged in provision of hardware and software of Internet of Things solutions to meet customers demand in three business lines, which are IoT Smart Home, Buildings, and Engineering, IoT Smart Agriculture and System Development. The Company is principally engaged in investment holding activities. The principal activities of the subsidiaries are described in Note 2 Principles of consolidation to the financial statements. The principal executive office of the Company is located at Level 39, Marina Bay Financial Centre Tower 2, 10 Marina Boulevard, 018983 Singapore. The principal place of business of the Company is located at 22.08, Level 22, Menara Exchange 106, Lingkaran TRX, Tun Razak Exchange, 55188 Kuala Lumpur, Malaysia.
In the previous financial year, the Company’s controlling shareholder as of December 31, 2023 was ARB Berhad, a company incorporated on October 3, 1997 in Malaysia and becoming listed on the Main Market of Bursa Malaysia Securities Berhad in February 13, 2004.
On February 5, 2024, ARB Berhad effected a distribution
of
On July 1, 2024, Cahaya Fantasi Sdn. Bhd. (“Cahaya”),
a Malaysian company subscribed for
The unaudited condensed consolidated financial
statements are presented in Ringgit Malaysia (“RM”) which is also the functional currency of the Group. The conversion from
Ringgit Malaysia into U.S. dollars (“USD”) was made at the exchange rate as of December 31, 2024 on which USD
F-7
| 2. | MATERIAL ACCOUNTING POLICY INFORMATION |
This summary provides a list of the material accounting policy information adopted in the preparation of these unaudited consolidated financial statements to the extent they have not been disclosed in the other notes below. The policies have been consistently applied to all the years presented, unless otherwise stated. The financial statements are for the Group consisting of ARB IOT Group Limited and its subsidiaries.
Basis for preparation
The unaudited condensed consolidated statement of financial position as of December 31, 2024 and June 30, 2024, unaudited condensed consolidated statement of operations and other comprehensive loss, unaudited condensed consolidated statement of changes in equity and unaudited condensed consolidated statement of cash flows for the six months ended December 31, 2024 and 2023 include the results, changes in equity and cash flows of the companies comprising the Group as if the Company had always been the holding company of the Group and the current group structure had been in existence throughout period ended December 31, 2024 and year ended June 30, 2024, or since their respective dates of incorporation, where this is a shorter period.
The unaudited condensed consolidated financial statements of ARB IOT Group Limited and its subsidiaries have been prepared on a going concern basis and in accordance with International Financial Reporting Standards (“IFRS”) and interpretations issued by the IFRS Interpretations Committee (“IFRS IC”) applicable to companies reporting under IFRS. The financial statements comply with IFRS as issued by the International Accounting Standards Board (“IASB”).
The unaudited condensed consolidated financial statements for the six months ended December 31, 2024 do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group’s annual financial statements as of June 30, 2024.
Certain information and note disclosures normally included in the annual consolidated financial statements prepared in accordance with the IFRS have been condensed or omitted consistent with Article 10 of Regulation S-X. In the opinion of the Group’s management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, in normal recurring nature, as necessary for the fair statement of the Group’s financial position as of December 31, 2024, and statements of operations and other comprehensive loss, changes in equity and cash flows for the six months ended December 31, 2024 and 2023.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the revaluation of financial assets and liabilities at fair value through profit or loss and other comprehensive loss.
New or amended Accounting Standards and Interpretations adopted
There was no new or amended Accounting Standards and Interpretations issued by the International Accounting Standards Board (“IASB”) that are relevant to the company’s current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. The company has not yet assessed the impact of these new or amended Accounting Standards and Interpretations.
Business combinations
Business combinations are accounted for using the acquisition method with assets and liabilities acquired recorded at the acquisition date fair value. The cost of an acquisition is measured as the aggregate of the consideration transferred, which is measured at acquisition date fair value and the amount of any non-controlling interest share (“NCI”) in the acquiree. For each business combination, the Group elects whether to measure NCI in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets. Acquisition related costs are expensed as incurred and included in Administrative expenses.
Principles of consolidation
Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.
F-8
Upon loss of control of a subsidiary, the Group’s profit or loss is calculated as the difference between the fair value of the consideration received and of any investment retained in the former subsidiary and the previous carrying amount of the assets (including any goodwill) and liabilities of the subsidiary and any non-controlling interests.
The principal place of business of the subsidiaries are in Malaysia and/or incorporated in Malaysia unless indicated otherwise. The details of the subsidiaries are as follows:
| Ownership Interest in equity | ||||||||||
| Name of company | December 31, 2024 % | June 30, 2024 % | Principal activities | |||||||
| ARB IOT (M) Sdn. Bhd. (“AIMSB”) | ||||||||||
| ARB IOT Group Sdn. Bhd. (“AIGSB”) | ||||||||||
| Subsidiaries of AIGSB | ||||||||||
| ARB AI Agro Sdn. Bhd. (“ARB AI Agro”) | ||||||||||
| Subsidiary of ARB AI Agro | ||||||||||
| ARB Agro Technology Sdn. Bhd. (“ARB Agro Tech”) | ||||||||||
| ARB AI Sdn. Bhd. (“ARB AI”) | ||||||||||
| Subsidiary of ARB AI | ||||||||||
| ARBIOT Sdn. Bhd. (“ARBIOT”) | ||||||||||
| ARB Lab Sdn. Bhd. (“ARB Lab”) | ||||||||||
| Subsidiaries of ARB Lab | ||||||||||
| ARB R&D Sdn. Bhd. (“ARB R&D”) | ||||||||||
| Subsidiaries of ARB R&D | ||||||||||
| ARB Innovation Sdn. Bhd. (“ARB Innovation”) | ||||||||||
| ARB R1 Technology Sdn. Bhd (“ARB R1”) | ||||||||||
| ARB Robotic Sdn. Bhd. (“ARB Robotic”) | ||||||||||
| Subsidiary of ARB Robotic | ||||||||||
| ARB Intelligence Sdn. Bhd. (“ARB Intelligence”) | ||||||||||
| ARB Techsymbol Sdn. Bhd. (“ARB Techsymbol”) | ||||||||||
| Subsidiaries of ARB Techsymbol | ||||||||||
| ARB Logistic Technologies Sdn. Bhd. (“ARB Logistic”) | ||||||||||
| ARB WMS Technologies Sdn. Bhd. (“ARB WMS”) | ||||||||||
| ARB Information Sdn. Bhd. (“ARB Information”) | ||||||||||
| Subsidiary of ARB Information | ||||||||||
| ARB AI Technology Sdn. Bhd. (“ARB AI Tech”) | ||||||||||
| ARB 5G Sdn. Bhd. (“ARB 5G”) | ||||||||||
| Subsidiary of ARB 5G | ||||||||||
| ARB Big Data Sdn. Bhd. (“ARB Big Data”) | ||||||||||
| ARB Synergy Sdn. Bhd. (“ARB Synergy”) | ||||||||||
| Subsidiary of ARB Synergy | ||||||||||
| ARB Databook Pte. Ltd. (“ARB Databook”) | ||||||||||
| * |
F-9
During the financial period, the Group completed the following subscriptions, acquisitions and disposals/strike-off of companies:
| 1. | On July 15, 2024, AIGSB executed a Trust Deed with Dato’
Sri Liew Kok Leong whereby the Trustee is a registered holder of |
| 2. | On November 30, 2024, AIGSB has subscribed to an additional one ( |
| 3. | On November 30, 2024, AIGSB has subscribed to ten ( |
| 4. | On November 30, 2024, ARB R&D has subscribed to an additional eight ( |
| 5. | On November 30, 2024, AIGSB has subscribed to one ( |
| 6. | On November 30, 2024, ARB Lab has subscribed to an additional eight ( |
| 7. | On November 30, 2024, AIGSB has subscribed to one ( |
| 8. | On November 30, 2024, AIGSB has subscribed to an additional one ( |
| 9. | On November 30, 2024, AIGSB has subscribed to ten ( |
| 10. | During this financial period, the subsidiaries of the Company: ARB AI, ARBIOT, ARB Techsymbol, ARB Logistic, ARB WMS, ARB Information, ARB AI Tech, ARB 5G, and ARB Big Data undergoes strike-off exercise and deemed written off from the group to streamline the business process and improve the efficiency of the group corporate structure. |
F-10
In the previous financial year ended June 30, 2024, the Group completed the following subscriptions, acquisitions, disposals and incorporations of companies:
| 1. | On October 6, 2023, AIGSB, an indirect subsidiary of the Company, disposed |
| 2. | On May 31, 2024, ARB Techsymbol had acquired additional |
Inter-company transactions, balances and unrealized gains on transactions between Group companies are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.
Segmental Information
An operating segment is defined as a component of an entity for which discrete financial information is available and whose operating results are regularly reviewed by the Chief Operating Decision Maker (“CODM”). The CODM is comprised of the Management Board of the Group. The Group operates as two segments dedicated to the provision of hardware and software of Internet of Things solutions and investment holding and others. The CODM makes decisions about allocating resources and assessing performance based on the Group as a whole. Accordingly, the Group has determined it operates in two operating and reportable segments.
Foreign currency translation
The financial statements are presented in Ringgit Malaysia, which is the Company’s presentation currency. The use of USD is solely for the convenience of the reader. All the functional currency of subsidiaries of ARB IOT Group Limited are Ringgit Malaysia.
Foreign currency transactions
Foreign currency transactions are translated into Ringgit Malaysia (“RM”) using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial period exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Non-monetary items are converted at the rate of exchange used to convert the related unaudited consolidated statements of financial position items, i.e., at the time of the transaction.
Revenue recognition
Revenues are generally recognized upon the transfer of control of promised products or services provided to our customers, reflecting the amount of consideration we expect to receive for those products or services. We enter into contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to governmental authorities.
Revenues are recognized upon the application of the following steps:
| 1. | Identification of the contract or contracts with a customer; |
| 2. | Identification of the performance obligations in the contract; |
| 3. | Determination of the transaction price; |
| 4. | Allocation of the transaction price to the performance obligations in the contract; and |
| 5. | Recognition of revenue when, or as, the performance obligation is satisfied. |
F-11
Employee benefits
Short-term employee benefits
Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in which the associated services are rendered by employees of the Group and the Company. Short-term accumulating compensated absence such as paid annual leave is recognised when services are rendered by employees and short term non-accumulating compensated absences such as sick leave are recognised when the absences occur.
Defined contribution plan
As required by law, companies in Malaysia make contributions to the Employees’ Provident Fund (“EPF”). The contributions are recognised as a liability after deducting any contribution already paid and as an expense in profit or loss in the period in which the employee render their services. Once the contributions have been paid, the Group and the Company has no further payment obligations.
Income tax
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in profit or loss except to the extent that it relates to a business combination or items recognised directly in equity or other comprehensive loss.
Current tax is the expected tax payable or receivable on the taxable income or loss for the period, using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to tax payable in respect of previous financial year.
Deferred tax is recognised using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is not recognised for the temporary differences arising from the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax assets and liabilities on a net basis or their tax assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each reporting period and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Impairment of assets
Goodwill is not subject to amortisation and is tested annually for impairment or more frequently if events or changes in circumstances indicate it might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized in profit or loss for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use and is calculated with reference to future discounted cash flows that the asset is expected to generate when considered as part of a cash-generating unit. Assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period. If an impairment subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment charge been recognized for the asset in prior years.
F-12
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition. Cost is calculated using the weighted average cost method. Net realisable value represents the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.
Cash and bank balances
For the purposes of presentation in the consolidated statement of cash flows, cash and cash equivalents includes cash in hand, deposits held at call with financial institutions, and, if applicable, other short-term highly liquid investments with original maturities of three months or less.
Trade receivables
Trade receivables are amounts due from customers
for goods sold or services performed in the ordinary course of business. Trade receivables are recognized initially at fair value. The
Group holds trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortized
cost, less provision for impairment. If collection is expected in
Trade payables
Trade payables are liabilities for goods and services
provided to the Group prior to the end of the financial period which are unpaid. They are recognized initially at their fair value and
subsequently measured at amortized cost. They are classified as current liabilities if payment is due within
Share capital and reserves
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in equity as a deduction from the proceeds of the issue.
Fair value hierarchy
Financial instruments are carried at fair value. The different levels used in measuring fair value have been defined in accounting standards as follows:
Level 1 — the fair value of financial instruments traded in active markets is based on quoted market prices at the end of the reporting period.
Level 2 — the fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3 — if one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
The Group recognises transfers between levels of the fair value hierarchy as of the date of the event or change in circumstances that caused the transfers.
F-13
| 3. | CRITICAL ESTIMATES AND JUDGMENTS |
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgment in applying the Group’s accounting policies.
This note provides an overview of the areas that involved a higher degree of judgment or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be wrong. Detailed information about each of these estimates and judgments is included in other notes together with information about the basis of calculation for each affected line item in the financial statements.
Estimates and judgments are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Group and that are believed to be reasonable under the circumstances.
There are no significant areas of estimation uncertainty and critical judgements in applying accounting policies that have significant effect on the amounts recognised in the financial statements other than disclosed in the Note 10 - intangible asset.
| 4. | CASH AND BANK BALANCES |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Cash and bank balances | ||||||||
| Deposits with a licensed bank | ||||||||
Cash and bank balances are classified as financial assets measured at amortised cost.
F-14
| 5. | TRADE RECEIVABLES, NET |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Trade receivables | ||||||||
| - Third parties | ||||||||
| Impairment allowance | ||||||||
| Balance as of July 1, 2024 | ( |
) | ||||||
| Reversal / (addition) | ( |
) | ||||||
| Balance as of December 31, 2024 / June 30, 2024 | ( |
) | ||||||
| Net balance | ||||||||
| (a) | Trade receivables are classified as financial assets measured at amortised cost. |
| (b) | Trade receivables are non-interest bearing and the normal credit terms of trade receivables granted by the Group ranged from 30 to 210 days (June 30, 2024: 30 to 210 days). Other credit terms are assessed and approved on a case-by-case basis. They are recognised at their original invoices amounts, which represent their fair values on initial recognition. |
| (c) | Trade receivables that do not contain a significant financing component are recognised based on the simplified approach using the lifetime expected credit losses. |
The Group uses an allowance matrix to measure the expected credit loss of trade receivables from individual customers. Expected loss rates are calculated using the roll rate based on the probability of a receivable progressing through successive stages of delinquency to 210 days past due.
The expected loss rates are based on the historical credit losses experienced by the Group. The historical loss rates are then adjusted for current and forward-looking information on macroeconomic factors affecting the customers of the Group. The Group has identified the base lending rate, unemployment rate, inflation rate and labor force participation as the key macroeconomic factors. Nevertheless, the Group believe that these factors are immaterial for the purpose of impairment calculation for the period/year.
| (d) | For trade receivables, which are reported net, such impairments are recorded in a separate impairment account with the loss being recognised within administrative expenses in the statements of operations and other comprehensive loss On confirmation that the trade receivable would not be collectable, the gross carrying value of the asset would be written off against the associated impairment. |
Subsequent reversal of an impairment loss for trade receivables is recognised in the statement of operations and other comprehensive loss as a reversal of impairment losses upon settlement from the credit-impaired trade receivables.
Management exercised significant judgments
in determining the probability of default by trade receivables and appropriate forward-looking information. Reversal of impairment loss
of RM
F-15
| (e) |
| IOT segment – third parties | ||||
| RM | ||||
| December 31, 2024 | ||||
| Current | ||||
| Past due: | ||||
| 1 to 30 days | ||||
| 31 to 120 days | ||||
| Less: impairment allowance | ||||
| Total | ||||
| June 30, 2024 | ||||
| Current | ||||
| Past due: | ||||
| 1 to 30 days | ||||
| 31 to 120 days | ||||
| Less: impairment allowance | ( | ) | ||
| Total | ||||
| (f) | The Group does not have significant exposure to single customers or to industry groups and does not anticipate the carrying amounts recorded at the end of the reporting period to be significantly different from the values that would eventually be received. |
F-16
| 6. | OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS, NET |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Other receivables | ||||||||
| Deposits | ||||||||
| Prepayments | ||||||||
| Less : impairment allowance | ( |
) | ||||||
| (a) | Other receivables, deposits and prepayments are classified as financial assets measured at amortised cost. |
| (b) | The impairment loss for the six months ended December 31, 2024 result from delay in deposit refund. There was prolonged delay in a project progress and the deposit refund beyond normal refund period by one counterparty. The Company had multiple attempts to reach out to the counterparty, there was a lack of responsiveness from their end. In the absence of any communication regarding the deposit refund and decision of termination of project, the decision was made to impair the whole balance due from the counterparty. |
| 7. | INVENTORIES |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Current | ||||||||
| IOT Hardware | ||||||||
| (a) | Inventories are determined on the first-in, first-out basis and stated at the lower of cost and net realisable value. The cost of inventories comprised all cost of purchase, cost of conversion plus other costs incurred in bringing the inventories to their present location and condition. |
| (b) | The cost of inventories recognised as cost of sales was RM |
F-17
|
8. |
PROPERTY, PLANT AND EQUIPMENT |
Computer system and equipment
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Cost | ||||||||
| As of July 1 | ||||||||
| Additions | ||||||||
| Disposal / Written-off | ( |
) | ||||||
| As of December 31/ June 30 | ||||||||
| Accumulated depreciation | ||||||||
| As of July 1 | ( |
) | ( |
) | ||||
| Charge for the period/year | ( |
) | ( |
) | ||||
| Disposal / Written-off | ||||||||
| As of December 31/ June 30 | ( |
) | ( |
) | ||||
| Net carrying amount | ||||||||
| (a) | All items of property, plant and equipment are initially measured at cost. After initial recognition, property, plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment losses. |
| (b) | Depreciation is calculated to write down the cost of the assets to their residual values on a straight line basis over their estimated useful lives. The estimated useful lives represent common life expectancies applied in the various business segments of the Group. The principal annual rates used are as follows: |
| Computer system and equipment | % |
| (c) | The
depreciation for the six months ended December 31, 2024 is RM |
F-18
|
9. |
RIGHT-OF-USE ASSET/LEASE LIABILITY |
Office space
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Right-of-use asset | ||||||||
| Cost | ||||||||
| As of July 1, 2023, June 30, 2024 and December 31, 2024 | ||||||||
| Accumulated depreciation | ||||||||
| As of July 1 | ( |
) | ( |
) | ||||
| Charge for the period/year | ( |
) | ( |
) | ||||
| As of December 31/ June 30 | ( |
) | ( |
) | ||||
| Net carrying amount | ||||||||
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Lease liability | ||||||||
| As of 1 July | ||||||||
| Interest charged | ||||||||
| Payment of: | ||||||||
| - principal | ( |
) | ( |
) | ||||
| - interest | ( |
) | ( |
) | ||||
| ( |
) | ( |
) | |||||
| Net carrying amount | ||||||||
| At the end of the period/year | ||||||||
| Represented by: | ||||||||
| Lease liability - current | ||||||||
| Lease liability - non-current | ||||||||
F-19
| (a) | The Group leases an office space in the location which it operates. The lease of the office space comprised fixed payment over the lease term. The six months ended December 31, 2024’s lease liability interest charged is RM |
| (b) |
The right of use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date of the lease. After initial recognition, right of use asset is stated at cost less accumulated depreciation and any accumulated impairment losses and adjusted for any re-measurement of the lease liability. | |
The right of use asset is depreciated on the straight-line
basis over the earlier of the estimated useful lives of the right of use asset or the end of the lease term. The lease terms for office
space are two (
| (c) | The
Group has certain leases of premises and equipment with a lease term of twelve ( |
| (d) |
| December 31, 2024 |
December 31, 2023 |
|||||||
| RM | RM | |||||||
| Administrative expenses: | ||||||||
| - depreciation of right of use asset | ||||||||
| - expense relating to short-term leases | ||||||||
| - expense relating to leases of low-value assets | ||||||||
| Finance costs: | ||||||||
| - interest expense on lease liability | ||||||||
| (e) |
| Weighted average incremental borrowing rate | Within one year | One to five years | Total | |||||||||||||
| % | RM | RM | RM | |||||||||||||
| December 31, 2024 | ||||||||||||||||
| Lease liability | - | |||||||||||||||
| June 30, 2024 | ||||||||||||||||
| Lease liability | ||||||||||||||||
F-20
|
| (f) | The Group leases several assets that include extension and termination options. These are used to maximise operational flexibility in terms of managing the assets used in the Group’s operations. Management determines whether these extension and termination options are reasonably certain to be executed.
During the financial period, the group has entered into a short-term lease agreement of a period of twelve ( |
| (g) |
| December 31, 2024 | June 30, 2024 | |||||||
| RM | RM | |||||||
| As of July 1 | ||||||||
| Cash flows | ( | ) | ( | ) | ||||
| Interest expense of lease liability | ||||||||
| As of December 31/June 30 | ||||||||
The payment of lease liability included in
financing activities and interest of lease liability included in operating activities of the statement of cash flows were RM
F-21
| 10. | INTANGIBLE ASSET |
| Supply/Service Agreements | Computer system | Goodwill | Total | |||||||||||||
| RM | RM | RM | RM | |||||||||||||
| December 31, 2024 | ||||||||||||||||
| Cost | ||||||||||||||||
| As of July 1, 2023 | ||||||||||||||||
| Additions | ||||||||||||||||
| Written off/Impairment | ( | ) | ( | ) | ( | ) | ||||||||||
| As of December 31, 2024 | ||||||||||||||||
| Accumulated amortisation | ||||||||||||||||
| As of July 1, 2023 | ( | ) | ( | ) | ( | ) | ||||||||||
| Charge for the period | ( | ) | ( | ) | ( | ) | ||||||||||
| Written off | ||||||||||||||||
| As of December 31, 2024 | ( | ) | ( | ) | ( | ) | ||||||||||
| Net carrying amount | ||||||||||||||||
| As of December 31, 2024 | ||||||||||||||||
| Supply/Service Agreements | Computer system | Goodwill | Total | |||||||||||||
| RM | RM | RM | RM | |||||||||||||
| June 30, 2024 | ||||||||||||||||
| Cost | ||||||||||||||||
| As of July 1, 2023 and June 30, 2024 | ||||||||||||||||
| Accumulated amortisation | ||||||||||||||||
| As of July 1, 2023 | ( | ) | ( | ) | ( | ) | ||||||||||
| Charge for the year | ( | ) | ( | ) | ( | ) | ||||||||||
| As of June 30, 2024 | ( | ) | ( | ) | ( | ) | ||||||||||
| Net carrying amount | ||||||||||||||||
| As of June 30, 2024 | ||||||||||||||||
The amortisation for the six months ended
December 31, 2024 is RM
F-22
Supply/Service Agreements
Supply Agreement, Service Agreement and the Reseller and Drone Service Agreement (“Supply/Service Agreements”) recognized in a business combination is a contract-based intangible asset at the acquisition date and is initially measure at cost. After initial recognition, Supply/Service Agreement is measured at cost less accumulated amortisation and accumulated impairment losses.
For the purpose of initial cost recognition, The Group had appointed Independent Valuer (“the Valuer”) to value Supply/Service Agreement based on Discounted Cash Flow Valuation Model (“DCF valuation model”), where the Valuer has adopted the mid-point cost of equity (“Ke”) as the discount rate for future cash flows on June 3, 2022.
The initial cost recognition was taken the following basis into consideration:
| ● | the expected cash flows received by Digital Agrophonic Sdn. Bhd. (“DASB”) derived from the execution of the Supply/Service Agreements, whereby DASB is authorised to sell, promote, market the products and drone services to customers net present value of such cash flows. Subsequent to the execution of the Reseller and Drone Service Agreement, DASB has signed the Supply Agreement and Service Agreement for:- |
| (i) | provision of all-in-one drone services to streamline workflows on farms and plantation which includes but not limited to spraying pest protection solution for a variety of crops for a period of ten (10) years; and | |
| (ii) | purchase of Multi-Rotor Agricultural unmanned aeril vehicles (“UAV”) manufactured and marketed under the trademark of Guangzhou Xaircraft Technology Co. Ltd (“GXT”) for a period of ten (10) years and Multi-Rotor Agricultural UAVs from others suppliers from other countries. |
| ● | the potential future economic benefits expected to derived from the Reseller and Drone Services Agreement for the next ten (10) years period with an option to renew for another five (5) years; and |
| ● | rationale and prospects of the Subscription. |
The calculation initial cost of Supply/Service Agreement are most sensitive the following assumptions:
| (i) | Revenue and income pursuant to the Reseller and Drone Service Agreement, the Supply Agreement, and the Service Agreement for the period from ten (10) years, which is derived from 2 main sources as follows: |
| ● | Sale of Products – Multi-Rotor Agricultural UAVs. | |
| ● | Drone Services – Services of providing all-in-one drone services to streamline workflows on farms and plantations which includes but not limited to spraying pest protection solution for a variety of crops. |
| The selling price per unit of the products are approximately RM |
| Drone Services provided will be charged at a rate of approximately RM |
F-23
| (ii) | There will be no unusual events or transactions that will materially affect the operations or results of DASB. |
| (iii) | There will be no legal proceedings against DASB which will adversely affect the activities or performance of DASB or give rise to any contingent liabilities, which will materially affect the position or business of DASB. |
| (iv) | There will be no adverse effects from weather conditions, industrial accidents or other similar occurrence, climatic diseases, wars, terrorist attacks, and other natural risks, both domestically and internationally, that may affect the operations, income and expenditure of DASB. |
| (v) | DASB meets all the regulations and standards prescribed by the authorities. |
| (vi) | There will be not any substantial impairment to the carrying value of DASB’s non-current assets. |
| (vii) | Pre-tax
discount rate of |
An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the asset, are recognised in profit or loss when the asset is derecognised.
Computer system
Computer system comprise of source codes recognized in a business combination at the acquisition date and source codes purchased from third parties, which were held for use in the production or supply of goods or services to customers. The source codes are initially measure at cost. After initial recognition, source codes are measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is calculated to write down the cost
of the assets to their residual values on a straight line basis over their estimated useful lives. The estimated useful lives represent
common life expectancies applied in the various business segments of the Group. The principal annual rates used are between range of
The computer system is written-off when it is disposed of or when no future economic benefits are expected from its use or disposal, with any gain or loss recognized in the statements of operations and other comprehensive loss.
F-24
Goodwill
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.
For the purpose of impairment testing, goodwill is allocated to the Group’s CGUs which represent the lowest level within the Group at which the goodwill is monitored for internal management purposes. Goodwill is assessed annually for any indication of impairment.
The recoverable amounts of the CGUs have been determined based on value in use (“VIU”) calculations. The VIU is calculated using the pre-tax cash flow projections based on financial budgets approved by management covering a five-year period. VIU was determined by discounting the future cash flow generated from the business operation of the CGUs.
The calculations of VIU for the CGUs are most sensitive to the following assumptions:
| (i) | Revenue growth rates |
The forecasted growth rates are determined based on past performance of the CGUs.
| (ii) | Expenses growth rate |
Expenses are projected at annual increase of approximately
| (iii) | Pre-tax discount rates |
Pre-tax discount rate of
| (iv) | Profit margin |
Profit margins are projected based on the historical profit margin achieved or predetermined profit margin for the CGUs.
With regards to the assessment of the
value-in-use of the CGU relating to goodwill, impairment loss recognised for the intangible assets on consolidation in the December
31, 2024 are RM
F-25
| 11. | TRADE PAYABLES |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Current | ||||||||
| Trade payables | ||||||||
| - Third parties | - | |||||||
| - Related parties | ||||||||
| (a) | Trade payables are classified as financial liabilities measured at amortised cost. |
| (b) | Trade
payables are non-interest bearing and the normal trade credit terms granted to the Group range from |
| (c) | The
maturity profile of the trade payables of the Group at the end of the reporting period based on contractual undiscounted repayment obligations
is repayable on demand or within one ( |
| 12. | OTHER PAYABLES AND ACCRUALS |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Other payables | ||||||||
| Accruals | ||||||||
| (a) | Other payables and accruals are classified as financial liabilities measured at amortised cost. |
| (b) | The
maturity profile of the other payables of the Group at the end of the reporting period based on contractual undiscounted repayment obligations
is repayable on demand or within one ( |
| 13. | CONTRACT LIABILITY |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Balance as of July 1, 2023 | ||||||||
| Deposit from customer | ||||||||
| Balance as of December 31, 2024 / June 30, 2024 | ||||||||
| Within 12 months | ||||||||
| Beyond 12 months | ||||||||
Revenue is recognised when control of the goods has transferred to the customer, being at the point the goods are delivered to the customer. When the customer paid the deposit, the amount received at that point by the Group is recognised as contract liability until the goods have been delivered to the customer.
F-26
| 14. | DEFERRED TAX LIABILITIES |
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| As of July 1 | ||||||||
| Recognised in profit or loss | ( |
) | ( |
) | ||||
| As of December 31/ June 30 | ||||||||
The deferred tax liabilities recognised in profit
or loss for six months ended December 31, 2024 is RM
Components of deferred tax assets and liabilities at the end of each reporting period/year comprise the tax effects of:
| December 31, 2024 |
June 30, 2024 |
|||||||
| RM | RM | |||||||
| Excess of net carrying amount over tax written down value of plant and equipment | ||||||||
| Unabsorbed capital allowances | ( |
) | ( |
) | ||||
| Unabsorbed tax losses | ( |
) | ( |
) | ||||
| Intangible asset | ||||||||
| 15. | SHARE CAPITAL |
| December 31, 2024 | June 30, 2024 | |||||||||||||||
| Number of shares | Amount | Number of shares | Amount | |||||||||||||
| RM | RM | |||||||||||||||
| Issued and fully paid ordinary shares | ||||||||||||||||
| As at the beginning and end of the period/year | ||||||||||||||||
Owners of the Company are entitled to receive dividends as and when declared by the Company and are entitled to one (1) vote per ordinary share at meetings of the Company. All ordinary shares rank pari passu with regard to the residual assets of the Company.
F-27
| 16. | NON-CONTROLLING INTERESTS |
| December 31, 2024 | June 30, 2024 | |||||||
| RM | RM | |||||||
| Non-controlling interests | ||||||||
| (a) |
| December 31, 2024 | ARB Lab | |||
| NCI percentage of ownership interest and voting interest (%) | ||||
| Carrying amount of NCI (RM) | ||||
| (Loss)/Profit allocated to NCI (RM) | ||||
| Total comprehensive (loss)/ income allocated to NCI (RM) | ||||
| June 30, 2024 | ARB WMS | ARB Distribution | ARB Lab | Total | ||||||||||||
| NCI percentage of ownership interest and voting interest (%) | ||||||||||||||||
| Carrying amount of NCI (RM) | ||||||||||||||||
| (Loss)/Profit allocated to NCI (RM) | ( | ) | ||||||||||||||
| Total comprehensive (loss)/ income allocated to NCI (RM) | ( | ) | ||||||||||||||
| (b) |
F-28
December 31, 2024
There is no acquisition and disposal of non-controlling interest during the financial period.
June 30, 2024
| ARB WMS | ARB Distribution | |||||||
| RM | RM | |||||||
| Results | ||||||||
| Revenue | ||||||||
| (Loss)/Profit for the financial year | ( | ) | ||||||
| Total comprehensive (loss)/income | ( | ) | ||||||
| Cash flows used in operating activities | ( | ) | ||||||
| Cash flows from investing activities | ||||||||
| Cash flows used in financing activities | ( | ) | ||||||
| Net decrease in cash and cash equivalents | ( | ) | ( | ) | ||||
| (c) | Acquisition/Disposal of non-controlling interest |
December 31, 2024
There is no acquisition and disposal of non-controlling interest during the financial period.
June 30, 2024
On October 6, 2023, AIGSB, disposed
On May 31, 2024, the Group had acquired
additional ARB WMS’s
Other than the above subsidiaries, the controlling equity interest of individually immaterial subsidiaries remain unchanged as of June 30, 2024.
F-29
| 17. | REVENUE |
| Six Months Ended | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| RM | RM | |||||||
| Revenue from contracts with customers | ||||||||
| Project management and rendering of information technology system | ||||||||
| Sale of goods | ||||||||
| Timing of revenue recognition | ||||||||
| Transferred at a point in time | ||||||||
| (a) | Project management and rendering of information technology system |
Revenue from project management and rendering of information technology system are recognised at a point in time when control of the goods is passed to the customer, which is point in time when the significant risks and rewards are transferred to the customer and the transaction has met the probability of inflows and measurement reliability requirements of IFRS 15.
| (b) | Sales of goods |
The Group is engaged in supply and install customised IoT software or hardware. The majority of the sale of goods contracts are supply and install customised a set of IoT Smart Agriculture solution and customised source codes and reseller of mobile gadget and the relevant accessories.
Revenue from sale of goods is recognised at a point in time when the Group satisfies a performance obligation by transferring a promised good (i.e. an asset) to a customer. An asset is transferred as and when a customer obtains control of that asset which coincides with the delivery of goods and acceptance by the customer.
There is no material right of return and warranty provided to the customers on the sale of goods and there is no significant financing component in the revenue arising from sale of goods as the sales are made on normal credit terms not exceeding twelve months.
F-30
| 18. | LOSS BEFORE TAX |
| Six Months Ended | ||||||||
| December 31, 2024 |
December 31, 2023 (Restated) |
|||||||
| RM | RM | |||||||
| Loss before tax is arrived at after charging: | ||||||||
| Depreciation of: | ||||||||
| - property, plant and equipment | ||||||||
| - right of use assets | ||||||||
| Amortisation of intangible asset | ||||||||
| Directors’ remuneration (Note 21) | ||||||||
| Loss on disposal/ strike-off of subsidiaries | ||||||||
| Interest expense of lease liability | ||||||||
| Rental of equipment | ||||||||
| Short-term rental | ||||||||
| Impairment loss on deposits | ||||||||
| Waiver of debts | ||||||||
| Property, plant and equipment written-off | ||||||||
| Intangible assets written-off | ||||||||
| Impairment loss on goodwill | ||||||||
| And crediting: | ||||||||
| Reversal of impairment on trade receivables | ( |
) | ||||||
| Waiver income | ( |
) | ||||||
| Interest income | ( |
) | ( |
) | ||||
F-31
| 19. | TAX EXPENSE |
| Six Months Ended | ||||||||
| December 31, 2024 |
December 31, 2023 (Restated) |
|||||||
| RM | RM | |||||||
| Income tax | ||||||||
| - Current period provision | ||||||||
| - Under provision in prior period | ||||||||
| Deferred tax (Note 14) | ||||||||
| - Relating to origination and reversal of temporary differences | ( |
) | ( |
) | ||||
| - Over provision in prior period | ( |
) | ||||||
| ( |
) | ( |
) | |||||
| ( |
) | ( |
) | |||||
Malaysian income tax is calculated at the statutory
tax rate of
Numerical reconciliation between the average effective tax rate and the applicable tax rate of the Group is as follows:
| Six Months Ended | ||||||||
| December 31, 2024 |
December 31, 2023 (Restated) |
|||||||
| RM | RM | |||||||
| Loss before tax | ( |
) | ( |
) | ||||
| Tax at Malaysian statutory rate of |
( |
) | ( |
) | ||||
| Tax effects in respect of: | ||||||||
| Non-allowable expenses | ||||||||
| Deferred tax assets not recognized | ||||||||
| Changes in unrecognized temporary differences | ( |
) | ( |
) | ||||
| Utilisation of unrecognized deferred tax assets | ( |
) | ( |
) | ||||
| ( |
) | ( |
) | |||||
| Under/(over) provision in current / prior period: | ||||||||
| Income tax | ||||||||
| Deferred tax (Note 14) | - | ( |
) | |||||
| Tax expense | ( |
) | ( |
) | ||||
F-32
| 20. | LOSS PER ORDINARY SHARE (“LPS”) |
The basic and diluted LPS of the Group is calculated based on the loss attributable to Owners (ordinary equity holders) of the Company divided by the weighted average number of ordinary shares in issue.
| Six Months Ended | ||||||||
| December 31, 2024 |
December 31, 2023 (Restated) |
|||||||
| Loss attributable to Owners of the Company (RM) | ( |
) | ( |
) | ||||
| Weighted average number of ordinary shares in issue | ||||||||
| Basic and Diluted LPS (RM) | ( |
) | ( |
) | ||||
| 21. | EMPLOYEE BENEFITS |
The employee benefits included in administrative expenses in the unaudited condensed consolidated statements of operations and other comprehensive loss are as follows:
| Six Months Ended | ||||||||
| December 31, 2024 | December 31, 2023 | |||||||
| RM | RM | |||||||
| Salaries, wages, bonuses and allowances | ||||||||
| Defined contribution plans | ||||||||
| Social security contributions | ||||||||
| Other employee benefits | ||||||||
Included in the employees benefits are directors’
remuneration (salaries, fees and other emoluments) of RM
| 22. | OPERATING SEGMENTS |
The Group’s businesses are organised into business units based on their products and services provided. The performance of each segment is measured based on the internal management report reviewed by Chief Operating Decision Maker. The Group business segments as follow:
| (a) | Internet of Things (“IoT”) |
| (b) | Investment holding and others |
Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. The inter-segment transactions have been entered into at arms-length with terms mutually agreed between the segments and have been eliminated to arrive at the Group’s results.
F-33
| (a) | Business segments |
The following table provides an analysis of the Group’s revenue, results, assets, liabilities and other information by business segment:
As of December 31, 2024
| IoT | Investment holding and others | Total | ||||||||||
| RM | RM | RM | ||||||||||
| Assets | ||||||||||||
| Segment assets | ||||||||||||
| Current tax asset | ||||||||||||
| Total assets | ||||||||||||
| Liabilities | ||||||||||||
| Segment liabilities | ||||||||||||
| Deferred tax liabilities and current tax liabilities | ||||||||||||
| Total liabilities | ||||||||||||
| Additions to non-current assets: | ||||||||||||
| Property, plant and equipment | ||||||||||||
| Six Months Ended December 31, 2024 | ||||||||||||
| Revenue | ||||||||||||
| Total revenue | ||||||||||||
| Inter-segment revenue | ||||||||||||
| Revenue from external parties | ||||||||||||
| Results | ||||||||||||
| Loss before interest, depreciation, impairment and tax | ( | ) | ( | ) | ( | ) | ||||||
| Depreciation of: | ||||||||||||
| - property, plant and equipment | ( | ) | ( | ) | ||||||||
| - right-of-use assets | ( | ) | ( | ) | ||||||||
| Amortisation of intangible asset | ( | ) | ( | ) | ||||||||
| Impairment loss on deposit | ( | ) | ( | ) | ||||||||
| Reversal of impairment of trade receivables | ||||||||||||
| Finance income, net | ||||||||||||
| Loss before tax | ( | ) | ( | ) | ( | ) | ||||||
| Tax expense | ( | ) | ||||||||||
| Loss for the period | ( | ) | ( | ) | ( | ) | ||||||
F-34
As of June 30, 2024
| IoT | Investment holding and others | Total | ||||||||||
| RM | RM | RM | ||||||||||
| Assets | ||||||||||||
| Segment assets | ||||||||||||
| Deferred tax assets and tax recoverable | ||||||||||||
| Total assets | ||||||||||||
| Liabilities | ||||||||||||
| Segment liabilities | ||||||||||||
| Deferred tax liabilities and tax payable | ||||||||||||
| Total liabilities | ||||||||||||
| Additions to non-current assets: | ||||||||||||
| Property, plant and equipment | ||||||||||||
Six Months Ended December 31, 2023 (Restated) | ||||||||||||
| Revenue | ||||||||||||
| Total revenue | ||||||||||||
| - Inter-segment revenue | ||||||||||||
| Revenue from external parties | ||||||||||||
| Results | ||||||||||||
| Loss before interest, depreciation and tax | ( | ) | ( | ) | ( | ) | ||||||
| Depreciation of: | ||||||||||||
| - property, plant and equipment | ( | ) | ( | ) | ||||||||
| - right-of-use assets | ( | ) | ( | ) | ||||||||
| Amortisation of intangible asset | ( | ) | ( | ) | ||||||||
| Finance income/(cost), net | ||||||||||||
| Loss before tax | ( | ) | ( | ) | ( | ) | ||||||
| Tax expense | ( | ) | ||||||||||
| Loss for the financial year | ( | ) | ( | ) | ( | ) | ||||||
| (b) | Geographical segments |
The Group operates predominantly in Malaysia and revenue from overseas is insignificant. Accordingly, the information by geographical segment is not presented.
F-35
| 23. | RELATED PARTY DISCLOSURES |
| (a) | Identification of related parties |
Parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group and the party are subject to common control or common significant influence. 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 include all the Directors of the Group.
The Group has related party relationship with its subsidiaries, related companies, Directors and companies in which Directors of the Group have interest.
| (b) |
| Six Months Ended | ||||||||
| December 31, 2024 |
December 31, 2023 |
|||||||
| RM | RM | |||||||
| Related companies | ||||||||
| - Rendering of information technology system# | ||||||||
| - Site support and maintenance services fee# | ||||||||
| - Project management fee expenses& | ( |
) | ||||||
| Related party | ||||||||
| - Rental paid* | ( |
) | ( |
) | ||||
| - Acquisition of subsidiaries via Trust Deed^ | ( |
) | ||||||
| * |
|
| # |
|
| & |
|
| ^ |
The related party transactions described above were carried out on agreed contractual terms and conditions and in the ordinary course of business between the related parties of the Group.
| (c) | Compensation of key management personnel |
The key management personnel comprise the Directors of the Group and their remuneration during the financial period are disclosed in Note 17 to the financial statements.
| 24. | RISK MANAGEMENT OVERVIEW |
The overall financial risk management objective of the Group is to optimise its shareholders value and not to engage in speculative transactions.
The Group is exposed mainly to market risk (which comprises interest rate risk), credit risk and liquidity and cash flow risk arising from their business activities.
| (a) | Market risk: Interest rate risk |
Interest rate risk is the risk that the fair value or future cash flows of the financial instruments of the Group and of the Company will fluctuate because of changes in market interest rates. The exposure to market risk of the Group for changes in interest rates relates primarily to the deposits placed with a licensed bank of the Group.
F-36
Sensitivity analysis for interest rate risk
The Group is not exposed to interest rate risk as the interest-bearing financial instruments carry fixed interest rates. As such, sensitivity analysis is not disclosed.
| (b) | Credit risk |
Exposure to credit risk arises mainly from sales made on credit terms. The Group controls the credit risk on sales by ensuring that its customers have sound financial position and credit history. The Group also seeks to invest cash assets safely and profitably with approved financial institutions in line with the policy of the Group.
Exposure to credit risk
At the end of each reporting period, the maximum exposure to credit risk of the Group and of the Company is represented by the carrying amount of each class of financial assets recognised in the statements of financial position. Information regarding credit enhancement for trade and other receivables is disclosed in Notes 5 and 6 respectively.
The credit risk concentration profile has been disclosed in Note 5.
| (c) | Liquidity and cash flow risk |
Liquidity and cash flow risks are the risks that the Group and the Company will not be able to meet their financial obligation when they are fall due. The exposure of the Group and of the Company to liquidity risk are principally from their payable and lease liability.
The Group actively manages its debt maturity profile, operating cash flows and the availability of funding so as to ensure that all operating, investing and financing needs are met. In executing its liquidity risk management strategy, the Group measures and forecasts its cash commitments and maintains a level of cash and cash equivalents deemed adequate to finance the activities of the Group.
The analysis of financial instruments by remaining contractual maturities has been disclosed in Notes 11 and 12 to the financial statements respectively.
| 25. | BUSINESS COMBINATION |
Acquisition of equity interest in subsidiaries
December 31, 2024
In the current financial period, AIGSB acquired
ARB Synergy through trust deed with Dato’ Sri Liew Kok Leong (“Trustee”), whereby Trustee is a registered holder of
The fair value of consideration transferred and the effects on cash flows of the acquisition of subsidiaries were as follows:
| ARB Synergy | ARB Databook | |||||||
| Net assets upon acquired | ( | ) | ( | ) | ||||
| Less: NCI | ||||||||
| Equity shares acquired | % | % | ||||||
| Group’s share of net assets acquired | ( | ) | ( | ) | ||||
| Add: Goodwill on consolidation | ||||||||
| Total fair value of consideration for the acquisitions | ||||||||
| Fair value consideration for the acquisitions | ( | ) | ||||||
| Less: Consideration paid in previous year | ( | ) | ||||||
| Total consideration satisfied by cash | ||||||||
| Less: Cash and cash equivalents of subsidiaries | ( | ) | ||||||
| Cash inflow from acquisitions of subsidiaries | ( | ) | ||||||
F-37
June 30, 2024
In the previous financial year, ARB Techsymbol
acquired ARB WMS additional ordinary shares of
The fair value of consideration transferred and the effects on cash flows of the acquisitions of subsidiaries were as follows:
| RM | ||||
| Net assets upon acquired | ||||
| Less: NCI | ||||
| Equity shares acquired | % | |||
| Group’s share of net assets acquired | ||||
| Less: Negative goodwill on consolidation recognised in consolidated statement of profit or loss | ( | ) | ||
| Total fair value of consideration for the acquisitions | ||||
| Fair value consideration for the acquisitions | ||||
| Less: Consideration paid in previous year as other investments | ||||
| Total consideration satisfied by cash | ||||
Disposal/ strike off of equity interest in subsidiaries
December 31, 2024
During this financial period, the subsidiaries of the Company: ARB AI, ARBIOT, ARB Techsymbol, ARB Logistic, ARB WMS, ARB Information, ARB AI Tech, ARB 5G, and ARB Big Data undergoes strike-off exercise and deemed written off from the group to streamline the business process and improve the efficiency of the group corporate structure.
The effects on the Group’s financial statements were as follows:
| ARB AI | ARBIOT | ARB Techsymbol | ARB Logistic | ARB WMS | ARB Information | ARB AI Tech | ARB 5G | ARB Big Data | Total | |||||||||||||||||||||||||||||||
| RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | |||||||||||||||||||||||||||||||
| Proceeds from disposal | ||||||||||||||||||||||||||||||||||||||||
| Less: Cost of investment in a subsidiary company disposed (co level) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Less: Expenses incurred on disposal | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||
| Net gain on disposal of a subsidiary company at company level | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Pre-acquisition reserves recognised upon acquisition | ||||||||||||||||||||||||||||||||||||||||
| Post-acquisition reserves recognised up to the date of disposal | ||||||||||||||||||||||||||||||||||||||||
| Net loss on strike off of a subsidiary company at Group level | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
F-38
June 30, 2024
During the financial year, there are disposal ARB Midware and its subsidiary, ARB Distribution. (“ARB Midware Group”).
The effects on the Group’s financial statements is as follows:
| ARB Midware | |
| Group | |
| RM | |
| Cash proceed | |
| Less: Cost of investment in subsidiaries | ( |
| Gain/(Loss) on disposal of subsidiaries at subsidiaries’ company level | |
| Post-acquisition reserves recognized up to the date of disposal | ( |
| Loss on disposal of subsidiaries at the Group level | ( |
The value of assets and liabilities of disposal of subsidiaries are as follows:
| ARB Midware | |
| Group | |
| RM | |
| Trade receivables | |
| Other receivables, prepayments and deposits | |
| Cash and bank balances | |
| Trade payables | ( |
| Other payables and accruals | ( |
| Tax payables | ( |
| Non-controlling interest | ( |
| Add: Goodwill | |
| Loss on disposal of subsidiaries at the Group level | ( |
| Net disposal proceeds | |
| Cash and cash equivalents of subsidiaries disposed | ( |
| Net cash outflow upon disposal of subsidiaries | ( |
| 26. |
SUBSEQUENT EVENT AFTER THE REPORTING PERIOD |
There were
F-39
| 27. | RESTATEMENT OF PREVIOUSLY ISSUED CONSOLIDATED FINANCIAL STATEMENTS |
In connection with the process of filing its Form 6-K Report, the Company restated the accompanying financial statements. As a result of this reclassification/adjustments, there was no change in the assets, liabilities and equity or net revenues and expenses. Furthermore, there was no change in the net decrease in cash and cash equivalents.
The reclassification/adjustments can be summarized as below.
IN UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE LOSS:
Restated for the six months ended December 31, 2023:
| Previously reported | Adjustments/ Reclassification | Restated | ||||||||||
| RM | RM | RM | ||||||||||
| Revenue | ||||||||||||
| Cost of sale | ( | ) | ( | ) | ||||||||
| Gross profit | ( | ) | ||||||||||
| Other income | ||||||||||||
| Administrative expenses | ( | ) | ( | ) | ||||||||
| Other operating expenses | ( | ) | ( | ) | ||||||||
| Finance costs | ( | ) | ( | ) | ||||||||
| Loss before tax | ( | ) | ( | ) | ||||||||
| Tax expense | ( | ) | ||||||||||
| Loss for the financial period | ( | ) | ( | ) | ||||||||
| Other comprehensive income for the financial period, net of tax | ||||||||||||
| Items that may be reclassified subsequently to profit or loss: | ||||||||||||
| Gain on foreign currency translation | ||||||||||||
| Total comprehensive loss for the financial period | ( | ) | ( | ) | ||||||||
| Loss for the financial period attributable to: | ||||||||||||
| Owners of the Company | ( | ) | ( | ) | ||||||||
| Non-controlling interests | ||||||||||||
| ( | ) | ( | ) | |||||||||
| Total comprehensive loss attributable to: | ||||||||||||
| Owners of the Company | ( | ) | ( | ) | ||||||||
| Non-controlling interests | ||||||||||||
| ( | ) | ( | ) | |||||||||
| Weighted average shares outstanding: | ||||||||||||
| Basic and Diluted | ||||||||||||
| Loss per share attributable to Owners of the Company: | ||||||||||||
| Basic and Diluted | ( | ) | ( | ) | ||||||||
F-40
IN UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY:
Restated for the six months ended December 31, 2023:
| Previously reported | Adjustments/ Reclassification | Restated | Exchange | Previously reported | Adjustments/ Reclassification | Restated | Previously reported | Adjustments/ Reclassification | Restated | Previously reported | Adjustments/ Reclassification | Restated | Previously reported | Adjustments/ Reclassification | Restated | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share capital | Capital contribution | translation reserve | Retained earnings | Total attributable to Owners of the Company | Non-controlling interests | Total equity | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | RM | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Loss for the financial period | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Gain on foreign currency translations | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total and other comprehensive (loss)/income | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Transaction with Owners | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Reclassification of capital contribution to liabilities | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Redemption of non- convertible redeemable preference shares by non-controlling interest of a subsidiary | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Disposal of subsidiaries | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Dividend paid to non-controlling interest | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total transaction with Owners | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
F-41
IN UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS:
Restated for the six months ended December 31, 2023:
| Previously reported | Adjustments/ Reclassification | Restated | ||||||||||
| RM | RM | RM | ||||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||||||
| Loss before tax | ( | ) | ( | ) | ||||||||
| Adjustments for: | ||||||||||||
| Amortisation of intangible assets | ( | ) | ||||||||||
| Depreciation of property, plant and equipment | ( | ) | ||||||||||
| Depreciation of right-of-use asset | ||||||||||||
| Interest expense of lease liability | ||||||||||||
| Interest income | ( | ) | ( | ) | ||||||||
| Loss on disposal of subsidiaries | ||||||||||||
| Unrealised exchange loss | ||||||||||||
| Waiver of debts | ( | ) | ( | ) | ||||||||
| Operating loss before changes in working capital | ( | ) | ( | ) | ||||||||
| Changes in working capital: | ||||||||||||
| Trade receivables | ||||||||||||
| Other receivables, deposit and prepayments | ( | ) | ( | ) | ||||||||
| Trade payables | ( | ) | ( | ) | ||||||||
| Other payables and accruals | ( | ) | ( | ) | ||||||||
| Cash generated from operations | ||||||||||||
| Interest received | ||||||||||||
| Income tax paid | ( | ) | ( | ) | ||||||||
| Net cash generated from operating activities | ||||||||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||||||
| Acquisition of property, plant and equipment | ( | ) | ( | ) | ||||||||
| Maturity of deposit | ||||||||||||
| Proceed from disposal of subsidiaries | ( | ) | ( | ) | ||||||||
| Proceed from redemption of non-convertible redeemable preference shares by non-controlling interest of a subsidiary | ( | ) | ( | ) | ||||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||||||
| Dividend paid to non-controlling interest | ( | ) | ||||||||||
| Payment of lease liability | ( | ) | ( | ) | ||||||||
| Repayment to holding company | ( | ) | ( | ) | ||||||||
| Repayment to related companies | ( | ) | ( | ) | ||||||||
| Net cash used in financing activities | ( | ) | ( | ) | ||||||||
| Net decrease in cash and cash equivalents | ( | ) | ( | ) | ||||||||
| Effect of exchange rate changes | ||||||||||||
| Cash and cash equivalents (excluding deposits with a licensed bank) at beginning of the period | ||||||||||||
| Cash and cash equivalents (excluding deposits with a licensed bank) at end of the period | ||||||||||||
In connection with Form 6-K on the unaudited financial statements for the six months ended 31 December 2023, the Group has restated the accompanying financial statements and related notes:
| 1. | Reclassified the amortisation of intangible assets from cost of sales to administrative expenses amounting
to RM |
| 2. | Corrected an over-amortisation of intangible asset from RM |
| 3. | Corrected an over-depreciation of property, plant and equipment from RM | |
| 4. | Recalculated and reduced the tax expenses from RM | |
| 5. | Reclassified the dividend paid to non-controlling interests to commission expenses amounting RM | |
| 6. | Reverse the classification of capital contribution to other payables amounted to RM |
F-42
Exhibit 99.2
OPERATING AND FINANCIAL REVIEW AND PROSPECTS
IN CONNECTION WITH THE INTERIM UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FOR THE SIX MONTHS ENDED DECEMBER 31, 2024
The following discussion and analysis of our financial condition and results of operations should be read together with our unaudited condensed consolidated financial statements and the notes thereto and other financial information, which are included elsewhere in this report on Form 6-K.
This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including those identified elsewhere in this report on Form 6-K, and those listed in the annual report on Form 20-F for the fiscal year ended June 30, 2024 (the “2024 Form 20-F”) under “Item 3.D. Risk Factors” or in other parts of the 2024 Form 20-F.
Overview
We are a provider of complete solutions to our clients for the integration of Internet of Things (“IoT”) systems and devices from designing to project deployment. We offer a wide range of IoT systems as well as provide customers a substantial range of services such as system integration and system support service. We deliver holistic solutions with full turnkey deployment including designing, installation, testing, pre-commissioning, and commissioning of various IoT systems and devices as well as integration of automated systems, including installation of wire and wireless and mechatronic works.
Recent new technology trends such as artificial intelligence (“AI”), cloud computing, 5G, robotic process automation (“RPA”), IoT and hyper-connectivity continue to transform businesses and drive companies to seek digital changes to meet evolving demands of customers. We have strived to incorporate these cutting-edge technologies into our solutions and systems. For example, we have recently expanded our AI capabilities and market presence through strategic partnerships, major order acquisition and regional expansion. For more information, see “—Recent Developments” below.
We reorganized our operations into three business lines during the fiscal year ended June 30, 2024, by merging IoT Smart Agriculture and IoT System Development divisions into a single, streamlined business line. For the six months ended December 31, 2024, we expanded the IoT Smart Home & Building segment by integrating engineering solutions to enhance automation, energy efficiency and structural innovation.
| ● | IoT Smart Home, Building and Engineering. We offer smart home solutions which include design, procurement and provision of smart home products and devices, integration services as well as comprehensive professional electrical wire installation and home data network setup for homeowners. We also provide smart building solutions which include design, procurement, installation, testing, pre-commissioning and commissioning of various IoT systems, solutions and devices as well as integration of automated systems for smart buildings, including installation of wire and wireless and mechatronic works for property developers and contractors. We expanded this business line by integrating engineering solutions to enhance automation, energy efficiency and structural innovation. |
| ● | IoT Smart Agriculture and System Development. We carry out services of system development, supply, installation, commissioning and testing of smart systems which include IoT concept and functionality to the existing systems across all industries. |
| ● | IoT Gadget Distribution. We distribute mobile gadget accessories to end users in Malaysia via resellers, distributors and retailers. In the process, we provide certain services including shipping tracking and status updates, customer care line and online chat support, digital marketing, pre-installation and warranty services. This business line was disposed of since October 2023 with the sale of our former subsidiaries, ARB Midware Sdn. Bhd. and ARB Distribution Sdn. Bhd. on October 6, 2023. We disposed of this business line because of its insignificant profit generation. |
Recent Developments
The Company has recently expanded its AI capabilities and market presence through strategic partnerships, major order acquisition and regional expansion:
| · | Strategic AI server solutions partnership. In November 2024, the Company signed a Memorandum of Understanding with ASUSTek Computer Inc. and ServerSphere to collaborate on AI server solutions, under which the Company handles assembly, testing, localization, and global sales. |
| · | AI Data Centre Experimental Laboratory. In February 2025, the Company signed a Memorandum of Understanding to establish an AI Data Centre Experimental Lab in collaboration with Institute of Visual Informatics of Universiti Kebangsaan Malaysia and Gajah Kapitalan Sdn Bhd (“GKSB”). The lab, equipped with ARB 222 and ARB 333 AI servers, will support AI research, development, and training, aligning with Malaysia’s AI growth initiatives. |
| · | AI Data Centre Servers Orders. The Company secured a major AI server supply deal worth approximately $45 million with GKSB. Under the agreement, ARB IOT will supply 500 ARB-222 AI servers to support high-performance computing needs in Malaysia. Subsequently, the Company secured another contract worth approximately $53 million, to supply advanced AI data centre server solutions, involving ARB-222 AI servers, to Whizzl Group. |
| · | Expansion into East Malaysia. The Company appointed Whizzl Sdn Bhd as its exclusive wholesaler and system integrator for Sabah and Sarawak, Malaysia. This expansion aims to strengthen AI adoption in East Malaysia through the distribution of ARB AI workstations and servers, enhancing cloud and edge computing solutions. |
| · | Strengthening Presence in Smart Farming. In March 2025, the Company secured an order to deploy its AI smart IoT palm farming system across 3,000 acres of plantations in Sabah, Malaysia, which is expected to generate yearly recurring revenue of approximately $20 million. Subsequently, the Company secured an additional order to deploy its AI smart IoT palm farming system across 2,000 acres of plantations in Sabah, Malaysia, which is expected to generate yearly recurring revenue of approximately $13 million. Through real-time monitoring, data analytics, and automation, the system aims to enhance efficiency, boost yield and support sustainable palm oil production. |
| · | AI-powered fertilizer system with integrated smart AI robots. In March 2025, the Company unveiled its AI-powered fertilizer system with integrated smart AI robots. Featuring unmanned operations, modular design, all-terrain capabilities, and precise positioning, the robots can autonomously manage tasks like spraying, mowing, fertilizing, and delivering across various crops. This system enables precise fertilizer application, reducing waste and environmental impact, and addresses challenges in Malaysia’s aging oil palm plantations, especially in difficult terrains like Sabah and Sarawak. |
| · | AI-powered plantation mapping system with integrated smart AI drones. In April 2025, the Company announced the introduction of an AI-powered plantation mapping system with integrated smart AI drones. Utilizing advanced imaging, AI, and real-time data analytics, the system offers precision mapping, crop health monitoring, pest detection, and automated spraying. |
Principal Factors Affecting Our Financial Performance
Our business, results of operations and financial condition are affected by general factors driving Malaysia’s economy, the IoT industry, and the markets where our customers operate such as property development, agriculture and logistics. These factors include rate of internet and mobile penetration, development of technologies such as 5G and cloud computing, domestic and international supply chain stability, overall enterprise spending, and other general economic conditions in Malaysia that affect consumption and business activities in general.
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Our operating results are more directly affected by the following factors:
Our ability to secure projects. The operations of our IoT Smart Home, Building and Engineering, and IoT Smart Agriculture and System Development business lines are on a project-by-project basis. While we are still in the early stages of penetrating our addressable market, we have benefited from rapid customer growth. In 2023, we shifted the IoT Smart Agriculture’s revenue model from one-off sales to recurring income. We now generate income by offering our systems to customers on a profit-sharing basis, in contrast with the previous model of one-off sales. Although this has led to a revenue decrease in the short term, the new model allows us to price our systems more competitively. We also engage in the services of system development, supply, installation, commissioning and testing of smart systems that include IoT concept and functionality onto existing systems across all industries. We believe there are significant untapped opportunities to collaborate with large enterprises across different industries in Malaysia and the ASEAN region. In addition to large enterprises, we also seek to work with smaller, fast-growing companies that require a different set of services that allow us to test new offerings and develop new capabilities.
Our customers’ financial condition and ability to make payments. Our customers generally purchase our solutions and products on credit, and as a result, our results of operations and financial condition may be adversely affected if our customers experience financial difficulties. We provide a long credit period from 30 days to 210 days to some large customers to secure contracts from them. We had a significant amount of accounts receivable (approximately $17.1 million) as of December 31, 2024, but expect to collect such accounts receivable subsequently. We manage credit risk related to our customers by performing periodic evaluations of credit worthiness and applying other credit risk monitoring procedures.
Our ability to complete projects and develop system on schedule. All of our projects have agreed milestones and specific completion dates. Our ability to meet agreed milestones depends on our ability to manage overall projects as well as product sourcing and supply chain. We source hardware and software products for our IoT projects from Malaysian suppliers. Proximity to origin enables us to develop stronger relationships with local suppliers and contractors, which gives us access to a stable supply of products and services. In addition, we lay out specific and measurable metrics in advance and remain focused and disciplined through the life of the projects which enable us to promptly identify any underlying issues and resolve them proactively. We believe that our strong project management ability and procedures are key to ensuring a high level of completion rate.
In addition, other significant factors affecting our performance and results of our operations include:
| · | The global macroeconomy |
| · | Wage rates and operating costs in Malaysia |
| · | Changes in foreign exchange rates, particularly fluctuations in exchange rate between the U.S. dollar and the Ringgit Malaysia |
| · | Our ability to retain existing clients and obtain new clients |
| · | Our ability to provide favorable pricing |
| · | Our ability to expand and deepen the quality, range and diversity of our portfolio of offerings while maintaining high quality standards |
| · | Our ability to maintain and strengthen a strong brand and corporate reputation |
| · | Our ability to continuously innovate, and continuously remain at the forefront of emerging technologies and related market trends |
| · | Our ability to identify, integrate and effectively manage future acquisitions |
Our Reportable Segments
An operating segment is defined as a component of an entity for which discrete financial information is available and whose operating results are regularly reviewed by our Chief Executive Officer. We report our results of operations in two reportable segments dedicated to (i) the provision of hardware and software of Internet of Things solutions and (ii) investment holding and others. The Chief Executive Officer makes decisions about allocating resources and assessing performance based on the Company as a whole. We provide breakdowns by business lines for certain components of our operating results as appropriate.
Key Components of Results of Operations
Revenue
Our revenue consists of (i) project management and rendering of information technology system and (ii) sales of goods.
Revenue from project management and rendering of information technology system are recognized at a point in time when control of the goods is passed to the customer, which is the point in time when the significant risks and rewards are transferred to the customer and the transaction has met the probability of inflows and measurement reliability requirements of IFRS 15.
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Revenue from sale of goods is recognized at a point in time when the Group satisfies a performance obligation by transferring a promised good (i.e. an asset) to a customer. An asset is transferred as and when a customer obtains control of that asset which coincides with the delivery of goods and acceptance by the customer. There is no material right of return and warranty provided to the customers on the sale of goods and there is no significant financing component in the revenue arising from sale of goods as the sales are made on the normal credit terms not exceeding twelve months.
We carry out services of system development, supply, installation, commissioning and testing of smart systems which includes IoT concept and functionality to the existing systems across all industries. The majority of the sale of goods contracts relate to the sale of customized source codes and IoT solutions in accordance with client requirements for IoT Smart Agriculture and System Development, as well as resale of mobile gadgets and accessories.
Cost of Revenue
Cost of Project Management and Rendering of Information Technology System Revenue
Cost of project management and rendering of information technology system revenue primarily consist of costs related to providing implementation and configuration services, personnel-related costs directly associated with our professional services, including costs of contracted third-party vendors.
Cost of Sales of Goods
Cost of sales of goods mainly consists of cost of products purchased from third party suppliers.
Total Expenses
Total expenses consist of depreciation and amortisation expenses, personnel expenses, general administrative expenses, other operating expenses and interest expense of lease liability.
The plant and equipment were depreciated at 10% to 20% based on the Company’s depreciation policy.
Other Income
Other income mainly consists of bank interest income.
Tax Expenses
Malaysian income tax is calculated at the statutory tax rate of 24% regarding the estimated taxable profit for the fiscal years.
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Results of Operations
The following table sets forth key components of our results of operations for the six months ended December 31, 2024 and 2023.
| For the six months ended December 31, | Change | |||||||||||||||||||||||||||
2024 (in thousands) | 2023 (in thousands) | Amount (in thousands) | Amount (in thousands) | % | ||||||||||||||||||||||||
| (Unaudited) | (Unaudited) | |||||||||||||||||||||||||||
| RM | USD | RM | USD | RM | USD | |||||||||||||||||||||||
| Revenue | 82,650 | $ | 18,449 | 31,623 | $ | 6,882 | 51,027 | $ | 11,567 | 161.4 | ||||||||||||||||||
| Cost of revenue | (79,900 | ) | (17,835 | ) | (28,837 | ) | (6,276 | ) | (51,063 | ) | (11,559 | ) | 177.1 | |||||||||||||||
| Gross profit | 2,750 | 614 | 2,786 | 606 | (36 | ) | 8 | (1.3 | ) | |||||||||||||||||||
| Total expenses | (31,827 | ) | (7,103 | ) | (34,251 | ) | (7,452 | ) | 2,424 | 349 | (7.1 | ) | ||||||||||||||||
| Other income | 619 | 138 | 1,004 | 218 | (385 | ) | (80 | ) | (38.3 | ) | ||||||||||||||||||
| (Loss)/profit before tax | (28,458 | ) | (6,351 | ) | (30,461 | ) | (6,628 | ) | 2,003 | 277 | (6.6 | ) | ||||||||||||||||
| Tax expenses | 921 | 206 | 11,582 | 2,521 | (10,661 | ) | (2,315 | ) | (92.0 | ) | ||||||||||||||||||
| Loss for the financial period | (27,537 | ) | (6,145 | ) | (18,879 | ) | (4,107 | ) | (8,658 | ) | (2,038 | ) | 45.9 | |||||||||||||||
| Other comprehensive (loss)/income for the financial period, net of tax | ||||||||||||||||||||||||||||
| Item that may be reclassified subsequently to profit or loss: | ||||||||||||||||||||||||||||
| Exchange differences arising on translation of foreign operation | (1,133 | ) | (253 | ) | 3,070 | 668 | (4,203 | ) | (921 | ) | (136.9 | ) | ||||||||||||||||
| Total comprehensive (loss)/income for the period | (28,670 | ) | $ | (6,398 | ) | (15,809 | ) | $ | (3,439 | ) | (12,861 | ) | $ | (2,959 | ) | 81.4 | ||||||||||||
Revenue
For the six months ended December 31, 2024, our revenue increased by RM51.0 million ($11.6 million) or 161.4% to RM82.7 million ($18.4 million), when compared with RM31.6 million ($6.9 million) for the six months ended December 31, 2023. The increase was primarily due to the new contracts secured in relation to the sales from the hardware products.
The following table sets forth the breakdown of our revenue by business lines.
| For the six months ended December 31, | ||||||||||||||||
2024 (in thousands) | 2023 (in thousands) | |||||||||||||||
| RM | USD | RM | USD | |||||||||||||
| IoT Smart Home, Building and Engineering | 69,000 | $ | 15,402 | 470 | $ | 102 | ||||||||||
| IoT Smart Agriculture and System Development | 13,650 | 3,047 | 25,436 | 5,536 | ||||||||||||
| IoT Gadget Distribution | - | - | 5,717 | 1,244 | ||||||||||||
| Total | 82,650 | $ | 18,449 | 31,623 | $ | 6,882 | ||||||||||
Revenue from IoT Smart Home, Building and Engineering amounted to RM69.0 million ($15.4 million) for the six months ended December 31, 2024, from RM0.5 million ($0.1 million) for the six months ended December 31, 2023, an increase of RM68.5 million ($15.3 million) or 14,580.9% for the six months ended December 31, 2024. The increase was due to a new contract secured in relation to IoT engineering solution. The income to be generated from the provision of the IoT engineering solution mainly includes selling IoT-enabled devices, sensors, controllers, and gateways.
Revenue from IoT Smart Agriculture and System Development amounted to RM13.7 million ($3.0 million) for the six months ended December 31, 2024, from RM25.4 million ($5.5 million) for the six months ended December 31, 2023, a decrease of RM11.8 million ($2.5 million) or 46.3%. The decrease was primarily attributed to the lower sales secured for the six months ended December 31, 2024.
The business line of IoT Gadget Distribution was disposed of in October 2023 with the sale of our former subsidiaries, ARB Midware Sdn. Bhd. and ARB Distribution Sdn. Bhd. on October 6, 2023.
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Cost of Revenue
For the six months ended December 31, 2024, the cost of revenue increased by RM51.1 million ($11.6 million) or 177.1% to RM79.9 million ($17.8 million), when compared with RM28.8 million ($6.3 million) for the six months ended December 31, 2023, which was in line with the increase in revenue.
| For the six months ended December 31, | ||||||||||||||||
| 2024 (in thousands) | 2023 (in thousands) | |||||||||||||||
| RM | USD | RM | USD | |||||||||||||
| IoT Smart Home, Building and Engineering | 66,900 | 14,933 | 300 | 65 | ||||||||||||
| IoT Smart Agriculture and System Development | 13,000 | 2,902 | 24,005 | 5,224 | ||||||||||||
| IoT Gadget Distribution | - | - | 4,532 | 987 | ||||||||||||
| Total | 79,900 | $ | 17,835 | 28,837 | $ | 6,276 | ||||||||||
Other income
For the six months ended December 31, 2024, the other income decreased by RM0.4 million ($0.08 million) or 38.3% to RM0.6 million ($0.1 million), when compared with RM1.0 million ($0.2 million) for the six months ended December 31, 2023, mainly due to the decrease of interest income received and decrease of gain on foreign exchange translation during the six months ended December 31, 2024.
| For the six months ended December 31, | ||||||||||||||||
| 2024 (in thousands) | 2023 (in thousands) | |||||||||||||||
| RM | USD | RM | USD | |||||||||||||
| Interest | 606 | 135 | 829 | 180 | ||||||||||||
| Others | 13 | 3 | 175 | 38 | ||||||||||||
| Total | 619 | $ | 138 | 1,004 | $ | 218 | ||||||||||
Total expenses
For the six months ended December 31, 2024, the total expenses decreased by RM2.42 million ($0.3 million) or 7.1% to RM31.9 million ($7.1 million), when compared with RM34.3 million ($7.5 million) for the six months ended December 31, 2023, mainly due to the decrease in amortisation of intangible assets and general administrative expenses, netted of by the increase in depreciation of property, plant and equipment and impairment loss on deposit during the six months ended December 31, 2024.
| For the ended December 31, | ||||||||||||||||
| 2024 (in thousands) | 2023 (in thousands) | |||||||||||||||
| RM | USD | RM | USD | |||||||||||||
| Depreciation | 14,216 | $ | 3,173 | 10,476 | $ | 2,279 | ||||||||||
| Amortisation | 9,538 | 2,129 | 13,127 | 2,856 | ||||||||||||
| Personnel | 1,266 | 283 | 3,134 | 682 | ||||||||||||
| General administrative | 1,582 | 352 | 7,192 | 1,566 | ||||||||||||
| Other operating expenses | 5,222 | 1,165 | 316 | 68 | ||||||||||||
| Finance cost | 3 | 1 | 6 | 1 | ||||||||||||
| Total | 31,827 | $ | 7,103 | 34,251 | $ | 7,452 | ||||||||||
Tax expenses
For the six months ended December 31, 2024, the income tax recovery decreased by RM10.7 million ($2.3 million) or 92% to RM0.9 million ($0.2 million) as compared to income tax recovery of RM11.6 million ($2.5 million) for the six months ended December 31, 2023. The decrease in the deferred tax liabilities is mainly due to over-provision of deferred tax expense in the prior year, as well as utilisation of capital allowance and unabsorbed business losses carried forward from the prior years.
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Loss for the financial period
For the six months ended December 31, 2024, the loss increased by RM8.7 million ($2.0 million) or 45.9% to a loss of RM27.5 million ($6.1 million), when compared with a loss of RM18.9 million ($4.1 million) for the six months ended December 31, 2023. The increase in loss was mainly due to the following reasons:
| (i) | Decrease in amortisation of intangible assets; and |
| (ii) | Impairment loss of deposit. |
Liquidity and Capital Resources
As of December 31, 2024 and December 31, 2023, we had cash and bank balances of RM23.0 million ($5.1 million) and RM53.6 million ($11.7 million), respectively.
The following table sets forth a summary of our cash flows for the presented periods:
| For the six months ended | ||||||||||||||||
| December 31, 2024 (in thousands) | December 31, 2023 (in thousands) | |||||||||||||||
| RM | USD | RM | USD | |||||||||||||
| Net cash (used in)/generated from operating activities | (9,150 | ) | $ | (2,042 | ) | 74,057 | $ | 16,116 | ||||||||
| Net cash generated from/(used in) in investing activities | 2,565 | 572 | (29,034 | ) | (6,318 | ) | ||||||||||
| Net cash used in financing activities | (66 | ) | (15 | ) | (49,466 | ) | (10,765 | ) | ||||||||
| Net decrease in cash and cash equivalents | (6,651) | (1,485 | ) | (4,444) | (967 | ) | ||||||||||
| Effect of exchange rate changes | (1,133 | ) | $ | (253 | ) | 3,070 | $ | 668 | ||||||||
Operating Activities
The net cash used in operating activities of RM9.2 million ($2.0 million) for the six months ended December 31, 2024, compared to cash generated from operating activities of RM74.1 million ($16.1 million) for the six months ended December 31, 2023. The increase in net cash used in operating activities was primarily due to the increase in purchase of inventories, trade payable and trade receivables.
As at end of February 2025, all the inventories have been sold, and full payment has been received by the Company.
Investing Activities
The net cash generated from investing activities for the six months ended December 31, 2024 amounted to RM2.6 million ($0.6 million) compared to cash used in investing activities of RM29.0 million ($6.3 million) for the six months ended December 31, 2023. The change in investing activities was primarily driven by the decrease in purchase of property, plant and equipment in the current period as compared to the preceding six months ended December 31, 2023.
Financing Activities
The net cash used in financing activities for the six months ended December 31, 2024 amounted to RM0.07 million ($0.02 million) compared to net cash used in financing activities for the six months ended December 31, 2023 of RM49.5 million ($10.8 million). The change in financing activities was mainly due to no repayment to related companies and holding company for the six months ended December 31, 2024.
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