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THIS DOCUMENT HAS NOT BEEN REGISTERED BY THE SECURITIES COMMISSION MALAYSIA ("SC"). THE INFORMATION IN THIS DOCUMENT MAY BE SUBJECT TO FURTHER AMENDMENTS BEFORE BEING REGISTERED BY THE SC. UNDER NO CIRCUMSTANCES SHALL THIS DOCUMENT CONSTITUTE AN OFFER FOR SUBSCRIPTION OR PURCHASE OF, OR AN INVITATION TO SUBSCRIBE FOR OR PURCHASE THE SECURITIES.
PROSPECTUS
MTT SHIPPING & LOGISTICS
MTT SHIPPING AND LOGISTICS BERHAD (Registration No. 201901004019 (1313346-A))
(Incorporated in Malaysia under the Companies Act, 2016)
INITIAL PUBLIC OFFERING ("IPO") OF UP TO 300,000,000 ORDINARY SHARES IN MTT SHIPPING AND LOGISTICS BERHAD ("MTTSL") ("IPO SHARES") IN CONJUNCTION WITH THE LISTING OF AND QUOTATION FOR THE ENTIRE ENLARGED ISSUED SHARES IN MTTSL ("MTTSL SHARES") ON THE MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD COMPRISING AN OFFER FOR SALE OF UP TO 50,000,000 EXISTING MTTSL SHARES ("OFFER SHARES") AND A PUBLIC ISSUE OF 250,000,000 NEW MTTSL SHARES ("ISSUE SHARES") INVOLVING:
(I) INSTITUTIONAL OFFERING OF UP TO 270,000,000 IPO SHARES TO MALAYSIAN AND FOREIGN INSTITUTIONAL AND SELECTED INVESTORS, INCLUDING BUMIPUTERA INVESTORS APPROVED BY THE MINISTRY OF INTERNATIONAL TRADE AND INDUSTRY AT THE INSTITUTIONAL PRICE TO BE DETERMINED BY WAY OF BOOKBUILDING ("INSTITUTIONAL PRICE"); AND
(II) RETAIL OFFERING OF 30,000,000 ISSUE SHARES TO THE DIRECTORS AND ELIGIBLE EMPLOYEES OF MTTSL AND ITS SUBSIDIARIES (INCLUDING THE DIRECTORS OF OUR SUBSIDIARIES) ("GROUP"), PERSONS WHO HAVE CONTRIBUTED TO THE SUCCESS OF THE GROUP AND THE MALAYSIAN PUBLIC AT THE RETAIL PRICE OF RM[e] PER ISSUE SHARE ("RETAIL PRICE"), PAYABLE IN FULL UPON APPLICATION AND SUBJECT TO REFUND OF THE DIFFERENCE BETWEEN THE RETAIL PRICE AND THE FINAL RETAIL PRICE (AS DEFINED IN THIS PROSPECTUS) IN THE EVENT THAT THE FINAL RETAIL PRICE IS LESS THAN THE RETAIL PRICE,
SUBJECT TO THE CLAWBACK AND REALLOCATION PROVISIONS AND THE OVER·ALLOTMENT OPTION (AS DEFINED IN THIS PROSPECTUS). THE FINAL RETAIL PRICE WILL BE EQUAL TO THE LOWER OF:
(I) THE RETAIL PRICE OF RM[e] PER ISSUE SHARE; OR
(II) THE INSTITUTIONAL PRICE.
Principal Adviser, Global Coordinator, Joint Bookrunner, Joint Managing Underwriter and Joint Underwriter
~Maybank Investment Bank
Maybank Investment Bank Berhad (Co. o.g. No. 197301002412) (A Participating Organisation of Bursa Malaysia Securities Berhad)
Joint Bookrunner, Joint Managing Underwriter and Joint Underwriter
AFFIN HWANG CAPITAL
AFFIN HWANG INVESTMENT BANK BERHAD Registration No. 197301000792 (14389-U)
(A Participating Organisation of Bursa Malaysia Securities Berhad)
NO SECURITIES WILL BE ALLOTTED OR ISSUED BASED ON THIS PROSPECTUS AFTER SIX MONTHS FROM THE DATE OF THIS PROSPECTUS.
The SC has approved the issue, offer or invitation for the offering under Section 214(1) of the Capital Markets and Services Act, 2007.
This Prospectus [has been registered] by the SC. The approval of the IPO, and registration of this Prospectus, should not be taken to indicate that the SC recommends our IPO or assumes responsibility for the correctness of any statement made, opinion expressed or report contained in this Prospectus. The SC has not, in any way, considered the merits of our Shares being offered for investment.
The SC is not liable for any non-disclosure on the part of our Company and takes no responsibility for the contents of this Prospectus, makes no representation as to its accuracy or completeness, and expressly disclaims any liability for any loss that you may suffer arising from or in reliance upon the whole or any part of the contents of this Prospectus.
INVESTORS ARE ADVISED TO READ AND UNDERSTAND THE CONTENTS OF THIS PROSPECTUS. IF IN DOUBT, PLEASE CONSULT A PROFESSIONAL ADVISER.
FOR INFORMATION CONCERNING RISK FACTORS WHICH SHOULD BE CONSIDERED BY PROSPECTIVE INVESTORS, SEE "RISK FACTORS" COMMENCING ON PAGE 212.
LISTING SOUGHT: MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD
THIS PROSPECTUS IS NOT TO BE DISTRIBUTED OUTSIDE MALAYSIA
THIS PROSPECTUS IS DATED [e]
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All defined terms used in this Prospectus are defined under “Definitions” commencing on page xv,“Glossary of Technical Terms” commencing on page xxiii and “Presentation of Financial and Other Information” commencing on page xii.
RESPONSIBILITY STATEMENTS
Our Directors, the Promoters and the Selling Shareholders have seen and approved this Prospectus. They collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, and to the best of their knowledge and belief, they confirm that there is no false or misleading statement or other facts which if omitted, would make any statement in this Prospectus false or misleading.
Maybank IB, being the Principal Adviser, the Global Coordinator and the Joint Bookrunner for the Institutional Offering and the Joint Managing Underwriter and the Joint Underwriter for the Retail Offering in relation to our IPO, acknowledges that, based on all available information, and to the best of its knowledge and belief, this Prospectus constitutes a full and true disclosure of all material facts concerning our IPO.
It is to be noted that the role of Affin Hwang IB in our IPO is limited to being the Joint Bookrunner for the Institutional Offering within [and outside] Malaysia and the Joint Managing Underwriter and theJoint Underwriter for the Retail Offering.
STATEMENTS OF DISCLAIMER
Our Company [has obtained] the approval of Bursa Securities for our Listing. Admission to the Official List of Bursa Securities is not to be taken as an indication of the merits of our IPO, our Company or our Shares.
This Prospectus, together with the Application Form, [have also been lodged] with the Registrar of Companies, who takes no responsibility for its contents.
OTHER STATEMENTS
Investors should note that you may seek recourse under Sections 248, 249 and 357 of the CMSA for breaches of securities laws including any statement in this Prospectus that is false, misleading, or from which there is a material omission; or for any misleading or deceptive act in relation to this Prospectus or the conduct of any other person in relation to our Company.
Our Shares are offered to the public on the premise of full and accurate disclosure of all material information concerning our IPO, for which any person set out in Section 236 of the CMSA, is responsible.
[Our Shares are classified as Shariah-compliant by the SAC. This classification remains valid from the date of issue of this Prospectus until the next Shariah compliance review undertaken by the SAC. The new status is released in the updated list of Shariah-compliant securities, on the last Friday of May and November.]
Investors should not take the agreement by the Joint Managing Underwriters and the Joint Underwriters named in this Prospectus to underwrite our Shares under the Retail Offering as an indication of the merits of our Shares being offered.
This Prospectus has been prepared in the context of an IPO under the laws of Malaysia. It does not comply with the laws of any jurisdiction other than Malaysia, and it has not been and will not be lodged, registered or approved under any applicable securities or equivalent legislation or by any regulatory authority of any jurisdiction other than Malaysia.
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This Prospectus is published solely in connection with our IPO. Our Shares are being offered solely on the basis of the information contained and representations made in this Prospectus. Our Company, the Promoters, the Selling Shareholders, the Principal Adviser, the Global Coordinator, the Joint Bookrunners, the Joint Managing Underwriters and the Joint Underwriters have not authorised anyone to provide any information or to make any representation not contained in this Prospectus. Any information or representation not contained in this Prospectus must not be relied upon as having been authorised by our Company, the Promoters, the Selling Shareholders, the Principal Adviser, the Global Coordinator, the Joint Bookrunners, the Joint Managing Underwritersand the Joint Underwriters or any of their respective directors, or any other persons involved in our IPO.
The distribution of this Prospectus and our IPO are subject to the laws of Malaysia. This Prospectus has not been and will not be made to comply with the laws of any jurisdiction other than Malaysia, and has not been and will not be lodged, registered or approved pursuant to any applicable securities or equivalent legislation or by any regulatory authority or other relevant body of any jurisdiction other than Malaysia. Accordingly, this Prospectus may not be used for the purpose of and does not constitute an offer for subscription or purchase or invitation to subscribe for or purchase of our Sharesin any jurisdiction or in any circumstances in which such an offer is not authorised or is unlawful or to any person to whom it is unlawful to make such offer or invitation.
Our Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (“U.S. Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act. The IPO Shares are only being offered and sold outside the United States in “offshore transactions” as defined in, and in reliance upon, Regulation S under the U.S. Securities Act. Any investor purchasing IPO Shares will be deemed to have represented that such purchase is in compliance Regulation S.
In addition, until 40 days after the commencement of the IPO, any offer or sale of the IPO Shares within the United States by a dealer whether or not participating in the IPO may violate the registration requirements of the U.S. Securities Act if such offer or sale is made otherwise than in accordance with an exemption from registration under the U.S. Securities Act.
Notice to investors in Hong Kong
This Prospectus has not been, and will not be, registered as a prospectus under the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong, nor has it been authorised by the Securities and Futures Commission in Hong Kong pursuant to the Securities and Futures Ordinance (Cap. 571) of the Laws of Hong Kong ("SFO”). No action has been taken in Hong Kong to authorise or register this document or to permit the distribution of this document or any documents issued in connection with it. Accordingly, the IPO Shares have not been and will not be offered or sold in Hong Kong other than to "professional investors" (as defined in the SFO and any rules made under that ordinance).
No advertisement, invitation or document relating to the IPO Shares has been or will be issued, or has been or will be in the possession of any person for the purpose of issue, in Hong Kong or elsewhere that is directed at, or the contents of which are likely to be accessed or read by, the public of Hong Kong (except if permitted to do so under the securities laws of Hong Kong) other than with respect to the IPO Shares that are or are intended to be disposed of only to persons outside Hong Kong or only to professional investors.
No person allotted with the IPO Shares may sell, or offer to sell, such securities in circumstances that amount to an offer to the public in Hong Kong within six months following the date of issue of such securities.
The contents of this Prospectus have not been reviewed by any Hong Kong regulatory authority. You are advised to exercise caution in relation to the offer. If you are in doubt about any contents of this Prospectus, you should obtain independent professional advice.
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Notice to investors in Singapore
This Prospectus and any other materials relating to the IPO has not been and will not be registered as a prospectus with the Monetary Authority of Singapore. Accordingly, the IPO Shares may not be offered or sold or made the subject of an invitation for subscription or purchase, nor may this Prospectus or any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of the IPO Shares be circulated or distributed, whether directly or indirectly, to any person in Singapore other than (i) to an institutional investor (as defined in Section 4A of the Securities and Futures Act (Chapter 289) of Singapore, as modified or amended from time to time (“SFA”)) pursuant to Section 274 of the SFA, (ii) to a relevant person (as defined in Section 275(2) of the SFA) pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section 275 of the SFA and (where applicable) Regulation 3 of the Securities and Futures (Classes of Investors) Regulations 2018 of Singapore, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA.
Where the IPO Shares are subscribed or purchased under Section 275 of the SFA by a relevant person which is:
(a) a corporation (which is not an accredited investor (as defined in Section 4A of the SFA)) the sole business of which is to hold investments and the entire share capital of which is owned by one or more individuals, each of whom is an accredited investor; or
(b) a trust (where the trustee is not an accredited investor) whose sole purpose is to hold investments and each beneficiary of the trust is an individual who is an accredited investor,
securities or securities-based derivatives contracts (each term as defined in Section 2(1) of the SFA) of that corporation or the beneficiaries’ rights and interest (howsoever described) in that trust shall not be transferred within six months after that corporation or that trust has acquired the IPO Shares pursuant to an offer made under Section 275 of the SFA except:
(1) to an institutional investor or to a relevant person, or to any person arising from an offer referred to in Section 275(1A) or Section 276(4)(i)(B) of the SFA;
(2) where no consideration is or will be given for the transfer;
(3) where the transfer is by operation of law;
(4) as specified in Section 276(7) of the SFA; or
(5) as specified in Regulation 37A of the Securities and Futures (Offers of Investments) (Securities and Securities-based Derivatives Contracts) Regulations 2018 of Singapore.
Notification under Section 309B(1)(c) of the SFA – In connection with Section 309B of the SFA and the Securities and Futures (Capital Markets Products) Regulations 2018 of Singapore (“CMP Regulations 2018”), the Company has determined the classification of the IPO Shares as prescribed capital markets products (as defined in the CMP Regulations 2018) and Excluded Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products).
We will not, prior to acting on any acceptance in respect of our IPO, make or be bound to make any enquiry as to whether you have a registered address in Malaysia and we will not be deemed to accept any liability whether or not any enquiry or investigation is made in connection to it.
It will be your sole responsibility to ensure that your application for our IPO would be in compliance with the terms of our IPO and would not be in contravention of any laws of countries or jurisdictions other than Malaysia to which you may be subjected to. We will further assume that you had accepted our IPO in Malaysia and will be subjected only to the laws of Malaysia in connection with it.
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However, we reserve the right, in our absolute discretion, to treat any acceptance as invalid if we believe that such acceptance may violate any law or applicable legal or regulatory requirements.
It will be your sole responsibility to consult your legal and/or other professional advisers on the laws to which our IPO or you are or might be subjected to.
Neither we nor the Promoters, the Selling Shareholders, the Principal Adviser, the Global Coordinator, the Joint Bookrunners, the Joint Managing Underwriters and the Joint Underwriters nor any other advisers in relation to our IPO will accept any responsibility or liability in the event that any application made by you will become illegal, unenforceable, avoidable or void in any country or jurisdiction.
ELECTRONIC PROSPECTUS/INTERNET SHARE APPLICATION
This Prospectus can also be viewed or downloaded from Bursa Malaysia Berhad’s website at www.bursamalaysia.com. The contents of the Electronic Prospectus and the copy of this Prospectus registered with the SC are the same.
The internet is not a fully secure medium. Your Internet Share Application may be subject to risks of data transmission, computer security threats such as viruses, hackers and crackers, faults with computer software and other events beyond the control of the Internet Participating Financial Institutions. These risks cannot be borne by the Internet Participating Financial Institutions.
If you doubt of the validity or integrity of the Electronic Prospectus, you should immediately request a paper/printed copy of this Prospectus from us or the Issuing House. If there is any discrepancy between the contents of the Electronic Prospectus and the contents of the paper/printed copy of this Prospectus for any reasons whatsoever, the contents of the paper/printed copy of this Prospectuswhich are identical to the copy of the Prospectus registered with the SC shall prevail.
In relation to any reference in this Prospectus to third party internet sites (“Third-Party Internet Sites”), whether by way of hyperlinks or by way of description of the Third-Party Internet Sites, you acknowledge and agree that:
(i) we do not endorse and are not affiliated in any way with the Third-Party Internet Sites. Accordingly, we are not responsible for the availability of, or the contents or any data, information, file or other material provided on the Third-Party Internet Sites. You shall bear all risks associated with the access to or use of the Third-Party Internet Sites;
(ii) we are not responsible for the quality of products or services in the Third-Party Internet Sites, particularly in fulfilling any of the terms of your agreements with the Third-Party Internet Sites. We are also not responsible for any loss or damage or cost that you may suffer or incur in connection with or as a result of dealing with the Third-Party Internet Sites or the use of or reliance on any data, information, file or other material provided by the Third-Party Internet Sites; and
(iii) any data, information, file or other material downloaded from the Third-Party Internet Sites is done at your own discretion and risk. We are not responsible, liable or under obligation for any damage to your computer system or loss of data resulting from the downloading of any such data, information, file or other material.
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Where an Electronic Prospectus is hosted on the website of the Internet Participating Financial Institutions, you are advised that:
(i) the Internet Participating Financial Institution is only liable in respect of the integrity of the contents of the Electronic Prospectus, to the extent of the contents of the Electronic Prospectus on the web server of the Internet Participating Financial Institution which may be viewed via your web browser or other relevant software. The Internet Participating Financial Institution is not responsible for the integrity of the contents of the Electronic Prospectus, which has been obtained from the web servers of the Internet Participating Financial Institution and subsequently communicated or disseminated in any manner to you or other parties;
(ii) while all reasonable measures have been taken to ensure the accuracy and reliability of the information provided in the Electronic Prospectus, the accuracy and reliability of the Electronic Prospectus cannot be guaranteed because the internet is not a fully secure medium; and
(iii) the Internet Participating Financial Institution is not liable (whether in tort or contract or otherwise) for any loss, damage or costs, you or any other person may suffer or incur due to, as a consequence of or in connection with any inaccuracies, changes, alterations, deletions or omissions in respect of the information provided in the Electronic Prospectus which may arise in connection with or as a result of any fault with web browsers or other relevant software, any fault on your or any third party’s personal computer, operating system or other software, viruses or other security threats, unauthorised access to information or systems in relation to the website of the Internet Participating Financial Institution, and/or problems occurring during data transmission which may result in inaccurate or incomplete copies of information being downloaded or displayed on your personal computer.
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The following events are intended to take place on the following indicative time and/or date:
Events Time and/or date
Opening of the Institutional Offering(1) []
Issuance of the Prospectus/Opening of the Retail Offering 10.00 a.m., []
Closing of the Retail Offering 5.00 p.m., []
Closing of the Institutional Offering []
Price Determination Date []
Balloting of applications for our Issue Shares under the Retail Offering []
Allotment/Transfer of our IPO Shares to successful applicants []
Listing []
Note:
(1) [Other than the Institutional Offering to the Cornerstone Investors. The Master Cornerstone Placement Agreement for the acquisition of our IPO Shares has been entered into on []]
In the event there are any change to the timetable, we will advertise the notice of changes in widely circulated English and Bahasa Malaysia daily newspapers within Malaysia.
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TABLE OF CONTENTS
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PAGE
PRESENTATION OF FINANCIAL AND OTHER INFORMATION ………………………………. xii
FORWARD-LOOKING STATEMENTS………………………………………………………………. xiv
DEFINITIONS................................................................................................................................... xv
GLOSSARY OF TECHNICAL TERMS............................................................................................ xxiii
1. CORPORATE DIRECTORY............................................................................................... 1
2. INTRODUCTION……………………………………………………………………………… 7
2.1 Approvals and conditions ..................................................................................... 7
2.2 Moratorium on our Shares.................................................................................... 9
3. PROSPECTUS SUMMARY................................................................................................ 11
3.1 Principal details of our IPO................................................................................... 11
3.2 Overview of our business ..................................................................................... 12
3.3 Competitive strengths........................................................................................... 12
3.4 Strategies and future plans .................................................................................. 13
3.5 Risk factors........................................................................................................... 14
3.6 Impact of the COVID-19 pandemic ...................................................................... 16
3.7 Promoters and substantial shareholders.............................................................. 17
3.8 Directors and Key Senior Management ............................................................... 18
3.9 Use of proceeds ................................................................................................... 19
3.10 Financial and operational highlights ..................................................................... 19
3.11 Dividend policy ..................................................................................................... 20
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4. DETAILS OF OUR IPO....................................................................................................... 21
4.1 Indicative timetable............................................................................................... 21
4.2 Particulars of our IPO and plan of distribution...................................................... 22
4.3 Share capital, classes of shares and ranking ...................................................... 29
4.4 Basis of arriving at the price of our IPO Shares and refund mechanism ............. 29
4.5 Dilution.................................................................................................................. 32
4.6 Use of proceeds ................................................................................................... 33
4.7 Brokerage fee, underwriting commission and placement fee .............................. 39
4.8 Details of the underwriting, placement and lock-up arrangements ...................... 40
4.9 Trading and settlement in secondary market ...................................................... 41
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT............................................................ 42
5.1 Promoters and substantial shareholders.............................................................. 42
5.2 Board of Directors................................................................................................. 50
5.3 Key Senior Management ...................................................................................... 95
5.4 Declaration by our Promoters, Directors and Key Senior Management .............. 108
5.5 Associations or family relationship between our Promoters, substantial shareholders, Directors and Key Senior Management 108
5.6 Other matters........................................................................................................ 109
6. INFORMATION ON OUR GROUP ..................................................................................... 110
6.1 Our Company ....................................................................................................... 110
6.2 Pre-IPO Exercise.................................................................................................. 110
6.3 Our Group structure………………………………………………………………… 113
6.4 Our subsidiaries, jointly controlled entity and associated company..................... 116
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TABLE OF CONTENTS (Cont’d)
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7. BUSINESS OVERVIEW ..................................................................................................... 133
7.1 History of our Group ............................................................................................. 133
7.2 Key milestones and awards ................................................................................. 136
7.3 Our business ........................................................................................................ 139
7.4 Principal markets by business segments ............................................................. 156
7.5 Operational processes and technology used ...................................................... 157
7.6 Types, sources and availability of inputs ............................................................. 163
7.7 Material properties and equipment ...................................................................... 164
7.8 Operating capacity and utilisation rates .............................................................. 165
7.9 Our customers ...................................................................................................... 168
7.10 Major customers ................................................................................................... 169
7.11 Major suppliers ..................................................................................................... 172
7.12 Marketing and business development activities ................................................... 175
7.13 Research and development ................................................................................. 176
7.14 Competitive strengths .......................................................................................... 176
7.15 Strategies and future plans ................................................................................. 180
7.16 Seasonality ........................................................................................................... 185
7.17 Interruptions to our business and operations ...................................................... 186
7.18 Employees............................................................................................................ 194
7.19 Governing laws and regulations ........................................................................... 195
7.20 Major licences, permits and approvals ................................................................. 195
7.21 Intellectual property rights .................................................................................... 195
7.22 Insurance.............................................................................................................. 196
7.23 Material dependency on commercial contracts, agreements or other arrangements ....................................................................................................... 197
7.24 Environmental, social and governance ................................................................ 198
8. INDUSTRY OVERVIEW ..................................................................................................... 200
9. RISK FACTORS ................................................................................................................. 212
9.1 Risks relating to our business .............................................................................. 212
9.2 Risks relating to our industry ................................................................................ 222
9.3 Risks relating to our Shares and our Listing ........................................................ 225
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TABLE OF CONTENTS (Cont’d)
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10. RELATED PARTY TRANSACTIONS ................................................................................ 229
10.1 Related party transactions.................................................................................... 229
10.2 Monitoring and oversight of related party transactions ........................................ 246
11. CONFLICTS OF INTEREST............................................................................................... 248
11.1 Interest in entities carrying on a similar trade as our Group or which are ourcustomers or suppliers ......................................................................................... 248
11.2 Declaration by advisers on conflicts of interest .................................................... 255
12. FINANCIAL INFORMATION .............................................................................................. 256
12.1 Historical combined financial information ............................................................. 256
12.2 Management’s discussion and analysis of financial condition and results of operations............................................................................................................. 259
12.3 Capitalisation and indebtedness .......................................................................... 311
12.4 Reporting Accountants’ Report on the Pro Forma Consolidated Statements of Financial Position of MTTSL ............................................................................... 312
12.5 Dividend policy ..................................................................................................... 324
13. ACCOUNTANTS’ REPORT ............................................................................................... 326
14. STATUTORY AND OTHER GENERAL INFORMATION .................................................. 420
14.1 Share capital......................................................................................................... 420
14.2 Extracts of our Constitution .................................................................................. 420
14.3 Limitation on the right to hold securities and/or exercise voting rights................. 422
14.4 Repatriation of capital, remittance of profit and taxation ...................................... 423
14.5 Material contracts ................................................................................................. 423
14.6 Material litigation................................................................................................... 424
14.7 Consents .............................................................................................................. 425
14.8 Documents available for inspection...................................................................... 426
14.9 Responsibility Statements .................................................................................... 426
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15. SUMMARISED PROCEDURES FOR APPLICATION AND ACCEPTANCE.................... 427
15.1 Opening and closing of Application ...................................................................... 427
15.2 Methods of Application ......................................................................................... 427
15.3 Eligibility................................................................................................................ 428
15.4 Procedures for Application by way of Application Form 429
15.5 Procedures for Application by way of Electronic Share Application..................... 429
15.6 Procedures for Application by way of Internet Share Application ........................ 430
15.7 Authority of our Board and the Issuing House ..................................................... 430
15.8 Over/under-subscription…………………………………………………………… 430
15.9 Unsuccessful/partially successful applicants........................................................ 431
15.10 Successful applicants ........................................................................................... 432
15.11 Enquiries............................................................................................................... 433
ANNEXURE A: OUR MATERIAL PROPERTIES A-1
ANNEXURE B: OUR MAJOR LICENCES, PERMITS AND APPROVALS B-1
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS C-1
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All references to “our Company” or “MTTSL” are to MTT Shipping and Logistics Berhad. All references to “MTTSL Group” or “our Group” are to our Company and our subsidiaries taken as a whole. All references to “we”, “us”, “our” and “ourselves” are to our Company and where the context otherwise requires, our Group.
Certain amounts and percentage figures included in this Prospectus have been subjected to rounding adjustments. Any discrepancies in the tables or charts between the amounts listed and totals in this Prospectus are due to rounding adjustments. Other abbreviations and acronyms used in this Prospectus are defined in the “Definitions” section and technical terms used in this Prospectus are defined in the “Glossary of Technical Terms” section. Words denoting the singular will, where applicableinclude the plural and vice versa and words denoting the masculine gender will, where applicable, include the feminine and/or neuter gender and vice versa. Reference to persons will, where applicable, include companies and corporations.
Any reference to provisions of the statutes, rules, regulations, enactments or rules of stock exchange shall (where the context admits), be construed as a reference to provisions of such statutes, rules, regulations, enactments or rules of stock exchange (as the case may be) as modified by any written law or (if applicable) amendments or re-enactments to the statutes, rules, regulations, enactments or rules of stock exchange for the time being in force.
Any reference to a time or date shall be a reference to a time or date in Malaysia, unless otherwise stated.
Any references to the “LPD” in this Prospectus are to 30 June 2021, being the latest practicable date prior to the registration of this Prospectus with the SC.
The information on our website or any website, directly or indirectly, linked to our website does not form part of this Prospectus and you should not rely on those information for the purposes of your decisionwhether or not to invest in our Shares.
This Prospectus includes statistical data provided by various third parties and us and cites third-party projections regarding the growth and performance of the industry in which we operate and our estimated market share. This data is taken or derived from information published by industry sources and from our internal data. In each of such case, the source is stated in this Prospectus, provided that where no source is stated, it can be assumed that the information originates from us or is extracted from the IMR Report included in Section 8 of this Prospectus. We have appointed Smith Zander to provide an independent market and industry review. In compiling its data for the review, Smith Zander relied on its research methodology, industry sources, published materials, its private databanks and direct contacts within the industry.
Further, third-party projections cited in this Prospectus are subject to significant uncertainties that could cause actual data to differ materially from the projected figures. We cannot give any assurance that the projected figures will be achieved and you should not place undue reliance on the statistical data and third-party projections cited in this Prospectus.
EBITDA and the related ratios presented in this Prospectus are supplemental measures of our performance and liquidity that are not required by or presented in accordance with the IFRS and MFRS. Furthermore, EBITDA is not a measure of our financial performance or liquidity under the IFRS and MFRS and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with the IFRS or MFRS or as an alternative to cash flows from operating activities or as a measure of liquidity. In addition, EBITDA is not a standardised term, and hence, a direct comparison of EBITDA between companies may not be possible. Other companies may calculate EBITDA differently from us, limiting its usefulness as a comparative measure.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
PRESENTATION OF FINANCIAL AND OTHER INFORMATION (Cont’d)
xiii
We believe that EBITDA may facilitate comparisons of operating performance from period to period and company to company by eliminating potential differences caused by variations in capital structures (affecting interest expense and finance charges), tax positions (including the impact on periods or companies of changes in effective tax rates or net operating losses), the age and booked depreciation and amortisation of assets (affecting relative depreciation and amortisation expenses). EBITDA has been presented because we believe that it is frequently used by securities analysts, investors and other interested parties in evaluating similar companies, many of whom present such non-IFRS and non-MFRS financial measures when reporting their results. Finally, EBITDA is presented as a supplemental measure of our ability to service debt. Nevertheless, EBITDA has limitations as an analytical tool, and prospective investors should not consider it in isolation from or as a substitute for analysis of our financial condition or results of operations, as reported under the IFRS and MFRS. Due to these limitations, EBITDA should not be considered as a measure of discretionary cash available to invest in the growth of our business.
For illustrative purposes and unless specified otherwise, all HKD and USD amounts in this Prospectus were converted in RM amounts based on exchange rate of HKD100 : RM53.4735 and USD1.00 :RM4.1520 respectively, being the middle rate quoted by Bank Negara Malaysia as at 5.00 pm as at the LPD.
No representation is made that the HKD and USD amounts referred to in this Prospectus could have been or could actually be converted into RM amounts, at the rates indicated or at all.
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FORWARD-LOOKING STATEMENTS
xiv
This Prospectus contains forward-looking statements. All statements other than statements of historical facts included in this Prospectus, including, without limitation, those regarding our financial position, business strategies and prospects are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results,performance or achievements, or industry results expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding our present and future business strategies and the environment in which we will operate in the future. Such forward-looking statements reflect our current view with respect to future events and are not a guarantee of future performance.
Forward-looking statements can be identified by the use of forward-looking terminologies such as the words “may”, “will”, “would”, “could”, “believe”, “expect”, “anticipate”, “intend”, “estimate”, “aim”, “plan”, “forecast” or similar expressions and include all statements that are not historical facts. Such forward-looking statements include, without limitation, statements relating to:
(i) our business strategies and potential growth opportunities;
(ii) our future plans and objectives;
(iii) our future financial position, earnings, cash flows and liquidity;
(iv) the general industry environment, including the demand for our services, trends and competitive position; and
(v) regulatory environment and the effects of future regulation.
Factors that could cause actual results, performance or achievements to differ materially include, but are not limited to, those discussed in Section 9 of this Prospectus on “Risk Factors” and Section 12.2 of this Prospectus on “Management’s Discussion and Analysis of Financial Condition and Results of Operations”. We cannot give any assurance that the forward-looking statements made in this Prospectus will be realised. Such forward-looking statements are made only as at the LPD.
In light of these uncertainties, the inclusion of such forward-looking statements should not be regarded as a representation or warranty by us or our advisers that such plans and objectives will be achieved.
Should we become aware of any subsequent material change or development affecting a matter disclosed in this Prospectus arising from the date of registration of this Prospectus but before the date of allotment/transfer of our IPO Shares, we will further issue a supplemental or replacement prospectus, as the case may be, in accordance with the provisions of Section 238(1) of the CMSA and Paragraph 1.02, Chapter 1 of Part II (Division 6) on (Supplementary and Replacement Prospectus) of the Prospectus Guidelines.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS
xv
The following terms shall apply throughout this Prospectus unless the term is defined otherwise or the context requires otherwise: Acquisitions : Acquisitions of ordinary shares in MTT Shipping and ICSD respectively
undertaken by our Company pursuant to the terms of the MTT Shipping SSA and the ICSD SSA as described in Section 6.2 of this Prospectus
Act : Companies Act 2016 ADA : Authorised Depository Agent Admission : Admission of our Shares to the Official List of the Main Market of Bursa
Securities Affin Hwang IB : Affin Hwang Investment Bank Berhad AGM : Annual general meeting Application : Application for our Issue Shares by way of Application Form, Electronic
Share Application or Internet Share Application Application Form : Application form for the application for our Issue Shares under the
Retail Offering accompanying this Prospectus ATM : Automated teller machine Auditors or Reporting Accountants or KPMG
: KPMG PLT
Authorised Financial Institution
: Authorised financial institution participating in the Internet Share Application in respect of the payment for our Issue Shares
Board : Board of Directors of our Company Bumiputera : In context of: (i) individuals - Malay and the aborigines and the natives of Sabah
and Sarawak as specified in the Federal Constitution of Malaysia; (ii) companies - companies which fulfil, among others, the following
criteria or such other criteria as may be imposed by the MITI: (a) registered under the Act as a private company; (b) its shareholders are 100% Bumiputera; and (c) its board of directors (including its staff) are at least 51%
Bumiputera; and (iii) cooperatives - cooperatives whose shareholders or cooperative
members are at least 95% Bumiputera or such criteria as may be imposed by the MITI
Bursa Depository : Bursa Malaysia Depository Sdn Bhd Bursa Securities : Bursa Malaysia Securities Berhad CDS : Central Depository System
xv
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xvi
Clarice Ong : Ong Yee Sian, our Promoter, Key Senior Management, Non-Independent Executive Director and Moratorium Provider
CMCO : Conditional MCO issued by the Government of Malaysia under the Prevention and Control of Infectious Diseases Act 1988 and the Police Act 1967
CMSA : Capital Markets and Services Act, 2007
Constitution : Constitution of our Company
Cornerstone Investors : Collectively, [] and []
COVID-19 : An infectious disease caused by severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2)
Dato’ Seri Ong : Dato’ Seri Ong Kean Lee, our Promoter, substantial shareholder, Executive Chairman and Moratorium Provider
Depositor : A holder of a Securities Account
Director(s) : Director(s) of our Company
EBITDA : Earnings before interest, taxation, depreciation and amortisation
Electronic Prospectus : Copy of this Prospectus that is issued, circulated or disseminated via the internet and/or an electronic storage medium, including but not limited to CD-ROMs (Compact Disc - Read Only Memory)
Electronic Share Application
: Application for our Issue Shares under the Retail Offering through a Participating Financial Institution’s ATM
Eligible Persons : Collectively, our Directors, employees of our Group (including the directors of our Subsidiaries) and persons who have contributed to the success of our Group who are eligible to participate in the Retail Offering
EMCO : Enhanced MCO issued under the Prevention and Control of Infectious Diseases Act 1988 of Malaysia and the Police Act 1967 of Malaysia
EPS : Earnings per share
Equity Guidelines : Equity Guidelines issued by the SC
Evergreen Malaysia : Evergreen Marine Corp (Malaysia) Sdn Bhd
Evergreen Taiwan : Evergreen Marine Corp. (Taiwan) Ltd., a company listed on the Taiwan Stock Exchange, being the ultimate holding company of Evergreen Malaysia
Evergreen Group of Companies
: Collectively, Evergreen Taiwan and its subsidiaries
Final Retail Price : Final price per Issue Share to be paid by the investors under the Retail Offering, equivalent to the Retail Price or the Institutional Price, whichever is lower, to be determined on the Price Determination Date
FPE : Financial period ended, or where the context otherwise requires, financial period ending
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xvii
FYE : Financial year ended, or where the context otherwise requires, financial year ending
GDPL : Global Dominance Pte. Ltd., our substantial shareholder
Global Coordinator : Maybank IB
GP : Gross profit
HMSB : Hartavisi Murni Sdn Bhd, a corporate shareholder of MTTC
HSE : Health, Safety and Environment
IACS : International Association of Classification Societies
ICSD SSA : Share sale agreement dated 27 July 2021 entered into between our Company (as purchaser) and the identified shareholders of ICSD, namely OCTSB, PKT, Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin and Lee Hock Saing (as vendors) for the acquisition of 2,588,393 ordinary shares in ICSD for a purchase consideration of RM23,446,592 which was satisfied via the issuance of 23,446,592 new MTTSL Shares at an issue price of RM1.00 per MTTSL Share
IFRS : International Financial Reporting Standards issued by the International Accounting Standards Board
IMR Report : Independent market research report dated 29 July 2021 prepared by Smith Zander
IMO : International Maritime Organisation
Independent Market Researcher or Smith Zander
: Smith Zander International Sdn Bhd
Institutional Offering : Offering of up to 270,000,000 IPO Shares at the Institutional Price, subject to clawback and reallocation provisions and the Over-allotment Option, to the following:
(a) Malaysian institutional and selected investors, including Bumiputera investors approved by the MITI; and
(b) foreign institutional and selected investors.
Institutional Price : Price per IPO Share to be paid by investors under the Institutional Offering which will be determined on the Price Determination Date by way of bookbuilding
Internet Participating Financial Institution
: A participating financial institution for the Internet Share Application
Internet Share Application : Application for our Issue Shares under the Retail Offering through an Internet Participating Financial Institution
IPO : Initial public offering comprising the Offer for Sale and the Public Issue
IPO Shares : Collectively, the Offer Shares and the Issue Shares
Issue Shares : New Shares to be issued by our Company under the Public Issue
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xviii
Issuing House or Share Registrar
: Tricor Investor & Issuing House Services Sdn Bhd
Joint Bookrunners : Collectively, Maybank IB and Affin Hwang IB
Joint Managing Underwriters
: Collectively, Maybank IB and Affin Hwang IB
Joint Underwriters : Collectively, Maybank IB and Affin Hwang IB
Key Senior Management : Key senior management personnel of our Group, whose profiles are set out in Section 5.3.3 of this Prospectus
Listing : Listing of and quotation for the entire enlarged issued shares of our Company on the Main Market of Bursa Securities
Listing Requirements : Main Market Listing Requirements of Bursa Securities
LPD : 30 June 2021, being the latest practicable date prior to the registrationof this Prospectus with the SC
Lloyd’s Register : Lloyd’s Register Singapore Pte Ltd, Lloyd’s Register Asia or Lloyd’s Register of Shipping (Malaysia) Bhd, all being subsidiaries or affiliatesof Lloyd’s Register Group Limited, who issued the relevant certificates for the vessels operated by our Group
Malaysian Public : Malaysian citizens, companies, co-operatives, societies and institutions incorporated or organised under the laws of Malaysia
Market Day : A day on which Bursa Securities is open for trading in securities
Master Cornerstone Placement Agreement
: Master cornerstone placement agreement dated [] entered into between our Company, the Selling Shareholders, the Global Coordinator, the Joint Bookrunners and the Cornerstone Investors,under which the Cornerstone Investors agree to acquire an aggregate of [] IPO Shares under the Institutional Offering at the Institutional Price
Maybank IB or Principal Adviser or Stabilising Manager
: Maybank Investment Bank Berhad
MCCG : Malaysian Code on Corporate Governance
MCO : Movement Control Order issued under the Prevention and Control of Infectious Diseases Act 1988 of Malaysia and the Police Act 1967 of Malaysia
MFRS : Malaysian Financial Reporting Standards issued by the Malaysian Accounting Standards Board
MITI : Ministry of International Trade and Industry
Moratorium Providers : Collectively, Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin, MTTC,OCTSB and Clarice Ong, being shareholders of our Company whose securities are subject to moratorium under the Equity Guidelinestogether with Lee Hock Saing and Lee Kong Siong who have voluntarily provided moratorium undertakings pursuant to our IPO
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xix
MTT Shipping SSA : Share sale agreement dated 27 July 2021 entered into between our Company (as purchaser) and all the shareholders of MTT Shipping, namely Dato’ Seri Ong, MTTC, Ooi Lean Hin, Lee Hock Saing, Chan Huan Hin, Lee Kong Siong and GDPL (as vendors) for the acquisitionof 10,000,000 ordinary shares in MTT Shipping for a purchase consideration of RM378,804,381 which was satisfied via the issuance of 378,804,381 new MTTSL Shares at an issue price of RM1.00 per MTTSL Share
MTTC : Malaysia Trade & Transport Company Sdn Bhd, our substantial shareholder and Moratorium Provider
MTTSL or Company : MTT Shipping and Logistics Berhad
MTTSL Group or Group : Collectively, MTTSL and its subsidiaries
MTTSL Shares or Shares : Ordinary shares in our Company
NA : Net assets
NBV : Net book value
Offer for Sale : Offer for sale up to 50,000,000 Offer Shares by the Selling Shareholders
Offer Shares : Existing MTTSL Shares to be offered by the Selling Shareholderspursuant to the Offer for Sale
Official List : A list specifying all securities listed on Bursa Securities
OCTSB : Ong Chin Teik Sdn Bhd, our substantial shareholder and Moratorium Provider
Over-allotment Option : The over-allotment option granted by the Over-allotment Option Providers to the Stabilising Manager (on behalf of the Placement Managers)
Over-allotment Option Providers
: Collectively, Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin, Lee Hock Saing, Lee Kong Siong and GDPL
Participating Financial Institution
: A participating financial institution for the Electronic Share Application
PAT : Profit after taxation
PATAMI : Profit after taxation and minority interest
PBT : Profit before taxation
PE Multiple : Price-to-earnings multiple
Pink Form Allocations : The allocation of 10,000,000 Issue Shares to the Eligible Persons under the Retail Offering
PKT : Permodalan K.T. Sdn Bhd
Placement Agreement : Placement agreement dated [] entered into between the Company, the Selling Shareholders and the Placement Managers in respect of such number of IPO Shares to be offered under the Institutional Offering
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Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xx
Placement Managers : Collectively, Maybank IB and Affin Hwang IB Pre-IPO Exercise : Collectively, the Acquisitions and the Share Split Price Determination Date : The date on which the Institutional Price and the Final Retail Price will
be determined Promoters : Collectively, Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin, Clarice
Ong, Lee Hock Saing and Lee Kong Siong, being the promoters as prescribed under Section 226 of CMSA and “Promoter” shall refer to any one of them
Prospectus Guidelines : Prospectus Guidelines issued by the SC Public Issue : Public issue of 250,000,000 Issue Shares by our Company Record of Depositors : A record of securities holders established by Bursa Depository in
accordance with the Rules of Bursa Depository Retail Offering : Offering of 30,000,000 Issue Shares at the Retail Price, subject to the
clawback and reallocation provisions, to be allocated as follows: (i) 10,000,000 Issue Shares reserved for application by the Eligible
Persons; and (ii) 20,000,000 Issue Shares for application by the Malaysian Public,
via balloting Retail Price : Initial price of RM[●] per Issue Share to be fully paid upon application
under the Retail Offering, subject to adjustment as detailed in Section 4.4.1 of this Prospectus
Retail Underwriting Agreement
: Retail underwriting agreement dated [] entered into between our Company, the Joint Managing Underwriters and the Joint Underwriters for the underwriting of our Issue Shares under the Retail Offering
RMCO : Recovery MCO issued by the Government of Malaysia under the
Prevention and Control of Infectious Diseases Act 1988 and the Police Act 1967
ROC : Registrar of Companies Rules of Bursa Depository : The rules of Bursa Depository as issued under the SICDA SAC : Shariah Advisory Council of the SC SC : Securities Commission Malaysia Securities Account or CDS Account
: An account established by Bursa Depository for a Depositor for the recording of deposit of securities and for dealing in such securities by the Depositor
Selling Shareholders : Collectively, Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin, Lee Hock
Saing, Lee Kong Siong and GDPL Share Lending Agreement
: Share lending agreement dated [] entered into between the Over-allotment Option Providers and the Stabilising Manager pursuant to which the Over-allotment Option Providers will lend their Shares to the Stabilising Manager to cover over-allotments, if any, under the Over-allotment Option
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Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xxi
Share Split
: Subdivision of 402,250,978 Shares following the completion of the Acquisitions into 750,000,000 Shares
SICDA : Securities Industry (Central Depositories) Act, 1991 Currencies HKD : Hong Kong Dollar, the lawful currency of Hong Kong RM and sen : Ringgit Malaysia and sen, the lawful currency of Malaysia USD : United States Dollar, the lawful currency of the United States of
America Subsidiaries (in alphabetical order) ICSD : ICS Depot Services Sdn Bhd Kapal Solutions : Kapal Solutions Sdn Bhd Lestari Maritime Lestari Maritime Sdn Bhd LP Multi Terminal : LP Multi Terminal Sdn Bhd (in member’s voluntary winding up) LPMT Resources : LPMT Resources Sdn Bhd (in the process of being struck-off) MTT Likang : MTT Likang Sdn Bhd MTT Realty Holdings : MTT Realty Holdings Sdn Bhd MTT Shipping : MTT Shipping Sdn Bhd MTT Shipping (East Malaysia)
: MTT Shipping (East Malaysia) Sdn Bhd
MTT Shipping Bintulu : MTT Shipping Bintulu Sdn Bhd MTT Shipping KK : MTT Shipping Kota Kinabalu Sdn Bhd MTT Shipping Kuantan : MTT Shipping Kuantan Sdn Bhd MTT Shipping Kuching : MTT Shipping Kuching Sdn Bhd MTT Shipping Labuan : MTT Shipping Labuan Sdn Bhd MTT Shipping Langkawi : MTT Shipping Langkawi Sdn Bhd MTT Shipping Logistics Centre
: MTT Shipping Logistics Centre Sdn Bhd
MTT Shipping Lumut : MTT Shipping Lumut Sdn Bhd MTT Shipping Miri : MTT Shipping Miri Sdn Bhd MTT Shipping Muara : MTT Shipping Muara Sdn Bhd MTT Shipping Pasir Gudang
: MTT Shipping Pasir Gudang Sdn Bhd
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) DEFINITIONS (Cont’d)
xxii
MTT Shipping Pelepas : MTT Shipping Pelepas Sdn Bhd MTT Shipping Perawang : MTT Shipping Perawang Sdn Bhd MTT Shipping Port Klang : MTT Shipping Port Klang Sdn Bhd MTT Shipping Rajang : MTT Shipping Rajang Sdn Bhd MTT Shipping Tanjong Manis
: MTT Shipping Tanjong Manis Sdn Bhd
MTT Shipping Tawau : MTT Shipping Tawau Sdn Bhd MTTS Holdings : MTTS Holdings Sdn Bhd Nautica Ship Management
: Nautica Ship Management Sdn Bhd
Sea Lion Container Line : Sea Lion Container Line Sdn Bhd Sea Navigator : Sea Navigator Limited Jointly controlled entity Harbour 360 : Harbour 360 Sdn Bhd Associated company Perceptive Logistics : Perceptive Logistics Sdn Bhd
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) GLOSSARY OF TECHNICAL TERMS
xxiii
Barge : A flat-bottomed boat used to carry cargo. A barge is usually non self-propelled and dependent on a tugboat for propulsion
Berthing : The mooring of a vessel at port terminal
Bill of lading : A sea consignment document with details of a shipment issued by shipping companies or freight forwarders to shippers and consignees, which serves as a receipt, ownership and transport agreement of the shipment
Box operator : A shipping company who owns and manages a fleet of containers for its provision of container liner shipping services, but do not operate container vessels by itself for the services provided. Box operator provides container liner shipping services through procuring container slot space from vessel operating shipping companies.
Certificate of Classification
: A certificate issued by member of International Association of Classification Societies ("IACS") for vessels that are surveyed and certified in compliant with standards developed by the IACS members
Consignee : The receiver of cargo
Container : A metal box designed and built with standardised specifications and dimensions for cargo storage and intermodal transportation
Container depot : A designated area for the storage and container related services for empty containers
Container haulage : The carriage of containers using land transportation
Container liner shipping : The carriage of containers using sea transportation
Dry docking : A process where a vessel is brought to a dry dock. A dry dock is a structured area in a form of a basin where water within the area can be filled for vessel to manoeuvre in and out of the area, or drained out for regulatory inspection, and maintenance and repair to be performed within the area
Freight forwarder : A party who acts on behalf of shippers or consignees to arrange and coordinate the shipment of goods from one place to another, using single or multiple transportation modes including land, rail, sea and/or air
Horsepower : A measurement of power that can be generated and delivered by an engine
Main Line Operator : A shipping company that usually sails to major ports of a region or a country, which the ports may not be the ultimate port of origin and/or destination of the cargo, and Main Line Operator may require feeder services from other shipping companies to ship the cargo to the ultimate destination
Nominal capacity : A theoretical measurement of the maximum number of empty containers that can be carried on a container vessel
Pilotage : Navigation service provided by port to guide the vessel along the route sailing to the port terminal
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) GLOSSARY OF TECHNICAL TERMS
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Port call : An action where a port is called by a vessel to berth for a scheduled period of time for loading and unloading of cargo
Port of discharge : A place where cargo are unloaded from the vessel
Port of loading : A place where cargo are loaded onto the vessel
Port of registry : A place where the particulars of a vessel are officially registered. The ports of registry in Malaysia are Port Klang, Penang Port, Kota Kinabalu Port and Kuching Port
Removable vehicle racking system
: A racking system mounted into a dry cargo container to carry vehicles for shipment. It saves space and allows containers to be fully utilised in carrying vehicles
Shipper : The sender of cargo
Stuffing : A process in which cargo are loaded into an empty container
TEU : 20-foot equivalent unit, a unit of container capacity often used to describe the capacity of a container. It is also a measurement used to determine the capacity (i.e. carrying volume in terms of number of TEU) of a container vessel
Time charter : A type of vessel chartering arrangement whereby the vessel is chartered for a pre-determined period of time, and the vessel owner remains responsible for the management of vessel and the supply of crew members to the charterer while the charterer decides on the sailing routes of the vessel within the chartering period. The operating costs incurred for the vessel such as ship management and maintenance costs as well as crew costs are borne by the vessel owner whereas the fuel costs and port dues of the vessel are borne by the charterer
Throughput : A measurement of the amount of cargo that passes through a port over a specific period of time
Transhipment : The shipment of cargo to an intermediate destination for a change of vessel before reaching the final destination
Tug : A tugboat equipped with a propulsion system that manoeuvres other types of boat, such as barge
Unberthing : The unmooring of a vessel from port terminal
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) 1. CORPORATE DIRECTORY
1
BOARD OF DIRECTORS Name Designation Nationality Address
Dato’ Seri Ong Non-Independent Executive Chairman
Malaysian 20, Jalan Haji Rafaie 11200 Tanjong Bungah Pulau Pinang Malaysia
Ooi Lean Hin Non-Independent
Executive Director/ Managing Director
Malaysian 1 Elitis Serambi Mera Valencia Hillcourt Precinct 47000 Sungai Buloh Selangor Darul Ehsan Malaysia
Chan Huan Hin Non-Independent
Executive Director Malaysian 26, Jalan USJ 17/13A
47630 Subang Jaya Selangor Darul Ehsan Malaysia
Clarice Ong Non-Independent
Executive Director Malaysian 20, Jalan Haji Rafaie
11200 Tanjong Bungah Pulau Pinang Malaysia
Razman Hafidz bin Abu Zarim
Senior Independent Non-Executive
Director
Malaysian 8C-3A-1 Sri Murni Condominium 8 Lorong Kota Empat Bukit Ledang 50480, Kuala Lumpur Wilayah Persekutuan Malaysia
Dato’ Abd Gani bin Othman
Independent Non-Executive Director
Malaysian Lot 22797, Jalan Mawar Putih Kg. Dato Abu Bakar Baginda 43000 Kajang Selangor Darul Ehsan Malaysia
Dato’ Captain Haji Ahmad bin Othman
Independent Non-Executive Director
Malaysian 42 Jalan Rabung U8/39 Bukit Jelutong 40150 Shah Alam Selangor Darul Ehsan Malaysia
Dato’ Seri Wong Siew Hai
Independent Non-Executive Director
Malaysian 9, Jesselton Avenue 10450 George Town Pulau Pinang Malaysia
Shareen Shariza Dato' binti Abdul Ghani
Independent Non-Executive Director
Malaysian 480212, Jalan Sungai Penchala 12 Kampung Sungai Penchala 60000 Kuala Lumpur Wilayah Persekutuan Malaysia
1
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
1. CORPORATE DIRECTORY (Cont’d)
2
AUDIT COMMITTEE
Name Designation Directorship
Razman Hafidz bin Abu Zarim Chairman Senior Independent Non-Executive Director
Dato’ Captain Haji Ahmad bin Othman
Member Independent Non-Executive Director
Dato’ Abd Gani bin Othman Member Independent Non-Executive Director
NOMINATING AND REMUNERATION COMMITTEE
Name Designation Directorship
Dato’ Seri Wong Siew Hai Chairman Independent Non-Executive Director
Razman Hafidz bin Abu Zarim Member Senior Independent Non-Executive Director
Dato’ Abd Gani bin Othman Member Independent Non-Executive Director
RISK MANAGEMENT COMMITTEE
Name Designation Directorship
Chan Huan Hin Chairman Non-Independent Executive Director
Dato’ Seri Wong Siew Hai Member Independent Non-Executive Director
Dato’ Captain Haji Ahmad bin Othman
Member Independent Non-Executive Director
2
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
1. CORPORATE DIRECTORY (Cont’d)
3
COMPANY SECRETARIES : Wong Wai Foong 1164, Jalan 17/46Happy Garden46400 Petaling JayaSelangor Darul EhsanMalaysia
Professional qualification: Malaysian Institute of Chartered Secretaries and Administrators ("MAICSA”)(MAICSA No.: MAICSA 7001358)CCM Practising Certificate No.202008001472
Rebecca Kong Say Tsui No. 26, Jalan Puteri 11/8Bandar Puteri 47100 PuchongSelangor Darul EhsanMalaysia
Professional qualification: MAICSA(MAICSA No.: MAICSA 7039304)CCM Practising Certificate No. 202008001003
REGISTERED OFFICE : Unit 30-01, Level 30, Tower AVertical Business SuiteAvenue 3, Bangsar SouthNo. 8, Jalan Kerinchi59200 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2783 9191
HEAD/MANAGEMENT OFFICE : Unit 13A-1, Level 13A, Tower 8UOA Business ParkNo. 1, Jalan Pengaturcara U1/51ASeksyen U140150 Shah AlamSelangor Darul EhsanMalaysia
Tel. No. : +603 5568 3000E-mail : [email protected] : www.mttsl.com.my
3
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
1. CORPORATE DIRECTORY (Cont’d)
4
AUDITORS AND REPORTING ACCOUNTANTS
: KPMG PLT LLP0010081-LCA & AF 0758Chartered AccountantsLevel 10, KPMG Tower8, First Avenue Bandar Utama47800 Petaling Jaya Selangor Darul EhsanMalaysia
Tel. No. : +603 7721 3388
Partner-in-charge : Lam Shuh SiangProfessional qualification: Member of Malaysian Institute of Accountants (“MIA”)(MIA membership no. : CA22909)Fellow of Association of Chartered Certified Accountants (“FCCA”) (FCCA membership no. : 2673904)
SELLING SHAREHOLDERS : Dato’ Seri Ong20, Jalan Haji Rafaie 11200 Tanjong BungahPulau PinangMalaysia
Ooi Lean Hin1 Elitis Serambi MeraValencia Hillcourt Precinct47000 Sungai BulohSelangor Darul EhsanMalaysia
Chan Huan Hin26, Jalan USJ 17/13A47630 Subang JayaSelangor Darul EhsanMalaysia
Lee Hock SaingA-0-7 Sri Bayu CondoUSJ 11/747600 Subang JayaSelangor Darul EhsanMalaysia
Lee Kong SiongNo. 15, Jalan Bayu Laut 6/KS09D’Laman Greenville41200 KlangSelangor Darul EhsanMalaysia
GDPL96 Robinson Road#16-01 SIF BuildingRepublic of Singapore, 68899
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
1. CORPORATE DIRECTORY (Cont’d)
5
PRINCIPAL ADVISER ANDGLOBAL COORDINATOR
: Maybank Investment Bank Berhad 32nd Floor, Menara Maybank100, Jalan Tun Perak50050 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2059 1888
JOINT MANAGING UNDERWRITERS AND JOINT UNDERWRITERS (in alphabetical order)
: Affin Hwang Investment Bank Berhad27th Floor, Menara Boustead69, Jalan Raja Chulan50200 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2146 7444
Maybank Investment Bank Berhad 32nd Floor, Menara Maybank100, Jalan Tun Perak50050 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2059 18888
JOINT BOOKRUNNERS (in alphabetical order)
: Affin Hwang Investment Bank Berhad27th Floor, Menara Boustead69, Jalan Raja Chulan50200 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2146 7444
Maybank Investment Bank Berhad 32nd Floor, Menara Maybank100, Jalan Tun Perak50050 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2059 1888
LEGAL ADVISERS : To our Company
Mah-Kamariyah & Philip Koh3A07 Block B, Phileo Damansara II15 Jalan 16/11, Off Jalan Damansara46350 Petaling JayaSelangor Darul EhsanMalaysia
Tel. No. : +603 7956 8686
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
1. CORPORATE DIRECTORY (Cont’d)
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To the Global Coordinator, Joint Bookrunners, Joint Managing Underwriters and Joint Underwriters
Kadir, Andri & PartnersSuite A-38-8, Level 38 Menara UOA BangsarNo. 5, Jalan Bangsar Utama 159000 Kuala LumpurWilayah Persekutuan Malaysia
Tel. No. : +603 2780 2888
INDEPENDENT MARKET RESEARCHER
: Smith Zander International Sdn Bhd15-01, Level 15, Menara MBMR1, Jalan Syed Putra58000 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2732 7537
Signing partner : Dennis Tan
(See Section 8 of this Prospectus for the profile of the firm and the signing partner)
ISSUING HOUSE AND SHARE REGISTRAR
: Tricor Investor & Issuing House Services Sdn Bhd Unit 32-01, Level 32, Tower A Vertical Business Suite Avenue 3, Bangsar South No. 8, Jalan Kerinchi 59200 Kuala LumpurWilayah PersekutuanMalaysia
Tel. No. : +603 2783 9299
LISTING SOUGHT : Main Market of Bursa Securities
SHARIAH STATUS : [Approved by the SAC]
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) 2. INTRODUCTION
7
2.1 APPROVALS AND CONDITIONS
2.1.1 SC
The SC has, via its letter dated [], approved our IPO and our Listing under Section 214(1) of the CMSA and our Company’s resultant equity structure pursuant to ourListing under the equity requirement for public listed companies, subject to compliance with the following conditions:
Details of conditions Status of compliance[] []
In the same letter, the SC has also noted that the effects of our Listing on the equity structure of our Company is as follows:
As at 30 June 2021* After our IPO
No. of Shares %
Assuming the Over-allotment Option is
not exercised
Assuming the Over-allotment Option is
fully exercised(1)
Category of shareholders
No. of Shares %
No. of Shares %
BumiputeraMalaysian Public via balloting
- - 10,000,000 1.00 10,000,000 1.00
Bumiputera investors to be approved by MITI
- - 125,000,000 12.50 125,000,000 12.50
Total Bumiputera(2) - - 135,000,000 13.50 135,000,000 13.50
Non-Bumiputera(3)(4) 5 100.00 806,195,300 80.62 811,057,900 81.11
Total Malaysian 941,195,300 94.12 811,057,900 94.61
Foreigners(4) - - 58,804,700 5.88 53,942,100 5.39
Total 5 100.00 1,000,000,000 100.00 1,000,000,000 100.00
Notes:
* Being the latest practicable date prior to submission of our Listing application to the SC.
(1) Assuming that our Shares under the Over-allotment Option are fully subscribed by non-Bumiputera institutional investors and selected investors.
(2) Assuming all our Shares allocated to Bumiputera investors to be approved by MITI under the Institutional Offering and Bumiputera investors under the Retail Offering via balloting are fully subscribed.
(3) Assuming all the Eligible Persons who are allocated our Issue Shares under the Retail Offering are non-Bumiputera Malaysian as the actual subscribers cannot be determined at this juncture.
(4) Assuming all our Shares allocated to institutional and selected investors under the Institutional Offering will be subscribed by non-Bumiputera Malaysian only as the amount allocated between the non-Bumiputera Malaysian investors and other foreign investorscan only be determined after the closing of applications for our IPO Shares.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) 2. INTRODUCTION (Cont’d)
8
The SC has, via its letter dated [], approved the reliefs sought by us from having to comply with certain requirements under the Equity Guidelines. The details of the reliefs sought and the corresponding conditions imposed by the SC are as follows:
Reference Details of relief granted
Conditions imposed (if any)
Status of compliance
Equity Guidelines
Paragraph 1(f) of Part IV – Appendix I
Relief allowing for information in respect of the ultimate beneficial ownership of Evergreen be limited to information which is available in the public domain
[] []
Paragraph 2 of Appendix 4
Relief allowing for the placement of IPO Shares to persons connected to certain placement agents
[] []
Paragraph 5.30 of Part II
Relief allowing certain ultimate individual shareholders of MTTC be exempted from providing an undertaking in compliance with Paragraph 5.30 of the Equity Guidelines
[] []
The SAC has, via its letter dated [], classified our Shares as Shariah-compliant securities based on our audited combined financial statements for the FYE 31 December 2020.
2.1.2 MITI
The MITI has, via its letter dated [], stated that it has taken note and has no objection for us to implement our Listing.
2.1.3 Bursa Securities
Bursa Securities has, via its letter dated [], resolved to approve our Admission and our Listing, subject to compliance with the following conditions:
Details of conditions Status of compliance[] []
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) 2. INTRODUCTION (Cont’d)
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2.2 MORATORIUM ON OUR SHARES
In accordance with the Equity Guidelines, our Shares held by the Moratorium Providers as at the date of our Listing will be placed under moratorium. In this respect, our Shares that are subject to moratorium are set out below:
After our IPOAssuming the Over-allotment Option
is not exercisedAssuming the Over-allotment Option
is fully exercisedDirect Indirect Direct Indirect
NameNo. of
Shares %No. of
Shares %No. of
Shares %No. of
Shares %(’000) (’000) (’000) (’000) (’000)
Dato’ Seri Ong 207,032 20.70 145,053(1) 14.51 189,913 18.99 145,053(1) 14.51
Ooi Lean Hin 118,722 11.87 - - 108,905 10.89 - -
Chan Huan Hin 43,042 4.30 - - 39,482 3.95 - -
Lee Hock Saing 99,801 9.98 - - 91,548 9.15 - -
Lee Kong Siong 16,801 1.68 - - 15,412 1.54 - -
MTTC 141,257 14.13 - - 141,257 14.13 - -
OCTSB 3,797 0.38 141,257(2) 14.13 3,797 0.38 141,257(2) 14.13
Clarice Ong 100(3) 0.01 - - 100(3) 0.01 - -
Notes:
(1) Deemed interested by virtue of his shareholding in OCTSB and interest in MTTC through his shareholding in OCTSB pursuant to Section 8(4) of the Act.
(2) Deemed interested by virtue of its shareholding in MTTC pursuant to Section 8(4) of the Act.
(3) Assuming Clarice Ong fully subscribes her entitlement under the Pink Form Allocations.
The Moratorium Providers have fully accepted the moratorium. They will not be permitted to sell, transfer or assign any part of their respective holding in our Shares as at the date of ourListing for a period of six months from the date of the Listing.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) 2. INTRODUCTION (Cont’d)
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The direct shareholders of MTTC, namely Dato’ Seri Ong, Ong Guat Ee, Dato’ Paduka Tengku Shaharin Abu Bakar bin Tengku Suleiman, Estate of Tengku Sharifah Salwa binti Syed Putra, Ong Lip Chee, Yeow Kheng Eng, Datin Bahariah binti Mohd Yusof, Goh Siew Eng, Abdul Shukur bin Abdul Rani, Goh Huck Sun, PKT, OCTSB and HMSB, will not be permitted to sell, transfer or assign their respective shareholdings in MTTC for a period of six months from the date of our Listing. [A relief had been obtained from the SC] for [●] shareholders of MTTC from providing the required moratorium.
The direct shareholders of OCTSB, namely Dato’ Seri Ong, Ong Guat Ee and Charmaine Ooh Yen Nee, will not be permitted to sell, transfer or assign their respective shareholdings in OCTSB for a period of six months from the date of our Listing.
The direct shareholders of PKT, namely Dato’ Seri Ong, Ong Guat Ee and Nizam Ariff bin Dato’ Seri Nazir Ariff, will not be permitted to sell, transfer or assign their respective shareholdings in PKT for a period of six months from the date of our Listing.
The direct shareholders of HMSB, namely Zairin binti Tun Ibrahim, Ahmad bin Ibrahim and Mariam binti Ibrahim, will not be permitted to sell, transfer or assign their respective shareholdings in HMSB for a period of six months from the date of our Listing. [A relief had been obtained from the SC for the deceased shareholder of HMSB from providing the requiredmoratorium].
The above restrictions do not apply in respect of:
(i) our Shares that may be sold pursuant to the Over-allotment Option to be granted by the Over-allotment Option Providers to the Stabilising Manager (on behalf of the Placement Manager); and
(ii) the transfer of our Shares by the Over-allotment Option Providers as contemplated under the Share Lending Agreement, provided that the restrictions will apply to our Shares returned to Over-allotment Option Providers pursuant to the Share Lending Agreement.
The above moratorium restrictions are specifically endorsed on the share certificates representing our Shares held by the Moratorium Providers which are under moratorium to ensure that our Share Registrar does not register any transfer that contravenes such restriction.
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Registration No. 201901004019 (1313346-A) 3. PROSPECTUS SUMMARY
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This Prospectus Summary only highlights the key information from other parts of this Prospectus. It does not contain all the information that may be important to you. You should read and understand the contents of the whole Prospectus prior to deciding on whether to invest in our Shares. 3.1 PRINCIPAL DETAILS OF OUR IPO
3.1.1 Institutional Offering The Institutional Offering involves the offering of up to 270,000,000 IPO Shares
(comprising up to 50,000,000 Offer Shares and 220,000,000 Issue Shares), representing up to 27.00% of our enlarged issued Shares, subject to the clawback and reallocation provision and Over-allotment Option as set out in Sections 4.2.3 and 4.2.4 of this Prospectus, at the Institutional Price in the following manner:
(i) 125,000,000 IPO Shares, representing 12.50% of our enlarged issued Shares,
to Bumiputera investors approved by the MITI; and
(ii) up to 145,000,000 IPO Shares, representing 14.50% of our enlarged issued Shares, to the Malaysian institutional and selected investors (other than Bumiputera investors approved by the MITI) and foreign institutional and selected investors.
3.1.2 Retail Offering The Retail Offering involves the offering of 30,000,000 Issue Shares, representing
approximately 3.00% of our enlarged issued Shares, subject to the clawback and reallocation provision as set out in Sections 4.2.3 of this Prospectus, at the Retail Price in the following manner:
(i) Allocation to the Eligible Persons
10,000,000 Issue Shares, representing approximately 1.00% of our enlarged issued Shares, are reserved for application by the Eligible Persons.
(ii) Allocation via balloting to the Malaysian public 20,000,000 Issue Shares, representing 2.00% of our enlarged issued Shares, are reserved for application by the Malaysian Public via balloting, of which 10,000,000 Issue Shares, have been set aside for application by Bumiputera citizens, companies, co-operatives, societies and institutions.
3.1.3 Moratorium on our Shares
In accordance with the Equity Guidelines, the Moratorium Providers are not allowed to sell, transfer or assign any of their respective holding in our Shares for a period of six months from the date of our Listing.
Our Public Issue and Offer for Sale will raise gross proceeds of RM[●] million and RM[●] million, respectively. For detailed information in relation to our IPO and moratorium on our Shares, see Sections 4.2 and 2.2 of this Prospectus.
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Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
3. PROSPECTUS SUMMARY (Cont’d)
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3.2 OVERVIEW OF OUR BUSINESS
Our Company was incorporated in Malaysia under the Act as a private limited company underthe name of MTT Shipping and Logistics Sdn Bhd on 31 January 2019. Our Company was converted into a public limited company on 29 July 2021.
We are an investment holding company and through our subsidiaries, we are principally engaged in the provision of container shipping services, vessel chartering services, and container storage and container related services:
Container Liner Shipping
Our container liner shipping services cover routes between ports in Peninsular Malaysia and East Malaysia as well as overseas ports around the Southeast Asia region such as Singapore, Thailand, Brunei, Indonesia, India and Myanmar which are in close proximity to Malaysia.
Vessel Chartering
We charter out our own container vessels on time charter basis. As at the LPD, wecharter out three container vessels and will be chartering out another four container vessels in July 2021 to container liner shipping companies.
Container Depot
We operate four container depots, all located in Peninsular Malaysia, where we provide container storage and container related services to support our Group’s container liner shipping business and to our customers.
As at the LPD, we own a fleet of 12 container vessels with a total nominal capacity of 15,442 TEU.We have also taken delivery of two new container vessels, MTT Sapangar (1,800 TEUs) and MTT Sibu (415 TEUs) in July 2021. As part of our growth strategies, we intend to acquire additional container vessels and expect to receive four additional container vessels between 3Q 2021 and 1Q 2022.
For further details on our group structure and business, see Sections 6 and 7 of this Prospectus.
3.3 COMPETITIVE STRENGTHS
Our competitive strengths are as follows:
(i) We own our fleet of vessels, ensuring greater control over our container liner shipping operations and enabling us to capture demand from the charter market
As at the LPD, our Group owns 12 container vessels and operates nine vessels for our container shipping business. By owning these vessels to support our shipping business, it allows us to have a greater control over our operations as we can have the certainty of having sufficient fleet of container vessels which are suitable for the ports water depth along our services routes at all times. Further, our own fleet of container vessels also enables us to capture demand from the charter market as our container vessels can be chartered out to other container vessel operators.
(ii) We provide weekly fixed-day shipping services and comprehensive port coverage across Peninsular Malaysia and East Malaysia
Our Group offers weekly fixed-day shipping services between Peninsular Malaysia and East Malaysia, while some of our service routes cover ports in Singapore, Thailand andBrunei. The days of departure and arrival for our service routes are fixed according to the respective fixed-day sailing schedule, hence allowing our customers to effectively manage their logistics and inventory cycles. In addition, our comprehensive coverage of ports across Peninsular Malaysia and East Malaysia has also positioned us as a strong feeder operator in Malaysia.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A) 3. PROSPECTUS SUMMARY (Cont’d)
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(iii) We are a leading player in container shipping between Peninsular Malaysia and East Malaysia with a 37.2% market share by total container throughput between Peninsular Malaysia and East Malaysia in 2020 We are one of the major container liner shipping companies in Malaysia as demonstrated by our market share. As recognition of our business achievements, we have received various awards for our container liner shipping business over the years. Our leading position and reputation will provide confidence to our customers in terms of our capabilities in the provision of container liner shipping services and the quality of our services, which will in turn facilitate the growth and expansion of our business.
(iv) We have established long term business relationships with our suppliers and customers. We have close working relationships with our suppliers including port operators and bunker fuel suppliers, as well as our customers which mainly comprise shippers, consignees, freight forwarders and Main Line Operators. These established business relationships support the growth and expansion of our Group.
(v) We have digitalised our business operations for greater operational efficiency. Our Group understands the importance of adopting the latest relevant digital-related technologies into our business operations in order to maintain and/or improve our operational efficiency. In view of this, we employ a proprietary information technology (“IT”) system (i.e. shipping software namely iKapal’s Shipping System) to support our day-to-day business operations. We employ a third party software, the SOVY-Depot System, to coordinate the daily operations of our container depot business.
(vi) We have an experienced and long serving Key Senior Management team with substantial industry experience. We have a group of Key Senior Management team with vast experience in the shipping and logistics industry as well as in-depth knowledge in our business across a broad spectrum of business activities, including operations, sales and marketing, and finance.
For further details on our competitive strengths, see Section 7.14 of this Prospectus. 3.4 STRATEGIES AND FUTURE PLANS
As part of our business strategies and future plans, we have in place the following expansion and development plans that would provide us with the platform to grow our business:
(i) To continue to expand our container liner shipping business in Malaysia and
overseas, as well as our vessel chartering business by expanding our fleet of container vessels We expect to receive four additional container vessels between 3Q 2021 and 1Q 2022 and intend to purchase additional container vessels to support the growth of our business. With additional container vessels we will be able to increase our port callings and expand our port coverage to new service routes, both within Malaysia as well as overseas. Further, we will be able to capitalise on strong charter demand for container vessels of between 1,000 TEUs and 2,999 TEUs.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
3. PROSPECTUS SUMMARY (Cont’d)
14
(ii) To expand our container depot and containerised automotive shipping business by setting up new container depots in Port Klang (Pulau Indah), Kota Kinabalu, Kuching and Bintulu
As our container shipping business continue to grow, we intend to set up container depot in Port Klang (Pulau Indah) and three new container depots in East Malaysia, namely in Kota Kinabalu, Kuching and Bintulu. The new container depots in East Malaysia will expand our container depot coverage and strengthen our presence. With the additional capacity, we expect to grow our revenue from this business segment.
(iii) To purchase additional containers to support our growing container liner shipping business
We intend to purchase additional containers comprising standard dry cargo containers, refrigerated containers and special containers for oversize cargo in 20-ft and/or 40-ft tosupport the growth and expansion of our container liner shipping business.
(iv) To enhance our IT infrastructure to further improve our operational efficiency
We intend to enhance the functions and upgrade the interface of our online portal under iKapal’s Shipping System and the automation functions of SOVY-Depot System. We also intend to implement a ship management system to centralise the management of our container vessels.
(v) To selectively pursue acquisitions and investments in companies
We may seek acquisitions of companies that complement and have direct cost and capability synergies with our existing operations as well as businesses with significant growth potential as part of our growth strategy.
For further details on our business strategies and future plans, see Section 7.15 of this Prospectus.
3.5 RISK FACTORS
Our business is subject to a number of risk factors, many of which may have a material adverse impact on our business operations, financial position and performance. A summary of the key risk factors is set out below:
3.5.1 RISKS RELATING TO OUR BUSINESS
(i) We may not be able to renew or maintain our major licences, permits and approvals tooperate our business operations due to reasons beyond our control. We require various major licences, permits and approvals including Domestic Shipping Licences and shipping agent approval(s) for our business operations. These licences, permits and approvals are subject to periodic renewal. We may be materially and adversely affected if these licences, permits and approvals are not renewed, suspended, revoked or terminated. See Annexure B of this Prospectus for details of our major licences, permits and approvals.
(ii) Failure in IT systems could adversely affect our business operations. We are dependent on various IT systems provided and/or maintained by third party service providers to ensure efficient, effective and responsive business operations. Failure of third party service providers to provide services and any disruption to our computer systems and IT systems may compromise our business operations as well as cause transaction errors, loss of data or downtime. Further, we cannot assure that we are able to continuously enhance our IT systems to meet our customers’ needs and keeping up with the technology developed or used by other industry players.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
3. PROSPECTUS SUMMARY (Cont’d)
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(iii) We may be materially and adversely affected by COVID-19 pandemic and other pandemics. The outbreak of COVID-19 has imposed additional restrictions and obligations on our operations. Although we have not been required to close or temporarily halt our operations as our business was deemed to be essential, we may be required to do so in the future in the event that any of our employees become infected by COVID-19. Such disruption may affect our ability to adequately staff our operations and eventually the delivery of the cargos for our customers. There can be no assurance that we will not experience more severe disruptions in the future in the event that more stringent quarantine measures are imposed or if the COVID-19 pandemic becomes more severe or protracted.
(iv) We operate in a capital intensive industry where we incur significant expenditure to maintain the operating condition of our vessels. Our vessels may need to be docked in the event of breakdown and collision. Rectification of the affected vessels may require us to incur significant costs and may result in such vessels being out of service over a period of time which could cause disruption to our business operations. Our maintenance and repair related expenditure may also increase following increases in the cost of labour, size of our fleet, changes in regulations and currency fluctuations. There can be no assurance that we will at all times have sufficient capital resources to maintain and repair our vessels.
(v) We operate in a highly regulated industry which is governed by both domestic andinternational laws. The container liner shipping industry is highly regulated and our operations are subject to various international conventions, treaties and national and local laws and regulations in force as set out in Annexure C of this Prospectus. The laws and regulations are subject to changes at any time. Any introduction of new laws and regulations applicable to us may result in us having to incur additional operating expenditure to ensure compliance, which could materially and adversely affect our business and results of operations. Any failure in complying with the laws regulations would also result in us having to pay a high fines and penalties.
(vi) We may be affected by any change in the current taxation. Prior to the year of assessment (“YA”) 2012, 100% of the statutory income of a resident person derived from the business of transporting passengers or cargo by sea on a Malaysian ship or letting out on charter a Malaysian ship owned by him on a voyage or time charter basis shall be exempted from income tax (“100% Tax Exemption”). The Income Tax Act 1967 was amended in 2012 to reduce the quantum of the said income tax exemption from 100% to 70% with effect from the YA 2012 (“70% Tax Exemption”). However, this was not implemented.
With only the 70% Tax Exemption, 30% of our statutory income derived from Malaysian ships would be subject to the prevailing statutory tax rate of 24% and for illustrative purposes only,as a consequence, the effective tax rate of our Group would increase from approximately 9% to 13% for the FYE 31 December 2020. The effective tax rate of our Group for the FYE 31 December 2021 will also increase as compared to our effective tax rate for the FYE 31 December 2020. There can be no assurance that the tax exemption under the Income Tax Act 1967 would continue to be available to Malaysian shipowners for an indefinite period of time or will continue on the same terms. Any adverse change to the tax treatment will adversely affect our results of operations.
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Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
3. PROSPECTUS SUMMARY (Cont’d)
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3.5.2 RISKS RELATING TO OUR INDUSTRY
(i) We are subject to changes in government, economies, fiscal and monetary policies and regulations applicable to container liner shipping industry. Our business may from time to time be subject to changes in applicable government, economic, fiscal and monetary policies and regulations. For example, the cabotage policy was implemented in Malaysia in 1980 to protect domestic shipping companies and to promote the domestic shipping industry. This policy does not allow for non-Malaysian vessels to conduct domestic shipping activities in Malaysia, unless exempted. However, cabotage policy went through several partial liberalisations. Pursuant to the partial liberalisation of the cabotage policy, with effect from 1 June 2017, both Malaysian and non-Malaysian vessels may provide transport of cargo services from any one port in Peninsular Malaysia to any one port in Sabah, Sarawak or Labuan (and vice versa), from any port in Sabah to another port in Sabah, or from any port in Sarawak to another port in Sarawak, without having to obtain a Domestic Shipping Licence. Competition would likely increase if more foreign players enter the market. Such increased competition may materially and adversely affect our business, financial condition, results of operations and prospect.
(ii) Our business operations may be affected by the disruptions to the operations at port which are under our coverage. Our container liner shipping operations are reliant on the continued operations of the ports which are under our coverage. Further, we operate weekly fixed-day shipping services which is an important element and distinguishing factor to our container liner shipping services. We may suffer operational disruptions from port congestion or stoppages as a result of certain disruptive events at the ports such as breakdown of port equipment, shortages in port labour, adverse weather conditions. Any such disruptions may result in delayed schedules and increased our cost of operations which eventually may materially and adversely affect our operations and financial performance.
For further information on our risk factors, see Section 9 of this Prospectus.
3.6 IMPACT OF THE COVID-19 PANDEMIC
As our business is deemed as essential services under the transportation sector, our operations are not subject to any mandatory closure or halt in operations pursuant to the imposition of movement restrictions. While all our branch offices in Malaysia and our shipping agent offices in Malaysia and overseas countries are allowed to operate, subject to standard operating procedures (“SOP”), our business and operations were impacted by external factors such as fluctuations in demand for container liner shipping services, port congestion and shortage of containers.
Notwithstanding the fluctuations in demand for our container liner shipping services as impacted by the COVID-19 pandemic, our total lifting in the FYE 31 December 2020 was higher than FYE 31 December 2019 by 9.2%. However, our revenue from freight income in the FYE 31 December 2020 saw a decrease of 1.8% as compared to the FYE 31 December 2019 mainly due to, amongst others, a decrease in average freight rates.
The COVID-19 pandemic has also resulted in the global container shipping industry facing an industry-wide shortage of empty containers due to expanded container turnaround time from land, port congestions at major ports as well as increase in shipping demand following the recovery of trade activities. As a result, the availability of our containers remains tight. However, as at the LPD, our Group did not face major container shortage issues for our container liner shipping operations.
We also did not face any major disruptions in the supply of bunker fuel or encounter any reduction in workforce for our container liner shipping operations. For further information on the impact of the COVID-19 pandemic on our business and operation, see Section 7.17 of this Prospectus.
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3(3)
19.3
420
7,03
220
.70
145,
053(3
)14
.51
189,
913
18.9
914
5,05
3(3)
14.5
1O
oi L
ean
Hin
Mal
aysi
an12
9,63
017
.28
--
118,
722
11.8
7-
-10
8,90
510
.89
--
Cha
n H
uan
Hin
Mal
aysi
an46
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6.27
--
43,0
424.
30-
-39
,482
3.95
--
Lee
Hoc
k Sa
ing
Mal
aysi
an10
8,97
014
.53
--
99,8
019.
98-
-91
,548
9.15
--
Prom
oter
sLe
e Ko
ng S
iong
Mal
aysi
an18
,345
2.45
--
16,8
011.
68-
-15
,412
1.54
--
Cla
rice
Ong
Mal
aysi
an-
--
-10
0(4)
0.01
--
100(4
)0.
01-
-
Subs
tant
ial s
hare
hold
ers
MTT
C(5
)M
alay
sia
141,
257
18.8
3-
-14
1,25
714
.13
--
141,
257
14.1
3-
-O
CTS
B(5
)M
alay
sia
3,79
70.
5114
1,25
7(6
)18
.83
3,79
70.
3814
1,25
7(6)
14.1
33,
797
0.38
141,
257(6
)14
.13
GD
PLSi
ngap
ore
64,2
088.
56-
-58
,805
5.88
--
53,9
425.
39-
-O
ng G
uat E
eM
alay
sian
--
145,
053
(7)
19.3
4-
-14
5,05
3(7)
14.5
1-
-14
5,05
3(7)
14.5
1G
raem
e Ia
in
Brow
nN
ew
Zeal
ande
r-
-64
,208
(8)
8.56
--
58,8
05(8
)5.
88-
-53
,942
(8)
5.39
Not
es:
(1)
Bas
ed o
n ou
r iss
ued
shar
e ca
pita
l of 7
50,0
00,0
00 S
hare
s af
ter t
he P
re-IP
O E
xerc
ise
but b
efor
e ou
r IP
O.
(2)
Bas
ed o
n ou
r enl
arge
d is
sued
sha
re c
apita
l of 1
,000
,000
,000
Sha
res
afte
r our
IPO
.(3
)D
eem
ed in
tere
sted
by
virtu
e of
his
sha
reho
ldin
gin
OC
TSB
and
inte
rest
in M
TTC
thro
ugh
his
shar
ehol
ding
in O
CTS
B p
ursu
ant t
o S
ectio
n 8(
4) o
f the
Act
.(4
)A
ssum
ing
Cla
rice
Ong
fully
sub
scrib
es h
er e
ntitl
emen
t und
er th
e P
ink
Form
Allo
catio
ns.
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
3.PR
OSP
ECTU
S SU
MM
ARY
(Con
t’d)
17
3.7
PRO
MO
TER
S A
ND
SU
BST
ANTI
AL S
HA
REH
OLD
ERS
The
follo
win
g ta
ble
set o
ut th
e di
rect
and
indi
rect
shar
ehol
ding
s of
our
Pro
mot
ers
and
subs
tant
ial s
hare
hold
ers
befo
re a
nd a
fter o
ur IP
O:
Nat
iona
lity/
Plac
e of
In
corp
orat
ion
Bef
ore
our I
PO
Afte
r our
IPO
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is n
ot e
xerc
ised
Ass
umin
g th
e O
ver-
allo
tmen
t O
ptio
n is
fully
exe
rcis
edD
irect
Indi
rect
Dire
ctIn
dire
ctD
irect
Indi
rect
Nam
eN
o. o
f Sh
ares
No.
of
Shar
esN
o. o
f Sh
ares
No.
of
Shar
esN
o. o
f Sh
ares
No.
of
Shar
es
Prom
oter
s an
d su
bsta
ntia
l sh
areh
olde
rs(’0
00)
(%)(1
)(’0
00)
(%)(1
)(’0
00)
(%)(2
)(’0
00)
(%)(2
)(’0
00)
(%)(2
)(’0
00)
(%)(2
)
Dat
o’ S
eri O
ngM
alay
sian
226,
054
30.1
414
5,05
3(3)
19.3
420
7,03
220
.70
145,
053(3
)14
.51
189,
913
18.9
914
5,05
3(3)
14.5
1O
oi L
ean
Hin
Mal
aysi
an12
9,63
017
.28
--
118,
722
11.8
7-
-10
8,90
510
.89
--
Cha
n H
uan
Hin
Mal
aysi
an46
,996
6.27
--
43,0
424.
30-
-39
,482
3.95
--
Lee
Hoc
k Sa
ing
Mal
aysi
an10
8,97
014
.53
--
99,8
019.
98-
-91
,548
9.15
--
Prom
oter
sLe
e Ko
ng S
iong
Mal
aysi
an18
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2.45
--
16,8
011.
68-
-15
,412
1.54
--
Cla
rice
Ong
Mal
aysi
an-
--
-10
0(4)
0.01
--
100(4
)0.
01-
-
Subs
tant
ial s
hare
hold
ers
MTT
C(5
)M
alay
sia
141,
257
18.8
3-
-14
1,25
714
.13
--
141,
257
14.1
3-
-O
CTS
B(5
)M
alay
sia
3,79
70.
5114
1,25
7(6
)18
.83
3,79
70.
3814
1,25
7(6)
14.1
33,
797
0.38
141,
257(6
)14
.13
GD
PLSi
ngap
ore
64,2
088.
56-
-58
,805
5.88
--
53,9
425.
39-
-O
ng G
uat E
eM
alay
sian
--
145,
053
(7)
19.3
4-
-14
5,05
3(7)
14.5
1-
-14
5,05
3(7)
14.5
1G
raem
e Ia
in
Brow
nN
ew
Zeal
ande
r-
-64
,208
(8)
8.56
--
58,8
05(8
)5.
88-
-53
,942
(8)
5.39
Not
es:
(1)
Bas
ed o
n ou
r iss
ued
shar
e ca
pita
l of 7
50,0
00,0
00 S
hare
s af
ter t
he P
re-IP
O E
xerc
ise
but b
efor
e ou
r IP
O.
(2)
Bas
ed o
n ou
r enl
arge
d is
sued
sha
re c
apita
l of 1
,000
,000
,000
Sha
res
afte
r our
IPO
.(3
)D
eem
ed in
tere
sted
by
virtu
e of
his
sha
reho
ldin
gin
OC
TSB
and
inte
rest
in M
TTC
thro
ugh
his
shar
ehol
ding
in O
CTS
B p
ursu
ant t
o S
ectio
n 8(
4) o
f the
Act
.(4
)A
ssum
ing
Cla
rice
Ong
fully
sub
scrib
es h
er e
ntitl
emen
t und
er th
e P
ink
Form
Allo
catio
ns.
17
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
3.PR
OSP
ECTU
S SU
MM
ARY
(Con
t’d)
18
(5)
Ref
er to
Sec
tions
5.1
.3(v
ii) a
nd 5
.1.3
(viii
) of t
his
Pro
spec
tus
for t
he u
ltim
ate
bene
ficia
l ow
ners
of M
TTC
and
OC
TSB
.(6
)D
eem
ed in
tere
sted
by
virtu
e of
its
shar
ehol
ding
in M
TTC
pur
suan
t to
Sec
tion
8(4)
of t
he A
ct.
(7)
Dee
med
inte
rest
ed b
y vi
rtue
of h
er s
hare
hold
ing
in O
CTS
B a
nd in
tere
st in
MTT
C th
roug
h he
r sha
reho
ldin
g in
OC
TSB
pur
suan
t to
Sect
ion
8(4)
of t
he A
ct.
(8)
Dee
med
inte
rest
ed b
y vi
rtue
of h
is s
hare
hold
ing
in G
DP
L pu
rsua
nt to
Sec
tion
8(4)
of t
he A
ct th
roug
h Ta
nam
ar H
oldi
ngs
Lim
ited,
a c
ompa
ny in
corp
orat
ed in
th
e B
ritis
h V
irgin
Isla
nds,
hol
ding
the
entir
e is
sued
sha
re c
apita
l of G
DP
L in
trus
t for
him
.
3.8
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
As a
t the
LPD
, our
Dire
ctor
s an
d Ke
y S
enio
r Man
agem
ent a
re a
s fo
llow
s:
Nam
eD
esig
natio
nD
irect
ors
Dat
o’ S
eri O
ngN
on-In
depe
nden
t Exe
cutiv
e C
hairm
anO
oi L
ean
Hin
Non
-Inde
pend
ent E
xecu
tive
Dire
ctor
/Man
agin
g D
irect
or
Cha
n H
uan
Hin
Non
-Inde
pend
ent E
xecu
tive
Dire
ctor
Cla
rice
Ong
Non
-Inde
pend
ent E
xecu
tive
Dire
ctor
Raz
man
Haf
idz
bin
Abu
Zarim
Seni
or In
depe
nden
t Non
-Exe
cutiv
e D
irect
orD
ato’
Abd
Gan
i bin
Oth
man
Inde
pend
ent N
on-E
xecu
tive
Dire
ctor
Dat
o’ C
apt.
Haj
i Ahm
ad b
in O
thm
anIn
depe
nden
t Non
-Exe
cutiv
e D
irect
orD
ato’
Ser
i Won
g Si
ew H
aiIn
depe
nden
t Non
-Exe
cutiv
e D
irect
orSh
aree
n Sh
ariz
a D
ato'
bin
ti Ab
dul G
hani
Inde
pend
ent N
on-E
xecu
tive
Dire
ctor
Key
Sen
ior M
anag
emen
tD
ato’
Ser
i Ong
Exec
utiv
e C
hairm
anO
oi L
ean
Hin
Man
agin
g D
irect
orC
han
Hua
n H
inD
irect
or o
f Adm
inis
tratio
nC
laric
e O
ngD
irect
or o
f Cor
pora
te A
ffairs
Le
e H
ock
Sain
gD
irect
or o
f Mar
ketin
gLe
e Ko
ng S
iong
Dire
ctor
of O
pera
tions
Yap
Bee
Yong
Chi
ef F
inan
ce O
ffice
rR
onni
e Ta
n Ke
an S
ing
Gen
eral
Man
ager
(Com
mer
cial
)C
hua
Song
How
Gen
eral
Man
ager
(Ope
ratio
ns)
For f
urth
er in
form
atio
n on
our
Dire
ctor
s an
d Ke
y S
enio
r Man
agem
ent,
see
Sect
ions
5.2
and
5.3
of t
his
Pros
pect
us
18
Registration No. 201901004019 (1313346-A) 3. PROSPECTUS SUMMARY (Cont’d)
19
3.9 USE OF PROCEEDS
Description of use of proceeds
Estimated timeframe for use from the date
of our Listing RM’000 % (i) Purchase of vessels and containers Within 36 months [●] [●]
(ii) Repayment of bank borrowings Within 6 months [●] [●]
(iii) Land acquisition for setting up of new container depots
Within 36 months [●] [●]
(iv) Investment in IT infrastructure Within 36 months [●] [●]
(v) Working capital Within 12 months [●] [●]
(vi) Defray fees and expenses relating to our IPO and Listing
Within 3 months [●] [●]
Total [●] 100.00 There is no minimum subscription to be raised from our IPO. For further detailed information on our use of proceeds, see Section 4.6 of this Prospectus.
3.10 FINANCIAL AND OPERATIONAL HIGHLIGHTS
The historical combined financial statements of our Group for the FYE 31 December 2018, FYE 31 December 2019, FYE 31 December 2020 and FPE 31 March 2021 (“Combined Financial Statements”) have been prepared based on the financial statements of the MTT Shipping and its subsidiaries, and ICSD which are under the common control of Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin, Lee Hock Saing and Lee Kong Siong for each of the financial years and period indicated. The following table sets out information derived from our Combined Financial Statements for the years and period indicated.
FYE 31 December FPE 31 March
Audited Audited 2018 2019 2020 2021 RM’000 RM’000 RM’000 RM’000 Revenue 537,759 509,761 514,541 168,312 Direct costs (409,506) (408,950) (414,880) (122,975) Gross profit 128,253 100,811 99,661 45,337 Other operating
income 8,009 6,269 6,847 1,145 PBT 94,644 58,216 56,636 32,478 PAT attributable to
owners of the Company
84,154 51,877 47,176 31,708
Total equity 297,828 342,704 388,699 418,706 Total borrowings
(including lease liabilities)
110,803 246,264 327,930 392,744
Gross profit margin(1) 23.8 19.8 19.4 26.9 PBT margin(2) 17.6 11.4 11.0 19.3 PAT margin(3) 16.4 11.0 10.0 19.1 Current ratio (times)(4) 1.7 1.5 1.6 1.4 Gearing ratio (times)(5) 0.4 0.7 0.8 0.9
19
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
3. PROSPECTUS SUMMARY (Cont’d)
20
Notes:
(1) Computed based on gross profit for the financial years/period divided by revenue for the financial years/period.
(2) Computed based on PBT for the financial years/period divided by revenue for the financial years/period.
(3) Computed based on profit for the financial years/period divided by revenue for the financial years/period;
(4) Computed based on current assets over current liabilities.
(5) Computed based on total borrowings (including lease liabilities) divided by total equity as at the end of the year.
The table below sets out the utilisation rate for our Head Haul and Back Haul journeys (as defined in Section 7.8 of this prospectus) for the financial years/period under review:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Head Haul journeysAvailable capacity
(TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 150,758 141,306 151,198 45,113 49,395Utilisation rate (%)(3) 71.6 66.4 74.7 67.9 84.4
Back Haul journeysAvailable capacity
(TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 51,223 52,452 59,067 23,351 14,931Utilisation rate (%)(3)(4) 24.3 24.6 29.2 35.2 25.5
Notes:
(1) Being the aggregate of the actual space available on container vessels operated by our Group, measured at a loading capacity of 14 tonnes per TEU for the financial years/period indicated;
(2) Actual number of laden containers carried by container vessels operated by our Group and/or our partner vessels for the financial years/period indicated for the abovementioned journey;
(3) Computed based on the actual lifting made by our group over the total available capacity; and
(4) The utilisation rates for the Back Haul journeys were significantly lower than the utilisation rates of the Head Haul journeys as we only take into account the laden containers for the computation of the utilisation rate. As mentioned above, container vessels in the Back Haul journeys were mostly occupied with empty containers that we need to bring back to their respective supply port.
3.11 DIVIDEND POLICY
Our Company presently does not have any fixed dividend policy in place. The actual dividend that our Board may recommend or declare in the future in respect of any particular financial year or period will subject to the factors outlined below as well as any other factors deemed relevant by our Board. Upon recommendation by our Board, we will, inter alia, take into account various factors as set out below to determine the level of dividend payments:
(i) our level of cash, gearing and return on equity and retained earnings;(ii) our expected financial performance;(iii) our projected levels of capital expenditure and other investment plans;(iv) our working capital requirements; and(v) any contractual restrictions and/or commitments.
For further details on our dividend policy and dividends declared and/or paid by to our shareholders, see to Section 12.5 of this Prospectus.
20
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO
21
4.1 INDICATIVE TIMETABLE
The following events are intended to take place on the following indicative time and/or date:
Events Time and/or date
Opening of the Institutional Offering(1) []
Issuance of the Prospectus/Opening of the Retail Offering 10.00 a.m., []
Closing of the Retail Offering 5.00 p.m., []
Closing of the Institutional Offering []
Price Determination Date []
Balloting of applications for our Issue Shares under the Retail Offering []
Allotment/Transfer of our IPO Shares to successful applicants []
Listing []
Note:
(1) [Other than the Institutional Offering to the Cornerstone Investors. The Master Cornerstone Placement Agreement for the acquisition of our IPO Shares has been entered into on [].]
In the event there are any change to the timetable, we will advertise the notice of changes inwidely circulated English and Bahasa Malaysia daily newspapers in Malaysia.
21
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
22
4.2 PARTICULARS OF OUR IPO AND PLAN OF DISTRIBUTION
Our IPO is subject to the terms and conditions of this Prospectus. Upon acceptance, our IPO Shares are expected to be allocated in the manner described below, subject to the clawback and reallocation provisions and the Over-allotment Option as set out in Sections 4.2.3 and 4.2.4 of this Prospectus, respectively.
Our IPO consists of the Institutional Offering and the Retail Offering, totalling up to 300,000,000 IPO Shares, representing up to approximately 30.00% of our enlarged issued Shares. For the avoidance of doubt, our IPO Shares offered under the Institutional Offering and the Retail Offering do not include our Shares under the Over-allotment Option.
4.2.1 Institutional Offering
The Institutional Offering involves the offering of up to 270,000,000 IPO Shares (comprising up to 50,000,000 Offer Shares and 220,000,000 Issue Shares), representing up to 27.00% of our enlarged issued Shares, subject to the clawback and reallocation provisions and the Over-allotment Option as set out in Sections 4.2.3 and 4.2.4 of this Prospectus, respectively at the Institutional Price in the following manner:
(i) 125,000,000 IPO Shares, representing 12.50% of our enlarged issued Sharesto Bumiputera investors approved by the MITI; and
(ii) up to 145,000,000 IPO Shares, representing up to 14.50% of our enlarged issued Shares to the following persons:
(a) Malaysian institutional and selected investors (other than Bumiputera investors approved by the MITI); and
(b) foreign institutional and selected investors.
[As part of the Institutional Offering, on [], our Company and the Selling Shareholders,entered into a Master Cornerstone Placement Agreement with the Global Coordinator, the Joint Bookrunners and the Cornerstone Investors whereby the Cornerstone Investors have agreed to acquire from the Selling Shareholders, subject to the terms of the Master Cornerstone Placement Agreement and the individual cornerstone placement agreements, an aggregate of [] IPO Shares, representing []% of our enlarged issued Shares, at RM[] per IPO Share or the Institutional Price, whichever is lower. None of the Cornerstone Investors will individually acquire 5.00% or more of our enlarged issued Shares under the individual cornerstone placement agreements.]
[The cornerstone placement agreements are conditional upon, among others, the Retail Underwriting Agreement and the Placement Agreement being entered into and not having been terminated pursuant to their respective terms.]
22
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
23
4.2.2 Retail Offering
The Retail Offering involves the offering of 30,000,000 Issue Shares, representingapproximately 3.00% of our enlarged issued Shares, subject to the clawback and reallocation provisions as set out in Section 4.2.3 of this Prospectus, at the Retail Price in the following manner:
(i) Allocation to the Eligible Persons
10,000,000 Issue Shares, representing approximately 1.00% of our enlargedissued Shares, are reserved for application by the Eligible Persons in the following manner:
Category of Eligible Persons
No. of Eligible
Persons
Aggregateno. of Issue
Sharesallocated
Our Directors(1) 6 600,000Eligible employees of our Group (including thedirectors of our subsidiaries)(2)
400 4,500,000
Persons who have contributed to the success of our Group(3)
200 4,900,000
Total 606 10,000,000
Notes:
(1) The Directors who are also the Selling Shareholders will not be allocated any IssueShares. Clarice Ong and each of the Independent Directors have been allocated 100,000 Issue Shares and collectively, a total of 600,000 Issue Shares have been allocated to them.
(2) The basis and criteria for allocation to the eligible employees of our Group(including the directors of our subsidiaries) are based on, among others, their length of service, job grade, seniority and job responsibilities, past contribution to our Group.
(3) The criteria for allocation to persons who have contributed to the success of our Group are based on, among others, their length of business relationship with our Group and their contribution to the success of our Group.
(ii) Allocation via balloting to the Malaysian Public
20,000,000 Issue Shares, representing approximately 2.00% of our enlargedissued Shares, are reserved for application by the Malaysian Public via balloting,of which 10,000,000 Issue Shares, have been set aside for application by Bumiputera citizens, companies, co-operatives, societies and institutions.
23
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
4.D
ETA
ILS
OF
OU
R IP
O (C
ont’d
)
24
In s
umm
ary,
our
IPO
Sha
res
will
be a
lloca
ted,
sub
ject
to th
e cl
awba
ck a
nd r
eallo
catio
n pr
ovis
ions
and
the
Ove
r-al
lotm
ent O
ptio
n se
t out
in
Sect
ions
4.2.
3an
d 4.
2.4
of th
is P
rosp
ectu
s,re
spec
tivel
y in
the
follo
win
g m
anne
r:
Offe
r for
Sal
ePu
blic
Issu
eTo
tal
Cat
egor
yN
o. o
f Sha
res
% o
f our
en
larg
edis
sued
Shar
es(1
)N
o. o
f Sh
ares
% o
f our
en
larg
edis
sued
Sh
ares
(1)
No.
of
Shar
es
% o
f our
en
larg
edis
sued
Shar
es(1
)
Ret
ail O
fferin
g:El
igib
le P
erso
ns-
Our
Dire
ctor
s-
-60
0,00
00.
0660
0,00
00.
06-
Elig
ible
em
ploy
ees
of o
ur G
roup
(incl
udin
gth
edi
rect
ors
of o
ur s
ubsi
diar
ies)
--
4,50
0,00
00.
454,
500,
000
0.45
-Pe
rson
s w
ho h
ave
cont
ribut
ed t
o th
e su
cces
s of
ou
r Gro
up-
-4,
900,
000
0.49
4,90
0,00
00.
49
Mal
aysi
an P
ublic
(via
bal
lotin
g):
-Bu
mip
uter
a-
-10
,000
,000
1.00
10,0
00,0
001.
00-
Non
-Bum
iput
era
--
10,0
00,0
001.
0010
,000
,000
1.00
Sub-
tota
l-
-30
,000
,000
3.00
30,0
00,0
003.
00
Inst
itutio
nal O
fferin
g:Bu
mip
uter
a in
vest
ors
appr
oved
by
the
MIT
I-
-12
5,00
0,00
012
.50
125,
000,
000
12.5
0O
ther
M
alay
sian
an
d fo
reig
n in
stitu
tiona
l an
d se
lect
ed in
vest
ors
50,0
00,0
005.
0095
,000
,000
9.50
145,
000,
000
14.5
0
Sub-
tota
l50
,000
,000
5.00
220,
000,
000
22.0
027
0,00
0,00
027
.00
Tota
l50
,000
,000
5.00
250,
000,
000
25.0
030
0,00
0,00
030
.00
Not
e:
(1)
Bas
ed o
n ou
r1,0
00,0
00,0
00 S
hare
s af
ter o
ur IP
O.
24
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
25
The completion of the Retail Offering and the Institutional Offering are inter-conditional. Our IPO is also subject to the public shareholding spread requirement under the Listing Requirements as set out in Section 4.2.6 of this Prospectus.
4.2.3 Clawback and reallocation
The Retail Offering and the Institutional Offering will be subject to the followingclawback and reallocation provisions:
(i) if our IPO Shares allocated to Bumiputera investors approved by the MITI (“MITI Tranche”) are under-subscribed, such IPO Shares will first be made available for subscription by other Malaysian and foreign institutional and selectedinvestors under the Institutional Offering.
If after the above reallocation, the MITI Tranche is still under-subscribed under the Institutional Offering, and there is a corresponding over-subscription for the Issue Shares by the Malaysian Public under the Retail Offering, the IPO Shares will be clawed back from the MITI Tranche and allocated firstly, to the BumiputeraMalaysian Public under the Retail Offering via balloting process as mentioned in Section 4.2.2(ii) of this Prospectus, and thereafter to the other Malaysian Public under the Retail Offering;
(ii) subject to item (i) above, if there is an under-subscription in the InstitutionalOffering and an over-subscription in the Retail Offering, our IPO Shares may beclawed back from the Institutional Offering and allocated to the Retail Offering;and
(iii) if there is an under-subscription in the Retail Offering and an over-subscriptionin the Institutional Offering, our Issue Shares may be clawed back from the RetailOffering and allocated to the Institutional Offering.
There will be no clawback and reallocation if there is an over-subscription or under-subscription in both the Institutional Offering and the Retail Offering or an under-subscription in either the Institutional Offering or the Retail Offering but no over-subscription in the other.
Any Issue Shares not taken up by any of the Eligible Persons (“Excess Issue Shares”)will be made available for application by the other Eligible Persons who have applied for excess Issue Shares in addition to their pre-determined allocation of Issue Shares. Such Excess Issue Shares will be allocated to these Eligible Persons on a fair and equitable basis in the following priority:
(aa) firstly, allocation on a pro-rata basis to our Directors and eligible employees of our Group (including the directors of our Subsidiaries) who have applied for Excess Issue Shares based on the number of Excess Shares applied for;
(bb) secondly, allocation of any surplus Excess Issue Shares after (aa) above on a pro-rata basis to persons who have contributed to the success of our Group who have applied for Excess Issue Shares based on the number of ExcessIssue Shares applied for; and
(cc) thirdly, to minimise odd lots.
25
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
26
Our Board reserves the right to allot Excess Issue Shares applied for in such manner as it may deem fit and expedient in the best interest of our Company, subject always to such allocation being made on a fair and equitable basis, and that the intention of our Board as set out in items (aa) to (cc) above is achieved. Our Board also reserves the right to accept any Excess Issue Shares application, in full or in part, without assigning any reason.
Once completed, the steps involving items (aa) to (cc) above will not be repeated. Should there be any balance of Excess Issue Shares thereafter, such balance will be made available for application by the Malaysian Public under the Retail Offering. Any Issue Shares under the Retail Offering not applied for after being subject to the clawback and reallocation provisions above shall be underwritten by the Joint Underwriters.
4.2.4 Over-allotment Option
The Over-allotment Option Providers may grant an Over-allotment Option to the Stabilising Manager (on behalf of the Placement Managers) and may appoint the Stabilising Manager to undertake any price stabilisation actions. The Stabilising Manager (or person(s) acting on behalf of the Stabilising Manager) may at its absolute discretion, over-allot our Shares (on behalf of the Placement Managers) and subsequently, effect transactions to stabilise or maintain the market price of our Shares at levels that might not otherwise prevail in the open market. Such transactions consist of bids or purchases to peg, fix or maintain the price of our Shares. If the Stabilising Manager creates a short position in our Shares in connection with the Institutional Offering, the Stabilising Manager may reduce that short position by purchasing our Shares in the open market. The Stabilising Manager may also elect to reduce any short positions by exercising all or part of the Over-allotment Option.
If granted, the Over-allotment Option will be exercisable in whole or in part by the Stabilising Manager, on one or more occasions, by giving written notice to the Over-allotment Option Providers at any time, within 30 days from the date of our Listing to purchase from the Over-allotment Option Providers up to an aggregate of 45,000,000 Shares at the Institutional Price for each IPO Share, representing up to 15.00% of thetotal number of IPO Shares offered, solely for purposes of covering over-allotments of our Shares (if any).
Subject to there being an over-allotment, the Stabilising Manager will (on behalf of the Placement Managers) enter into the Share Lending Agreement with the Over-allotment Option Providers to borrow up to an aggregate of 45,000,000 Shares to cover the over-allotments. Any Shares that may be borrowed by the Stabilising Manager under the Share Lending Agreement will be returned by the Stabilising Manager to the Over-allotment Option Providers through the purchase of our Shares in the open market by the Stabilising Manager in the conduct of stabilisation activities or deemed returned through the exercise of the Over-allotment Option by the Stabilising Manager or a combination of both. The exercise of the Over-allotment Option will not increase the total number of Shares issued and is not intended to constitute an offer for sale of our Shares by the Over-Allotment Providers under our IPO.
Purchases of a security to stabilise the price or to cover the over-allotment may cause the price of the security to be higher than it might be in the absence of these purchases. Such transactions may be effected on the Main Market of Bursa Securities and in other jurisdictions where it is permissible to do so, in each case, in compliance with all applicable laws and regulations, including the CMSA and any regulations thereunder.
26
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
27
The number of Shares that the Stabilising Manager (or person(s) acting on behalf of the Stabilising Manager) may buy to undertake stabilising action, shall not exceed an aggregate of 45,000,000 Shares, representing up to 15.00% of the total number of IPO Shares offered. However, there is no obligation on the Stabilising Manager (or person(s) acting on behalf of the Stabilising Manager) to undertake any such stabilising action. Such stabilising actions may commence on or after the commencement of trading of our Shares on the Main Market of Bursa Securities and, if commenced, may be discontinued at any time and cannot be effected after the earliest of (i) the date falling 30 days from the commencement of trading of our Shares on the Main Market of Bursa Securities; or (ii) the date when the Stabilising Manager has bought, on the Main Market of Bursa Securities, an aggregate of 45,000,000 Shares, representing 15.00% of the total number of IPO Shares offered to undertake the stabilising action.
Neither our Company, the Over-allotment Option Providers nor the Stabilising Manager makes any representation or prediction as to the direction or magnitude of any effect that the transactions described above may have on the price of our Shares. In addition, neither our Company, the Over-allotment Option Providers nor the Stabilising Manager makes any representation that the Stabilising Manager will engage in such transactions, or that such transactions once commenced, will not be discontinued without notice (unless such notice is required by law).
4.2.5 Priority of the offering
In the event the demand for our IPO Shares is less than 300,000,000 IPO Shares, our Public Issue shall take precedence over the Offer for Sale. The demand for our IPO Shares shall be firstly satisfied with our Issue Shares under our Public Issue, and following that, any excess demand will be satisfied with the Offer Shares under the Offer for Sale.
4.2.6 Minimum subscription level
There is no minimum subscription level in terms of the proceeds to be raised from ourIPO. However, in order to comply with the public shareholding spread requirementunder the Listing Requirements or as approved by Bursa Securities, the minimumsubscription level in terms of number of Shares will be the number of Shares requiredto be held by the public shareholders of our Company.
Under the Listing Requirements, we are required to have a minimum of 25.0% of ourShares held by at least 1,000 public shareholders, each holding not less than 100Shares at the point of our Listing.
If the above requirement is not met, we may not be able to proceed with our Listing.See Section 9.3.1 of this Prospectus for details in the event there is a delay in ortermination of our Listing.
27
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
4.D
ETA
ILS
OF
OU
R IP
O (C
ont’d
)
28
4.2.
7Se
lling
Sha
reho
lder
s
The
Offe
r Sha
res
to b
e of
fere
d by
eac
h Se
lling
Shar
ehol
der a
nd th
eir r
espe
ctiv
e sh
areh
oldi
ngs
in o
ur C
ompa
ny b
efor
e an
d af
ter o
ur IP
O a
nd
thei
r mat
eria
l rel
atio
nshi
p w
ith o
ur G
roup
with
in th
e pa
st th
ree
year
s ar
e as
follo
ws:
Nam
eM
ater
ial r
elat
ions
hip
with
our G
roup
Shar
ehol
ding
bef
ore
our I
POO
ffer F
or S
ale
Shar
ehol
ding
afte
r ou
r IPO
ass
umin
g th
e O
ver-
allo
tmen
t O
ptio
n is
not
ex
erci
sed
Ove
r-al
lotm
ent
Opt
ion
Shar
ehol
ding
afte
r ou
r IPO
ass
umin
g th
e O
ver-
allo
tmen
t O
ptio
n is
fully
ex
erci
sed
No.
of
Shar
es(%
)(1)
No.
of
Shar
es
(%)(2
)N
o. o
f Sh
ares
(%)(2
)N
o. o
f Sh
ares
(%
)(2)
No.
of
Shar
es(%
)(2)
Dat
o’ S
eri O
ngD
irect
or, K
ey S
enio
r M
anag
emen
t, P
rom
oter
and
su
bsta
ntia
l sha
reho
lder
226,
053,
600
30.1
419
,021
,600
1.90
207,
032,
000
20.7
017
,119
,500
1.71
189,
912,
500
18.9
9
Ooi
Lea
n H
inD
irect
or, K
ey S
enio
r M
anag
emen
t, P
rom
oter
and
su
bsta
ntia
l sha
reho
lder
129,
629,
700
17.2
810
,907
,900
1.09
118,
721,
800
11.8
79,
817,
100
0.98
108,
904,
700
10.8
9
Cha
n H
uan
Hin
D
irect
or, K
ey S
enio
r M
anag
emen
t,P
rom
oter
and
subs
tant
ial s
hare
hold
er
46,9
96,0
006.
273,
954,
500
0.40
43,0
41,5
004.
303,
559,
100
0.36
39,4
82,4
003.
95
Lee
Hoc
k Sa
ing
Key
Sen
ior M
anag
emen
t, P
rom
oter
and
sub
stan
tial
shar
ehol
der
108,
969,
900
14.5
39,
169,
400
0.92
99,8
00,5
009.
988,
252,
500
0.83
91,5
48,0
009.
15
Lee
Kon
g S
iong
Key
Sen
ior M
anag
emen
t and
P
rom
oter
18,3
45,2
002.
451,
543,
800
0.15
16,8
01,4
001.
681,
389,
200
0.14
15,4
12,2
001.
54
GD
PL
Sub
stan
tial s
hare
hold
er64
,207
,500
8.56
5,40
2,80
00.
5458
,804
,700
5.88
4,86
2,60
00.
4953
,942
,100
5.39
Not
es:
(1)
Bas
ed o
n ou
r iss
ued
shar
e ca
pita
l of 7
50,0
00,0
00S
hare
s af
ter t
he P
re-IP
O E
xerc
ise.
(2)
Bas
ed o
n ou
r 1,0
00,0
00,0
00Sh
ares
afte
r our
IPO
.
28
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
29
4.3 SHARE CAPITAL, CLASSES OF SHARES AND RANKING Upon completion of our IPO, our share capital will be as follows: No. of Shares RM
After the Share Split 750,000,000 402,251 New Shares to be issued pursuant to our Public Issue 250,000,000 (1)[ ]
Enlarged issued share capital upon Listing 1,000,000,000 [ ] Note: (1) Calculated based on the Retail Price and after deducting the estimated listing expenses of
approximately RM[ ] million which is directly attributable to our Public Issue and allowed to be debited against our share capital.
As at the date of this Prospectus, we only have one class of shares, being ordinary shares. Our Issue Shares will, upon allotment and issuance, rank equally in all respects with our existing Shares including voting rights, and will be entitled to all rights, dividends and other distributions that may be declared subsequent to the date of allotment of our Issue Shares, subject to any applicable Rules of Bursa Depository. Subject to any special rights attached to any Shares which we may issue in the future, our shareholders shall, in proportion to the amount paid up on our Shares held by them, be entitled to share the profits paid out by us as dividends or other distributions. Similarly, if our Company is liquidated, our shareholders shall be entitled to the surplus (if any), in accordance with our Constitution, after the satisfaction of any preferential payments in accordance with the Act and our liabilities. At any general meeting of our Company, each shareholder shall be entitled to vote in person, by proxy, by attorney or by duly authorised representative. Any resolution set out in the notice of any general meeting, or in any notice of resolution which may properly be moved and is intended to be moved at any general meeting is voted by poll. On a poll, each shareholder present either in person, by proxy, by attorney or by other duly authorised representative shall have one vote for each Share held. A proxy may but need not be a member of our Company and there shall be no restriction as to the qualification of the proxy.
4.4 BASIS OF ARRIVING AT THE PRICE OF OUR IPO SHARES AND REFUND MECHANISM 4.4.1 Retail Price
The Retail Price was determined and agreed upon by our Directors and the Selling Shareholders in consultation with the Global Coordinator, after taking into consideration the following factors:
(i) PE Multiple of approximately [ ] times based on our Group EPS of 4.7 sen after
taking into account our PATAMI of RM47.2 million of for the FYE 31 December 2020 and our 1,000,000,000 Shares upon Listing;
(ii) pro forma consolidated NA per Share attributable to ordinary equity holders of
our Company as at 31 March 2021 after our IPO of RM[ ] based on our 1,000,000,000 Shares upon Listing; and
29
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
30
(iii) our competitive strengths, as follows:
(a) we own our fleet of vessels, ensuring greater control over our container liner shipping operations and enabling us to capture demand from the charter market;
(b) we provide weekly fixed-day shipping services and comprehensive port coverage across Peninsular Malaysia and East Malaysia;
(c) we are a leading player in container liner shipping between Peninsular Malaysia and East Malaysia with a 37.21% market share by total container throughput between Peninsular Malaysia and East Malaysia in 2020;
(d) we have established long-term business relationships with our suppliers and customers;
(e) we have digitalised our business operations for greater operational efficiency; and
(f) we have an experienced and long serving Key Senior Management team with substantial industry experience;
(iv) our strategies and future plans, as follows:
(a) we intend to continue expanding our container liner shipping business in Malaysia and overseas, as well as our vessel chartering business by expanding our fleet of container vessels;
(b) we intend to expand our container depot and containerised automotive shipping business by setting up new container depots in Port Klang (Pulau Indah), Kota Kinabalu, Kuching and Bintulu;
(c) we intend to purchase additional containers to support our growing container liner shipping business;
(d) we intend to enhance our IT infrastructure to further improve our operational efficiency; and
(e) we may selectively pursue acquisitions and investments in companies as part of our growth strategy.
(v) positive outlook of the container shipping industry in Malaysia and global vesselchartering industry, details of which are as described in Section 8 of thisProspectus; and
(vi) prevailing market conditions which include among others, market performanceof key global indices and companies involved in similar business listed on Bursa Securities, current market trends and investors’ sentiments.
The Final Retail Price will be determined after the Institutional Price is determined on the Price Determination Date and will be the lower of:
(a) the Retail Price; or
(b) the Institutional Price.
30
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
31
If the Final Retail Price is lower than the Retail Price, the difference between the Retail Price and the Final Retail Price will be refunded to the successful applicants without any interest thereon. Further details on the refund mechanism are set out in Section 4.4.3 of this Prospectus. The Final Retail Price and the Institutional Price are expected to be announced within two Market Days from the Price Determination Date via Bursa Securitie Listing Information Network. In addition, all successful applicants will be given written notice of the Final Retail Price and the Institutional Price, together with the notices of allotment for our Issue Shares.
4.4.2 Institutional Price
The Institutional Price will be determined by a bookbuilding process wherein prospective institutional and selected investors will be invited to bid for portions of the Institutional Offering by specifying the number of our IPO Shares they would be prepared to acquire and the price they would be prepared to pay for our IPO Shares in respect of the Institutional Offering. This bookbuilding process commenced on [ ] and will end on [ ]. Upon completion of the bookbuilding process, the Institutional Price will be fixed by our Directors and the Selling Shareholders in consultation with the Global Coordinator on the Price Determination Date.
4.4.3 Refund mechanism
If the Final Retail Price is lower than the Retail Price, the difference between the Retail Price and the Final Retail Price will be refunded to the successful applicants without any interest thereon. The refund will be in the form of cheques and despatched by ordinary post to the address maintained with Bursa Depository for applications made via the Application Form or by crediting into the accounts of the successful applicants with the Participating Financial Institution for applications made via the Electronic Share Application or by crediting into the accounts of the successful applicants with the Internet Participating Financial Institution for applications made via Internet Share Application, within ten Market Days from the date of final ballot of applications, at the
For further details on the refund mechanism, see Section 15.9 of this Prospectus.
4.4.4 Expected market capitalisation
Based on the Retail Price, the total market capitalisation of our Company upon our Listing would be approximately RM[ ] billion.
You should note that the market price of our Shares upon our Listing is subject to the vagaries of market forces and other uncertainties. You are reminded to carefully consider the risk factors as set out in Section 9 of this Prospectus.
31
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
32
4.5 DILUTION Dilution is the amount by which the price paid by retail, institutional and selected investors for our Shares exceeds our pro forma consolidated NA per Share after our IPO. Our pro forma consolidated NA per Share as at 31 March 2021 was RM0.53, based on the total number of our issued shares of 750,000,000 after the Pre-IPO Exercise but before adjusting for our IPO. After taking into account our enlarged number of issued Shares from the issuance of the 250,000,000 Issue Shares and after adjusting for the use of proceeds from our Public Issue, our pro forma consolidated NA per Share as at 31 March 2021 would be RM[ ]. This represents an immediate increase in NA per Share of RM[ ] to our existing shareholders, and an immediate dilution in NA per Share of RM[ ] (representing [ ]%) of the Retail Price and the Institutional Price (assuming the Final Retail Price and the Institutional Price will equal to the Retail Price), to the retail and institutional and selected investors. The following table illustrates such dilution on a per Share basis assuming the Retail Price is equal to the Final Retail Price and the Institutional Price: RM
Final Retail Price/Institutional Price
[ ]
Pro forma consolidated NA per Share as at 31 March 2021 after the Pre-IPO Exercise but before adjusting for our IPO
0.53
Pro forma consolidated NA per Share as at 31 March 2021 after the Pre-IPO Exercise and after adjusting for the use of proceeds from our Public Issue
[ ]
Increase in consolidated NA per Share to our existing shareholders
[ ]
Dilution in pro forma consolidated NA per Share to retail and institutional and selected investors
[ ]
Dilution in pro forma consolidated NA per Share to retail and institutional and selected investors as a percentage of the Final Retail Price/Institutional Price
[ ]%
Save for our Shares issued pursuant to the Acquisitions as set out in Section 6.2.1 of this Prospectus, none of our Directors, Key Senior Management, substantial shareholders or persons connected with them have acquired any securities in our Company, neither have they entered into any transaction which grants them the right to acquire any of our Shares from the date of our incorporation to the date of this Prospectus.
32
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
33
4.6 USE OF PROCEEDS We expect to use the gross proceeds from our Public Issue amounting to RM[ ] million(1) in the following manner:
Description of use of proceeds
Estimated timeframe for use from the date of our
Listing %
Purchase of vessels and containers
Within 36 months [ ] [ ]
Repayment of bank borrowings Within 6 months [ ] [ ]
Land acquisitions for the setting- up of new container depots
Within 36 months [ ] [ ]
Investment in IT infrastructure Within 36 months [ ] [ ]
Working capital Within 12 months [ ] [ ]
Defray fees and expenses relating to our IPO and our Listing
Within 3 months [ ] [ ]
Total [ ] [ ]
Note: (1) We have assumed that the Institutional Price and the Final Retail Price will be equal to the Retail
Price.
4.6.1 Purchase of vessels and containers
Purchase of vessels
container liner shipping and vessel chartering business operations by enlarging our fleet size and optimise our fleet composition. We intend to use RM[ ] million of the proceeds from our Public Issue to part finance the acquisition of additional new and/or second-hand container vessels with nominal capacity range approximately between 800 TEUs and 2,500 TEUs. Any shortfall will be funded via internally generated funds and/or bank borrowings. As at the LPD, we have yet to identify container vessel(s). The exact type, quantity and usage of the container vessels to be identified are subject to the prevailing market demand and conditions and cannot be determined at this juncture. We intend to use the additional container vessels in our existing and/or new service routes as well as vessel chartering business in the future as set out in Section 7.15.1 of this Prospectus. The estimated acquisition cost will depend on the prices of the container vessels and foreign currency exchange rates at the point of acquisition.
33
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
34
Purchase of new containers We intend to use RM[ ] million of the proceeds from our Public Issue to part finance the acquisition of new containers. Any shortfall will be funded via internally generated funds and/or bank borrowings. These containers which we intend to purchase include standard dry cargo containers, refrigerated containers and special containers for oversize cargo. These types of containers come in 20-ft and 40-ft sizes. These new containers will be used to support the container liner shipping operations of our Group where containers are provided to shippers for shipment of their cargo. As at the LPD, the prices of a new 20-ft container and 40-ft container are approximately USD3,800 and USD6,500 respectively based on quotations we obtained from container manufacturers. The market prices of containers are subject to fluctuations depending on demand and supply conditions for containers and global steel prices. We intend to purchase approximately 4,000 containers from container manufacturers based in China. The actual quantity, size and purchase price of new containers to be purchased are subject to changes as they will depend on, market prices of new containers and foreign currency exchange rates at the time of purchase. In the event that we incur these capital expenditure before the receipt of the proceeds from our Public Issue, the proceeds will be used to replenish our internally generated funds and/or repay bank borrowings drawn down for the funding of the purchase of vessels and containers.
34
Registration No. 201901004019 (1313346-A)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
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egis
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o. 2
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(131
3346
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4.
DET
AILS
OF
OU
R IP
O
35
4.6.
2 R
epay
men
t of b
ank
borr
owin
gs
W
e in
tend
to u
se R
M[
] milli
on o
f the
pro
ceed
s fro
m o
ur P
ublic
Issu
e to
par
tly re
pay
our b
ank
borro
win
gs, t
he d
etai
ls o
f whi
ch a
re a
s fo
llow
s:
Ban
k/
Type
of b
anki
ng
faci
lity
Faci
lity
amou
nt
Amou
nt
outs
tand
ing
as a
t th
e LP
D
Prop
osed
re
paym
ent a
mou
nt
Inte
rest
rate
(%
per
ann
um)/
Mat
urity
dat
e Pu
rpos
e of
bor
row
ing
ot
herw
ise
stat
ed)
Affin
Ba
nk
Berh
ad/
term
loan
12
,800
[
] [
] 4.
10%
/ Ap
ril 2
025
To p
art f
inan
ce th
e ac
quis
ition
of
our v
esse
l, M
TT P
asir
Gud
ang
Af
fin B
ank
Berh
ad/
term
loan
10
,800
[
] [
] 4.
10%
/ M
ay 2
025
To p
art f
inan
ce th
e ac
quis
ition
of
our v
esse
l, M
TT B
intu
lu
Af
fin B
ank
Berh
ad/
over
draf
t 15
,700
[
] [
] 3.
85%
/ Ap
ril 2
027
To p
art f
inan
ce th
e ac
quis
ition
of
our
vess
el,
MTT
Kuc
hing
Dua
an
d its
dry
dock
ing
cost
s
Af
fin B
ank
Berh
ad/
over
draf
t 17
,200
[
] [
] 3.
85%
/ Fe
brua
ry 2
028
To p
art f
inan
ce th
e ac
quis
ition
of
our v
esse
l, M
TT P
eraw
ang
CIM
B Ba
nk B
erha
d/
term
loan
10
,000
[
] [
] 4.
10%
/ Ju
ne 2
029
To p
art f
inan
ce th
e ac
quis
ition
of
an a
ppro
xim
atel
y 8,
038
squa
re
met
res
indu
stria
l la
nd i
n Kl
ang,
Se
lang
or
Cha
ileas
e In
tern
atio
nal
Fina
ncia
l Ser
vice
s (S
inga
pore
) Pte
Ltd
/ te
rm lo
an
USD
16,0
00,0
00
(equ
ival
ent t
o R
M66
,432
,000
(1) )
[]
[]
4.54
%/
Mar
ch 2
024
To p
art f
inan
ce th
e ac
quis
ition
of
our v
esse
l, M
TT S
empo
rna
Tota
l 13
2,93
2 [
] [
]
35
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
36
Note: (1) Based on the exchange rate of USD1.00 : RM4.1520, being the middle rate quoted by
Bank Negara Malaysia at 5.00 p.m. as at the LPD.
The repayment of these borrowings is expected to give rise in interest savings of approximately RM[ ] million per annum based on their respective interest rates. The increase in our total equity from issuance of new Shares under our Public Issue coupled with the proposed repayment will reduce our overall gearing level from 0.9 times to [ ] times after our IPO. If the actual repayment amount required as at the payment date is higher than the amount set out above, the shortfall will be financed through internally generated funds. However, if the actual repayment amount required as at the payment date is lower than the amount set out above, the surplus will be used for our working capital.
4.6.3 Land acquisitions for the setting-up of new container depots
We intend to use RM[ ] million of the proceeds from our Public Issue to part finance the acquisitions of land to set up new container depots in East Malaysia in line with our future plan of expanding our container depot business. We are still in the midst of identifying suitable land in Kuching and Bintulu with an estimated land area of between 10 to 12 acres for each location. The land cost for each location is expected to be approximately between RM20.0 million to RM30.0 million. The acquisitions are expected to be completed within 24 months from the date of our Listing. The setting-up and construction of each container depot which will be undertaken thereafter will take approximately 12 months to complete.
The land costs and construction works for two container depots are expected to cost approximately RM75.0 million with RM[ ] million to be funded using the proceeds from our Public Issue with the balance of RM[ ] million to be financed through bank borrowings.
36
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
37
4.6.4 Investment in IT infrastructure
We intend to use RM[ ] million of the proceeds from our Public Issue for investment in IT infrastructure, the details of which are as follows:
Upgrade in iK , being the existing software we use for our container liner shipping business
[ ](1)
Upgrade in SOVY-Depot System, being the existing software we use for our container depot business
[ ](1)
Purchase of ship management software [ ](2) Upgrade in internet connectivity of our vessels [ ](2) Upgrade in network infrastructure [ ](3)
Total [ ] Notes: (1) The proceeds allocated for the enhancement and upgrade works of iK
System and SOVY-Depot System are expected to be used within 12 months from the date of our Listing and for its subsequent system updates/upgrades and modification within 36 months from the date of our Listing.
(2) The proceeds allocated for the purchase of ship management software and upgrade in internet connectivity of our vessels is expected to be used on a staggered basis within 36 months from the date of our Listing.
(3) The proceeds allocated for the upgrade in network infrastructure is expected to be used within 12 months from the date of our Listing.
Upgrade in iK Currently, we are using iK , a software solely developed by a third party vendor for us, to facilitate the daily operations of our container liner shipping business. We intend to use RM[ ] million of the proceeds from our Public Issue to upgrade the current software. Under iK , there is an online portal for customers to place bookings, track their shipments, check sailing schedule, fill in and update their shipment details. See Section 7.5.3 of this Prospectus for further details on iK . We intend to enhance this customer online portal in terms of user experience and functionality. The enhanced online portal will encourage more customers to switch from manual booking to online booking, thereby reducing reliance on manual labour and human errors. We also intend to add new functions which include, among others, sailing schedule request, freight rate enquires, invoicing and payment to the existing customer online portal. While customers have access to an improved online portal, these new features will also help to increase the level of automation in our To enable these additional functions on the customer online portal, our iKSystem will need to be integrated with our other IT systems and business intelligence systems. This integration will allow us to collect more data on our operations (e.g. shipment statistics, and container and shipment tracking reports) to have more insights on our business operations which will help us in decision-making and formulating business strategy and plans.
37
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
38
Upgrade in SOVY-Depot System We intend to use RM[ ] million of the proceeds from our Public Issue for the upgrade in SOVY-Depot System, being the depot management system that we use in our day-to-day container depot operation. The upgraded SOVY-Depot System will allow us to have more detailed costing, better visibility of empty containers returned and released, and higher level of automation in our container depot operation. Purchase of ship management software We intend to use RM[ ] million of the proceeds from our Public Issue to purchase a ship management software with multiple modules on a staggered basis and in phases over a period of 36 months from the date of our Listing so that we have time to familiarise one or two modules before purchasing the full modules. This software will integrate and improve our in-house vessel management processes such as crew management, procurement of spare parts and planning of repair and maintenance of our vessels, which currently rely on spreadsheet application. Upgrade in internet connectivity of our vessels We intend to use RM[ ] million of the proceeds from our Public Issue to set up 4G LTE internet connectivity on our vessels in phases over a period of 36 months from the date of our Listing. This will provide our vessels with a stronger and stable internet connection when operating near-shore as compared to the existing internet access which is provided via satellite connection. The improved connectivity with stable connection between our vessels and ship management software will improve operational decision-making across our vessels. Upgrade in network infrastructure As we rely on a variety of IT and operating systems to manage and support our operations, our hardware and software require upgrade from time to time to avoid any disruption to our We intend to use RM[ ] million of the proceeds from our Public Issue for the upgrade in our network infrastructure. We will be purchasing servers and ancillary network equipment such as security infrastructure, switches, fibre cabling and routers, among others. We also plan to upgrade or purchase other software such as antivirus software and document management software which help to convert all hardcopy document to electronic copy.
4.6.5 Working capital
to increase in tandem with our business expansion or future plans as described in Section 7.15 of this Prospectus. We intend to use RM[ ] million of the proceeds from our Public Issue as
-to-day operations, including, but not limited to, purchase of bunker fuel, payment for terminal handling charges, marine charges, container leasing cost and vessel maintenance cost.
38
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
39
4.6.6 Defray fees and expenses relating to our IPO and our Listing
The estimated expenses and fees incidental to our IPO and our Listing amounting to approximately RM[ ] million will be borne by us, the details of which are as follows:
Professional fees(1) [ ] Fees payable to authorities [ ] Brokerage fee, underwriting commission and placement fees [ ] Other fees and expenses relating to our IPO and our Listing(2) [ ]
Total [ ] Notes: (1) This includes advisory fees for, among others, our Principal Adviser, legal advisers,
auditors, company secretary, Reporting Accountants, Independent Market Researcher and Share Registrar.
(2) This includes any other related fees and expenses in connection with our IPO, such as printing and advertising fees, travel and roadshow expenses, translator fees, media related expenses and IPO event expenses.
If the actual listing expenses are higher than estimated, the shortfall will be funded through our internally generated funds. However, if the actual listing expenses are lower than estimated, the surplus will be used for our working capital.
The actual proceeds accruing to our Company will depend on the Institutional Price and the Final Retail Price. If the actual proceeds are higher than budgeted above, the excess will be used for our working capital. However, if the actual proceeds are lower than budgeted above, the proceeds allocated for capital expenditure will be reduced. Given the timing of the use of proceeds to be raised from our Public Issue may not be immediate and as part of our efficient capital management to maximise profit income, we intend to place the proceeds raised from our Public Issue or any balance (including accrued profit, if any) in the profit-bearing accounts with licensed financial institution(s) and/or in money-market deposit instruments/funds. Our Company will not receive any proceeds from the Offer for Sale. The total gross proceeds from the Offer for Sale of up to approximately RM[ ] million will accrue entirely to the Selling Shareholders. The Selling Shareholders will bear placement fees in relation to the Offer for Sale which is estimated to be approximately RM[ ] million.
4.7 BROKERAGE FEE, UNDERWRITING COMMISSION AND PLACEMENT FEE 4.7.1 Brokerage Fee
We will pay the brokerage in respect of the Issue Shares under the Retail Offering at the rate of 1.0% (exclusive of applicable tax) of the Final Retail Price in respect of successful applications bearing the stamp of either the participating organisations of Bursa Securities, members of the Association of Banks in Malaysia, members of the Malaysian Investment Banking Association or the Issuing House.
39
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A) 4. DETAILS OF OUR IPO
40
The Global Coordinator and Joint Bookrunners are entitled to charge brokerage commission to successful applicants under the Institutional Offering. For the avoidance of doubt, such brokerage commission under the Institutional Offering will not be payable by us or the Selling Shareholders.
4.7.2 Underwriting commission
As stipulated in the Retail Underwriting Agreement, the Joint Managing Underwriters and the Joint Underwriters have agreed to underwrite our Issue Shares under the Retail Offering for an underwriting commission of [ ]% of the Retail Price multiplied by the total number of Issue Shares underwritten under the Retail Offering in accordance with the terms of the Retail Underwriting Agreement.
4.7.3 Placement fee
The Selling Shareholders for the Offer Shares and us for our Issue Shares will pay the Global Coordinator and Joint Bookrunners a placement fee and selling commission of [ ]% and may pay the Global Coordinator and Joint Bookrunners a discretionary fee of up to [ ]% of the Institutional Price multiplied by the number of IPO Shares sold to Malaysian and foreign institutional and selected investors in accordance with the terms of the Placement Agreement.
4.8 DETAILS OF THE UNDERWRITING, PLACEMENT AND LOCK-UP ARRANGEMENTS
4.8.1 Underwriting
We have entered into the Retail Underwriting Agreement with the Joint Managing Underwriters and the Joint Underwriters to severally and not jointly (nor jointly and severally) underwrite 30,000,000 Issue Shares under the Retail Offering, subject to the clawback and reallocation provisions as set out in Section 4.2.3 of this Prospectus and upon the terms and subject to the conditions of the Retail Underwriting Agreement. Details of the underwriting commission are set out Section 4.7.2 of this Prospectus, while the salient terms of the Retail Underwriting Agreement are as follows: [ ]
4.8.2 Placement
We and the Selling Shareholders expect to enter into the Placement Agreement with the Placement Managers in relation to the placement of up to 270,000,000 IPO Shares under the Institutional Offering, subject to the clawback and reallocation provisions and the Over-allotment Option as set out in Sections 4.2.3 and 4.2.4 of this Prospectus, respectively. We and the Selling Shareholders will be requested, on a several basis, to give various representations, warranties and undertakings, and to indemnify the Placement Managers against certain liabilities in connection with our IPO.
4.8.3 Lock-up arrangements
[ ]
40
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
4. DETAILS OF OUR IPO (Cont’d)
41
4.9 TRADING AND SETTLEMENT IN SECONDARY MARKET
Upon our Listing, our Shares will be traded through Bursa Securities and settled by book-entrysettlement through CDS, which is operated by Bursa Depository. This will be effected inaccordance with the Rules of Bursa Depository and the provisions of the SICDA. Accordingly,we will not deliver share certificates to the subscribers of our IPO Shares.
Beneficial owners of our Shares are required under the Rules of Bursa Depository to maintainour Shares in CDS accounts, either directly in their names or through authorised nominees.Persons whose names appear in the Record of Depositors maintained by Bursa Depository willbe treated as our shareholders in respect of the number of Shares credited to their respectiveCDS accounts.
Transactions in our Shares under the book-entry settlement system will be reflected by theseller’s CDS account being debited with the number of Shares sold and the buyer’s CDSaccount being credited with the number of Shares acquired. No transfer stamp duty is currentlypayable for our Shares that are settled on a book-entry basis, although there is a nominaltransfer fee of RM10.00 payable for each transfer not transacted on the market.
Shares held in CDS accounts may not be withdrawn from the CDS except in the followinginstances:
(i) to facilitate a share buy-back;
(ii) to facilitate conversion of debt securities;
(iii) to facilitate company restructuring process;
(iv) where a body corporate is removed from the Official List;
(v) to facilitate a rectification of any error; and
(vi) in any other circumstances as determined by Bursa Depository from time to time, afterconsultation with the SC.
Trading for shares of companies listed on Bursa Securities is normally done in “board lots” of100 shares. Investors who desire to trade less than 100 shares are required to trade under theodd lot board. Settlement of trades done on a “ready” basis on Bursa Securities generally takesplace on the third Market Day following the transaction date, and the payment for the securities is generally settled on the third Market Day following the transaction date.
It is expected that our Shares will not commence trading on Bursa Securities until approximately ten Market Days after the close of the Institutional Offering. Subscribers of our Shares will notbe able to sell or otherwise deal in our Shares (except by way of book-entry transfer to other CDS accounts in circumstances which do not involve a change in beneficial ownership) prior tothe commencement of trading on Bursa Securities.
41
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
42
5.1
PRO
MO
TER
S A
ND
SU
BST
AN
TIAL
SH
AR
EHO
LDER
S
5.1.
1Sh
areh
oldi
ngs
of o
ur P
rom
oter
s an
d su
bsta
ntia
l sha
reho
lder
s
The
dire
ct a
nd in
dire
ct s
hare
hold
ing
of o
ur P
rom
oter
s an
d su
bsta
ntia
l sha
reho
lder
s be
fore
and
afte
r our
IPO
are
as
follo
ws:
Nam
e
Bef
ore
our I
PO
Afte
r our
IPO
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is n
ot e
xerc
ised
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is
fully
exe
rcis
edD
irect
Indi
rect
Dire
ctIn
dire
ctD
irect
Indi
rect
No.
of
Shar
es%
(1)
No.
of
Shar
es%
(1)
No.
of
Shar
es%
(2)
No.
of
Shar
es%
(2)
No.
of
Shar
es
%(2
)N
o. o
f Sh
ares
%(2
)
(’000
)(’0
00)
(’000
)(’0
00)
(’000
)(’0
00)
Prom
oter
s an
d su
bsta
ntia
l sha
reho
lder
sD
ato’
Ser
i Ong
226,
054
30.1
414
5,05
3(3)
19.3
420
7,03
220
.70
145,
053(3
)14
.51
189,
913
18.9
914
5,05
3(3)
14.5
1O
oi L
ean
Hin
129,
630
17.2
8-
-11
8,72
211
.87
--
108,
905
10.8
9-
-C
han
Hua
n H
in46
,996
6.27
--
43,0
424.
30-
-39
,482
3.95
--
Lee
Hoc
k Sa
ing
108,
970
14.5
3-
-99
,801
9.98
--
91,5
489.
15-
-
Prom
oter
sLe
e Ko
ng S
iong
18,3
452.
45-
-16
,801
1.68
--
15,4
121.
54-
-C
laric
e O
ng-
--
-10
0(4)
0.01
--
100(4
)0.
01-
-
Subs
tant
ial s
hare
hold
ers
MTT
C14
1,25
718
.83
--
141,
257
14.1
3-
-14
1,25
714
.13
--
OC
TSB
3,79
70.
5114
1,25
7(5)
18.8
33,
797
0.38
141,
257(5
)14
.13
3,79
70.
3814
1,25
7(5)
14.1
3G
DPL
64,2
088.
56-
-58
,805
5.88
--
53,9
425.
39-
-O
ng G
uat E
e-
-14
5,05
3(6)
19.3
4-
-14
5,05
3(6)
14.5
1-
-14
1,05
3(6)
14.5
1G
raem
e Ia
in
Brow
n-
-64
,208
(7)
8.56
--
58,8
05(7
)5.
88-
-53
,942
(7)
5.39
42
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
nN
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
43
Not
es:
(1)
Bas
ed o
n ou
r iss
ued
shar
e ca
pita
l of 7
50,0
00,0
00 S
hare
s af
ter t
he P
re-IP
O E
xerc
ise
as fu
rther
det
aile
d in
Sec
tion
6.2
of th
is P
rosp
ectu
s.
(2)
Bas
ed o
n ou
r enl
arge
d is
sued
sha
re c
apita
l of 1
,000
,000
,000
Sha
res
afte
r our
IPO
.
(3)
Dee
med
inte
rest
ed b
y vi
rtue
of h
is s
hare
hold
ing
in O
CTS
Ban
d in
tere
stin
MTT
C th
roug
h hi
s sh
areh
oldi
ng in
OC
TSB
pur
suan
t to
Sec
tion
8(4)
of t
he A
ct.
(4)
Ass
umin
g C
laric
e O
ng fu
lly s
ubsc
ribes
her
ent
itlem
ent u
nder
the
Pin
k Fo
rm A
lloca
tions
.
(5)
Dee
med
inte
rest
ed b
y vi
rtue
of it
s sh
areh
oldi
ng in
MTT
C p
ursu
ant t
o S
ectio
n 8(
4) o
f the
Act
.
(6)
Dee
med
inte
rest
ed b
y vi
rtue
of h
er s
hare
hold
ing
in O
CTS
B a
nd in
tere
stin
MTT
C th
roug
h he
r sha
reho
ldin
g in
OC
TSB
pur
suan
t to
Sect
ion
8(4)
of t
he A
ct.
(7)
Dee
med
inte
rest
ed b
y vi
rtue
of h
is s
hare
hold
ing
in G
DP
L pu
rsua
nt to
Sec
tion
8(4)
of t
he A
ct th
roug
h Ta
nam
ar H
oldi
ngs
Lim
ited,
a c
ompa
ny in
corp
orat
ed in
th
e B
ritis
h V
irgin
Isla
nds,
hol
ding
the
entir
e is
sued
sha
re c
apita
l of G
DP
L in
trus
t for
him
.
43
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
nN
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
44
5.1.
2C
hang
es in
our
Pro
mot
ers’
and
sub
stan
tial s
hare
hold
ers’
sha
reho
ldin
gs in
our
Com
pany
The
follo
win
g ta
bles
set
out
the
chan
ges
in o
ur P
rom
oter
s’ a
nd s
ubst
antia
l sha
reho
lder
s’ s
hare
hold
ings
in o
ur C
ompa
ny s
ince
the
date
of i
ncor
pora
tion
up to
the
LPD
and
afte
r our
IPO
:
As
at d
ate
of in
corp
orat
ion
Afte
r the
Pre
-IPO
Exe
rcis
eD
irect
Indi
rect
Dire
ctIn
dire
ctN
ame
No.
of S
hare
s %
(1)
No.
of S
hare
s(%
)(1)
No.
of S
hare
s%
(2)
No.
of S
hare
s%
(2)
(’000
)(’0
00)
(’000
)(’0
00)
Prom
oter
s an
d su
bsta
ntia
l sha
reho
lder
sD
ato’
Ser
i Ong
120
.00
--
226,
054
30.1
414
5,05
3(4)
19.3
4O
oi L
ean
Hin
120
.00
--
129,
630
17.2
8-
-C
han
Hua
n H
in1
20.0
0-
-46
,996
6.27
--
Lee
Hoc
k Sa
ing
120
.00
--
108,
970
14.5
3-
-
Prom
oter
sLe
e Ko
ng S
iong
120
.00
--
18,3
452.
45-
-C
laric
e O
ng-
--
--
--
-
Subs
tant
ial s
hare
hold
ers
MTT
C-
--
-14
1,25
718
.83
--
OC
TSB
--
--
3,79
70.
5114
1,25
7(5)
18.8
3G
DPL
--
--
64,2
088.
56-
-O
ng G
uat E
e-
--
--
-14
5,05
3(6)
19.3
4G
raem
e Ia
in B
row
n-
--
--
-64
,208
(7)
8.56
44
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
nN
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
45
Afte
r our
IPO
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is n
ot e
xerc
ised
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is e
xerc
ised
Dire
ctIn
dire
ctD
irect
Indi
rect
Nam
eN
o. o
f Sha
res
%(3
)N
o. o
f Sha
res
%(3
)N
o. o
f Sha
res
%(3
)N
o. o
f Sha
res
%(3
)
(’000
)(’0
00)
(’000
)(’0
00)
Prom
oter
s an
d su
bsta
ntia
l sha
reho
lder
sD
ato’
Ser
i Ong
207,
032
20.7
014
5,05
3(4)
14.5
118
9,91
318
.99
145,
053(4
)14
.51
Ooi
Lea
n H
in11
8,72
211
.87
--
108,
905
10.8
9-
-C
han
Hua
n H
in43
,042
4.30
--
39,4
823.
95-
-Le
e H
ock
Sain
g99
,801
9.98
--
91,5
489.
15-
-
Prom
oter
sLe
e Ko
ng S
iong
16,8
011.
68-
-15
,412
1.54
--
Cla
rice
Ong
100(8
)0.
01-
-10
0(8)
0.01
--
Subs
tant
ial s
hare
hold
ers
MTT
C14
1,25
714
.13
--
141,
257
14.1
3-
-O
CTS
B3,
797
0.38
141,
257(5
)14
.13
3,79
70.
3814
1,25
7(5)
14.1
3G
DPL
58,8
055.
88-
-53
,942
5.39
--
Ong
Gua
t Ee
--
145,
053(6
)14
.51
--
145,
053(6
)14
.51
Gra
eme
Iain
Bro
wn
--
58,8
05(7
)5.
88-
-53
,942
(7)
5.39
45
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
nN
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
46
Not
es:
(1)
Bas
ed o
n ou
r iss
ued
shar
e ca
pita
l of 5
Sha
res
befo
re th
e P
re-IP
O E
xerc
ise
and
our I
PO
.
(2)
Bas
ed o
n ou
r iss
ued
shar
e ca
pita
l of 7
50,0
00,0
00 S
hare
s af
ter t
he P
re-IP
O E
xerc
ise
but b
efor
e ou
r IP
O.
(3)
Bas
ed o
n ou
r enl
arge
d is
sued
sha
re c
apita
l of 1
,000
,000
,000
Sha
res
afte
r our
IPO
.
(4)
Dee
med
inte
rest
ed b
y vi
rtue
of h
is s
hare
hold
ing
in O
CTS
Ban
d in
tere
st in
MTT
C th
roug
h hi
s sh
areh
oldi
ng in
OC
TSB
pur
suan
t to
Sec
tion
8(4)
of t
he A
ct.
(5)
Dee
med
inte
rest
ed b
y vi
rtue
of it
s sh
areh
oldi
ngs
in M
TTC
pur
suan
t to
Sect
ion
8(4)
of t
he A
ct.
(6)
Dee
med
inte
rest
ed b
y vi
rtue
of h
er s
hare
hold
ing
in O
CTS
B a
nd in
tere
st in
MTT
C th
roug
h he
r sha
reho
ldin
g in
OC
TSB
pur
suan
t to
Sec
tion
8(4)
of t
he A
ct.
(7)
Dee
med
inte
rest
ed b
y vi
rtue
of h
is s
hare
hold
ing
in G
DP
L pu
rsua
nt to
Sec
tion
8(4)
of t
he A
ct th
roug
h Ta
nam
ar H
oldi
ngs
Lim
ited,
a c
ompa
ny in
corp
orat
ed in
th
e B
ritis
h V
irgin
Isla
nds,
hol
ding
the
entir
e is
sued
sha
re c
apita
l of G
DP
L in
trus
t for
him
.
(8)
Ass
umin
g C
laric
e O
ng fu
lly s
ubsc
ribes
her
ent
itlem
ent u
nder
the
Pin
k Fo
rm A
lloca
tions
.
46
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
47
5.1.3 Profile of our Promoters and substantial shareholders
(i) Dato’ Seri Ong
Dato’ Seri Ong, a Malaysian, is our Promoter, substantial shareholder and Executive Chairman. See Section 5.2.3 of this Prospectus for further details of Dato’ Seri Ong’s profile.
(ii) Ooi Lean Hin
Ooi Lean Hin, a Malaysian, is our Promoter, substantial shareholder and Managing Director. See Section 5.2.3 of this Prospectus for further details of Ooi Lean Hin’s profile.
(iii) Chan Huan Hin
Chan Huan Hin, a Malaysian, is our Promoter, substantial shareholder and Director of Administration. See Section 5.2.3 of this Prospectus for further details of Chan Huan Hin’s profile.
(iv) Lee Hock Saing
Lee Hock Saing, a Malaysian, is our Promoter, substantial shareholder and Director of Marketing. See Section 5.3.3 of this Prospectus for further details of Lee Hock Saing’s profile.
(v) Lee Kong Siong
Lee Kong Siong, a Malaysian, is our Promoter and Director of Operations. See Section 5.3.3 of this Prospectus for further details of Lee Kong Siong’s profile.
(vi) Clarice Ong
Clarice Ong, a Malaysian, is our Promoter and Director of Corporate Affairs.See Section 5.2.3 of this Prospectus for further details of Clarice Ong’s profile.
(vii) MTTC
MTTC is our substantial shareholder.
MTTC was incorporated in Malaysia under the Companies Act 1965 on 24 October 1963 as a private limited company under its present name and is deemed registered under the Act. MTTC is principally involved in stevedores, shipping agents and letting of properties.
As at the LPD, the issued share capital of MTTC is RM20,000,000 comprising 20,000,000 ordinary shares.
As at the LPD, the directors of MTTC are Dato’ Seri Ong, Ooi Lean Hin, Mariam binti Ibrahim, Tengku Shaharin Abu Bakar bin Tengku Suleiman, Ong Ying Yee and Clarice Ong.
47
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
48
The table below sets out the substantial shareholders of MTTC and their respective shareholdings in MTTC as at the LPD:
Direct Indirect
Name No. of shares %^ No. of shares %^
OCTSB 7,397,000 36.99 - -Dato’ Seri Ong 3,142,000 15.71 7,397,000(1) 36.99Ong Guat Ee 1,636,000 8.18 7,397,000(1) 36.99PKT 3,600,000 18.00 - -Nizam Ariff bin Dato’ Seri Nazir Ariff
- - 3,600,000(2) 18.00
Notes:
^ Based on the entire issued share capital of 20,000,000 ordinary shares inMTTC as at the LPD.
(1) Deemed interested by virtue his/her shareholdings in OCTSB pursuant to Section 8(4) of the Act.
(2) Deemed interested by virtue of his shareholding in PKT pursuant to Section 8(4) of the Act.
As at the LPD, the remaining minority shareholders of MTTC are 18 non-related individuals and HMSB with interest ranging from 0.09% to 4.91% in MTTC.
See Section 5.1.1 of this Prospectus for further details of MTTC’s direct and indirect shareholdings (before and after our IPO) in our Company.
(viii) OCTSB
OCTSB is our substantial shareholder through its interest in MTTC pursuant to Section 8(4) of the Act.
OCTSB was incorporated in Malaysia under the Companies Act 1965 on 13 December 1978 as a private limited company under its present name and is deemed registered under the Act. OCTSB is an investment holding company and is principally involved in general carriers and transport operator’s business.
As at the LPD, the issued share capital of OCTSB is RM14,000 comprising 14,000 ordinary shares.
The directors of OCTSB are Dato’ Seri Ong and Ong Guat Ee as at the LPD.
The shareholders of OCTSB as at the LPD are as follows:
Direct Indirect
NameNo. of
shares %No. of
shares %
Dato’ Seri Ong 6,500 46.43 - -Ong Guat Ee 6,500 46.43 - -Charmaine Ooh Yen Nee
1,000 7.14 - -
48
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
49
Ong Guat Ee, a Malaysian, aged 61, is our indirect substantial shareholder through her interest held in OCTSB, which in turn holds our Company. She is the sister of Dato’ Seri Ong.
See Section 5.1.1 of this Prospectus for further details of OCTSB’s and Ong Guat Ee’s direct and indirect shareholdings (before and after our IPO) in our Company.
(ix) GDPL
GDPL is our substantial shareholder.
GDPL was incorporated in Singapore on 1 November 2018 as a private limited company. GDPL is an investment holding company.
The registered address of GDPL is at 96 Robinson Road #16-01 SIF Building, Republic of Singapore, 068899.
As at the LPD, the issued share capital of GDPL is SGD1,000 comprising 1,000ordinary shares.
The director of GDPL is Chia Swee Foong as at the LPD.
GDPL is solely held by Tanamar Holdings Limited, a company incorporated in the British Virgin Islands, in trust for Graeme Iain Brown.
Graeme Iain Brown, a New Zealander, aged 50, is our indirect substantial shareholder through his interest held in GDPL, which in turn holds our Company.
See Section 5.1.1 of this Prospectus for further details of GDPL’s and Graeme Iain Brown’s direct and indirect shareholding (before and after our IPO) in our Company.
49
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
50
5.2 BOARD OF DIRECTORS
The details of the members of our Board and the date of expiration of the current term of office for each of our Directors and the period that each of our Directors has served in that office as at 30 July 2021 are as follows:
Name Age Nationality DesignationDate of
appointment
Date of expiry of
current term of office
No. of years and months
in officeDato’ Seri Ong
64 Malaysian Non-Independent
Executive Chairman
31 January 2019
Subject to retirement at our AGM in
2022
2 years 6months
Ooi Lean Hin
62 Malaysian Non-Independent
Executive Director/
Managing Director
31 January 2019
Subject to retirement at our AGM in
2022
2 years 6months
Chan Huan Hin
61 Malaysian Non-Independent
Executive Director
6 November 2019
Subject to retirement at our AGM in
2022
1 year 8 months
Clarice Ong
33 Malaysian Non-Independent
Executive Director
6 November 2019
Subject to retirement at our AGM in
2022
1 year 8 months
Razman Hafidz bin Abu Zarim
66 Malaysian Senior Independent
Non-Executive Director
6 November 2019
Subject to retirement at our AGM in
2022
1 year 8 months
Dato’ Abd Gani bin Othman
65 Malaysian Independent Non-Executive
Director
6 November 2019
Subject to retirement at our AGM in
2022
1 year 8 months
Dato’ Capt. Haji Ahmad bin Othman
67 Malaysian Independent Non-Executive
Director
6 November 2019
Subject to retirement at our AGM in
2022
1 year 8 months
Dato’ Seri Wong Siew Hai
70 Malaysian Independent Non-Executive
Director
6 November 2019
Subject to retirement at our AGM in
2022
1 year 8 months
Shareen SharizaDato’ binti Abdul Ghani
52 Malaysian Independent Non-Executive
Director
29 July 2021 Subject to retirement at our AGM in
2022
Less than 1 month
50
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
51
None of our Directors represents any corporate shareholder on our Board. Further, save as disclosed below, there are no family relationships between our Directors:
(i) Dato’ Seri Ong is the father of Clarice Ong.
See Section 5.5 of this Prospectus for further details of the associations or family relationship between our Promoters, substantial shareholders, Directors and Key Senior Management.
5.2.1 Board practices
Our Board takes cognisance of the local corporate governance landscape constituted by the Act, the Listing Requirements and the latest iteration of the MCCG. Our Board is driven to comply with the practices espoused by the MCCG.
Currently, our Company has yet to adopt the recommendation under MCCG to have a Board comprising at least 30% women directors. In this regard, our Company endeavours to comply with the recommendation within six months from the completion of our Listing. Our Board will also provide a statement on the extent of compliance with the MCCG in our first annual report as a listed entity.
Our Company is headed by our Board, which assumes responsibility for our Company’s leadership and is collectively responsible for meeting the objectives and goals of our Company. Our Board shall have all powers necessary for managing and for directing and supervising the management of the business and affairs of our Company, including but not limited to establishing and reviewing the strategic direction and plans, monitoring the implementation of strategic plans, reviewing the financial results, identifying and evaluating business risks and ensuring implementation of a sound risk management framework, reviewing the adequacy and integrity of the internal control system and establishment of succession plans for our Board members and senior management.
In line with the MCCG, our Board has set out a board charter that clearly identifies issues and decisions reserved for our Board. Further, the board charter sets out the roles and responsibilities of our Board as follows:
(i) Reviewing, challenging and approving our Group’s annual corporate plan, which includes our Group’s overall corporate strategy, marketing plan, human resources plan, information technology plan, financial plan, budget, regulation plan and risk management plan.
(ii) Overseeing the conduct of our Group’s business and to determine whether ourGroup’s businesses are being properly managed.
(iii) Reviewing the adequacy and integrity of our Group’s management information and internal control systems, ensuring there is a sound framework for internal controls and risk management.
(iv) Ensuring our Group has appropriate policies and procedures to review performance of the directors and senior management and to set an appropriate level of remuneration to attract and retain them.
(v) Developing succession planning, including appointing, training, fixing the remuneration of, and where appropriate, replacing key management.
(vi) Ensuring that our Group has in place procedures to enable effective communication with stakeholders.
51
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
52
(vii) Reviewing the adequacy and integrity of our Group’s management information and internal control systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines (including the Listing Requirements, securities laws and the Act).
In addition, the roles and responsibilities of our Executive Chairman and Managing Director are clearly segregated to further enhance and preserve a balance of authority and accountability. Our Executive Chairman is primarily responsible for the following:
(i) Ensuring orderly conduct of the Board meetings.
(ii) Providing leadership to our Board in its collective oversight of managementand interfacing with the management but not overseeing the day-to-day management of our Group.
(iii) Ensuring effectiveness of our Board.
On the other hand, our Managing Director is primarily responsible for the following:
(i) Focusing on the business and day-to-day management of our Group.
(ii) Holding the primary executive responsibility for our Group’s business performance and manages our Group in accordance with the strategies and policies approved by the Board.
(iii) Leading the senior management of our Group in making, implementing and managing the day-to-day decisions on our Group’s business operations and resources and the associated risks involved in pursuing our Group’s corporate objectives.
(iv) Ensuring the business directions are in line with industry and economic trends in our Group’s operating environment.
(v) Developing, implementing and managing our Group’s risk management and
internal control systems within the risk appetite and framework approved by our Board.
Pursuant to Clause 53(1) of our Constitution, the notice for an AGM shall be given to the shareholders at least 21 days prior to the meeting. Further, Clause 76 of our Constitution also provides that at each AGM, one-third of our Directors for the time being, or if their number is not a multiple of three, then the number nearest to one-third shall retire from office at the conclusion of our AGM in every year provided always that all Directors shall retire from office once at least in each three years but shall be eligible for re-election. The Directors to retire in every year shall be the Directors who have been longest in office since their last election. A retiring Director shall be eligible for re-election.
Pursuant to Clause 77 of our Constitution, the Directors shall have power from time to time to appoint any person to be a Director either to fill a casual vacancy or as an additional Director, provided that the total number of Directors shall not at any time exceed the maximum number fixed in accordance with our Constitution. Any Director so appointed shall hold office only until the next AGM and shall then be eligible for re-election.
52
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istra
tion
No.
201
9010
0401
9 (1
3133
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)R
egis
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o. 2
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019
(131
3346
-A)
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FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
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(Con
t’d)
53
5.2.
2Sh
areh
oldi
ngs
of o
ur D
irect
ors
The
deta
ils o
f our
Dire
ctor
s an
d th
eir s
hare
hold
ings
in o
ur C
ompa
ny b
efor
e an
d af
ter o
ur IP
O a
ssum
ing
that
our
Dire
ctor
s w
illfu
lly s
ubsc
ribe
for t
heir
resp
ectiv
e en
title
men
ts u
nder
the
Pink
For
m A
lloca
tions
are
as
follo
ws:
Nam
e
Bef
ore
our I
PO
Afte
r our
IPO
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is
not e
xerc
ised
Ass
umin
g th
e O
ver-
allo
tmen
t Opt
ion
is
fully
exe
rcis
edD
irect
Indi
rect
Dire
ctIn
dire
ctD
irect
Indi
rect
No.
of
Shar
es(%
)(1)
No.
of
Shar
es(%
)(1)
No.
of
Shar
es
(%)(2
)N
o. o
f Sh
ares
(%)(2
)N
o. o
f Sh
ares
(%
)(2)
No.
of
Shar
es(%
)(2)
(’000
)(’0
00)
(’000
)(’0
00)
(’000
)(’0
00)
Dire
ctor
sD
ato’
Ser
i Ong
226,
054
30.1
414
5,05
3(3)
19.3
420
7,03
220
.70
145,
053(3
)14
.51
189,
913
18.9
914
5,05
3(3)
14.5
1
Ooi
Lea
n H
in12
9,63
017
.28
--
118,
722
11.8
7-
-10
8,90
510
.89
--
Cha
n H
uan
Hin
46,9
966.
27-
-43
,042
4.30
--
39,4
823.
95-
-
Cla
rice
Ong
--
--
100(4
)0.
01-
-10
0(4)
0.01
--
Raz
man
Haf
idz
bin
Abu
Zarim
--
--
100(4
)0.
01-
-10
0(4)
0.01
--
Dat
o’ A
bd G
ani
bin
Oth
man
--
--
100(4
)0.
01-
-10
0(4)
0.01
--
Dat
o’ C
apt.
Haj
i Ahm
ad b
in
Oth
man
--
--
100(4
)0.
01-
-10
0(4)
0.01
--
Dat
o’ S
eri
Won
g Si
ew H
ai-
--
-10
0(4)
0.01
--
100(4
)0.
01-
-
53
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
54
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5.2.3 Profiles of our Directors
(i) Dato’ Seri Ong
Non-Independent Executive Chairman
Dato’ Seri Ong, a Malaysian aged 64, is our Non-Independent Executive Chairman and has been with our Group since October 2010. He completed his secondary education in 1974 with St. Xavier’s Institution, Penang.
Dato’ Seri Ong is an entrepreneur with over 41 years of experience in the shipping and logistics industry. Dato’ Seri Ong started his career in April 1980 as a trainee executive in MTTC, a company which was established by his father, the late Dato’ Ong Chin Teik, in 1963. MTTC was then a shipping agent and barge operator primarily serving the sugar manufacturing industry. Dato’ Seri Ong undertook various roles with MTTC to gain exposure to various facets of the barging, stevedoring and shipping industry before eventually assuming the role of Managing Director of MTTC in 1995.
Over the years, Dato’ Seri Ong has established various businesses involving the shipping and logistics sector. In 1988, he established Priority Cargo Sdn Bhd and Priority Bonded Warehouse Sdn Bhd to provide services in air freight industry and warehousing facilities. Perceptive Logistics Sdn Bhd was subsequently established in March 2001 to provide haulage, distribution and transportation services.
Other than being involved with MTTC, Dato’ Seri Ong joined Evergreen Malaysia, an indirect subsidiary of Evergreen Taiwan as an Executive Director in July 1997. He was then promoted to become the Managing Director and subsequently the Chairman of Evergreen Malaysia in July 1997 and October 2006 respectively. In such roles, he was responsible for maintaining strong relationships with the customers of Evergreen Malaysia as well as the relevant authorities.
Dato’ Seri Ong has stepped down from the executive roles in Evergreen Malaysia in January 2018.
In October 2010, Dato’ Seri Ong together with Ooi Lean Hin, Chan Huan Hin, Lee Kong Siong and Lee Hock Saing incorporated MTT Shipping. Subsequently in December 2015, he acquired an equity interest in ICSD together with Ooi Lean Hin, Chan Huan Hin and Lee Hock Saing so as to carry out businesses relating to storage, maintenance and repairs of sea freight containers.
Dato’ Seri Ong served as the Vice President of the Stevedore Employers’ Association, Penang from 1995 to 2002 and as the President of the Stevedore Employers’ Association, Penang from 2003 to 2011.
Dato’ Seri Ong was appointed to our Board on 31 January 2019. In his capacity as a director of companies within our Group, Dato’ Seri Ong has provided business and management guidance and strategic advice to the senior management of our Group over the years. Under Dato’ Seri Ong’s guidance and direction, the MTTSL Group has grown rapidly to become one of the leading carriers in Malaysia. Going forward, he will continue to play a similar role following the completion of our Listing.
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(ii) Ooi Lean Hin
Managing Director
Ooi Lean Hin, a Malaysian aged 62, is our Managing Director and has been with our Group since October 2010. He completed his Malaysian Certificate of Education at the St. Xavier’s Institution in Penang in 1976.
Mr. Ooi is the co-founder of our Group and has played a pivotal role in establishing and growing our shipping and container depot businesses over the years. Mr. Ooi is a shipping and logistics veteran over 40 years of experience. He has broad experience in various facets of the shipping industry including the container and freight operations, administration and management, vessel operations and freight sales and marketing activities.
Mr. Ooi began his working life in 1977 as a waiter at the Palm Beach Hotel in Penang. In 1978, he continued his studies for the Malaysian Higher School Certificate. Mr. Ooi then involved in life insurance business and subsequently joined Trans Global Agencies Sdn Bhd as a sales representative in 1979.
At the end of 1979, Mr. Ooi started his career in shipping industry when he joined Nedlloyd EAC Agencies (Malaysia) Sdn Bhd (“Nedlloyd”), a shipping agency in Penang, as an operation clerk and has subsequently transferred to the customer service and marketing department.
In 1981, Mr. Ooi joined Mawaria Shipping (PG) Sdn Bhd, a freight forwarding and shipping agency in Penang, as a branch manager, where he oversaw the overall management, operation and profit performance of the branch. Subsequently in 1982, he joined Laksamana Shipping Agencies Sdn Bhd, a shipping agent for Ben Line Agencies, a Scottish shipping company involved in the Far East to Europe trade, as a sales and marketing manager in charge of developing marketing opportunities and plans. In 1983, Mr. Ooi rejoined Nedlloyd as a marketing manager, assuming the similar role performed at Laksamana Shipping Agencies Sdn Bhd.
He then joined Pesaka Jardine Shipping Agencies Sdn Bhd, a shipping agency in 1985, as a sales and marketing manager for its Penang branch office and subsequently transferred to the Kuala Lumpur branch office as commercial manager to spearhead the commercial department, overseeing sales budgeting and ensuring the business growth of the company. In 1989, he was transferred back to Penang as the branch manager, where he oversaw the administrative functions, daily operations and overall commercial performance of Penang branch office.
In 1991, Mr. Ooi joined Dynamic Freight Services Sdn Bhd, a freight forwarding arm of the Jardine Shipping Services group of companies, as a general manager. Mr Ooi was responsible for overseeing daily business activities, improving overall business functions, managing budgets and developing strategic plans for the freight forwarding business of the company. A year later, he was transferred to Pesaka Jardine Shipping Agencies Sdn Bhd as a general manager to oversee the entire shipping agency business of the company.
In 1997, Mr. Ooi rejoined Trans Global Agencies Sdn Bhd as a general manager, where he was responsible for coordinating business operations, maintaining good customers relations and identifying new business opportunities for the company.
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In August 1998, Mr. Ooi joined Green Peninsula Agencies Sdn Bhd as group general manager, overseeing the business of the company and its group of companies. His responsibilities were monitoring the daily business operations of the group, implementing growth strategies and improving the financial performance of the group.
In January 2001, Mr. Ooi was also appointed as the Vice Chairman of Evergreen Malaysia after the completion of the restructuring exercise involving Green Peninsula Agencies Sdn Bhd and Evergreen Malaysia, where he played a significant role in overseeing the business operations and building brand awareness of the Green Peninsula Agencies Sdn Bhd group of companies. In the same year, Mr. Ooi played a significant role in the conceptual and implementation of the relocation of substantial part of Evergreen Taiwan’s transshipment hub from Singapore Port to Tanjung Pelepas Port, Johor. He relinquished his position as the Vice Chairman with Evergreen Malaysia in February 2017.
In October 2010, Mr. Ooi together with Dato’ Seri Ong, Lee Kong Siong, Lee Hock Saing and Chan Huan Hin incorporated MTT Shipping and they worked together to develop and expand the business of MTT Shipping group of companies. Subsequently in December 2015, he acquired an equity interest in ICSD together with Dato’ Seri Ong, Chan Huan Hin and Lee Hock Saing so as to carry out businesses relating to storage, maintenance and repairs of sea freight containers.
He held prominent roles with industry associations to advocate and promote the interests of the shipping industry in Malaysia. Mr. Ooi is currently the Chairman of the Shipping Association of Malaysia (“SAM”). During his tenure as the Chairman of the SAM, Mr. Ooi has been instrumental in seeking a more inclusive industry association by extending eligibility for membership of SAM to any party or company who has interest directly or indirectly in the Malaysian shipping industry (instead of limiting the membership to a party who owns a vessel).
SAM was formerly known as the International Shipowners Association (ISOA),in which Mr. Ooi was a member of the executive committee since year 2000 and thereafter acted as the Vice Chairman and Chairman until 2008. In October 2018, he was appointed by the National Shipping and Port Council formed under the auspices of the Maritime Division, the Ministry of Transport as the advisory council to lead a team to participate in the Malaysia Shipping Master Plan 2017 – 2022 organised by the Ministry of Transport, by presenting the topic of “Enhancing Malaysia’s Attractiveness to Shipping Businesses”.
Mr. Ooi was redesignated as the Managing Director of the MTTSL Group on 31 January 2019. He has been primarily responsible for implementing comprehensive business plans to facilitate the growth and achievements of the MTTSL Group. Together with Dato’ Seri Ong, he also played a significant role in the formulation of expansion plans and strategies for the MTTSL Group. Going forward, he will continue to play similar role following the completion of our Listing.
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(iii) Chan Huan Hin
Non-Independent Executive Director
Chan Huan Hin, a Malaysian aged 62, is our Non-Independent Executive Director and has been with our Group since October 2010. He graduated with a Bachelor in Engineering degree from the University of Adelaide in April 1986.
Mr. Chan began his career as an assistant engineer with Toshiba Electronics (M) Sdn Bhd in 1986, where he was involved in quality assurance work. He left Toshiba Electronics (M) Sdn Bhd in 1987 and joined Monolithic Memories (M) Sdn Bhd in January 1988 as a quality assurance engineer. He was responsible for assessing product quality and conduct field failure analysis.
In December 1988, Mr. Chan left the semiconductor industry and become involved in the shipping industry by joining Pesaka Jardine Shipping Agencies Sdn Bhd, a shipping agency as an executive. As an executive, he was exposed to various roles including liner service, international logistics service and project freight logistics service as preparation to head a new branch office in East Malaysia. In 1989, he was promoted to the position of a business development manager based in Kota Kinabalu branch office, where he was put in charge of the planning of new business opportunities so as to expand income streams of the group companies within the Jardine Shipping Services, which comprise of liner shipping agencies, non-liner shipping agencies and international freight forwarding.
In 1989, Mr. Chan was seconded to Sealord Shipping Agencies Sdn Bhd, a shipping agency within the Jardine Shipping Services group of companies as a business development manager. He spearheaded the company’s marketing division by developing and identifying new business opportunities in East Malaysia. Thereafter in 1992, he returned to Peninsular Malaysia and joined Dynamic Freight Services Sdn Bhd as a sea freight manager where he was based in Port Klang. As a sea freight manager, he supervised the day-to-day sea freight operations and coordinated with shipping lines for cargo logistics arrangements. He was also responsible in formulating and implementing growth strategies for the branch offices in Port Klang, Ipoh and Penang. Mr. Chan was promoted to the position of assistant general manager in 1993 and thereafter general manager in 1994, where his responsibilities were expanded to including monitoring the administrative functions and daily operations of the company and overseeing the commercial performance of the company.
In 1998, Mr. Chan joined Logistics Support Services Sdn Bhd as a general manager, where his role was similar to the role he held in Dynamic Freight Services Sdn Bhd. He was redesignated as vice president in December 1998 following a global rebranding exercise undertaken by the company.
Mr. Chan joined Priority Synergy Sdn Bhd, an international logistics services company, in 2002 as a manager and Executive Director, where he was responsible for the day-to-day freight forwarding businesses and services of the company from the central to south of Peninsular Malaysia. His responsibilities also include formulating and implementing strategic business plans to ensure the growth of the company. Mr. Chan resigned from his executive role in Priority Synergy Sdn Bhd and ceased to involve in the day-to-day operations of the company from 30 November 2019.
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In October 2010, Mr. Chan together with Dato’ Seri Ong, Ooi Lean Hin, Lee Kong Siong and Lee Hock Saing incorporated MTT Shipping and they worked together to develop and expand the business of MTT Shipping and its group of companies. Subsequently in December 2015, he acquired an equity interest in ICSD together with Dato’ Seri Ong, Ooi Lee Hin and Lee Hock Saing so as to carry out container depot businesses relating to storage, maintenance and repairs of sea freight containers.
In his capacity as a director of the MTT Shipping group of companies, Mr. Chan has been primarily responsible for the documentation, financing and delivery process for vessel purchases and disposals. He is also responsible for overseeing the operations of the on-dock depot, automotive logistics business, the development of the logistics centres in Kota Kinabalu, Sabah and Pulau Indah, Selangor and the recruitment process for personnel and trainees of our Group. In addition, Mr. Chan was involved in obtaining the International Organisation for Standardisation (ISO) certifications for MTT Shipping’s occupational health and safety management system and quality management system in year 2020. Going forward, he will continue to play a similar role following the completion of our Listing.
(iv) Clarice Ong
Non-Independent Executive Director/Director of Corporate Affairs
Clarice Ong, a Malaysian aged 33, is our Non-Independent Executive Director and has been with our Group since June 2014. She graduated from Queen Mary, University of London, United Kingdom with a Bachelor of Arts in Cities, Economies and Social Change in July 2009 and later obtained a Master of Science in Finance and Investment from BPP University (formerly known as BPP Business School) in August 2010.
Clarice Ong began her career as an analyst with Stockcube Research Ltd, an independent financial research and analytical services provider in London, United Kingdom from October 2010 until February 2014, where she was involved in carrying out technical analysis and proprietary trading on behalf of clients. She returned to Malaysia to join MTT Shipping in June 2014 as a management trainee and during this period, she rotated to various departments and handled various operational works of MTT Shipping. She was then promoted to the position of Internal Audit and Corporate Communications Manager of MTT Shipping in July 2015, where she helped to establish internal audit procedures to improve the internal control systems of MTT Shipping group of companies.
Clarice Ong was appointed as a director of MTT Shipping in September 2017. Since then, she has been responsible for developing and implementing strategies to increase the brand presence of MTT Shipping group of companies, building relationships with key stakeholders and managing and retaining relationships with employees, customers and suppliers.
In January 2019, Clarice Ong was appointed as the Director of Corporate Affairs of our Company and she is primarily responsible for setting up good corporate practices across our Group and developing strategies in bringing value to the overall performance of our Group. She is also involved in creating aligned corporate affairs plans and coordinating integration efforts to enhance our Group’s branding and reputation. Going forward, she will continue to play a similar role following the completion of our Listing and in addition to these responsibilities, she will also be responsible for overseeing the Group’s corporate compliance and governance functions.
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(v) Razman Hafidz bin Abu Zarim
Senior Independent Non-Executive Director
Razman Hafidz Bin Abu Zarim, a Malaysian aged 66, is our Senior Independent Non-Executive Director. He graduated with a joint-honours degree in Economics and Accountancy from University College, Cardiff, Wales in 1977. He is a Fellow member of the Institute of Chartered Accountants in England & Wales and a member of the Malaysian Institute of Accountants (MIA).
Razman Hafidz began his career in accountancy in 1977 when he joined Touche Ross & Co., London, England as an audit junior and later qualified as a Chartered Accountant. He left Touche Ross & Co in 1984 and joined Hacker Young, a medium-sized international accounting firm in London, England as an audit assistant manager. In 1987, he was admitted as an audit partner and was primarily involved in the area of corporate finance advisory, where he advised clients for listing exercises on the London Stock Exchange. He was one of the partners who set up the Corporate Finance Department of Hacker Young and actively participated in the formation of Hacker Young International Affiliated Organisation.
In 1989, he returned to Malaysia and joined Price Waterhouse (now known as PricewaterhouseCoopers (“PwC Malaysia”)) as an audit partner. In January 1993, he was promoted to be the partner-in-charge of PwC Malaysia’s management consulting services and became one of the six members of the firm’s executive board. In this capacity, he was responsible for advising clients on risk and regulatory compliance as well as capability identification and building for business growth. He was also involved in providing strategic advisory services to companies seeking for listing on Bursa Securities. He was with the firm until 31 December 1993.
In 1994, Razman Hafidz founded Norush Sdn Bhd to provide consultancy and advisory services on corporate restructuring, mergers and acquisitions, corporate governance and fund-raising exercises for private and public companies. He ceased operations of Norush Sdn Bhd in March 2016.
Razman Hafidz was the Managing Director or Chief Executive Officer of several public listed companies, including Tune Protect Group Berhad from 2016 to 2018 and Mithril Berhad from 2003 to 2010. Razman Hafidz was also a director of MAA Holdings Berhad (now known as MAA Group Berhad) from 1998 to 2004 and the Chief Executive Officer of its subsidiary, namely Malaysian Assurance Alliance Berhad from 2000 to 2002.
Razman Hafidz also held positions as independent director on the board of several public listed companies including, Panasonic Manufacturing Malaysia Berhad from 2004 to 2016, Linde Malaysia Holdings Berhad (formerly known as Malaysian Oxygen Berhad) from 2003 to 2016 and Yeo Hiap Seng (Malaysia) Berhad from 2005 to 2013. He was the independent chairman of Tune Protect Group Berhad from 2012 to 2016 and Sumitomo Mitsui Banking Corporation Malaysia Berhad from 2011 to 2015. He is currently an independent director at Hartalega Holdings Berhad.
He was appointed to our Board on 6 November 2019. He currently sits on the Audit Committee and Nominating and Remuneration Committee of our Groupsince 22 March 2021.
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(vi) Dato’ Abd Gani bin Othman
Independent Non-Executive Director
Dato’ Abd Gani Bin Othman, a Malaysian aged 65, was appointed as our Independent Non-Executive Director on 6 November 2019. Dato’ Abd Gani sits on the Audit Committee and Nominating and Remuneration Committee of our Group. Dato’ Abd Gani graduated with a Bachelor of Letters from Universiti Kebangsaan Malaysia in 1980. He was accredited as a Customs Technical and Operational Advisor by the World Customs Organisation (WCO) in 2014.
Dato’ Abd Gani has served in the Royal Malaysian Customs Department for 36 years in various key positions across offices in Putrajaya, Kuala Lumpur, Selangor and Labuan from 1980 to 2016. In 1980, Dato’ Abd Gani was appointed as superintendent of customs, where he carried out investigations and raids for documentary cases and was based at the preventive division at Kuala Lumpur branch office. In 1982, he was transferred to Port Klang as superintendent of customs, where he was responsible for both local and foreign vessels transhipment of Peninsular Malaysia. In 1987, he was transferred to Langkawi and promoted as the Assistant Director of Customs, where he was responsible for setting up the customs marine training centre to provide basic safety training to seafarers, such as basic fire-fighting, elementary first aid, personal survival techniques, personal safety and social responsibility.
In 2000, Dato’ Abd Gani was transferred to the headquarters of the Royal Malaysian Customs Department at Jalan Duta, Kuala Lumpur as the Senior Assistant Director of Customs 2, where he was responsible in maintaining and safeguarding all the vessels owned by the customs department. Subsequently, Dato’ Abd Gani was re-designated as the Senior Assistant Director of Customs 1, where he focused more on public awareness on changes or practices required arising from new customs laws.
In 2008, Dato’ Abd Gani was further promoted as the State Director of Labuan, where he was in charge of the day-to-day operations and management of the branch office at Labuan. He was also involved in licensing application process by reviewing all the applications for licenses to import certain excise duty goods. In 2009, Dato’ Abd Gani was again transferred to headquarters at Putrajaya as the Senior Assistant Director of Customs 1, where he was primarily responsible for exercising borders control, particularly on the movement of goods from neighbouring countries to Malaysia. He was also involved in reviewing and approving license applications for private jetties made by the public.
In 2011, Dato’ Abd Gani was transferred to the corporation audit division of Kuala Lumpur branch office, where his designation remained unchanged. His responsibilities included examining and investigating the business records, business systems and commercial records of individuals and companies that were involved, directly or indirectly, in payment of taxes. When he was at the Kuala Lumpur branch office, he was promoted to the position of Deputy Director of Customs.
After his promotion, he was again transferred to headquarters at Putrajaya and was serving under the division of trade facilitation. He was in charge of supervising and facilitating trade imports and exports with the aim to contribute positively to Malaysia’s trade efficiency and global competitiveness to ultimately boost the country’s ranking as a trading nation.
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In 2015, Dato’ Abd Gani was again transferred to the branch office at Kuala Lumpur as the Head of Preventive Division. He supervised the day-to-day operations and management of the branch office and his scope of work included reviewing the investigation papers for advice and prosecution purposes, carrying out operations against uncustomed goods through raids, searches, operations and managing the storage and disposal of seized goods efficiently.
In 2016, Dato’ Abd Gani was promoted as the Director of Customs of the Kuala Lumpur branch office, where he oversaw various divisions, from goods and services tax division, technical division, audit division, finance division, human resources division and preventive division. As the Director of Customs, Dato’ Abd Gani was also responsible to report the performance of all divisions under his purview to headquarters at Putrajaya. Dato’ Abd Gani retired and left service at the end of 2016.From 2017 until to-date, Dato’ Abd Gani has been serving as a tax advisor with PricewaterhouseCoopers Taxation Services Sdn Bhd, providing advice on cases pertaining to indirect taxes and liaising with the relevant authority.
(vii) Dato’ Capt. Haji Ahmad bin Othman
Independent Non-Executive Director
Dato’ Capt. Haji Ahmad bin Othman, a Malaysian aged 66, is our Independent Non-Executive Director. He obtained an Ordinary National Certificate in Nautical Science from Riversdale College, Liverpool, United Kingdom in 1976 and holds a Certificate of Competency, Deck Officer Class 1 (Master Mariner) (“Certificate of Competency”), United Kingdom, since 1982. He is currently a life member and Fellow of the Association of Malaysia’s Maritime Professionals (Ikhtisas Kelautan Malaysia (IKMAL)) since 2004.
As part of the programme to obtain Certificate of Competency, Dato’ Capt. Haji Ahmad served as a deck cadet and elevated severally up to senior second officer on various types of ships at Ocean Fleets Ltd in Liverpool from 1972 to 1981, where he was responsible for safe keeping of navigational watches, cargo work and other shipboard operations. In 1981, he was seconded to Straits Steamship of Singapore, a subsidiary of Ocean Fleets Ltd, where he was in charge of navigation and monitoring the loading and discharging of cargo.
In 1983, he returned to Malaysia and served under the Marine Department of Malaysia for more than 30 years in various capacities. Dato’ Capt. Haji Ahmad joined as a marine officer in 1983, where he was based at Port Klang. He was responsible for conducting training and assessment for the staff of the Marine Department. He was appointed as an examiner in the same year to examine the competency level of seafarers prior to them being permitted to serve on board ships. In 1984, Dato’ Capt. Haji Ahmad was transferred to Johor Bahru as Habour Master, where he was primarily responsible in the management and day-to-day operation of the Marine Department in Johor, which amongst others, include ships inspection and boats licensing. He also played a role in managing and maintaining the navigational aids along the coast and monitoring the movement of local and foreign ships for various ports in Johor.
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In 1990, Dato’ Capt. Haji Ahmad was transferred to Penang where his responsibilities were similar with the roles he held in Johor, covering various ports in Penang, Kedah and Perlis. In 1994, he was transferred to Sabah as the Director of Marine, Sabah, where he took charge of the maritime affairs within Sabah waters, the daily management and budgeting of the department.
In 1995, Dato’ Capt. Haji Ahmad was transferred back to Port Klang as Principal Assistant Director of the Navigation Aids Unit, where he oversaw the maintenance and installation of marine navigational aids for Peninsular Malaysia to ensure an efficient, effective and safe navigation in Peninsular waters. In 1997, Dato’ Capt. Haji Ahmad was promoted to Director of Safety of Navigation Division of the Marine Department and his work scope extended to overseeing the maritime traffic services and marine environmental control for Peninsular waters, particularly on implementing operational control for oil spill and hazardous noxious substances from ships.
In 2002, Dato’ Capt. Haji Ahmad was promoted as the Deputy Director General of Marine Department, where he supervised the projects development, budget requirement, ships registration, boats licensing and safe manning requirement inspection. In 2006, he became the Director General of Marine Department and he was also the Chairman of Light Dues Board Peninsular Malaysia and Central Mercantile Marine Fund. He retired from Marine Department in October 2014.
After his retirement from government service, Dato’ Capt. Haji Ahmad was appointed as director of several companies. He sat on the board of directors of Bank Pembangunan Malaysia Berhad and its subsidiary, namely Global Maritime Ventures Berhad from May 2015 to March 2017. He was also appointed as a director of Borcos Shipping Sdn Bhd, a company specialising in the provision of marine transportation and support services for the offshore oil and gas industry from July 2015 to March 2017. Currently, he is the Port-Reception Facility Advisor of KA Petra Sdn Bhd, where he is advising the company in setting up, development and creation of an adequate port-reception facility in addressing the transportation and disposal of ship-generated waste and cargo residues.
He is currently sitting on the board of governors of Meritus University, a niche university focusing on maritime education from October 2016 until to-date.
He was appointed to our Board on 6 November 2019. He currently sits on the Audit Committee and Risk Management Committee of our Group.
(viii) Dato’ Seri Wong Siew Hai
Independent Non-Executive Director
Dato’ Seri Wong Siew Hai, a Malaysian aged 70, is our Independent Non-Executive Director. He graduated with a Bachelor of Science in Mechanical Engineering from University of Leeds, England in 1974 and Masters of Science in Management Science from Imperial College of Science & Technology, University of London, England in 1975.
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Dato’ Seri Wong has over 28 years of working experience in the electronics industry, of which approximately 27 years with Intel Malaysia group of companies. He began his career in 1976 as a quality assurance engineer and held several managerial positions during his tenure with Intel Malaysia. In 1996, he left Intel Malaysia and joined Dell Asia Pacific Sdn Bhd as the Vice President and Managing Director for approximately 2 years from 1996 to 1997, where he was responsible for manufacturing and general site management of the customer centre of Dell Asia Pacific Sdn Bhd. In 1997, Dato’ Seri Wong left Dell Asia Pacific Sdn Bhd and re-joined Intel Malaysia as Managing Director and he was promoted to the position of Vice President under the Technology and Manufacturing Group (TMG), Intel Corporation in 1999, where he was responsible for the Malaysian group of factories. In 2001, he was promoted to the position of general manager of Assembly and Test Manufacturing (ATM), where he was responsible for all assembly test factories worldwide until his retirement in 2004.
Dato’ Seri Wong is the President of the Malaysian Semiconductor Industry Association (MSIA) which was recently formed in January 2021. He is also the Chairman of E&E Productivity Nexus since 2017 and a member of Pasukan Petugas Khas Pemudahcara Perniagaan (PEMUDAH) since 2012. Dato’ Seri Wong was the Chairman of the Malaysian American Electronics Industry, an industry committee under the American Malaysian Chamber of Commerce (AMCHAM) since 2005 until January 2021. From 2005 to 2017, he was a board member of Malaysia External Trade Development Corporation (MATRADE), a division under the Ministry of International Trade and Industry (MITI). He was also a member of National Productivity Council in 2017.
He is currently an independent director of SAM Engineering & Equipment (M) Berhad and Greatech Technology Berhad, companies listed on the Main Market of Bursa Securities. He was a director of Invest-In-Penang Berhad (an agency incorporated by the Penang State Government to promote investment in the state of Penang) from 2004 to 2008. He is currently a director of Penang Tech Centre Bhd and Penang Science Cluster, both are non-profit organisations aim to help inspire interest of the next generation in science and technology. Under an industry-led initiative in collaboration with the Penang State Government, he pioneered the setting up of Tech Dome Penang which was opened in July 2016, the first science discovery centre in Penang with the mission to inspire children and students to pursue science and engineering and to cultivate the talents in the fields of science, engineering and technology.
In the education industry, Dato' Seri Wong is a member of the board of governors of UOW Malaysia KDU University College and the Prince of Wales Island International School, Penang. In November 2018, he was appointed to the Board of Trustee of Yayasan Universiti Multitmedia (YUM). He also serves as a member of the management board of the Institute for Research and Innovation of Wawasan Open University from 2011 to 2019. From 2001 to 2006, he was a member of the board of directors of Kolej Universiti Technologi Tun Hussein Onn. In 2017, he was also appointed as an Adjunct Professor of Multimedia University (MMU) until 2020.
He was appointed to our Board on 6 November 2019. He currently sits on the Risk Management Committee and Nominating and Remuneration Committee of our Group since 22 March 2021.
64
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
65
(ix) Shareen Shariza Dato’ binti Abdul Ghani
Independent Non-Executive Director
Shareen Shariza Dato’ binti Abdul Ghani, a Malaysian, 52, is our Independent Non-Executive Director. She was appointed to our Board on 29 July 2021. Shareen Shariza graduated with a Bachelor’s Degree in Mass Communications from Universiti Sains Malaysia in 1993. She also obtained aMaster in Public Policy from Universiti Malaya in 2012 and a Master of Studies in Sustainability Leadership from the Cambridge University in 2015.
Shareen Shariza began her career in December 1993 when she joined RA Public Relations Sdn Bhd as a senior consultant. She was responsible for developing corporate communications strategies and providing public relations consultation to a range of public listed companies, international and regional retail brands as well as banking and finance industry.
In April 1997, Shareen Shariza joined Nepline Berhad, a company principally involved in chartering and shipping related businesses, as a public relations manager, where she was primarily responsible for establishing public relations and communication function for the company, engaging with the company’s regional and international stakeholders, developing and creating annual reports, preparing media profiles and articles of the company.
In April 1998, Shareen Shariza left Nepline Berhad and joined the Malaysian Exchange of Securities Dealing and Automated Quotation Berhad (“MESDAQ”), a securities market for the listing of high growth and technology-based companies, where she assumed the role of Assistant Vice President in Corporate Communications. Her role in MESDAQ was mainly to establish strategic communication and reputation management function for MESDAQ.
Shareen Shariza left MESDAQ in December 2001 and went on to set up her own sole proprietorship business, namely the PR Practice, to provide consultation services, such as integrated communications, crisis and issues management, corporate communications and corporate branding to various companies. Shareen Shariza then ceased her business in January 2003 and joined Trax Associates Sdn Bhd as a senior associate to solely develop brand strategy and formulating the brand management framework for a multinational oil and gas company.
Following the completion of the one-year project provided to the multinational oil and gas company, Shareen Shariza expanded her career experience to humanitarian works from April 2004 to April 2007, where she became the Chief Operating Officer of Mercy Malaysia, delivering humanitarian services, emergency response, rehabilitation and recovery aids to countries that were embroiled in humanitarian crisis. During her tenure with Mercy Malaysia, she played a leading role in formulating Mercy Malaysia’s organisational development and operational excellence as well as securing corporate funding and setting up accountability framework for Mercy Malaysia. In recognition of her achievements in and contributions to the humanitarian services, she was conferred the Darjah Paduka Mahkota Perak (DPMP) by His Royal HighnessSultan Azlan Shah, the late Sultan of Perak Darul Ridzuan, who was the Patron of Mercy Malaysia.
65
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
66
In July 2007, Shareen Shariza joined Khazanah Nasional Berhad (“Khazanah”) as the Director of Corporate Responsibility. Under the ambit of human and social capital development, Shareen Shariza played a significant role indesigning and executing national level initiatives, such as the promoting intelligence, nurturing talent and advocating responsibility foundation (also known as the PINTAR foundation), Yayasan Sejahtera and graduate employability management scheme (also known as GEMS Malaysia).
In July 2013, Shareen Shariza was transferred to the Managing Director’s office of Khazanah, assuming the role as the Director of Special Projects, where she oversaw the government-linked corporation transformation programme to develop corporate responsibility and sustainability strategies such as policy frameworks, sustainability practices and initiatives and integrated reporting mechanisms for government-linked corporations.
In March 2016, Shareen Shariza left Khazanah and joined Talent CorporationMalaysia Berhad (“TalentCorp”) as the Chief Operating Officer and subsequently assumed the role of Chief Executive Officer in June 2016. During her tenure in TalentCorp, she was primarily responsible for the design and execution of national talent or human capital strategies and action plans with a focus on optimising top talent to meet the demands of the key economic growth sectors. She also actively involved in formulating progressive polices for future of work, women in leadership roles and in the workforce, diversity and inclusionof holistic practices in workplace.
In May 2018, Shareen Shariza left TalentCorp and joined Sorga Ventures Sdn Bhd, a boutique consulting firm, as director in providing and establishing the environmental, social and governance framework to a range of public listed companies in Malaysia.
In June 2019, Shareen Shariza left Sorga Ventures Sdn Bhd. and co-foundedSorga Innovation Sdn Bhd (“Sorga Innovation”), a boutique advisory firm specialising in human capital or talent strategies and solutions. She is currently the Chief Executive Officer of Sorga Innovation where she oversees the setting up and operation of a talent platform and management system, known as gigxglobal.com, a fractional work platform for professional talents who desire to engage in “on demand” project-based jobs.
Shareen Shariza was a board member of the Geneva based Humanitarian Accountability Partnership (2009) in 2007 where she was involved in establishing the policy framework for accountability. She currently sits on the board of trustees of Yayasan UEM since 2019.
66
Reg
istra
tion
No.
201
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9 (1
3133
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)R
egis
tratio
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019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
67
5.2.
4Pr
inci
pal d
irect
orsh
ips
and
prin
cipa
l bus
ines
s ac
tiviti
es o
f our
Dire
ctor
s ou
tsid
e ou
r Gro
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The
follo
win
g ta
ble
sets
out
the
prin
cipa
l dire
ctor
ship
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at t
he L
PD (“
Pres
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irect
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ips”
) of o
ur D
irect
ors
and
thos
e w
hich
wer
e he
ld w
ithin
the
past
five
yea
rs u
p to
the
LPD
(“Pa
st D
irect
orsh
ips”
), as
wel
l as
thei
r inv
olve
men
t in
prin
cipa
l bus
ines
s ac
tiviti
es o
utsi
de o
ur G
roup
as
at th
e LP
D:
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Dat
o’ S
eri O
ngP
rese
nt D
irect
orsh
ips:
Bo
tani
ca H
ills S
dn B
hd
Dev
elop
men
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bui
ldin
g pr
ojec
ts
for o
wn
oper
atio
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e. fo
r ren
ting
of
spac
e in
thes
e bu
ildin
gs
Buyi
ng,
selli
ng,
rent
ing
and
oper
atin
g of
sel
f-ow
ned
or l
ease
d re
al
esta
te
–no
n-re
side
ntia
l bu
ildin
gs h
omes
for t
he e
lder
ly w
ith
nurs
ing
care
Su
bsta
ntia
lsha
reho
lder
(dire
ct)
D
esa
Juru
Sdn
Bhd
In
vest
men
t ho
ldin
g co
mpa
ny
hold
ing
shar
es in
Jas
ajur
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n Bh
d(a
com
pany
prin
cipa
lly in
volv
ed in
pr
oper
ty in
vest
men
t)
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bsta
ntia
l sha
reho
lder
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irect
)
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opar
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enan
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dn B
hd
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rato
r of
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ovid
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spa
faci
litie
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oxid
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rodu
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bsta
ntia
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r (d
irect
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din
dire
ct)
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en A
t Bot
anic
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n Bh
d
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sing
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mes
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ying
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lling,
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ntin
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ing
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ased
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tes
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bsta
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rect
)
Em
as C
air S
dn B
hd
Dor
man
t
Subs
tant
ials
hare
hold
er (i
ndire
ct)
67
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istra
tion
No.
201
9010
0401
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)R
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tratio
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o. 2
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1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
68
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Ev
ergr
een
Hea
vy I
ndus
trial
Cor
p (M
) Be
rhad
M
anuf
actu
ring
of c
argo
con
tain
ers
and
cont
aine
r par
ts
Shar
ehol
der (
indi
rect
)
Ev
ergr
een
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el H
otel
(M) S
dn B
hd
Hot
elie
r
Shar
ehol
der (
indi
rect
)
G
reen
pen
Frei
ght S
ervi
ces
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Bhd
Fo
rwar
ding
ag
ent,
war
ehou
sing
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d re
late
d se
rvic
es
Subs
tant
ial
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ehol
der
(dire
ct
and
indi
rect
)
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reen
pen
Prop
ertie
s S
dn B
hd
Pr
oper
ty in
vest
men
t
Subs
tant
ial
shar
ehol
der
(dire
ct
and
indi
rect
)
G
.U. I
ndus
tries
(M) S
dn B
hd
War
ehou
sing
, ha
ndlin
g an
d fo
rwar
ding
and
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f pro
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ial s
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ndire
ct)
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alk
Esca
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In
vest
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mpa
ny
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ing
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es
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Ecop
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ang)
Sdn
Bhd
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
Ja
saju
ru S
dn B
hd
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inve
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ent
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bsta
ntia
l sha
reho
lder
(ind
irect
)
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hipp
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vest
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t ho
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ny
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Pro
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evel
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ent
Sdn
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and
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arni
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bsta
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bsta
ntia
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irect
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ct)
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ot C
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mer
ce
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ness
ov
er
the
inte
rnet
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
68
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
69
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
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dire
ctor
M
TT L
earn
ing
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emy
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Bhd
Ed
ucat
ion
cent
re
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tant
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shar
ehol
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ct
and
indi
rect
)
M
TT P
rope
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& D
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ent
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Bhd
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ousi
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evel
opm
ent
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bsta
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irect
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d in
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atur
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ynth
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ent
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ares
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bsta
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c D
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rvic
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lang
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and
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s
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tant
ial
shar
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ct
and
indi
rect
)
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rcep
tive
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s Sd
n B
hd
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lage
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bsta
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tant
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nang
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o Sd
n Bh
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man
t
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stm
ent
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com
pany
ho
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ares
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0co
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bsta
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reho
lder
(dire
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Pr
iorit
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nded
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ehou
se S
dn B
hd
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, de
liver
y an
d re
late
d se
rvic
es
Su
bsta
ntia
l sha
reho
lder
(ind
irect
)
69
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
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)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
70
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pr
iorit
y C
argo
Sdn
Bhd
G
ener
al c
arrie
r of
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ds;
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ier
and
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y se
rvic
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tant
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hold
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ndire
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lobe
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dn B
hd
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er
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ther
ser
vice
act
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cide
ntal
to
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tran
spor
tatio
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Forw
ardi
ngof
frei
ght
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il
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y H
aula
ge
& D
istri
butio
n Sd
n Bh
d
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lage
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aula
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dlin
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bsta
ntia
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r (d
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esou
rces
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form
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mm
unic
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chno
logy
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ral
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ng a
nd
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Su
bsta
ntia
l sha
reho
lder
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y S
yner
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dn B
hd
Frei
ght
forw
ardi
ng
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bsta
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ound
-The
-Wor
ld L
ogis
tics
Cor
p (M
) Sd
n Bh
d
Forw
ardi
ng
agen
t an
d re
late
d se
rvic
es
Subs
tant
ial
shar
ehol
der
(dire
ct
and
indi
rect
)
70
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
71
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Se
ko G
loba
l Log
istic
s (M
) Sdn
Bhd
Fo
rwar
ding
age
nt
Subs
tant
ial
shar
ehol
der
(dire
ct
and
indi
rect
)
S
Y.Pi
ngga
n-M
angk
ok K
won
g H
eong
(1
981)
Sdn
Bhd
D
eale
rs in
cro
cker
y
Subs
tant
ial s
hare
hold
er (i
ndire
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U
niq
OPT
Sdn
Bhd
R
eal e
stat
e ac
tiviti
es w
ith o
wne
d or
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ased
pro
perti
es
Subs
tant
ial s
hare
hold
er (d
irect
)
Pas
t Dire
ctor
ship
s:
Ev
ergr
een
Mal
aysi
a(r
esig
ned
on 2
4 Ja
nuar
y 20
18)
Sh
ippi
ng a
gent
s
Nil
IS
Sol
utio
ns a
nd C
onsu
ltanc
y Sd
n Bh
d (r
esig
ned
on 3
0 N
ovem
ber 2
017)
IT
pro
duct
and
its
rela
ted
serv
ices
N
il
Pe
rcep
tive
Logi
stic
s Pr
oper
ties
Sdn
Bhd
(res
igne
d on
13
Febr
uary
201
8)
Prop
erty
inve
stm
ent
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
Oth
er
man
agem
ent
cons
ulta
ncy
activ
ities
, ac
tiviti
es
of
hold
ing
com
pani
es, a
gric
ultu
re a
ctiv
ities
for
crop
s pr
oduc
tion
Su
bsta
ntia
l sh
areh
olde
r (d
irect
) of
Bot
anic
aPl
anta
tions
Sdn
Bhd
71
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
72
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Ooi
Lea
n H
inP
rese
nt D
irect
orsh
ips:
G
reen
pen
Prop
ertie
s S
dn B
hd
Pr
oper
tyin
vest
men
t
Nil
M
MTT
Hol
ding
s Pt
e Lt
d
Inve
stm
ent
hold
ing
com
pany
hold
ing
shar
esin
MTT
M In
tegr
ated
Sh
ippi
ng
& Lo
gist
ics
Com
pany
Li
mite
d
N
il
M
TT P
rope
rties
& D
evel
opm
ent
Sdn
Bhd
H
ousi
ng d
evel
opm
ent
N
il
M
TTC
St
eved
ores
, sh
ippi
ng
agen
ts,
letti
ng o
f pro
perti
es
Nil
M
TTM
Inte
grat
ed S
hipp
ing
& Lo
gist
ics
Com
pany
Lim
ited
W
ater
tran
spor
t, la
nd tr
ansp
ort a
nd
trans
port
via
pipe
lines
an
d w
areh
ousi
ng a
nd s
uppo
rt ac
tiviti
es
for t
rans
porta
tion
N
il
Pa
c D
e Pa
c Se
rvic
es (P
ort K
lang
) Sdn
Bh
d
War
ehou
sing
and
sto
rage
ser
vice
s
Subs
tant
ial s
hare
hold
er (d
irect
)
Pe
rcep
tive
Logi
stic
s Sd
n B
hd
Hau
lage
, di
strib
utio
n an
d tra
nspo
rtatio
n se
rvic
es
Subs
tant
ial s
hare
hold
er (d
irect
)
Pe
rsila
Sdn
Bhd
H
aula
ge a
nd d
istri
butio
n se
rvic
es
Subs
tant
ial
shar
ehol
der
(indi
rect
)
Pr
iorit
y Bo
nded
War
ehou
se S
dn B
hd
War
ehou
se
faci
litie
s,
bond
ed
or
othe
rwis
e, s
tore
keep
ing,
pac
king
, de
liver
y an
d re
late
d se
rvic
es
N
il
72
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
73
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pr
iorit
y C
argo
Sdn
Bhd
G
ener
al c
arrie
r of
goo
ds;
haul
ier
and
prov
isio
n of
anc
illar
y se
rvic
es
Nil
Pr
iorit
y H
aula
ge
& D
istri
butio
n Sd
n Bh
d
Hau
lage
an
d di
strib
utio
n an
d re
late
d op
erat
ion
of
wor
ksho
p se
rvic
es
N
il
R
ound
-The
-Wor
ld L
ogis
tics
Cor
p (M
) Sd
n Bh
d
Forw
ardi
ng
agen
t an
d re
late
d se
rvic
es
Nil
Sp
ecpo
wer
Sdn
Bhd
In
vest
men
t ho
ldin
g co
mpa
ny,
how
ever
it d
oes
not h
old
shar
es in
an
y co
mpa
nyas
at t
he L
PD
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
U
niqu
e M
ile S
tone
Sdn
Bhd
Bu
ying
, se
lling,
re
ntin
g an
d op
erat
ing
of s
elf-o
wne
d or
lea
sed
real
est
ate
(res
iden
tial b
uild
ings
)
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
U
niq
OPT
Sdn
Bhd
R
eal e
stat
e ac
tiviti
es w
ith o
wne
d or
le
ased
pro
perti
es
Subs
tant
ial s
hare
hold
er (d
irect
)
Pas
t dire
ctor
ship
s:
Eu
roas
ia
Biom
ass
(M)
Sdn
Bhd
(res
igne
d on
1 D
ecem
ber 2
016)
D
orm
ant
N
il
Ev
ergr
een
Mal
aysi
a(r
esig
ned
on 2
4 Ja
nuar
y 20
18)
Sh
ippi
ng a
gent
N
il
Pe
rcep
tive
Logi
stic
s Pr
oper
ties
Sdn
Bhd
(res
igne
d on
13
Febr
uary
201
8)
Prop
erty
inve
stm
ent
N
il
73
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
74
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
Inve
stm
ent
hold
ing
com
pany
ho
ldin
g sh
ares
in
Ec
opar
adis
e (P
enan
g) S
dn B
hd
Su
bsta
ntia
l sha
reho
lder
(dire
ct) o
f G
urne
y W
alk
Esca
pade
Sdn
Bhd
N
il
Inve
stm
ent
hold
ing
com
pany
ho
ldin
g sh
ares
in M
TT P
rope
rties
&
Dev
elop
men
t Sd
n Bh
d an
d M
TT
Lear
ning
Aca
dem
y Sd
n Bh
d
Su
bsta
ntia
l sha
reho
lder
(dire
ct) o
f L.
T. S
hipp
ing
Sdn
Bhd
N
il
Frei
ght
forw
ardi
ng
and
rela
ted
serv
ices
Su
bsta
ntia
l sha
reho
lder
(dire
ct) o
f Pr
iorit
y S
yner
gy S
dn B
hd
Cha
n H
uan
Hin
Pre
sent
Dire
ctor
ship
s:
Pa
c D
e Pa
c Se
rvic
es (
Port
Klan
g)
Sdn
Bhd
W
areh
ousi
ng a
nd s
tora
gese
rvic
es
Subs
tant
ial s
hare
hold
er (
dire
ct
and
indi
rect
)
Pr
iorit
y O
ptim
um S
ervi
ces
Sdn
Bhd
Pr
ovid
ing
cust
om c
lear
ance
wor
k an
d co
mm
issi
on a
gent
s
Nil
Pr
iorit
y S
yner
gy S
dn B
hd
Frei
ght
forw
ardi
ng
and
rela
ted
serv
ices
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
U
niqu
e M
ile S
tone
Sdn
Bhd
Bu
ying
, se
lling,
re
ntin
g an
d op
erat
ing
of s
elf-o
wne
d or
lea
sed
real
est
ate
(res
iden
tial b
uild
ings
)
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
U
niq
Opt
Sdn
Bhd
R
eal e
stat
e ac
tiviti
es w
ith o
wne
d or
le
ased
pro
perti
es
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
74
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
75
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pas
t Dire
ctor
ship
s:
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
Frei
ght
forw
ardi
ng
and
rela
ted
serv
ices
Su
bsta
ntia
l sha
reho
lder
(dire
ct) o
f Pr
iorit
y S
yner
gy S
dn B
hd
Cla
rice
Ong
Pre
sent
Dire
ctor
ship
s:
D
3 D
YN S
dn B
hd
Bake
ry,
food
out
let,
cate
ring
and
even
t man
agem
ent
Su
bsta
ntia
lsha
reho
lder
(dire
ct)
G
.U. I
ndus
tries
(M) S
dn B
hd
War
ehou
sing
, ha
ndlin
g an
d fo
rwar
ding
and
letti
ng o
f pro
perti
es
Nil
M
TT L
earn
ing
Acad
emy
Sdn
Bhd
Ed
ucat
ion
cent
re
Nil
M
TT P
rope
rties
& D
evel
opm
ent S
dn
Bhd
H
ousi
ng d
evel
opm
ent
N
il
M
TTC
St
eved
ores
, sh
ippi
ng
agen
ts,
letti
ngof
pro
perti
es
Nil
N
atur
al S
ynth
esis
Sdn
Bhd
Prov
isio
n of
mar
ketin
g, p
rom
otio
n an
dre
late
d se
rvic
es
Nil
Pe
nang
Shi
ppin
g an
d Tr
adin
g C
o Sd
n Bh
d
Dor
man
t
Nil
75
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
76
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pr
iorit
y Bo
nded
W
areh
ouse
Sd
n Bh
d
War
ehou
sefa
cilit
ies,
bo
nded
or
ot
herw
ise,
sto
reke
epin
g, p
acki
ng,
deliv
ery
and
rela
ted
serv
ices
N
il
Pr
iorit
y C
argo
Sdn
Bhd
G
ener
al c
arrie
r of
goo
ds;
haul
ier
and
prov
isio
n of
anc
illar
y se
rvic
es
Nil
Pr
iorit
y G
lobe
Exp
ress
(M) S
dn B
hd
Oth
er
trans
porta
tion
supp
ort
activ
ities
O
ther
ser
vice
act
iviti
es in
cide
ntal
to
land
tran
spor
tatio
n
Forw
ardi
ng o
f fre
ight
N
il
Pr
iorit
y Lo
gist
ics
Sdn
Bhd
H
aula
ge a
nd d
istri
butio
n, b
onde
d tru
ckin
g,
inte
rnat
iona
l fre
ight
fo
rwar
ding
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
Pr
iorit
y M
ater
ials
Han
dlin
g Sd
n Bh
d
Hiri
ng, s
ales
and
ser
vici
ng o
f for
klift
an
dhe
avy
mac
hine
ries
N
il
Pr
iorit
y R
esou
rces
Sdn
Bhd
In
form
atio
n co
mm
unic
atio
n te
chno
logy
(IC
T), m
anag
emen
t and
co
nsul
tanc
y, g
ener
al t
radi
ng a
nd
reta
il
N
il
Pr
iorit
y S
yner
gy S
dn B
hd
Frei
ght
forw
ardi
ng
and
rela
ted
serv
ices
N
il
Se
ko G
loba
l Log
istic
s (M
) Sdn
Bhd
Fo
rwar
ding
age
nt
Nil
Pas
t Dire
ctor
ship
s:
N
il
76
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
77
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
Busi
ness
of i
nfor
mat
ion
tech
nolo
gy
serv
ices
ac
tiviti
es,
web
po
rtals
, di
gita
l as
set
exch
ange
an
d al
l re
late
d ac
tiviti
es
Su
bsta
ntia
l sha
reho
lder
(dire
ct)o
f Si
negy
Te
chbo
logi
es
(M)
Sdn
Bh
d
Raz
man
H
afid
z bi
n A
bu Z
arim
Pre
sent
Dire
ctor
ship
s:
H
arta
lega
Hol
ding
s Be
rhad
Inve
stm
ent
hold
ing
com
pany
hold
ing
shar
es in
4 c
ompa
nies
(3)
N
il
Lo
ob B
erha
d
Inve
stm
ent
hold
ing
com
pany
, ho
wev
er it
doe
s no
t hol
d sh
ares
in
any
com
pany
as
at th
e LP
D
N
il
R
haz
Sdn
Bhd
Ex
port
and
impo
rt of
a v
arie
ty o
f go
ods
with
out
any
parti
cula
r sp
ecia
lisat
ion
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
St
yle
Vent
ures
Sdn
Bhd
M
anuf
actu
rers
an
d de
aler
sin
je
wel
lerie
s
Subs
tant
ial s
hare
hold
er (d
irect
)
Pas
t Dire
ctor
ship
s:
Ev
ergr
een
Mal
aysi
a(r
esig
ned
on 2
8 Fe
brua
ry 2
017)
Sh
ippi
ng a
gent
s
Nil
Li
nde
Mal
aysi
a H
oldi
ngs
Berh
ad
(res
igne
d on
31
Dec
embe
r 201
6)
Inve
stm
ent
hold
ing
com
pany
ho
ldin
g sh
ares
in 5
com
pani
es(4
)
Nil
77
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
78
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
N
RT
Vent
ures
H
oldi
ngs
Sdn
Bhd
(res
igne
d on
15
July
201
6)
Inve
stm
ent
hold
ing
com
pany
and
m
anag
emen
t con
sulti
ng h
owev
er it
do
es
not
hold
sh
ares
in
an
y co
mpa
ny a
s at
the
LPD
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
Pa
naso
nic
Man
ufac
turin
g M
alay
sia
Berh
ad
(res
igne
d on
31
D
ecem
ber
2016
)
M
anuf
actu
re a
nd s
ales
of e
lect
rical
ho
me
appl
ianc
es
and
rela
ted
com
pone
nts
N
il
Pe
rcep
tive
Logi
stic
s Pr
oper
ties
Sdn
Bhd
(res
igne
d on
28
Febr
uary
201
7)
Prop
erty
inve
stm
ent
N
il
PK
T (r
esig
ned
on 2
8 Fe
brua
ry 2
017)
In
vest
men
t ho
l din
g co
mpa
ny
hold
ing
shar
es in
10
com
pani
es(2
)
Nil
R
ound
-The
-Wor
ld L
ogis
tics
Cor
p (M
) Sd
n B
hd (
resi
gned
on
28 F
ebru
ary
2017
)
Fo
rwar
ding
ag
ents
an
d re
late
d se
rvic
es
Nil
Tu
ne
Insu
ranc
e M
alay
sia
Ber
had
(res
igne
d on
31
Dec
embe
r 201
8)
Und
erw
ritin
g of
al
l cl
asse
s of
ge
nera
l ins
uran
ce b
usin
ess
N
il
Tu
ne P
rote
ct G
roup
Ber
had
(res
igne
d on
15
July
201
6)
Inve
stm
ent
hold
ing
com
pany
ho
ldin
g sh
ares
in
Tune
Ins
uran
ce
Mal
aysi
a Be
rhad
N
il
Va
luec
ap
Sdn
Bhd
(r
esig
ned
on
1 Ja
nuar
y 20
17)
In
vest
men
t in
secu
ritie
s
Nil
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
78
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
79
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Dat
o’ A
bd G
ani
bin
Oth
man
Pre
sent
Dire
ctor
ship
s:
M
ega
Gal
eri S
dn B
hd
Impo
rtatio
n,
dist
ribut
ion,
re
tail
of
mot
or v
ehic
les
and
parts
and
the
pr
ovis
ion
of a
fter
sale
s se
rvic
es,
man
ager
ial s
ervi
ces
N
il
Pr
ima
Maj
u A
uto
Sdn
Bhd
W
hole
sale
an
d re
tail
sale
of
al
l ki
nds
of
parts
, co
mpo
nent
s,
supp
lies,
tool
s an
d ac
cess
orie
s fo
r m
otor
veh
icle
s, m
aint
enan
ce a
nd
repa
ir of
mot
or v
ehic
les,
who
lesa
le
and
reta
il of
new
mot
or v
ehic
les
N
il
Pas
t Dire
ctor
ship
s:
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
79
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
80
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Dat
o’
Cap
t. H
aji
Ahm
ad b
in O
thm
anP
rese
nt D
irect
orsh
ips:
St
raits
Shi
ppin
gS
dn B
hd
Sh
ippi
ng a
genc
y an
d lo
gist
ics
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
Pas
t Dire
ctor
ship
s:
Ba
nk P
emba
ngun
an M
alay
sia
Berh
ad
(res
igne
d on
8 M
arch
201
7)
Prov
ide
med
ium
to lo
ng te
rm c
redi
t fa
cilit
ies
to
finan
ce
infra
stru
ctur
e pr
ojec
ts, m
ariti
me,
tech
nolo
gy a
nd
capi
tal
inte
nsiv
e in
dust
ries
in
man
ufac
turin
g as
w
ell
as
othe
r id
entif
ied
sect
ors
inlin
e w
ith t
he
coun
try’s
dev
elop
men
t pol
icy
N
il
G
loba
l M
ariti
me
Vent
ures
Be
rhad
(r
esig
ned
on 8
Mar
ch 2
017)
A
vent
ure
capi
tal
inve
stm
ent
hold
ing
com
pany
N
il
G
MV-
Bor
cos
Sdn
Bhd
(res
igne
d on
21
Apr
il 20
17)
In
vest
men
t ho
ldin
g co
mpa
ny
hold
ing
shar
es i
n S
yarik
at B
orco
s Sh
ippi
ng S
dn B
hd
N
il
S
yarik
at
Borc
os
Ship
ping
Sd
n Bh
d (r
esig
ned
on 2
6 M
ay 2
016)
En
gage
d in
ves
sels
cha
rterin
g an
d hi
re,
agen
t fo
r ch
arte
ring
rela
ted
serv
ices
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
80
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
81
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Dat
o’ S
eri W
ong
Siew
H
aiP
rese
nt D
irect
orsh
ips:
D
arlin
g Bu
rger
Sdn
Bhd
Fran
chis
e re
stau
rant
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
D
nex
Sem
icon
duct
or S
dn B
hd
Inve
stm
ent
hold
ing
com
pany
, ho
wev
er it
doe
s no
t hol
d sh
ares
in
any
com
pany
as
at th
e LP
D
N
il
E&
E C
atal
yst S
dn B
hd
To
eng
age
in h
igh-
grow
th a
nd h
igh
tech
nolo
gy
star
t-up
com
pani
es
with
in
elec
troni
csan
d el
ectri
cal
indu
stry
N
il
G
reat
ech
Tech
nolo
gy B
erha
d
Inve
stm
ent
hold
ing
com
pany
ho
ldin
g sh
ares
in
G
reat
ech
Inte
grat
ion
(M)
Sdn
Bh
d (a
co
mpa
ny
prin
cipa
lly
invo
lved
in
de
sign
ing
and
man
ufac
turin
g of
si
ngle
au
tom
ated
eq
uipm
ent,
prod
uctio
n lin
e sy
stem
, pro
visi
on o
f re
late
d co
mpo
nent
s an
d en
gine
erin
g se
rvic
es)
N
il
M
alay
sia
Vent
ure
Cap
ital
Man
agem
ent B
erha
d
To
esta
blis
h,
adm
inis
ter
and
man
age
vent
ure
capi
tal
for
info
rmat
ion
and
tech
nolo
gy (
ICT)
, an
d ve
ntur
e fu
nds
othe
r th
an f
or
ICT,
to c
arry
out
act
iviti
es re
late
d to
ve
ntur
e ca
pita
l man
agem
ent
N
il
M
D U
nite
d S
dn B
hd
Prov
idin
g m
anag
emen
t ser
vice
s
Subs
tant
ial s
hare
hold
er (d
irect
)
81
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
82
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
N
atio
ngat
e H
oldi
ngs
Ber
had
In
vest
men
t ho
ldin
g co
mpa
ny,
how
ever
it d
oes
not h
old
shar
es in
an
y co
mpa
ny a
s at
the
LPD
N
il
Pe
nang
Sci
ence
Clu
ster
To s
et u
p te
chno
logi
cal c
entre
that
pr
ovid
es e
duca
tion
and
lear
ning
so
as
to
prov
ide
qual
ified
and
prof
essi
onal
hu
man
ta
lent
es
peci
ally
in P
enan
g an
d M
alay
sia
in g
ener
al
N
il
Pe
nang
Tec
h C
entre
Bhd
To
pro
mot
e in
nova
tion,
dis
cove
ry
and
insp
iratio
n in
sc
ienc
e an
d te
chno
logy
, to
set
up
a te
chno
logi
cal
cent
re
and
to
enco
urag
e th
e ne
xt g
ener
atio
n to
de
velo
p sk
ill an
d in
tere
st in
sci
ence
an
d te
chno
logy
and
nur
ture
you
ng
scie
ntifi
c en
trepr
eneu
rs
N
il
Sa
m E
ngin
eerin
g &
Equi
pmen
t (M
) Be
rhad
In
vest
men
t ho
ldin
g co
mpa
ny
hold
ing
shar
es i
n 10
com
pani
es(5
)
and
prov
isio
nof
co
rpor
ate
man
agem
ent s
ervi
ces
N
il
W
ong
Jee
Sdn
Bhd
Inve
stm
ent
hold
ing
com
pany
ho
ldin
g sh
ares
in
Won
der
Team
Sd
n B
hd (
a co
mpa
ny
prin
cipa
lly
invo
lved
in
oper
atin
g an
oil
palm
pl
anta
tion)
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
W
onde
r Tea
m S
dn B
hd
O
pera
ting
an o
il pa
lm p
lant
atio
n
Subs
tant
ial s
hare
hold
er (i
ndire
ct)
82
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
83
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Pas
t Dire
ctor
ship
s:
Al
ion
Nat
ion
Gro
up B
erha
d (r
esig
ned
on 1
8 M
ay 2
018)
In
vest
men
t ho
ldin
g co
mpa
ny
hold
ing
shar
esin
4 c
ompa
nies
(6)
N
il
Ku
mpu
lan
Mod
al P
erda
na S
dn B
hd
(res
igne
d on
1 J
uly
2018
)
To
esta
blis
h,
adm
inis
ter
and
man
age
the
vent
ure
capi
tal
for
tech
nolo
gy a
cqui
sitio
n (V
CTA
) fun
d th
at in
clud
es lo
cal a
nd in
tern
atio
nal
inve
stm
ent
and
also
to
id
entif
y in
vest
men
t op
portu
nitie
s fo
r M
alay
sia
and
suita
ble
tech
nolo
gies
to
be
trans
ferr
ed b
ack
to M
alay
sia
N
il
Se
nai
Airp
ort
City
Ser
vice
s Sd
n B
hd
(res
igne
d on
26
Oct
ober
201
6)
Prov
ides
man
agem
ent s
ervi
ces
for
Sena
i A
irpor
t C
ity
deve
lopm
ent
area
an
d ac
ting
as
free
zone
au
thor
ity m
anag
er
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
Busi
ness
of
de
sign
, de
velo
p,
devi
se,
supp
ort,
mod
ify,
impr
ove
and
sell
web
and
mob
ile b
ased
lo
yalty
, sa
les
and
mar
ketin
g so
ftwar
e an
d ap
plic
atio
n fo
r bu
sine
ss
Su
bsta
ntia
l sh
areh
olde
r (d
irect
) of
Mar
chbi
g S
dn B
hd
N
il
Fast
food
ope
rato
r
Subs
tant
ial s
hare
hold
er (d
irect
) of
MD
Sta
r Cor
pora
tion
Sdn
Bhd
83
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
84
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Shar
een
Shar
iza
bint
i D
ato’
Abd
ul G
hani
Pre
sent
Dire
ctor
ship
s:
C
atap
ult P
artn
ers
Asia
Sdn
Bhd
O
rgan
isat
ion,
pr
omot
ions
an
d/or
m
anag
emen
t of
ev
ent,
man
agem
ent
cons
ulta
ncy
activ
ities
, pu
blis
hing
of
bo
oks,
br
ochu
res
and
othe
r pub
licat
ions
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
So
rga
Inno
vatio
nSd
n B
hd
Busi
ness
m
anag
emen
t, co
nsul
tanc
y se
rvic
es a
ctiv
ities
of
empl
oym
ent
plac
emen
t ag
enci
es’
web
por
tals
Su
bsta
ntia
l sha
reho
lder
(dire
ct)
So
rga
Vent
ures
Sdn
Bhd
Fo
rm,
prom
ote
and
man
age
all
sorts
of a
sset
s of
ven
ture
cap
ital
N
il
Ya
yasa
n U
EM
To
rece
ive
and
adm
inis
ter f
unds
N
il
Pas
t Dire
ctor
ship
s:
Fi
ve C
apita
ls I
nter
natio
nal
Sdn
Bhd
(res
igne
d on
19
June
202
0)
Gen
eral
tra
ding
, in
vest
men
t, co
nsul
ting
N
il
M
alay
sia
Expa
triat
e S
ervi
ces
Cen
tre
Sdn
Bhd
(res
igne
d on
25
June
201
8)
To a
ttrac
t, m
otiv
ate
and
reta
in t
he
tale
nt n
eede
d fo
r Mal
aysi
a
Nil
M
ynex
t Sdn
Bhd
(res
igne
d on
20
June
20
18)
To
en
hanc
e th
e ed
ucat
ion,
de
velo
pmen
t of
hum
an c
apita
l in
na
tion
whi
ch
will
bene
fit
the
Mal
aysi
an s
ocie
ty a
nd c
omm
unity
at
larg
e
N
il
84
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
85
Dire
ctor
Dire
ctor
ship
sPr
inci
pal a
ctiv
ities
Invo
lvem
ent
in b
usin
ess
activ
ities
ot
her t
han
as a
dire
ctor
Ya
yasa
n S
ejah
tera
(re
sign
ed o
n 31
Ja
nuar
y 20
20)
To
add
ress
ext
rem
e po
verty
bas
ed
on
sust
aina
ble
livin
g ap
proa
ch
whi
ch
enco
mpa
sses
su
stai
nabl
e liv
elih
ood
or
skills
de
velo
pmen
t pr
ogra
mm
es a
cces
s to
edu
catio
n an
d so
cial
ser
vice
s, a
men
ities
and
pr
ovis
ion
of h
abita
ble
hom
e
To d
esig
n an
d de
velo
ppr
ogra
mm
e se
jaht
era,
eng
age
with
gov
ernm
ent
and
gove
rnm
ent-l
inke
d co
mpa
nies
an
d pa
rtner
s an
d es
tabl
ish
the
prog
ram
mes
pe
rform
ance
, m
easu
res
and
impa
ct
To
carr
y ou
t th
e pr
ogra
mm
es’
proj
ect i
mpl
emen
tatio
n an
d pr
ojec
t m
anag
emen
t mon
itorin
g
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
Not
es:
(1)
As
at th
e LP
D, O
CTS
B h
olds
sha
res
in th
e fo
llow
ing
com
pani
es:
(a)
MTT
C, a
com
pany
prin
cipa
lly in
volv
ed in
ste
vedo
rage
, shi
ppin
g ag
ents
and
letti
ng o
f pro
perti
es.
(b)
MTT
Lea
rnin
g Ac
adem
y S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
edu
catio
n ce
ntre
.(c
)E
verg
reen
Lau
rel H
otel
(M) S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
hot
elie
r.(d
)P
riorit
y H
aula
ge &
Dis
tribu
tion
Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in h
aula
ge a
nd d
istri
butio
n an
d re
late
d op
erat
ion
of w
orks
hop
serv
ices
.(e
)E
verg
reen
Hea
vy In
dust
rial C
orp
(M) B
erha
d, a
com
pany
prin
cipa
lly in
volv
ed in
man
ufac
turin
g of
car
go c
onta
iner
s an
d co
ntai
ner
parts
.(f)
Des
a Ju
ru S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
inve
stm
ent h
oldi
ng, h
oldi
ng s
hare
s in
Jas
ajur
u S
dn B
hd w
hich
is p
rinci
pally
invo
lved
in p
rope
rty
inve
stm
ent.
(g)
Gre
enpe
n P
rope
rties
Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in p
rope
rty in
vest
men
t.(h
)S
outh
ern
Pip
e In
dust
ry (
Mal
aysi
a) S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
man
ufac
ture
, sal
e an
d pr
oces
sing
of s
teel
pip
es a
nd o
ther
rela
ted
prod
ucts
.
85
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
86
(i)P
riorit
y C
argo
Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in g
ener
al c
arrie
rs o
f goo
ds, h
aulie
r and
pro
visi
on o
f anc
illar
y se
rvic
es.
(j)IC
SD
, a c
ompa
ny p
rinci
pally
invo
lved
in c
onta
iner
sto
rage
and
con
tain
er re
late
d se
rvic
es.
(k)
Prio
rity
Bon
ded
War
ehou
se S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
war
ehou
se fa
cilit
ies,
bon
ded
or o
ther
wis
e, s
tore
keep
ing,
pack
ing,
del
iver
y an
dre
late
d se
rvic
es.
(l)R
ound
-The
-Wor
ld L
ogis
tics
Cor
p (M
) Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in th
e bu
sine
ss a
ctin
g as
forw
ardi
ng a
gent
s an
d re
late
d se
rvic
es.
(m)
Gre
enpe
n Fr
eigh
t Ser
vice
s S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
the
busi
ness
act
ing
as fo
rwar
ding
age
nts,
war
ehou
sing
and
rela
ted
serv
ices
.(n
)IQ
Con
cret
e S
yste
ms
Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in s
ellin
g of
fibe
rmes
h an
d tra
ding
of b
uild
ing
mat
eria
ls.
(o)
Pen
ang
Shi
ppin
g an
d Tr
adin
g C
o S
dn B
hd, a
dor
man
t com
pany
.
(2)
As
at th
e LP
D, P
KT
hold
s sh
ares
in th
efo
llow
ing
com
pani
es:
(a)
MTT
C, a
com
pany
prin
cipa
lly in
volv
ed in
ste
vedo
rage
, shi
ppin
g ag
ents
and
letti
ng o
f pro
perti
es.
(b)
Prio
rity
Hau
lage
& D
istri
butio
n S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
hau
lage
and
dis
tribu
tion
and
rela
ted
oper
atio
n of
wor
ksho
p se
rvic
es.
(c)
MTT
Lea
rnin
g Ac
adem
y S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
edu
catio
n ce
ntre
.(d
)G
reen
pen
Pro
perti
es S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
pro
perty
inve
stm
ent.
(e)
ICS
D, a
com
pany
prin
cipa
lly in
volv
ed in
con
tain
er s
tora
ge a
nd c
onta
iner
rela
ted
serv
ices
. (f)
Gre
enpe
n Fr
eigh
t Ser
vice
s S
dn B
hd, a
com
pany
prin
cipa
lly in
volv
ed in
the
busi
ness
act
ing
as fo
rwar
ding
age
nts,
war
ehou
sing
and
rela
ted
serv
ices
.(g
)R
ound
-The
-Wor
ld L
ogis
tics
Cor
p (M
) Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in th
e bu
sine
ss o
f act
ing
as fo
rwar
ding
age
nts
and
rela
ted
serv
ices
. (h
)E
mas
Cai
r Sdn
Bhd
, a d
orm
ant c
ompa
ny.
(i)P
riorit
y B
onde
d W
areh
ouse
Sdn
Bhd
, a c
ompa
ny p
rinci
pally
invo
lved
in w
areh
ouse
faci
litie
s, b
onde
d or
oth
erw
ise,
sto
reke
epin
g,pa
ckin
g, d
eliv
ery
and
rela
ted
serv
ices
.
(3)
As
at t
he L
PD
, H
arta
lega
Hol
ding
sB
erha
dis
a p
ublic
list
ed c
ompa
ny o
n th
e M
ain
Mar
ket
of B
ursa
Sec
uriti
es.
Its s
ubsi
diar
ies
are
prin
cipa
lly e
ngag
ed in
m
anuf
actu
ring
and
sale
of l
atex
glo
ves.
(4)
As
at th
e LP
D, L
inde
Mal
aysi
aH
oldi
ngs
Berh
adho
lds
shar
es in
the
follo
win
g co
mpa
nies
:
(a)
Lind
e M
alay
sia
Sdn
Bhd
,a c
ompa
ny p
rinci
pally
invo
lved
in(i)
man
ufac
ture
and
dis
tribu
tion
of in
dust
rial g
ases
, spe
cial
gas
es, m
edic
inal
gas
es, w
eldi
ng
equi
pmen
t and
con
sum
able
s an
d re
late
d pr
oduc
ts a
nd s
ervi
ces;
and
(ii)
inst
alla
tion
of g
as e
quip
men
t and
pip
elin
e sy
stem
to th
e in
dust
rial,
high
tech
an
d m
edic
al s
ecto
rs.
(b)
Kul
im In
dust
rial G
ases
Sdn
Bhd
,a c
ompa
ny p
rinci
pally
invo
lved
inm
anuf
actu
ring
and
dist
ribut
ion
of in
dust
rial g
ases
and
rela
ted
prod
ucts
.(c
)Li
nde
EO
X S
dn B
hd,a
com
pany
prin
cipa
lly in
volv
ed in
man
ufac
ture
and
sal
e of
indu
stria
l and
com
mer
cial
gas
es a
nd tr
adin
g of
wel
ding
and
med
ical
eq
uipm
ent a
nd re
late
d pr
oduc
ts.
(d)
Lind
e W
eldi
ng P
rodu
cts
Sdn
Bhd
,a d
orm
ant c
ompa
nyan
d it
isin
the
proc
ess
of w
indi
ng u
pas
at t
he L
PD
.(e
)Li
nde
Roc
Sdn
Bhd
,a c
ompa
nypr
inci
pally
invo
lved
inth
e pr
ovis
ion
of s
hare
ser
vice
cen
tre fo
r eng
inee
ring
man
agem
ent a
nd c
onsu
ltanc
y se
rvic
es
and
busi
ness
pro
cess
ing
outs
ourc
ing.
(5)
As
at th
e LP
D, S
am E
ngin
eerin
g &
Equ
ipm
ent (
M) B
erha
dis
a p
ublic
list
ed c
ompa
ny o
n th
e M
ain
Mar
ket o
fBur
sa S
ecur
ities
. Its
sub
sidi
arie
s ar
e pr
inci
pally
en
gage
d in
aer
ospa
ce a
nd e
quip
men
t man
ufac
turin
g.
86
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
87
(6)
As
at th
e LP
D, A
lion
Nat
ion
Gro
upB
erha
dho
lds
shar
es in
the
follo
win
g co
mpa
nies
:
(a)
Nat
iong
ate
Tech
nolo
gy (
M)
Sdn
Bhd
,a c
ompa
ny p
rinci
pally
invo
lved
inpr
ovis
ion
of e
lect
roni
c m
anuf
actu
ring
serv
ices
and
letti
ng o
f pro
perty
and
eq
uipm
ent.
(b)
Nat
iong
ate
Sol
utio
n (M
) Sdn
Bhd
,a c
ompa
ny p
rinci
pally
invo
lved
inpr
ovis
ion
of e
lect
roni
c m
anuf
actu
ring
serv
ices
, tra
ding
of e
lect
roni
cs c
ompo
nent
s,
parts
, mac
hine
ry a
nd e
quip
men
t and
pro
duct
ion
and
sale
/rent
al o
f lig
ht-e
mitt
ing
diod
e pr
oduc
ts, r
e-w
ork,
repa
ir an
d re
-man
ufac
turin
g of
ele
ctric
al a
nd
elec
troni
cs p
rodu
cts.
(c
)O
new
orks
Lig
htin
g S
dn B
hd,a
com
pany
prin
cipa
lly in
volv
ed in
tradi
ng o
f ele
ctric
al li
ghtin
g eq
uipm
ent a
nd re
late
d se
rvic
es.
(d)
Nat
iong
ate
Sale
s &
Ser
vice
s Sd
n B
hd,a
com
pany
prin
cipa
lly in
volv
ed in
man
ufac
turin
g of
var
ious
pla
stic
com
pone
nts.
The
invo
lvem
ent o
f our
Dire
ctor
s in
thos
e bu
sine
ss a
ctiv
ities
out
side
our
Gro
up w
ill n
ot a
ffect
thei
r com
mitm
ent a
nd re
spon
sibi
litie
s to
our
Gro
up in
thei
r re
spec
tive
role
s as
our
Dire
ctor
s.
5.2.
5Se
rvic
e co
ntra
cts
with
our
Dire
ctor
s
As a
t the
dat
e of
this
Pro
spec
tus,
ther
e ar
e no
exi
stin
g or
pro
pose
d se
rvic
e co
ntra
cts
betw
een
our
Dire
ctor
s an
d us
whi
ch p
rovi
de fo
r be
nefit
s up
on
term
inat
ion
of e
mpl
oym
ent.
87
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
88
5.2.
6D
irect
ors’
rem
uner
atio
n an
d m
ater
ial b
enef
its-in
-kin
d
The
aggr
egat
e re
mun
erat
ion
and
mat
eria
l ben
efits
-in-k
ind
(incl
udin
g an
d co
ntin
gent
or
defe
rred
rem
uner
atio
n) p
aid
and
prop
osed
to b
e pa
id to
our
D
irect
ors
for s
ervi
ces
rend
ered
in a
ll ca
paci
ties
to o
ur G
roup
for t
he F
YE 3
1 D
ecem
ber 2
020
and
the
FYE
31 D
ecem
ber 2
021
are
as fo
llow
s:
FYE
31 D
ecem
ber
2020
(Pai
d)D
irect
or’s
fees
Sala
ries
Bon
uses
EPF
and
SOC
SOA
llow
ance
sB
enef
its-in
-ki
ndTo
tal
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
Non
-Inde
pend
ent
Exec
utiv
e D
irect
ors
Dat
o’ S
eri O
ng32
(1)
1,08
083
022
7-
282,
197
Ooi
Lea
n H
in32
(1)
1,08
083
022
7-
282,
197
Cha
n H
uan
Hin
2038
813
564
--
607
Cla
rice
Ong
2024
913
548
5-
457
Inde
pend
ent N
on-
Exec
utiv
e D
irect
ors
Raz
man
Haf
idz
bin
Abu
Zarim
20-
--
--
20
Dat
o’ A
bd G
ani b
in
Oth
man
20-
--
--
20
Dat
o’ C
apt.
Haj
i Ahm
ad
bin
Oth
man
20-
--
--
20
Dat
o’ S
eri W
ong
Siew
H
ai20
--
--
-20
Shar
een
Shar
iza
Dat
o’
bint
i Abd
ul G
hani
--
--
--
-
88
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
89
FYE
31D
ecem
ber
2021
(Pro
pose
d)D
irect
or’s
fees
Sala
ries
Bon
uses
EPF
and
SOC
SOA
llow
ance
sB
enef
its-in
-ki
ndTo
tal
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
Non
-Inde
pend
ent
Exec
utiv
e D
irect
ors
Dat
o’ S
eri O
ng85
(1)
1,38
030
(1)(
2)16
1-
281,
684
Ooi
Lea
n H
in85
(1)
1,38
030
(1)(
2)16
1-
281,
684
Cha
n H
uan
Hin
7242
0-(2
)51
--
543
Cla
rice
Ong
7230
0-(2
)37
5-
414
Inde
pend
ent N
on-
Exec
utiv
e D
irect
ors
Raz
man
Haf
idz
bin
Abu
Zarim
100
--
--
-10
0
Dat
o’ A
bd G
ani b
in
Oth
man
72-
--
--
72
Dat
o’ C
apt.
Haj
i Ahm
ad
bin
Oth
man
72-
--
--
72
Dat
o’ S
eri W
ong
Siew
H
ai72
--
--
-72
Shar
een
Shar
iza
Dat
o’
bint
i Abd
ul G
hani
72-
--
--
72
89
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
90
Not
es:
(1)
Incl
usiv
e of
Dire
ctor
’s fe
es d
raw
n in
Sub
sidi
arie
s.
(2)
The
bonu
ses
whi
ch w
ill b
e pa
id to
our
Exe
cutiv
e D
irect
ors
are
not i
nclu
ded
as s
uch
bonu
ses,
if a
ny, w
ill b
e de
term
ined
at a
late
r dat
e ba
sed
on o
ur G
roup
’s
perfo
rman
ce.
The
rem
uner
atio
n of
our
Dire
ctor
s, w
hich
incl
udes
Dire
ctor
s’ fe
es, b
onus
and
suc
h ot
her a
llow
ance
s as
wel
l as
othe
r ben
efits
,mus
t be
cons
ider
ed a
nd
reco
mm
ende
d by
our
Nom
inat
ing
and
Rem
uner
atio
nC
omm
ittee
and
sub
sequ
ently
app
rove
d by
our
Boa
rd.
Our
Dire
ctor
s’ f
ees
mus
t be
fur
ther
ap
prov
ed/e
ndor
sed
by o
ur s
hare
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5.2.6.1 Audit Committee
Our Audit Committee was formed by our Board on 22 March 2021. Our Audit Committee currently comprises the following members, all of whom are Independent Non-Executive Directors:
Name Designation Directorship
Razman Hafidz bin Abu Zarim
Chairman Senior Independent Non-Executive Director
Dato’ Capt. Haji Ahmad bin Othman
Member Independent Non-Executive Director
Dato’ Abd Gani bin Othman
Member Independent Non-Executive Director
In fulfilling its primary objectives, the Audit Committee undertakes, amongst others, the following responsibilities and duties as stated in the terms of reference:
(a) To consider the nomination, appointment or re-appointment of the internal and external auditors and matters pertaining to the resignation and dismissal of the external auditors.
(b) To annually assess the suitability, objectivity and independence of the internal and external auditors, taking into consideration –
(i) the competency, audit quality, adequacy of scope and resource capacity of the internal and external auditors in relation to the audit;
(ii) the nature and extent of non-audit services rendered, and the level of fees paid for such services relative to audit fees. The Audit Committee shall review and approve all proposed non-audit services, including proposed fees, prior to work commencement; and
(iii) the conduct of and independence demonstrated by the internal and external auditors throughout the audit engagement. The Audit Committee shall obtain written confirmation from the internal and external auditors that they are, and have been, independent in accordance with all relevant professional and regulatory requirements.
(c) To discuss on the audit plan, the nature and scope of the audit, including any changes to the planned scope of the audit plan, with the internal and external auditors before the audit commences.
(d) Along with the external auditors, review and report to our Board the audit plan, in particular the adequacy of existing external audit arrangements with emphasis on the scope, and ensure coordination where more than one audit firm is involved.
(e) To review and report to our Board, the evaluation of the internal control plan, processes, the results of the internal audit assessments, investigation undertaken and whether or not appropriate actions are taken on the recommendations.
(f) To ensure that assistance and full access to all information and documents and records required is duly provided by the management of MTTSL and employees of our Group (collectively, the “Management”) to the internal and external auditors.
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(g) To review and evaluate the system of their audit report with internal and external auditors before approval by our Board.
In relation to financial reporting, the Audit Committee undertakes, amongst others, the following responsibilities and duties as stated in the terms of reference:
(a) To evaluate and monitor the financial reporting process, and provide assurance that the financial information provided by the Management is relevant, reliable and timely.
(b) Together with the external auditors, to review and report to our Board the quarterly and year-end financial statements, before approval by our Board, focusing particularly on –
(i) changes in implementation of major accounting policy changes;
(ii) significant matters highlighted including financial reporting issues, significant judgments made by the Management, significant and unusual events or transactions, and how these matters are addressed; and
(iii) compliance with accounting standards and other legal requirements and if appropriate, recommend to our Board the issuance of the quarterly and year-end financial statements to Bursa Securities.
(c) To discuss problems and issues encountered during the interim and final audits, and any matter the external auditors may wish to discuss (in the absence of the Management, where necessary).
(d) To review and recommend to our Board for approval, the Audit Committee report, corporate governance overview statement, and statement on risk management and internal control for inclusion in the annual report as well as corporate governance report for an announcement and publication on the website of Bursa Securities.
In relation to related party transactions (“RPT”), the Audit Committee undertakes, amongst others, the following responsibilities and duties as stated in the terms of reference:
(a) To ensure that RPT and conflict of interests (“COI”) situations are monitored and reported to comply with standards through the following manners:
(i) To ensure that the Management establishes a comprehensive framework for the purposes of identifying, evaluating, approving, reporting RPT and monitoring COI situations.
(ii) Together with the finance team, to review and establish whether recurring RPT have been carried out in accordance with the mandate approved by shareholders and on commercial terms no more favourable than those available to non-related third parties.
(iii) To review non-recurring corporate proposals involving related parties to ensure that they are in the best interest of MTTSL and not detrimental to the interest to minority shareholders.
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(b) To prepare an Audit Committee report at the end of the financial year for inclusion in the annual report pursuant to paragraph 15.15 of the Listing Requirements.
(c) To undertake such other assignments as requested by our Board from time to time or as the Audit Committee considers appropriate.
5.2.6.2 Risk Management Committee
Our Risk Management Committee was formed by our Board on 22 March 2021. Our Risk Management Committee currently comprises the following members, save for the Chairman of our Risk Management Committee, all of whom are Independent Non-Executive Directors:
Name Designation Directorship
Chan Huan Hin Chairman Non-Independent Executive Director
Dato’ Seri Wong Siew Hai
Member Independent Non-Executive Director
Dato’ Capt. Haji Ahmad bin Othman
Member Independent Non-Executive Director
In fulfilling its primary objectives, the Risk Management Committee undertakes, amongst others, the following responsibilities and duties as stated in the terms of reference:
(a) To ensure the provision of quality product and services and monitor the risk culture and processes throughout our Group to take advantage of opportunities while managing risks that may adversely affect the reputation and achievement of business objectives.
(b) To review and recommend our Group’s risk management policies and strategies
for our Board’s approval. This includes reviewing major investment business cases and management’s assessment of the key associated risk, including funding options and costs, and investment returns prior to our Board’s approval.
5.2.6.3 Nominating and Remuneration Committee
Our Nominating and Remuneration Committee was formed by our Board on 22 March 2021. Our Nominating and Remuneration Committee currently comprises the following members, all of whom are Independent Non-Executive Directors:
Name Designation Directorship
Dato’ Seri Wong Siew Hai
Chairman Independent Non-Executive Director
Razman Hafidz bin Abu Zarim
Member Senior Independent Non-Executive Director
Dato’ Abd Gani bin Othman
Member Independent Non-Executive Director
In fulfilling its primary objectives, the Nominating and Remuneration Committee undertakes, amongst others, the following responsibilities for recommending to our Board as stated in the terms of reference:
(a) To assist our Board in ensuring that our Board retain an appropriate structure, size and balance of skills to support the strategic objectives and values of theMTTSL Group.
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(b) To recommend on the appointment of new directors and Board committee members.
(c) To assist our Board in its responsibilities regarding to the determination, implementation and oversight of remuneration packages and terms of employments to enable the recruitment, motivation and retention of directors. An executive director does not participate in any way in determining his/her individual remuneration.
(d) To oversee succession planning of the Board and Management; and
(e) Assist the Board by reviewing and making recommendations in respect of remuneration policies and framework of the employees of our Group.
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201
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o. 2
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1004
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96
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5.3.3 Profiles of our Key Senior Management
The profiles of our Executive Directors who are also part of our Key Senior Management are set out in Section 5.2.3 of this Prospectus. The profiles of our other Key Senior Management are as follows:
(i) Lee Hock Saing
Director of Marketing
Mr. Lee Hock Saing, a Malaysian aged 61, is our Director of Marketing and has been with MTT Shipping group of companies since October 2010. He completed the Sijil Tinggi Persekolahan Malaysia (STPM) in 1979 with Han Chiang High School in Penang.
Mr. Lee began his career as a cleaning supervisor with Hygienic Cleaning Services, Penang in 1980. In 1981, he worked as a general clerk at Holiday Inn Hotel, Penang. Within the span of 2 years, he was promoted as store clerk and store keeper and he left Holiday Inn Hotel as a night auditor. In 1983, he became involved in the shipping industry by joining Nedlloyd EAC Agencies (Malaysia) Sdn Bhd, a shipping agency in Penang as an accounting clerk and a marketing coordinator subsequently, where he liaised and coordinated with exporters for cargo logistics arrangements.
In 1985, he joined Pesaka Jardine Shipping Agencies Sdn Bhd, a shipping agency, as a marketing executive, where he was in charge of non-liner marketing of tramps to the shipping agencies and external marketing to the importers. In 1986, Mr. Lee was instrumental in setting up new branches in Kota Kinabalu, Sandakan and Labuan and he was involved in agency management, ship broking and freight forwarding.
In 1989, Mr. Lee joined Jardine Shipping Agencies Singapore Pte Ltd, being the head office of Jardine group of companies where he was promoted as a country manager to set up the company’s first representative office in Vietnam. In Vietnam, Mr. Lee was in charge of the day-to-day freight forwarding operations, providing liner and port agency services to various liner principals in Vietnam.
In 1992, Mr. Lee left Jardine Shipping Agencies Singapore Pte Ltd and joined Hapag Lloyd (Asia) Pte Ltd, a vessels owner company, as a regional Far East marketing executive, covering the Far East to Europe services and focusing on countries, such as Malaysia, Singapore, Indonesia, Thailand, Vietnam and the Indian subcontinent. He was then promoted to the position of regional Far East marketing manager in 1993, where he started and headed all marketing activities covering the Far East to the United States of America, including involvement in contract negotiations. During his service, he had the opportunity to represent the company for the negotiation on the Asia-North America Eastbound Rate Agreement (ANERA).
In 1994, Mr. Lee left Hapag Lloyd (Asia) Pte Ltd and joined Regional Container Lines Singapore Pte Ltd, a Thailand-based vessels owner company. He was appointed as the country manager in Philippines where he was responsible for the company’s interest and profitability in Philippines. He then returned to Malaysia as a country manager in 1996, where he oversaw the company’s interest and profitability in Malaysia.
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In 1997, Mr. Lee left Regional Container Lines Singapore Pte Ltd and joined United Arab Shipping Company Limited where he was based at the Far East regional office in Singapore as an assistant Far East marketing manager where he was in charge of the marketing activities in the Far East.
In 1999, Mr. Lee left United Arab Shipping Company Limited and joined Evergreen Malaysia as a representative in the branch office in Bintulu, Sarawak where he was responsible in developing the business in East Malaysia. After a year, he was transferred to the head office at Shah Alam, Selangor as a general manager and subsequently was redesignated as an executive vice president in 2000. In Evergreen Malaysia, he was responsible for the overall management and profitability of the company. In 2001, he was involved in the relocation of Evergreen Taiwan’s transshipment hub from Singapore to the Port of Tanjung Pelepas, Johor. He subsequently left Evergreen Malaysia on 30 November 2019.
In October 2010, Mr. Lee together with Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin and Lee Kong Siong incorporated MTT Shipping and they have worked together to develop and expand the business of MTT Shipping group of companies. Subsequently in December 2015, he acquired an equity interest in ICSD together with Dato’ Seri Ong, Ooi Lean Hin and Chan Huan Hin so as to carry out businesses relating to storage, maintenance and repairs of sea freight containers.
In December 2019, he was redesignated as the Director of Marketing of MTT Shipping group of companies. Since establishing MTT Shipping group of companies, he has been primarily responsible for developing and implementing sales and marketing strategies of MTT Shipping group of companies with an aim to increase market share of MTT Shipping group of companies in the shipping industry. It is anticipated that going forward, he will continue to play a similar role following the completion of our Listing.
(ii) Lee Kong Siong
Director of Operations
Lee Kong Siong, a Malaysian aged 54, is our Director of Operations and has been with our Group since October 2010. He obtained a Diploma in Business and Management from Swansea Institute of Higher Education, United Kingdom in 1993 under the part-time external programme organised by Swansea Institute of Higher Education in Malaysia.
Mr. Lee joined Green Peninsula Agencies Sdn Bhd, a shipping agent of Evergreen Taiwan, in November 1989 as an operations executive and was subsequently promoted to be the operations manager in 1998. During his 11 years of tenure in Green Peninsula Agencies Sdn Bhd, he was primarily responsible for managing the affairs of vessels at port, including addressing any necessities of shipment, liaising with suppliers and customers and keeping control of operational costs of the company.
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In July 2000, Mr. Lee was transferred to Greenpen Freight Services Sdn Bhd, a subsidiary of Green Peninsula Agencies Sdn Bhd at that point in time, as an operations manager and continued to oversee vessels operations. In December 2000, he was promoted to the senior manager position, where his responsibilities were expanded to focus more on the freight forwarding businesses and other logistics related services carried out by the company in Port Klang. Thereafter, he was made a deputy general manager in 2008 and general manager in 2009. During his tenure as the deputy general manager and general manager, he was primarily responsible for the day-to-day vessels operations and freight forwarding business of the company for the whole of Peninsular Malaysia. He left Greenpen Freight Services Sdn Bhd on 31 October 2019.
In October 2010, Mr. Lee together with Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin and Lee Hock Saing incorporated MTT Shipping and they have worked together to develop and expand the business of MTT Shipping group of companies. Since establishing MTT Shipping group of companies, he has been primarily responsible for technical management of vessels, operational management of service routes, communication with relevant port authorities or container suppliers and management of container inventory for MTT Shipping group of companies. In April 2018, he was made a Director of Operations of MTT Shipping. Going forward, he will continue to play a similar role following the completion of our Listing.
(iii) Yap Bee Yong
Chief Finance Officer
Yap Bee Yong, a Malaysian aged 58, is our Chief Finance Officer and has been with our Group since December 2017. She has been primarily responsible for overseeing our Group’s finance and accounting management, business performance, treasury functions and regulatory compliance to ensure that our Group meets its business objectives in terms of returns, profitability and cash flow.
She was admitted as an Associate of the Association of Chartered Certified Accountants (ACCA) in September 1992, and as a Fellow of the same in 1997. Ms. Yap has been a member of the Malaysian Institute of Accountants since 1996.
Ms. Yap began her career as an Audit Assistant with KPMG Peat Marwick & Co in November 1988. She was then promoted to an Audit Semi-Senior in January 1991 until May 1992 where she was involved in audit work. In June 1992, she left the firm and joined Hong Leong Fund Management Sdn Bhd as an Assistant Accountant where she administered fund accounts of clients as well as managed the accounts of the company. Ms. Yap subsequently joined Dai-Ichi Kikaku Sdn Bhd in November 1993 as an Assistant Finance and Administration Manager where she was responsible for the company’s accounts and human resource and administrative functions.
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In September 1995, Ms. Yap joined Pacific Ship-Managers Sdn Bhd as an Accountant where she was part of the management accountant’s team and was responsible to manage and consolidate the accounts of the Malaysian Bulk Carriers Sdn Bhd group of companies. She was subsequently promoted to Financial Controller of Malaysian Bulk Carriers Berhad in June 2003 following the acquisition of Pacific Ship-Managers Sdn Bhd. As the Group Financial Controller, she was primarily responsible for the finance and accounting management of the group until December 2011. In January 2012, Ms. Yap joined Gastrodome Management Services Sdn Bhd as the Financial Controller where she was in charge of all financing matters of the group of companies owning and operating a chain of food and beverage restaurants. In September 2013, Ms. Yap joined PPB Property Development Sdn Bhd as the Financial Controller where she responsible for the overall direction and control of all financial matters as well as financial and regulatory compliance work. She left the company in January 2016 and unemployed until she joined Smart Niche Sdn Bhd as the Financial Controller in March 2017 where she was primarily responsible for the overall financial reporting of the company until November 2017.
Ms. Yap has 33 years of experience in the ambit of audit, accounting and finance. She has extensive experience in the field of audit and financial reporting in accordance with the Listing Requirements and Malaysian Financial Reporting Standards issued by the Malaysian Accounting Standards Board.
(iv) Ronnie Tan Kean Sing General Manager (Commercial)
Ronnie Tan Kean Sing, a Malaysian aged 55, is our General Manager of Commercial of ICSD and he has been with ICSD since 2002. He completed his secondary education in 1984 with Chung Ling High School, Penang.
In 1985, Ronnie Tan joined a haulage company, as a general worker cum despatch, where he monitored incoming and outgoing of container documents for stacking purposes. At the end of 1985, he joined Syarikat Penghantaran A’m Sdn Bhd, a customs agent company, as a forwarding clerk, where he was involved in preparing and reviewing customs clearing documentation for the import and export goods. He was seconded to Laksamana Shipping Agencies Sdn Bhd as an operational clerk, where he coordinated shipment documents for cargo movements and freight shipments.
Mr. Ronnie Tan then left Laksamana Shipping Agencies Sdn Bhd and joined Perkapalan Maritime Sdn Bhd as an operational clerk in 1986, where his responsibilities were similar as at Laksamana Shipping Agencies Sdn Bhd.
In 1987, Mr. Ronnie Tan joined Sealord Shipping Agencies Sdn Bhd, a shipping agency, as a logistics clerk and subsequently promoted to be the supervisor in 1988, where he supervised the shipping container operations. In 1990, he was then transferred to Dynamic Freight Services Sdn Bhd as a marketing executive, where he was involved in promoting shipping services to shipping companies and exploring new market opportunities for the company. In 1991, he left Dynamic Freight Services Sdn Bhd and joined Pesaka Jardine Shipping Agencies Sdn Bhd as a terminal executive, where his role was similar to his role at Sealord Shipping Agencies Sdn Bhd. In 1993, Mr. Ronnie Tan joined New Eng Kong Container Services Sdn Bhd, a container leasing agent, as a marketing manager, where he was responsible for implementing marketing plans to maintain existing customers and to attract potential customers.
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AND KEY SENIOR MANAGEMENT (Cont’d)
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Mr. Ronnie Tan first involvement in the container depot business was in 1994 when he joined Malconrep Depot (M) Sdn Bhd as a depot manager. In this capacity, he oversaw the day-to-day depot operations of the company in Port Klang. In 1995, Mr. Ronnie Tan joined Sky Container Depot Services Sdn Bhd as a marketing director, where he was in charge of marketing for depot services to existing and potential customers. In 2000, Mr. Ronnie Tan left the container depot industry and established Golf Leisure Sdn Bhd, a golf travel agent services for local and tourists in Penang. In 2002, Mr. Ronnie Tan ceased the business and re-joined the container depot industry by joining ICSD as a branch manager in Penang. As a branch manager, he was responsible for the day-to-day operations of the depot to ensure a smooth service delivery performance. On 10 April 2018, Mr. Ronnie Tan was made the General Manager of Commercial of ICSD, where his responsibilities are to oversee the commercial and marketing activities of ICSD and develop new business opportunities for all depot of ICSD, including those in Port Klang and Pasir Gudang.
(v) Chua Song How General Manager (Operations)
Chua Song How, a Malaysian aged 66, is our General Manager of Operations of ICSD and he has been with ICSD since 2002. He obtained a Diploma in Law from Rima College in Selangor in August 1993 and a Bachelor of Laws from University of Wolverhampton in September 1995. He was the founder and first President of the Johor Container Depot Association (“JCDA”), from 2008 to 2012 and currently he is the Vice President of JCDA.
Mr. Chua began his career as an entrepreneur by establishing a joint venture company with a partner in 1975 that manufactured and supplied garments to retailers in Malacca. Mr. Chua ceased his business in Malacca and worked as a news reporter with Sin Chew Media Corporation Berhad from 1982 until 1990. Mr. Chua subsequently joined Pembinaan Kesentosaan Sdn Bhd, a property development company as a business development manager, where he was involved in identifying potential land for acquisition and development by the company. Subsequently in 1991, he was seconded to Bukit Kemuning Golf and Country Resort as a golf manager, where he was placed in charge of the day-to-day operations and maintenance of the club house and golf course facilities. While working as a golf manager, Mr. Chua took the opportunity to further his studies at Rima College and University of Wolverhampton, where he obtained his Diploma in Law and Bachelor of Laws by distance learning in August 1993 and September 1995 respectively.
Mr. Chua’s first involvement in the container depot industry was in 1996 when he joined Malconrep Depot (M) Sdn Bhd, an off-dock container depot in North Port, Port Klang as an operation manager, where he was responsible for overseeing the day-to-day container depot operations. In 1999, he went on to join Tiong Nam Allied Container Depot Services Sdn Bhd as a depot manager in Pasir Gudang, where his responsibilities were similar to the responsibilities as at Malconrep Depot (M) Sdn Bhd.
102
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5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
103
In 2002, Mr. Chua joined ICSD as its branch manager in Pasir Gudang. In this capacity, he was responsible for the entire depot operation of ICSD located in Pasir Gudang. In April 2018, Mr. Chua was promoted to General Manager of Operations of ICSD, where his responsibilities were extended to cover the day-to-day operations of all ICSD’s yards including those located in Port Klang and Penang. Following the completion of our Listing, Mr. Chua will continue to oversee the daily operations of the depots of ICSD in Pasir Gudang, Port Klang and Penang.
103
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S, S
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STA
NTI
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SHA
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t’d)
104
5.3.
4In
volv
emen
t of o
ur K
ey S
enio
r Man
agem
ent i
n ot
her p
rinci
pal b
usin
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activ
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The
follo
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g ta
ble
sets
out
the
Pres
ent D
irect
orsh
ips
and
the
Pas
t Dire
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ship
s of
our
Key
Sen
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anag
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wel
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Key
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Prin
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elf-o
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(res
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)
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bsta
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(dire
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s S
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l Sha
reho
lder
:
N
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Lee
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g Si
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Pre
sent
Dire
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s:
N
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Pas
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Ic
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Tech
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Sdn
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d(r
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on 2
8 M
arch
201
7)
Dea
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of p
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cata
lyst
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ls a
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elat
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ool
and
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t
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
104
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istra
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FOR
MAT
ION
ON
OU
R P
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MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
105
Key
Sen
ior M
anag
emen
tD
irect
orsh
ips
Prin
cipa
l act
iviti
esIn
volv
emen
t in
busi
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es
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n as
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irect
or
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Yon
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N
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nie
Tan
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n Si
ngP
rese
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ips:
N
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t Dire
ctor
ship
s:
N
il
Pre
sent
Invo
lvem
ent a
s S
ubst
antia
l Sha
reho
lder
:
N
il
105
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
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egis
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n N
o. 2
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1004
019
(131
3346
-A)
5.IN
FOR
MAT
ION
ON
OU
R P
RO
MO
TER
S, S
UB
STA
NTI
AL
SHA
REH
OLD
ERS,
DIR
ECTO
RS
AN
D K
EY S
ENIO
R M
ANA
GEM
ENT
(Con
t’d)
106
Key
Sen
ior M
anag
emen
tD
irect
orsh
ips
Prin
cipa
l act
iviti
esIn
volv
emen
t in
busi
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or
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a So
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owP
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s:
Zh
eng
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Trad
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Sdn
Bhd
(res
igne
d on
2 A
ugus
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1)
Rep
air
and
mai
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co
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Invo
lvem
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s S
ubst
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lder
:
Nil
The
invo
lvem
ent o
f our
Key
Sen
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anag
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thos
e bu
sine
ss a
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out
side
our
Gro
up w
ill n
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ffect
thei
r con
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to o
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roup
. Th
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volv
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ire a
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nific
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eir t
ime
or a
ttent
ion
or a
dver
sely
affe
ct th
e op
erat
ions
of o
ur G
roup
.
106
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5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
107
5.3.5 Service contracts with our Key Senior Management
As at the date of this Prospectus, there are no existing or proposed service contracts between our Key Senior Management and us which provide for benefits upon termination of employment.
5.3.6 Key Senior Management’s remuneration and benefits
The aggregate remuneration and material benefits-in-kind paid (including contingent or deferred remuneration) and proposed to be paid to our Key Senior Management for services rendered in all capacities to our Group for the FYE 31 December 2020 and FYE 31 December 2021 are as follows:
Remuneration band
FYE 31 December 2020 (Paid)
FYE 31 December 2021 (Proposed)(1)
(RM’000) (RM’000)
Lee Hock Saing 850 - 900 1,000 - 1,050
Lee Kong Siong 600 - 650 650 - 700
Yap Bee Yong 350 - 400 350 - 400
Ronnie Tan Kean Sing 300 - 350 300 - 350
Chua Song How 300 - 350 300 - 350
Note:
(1) Excluding bonuses as such bonuses, if any, will be determined at a later date based on our Group’s performance.
The above remuneration of our Key Senior Management, which includes salaries, bonus, fees and allowances as well as other benefits, must be considered andrecommended by our Nominating and Remuneration Committee and subsequently approved by our Board.
The remuneration and material benefits in-kind of our Executive Directors who are alsopart of our Key Senior Management are set out in Section 5.2.6 of this Prospectus.
107
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5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
108
5.4 DECLARATION BY OUR PROMOTERS, DIRECTORS AND KEY SENIOR MANAGEMENT
As at the LPD, none of our Promoters, Directors and Key Senior Management has been involved in any of the following (whether in or outside Malaysia):
(i) in the last 10 years, a petition under any bankruptcy or insolvency laws was filed (and not struck out) against such person or any partnership in which such person was a partner or any corporation of which such person was a director or member of key senior management;
(ii) disqualified from acting as a director of any corporation, or from taking part directly or indirectly in the management of any corporation;
(iii) in the last 10 years, was charged or convicted in a criminal proceeding or is a named subject of a pending criminal proceeding;
(iv) in the last 10 years, any judgement was entered against such person, or finding of fault, misrepresentation, dishonesty, incompetence or malpractice on such person’s part, involving a breach of any law or regulatory requirement that relates to the capital market;
(v) in the last 10 years, such person was the subject of any civil proceeding, involving an allegation of fraud, misrepresentation, dishonesty, incompetence or malpractice on such person’s part that relates to the capital market;
(vi) the subject of any order, judgement or ruling of any court, government or regulatory authority or body temporarily enjoining such person from engaging in any type of business practice or activity;
(vii) in the last 10 years has been reprimanded or issued any warning by any regulatory authority, securities or derivatives exchange, professional body or government agency; or
(viii) there is any unsatisfied judgement against such person.
5.5 ASSOCIATION OR FAMILY RELATIONSHIP BETWEEN OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT
Save as disclosed below, there are no associations or family relationship between the Promoters, substantial shareholders, Directors and Key Senior Management as at the LPD:
Dato’ Seri Ong, who is our Promoter, Executive Chairman and substantial shareholder, is –
(i) the father of Clarice Ong, our Promoter and Director;
(ii) a director and major shareholder of OCTSB, our substantial shareholder;
(iii) the brother of Ong Guat Ee, who is a director and major shareholder of OCTSB; and
(iv) a director and major shareholder of MTTC, our substantial shareholder.
108
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5. INFORMATION ON OUR PROMOTERS, SUBSTANTIAL SHAREHOLDERS, DIRECTORS AND KEY SENIOR MANAGEMENT (Cont’d)
109
5.6 OTHER MATTERS
No other amount has been paid or benefit given within the two years preceding the date of this Prospectus, nor is it intended to be paid or given, to our Promoters and our substantial shareholder except for the following:
(i) remunerations and benefits-in-kind arising from employment paid to our Promoters and our substantial shareholders as set out in Sections 5.2.6 and 5.3.6 of this Prospectus; and
(ii) dividend paid to our Promoters and our substantial shareholders.
There is no arrangement which operation may result in the change in control of our Companyat a date subsequent to our IPO and our Listing.
Our Promoters and our substantial shareholders have no different voting rights from our other shareholders.
109
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6. INFORMATION ON OUR GROUP
107
6.1 OUR COMPANY
Our Company was incorporated in Malaysia under the Act as a private limited company under the name of MTT Shipping and Logistics Sdn Bhd on 31 January 2019. On 29 July 2021, our Company was converted into a public limited company and we assumed our present name of MTT Shipping and Logistics Berhad.
We are an investment holding company. Through our subsidiaries, we are principally engaged in the provision of container liner shipping services, vessel chartering services, and container storage and container related services.
6.2 PRE-IPO EXERCISE
6.2.1 Our Pre-IPO Exercise
To facilitate our Listing, we undertook the Pre-IPO Exercise comprising the following:
(i) acquisition of MTT Shipping;(ii) acquisition of ICSD; and(iii) Share Split.
(i) Acquisition of MTT Shipping
On [•], our Company completed the acquisition of the entire issued share capital of MTT Shipping of RM10,000,000 comprising 10,000,000 ordinary shares in MTT Shipping for a purchase consideration of RM378,804,381 from its existing shareholders. The acquisition was wholly satisfied by the issuance of 378,804,381 new MTTSL Shares at an issue price of RM1.00 per MTTSL Share to the respective shareholders as follows:
Name of vendor
No. of sale shares
acquired
Percentage of sale shares
acquiredPurchase
consideration
No. of new MTTSL Shares
issued
(%) (RM’000) (‘000)Dato’ Seri Ong 2,984,918 29.85 113,070 113,070
MTTC 2,000,000 20.00 75,761 75,761
Ooi Lean Hin 1,703,396 17.03 64,525 64,525
Lee Hock Saing 1,493,506 14.94 56,575 56,575
Chan Huan Hin 649,350 6.49 24,598 24,598
Lee Kong Siong 259,740 2.60 9,839 9,839
GDPL 909,090 9.09 34,437 34,437
Total 10,000,000 100.00 378,804 378,804
110
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6. INFORMATION ON OUR GROUP (Cont’d)
108
The purchase consideration of MTT Shipping of RM378,804,381 was arrived at on a willing-buyer willing-seller basis, after taking into consideration the adjusted consolidated NA of MTT Shipping as follows:
(ii) Acquisition of ICSD
On [•], our Company completed the acquisition of 71.35% equity interest in ICSD, amounting to RM2,588,393, comprising 2,588,393 ordinary shares in ICSD for a purchase consideration of RM23,446,592 from the identified existing shareholders of ICSD. The acquisition was wholly satisfied via the issuance of 23,446,592 new MTTSL Shares at an issue price of RM1.00 per MTTSL Share to the following identified existing shareholders of ICSD:
Name of vendor
No. of sale shares
acquired
Percentage of saleshares
acquiredPurchase
consideration
No. of newMTTSL Shares issued
(%) (RM’000) (‘000)OCTSB 224,789 6.20 2,036 2,036
PKT 636,193 17.54 5,763 5,763
Dato’ Seri Ong 901,972 24.86 8,170 8,170
Ooi Lean Hin 551,925 15.21 5,000 5,000
Chan Huan Hin 67,109 1.85 608 608
Lee Hock Saing 206,405 5.69 1,870 1,870
Total 2,588,393 71.35 23,447 23,447
The purchase consideration of ICSD of RM23,446,592 was arrived at on a willing-buyer willing-seller basis, after taking into consideration the adjusted audited NA of ICSD as follows:
RMConsolidated NA as at 31 March 2021 383,304,318
Less: Payment of dividend to shareholders of MTT Shipping on 23 April 2021 and 12 May 2021
(4,500,000)
Adjusted consolidated NA / purchase consideration 378,804,381
RMAudited NA as at 31 March 2021 34,859,269
Less: Payment of dividend to shareholders of ICSD on 23 April 2021
(2,000,000)
Adjusted audited NA 32,859,269
Purchase considerationApproximately 71.35% x RM32,859,269 23,446,592
111
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6. INFORMATION ON OUR GROUP (Cont’d)
109
(iii) Share Split
Following the completion of the acquisitions of MTT Shipping and ICSD, we subdivided the ordinary shares in our Company to 750,000,000 Shares. The purpose of the Share Split is to enhance the liquidity of our Shares at the timeof our Listing. The Share Split was completed on [•].
Upon completion of the Share Split, we have 750,000,000 MTTSL Shares in issue and our shareholding structure before and after the Share Split is as follows:
Before the Share Split After the Share SplitNo. of Shares % No. of Shares %
(’000) (’000)Dato’ Seri Ong 121,240 30.14 226,054 30.14Ooi Lean Hin 69,525 17.28 129,630 17.28Chan Huan Hin 25,206 6.27 46,996 6.27Lee Hock Saing 58,444 14.53 108,970 14.53Lee Kong Siong 9,839 2.45 18,345 2.45MTTC 75,761 18.83 141,257 18.83GDPL 34,437 8.56 64,208 8.56OCTSB 2,036 0.51 3,797 0.51PKT 5,763 1.43 10,745 1.43
Total 402,251 100.00 750,000 100.00
6.2.2 Share capital and changes in share capital
As at the date of this Prospectus, our issued share capital is RM402,250,978,comprising 750,000,000 Shares.
The changes in our issued share capital since the date of our incorporation and up to the LPD are as follows:
Date of allotment/
subdivisionNo. of Shares
allotted Consideration
No of cumulative
Shares
Cumulative issued share
capital(RM)
31January
2019
5 Cash (subscribers’
shares)
5 5
[] 402,250,973(RM1.00 per
Share)
Otherwise than cash(1)
402,250,978 402,250,978
[] - Pursuant to Share Split
750,000,000 402,250,978
Note:
(1) Pursuant to the Acquisitions.
112
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6. INFORMATION ON OUR GROUP (Cont’d)
110
6.3 OUR GROUP STRUCTURE
Our group structure before and after our IPO are set out as below:
Before our IPO as at the LPD
After our IPO (assuming the Over-allotment Option is not exercised)
Note:
(1) The remaining 28.65% interest in ICSD is held by Peony Investment S.A., which in turn is wholly-owned by Evergreen Taiwan.
Dato’ Seri Ong Ooi Lean Hin Lee Kong
SiongLee Hock
SaingChan Huan
Hin
MTTC OCTSB GDPLPKT
Our Company
ICSD (1)MTT Shipping
Dato’ Seri Ong Ooi Lean Hin Lee Kong
SiongLee Hock
SaingChan Huan
Hin
MTTC OCTSB GDPLPKT
Our Company
ICSD (1)MTT Shipping
Public Investors
20.70% 11.87% 4.30% 9.98% 1.68%
14.13% 0.38% 1.07% 5.88% 30.00%
100.00% 71.35%
100.00%
30.14% 17.28% 6.27% 14.53% 2.45%
18.83% 0.51% 1.43% 8.56%
71.35%
113
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6. INFORMATION ON OUR GROUP (Cont’d)
111
MTTSL
ICSD(2)MTT Shipping
100.00% 71.35%
LP Multi Terminal
MTT ShippingMiri
LPMT Resources
MTT Shipping Muara
MTT Realty Holdings
MTT Shipping Pasir Gudang
MTT Shipping (East Malaysia)
MTT Shipping Pelepas
MTT Shipping Bintulu
MTT Shipping Port Klang
MTT Shipping KK
MTT Shipping Tanjong Manis
MTT Shipping Kuching
Nautica Ship Management
MTT Labuan Sea Lion Container Line
MTT Shipping Lumut
MTT Shipping Langkawi
MTT Shipping Perawang
MTT Shipping Logistics Centre
MTT Shipping Rajang
Lestari Maritime(4)
MTTS Holdings
Sea Navigator Limited(5)
Persila Sdn Bhd
100.00%
51.00%
60.00%
100.00%
50.00%
100.00%
100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00% 100.00%
100.00%
Perceptive Logistics(7)
MTT Shipping Tawau
100.00%
Harbour 360(6)
30.00%
MTT Likang(1)MTT Shipping
Kuantan60.00% 100.00%
Kapal Solutions(3)55.00%
114
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6. INFORMATION ON OUR GROUP (Cont’d)
112
Notes:
(1) The remaining 40.00% interest in MTT Likang is held by Big Mile Sdn Bhd, an independent third party.
(2) The remaining 28.65% interest in ICSD is held by Peony Investment S.A., which in turn is wholly-owned by Evergreen Taiwan.
(3) The remaining shareholders of Kapal Solution are NM Sovy Technology Sdn Bhd and Wong Kee Yee in their respective shareholding proportions of 40.00% and 5.00%.
(4) The remaining shareholders of Lestari Maritime are ZS Holdings Limited and Liew Siew Kheong in their respective shareholding proportions of 39.00% and 10.00%.
(5) The remaining 40.00% interest in Sea Navigator Limited is held by Ong Chin Huat Walter, an independent third party who is also a director of Sea Navigator Limited.
(6) The remaining 50.00% interest in Harbour 360 is held by Makmal Capital Sdn Bhd, an independent third party.
(7) The remaining substantial shareholders of Perceptive Logistics are Priority Haulage & Distribution Sdn Bhd, Dato’ Seri Ong and Ooi Lean Hin in their respective shareholding proportions of 51.00%, 9.13% and 7.50%. The remaining minority shareholders of Perceptive Logistics are 10 individual shareholders with interest ranging from 0.13% to 0.25% in Perceptive Logistics.
See Section 6.4 of this Prospectus for details of our material subsidiaries.
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istra
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R G
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6.4
OU
R S
UB
SID
IAR
IES,
JO
INTL
Y C
ON
TRO
LLED
ENTI
TYAN
D A
SSO
CIA
TED
CO
MPA
NY
The
deta
ils o
f our
sub
sidi
arie
s, jo
intly
con
trolle
d en
tity
and
asso
ciat
ed c
ompa
ny a
s at
the
LPD
are
as
follo
ws:
Nam
eof
com
pany
Reg
istr
atio
n no
.D
ate/
Cou
ntry
of i
ncor
pora
tion
Issu
ed s
hare
cap
ital
Our
effe
ctiv
e eq
uity
in
tere
st
Prin
cipa
l act
iviti
es
(RM
), un
less
oth
erw
ise
stat
ed(%
)
Dire
ct s
ubsi
diar
ies
of M
TTSL
MTT
Shi
ppin
g20
1001
0349
05
(918
828-
A)19
Oct
ober
2010
/M
alay
sia
10,0
00,0
0010
0.00
Ship
ow
ning
and
pro
visi
on
of
ship
ping
se
rvic
es
for
mar
ine
trans
porta
tion
ICSD
2002
0100
0899
(5
6856
2-W
)12
Jan
uary
200
2/M
alay
sia
3,62
7,50
871
.35
Con
tain
er
stor
age
and
cont
aine
r rel
ated
ser
vice
s
Subs
idia
ries
of M
TT S
hipp
ing
Kapa
l Sol
utio
ns
2014
0102
7384
(1
1034
70-K
)4
Augu
st 2
014/
Mal
aysi
a10
055
.00
Oth
er
info
rmat
ion
tech
nolo
gy
serv
ice
activ
ities
Lest
ari M
ariti
me
2020
0104
2189
(1
3985
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)21
Dec
embe
r 202
0/M
alay
sia
100,
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51.0
0Tr
ansp
ort
of
freig
ht
over
seas
and
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stal
wat
ers
LP M
ulti
Term
inal
20
1701
0096
49
(122
3814
-H)
23 M
arch
201
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alay
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embe
rs’
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ntar
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ng-u
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esou
rces
20
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0090
15
(122
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21 M
arch
201
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alay
sia
110
0.00
In
the
proc
ess
of
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g st
ruck
-off
116
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
6.IN
FOR
MAT
ION
ON
OU
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RO
UP
(Con
t’d)
114
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ed(%
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Lik
ang
2021
0101
4660
(1
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)19
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il 20
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aysi
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sion
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R
ealty
H
oldi
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2016
0102
2401
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ast
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2011
0102
9131
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alay
sia
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0.00
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man
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MTT
Sh
ippi
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ulu
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0103
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r 201
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(960
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erat
ions
MTT
Sh
ippi
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4489
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0100
4702
(1
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)4
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erat
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kaw
i 20
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ippi
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stic
s C
entre
2017
0101
2969
(1
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)14
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onta
iner
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ntai
ner r
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ed s
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ces
117
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
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019
(131
3346
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FOR
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RO
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(Con
t’d)
115
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atio
n no
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ate/
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Sh
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ut
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0101
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iri20
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67
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Shi
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ang
2016
0102
5468
(1
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)29
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y 20
16/
Mal
aysi
a10
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Ship
ow
ning
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ions
MTT
Sh
ippi
ng
Pele
pas
2011
0103
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(9
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r 201
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Sh
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g 20
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(130
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MTT
Shi
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g P
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g20
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MTT
Sh
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4487
(1
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Sh
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Tanj
ong
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is20
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64
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MTT
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118
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
6.IN
FOR
MAT
ION
ON
OU
R G
RO
UP
(Con
t’d)
116
Nam
eof
com
pany
Reg
istr
atio
n no
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ate/
Cou
ntry
of i
ncor
pora
tion
Issu
ed s
hare
cap
ital
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effe
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iviti
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(RM
), un
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stat
ed(%
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oldi
ngs
2011
0103
2077
(9
6021
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p M
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aysi
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ip
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idia
ryof
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oldi
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Sea
Nav
igat
or
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ited
2345
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arch
201
6/H
ong
Kong
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iona
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ippi
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oper
atio
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Join
tly c
ontr
olle
d en
tity
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TT S
hipp
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bour
360
20
2001
0310
87
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ctob
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aysi
a3,
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se
as a
nd c
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al w
ater
s
Ass
ocia
ted
com
pany
of M
TT S
hipp
ing
Perc
eptiv
e Lo
gist
ics
2001
0100
3085
(5
3884
1-D
)10
Feb
ruar
y 20
01/
Mal
aysi
a6,
000,
000
30.0
0H
aula
ge,
dist
ribut
ion
and
trans
porta
tion
serv
ices
119
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
6.IN
FOR
MAT
ION
ON
OU
R G
RO
UP
(Con
t’d)
117
Nam
eof
com
pany
Reg
istr
atio
n no
.D
ate/
Cou
ntry
of i
ncor
pora
tion
Issu
ed s
hare
cap
ital
Our
effe
ctiv
e eq
uity
in
tere
st
Prin
cipa
l act
iviti
es
(RM
), un
less
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erw
ise
stat
ed(%
)
Subs
idia
ryof
Per
cept
ive
Logi
stic
s
Pers
ila S
dn B
hd19
9501
0357
60(3
6496
2-U
)26
Oct
ober
1995
/ M
alay
sia
3,00
0,00
010
0.00
Hau
lage
an
d di
strib
utio
n se
rvic
es
Not
es:
(1)
The
inte
nded
prin
cipa
l act
ivity
is to
inve
st in
the
deve
lopm
ent o
f bui
ldin
g pr
ojec
ts fo
r ow
n op
erat
ion,
real
est
ate
activ
ities
and
act
iviti
es o
f hol
ding
com
pany
.
(2)
No
inte
nded
prin
cipa
l act
ivity
and
may
vol
unta
ry b
e w
ound
up
in th
e fu
ture
.
120
Registration No. 201901004019 (1313346-A)
6. INFORMATION ON OUR GROUP (Cont’d)
121
The details of our material subsidiaries as at the LPD are as follows:
6.4.1 MTT Shipping (Registration No. 201001034905 (918828-A))
MTT Shipping was incorporated in Malaysia under the Companies Act 1965 on 19 October 2010 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping is principally involved in ship owning and provision of shipping services for marine transportation. The principal place of business of MTT Shipping is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan. As at the LPD, the issued share capital is RM10,000,000 comprising 10,000,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping for the past three financial years and up to the LPD.
MTT Shipping is a wholly-owned subsidiary of our Company. As at the LPD, MTT Shipping has 28 Subsidiaries, one jointly controlled entity and one associated company. See Section 6.4 of this Prospectus for the details of MTT Shipping’s subsidiaries, jointly controlled entity and associated company.
6.4.2 ICSD (Registration No. 200201000899 (68562-W))
ICSD was incorporated in Malaysia under the Companies Act 1965 on 12 January 2002 as a private limited company under the name of Integrated Container Services (Johor) Sdn Bhd and is deemed registered under the Act. Integrated Container Services (Johor) Sdn Bhd changed its name to its present name on 12 April 2007. As at the LPD, ICSD is principally involved in container storage and container related services. The principal place of business of ICSD is at Lot 4-A, Lingkaran Sultan Mohamed 2, Kawasan Perindustrian Bandar Sultan Suleiman, 42000 Pelabuhan Klang, Selangor Darul Ehsan. As at the LPD, the issued share capital of ICSD is RM3,627,508 comprising 3,627,508 ordinary shares. Save as disclosed below, there has been no change in the issued share capital of ICSD for the past three financial years and up to the LPD:
Date of allotment
No. of shares allotted Consideration
Cumulative share capital (RM)
25 January 2019 2,627,508 ordinary shares Cash 3,627,508
ICSD is a 71.35%-owned subsidiary of our Company with the remaining 28.65% held by Peony Investment S.A., a wholly-owned subsidiary of Evergreen Taiwan. Peony Investment S.A [has following the completion of the ICSD SSA entered] into a shareholders’ agreement with our Company for the purpose of regulating the rights and obligations of Peony Investment S.A and ourselves as shareholders of ICSD. As at the LPD, ICSD does not have any subsidiary, associate or joint venture.
121
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
6. INFORMATION ON OUR GROUP (Cont’d)
119
6.4.3 LP Multi Terminal (Registration No. 201701009649 (1223814-H))
LP Multi Terminal was incorporated in Malaysia under the Act on 23 March 2017 as a private limited company under its present name.
As at the LPD, LP Multi Terminal is in members’ voluntary winding-up and it has noprincipal place of business.
As at the LPD, the issued share capital of LP Multi Terminal is RM5,000,000 comprising 5,000,000 ordinary shares. There has been no change in the issued share capital of LP Multi Terminal for the past three financial years and up to the LPD.
LP Multi Terminal is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, LP Multi Terminal does not have any subsidiary, associate or joint venture.
6.4.4 MTT Realty Holdings (Registration No. 201601022401 (1193340-A))
MTT Realty Holdings was incorporated in Malaysia under the Companies Act 1965 on 30 June 2016 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Realty Holdings is dormant, but theintended principal activity of MTT Realty Holdings is to invest in the development of building projects for own operation, real estate activities and activities of holding company.
The principal place of business of MTT Realty Holdings is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Realty Holdings is RM5,000,000 comprising 5,000,000 ordinary shares. There has been no change in the issued share capital of MTT Realty Holdings for the past three financial years and up to the LPD.
MTT Realty Holdings is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Realty Holdings does not have any subsidiary, associate or joint venture.
6.4.5 MTT Shipping Bintulu (Registration No. 201101032078 (960213-T))
MTT Shipping Bintulu was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Bintulu is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Bintulu is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Bintulu is RM100,000 comprising 100,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Bintulu for the past three financial years and up to the LPD.
MTT Shipping Bintulu is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Bintulu does not have any subsidiary, associate or joint venture.
122
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Registration No. 201901004019 (1313346-A)
6. INFORMATION ON OUR GROUP (Cont’d)
120
6.4.6 MTT Shipping KK (Registration No. 201101032080 (960215-W))
MTT Shipping KK was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping KK is principally involved in ship owning and operations.
The principal place of business of MTT Shipping KK is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping KK is RM1,000,000 comprising 1,000,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping KK for the past three financial years and up to the LPD.
MTT Shipping KK is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping KK does not have any subsidiary, associate or joint venture.
6.4.7 MTT Shipping Kuantan (Registration No. 202101014489 (1414789-P))
MTT Shipping Kuantan was incorporated in Malaysia under the Act on 19 April 2021as a private limited company under its present name. As at the LPD, MTT Shipping Kuantan is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Kuantan is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Kuantan is RM1 comprising one ordinary share. There has been no change in the issued share capital of MTT Shipping Kuantan since its incorporation and up to the LPD.
MTT Shipping Kuantan is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Kuantan does not have any subsidiary, associate or joint venture.
6.4.8 MTT Shipping Kuching (Registration No. 201101032066 (960201-W))
MTT Shipping Kuching was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Kuching is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Kuching is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Kuching is RM1,600,000 comprising 1,600,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Kuching for the past three financial years and up to the LPD.
MTT Shipping Kuching is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Kuching does not have any subsidiary, associate or joint venture.
123
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
6. INFORMATION ON OUR GROUP (Cont’d)
121
6.4.9 MTT Shipping Labuan (Registration No. 201501004702 (1130031-P))
MTT Shipping Labuan was incorporated in Malaysia under the Companies Act 1965on 4 February 2015 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Labuan is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Labuan is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Labuan is RM2,250,000 comprising 500,000 ordinary shares and 1,750,000 preference shares. Save as disclosed below, there has been no change in the issued share capital of MTT Shipping Labuan for the past three financial years and up to the LPD:
Date of allotmentNo. of shares
allotted Consideration
Cumulative sharecapital (RM)
23 February 2021
400,000 ordinary shares and 1,750,000
preference shares*
Cash 2,250,000
Note:
* All preference shares are held by MTT Shipping and having the following salient terms, rights, privileges and restrictions:
(a) Any redeemable preference shares may, with the sanction of an ordinary resolution, be issued on the terms that they are, or at an option of MTT Shipping Labuan are, liable to be redeemed.
(b) The redeemable preference shares holders shall have the rights to receive a fixed non-cumulative dividend at the rate of 8% per annum per share with dividend of which is issuable at the discretion of the directors.
(c) The dividend for each redeemable preference share shall be paid in priority to payment of any dividend to the holder of any other classes of shares or other classes of preference shares in MTT Shipping Labuan.
(d) The option to redemption of the redeemable preference shares preferred to MTT Shipping Labuan is at RM1.00 per share.
(e) The redeemable preference shares do not carry the right to vote except for variation of holders’ rights to the class of shares.
(f) The redeemable preference shares shall rank equally with regards to MTT Shipping Labuan’s residual assets, except that preference shareholders participate only to the extent of the value of its shares.
MTT Shipping Labuan is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Labuan does not have any subsidiary, associate or joint venture.
124
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
6. INFORMATION ON OUR GROUP (Cont’d)
122
6.4.10 MTT Shipping Langkawi (Registration No. 201501004714 (1130043-D))
MTT Shipping Langkawi was incorporated in Malaysia under the Companies Act 1965on 4 February 2015 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Langkawi is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Langkawi is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Langkawi is RM2,250,000 comprising 500,000 ordinary shares and 1,750,000 preference shares. Save as disclosed below, there has been no change in the issued share capital of MTT Shipping Langkawi for the past three financial years and up to the LPD:
Date of allotment
No. of shares allotted Consideration
Cumulative share capital (RM)
23 February 2021
400,000 ordinary shares and 1,750,000
preference shares*
Cash 2,250,000
Note:
* All preference shares are held by MTT Shipping and having the following salient terms, rights, privileges and restrictions:
(a) Any redeemable preference shares may, with the sanction of an ordinary resolution, be issued on the terms that they are, or at an option of MTT Shipping Langkawi are, liable to be redeemed.
(b) The redeemable preference shares holders shall have the rights to receive a fixed non-cumulative dividend at the rate of 8% per annum per share with dividend of which is issuable at the discretion of the directors.
(c) The dividend for each redeemable preference share shall be paid in priority to payment of any dividend to the holder of any other classes of shares or other classes of preference shares in MTT Shipping Langkawi.
(d) The option to redemption of the redeemable preference shares preferred to MTT Shipping Langkawi is at RM1.00 per share.
(e) The redeemable preference shares do not carry the right to vote except for variation of holders’ rights to the class of shares.
(f) The redeemable preference shares shall rank equally with regards to MTT Shipping Langkawi’s residual assets, except that preference shareholders participate only to the extent of the value of its shares.
MTT Shipping Langkawi is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Langkawi does not have any subsidiary, associate or joint venture.
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6.4.11 MTT Shipping Logistics Centre (Registration No. 201701012969 (1227134-M))
MTT Shipping Logistics Centre was incorporated in Malaysia under the Act on 14 April 2017 as a private limited company under its present name. As at the LPD, MTT Shipping Logistics Centre is principally involved in container storage and container related services.
The principal place of business of MTT Shipping Logistics Centre is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Logistics Centre is RM3,250,000 comprising 500,000 ordinary shares and 2,750,000 preference shares. Save as disclosed below, there has been no change in the issued share capital of MTT Shipping Logistics Centre for the past three financial years and up and to the LPD:
Date of allotment No. of shares allotted Consideration
Cumulative share capital
(RM)
31 December 2018
99,999 ordinary shares and 2,750,000
preference shares*Cash 2,850,000
12 April 2019 400,000 ordinary shares Cash 3,250,000
Note:
* All preference shares are held by MTT Shipping and having the following salient terms, rights, privileges and restrictions:
(a) any redeemable preference shares may, with the sanction of an ordinary resolution, be issued on the terms that they are, or at an option of MTT Shipping Logistics Centre are, liable to be redeemed.
(b) the redeemable preference shares holders shall have the rights to receive a fixed non-cumulative dividend at the rate of 8% per annum per share with dividend of which is issuable at the discretion of the directors.
(c) the dividend for each redeemable preference share shall be paid in priority to payment of any dividend to the holder of any other classes of shares or other classes of preference shares in MTT Shipping Logistics Centre.
(d) the option to redemption of the redeemable preference shares preferred to MTT Shipping Logistics Centre is at RM1.00 per share.
(e) the redeemable preference shares do not carry the right to vote except for variation of holders’ rights to the class of shares.
(f) the redeemable preference shares shall rank equally with regards to MTT Shipping Logistics Centre’s residual assets, except that preference shareholders participate only to the extent of the value of its shares.
MTT Shipping Logistics Centre is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Logistics Centre does not have any subsidiary, associate or joint venture.
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6.4.12 MTT Shipping Lumut (Registration No. 201701012914 (1227079-A))
MTT Shipping Lumut is incorporated in Malaysia under the Act on 14 April 2017 as a private limited company under its present name. As at the LPD, MTT Shipping Lumutis principally involved in ship owning and operations.
The principal place of business of MTT Shipping Lumut is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Lumut is RM100,000 comprising 100,000 ordinary shares. Save as disclosed below, there has been no change in the issued share capital of MTT Shipping Lumut for the past three financial years and up to the LPD:
Date of allotment No. of shares allotted Consideration
Cumulative share capital
(RM)29 December
2020 99,999 ordinary shares Cash 100,000
MTT Shipping Lumut is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Lumut does not have any subsidiary, associate or joint venture.
6.4.13 MTT Shipping Miri (Registration No. 201601025462 (1196401-D))
MTT Shipping Miri is incorporated in Malaysia under the Companies Act 1965 on 29 July 2016 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Miri is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Miri is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Miri is RM100,000 comprising 100,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Miri for the past three financial years and up to the LPD.
MTT Shipping Miri is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Miri does not have any subsidiary, associate or joint venture.
6.4.14 MTT Shipping Muara (Registration No. 201501003667 (1128999-V))
MTT Shipping Muara is incorporated in Malaysia under the Companies Act 1965 on 26 January 2015 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Muara is principally involved inship owning and operations.
The principal place of business of MTT Shipping Muara is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Muara is RM3,500,000 comprising 3,500,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Muara for the past three financial years and up to the LPD.
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MTT Shipping Muara is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Muara does not have any subsidiary, associate or joint venture.
6.4.15 MTT Shipping Pasir Gudang (Registration No. 201601025468 (1196407-X))
MTT Shipping Pasir Gudang was incorporated in Malaysia under the Companies Act 1965 on 29 July 2016 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Pasir Gudang isprincipally involved in ship owning and operations.
The principal place of business of MTT Shipping Pasir Gudang is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Pasir Gudang is RM100,000 comprising 100,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Pasir Gudang for the past three financial years and up to the LPD.
MTT Shipping Pasir Gudang is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Pasir Gudang does not have any subsidiary, associate or joint venture.
6.4.16 MTT Shipping Pelepas (Registration No. 201101032075 (960210-P))
MTT Shipping Pelepas was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Pelepas is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Pelepas is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Pelepas is RM100,000 comprising 100,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Pelepas for the past three financial years and up to the LPD.
MTT Shipping Pelepas is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Pelepas does not have any subsidiary, associate or joint venture.
6.4.17 MTT Shipping Perawang (Registration No. 201801038567 (1300598-H))
MTT Shipping Perawang was incorporated in Malaysia under the Act on 23 October 2018 as a private limited company under its present name. As at the LPD, MTT Shipping Perawang is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Perawang is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Perawang is RM100,000 comprising 100,000 ordinary shares. Save as disclosed below, there has been no change in the issued share capital of MTT Shipping Perawang since its incorporationand up to the LPD:
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Date of allotment No. of shares allotted Consideration
Cumulative share capital
(RM)
23 October 2018 One ordinary share Subscriber’s share 1
16 August 2019 99,999 ordinary shares Cash 100,000
MTT Shipping Perawang is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Perawang does not have any subsidiary, associate or joint venture.
6.4.18 MTT Shipping Port Klang (Registration No. 201101032068 (960203-U))
MTT Shipping Port Klang was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Port Klang is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Port Klang is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Port Klang is RM100,000 comprising 100,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Port Klang for the past three financial years and up to the LPD.
MTT Shipping Port Klang is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Port Klang does not have any subsidiary, associate or joint venture.
6.4.19 MTT Shipping Rajang (Registration No. 202101014487 (1414787-D))
MTT Shipping Rajang was incorporated in Malaysia under the Act on 19 April 2021 as a private limited company under its present name. As at the LPD, MTT Shipping Rajangis principally involved in ship owning and operations.
MTT Shipping Rajang has no principal place of business.
As at the LPD, the issued share capital of MTT Shipping Rajang is RM1 comprising one ordinary share. There has been no change in the issued share capital of MTT Shipping Rajang since its incorporation and up to the LPD.
MTT Shipping Rajang is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Rajang does not have any subsidiary, associate or joint venture.
6.4.20 MTT Shipping Tanjong Manis (Registration No. 201601025464 (1196403-P))
MTT Shipping Tanjong Manis was incorporated in Malaysia under the Companies Act 1965 on 29 July 2016 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Tanjong Manis isprincipally involved in ship owning and operations.
The principal place of business of MTT Shipping Tanjong Manis is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
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As at the LPD, the issued share capital of MTT Shipping Tanjong Manis is RM3,300,000 comprising 500,000 ordinary shares and 2,800,000 preference shares. Save as disclosed below, there has been no change in the issued share capital of MTT Shipping Tanjong Manis for the past three financial years and up to the LPD:
Date of allotment No. of shares allotted Consideration
Cumulative share capital
(RM)
24 September 2018
400,000 ordinary shares and 2,800,000
preference shares*Cash 3,300,000
Note:
* All preference shares are held by MTT Shipping and having the following salient terms, rights, privileges and restrictions:
(a) Any redeemable preference shares may, with the sanction of an ordinary resolution, be issued on the terms that they are, or at an option of MTT Shipping Tanjong Manis are, liable to be redeemed.
(b) The redeemable preference shares holders shall have the rights to receive a fixed non-cumulative dividend at the rate of 8% per annum per share with dividend of which is issuable at the discretion of the directors.
(c) The dividend for each redeemable preference share shall be paid in priority to payment of any dividend to the holder of any other classes of shares or other classes of preference shares in MTT Shipping Tanjong Manis.
(d) The option to redemption of the redeemable preference shares preferred to MTT Shipping Tanjong Manis is at RM1.00 per share.
(e) The redeemable preference shares do not carry the right to vote except for variation of holders’ rights to the class of shares.
(f) The redeemable preference shares shall rank equally with regards to MTT Shipping Tanjong Manis’ residual assets, except that preference shareholders participate only to the extent of the value of its shares.
MTT Shipping Tanjong Manis is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Tanjong Manis does not have any subsidiary, associate or joint venture.
6.4.21 MTT Shipping Tawau (Registration No. 201101032079 (960214-X))
MTT Shipping Tawau was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, MTT Shipping Tawau is principally involved in ship owning and operations.
The principal place of business of MTT Shipping Tawau is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of MTT Shipping Tawau is RM100,000 comprising 100,000 ordinary shares. There has been no change in the issued share capital of MTT Shipping Tawau for the past three financial years and up to the LPD.
MTT Shipping Tawau is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTT Shipping Tawau does not have any subsidiary, associate or joint venture.
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6.4.22 MTTS Holdings (Registration No. 201101032077 (960212-H))
MTTS Holdings was incorporated in Malaysia under the Companies Act 1965 on 14 September 2011 as a private limited company under the name of MTT Shipping Sandakan Sdn Bhd and is deemed registered under the Act. MTT Shipping Sandakan Sdn Bhd changed its name to its present name on 10 February 2016. As at the LPD, MTTS Holdings is principally an investment holding company.
The principal place of business of MTTS Holdings is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor.
As at the LPD, the issued share capital of MTTS Holdings is RM3,700,000 comprising 3,700,000 ordinary shares. There has been no change in the issued share capital of MTTS Holdings for the past three financial years and up to the LPD.
MTTS Holdings is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, MTTS Holdings has one subsidiary, namely Sea Navigator Limited, which is principally involved in regional shipping operation. As at the LPD, MTTS Holdings does not have any associate or joint venture.
6.4.23 Sea Lion Container Line (Registration No. 201101011392 (939525-X))
Sea Lion Container Line is incorporated in Malaysia under the Companies Act 1965 on 7 April 2011 as a private limited company under its present name and is deemed registered under the Act. As at the LPD, Sea Lion Container Line is principally involved in ship owning and operations.
The principal place of business of Sea Lion Container Line is at No. 16, Jalan Sungai Aur/KS 4, 42000 Port Klang, Selangor Darul Ehsan.
As at the LPD, the issued share capital of Sea Lion Container Line is RM10,000 comprising 10,000 ordinary shares. There has been no change in the issued share capital of Sea Lion Container Line for the past three financial years and up to the LPD.
Sea Lion Container Line is a wholly-owned subsidiary of MTT Shipping, which in turn is our wholly-owned subsidiary. As at the LPD, Sea Lion Container Line does not have any subsidiary, associate or joint venture.
6.4.24 Sea Navigator Limited (Registration No. 2345780)
Sea Navigator Limited was incorporated in Hong Kong under the Companies Ordinance (Cap 622 of the laws of Hong Kong) on 7 March 2016 as a private limited company under the name of Sea Navigator (Hong Kong) Limited. Sea Navigator (Hong Kong) Limited changed its name to its present name on 1 February 2017. As at the LPD, Sea Navigator Limited is principally involved in regional shipping operation.
The principal place of business of Sea Navigator Limited is at Unit 3608-3609, 36/F, Skyline Tower, 39 Wang Kwong Road, Kowloon Bay, Hong Kong.
As at the LPD, the issued share capital of Sea Navigator Limited is HKD5,460,000comprising 5,460,000 ordinary shares. There has been no change in the issued share capital of Sea Navigator Limited for the past three financial years and up to the LPD.
Sea Navigator Limited is a 60% owned subsidiary of MTTS Holdings, which in turn is our indirect wholly-owned subsidiary. As at the LPD, Sea Navigator Limited does not have any subsidiary, associate or joint venture.
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As at the LPD, our Group has not issued any outstanding warrants, options, convertible securities or uncalled capital. None of our Shares and shares capital in our subsidiaries were issued and allotted at a discount or have any special terms or instalment payment term. Our issued Shares and the issued shares of our subsidiaries are fully paid-up.
As at the LPD, neither our Company nor our subsidiaries are involved in any bankruptcy, receivership or similar proceedings.
During the last financial year and up to the LPD, there were no –
(i) public take-over offers by third parties in respect of our Shares; and
(ii) public take-over offers by our Company in respect of other companies’ securities.
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7. BUSINESS OVERVIEW
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7.1 HISTORY OF OUR GROUP
The origin of our Group dates back to 1980, when our Executive Chairman, Dato’ Seri Ong, joined MTTC. MTTC was co-established by the late Dato’ Ong Chin Teik, the father of Dato’ Seri Ong, in 1963. MTTC operated out of Penang and supported shipping activities in Penang Port. In 2000, through shareholdings in Green Peninsula Agencies Sdn Bhd, Dato’ Seri Ong jointly with our substantial shareholders, OCTSB and PKT, and Evergreen Group throughEvergreen International S.A. and Gaining Enterprise S.A., established Evergreen Malaysia. At that juncture, Dato’ Seri Ong, OCTSB and PKT collectively held 51% equity interest, while Evergreen Group held the remaining 49% equity interest in Evergreen Malaysia. Evergreen Malaysia was established as the local agent for Evergreen Taiwan in Malaysia, and has been responsible for operational and administrative functions relating to the business activities of Evergreen Taiwan in Malaysia. Green Peninsula Agencies Sdn Bhd subsequently ceased to be a shareholder of Evergreen Malaysia in 2017.
Leveraging on MTTC’s experience in shipping support services as well as Dato’ Seri Ong’s experience in the shipping-related industry including his experience in Evergreen Malaysia, Dato’ Seri Ong then incorporated MTT Shipping on 19 October 2010 to venture into the container liner shipping business. Ooi Lean Hin who is our Managing Director, Chan Huan Hinwho is our Director of Administration and MTTC subsequently became substantial shareholders of MTT Shipping at the end of 2010.
Under the leadership of Dato’ Seri Ong, we commenced business in November 2010, supported by Ooi Lean Hin, Lee Kong Siong who is our Director of Operations, Lee Hock Saing who is our Director of Marketing and Chan Huan Hin, bringing their respective shipping industry experience, knowledge and technical expertise to our business. Lee Hock Saing and Lee Kong Siong subsequently became shareholders of MTT Shipping in 2014.
The growth and expansion of our business over the years are demonstrated by several key milestones as follows:
Commencement of our container liner shipping business and introduction of weekly fixed-day shipping services
Between November 2010 and January 2011, we chartered container vessels from Johan Shipping Sdn Bhd (“Johan Shipping”), and tugs and barges from Asia Bulkers Sdn Bhd for different charter durations. Through the chartered vessels, our Group commenced operations in the provision of container liner shipping services, focusing on routes sailing between ports in Peninsular Malaysia and East Malaysia, and certain overseas ports around the Southeast Asia region including ports in Brunei and Bangkok, Thailand.
Shortly after we commenced our container liner shipping business, we introduced weekly fixed-day shipping services between Peninsular Malaysia and East Malaysia in 2011, to streamline our container liner shipping operations and vessel deployment. To support the introduction of our weekly fixed-day shipping services, we secured fixed berth windows with ports in Peninsular Malaysia as well as ports in East Malaysia. Our weekly fixed-day sailing schedule provides certainty on the days of arrival and departure at each port which helps our customers in managing their logistics and inventory cycles. Over the years, we gradually expanded our weekly fixed-day shipping services to cover additional ports, including overseas ports, and increased the frequency of sailing. See Section 7.3.2(ii) of this Prospectus for further details of our port coverage and weekly calls to each port as at the LPD.
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Establishment of our shipping agent network and branch offices, as well as appointment as shipping agent for Evergreen Malaysia in Sabah and Sarawak
During the early months of our business, Johan Shipping represented our Group as our shipping agent via its offices in Peninsular Malaysia and East Malaysia. In 2011, we set up our own branch offices in Port Klang, Johor, Kuching, Bintulu, Sibu, Miri, Tawau, Sandakan and Kota Kinabalu in order to establish our physical presence in these locations and to be able to provide our in-house shipping agency services at these locations. With this development, we ceased to employ shipping agency services from Johan Shipping in 2011 at these locations.
Between 2010 and 2013, we also appointed third party shipping agents in Penang, Labuan, Brunei, Indonesia, Thailand and Singapore, where these shipping agents assist us in facilitating, among others, operational arrangement of vessels at ports such as berthing, unberthing, loading and unloading of containers and pilotage; arrangement of cargo movement such as receiving and releasing containers, and/or issuance of original bills of lading.
In 2011, we were appointed as shipping agent for Evergreen Malaysia in Sabah and Sarawak. As an appointed shipping agent, we provide shipping agency services in relation to container liner shipping services provided by the Evergreen Group of Companies in Sabah and Sarawak. Our provision of shipping agency services for Evergreen Malaysia in Sabah and Sarawak has further strengthened our presence in East Malaysia and also provided us with an additional revenue stream. See Section 7.3.2(i)(c) of this Prospectus for further details of our role as shipping agent for Evergreen Malaysia.
Expansion of our fleet of container vessels
As our business continued to expand, we started to purchase and expand our own fleet of container vessels. From 2012 up to the LPD, we took delivery of 16 container vessels, of which four of these container vessels have been disposed mainly due to the age and condition of the vessels. Our fleet of container vessels can be used in our container liner shipping business or chartered out to third party container liner shipping companies in our vessel chartering business.
As at the LPD, we own a total of 12 container vessels and operate nine of these container vessels for our container liner shipping business. From 2018 up to the LPD, we have purchased six additional container vessels. We have taken deliveries of MTT Sapangar and MTT Sibu inJuly 2021 and the additional four container vessels are scheduled for delivery between 3Q 2021 and 1Q 2022. See Section 7.3.1 of this Prospectus for further details on our fleet of container vessels.
Expansion of our overseas port coverage
In 2012, we further expanded our overseas port coverage around the Southeast Asia region by providing container liner shipping services using chartered tugs and barges to facilitate the shipment of cargo between Peninsular Malaysia and certain river-ports in Sumatera, Indonesia.We started by operating one set of tug and barge sailing between Port of Tanjung Pelepas and Port of Perawang in Sumatera, Indonesia. Over the years, we gradually increased the coverage of ports in Sumatera, Indonesia and as at the LPD, we operate six sets of chartered tugs and barges covering Port Klang (Westports and Northport) and Port of Tanjung Pelepas to five ports in Sumatera, Indonesia. See Sections 7.3.1 and 7.3.2 (ii) of this Prospectus for further details on the sets of tugs and barges operated by us.
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In 2013, along with the appointment of a third party shipping agent in Singapore, we commenced coverage of Port of Singapore under our weekly fixed-day sailing schedule. In 2019, along with the appointment of a third party shipping agent in India, we started to provide container liner shipping services covering several ports in India through container vessels operated by third party container liner shipping companies. Subsequently in 2021, we started to provide container liner shipping services covering Yangon Port in Myanmar through a container vessel operated by a third party container liner shipping company.
Our services in India and Myanmar are in preparation for the potential expansion of our container liner shipping services using container vessels operated by our Group while expanding our overseas port coverage within and beyond the Southeast Asia region and providing an additional revenue stream for our Group.
Expansion into vessel chartering business
In 2014, upon delivery of our container vessel, MTT Pulau Pinang, we chartered it out to a third party container liner shipping company on a time charter until 2015 as we were at the time operating with sufficient capacity for our container liner shipping business. This allowed us to prevent the vessel from remaining idle and also to generate additional revenue for our Group. In 2018, at the time of our purchase of our container vessel, MTT Kuching Dua, it was on an on-going time charter by the previous owner to a third party container liner shipping company. With the purchase of the vessel, we assumed the charter arrangement from the previous owner until the end of the time charter in 2019.
Leveraging on this experience, our Group formally ventured into the vessel chartering business in 2019 by chartering out our container vessels when there are such enquiries and the prevailing chartering rates are commercially viable. In preparation for our formal entry into thevessel chartering business, we also purchased five new container vessels, MTT Senari, MTT Samalaju, MTT Semporna, MTT Sapangar and MTT Sibu, and took delivery of these vessels in January 2020, February 2021, March 2021 and July 2021 (for MTT Sapangar and MTT Sibu)respectively and these container vessels have been chartered out to third party container liner shipping companies as at the date of the Prospectus.
See Section 7.3.1 of this Prospectus for further details of container vessels used in our vessel chartering business and Section 7.3.3 for further details on our vessel chartering business.
Expansion into the container depot business
In December 2015, Dato’ Seri Ong, Ooi Lean Hin, Lee Hock Saing and Chan Huan Hin acquired a total of 45.5% equity interest in ICSD. Subsequently in 2017, Dato Seri Ong and Ooi LeanHin increased their respective equity interest in ICSD and together with Lee Hock Saing and Chan Huan Hin, assumed control over ICSD.
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Through their shareholdings in ICSD, our Group began operating three container depots in Port Klang (Bandar Sultan Sulaiman), Pasir Gudang and Penang. In 2020, our Group expanded our container depot business by commencing the operations of an additional container depot in Port Klang (Westports). As at the LPD, these four container depots have a total combined storage capacity of approximately 24,500 units of containers and daily handling capacity of approximately 3,100 units of containers.
Our container depot business provides container storage and container related services such as container handling, container washing, maintenance and repair as well as empty drayage services for our container liner shipping business as well as to container hauliers, third party container liner shipping companies and shipping agencies, container leasing companies as well as box operators.
7.2 KEY MILESTONES AND AWARDS
The following table highlights the key milestones of our business:
Year Key milestone
2010 Commenced our container liner shipping business, through chartered container vessels, and tugs and barges
2011 Introduced weekly fixed-day shipping services between Peninsular Malaysia and East Malaysia
Set up nine branch offices in Port Klang, Johor, Kuching, Bintulu, Sibu, Miri, Tawau, Sandakan and Kota Kinabalu
Expanded our container liner shipping business by becoming a shipping agent for Evergreen Malaysia in Sabah and Sarawak
2012 Took delivery of four container vessels, MTT Penang (which was disposed in the same year), MTT Kuching (which was subsequently disposed in 2017), MTT Kinabalu (which was subsequently disposed in 2018) and MTT Tawau, with nominal capacities of 1,022 TEUs, 1,012 TEUs, 1,156 TEUs and 1,162 TEUs respectively
Expanded overseas port coverage in the Southeast Asia region with the provision of container liner shipping services using chartered tugs and barges for shipments between Port of Tanjung Pelepas and Port of Perawang in Sumatera, Indonesia
2013 Took delivery of a container vessel, MTT Port Klang (which was subsequently disposed in 2017), with a nominal capacity of 1,216 TEUs
Further expanded overseas port coverage in the Southeast Asia region with the coverage of Port of Singapore under our weekly fixed-day sailing schedule
2014 Took delivery of a container vessel, MTT Pulau Pinang, with a nominal capacity of 1,157 TEUs
2015 Took delivery of a container vessel, MTT Muara, with a nominal capacity of 1,679 TEUs
Expanded into container depot business through the partial acquisition of shares in ICSD by some of our Promoters
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Registration No. 201901004019 (1313346-A)7. BUSINESS OVERVIEW (Cont’d)
5
Year Key milestone
2016 Took delivery of two container vessels, MTT Pasir Gudang and MTT Bintulu, with nominal capacities of 1,740 TEUs and 1,489 TEUs respectively
2017 Took delivery of a container vessel, MTT Tanjung Manis, with a nominal capacity of 1,138 TEUs
2018 Took delivery of a container vessel, MTT Kuching Dua with a nominal capacity of 1,295 TEUs
Purchased two container vessels, MTT Sapangar with a nominal capacity of 1,800 TEU (which had been delivered in July 2021) and MTT Sandakan with a nominal capacity of 1,800 TEUs each (which is scheduled for delivery by 4Q 2021).
2019 Took delivery of a container vessel, MTT Pengerang, with a nominal capacity of 1,134 TEUs
Took delivery of a new container vessel, MTT Saisunee, with a nominal capacity of 1,162 TEUs
Purchased two container vessels, MTT Sibu and MTT Sarikei with a nominal capacity of 415 TEUs each (scheduled for delivery by 3Q 2021 and 1Q 2022respectively)
Formally ventured into vessel chartering business
Expanded overseas port coverage beyond the Southeast Asia region with provision of container liner shipping services covering several ports in India through container vessels operated by third party container liner shipping companies
2020 Expanded our container depot business by commencing the operations of an additional container depot
Took delivery of a new container vessel, MTT Senari, with a nominal capacity of 1,162 TEUs
2021 Took delivery of four new container vessels, MTT Samalaju and MTT Semporna, each with a nominal capacity of 1,162 TEUs, MTT Sapangar with a nominal capacity of 1,800 TEUs and MTT Sibu with a nominal capacity of 415 TEUs.
Purchased two container vessels, MTT Singapore and MTT Rajang with nominal capacities of 653 TEUs and 415 TEUs respectively (scheduled for delivery by 4Q 2021 and 1Q 2022 respectively)
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Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)7. BUSINESS OVERVIEW (Cont’d)
6
Our achievements have earned us awards and recognitions in the shipping industry, as follows:
Year Award Awarding body2012 Top Customer Award Sabah Ports Sdn Bhd2013 Top Customer Award (Shipping Agent) Sabah Ports Sdn Bhd2014 Top Customer Award (Shipping Agent) for
Sapangar Bay Container PortSabah Ports Sdn Bhd
2014 Top Customer Award (Shipping Agent) for Tawau Port
Sabah Ports Sdn Bhd
2017 Best Depot Award Johor Port Authority2017 Outstanding Performance Award (Shipping
Company)Malaysian Shipowners' Association/Ikthisas Kelautan Malaysia
2019 Best Depot Award Johor Port Authority
These awards are a testament to our success in growing and becoming a well-established container liner shipping group and cementing our position as a major player supporting trade activities between Peninsular Malaysia and East Malaysia.
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139
7.3 OUR BUSINESS
An overview of our business activities is illustrated below:
Our revenue from our container liner shipping business is generated from:
(i) ocean freight charges when our customers engage us for shipment of containerised cargo; and
(ii) slot sale income when our customers purchase container slots from us.
Further, we also generate shipping agency fees from Evergreen Malaysia for the provision of shipping agency services in relation to container liner shipping services provided by Evergreen Group of Companies in Sabah and Sarawak. Our revenue from our vessel chartering business is generated from charter hire income when we charter out our container vessels to third party container liner shipping companies. Our revenue from our container depot business is generated from container storage fees, container handling fees (such as lift-on/ lift-off and/or pre-trip inspection), depot gate charges, container washing, maintenance and repair fees as well as empty drayage charges. The pre-trip inspection, maintenance and repair as well as empty drayage services are outsourced to third party service providers. In 2021, we ventured into the tug boat business via a joint venture company, Harbour 360 Sdn Bhd with Makmal Capital Sdn Bhd, to supply tug boats to port operators and companies in the oil and gas industry. As at the LPD, we have commenced the construction of our first tug boat which is still in the midst of construction. In the same year, we also ventured into the dry bulk shipping business via a joint venture company, Lestari Maritime Sdn Bhd, to provide dry bulk shipping services.
139
Registration No. 201901004019 (1313346-A)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)7.
BU
SIN
ESS
OVE
RVI
EW
8
7.3.
1O
ur fl
eet o
f con
tain
er v
esse
ls
As a
t the
LPD
, we
own
a fle
et o
f 12
cont
aine
r ves
sels
with
a to
tal n
omin
al c
apac
ity o
f 15,
442
TEU
s, a
ll op
erat
ing
unde
r the
Mal
aysi
an fl
ag a
nd re
gist
ered
in
Port
Klan
g. W
e op
erat
e ni
ne o
f the
con
tain
er v
esse
ls in
our
con
tain
er li
ners
hipp
ing
busi
ness
, and
we
char
ter o
ut th
ree
of th
e co
ntai
ner v
esse
ls to
third
par
ty
cont
aine
r lin
er s
hipp
ing
com
pani
es in
our
ves
sel c
harte
ring
busi
ness
.
The
deta
ils o
f our
flee
t of c
onta
iner
ves
sels
as
at th
e LP
D a
re a
s fo
llow
s:
No.
Vess
el n
ame
Nom
inal
ca
paci
ty(T
EUs)
Usa
geO
rigin
Cla
ssifi
catio
n bo
dy(1
)
Expi
ry d
ate
of th
e C
ertif
icat
e of
C
lass
ifica
tion
Year
bui
ltAg
e (y
ears
)D
eliv
ery
year
1.M
TT P
asir
Gud
ang(2
)1,
740
Con
tain
er
liner
sh
ippi
ng
Chi
naR
INA
Serv
ices
S.
p.A.
22 N
ovem
ber2
021
2000
2120
16
2.M
TT M
uara
1,67
9C
onta
iner
lin
er
ship
ping
Kore
aR
INA
Serv
ices
S.
p.A.
30 S
epte
mbe
r 202
520
0021
2015
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
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)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
7
7.3
OU
R B
USI
NES
S
An o
verv
iew
of o
ur b
usin
ess
activ
ities
is il
lust
rate
d be
low
:
Our
reve
nue
from
our
con
tain
er li
ners
hipp
ing
busi
ness
is g
ener
ated
from
:
(i)oc
ean
freig
ht c
harg
es w
hen
our
cust
omer
s en
gage
us
for
ship
men
t of c
onta
iner
ised
ca
rgo;
and
(ii)
slot
sal
e in
com
e w
hen
our c
usto
mer
s pu
rcha
se c
onta
iner
slo
ts fr
om u
s.
Furth
er, w
e al
so g
ener
ate
ship
ping
age
ncy
fees
from
Eve
rgre
en M
alay
sia
for t
he p
rovi
sion
of
ship
ping
age
ncy
serv
ices
in r
elat
ion
to c
onta
iner
line
rsh
ippi
ng s
ervi
ces
prov
ided
by
Ever
gree
n G
roup
of C
ompa
nies
in S
abah
and
Sar
awak
.
Our
reve
nue
from
our
ves
sel c
harte
ring
busi
ness
is g
ener
ated
from
char
ter h
ire in
com
e w
hen
we
char
ter o
ut o
ur c
onta
iner
ves
sels
to th
ird p
arty
con
tain
er li
ners
hipp
ing
com
pani
es.
Our
rev
enue
fro
m o
ur c
onta
iner
dep
ot b
usin
ess
is g
ener
ated
fro
m c
onta
iner
sto
rage
fee
s,
cont
aine
r ha
ndlin
g fe
es (
such
as
lift-o
n/ li
ft-of
f an
d/or
pre
-trip
insp
ectio
n),
depo
t ga
te c
harg
es,
cont
aine
r was
hing
, mai
nten
ance
and
repa
ir fe
es a
s w
ell a
s em
pty
dray
age
char
ges.
The
pre
-trip
in
spec
tion,
mai
nten
ance
and
rep
air
as w
ell a
s em
pty
dray
age
serv
ices
are
out
sour
ced
to th
ird
party
ser
vice
pro
vide
rs.
In 2
021,
we
vent
ured
into
the
tug
boat
bus
ines
s vi
aa
join
t ven
ture
com
pany
, Har
bour
360
Sdn
Bh
d w
ith M
akm
al C
apita
l Sdn
Bhd
, to
supp
ly tu
g bo
ats
to p
ort o
pera
tors
and
com
pani
es in
the
oil a
nd g
as in
dust
ry. A
s at
the
LPD
, we
have
com
men
ced
the
cons
truct
ion
of o
ur fi
rst t
ug b
oat
whi
ch is
still
in th
e m
idst
of c
onst
ruct
ion.
In th
e sa
me
year
, we
also
ven
ture
d in
to th
e dr
y bu
lk
ship
ping
bus
ines
s vi
aa
join
t ven
ture
com
pany
, Les
tari
Mar
itim
e Sd
n B
hd, t
o pr
ovid
e dr
y bu
lk
ship
ping
ser
vice
s.
140
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istra
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istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
9
No.
Vess
el n
ame
Nom
inal
ca
paci
ty(T
EUs)
Usa
geO
rigin
Cla
ssifi
catio
n bo
dy(1
)
Expi
ry d
ate
of th
e C
ertif
icat
e of
C
lass
ifica
tion
Year
bui
ltAg
e (y
ears
)D
eliv
ery
year
3.M
TT B
intu
lu1,
489
Con
tain
er
liner
sh
ippi
ng
Taiw
anLl
oyd’
s R
egis
ter
30 D
ecem
ber 2
022
1997
2420
16
4.M
TT T
awau
1,16
2C
onta
iner
lin
er
ship
ping
Pola
ndR
INA
Serv
ices
S.
p.A.
25 M
ay 2
022
1997
2420
12
5.M
TT P
ulau
Pin
ang
1,15
7C
onta
iner
lin
er
ship
ping
Japa
nLl
oyd’
s R
egis
ter
19 F
ebru
ary
2022
1997
2420
14
141
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istra
tion
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9010
0401
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)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
10
No.
Vess
el n
ame
Nom
inal
ca
paci
ty(T
EUs)
Usa
geO
rigin
Cla
ssifi
catio
n bo
dy(1
)
Expi
ry d
ate
of th
e C
ertif
icat
e of
C
lass
ifica
tion
Year
bui
ltAg
e (y
ears
)D
eliv
ery
year
6.M
TT T
anju
ng M
anis
1,13
8C
onta
iner
lin
er
ship
ping
Turk
eyLl
oyd’
s R
egis
ter
21 D
ecem
ber 2
025
1999
2220
17
7.M
TT K
uchi
ng D
ua1,
295
Con
tain
er
liner
sh
ippi
ng
Taiw
anN
ippo
n Ka
iji Ky
okai
31 M
ay 2
025
1995
2620
18
8.M
TT P
enge
rang
(3)
1,13
4C
onta
iner
lin
er
ship
ping
Turk
eyR
INA
Serv
ices
S.
p.A.
24 D
ecem
ber2
021
2006
1520
19
142
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istra
tion
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istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
11
No.
Vess
el n
ame
Nom
inal
ca
paci
ty(T
EUs)
Usa
geO
rigin
Cla
ssifi
catio
n bo
dy(1
)
Expi
ry d
ate
of th
e C
ertif
icat
e of
C
lass
ifica
tion
Year
bui
ltAg
e (y
ears
)D
eliv
ery
year
9.M
TT S
aisu
nee
1,16
2C
onta
iner
lin
er
ship
ping
Chi
naD
NV
GL
19 A
ugus
t 202
420
192
2019
10.
MTT
Sen
ari
1,16
2Ve
ssel
ch
arte
ring
Chi
naD
NV
GL
15Ja
nuar
y 20
2520
202
2020
11.
MTT
Sam
alaj
u1,
162
Vess
el
char
terin
gC
hina
DN
V G
L5
May
202
220
21Le
ss
than
1
year
2021
143
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istra
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istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
12
No.
Vess
el n
ame
Nom
inal
ca
paci
ty(T
EUs)
Usa
geO
rigin
Cla
ssifi
catio
n bo
dy(1
)
Expi
ry d
ate
of th
e C
ertif
icat
e of
C
lass
ifica
tion
Year
bui
ltAg
e (y
ears
)D
eliv
ery
year
12.
MTT
Sem
porn
a1,
162
Vess
el
char
terin
gC
hina
DN
V G
L31
Mar
ch 2
026
2021
Less
th
an 1
ye
ar
2021
Tota
lnom
inal
cap
acity
15,4
42
Not
es:
(1)
All o
ur c
onta
iner
ves
sels
are
inde
pend
ently
sur
veye
d by
IAC
S m
embe
r to
certi
fy th
ey a
re in
com
plia
nce
with
the
requ
irem
ents
pre
scrib
ed b
y th
e re
leva
nt c
lass
ifica
tion
soci
etie
s. T
here
afte
r, ou
r con
tain
er v
esse
ls w
ill be
aw
arde
d w
ith C
ertif
icat
e of
Cla
ssifi
catio
n. S
uch
requ
irem
ents
are
sta
ndar
ds d
evel
oped
by
IAC
S m
embe
rs to
ver
ify
the
stru
ctur
al s
treng
th a
nd in
tegr
ity o
f ess
entia
l par
ts o
f the
ves
sel’s
hul
l and
its
appe
ndag
es, a
nd th
e re
liabi
lity
and
func
tion
of th
e pr
opul
sion
and
ste
erin
g sy
stem
s,
pow
er g
ener
atio
n an
d ot
her f
eatu
res
and
auxi
liary
sys
tem
s w
hich
hav
e be
en b
uilt
into
the
vess
els
in o
rder
to m
aint
ain
esse
ntia
l ser
vice
s on
boa
rd.
(2)
As a
t the
LPD
, MTT
Pas
ir G
udan
g w
as in
ope
ratio
n fo
r our
con
tain
er li
ner s
hipp
ing
serv
ices
. MTT
Pas
ir G
udan
g w
ill be
cha
rtere
dou
t to
a th
ird p
arty
con
tain
er li
ner
ship
ping
com
pany
on
a sh
ort-t
erm
cha
rter b
asis
.
(3)
As a
t the
LPD
, MTT
Pen
gera
ng w
as o
n dr
y-do
ckin
g.Su
bseq
uent
to th
e dr
y-do
ckin
g, M
TT P
enge
rang
will
be c
harte
red
out t
o a
third
par
ty c
onta
iner
line
r shi
ppin
g co
mpa
nyon
a s
hort-
term
cha
rter b
asis
.
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istra
tion
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201
9010
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)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
13
We
have
als
o pu
rcha
sed
six
addi
tiona
l con
tain
er v
esse
ls, M
TT S
anda
kan
(1,8
00 T
EUs)
, MTT
Sap
anga
r (1,
800
TEU
s), M
TT S
ibu
(415
TEU
s), M
TT S
arik
ei
(415
TEU
s), M
TT R
ajan
g (4
15TE
Us)
and
MTT
Sin
gapo
re (6
53) T
EUs)
. We
have
take
n de
liver
ies
of M
TT S
apan
gara
nd M
TT S
ibu
inJu
ly20
21 a
nd th
e ad
ditio
nal f
ourc
onta
iner
ves
sels
are
sche
dule
d fo
r del
iver
y be
twee
n 3Q
202
1 an
d 1Q
202
2.
In 2
012,
we
ente
red
into
a s
lot e
xcha
nge
arra
ngem
ent w
ith a
third
par
ty c
onta
iner
line
r sh
ippi
ng c
ompa
ny, M
SC, w
here
we
exch
ange
pre
-agr
eed
allo
cate
d co
ntai
ner v
esse
l spa
ce, a
lso
know
n as
con
tain
er s
lots
, with
MSC
, for
cer
tain
ser
vice
rout
es p
rovi
ded
by b
oth
our G
roup
and
MSC
. We
do n
ot jo
intly
own
any
cont
aine
r ves
sels
with
MSC
, as
the
exch
ange
of c
onta
iner
slo
ts a
re ta
ken
from
exi
stin
g op
erat
ing
cont
aine
r ves
sels
for c
erta
in s
ervi
ce ro
utes
offe
red
by b
oth
our
Gro
up a
nd M
SC.W
ithth
is a
rrang
emen
t, ou
r cus
tom
ers
can
book
con
tain
er s
lots
for t
he p
artic
ular
ser
vice
rout
es th
roug
h ou
r Gro
up o
r MSC
and
the
book
ings
w
ill be
ass
igne
d ei
ther
to o
ur v
esse
ls o
r MSC
’s v
esse
ls b
ased
on
the
avai
labi
lity
of th
e co
ntai
ner v
esse
l spa
ce a
nd a
rriva
l dat
e at
the
ports
. Thi
spa
rtner
ship
en
able
s ou
r Gro
up to
hav
e ad
ditio
nal c
apac
ity fo
r cer
tain
ser
vice
rout
es v
ia M
SC’s
con
tain
er s
lots
and
it a
llow
s us
tom
axim
ise
the
use
of th
e sp
ace
avai
labl
e on
ou
r con
tain
er v
esse
ls fo
r cer
tain
ser
vice
rout
es w
hich
enh
ance
s th
e ec
onom
ies
of s
cale
for o
ur c
onta
iner
liner
ship
ping
bus
ines
s.As
at t
he L
PD, t
here
are
two
partn
er v
esse
ls n
amel
y Ko
ta N
aga
and
Sala
m M
aju
whi
char
e in
clud
ed a
s pa
rt of
our
ser
vice
rou
tes
unde
r thi
s sl
ot e
xcha
nge
arra
ngem
entw
ithM
SC. I
n th
e ev
ent t
hat M
SC re
quire
s ad
ditio
nal s
lots
on
our c
onta
iner
ves
sels
in a
dditi
on to
the
pre-
agre
ed a
lloca
ted
cont
aine
r slo
ts u
nder
the
slot
exc
hang
e ar
rang
emen
t,th
e ad
ditio
nal c
onta
iner
slo
ts w
ill be
cha
rged
acc
ordi
ngly
to M
SCan
dvi
ce v
ersa
.
Upo
n re
ques
t, w
e m
ay a
lso
sell
cont
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r slo
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145
Reg
istra
tion
No.
201
9010
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9 (1
3133
46-A
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Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)7.
BU
SIN
ESS
OVE
RVI
EW (C
ont’d
)
14
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146
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
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7.3.2 Container liner shipping
(i) Container liner shipping services
Container liner shipping is a type of shipping method using a range of standardised containers in carrying cargo on a container vessel. Standardised containers are widely used to carry cargo via different modes of transportation including container vessels, container haulage trucks and trains, thus making containerisation an efficient and cost-effective way to carry large volume of goods as it eliminates additional handling of goods (i.e. pack and unpack goods) when switching between transportation modes.
We are principally involved in container liner shipping services where we ship containerised cargo using container vessels from port of loading to port of discharge. Our container liner shipping services cover routes between ports in Peninsular Malaysia and East Malaysia as well as overseasports around the Southeast Asia region such as Singapore, Thailand, Brunei, Indonesia, Indiaand Myanmar which are in close proximity to Malaysia.
We provide weekly fixed-day container liner shipping services covering ports in Peninsular Malaysia, East Malaysia, Singapore, Thailand and Brunei where the days of arrival and departure at each port for a service route are fixed according to our weekly fixed-day sailing schedule. The distance and the voyage routes between each port are relatively short, with maximum voyage distance of 3,231 nautical miles and 14 days per voyage as at the LPD.
Our weekly fixed-day sailing services are mainly provided through a fleet of container vessels operated by our Group. The container vessels operated by our Group are with nominal capacities of between 1,000 and 2,000 TEU, and these are ideal given the depth and width limitations at some of the ports covered by our Group, especially ports in East Malaysia. The average age of our fleet of container vessels operated for our container liner shipping business as at the LPD is 20 years where eight container vessels were purchased from the secondary market and onecontainer vessel is newly built. Notwithstanding the age of our container vessels, the design, capacity and condition of our container vessels are suitable for our operations based on our service routes. Our weekly fixed-day sailing services cover most of the ports in the service routes at least once a week, hence providing an advantage to our customers as it helps our customers to manage their logistics and inventory cycles. For certain busier ports, we may sail up to three times on fixed days of every week, which provide our customers with more options in frequency of sailings. As at the LPD, we offer weekly fixed-day shipping services using our own container vessels based on five service routes, where each shipping service is designated for a specific service route with its respective sailing schedule.
We also provide non-fixed-day container liner shipping services covering various ports in Indonesia, India and Myanmar which are provided through sets of tugs and barges operated by our Group and container vessels operated by third party container liner shipping companies.
See Section 7.3.2(ii) of this Prospectus for further details of our port coverage and weekly calls to each port as at the LPD.
Our business activities as a container liner operator, feeder operator and shipping agent are further described below:
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(a) Container liner operator
We provide container liner shipping services to our customers covering various ports located in Malaysia and various overseas ports around the Southeast Asian region as follows:
(i) Peninsular Malaysia and East Malaysia
We primarily operate as a domestic operator between ports in Peninsular Malaysia and East Malaysia where we provide container liner shipping services to our customers (who are “shippers and consignees”) comprising manufacturers and traders (including exporters and importers) using a fleet of container vessels operated by our Group and partner vessels.
We also provide container liner shipping services to shippers and consignees indirectly via freight forwarders, who act on behalf of shippers and consignees as their forwarding agent. In such cases, our customers are the freight forwarders.
(ii) Overseas: Singapore, Thailand, Brunei, Indonesia, India and Myanmar
We provide container liner shipping services to customers comprising shippers, consignees and freight forwarders who act on behalf of shippers and consignees for shipment of goods to and from various overseas ports around the Southeast Asia region such as Singapore, Thailand, Brunei, Indonesia, India and Myanmar.
For ports which we cover in Singapore, Thailand and Brunei, we provide container liner shipping services to our customers using a fleet of container vessels operated by our Group and partner vessels whereas for ports which we cover in Indonesia, India andMyanmar, we leverage on container vessels operated by third party container liner shipping companies to provide container liner shipping services to our customers. In doing so, this has expanded our overseas port coverage and provided additional revenue for our Group. This is also a conservative approach in preparation for the potential expansion of our container liner shipping services to Indonesia, India and Myanmar by deploying our own container vessels as it enables us to assess the demand for container liner shipping services and the feasibility of deploying our own container vessels in the region.
Moving forward, our Group will continue to seek opportunities to expand our overseas port coverage in the Southeast Asia region and other surrounding countries in Asia, to grow our container liner shipping business. See Section 7.15.1 of this Prospectus for further information on our future plans to expand our container liner shipping business in Malaysia and overseas.
(b) Feeder operator
We operate as a feeder operator as follows:
(i) Feeder services to Main Line Operators
We provide feeder services to Main Line Operators who berth, load and/or unload their containers, also known as transhipment containers at major hub ports such as Port Klang, Port of Tanjung Pelepas and Port of Singapore.
As a feeder operator, we provide services using container vessels operated by our Group or partner vessels to transport containers between these major hub ports and their ultimate ports of destination/origin which are some smaller ports in Peninsular Malaysia, East Malaysia and certain ports around the Southeast Asia region that are not covered by the Main Line Operators.
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(ii) Dedicated feeder services to certain customers
We provide dedicated feeder services to certain customers in Malaysia and Sumatera, Indonesia.
For dedicated feeder services in Malaysia, we offer container liner shipping services to and from Pengerang Terminal, specifically for Petronas Chemicals Marketing (Labuan) Ltd (“Petronas”) and Aramco Chemicals Company (“Aramco”) since April 2019. Upon request from customers, we ship empty containers from Port Klang or Port of Tanjung Pelepas to Pengerang Terminal using container vessels operated by our Group, for the stuffing of petroleum products and thereafter, act as a feeder operator to ship theladen containers back to Port Klang and Port of Tanjung Pelepas for onward shipment to the ultimate destinations by the Main Line Operators. Nevertheless, due to an unforeseen accident which took place at Pengerang Integrated Petroleum Complex in 2020, our container liner shipping services to Petronas and Aramco have temporarily ceased from June 2020. We expect to re-commence our container liner shipping services to Petronas and Aramco by 4Q 2021.
For dedicated feeder services in Sumatera, Indonesia, we offer container liner shipping services to certain customers (i.e. exporters and importers) with regular shipment in Sumatera, Indonesia. We operate a fleet of tugs and barges as detailed in Section 7.3.1 of this Prospectus for this service, providing ocean connectivity between public and private river ports in Sumatera, Indonesia and certain ports in Peninsular Malaysia. These river ports in Sumatera, Indonesia have shallower waters and are not suitable for container vessels to sail and/or to berth, therefore we use tugs and barges to facilitate shipments to these ports.
(c) Shipping agent
In Sabah and Sarawak, we represent the Evergreen Group of Companies, a global Main Line Operator offering ocean shipping services to worldwide destinations, via an agencyarrangement with Evergreen Malaysia, as its local shipping agent. As the shipping agent for Evergreen Group of Companies, we are responsible for all operational activities which includes handling bookings, coordinating container logistics and vessel operations, and all other documentary services such as releasing bills of ladings and delivery orders, for container liner shipping services provided by Evergreen Group of Companies.
We are also involved in the containerised automotive shipping business where we specialise in containerised shipping of automotive vehicles. We use removable vehicle racking systems that are mounted into dry cargo containers to carry vehicles for shipment. As at the LPD, we own a total of 173 sets of removable vehicle racking systems that are used in our container liner shipping business for automotive vehicles, where each racking system is able to support and carry one vehicle. The removable vehicle racking system allows us to lash, tilt and/or lift the vehicles in the container, thus providing a space saving system that enables us to fully utilise the container space and allows up to four vehicles to be stored within a container depending on the size of the vehicles.
Leveraging on our comprehensive port coverage and the advantages of our weekly fixed-day shipping services which provide certainty on the days of arrival and departure, vehicle dealers and distributors in East Malaysia can enjoy the benefits of more efficient management of their inventory and logistics of vehicles from Peninsular Malaysia to East Malaysia. Further, the containerisation of vehicles also protects the vehicles by preventing the vehicles from external damage such as being dented or scratched during handling or being directly exposed to sun or rain during shipping.
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(ii) Port coverage and service routes
Our container liner shipping services are mainly centred in Port Klang in Peninsular Malaysia. Port Klang is the largest port in Malaysia with a total handling capacity of 19.6 million TEU comprising Westports and Northport. We cover Port Klang in all of our service routes for sailing using container vessels, as large volumes of containers are shipped through Port Klang.
As at the LPD, the ports covered by our shipping services and the respective port calls are as follows:
Region/country Port coverage Number of port calls per week Peninsular Malaysia Port Klang (1) (2) (3)
Penang Port Johor Port (1)
Port of Tanjung Pelepas (3)
11 1 2 2
East Malaysia Kuching Port (1)
Bintulu Port (1)
Labuan Port (1)
Kota Kinabalu Port (1)
Sandakan Port Tawau Port Tanjung Manis Port (1)
Miri Port (4)
Sibu Port (4)
2 2 1 3 1 1 2 N/A (6)
N/A (6)
Singapore Port of Singapore (1) 1
Thailand Thai Connectivity Terminal, Bangkok (1)
Kerry Siam seaport, Laem Chabang
1
1
Brunei Port of Muara (1) 1
Indonesia Port of Perawang (3)
Port of Lubuk Gaung (3)
Port of Buatan (3)
Tebing Tinggi Port (3)
Port of Futong(3)
Port of Jakarta (5)
3 1 2 1 - (7)
N/A (6)
India Mundra Port (5)
Port of Chennai (5)
Jawaharlal Nehru Port (5)
Syama Prasad Mookerjee Port, Kolkata (5)
N/A (6)
N/A (6)
N/A (6)
N/A (6)
Myanmar Yangon Port(5) N/A (6)
Notes:
(1) These ports are covered by our Group and also covered under the slot exchange arrangement with MSC.
(2) We offer container liner shipping services to and from Port Klang, predominantly through Westports using both container vessels and sets of tugs and barges.
(3) We offer container liner shipping services to and from these ports using sets of tugs and barges.
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(4) Our container liner shipping services to and from Miri Port and Sibu Port are provided through tugs and barges operated by third party shipping companies to and from Bintulu Port and Tanjung Manis Port respectively.
(5) Our container liner shipping services to and from these ports are provided through container vessels operated by third party container liner shipping companies.
(6) The port calls to these ports are not fixed as we provide container liner shipping services to and from these ports through container vessels and tugs and barges operated by third party container liner shipping companies and third party shipping companies as explained in the notes (4) and (5) above based on shipment destinations and schedules of our customers.
(7) Our Group did not record any port call at Port of Futong as at the LPD mainly due to reduced container volume in June 2021 arising from the shortage of containers from our customers’ end.
A map of ports covered by our container liner shipping business is as follows:
Legend:
(1) Thai Connectivity Terminal, Bangkok (15) Tanjung Manis Port (2) Kerry Siam seaport, Laem Chabang (16) Sibu Port (3) Penang Port (17) Bintulu Port (4) Port Klang (18) Miri Port (5) Port of Tanjung Pelepas (19) Port of Muara, Brunei (6) Port of Singapore (20) Labuan Port (7) Johor Port (21) Kota Kinabalu Port (8) Port of Lubuk Gaung (22) Sandakan Port (9) Port of Perawang (23) Tawau Port (10) Port of Buatan (24) Mundra Port (11) Port of Futong (25) Jawaharlal Nehru Port (12) Tebing Tinggi Port (26) Port of Chennai (13) Port of Jakarta (27) Syama Prasad Mookerjee Port, Kolkata (14) Kuching Port (28) Yangon Port
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We review the performance of our service routes regularly, in terms of the deployment and utilisation of container vessels for each service route, and may modify, add or remove service routes from time to time if required. Our Group is also able to provide container liner shipping services or dedicated feeder services upon request if they are commercially viable to our Group.
(iii) Container types
To support our container liner shipping operations, we provide containers to shippers for shipment of their cargo. Our containers are also used by shippers for the carriage of goods during pre-shipping (from origin to port of loading) and post-shipping (from port of discharge to destination).
As at the LPD, we own 10,763 containers (of which 2,684 containers were under finance lease and recognised as our assets) and we lease 5,172 containers, as follows:
Type of container Description Size
Number of containers as at the LPD
No. Owned Leased Total
1. Standard dry cargo container
Fully enclosed container with doors at one end. The dry cargo containers are commonly used to carry general purpose cargo.
20-foot (“ft”) and40-ft
7,788 2,173 9,961
2. High cube dry cargo container
Has similar structure to standard dry cargo container but with an extra foot in height. High cube dry cargo containers are suitable to carry light, voluminous or bulky cargo.
40-ft 2,470 2,869 5,339
3. Refrigeratedcontainer
Also referred to as reefer container, it is a type of container equipped with a refrigeration system that controls the temperature in the container. Refrigerated containers are typically used to carry perishable goods that require temperature control, including, among others, fresh foods such as fruits, vegetables, meat, seafood and dairy products, as well as raw materials for food and beverage processing, pharmaceutical products and medicines.
20-ft and 40-ft
436 112 548
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Type of container Description Size
Number of containers as at the LPD
No. Owned Leased Total
4. Open top container
Containers without a solid metal roof and is designed to carry over-height cargo. The open top containers are generally used to carry cargo such as tall machinery.
20-ft and 40-ft
30 16 46
5. Flat rack container with collapsible ends
Containers with only two ends. The two ends can be collapsed to make a completely flat surface, allowing more space for heavy and over-sized cargo. Flat rack containers are often used to carry trucks and boats, pipes and odd-sized machinery.
20-ft and 40-ft
39 2 41
10,763 5,172 15,935
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7.3.3 Vessel chartering
We also charter out our container vessels to container liner shipping companies to sail on service routes that are not competing with our domestic service routes, on time charter basis. As at the LPD, we charter out three container vessels, MTT Senari, MTT Samalaju and MTT Semporna. We will also be chartering out additional four vessels in July 2021, MTT Sapangar, MTT Pengerang,MTT Pasir Gudang and MTT Sibu to other container liner shipping companies. The details of ourvessel chartering arrangements with container liner shipping companies are as follows:
Long term charter
Vessel nameNominal capacity
(TEUs) Year built Charter period and rate (per day)
MTT Senari 1,162 2020 December 2020- December 2021USD11,600
MTT Samalaju 1,162 2021 February 2021- February 2022USD14,000
MTT Semporna 1,162 2021 April 2021 – April 2023USD16,700
MTT Sibu 415 2021 July 2021 – July 2022USD6,000
MTT Sapangar 1,800 2021 July 2021 - July 2024 USD29,750
Short term charter
Vessel nameNominal capacity
(TEUs) Year built Charter period and rate (per day)
MTT Pengerang 1,134 2006 July 2021 – August 2021USD26,000
MTT Pasir Gudang 1,740 2000 July 2021 – September 2021USD40,000
Most of our newly built vessels (MTT Senari, MTT Semporna and MTT Samalaju) are designed for high intake of laden containers to sail on shallow drafted waterways where at a maximum draft of 7.7 metre, these container vessels are able to load 935 TEUs at a loading capacity of 14 tonnes per TEU. Further, these container vessels are more eco-friendly as they are built with scrubbers which enable HFO consumption to comply with the new IMO sulphur emission regulation effective from 1 January 2020. MTT Sapangar on the other hand, was built with the feature to install the scrubber if deemed necessary in the future.
See Section 7.3.1 of this Prospectus for further details on our fleet of container vessels.
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7.3.4 Container depot services
We operate one container depot on our own land located in Port Klang (Bandar Sultan Sulaiman) and three container depots on leased lands located in Port Klang (Westports), Penang and Pasir Gudang and the details of the land area and capacity of each of our container depots as at the LPD are as follows:
Location
Operating land area (acres)
Storage capacity (unit)
Daily handling capacity
(unit)
Port Klang (Bandar Sultan Sulaiman) 11.4 8,500 1,000Port Klang (Westports) 6.0 4,000 600Penang 8.3 5,500 800Pasir Gudang 8.3 6,500 700Total 33.6 24,500 3,100
We provide container storage and container-related services to external customers, namely container hauliers, third party container liner shipping companies and shipping agencies, container leasing companies as well as box operators to store their empty containers prior to deployment for the next shipment. Our container depot business also supports our container liner shipping business by allowing our own empty containers to be stored at the depots. All the empty containers stored in our depots are stacked according to the owner of the container, container size and type.
Our container-related services comprise handling (such as lift-on/lift-off and/or pre-trip inspection), washing, maintenance and repair as well as empty drayage services for the containers. The pre-trip inspection, maintenance and repair as well as empty drayage services are outsourced to third party service providers as these services are not within our area of expertise and would not contribute significantly to our Group’s revenue considering the cost and technical personnel to be employed.
We intend to expand our container depot services by setting up new container depots in Port Klang (Pulau Indah), Kota Kinabalu, Kuching and Bintulu. See Section 7.15.2 of this Prospectus for further information.
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7.4 PRINCIPAL MARKETS BY BUSINESS SEGMENTS
The breakdown of our revenue by principal business segments for the financial years/period under review is as follows:
Principal business segment
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Container liner shipping
Freight income -domestic 390,010 72.5 369,269 72.4 352,513 68.5 98,252 72.1 109,497 65.1
Freight income -regional 111,098 20.7 101,664 19.9 109,757 21.3 27,074 19.9 41,809 24.8
Subtotal 501,108 93.2 470,933 92.3 462,270 89.8 125,326 92.0 151,306 89.9Charter hire income 2,596 0.5 4,313 0.8 18,602 3.6 2,458 1.8 7,582 4.5Other shipping related income(1) 6,761 1.3 5,642 1.1 5,513 1.1 1,372 1.0 1,901 1.1
Container depotDepot related income 27,294 5.1 28,873 5.7 28,156 5.5 7,025 5.2 7,523 4.5
Total 537,759 100.0 509,761 100.0 514,541 100.0 136,181 100.0 168,312 100.0
Note:
(1) Mainly comprising revenue recognised from shipping agency fee.
The principal market of our container liner shipping and container depot businesses is Malaysia. The charter hire income (which forms part of our container liner shipping business and represents 0.5%, 0.8%, 3.6% and 4.5% of our Group’s revenue for the FYE 31 December 2018, 31 December 2019, 31 December 2020 and FPE 31 March 2021, respectively) were derived from outside of Malaysia.
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7.5 OPERATIONAL PROCESSES AND TECHNOLOGY USED
7.5.1 Operational process for container liner shipping business
(a) Pre-shipping
Upon receipt of enquiry from our potential customers, our sales team will issue quotation stating the shipping charges as well as our sailing schedule. Once our customers agree on the quotation, our customers will proceed to place booking via e-mail or our e-Booking platform, stating the selected service route. See Section 7.5.3 of this Prospectus for further details of our e-Booking platform. Our customer service team will check for container space availability for the respective service route. Thereafter, the booking is confirmed once booking confirmation is sent to our customers via e-mail.
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We provide container liner shipping services to our customers comprising shippers, consignees and freight forwarders for the shipment of goods. We also provide dedicated feeder services to certain customers. Once the bookings from these customers are confirmed, we will notify these customers to pick up our empty containers from the specified container depot or deliver our empty containers to our customers. Thereafter, our customers will fill up the containers with their goods at their premises and the laden containers will be transported to the port of loading. Our customers can also use third party containers for the stuffing of their goods.
As a feeder operator providing feeder services to the Main Line Operators, our customers are the Main Line Operators who tranship their containers at the major hub ports such as Port Klang, Port of Tanjung Pelepas and Port of Singapore for onward connections to their ultimate ports of destination through our vessels.
Once we received the containers at the port of loading, these containers will obtain the necessary customs clearance and will be loaded onto the vessels.
(b) Shipping
Once all of the containers have been loaded onto the vessels, the vessels then set sail to the designated ports according to the pre-determined shipping service routes and schedule. Notification of Arrival (“NOA”) is despatched by the shipping agents at the respective destinations to inform consignees on the estimated time of arrival of the vessels at destination. Our customers can also track the locations of the vessels and obtain the estimated time of arrival through our e-Tracking system.
(c) Post-shipping
As the vessels arrive and berth at the port of discharge, the containers will be discharged from the vessels and stored at the port’s container yard. Upon obtaining customs clearance and payment of all related charges, the containers will be released to the respective consignees when the necessary document including the delivery order is presented to the port operator.
7.5.2 Vessel maintenance
Our container vessels are either managed in-house by our wholly-owned subsidiary, Nautica Ship Management or outsourced to a third party vessel management company, NSB Niederelbe Schiffahrtsgesellschaft mbH Co. KG (“NSB Niederelbe”). Nautica Ship Management manages both our newly built vessels and vessels purchased from secondary market whereas NSB Niederelbe manages only some of our newly built vessels.
Nautica Ship Management provides the following support to ensure that our fleet of vessels remain in good running condition and meet all operational requirements:
technical management, includes maintenance, dry docking arrangements, repairs of the vessels in order to comply with the regulatory and classification society standards;
marine management services, which include audit process to assess the compliance of the vessels with the regulatory and classification society standards as well as navigation and safety arrangements;
crew management, includes sourcing of crew members from external manning agenciesand planning of crew rotation. See Section 7.18 of this Prospectus for further details of our arrangement with external manning agencies;
procurement services, includes sourcing and purchasing of spare parts and equipment of the vessels, consumable, lubricating oil; and
in respect of acquisition of vessels, to undertake vessel pre-purchase inspections as well as to register new vessels with the relevant regulatory authorities and classification societies.
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7.5.2.1 Regular maintenance and repair
We employ an experienced and qualified technical team to supervise the maintenance and repair works of the vessels. Regular maintenance and repair works are usually carried out in port and at sea based on our scheduled maintenance programme by the crews on board of our vessels. The crew on board of our vessels will then report to our technical team on any issues arising from the vessel operations. Our technical team oversees, coordinates and manages all technical and crew related matters of our vessels to ensure smooth operation of our vessels. In addition, we monitor the inventory level of spare parts and replenish them as and when necessary to ensure that we will have sufficient spare parts on board for the regular maintenance and repair works.
7.5.2.2 Regulatory inspections
In addition to regular maintenance and repair works, each vessel is surveyed and inspected by the classification society surveyor from the IACS in accordance with the applicable rules of the relevant classification societies (“Rules”) in which the vessels are classed. The types of inspections include annual survey, ad-hoc inspection, periodic survey, special survey and intermediate survey. An annual survey is to be carried out yearly and ad-hoc inspection is to be done following an accident. The annual survey can be carried out when our vessels call at ports whilst the scope and extent of the ad-hoc inspection procedures are dependent on the vessel’s condition at the time of inspection. All of our vessels are classed by reputable international classification societies such as Lloyd’s Register, RINA Services S.p.A., Nippon Kaiji Kyokai and DNV GL. We monitor the classification status of the vessels on an ongoing basis as part of our ship management procedure.
(a) Dry docking
We are required to dry-dock each of our vessels twice every five years for one intermediate survey and one special survey. During these dry-dockings, our vessels are surveyed and inspected by the classification society surveyor, hence these vessels will be out of operation. The intermediate inspection which is held between the second and third year entails survey, maintenance and repair works, while special inspection entails a major inspection and prior to such inspection, repairing or replacing the vessel components or equipment may be required to comply with the requirements of the classification societies. Special inspection is a mandatory requirement for class renewal based on a five-year cycle from the date of delivery of the vessels.
The average number of days required for intermediate inspection is between five and seven days while special inspection can take up to 14 days, depending on the age of the vessels.
We incurred RM15.4 million, RM16.7 million, RM8.6 million and RM4.1 million in dry-docking costs for the FYEs 31 December 2018, 31 December 2019, 31 December 2020 and FPE 31 March 2021, respectively, which were capitalised as a separate component of the vessel costs.
(b) Under water inspection in lieu of dry docking (“UWILD”)
If the vessels are below 15 years old, intermediate survey can be undertaken via UWILD. UWILD is an alternative to dry docking wherein the submerged part of the vessel hull is inspected while afloat in operation, using a remotely-operated submersible with CCTV camera and/or using divers with CCTV camera. We can opt for UWILD for the intermediate survey of our existing vessels and vessels to be acquired in the future which are below 15 years old.
7.5.3 Technology used
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Container liner shipping business
We employ a shipping software (“iKapal’s Shipping System”) which was solely developed by a third party vendor, NM SOVY Technology Sdn Bhd, to support and facilitate the daily operations of our container liner shipping business. We hold the intellectual property rights for iKapal’s Shipping System. See Section 7.21 of this Prospectus for further details of the intellectual property rights held by our Group.
(VGM: Verified Gross Mass)
iKapal’s Shipping System is designed with multiple modules, each with specific functions and features to facilitate our container liner shipping business operations, including, among others:
processing of bookings and transactions; management of shipping rates; management of containers; management of vessel operations; and customer service and documentation.
All the modules are integrated to form a solution which streamlines and simplifies the coordination of our business processes. iKapal’s Shipping System can be accessed by all our branch offices and shipping agents in overseas to efficiently manage the daily operations of our container liner shipping business. Further, we have also subscribed to a third party e-Manifest portal, an intermediary system that connects us and our network of shipping agents with the Malaysian Customs Department’s system. It speeds up the submission of manifest data for customs clearance and automates the updates of clearance results received in the database of our iKapal’s Shipping System.
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7.5.2.1 Regular maintenance and repair
We employ an experienced and qualified technical team to supervise the maintenance and repair works of the vessels. Regular maintenance and repair works are usually carried out in port and at sea based on our scheduled maintenance programme by the crews on board of our vessels. The crew on board of our vessels will then report to our technical team on any issues arising from the vessel operations. Our technical team oversees, coordinates and manages all technical and crew related matters of our vessels to ensure smooth operation of our vessels. In addition, we monitor the inventory level of spare parts and replenish them as and when necessary to ensure that we will have sufficient spare parts on board for the regular maintenance and repair works.
7.5.2.2 Regulatory inspections
In addition to regular maintenance and repair works, each vessel is surveyed and inspected by the classification society surveyor from the IACS in accordance with the applicable rules of the relevant classification societies (“Rules”) in which the vessels are classed. The types of inspections include annual survey, ad-hoc inspection, periodic survey, special survey and intermediate survey. An annual survey is to be carried out yearly and ad-hoc inspection is to be done following an accident. The annual survey can be carried out when our vessels call at ports whilst the scope and extent of the ad-hoc inspection procedures are dependent on the vessel’s condition at the time of inspection. All of our vessels are classed by reputable international classification societies such as Lloyd’s Register, RINA Services S.p.A., Nippon Kaiji Kyokai and DNV GL. We monitor the classification status of the vessels on an ongoing basis as part of our ship management procedure.
(a) Dry docking
We are required to dry-dock each of our vessels twice every five years for one intermediate survey and one special survey. During these dry-dockings, our vessels are surveyed and inspected by the classification society surveyor, hence these vessels will be out of operation. The intermediate inspection which is held between the second and third year entails survey, maintenance and repair works, while special inspection entails a major inspection and prior to such inspection, repairing or replacing the vessel components or equipment may be required to comply with the requirements of the classification societies. Special inspection is a mandatory requirement for class renewal based on a five-year cycle from the date of delivery of the vessels.
The average number of days required for intermediate inspection is between five and seven days while special inspection can take up to 14 days, depending on the age of the vessels.
We incurred RM15.4 million, RM16.7 million, RM8.6 million and RM4.1 million in dry-docking costs for the FYEs 31 December 2018, 31 December 2019, 31 December 2020 and FPE 31 March 2021, respectively, which were capitalised as a separate component of the vessel costs.
(b) Under water inspection in lieu of dry docking (“UWILD”)
If the vessels are below 15 years old, intermediate survey can be undertaken via UWILD. UWILD is an alternative to dry docking wherein the submerged part of the vessel hull is inspected while afloat in operation, using a remotely-operated submersible with CCTV camera and/or using divers with CCTV camera. We can opt for UWILD for the intermediate survey of our existing vessels and vessels to be acquired in the future which are below 15 years old.
7.5.3 Technology used
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Container liner shipping business
We employ a shipping software (“iKapal’s Shipping System”) which was solely developed by a third party vendor, NM SOVY Technology Sdn Bhd, to support and facilitate the daily operations of our container liner shipping business. We hold the intellectual property rights for iKapal’s Shipping System. See Section 7.21 of this Prospectus for further details of the intellectual property rights held by our Group.
(VGM: Verified Gross Mass)
iKapal’s Shipping System is designed with multiple modules, each with specific functions and features to facilitate our container liner shipping business operations, including, among others:
processing of bookings and transactions; management of shipping rates; management of containers; management of vessel operations; and customer service and documentation.
All the modules are integrated to form a solution which streamlines and simplifies the coordination of our business processes. iKapal’s Shipping System can be accessed by all our branch offices and shipping agents in overseas to efficiently manage the daily operations of our container liner shipping business. Further, we have also subscribed to a third party e-Manifest portal, an intermediary system that connects us and our network of shipping agents with the Malaysian Customs Department’s system. It speeds up the submission of manifest data for customs clearance and automates the updates of clearance results received in the database of our iKapal’s Shipping System.
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In addition, our customers are able to perform various functions conveniently under the iKapal’s Shipping System through our online portal accessible from our corporate website which serves as a direct contact point to customers, including:
e-Booking : Allows our customers to place bookings for our container liner shipping services. Under the e-Booking platform, our customers are required to specify the shipment details such as the type of containers, international commercial terms, place of receipt, port of loading, place of final destination, port of discharge, estimated shipment date and cargo description.
e-Tracking : Allows our customers to track the location of their container or shipment on a real-time basis. Under our e-Tracking system, our customers are able to trace the location of their cargo or shipment using the respective bill of lading number, booking number or container number.
e-Shipping Instructions
: Allows our customers to fill in and update information in relation to their shipping instruction such as shippers’ name and address, consignees’ name and address and container details for the auto-generation of bill of lading to our customers.
VGM : Allows our customers to submit the gross mass of their cargo in a container for the purposes of declaration and verification by our Group.
Container depot business
We employ a depot management system (“SOVY-Depot System”) developed by a third party vendor, NM SOVY Technology Sdn Bhd, to facilitate the daily operations of our container depots. One of the key features of the SOVY-Depot System is the automation of business processes, whereby it helps to facilitate the transmissions of information between multiplefunction units of our container depot operations as well as the transmissions of information with our customers who integrate their container management system with SOVY-Depot System.
For instance, the conditions of containers will be transmitted and recorded in SOVY-Depot System upon inspections and the notifications of container repairs along with the estimated cost of repair will be sent to the container owners automatically. The container owners will then decide if they want to proceed with the repair. Further, container owners can access to the real-time status on the movement of their containers (i.e. gate-in and gate-out) from/to our depot through their container management system which is integrated to SOVY-Depot System, for them to conveniently track the location of their containers. In addition, invoices and summary of charges are sent to our customers upon completion of tasks.
Some of the key functions of the SOVY-Depot System are as follows:
Key function Description
Haulier notification and booking appointment
- SOVY-Depot System can be integrated with our customer’s container management system to automatically feed real-time information on container movement status from SOVY-Depot System directly into our customer’s container management system. This allows our customers to conveniently track the location of their containers.
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Key function Description
- SOVY-Depot System is also integrated with a third party booking platform, namely CargoMove, which is used by our customers to book time slots for pick-up and drop off of containers. This integration allows us to automate the receival, processing and tracking of our customers’ bookings as manual entering of booking information from CargoMove into SOVY-Depot System is not required. Thus, shorten processing time and minimise human errors which consequently improve the efficiency of our container depot operations.
Depot monitoring
- An internal system that allows us to monitor the scheduled pickup and drop off of the containers by hauliers, which helps us to plan the traffic within the depots and to prepare the required equipment such as forklifts and stackers used to lift the containers.
- It also helps in our operational planning and improves the efficiency of containers handling at our depots.
Depot container handling
- Each of the forklifts and stackers used in our depots are equipped with a forklift mounted terminal, a tablet mounted on the forklift which allows forklift drivers to have real-time visibility of containers in queue to carry out container handling tasks.
- This reduces the flow of manual instructions between the forklift drivers and planning team, hence simplifying the workflow of containers handling at our depots.
Paperless gate-in and gate-out process
- Cameras are installed at the entry and exit gates of each of our container depots to facilitate the inspection of the conditions of containers. At the entry gates, inspections are conducted to identify containers that require repairs. At the exit gates, inspections are conducted to ensure the containers leaving our container depots are in good conditions.
- The photos taken by the cameras and the results of inspections are transmitted and recorded in the SOVY-Depot System automatically.
- This eliminates manual transmissions of information and records from gate operators and inspectors to the systems, and reduces the risk of human errors during information transmissions.
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7.6 TYPES, SOURCES AND AVAILABILITY OF INPUTS
The main inputs that we purchased and charges that we incurred were from our container linershipping operations, which primarily comprised of terminal handling charges, bunker fuel andequipment costs, and they collectively accounted for 59.9%, 56.5%%, 52.4% and 54.8% of our total direct costs for the FYE 31 December 2018, 31 December 2019, 31 December 2020 andFPE 31 March 2021, respectively. See Section 12.2.5(ii) of this Prospectus for further details on our direct costs.
Terminal handling charges are charges paid to the ports and other relevant parties for the activities and services undertaken at the ports which we sail to, including the lift-on/lift-off andstevedoring services for containers loaded to and/or discharged from our vessels, detention charges, wharf handling charges for containers and lift-on/lift-off and storage of containers at container yard. These services are generally provided by port operators. During the financial years/period under review, we did not face major price fluctuations in terminal handling charges.
Bunker fuel is fuel used in our container vessels and tugboats. We refuel our container vessels in Port Klang and Port of Singapore. The cost of bunker fuel fluctuates according to the prevailing global oil prices. Global oil prices are affected by various factors beyond our control such as changes in global demand and supply conditions, geopolitical events affecting major oil producing countries, government policies and the level of global economic activities. Nevertheless, we factor in a bunker adjustment factor in our freight rate quoted to our customers, in part as recovery costs to us for the fluctuation of bunker fuel cost and hence, we are able to pass on any increase in bunker fuel cost as a result of price fluctuation to our customers. During the financial years/period under review, we did not face any difficulties in sourcing suppliers for bunker fuel.
Equipment costs are costs relating to containers, including leasing costs, container repairs, and storage costs as well as haulage charges for handling containers. As we own a majority of containers as detailed in Section 7.3.2(iii) of this Prospectus for our container liner shipping operations, we are less susceptible to price fluctuations of container leasing costs. During the financial years/period under review, we did not face any major fluctuations in our equipment costs.
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7.7 MATERIAL PROPERTIES AND EQUIPMENT
7.7.1 Material real properties of our Group
Details of the material properties owned by our Group or leased/tenanted by our Group are set out in Annexure A of this Prospectus.
7.7.2 Material equipment owned by our Group
A summary of the material equipment owned and used by us as at 31 March 2021 are as follows:
EquipmentNumber of units
Average life span (years) (1)
Average age
(years) (2)
Audited NBV as at
31 March 2021(RM ’000)
Container liner shipping and vessel chartering
Container vessels 11 25 16 372,197Containers 10,764 10 5 43,726Removable vehicle racking systems 173 5 2 530
Container depotForklifts and stackers 24 10 5 10,748
427,201
Notes:
(1) Average lifespan of the equipment is computed based on the average lifespan of five, 10 and 25 yearsrespectively for each type of equipment, which is consistent with the computation of depreciation for equipment based on our Group’s accounting policy.
(2) Average age of the equipment is computed since the year of built or year of purchase and up to 31 March 2021.
Subsequent to the FPE 31 March 2021 and up to the LPD, we took delivery of one additional container vessel, purchased one additional forklift and three additional stackers as well as disposed one container.
See Sections 7.3.1 and 7.3.2(iii) of this Prospectus for further details on the container vessels as well as the description of the types of containers owned by us, respectively.
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7.8 OPERATING CAPACITY AND UTILISATION RATES
7.8.1 Container liner shipping operations
We seek to maximise our financial results from our container liner shipping operations by maximising utilisation rate of available container slot space on container vessels operated by our Group. The utilisation rate of our container liner shipping operations is measured by the proportion of actual lifting (i.e. actual number of laden containers carried) of container vessels operated by our Group against the available capacity of container vessels operated by our Group.
Trade imbalances are common in the container liner shipping industry where cargo inflows and outflows of ports along the voyage may not necessarily be in a correspondingly equivalent volume. Hence, we are often required to reposition empty containers from ports with predominantly inbound cargo (“demand ports”) to ports with predominantly outbound cargo (“supply ports”) in a round voyage of our service routes. Our journeys in a round voyage of our service routes can be generally classified as follows:
(i) Head Haul journey, which refers to the main journey where we transport laden containers from supply ports to demand ports, e.g. from ports in Peninsular Malaysia and Singapore to ports in East Malaysia and Brunei;
(ii) Back Haul journey, which refers to the return journey of the voyage e.g. from ports in East Malaysia and Brunei to ports in Peninsular Malaysia and Singapore. Our container vessels are mostly occupied with empty containers for Back Haul journeys due to the need to reposition empty containers to supply ports and typically less cargo movement from East Malaysia and Brunei to Peninsular Malaysia and Singapore; and
(iii) Intra-way Haul journey, which refers to the journey in between Head Haul and Back Haul journeys, e.g. from a port in East Malaysia to another port in East Malaysia. We will call on ports between East Malaysia or Peninsular Malaysia along the round voyage of our service routes as and when we have laden or empty containers to discharge or pick up.
The diagram below illustrates an example of types of journeys as mentioned above:
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As illustrated above, our Head Haul journey starts from Port Klang (“Port A”) or Johor Port (“Port B”) to Kuching Port (“Port C”) or Bintulu Port (“Port D”) to transport laden containers for our customers. During our Head Haul journey, our container vessels may make several stops at ports in which the containers may be lifted off the container vessels and/or new laden containers can be lifted onto our container vessels (in this case, Port B and Port C). The trips between Port A and Port B as well as trips between Port C and Port D will be regarded as Intra-way Haul journey.Subsequently, we will transport all the empty containers from the supply port (Port C or Port D)back to the demand port (Port A or Port B) and this return trip is referred to as Back Haul journey.
Inherent to the abovementioned trade imbalances and cargo patterns, our freight income is contributed mainly from revenue generated by the Head Haul and Back Haul journeys of the round voyage. Therefore, the utilisation rate of our container liner shipping operations is represented with the utilisation rate for Head Haul and Back Haul journeys. Intra-way Haul journeys are excluded from our utilisation rate consideration and are separately classified as additional revenue generated on the Intra-way Haul journey of the round voyage.
Table below sets out the utilisation rate of our container liner shipping operations for the financial years/period under review:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Head Haul journeys
Available capacity (TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 150,758 141,306 151,198 45,113 49,395
Utilisation rate (%)(3) 71.6 66.4 74.7 67.9 84.4
Back Haul journeys
Available capacity (TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 51,223 52,452 59,067 23,351 14,931
Utilisation rate (%)(3)(4) 24.3 24.6 29.2 35.2 25.5
Notes:
(1) Being the aggregate of the actual space available on container vessels operated by our Group, measured at a loading capacity of 14 tonnes per TEU for the financial years/period indicated.
(2) Actual number of laden containers carried by container vessels operated by our Group and/or our partner vessels for the financial years/period indicated for the abovementioned journey.
(3) Computed based on the actual lifting made by our group over the total available capacity.
(4) The utilisation rates for the Back Haul journeys were significantly lower than the utilisation rates of the Head Haul journeys as we only take into account the laden containers for the computation of the utilisation rate. As mentioned above, container vessels in the Back Haul journeys were mostly occupied with empty containers that we need to bring back to their respective supply port.
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The table above excludes the operations carried out by our subsidiary, Sea Navigator which provide dedicated feeder services through tugs and barges operated by our Group to our customers' own terminals at ports such as Port of Perawang, Tebing Tinggi Port, Port of Buatan, Port of Lubuk Gaung and Port of Futong to major hub ports such as Port Klang and Port of Tanjung Pelepas. The total volume of containers transported by the tugs and barges operated by our Group for the financial years/period under review are as follows:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Actual lifting (TEU) (1) 97,698 95,450 106,618 25,613 19,631
Note:
(1) Actual number of laden containers carried by tugs and barges operated by our Group for the financial years/period indicated.
7.8.2 Container depot operations
Table below sets out the utilisation rate for our container depot operations for the financial years/period under review:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Handling capacity (unit) (1) 633,890 652,374 913,700 220,900 223,300
Actual lifting (unit) (2) 473,204 463,274 510,169 121,188 144,372
Utilisation rate (%) 74.7 71.0 55.8 54.9 64.7
Notes:
(1) Computed based on maximum number of containers that can be lifted in a day, multiplied by number of actual working days for the financial years/period indicated.
(2) Actual number of containers lifted in our container depots for the financial years/period indicated.
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7.9 OUR CUSTOMERS
As a container liner operator, our customers are shippers and consignees such as manufacturers, traders (including importers and exporters) and freight forwarders who act on behalf of shippers or consignees as their forwarding agent.
As a feeder operator, our customers are the Main Line Operators and certain customers for our dedicated feeder services.
For our container depot operations, our customers are container hauliers, third party containerliner shipping companies and shipping agencies, container leasing companies as well as box operators.
Our Group serves a diversified portfolio of customers where we handle cargo for our customers from various industries among others, food and beverage products, basic materials, consumer basic products, automotive related products, industrial related products as well as plastic and rubber products.
The revenue contribution from our container liner shipping operations by type of goods shipped by us based on the manifests and bill of lading of the containers for the financial years/period under review is as follows:
FYE 31 December FPE 31 March
Type of goods 2018 2019 2020 2020 2021
RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Food and beverage (1) 132,912 28.4 124,041 28.4 123,889 28.8 31,830 27.1 39,270 27.7
Basic materials (2) 99,135 21.2 94,739 21.7 92,734 21.6 27,162 23.1 28,899 20.4
Consumer basic products (3)
75,062 16.1 64,596 14.8 68,151 15.9 16,149 13.7 22,509 15.8
Automotive related (4) 54,379 11.6 51,742 11.8 54,913 12.8 19,319 16.4 15,978 11.3
General and consolidated cargo (5)
48,764 10.4 46,599 10.7 42,617 9.9 11,449 9.7 17,218 12.1
Industrial related (6) 29,859 6.4 34,677 7.9 28,982 6.7 6,906 5.9 11,069 7.8
Plastic and rubber products (7)
27,124 5.8 20,772 4.8 18,651 4.3 4,806 4.1 7,068 5.0
Total (8) 467,235 100.0 437,166 100.0 429,938 100.0 117,621 100.0 142,011 100.0
Notes:
(1) Comprising prepared food and beverage products.
(2) Comprising raw material products including, among others, chemicals, minerals, alloys, building and construction materials, wood products as well as oil and gas products.
(3) Comprising consumer products among others, household products, pharmaceuticals and toiletries (including cosmetics), textiles, yarns and other related materials.
(4) Comprising our containerised shipping of automotive vehicles as well as transportation and automotive equipment including automotive parts.
(5) Comprising various general goods from third party shippers that are not sensitive/harmful goods. Consolidated cargo comprising packaged general goods from multiple third party shippers into one container.
(6) Comprising industrial electrical and electronic products, machineries and equipment, and telecommunication related products and materials.
(7) Includes, among others, packaging materials, containers and gloves.
(8) Total revenue from freight income, excluding slot sale income, Auto Logistics and other freight income.
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The revenue contribution from our container depot operations by type of customers for the financial years/period under review is as follows:
Type of customers
FYE 31 December FPE 31 March
2018 2019 2020 2020 2021
RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Container hauliers 11,422 41.8 12,207 42.3 13,536 48.1 3,088 44.0 3,936 52.3
Third party container liner shipping companies andshipping agencies
14,867 54.5 13,472 46.7 11,812 42.0 3,038 43.2 3,382 45.0
Container leasing companies
926 3.4 3,136 10.9 2,750 9.8 889 12.7 53 0.7
Box operators 79 0.3 58 0.2 57 0.2 10 0.1 152 2.0
Total 27,294 100.0 28,873 100.0 28,156 100.0 7,025 100.0 7,523 100.0
7.10 MAJOR CUSTOMERS
Our top five major customers by revenue for the financial years/period under review are as follows:
FYE 31 December 2018
Major customerRevenue (RM’000)
% of our Group’s revenue
Type of services provided
Type ofcustomer
Approximate length of relationship as at 31 March 2021
Evergreen Malaysia(1)
32,890 6.1 Container liner shipping and shipping agency services
Main Line Operator
10 years
MSC 21,985 4.1 Container liner shipping via slot exchange / slot sales
Domestic Operator
8 years
Pilot Logistics Services Sdn Bhd
17,171 3.2 Container liner shipping
Freight forwarder
9 years
FM Multimodal Services Sdn Bhd
15,009 2.8 Container linershipping
Freight forwarder
10 years
Greenpen Freight Services Sdn Bhd
14,765 2.7 Container linershipping
Freight forwarder
10 years
For the FYE 31 December 2018, our top five major customers collectively contributed RM101.8million or 18.9% of our Group’s revenue.
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FYE 31 December 2019
Major customerRevenue (RM’000)
% of our Group’s revenue
Type of services provided
Type ofcustomer
Approximate length of
relationship as at 31
March 2021
Evergreen Malaysia(1)
25,094 4.9 Container liner shipping and shipping agency services
Main Line Operator
10 years
MSC 18,778 3.7 Container liner shipping via slot exchange / slot sales
Domestic Operator
8 years
Pilot Logistics Services Sdn Bhd
15,505 3.0 Container liner shipping
Freight forwarder
9 years
FM Multimodal Services Sdn Bhd
15,002 2.9 Container liner shipping
Freight forwarder
10 years
Greenpen FreightServices Sdn Bhd
13,156 2.6 Container liner shipping
Freight forwarder
10 years
For the FYE 31 December 2019, our top five major customers collectively contributed RM87.5million or 17.2% of our Group’s revenue.
FYE 31 December 2020
Major customersRevenue (RM’000)
% of our Group’s revenue
Type of services provided
Type ofcustomer
Approximate length of relationship as at 31 March 2021
Evergreen Malaysia(1)
22,316 4.3 Container liner shipping and shipping agency services
Main Line Operator
10 years
MSC 17,174 3.3 Container liner shipping via slot exchange / slot sales
Domestic Operator
8 years
FM Multimodal Services Sdn Bhd
14,509 2.8 Container liner shipping
Freight forwarder
10 years
Greenpen Freight Services Sdn Bhd
14,478 2.8 Container liner shipping
Freight forwarder
10 years
Pilot Logistics Services Sdn Bhd
14,222 2.8 Container liner shipping
Freight forwarder
9 years
For the FYE 31 December 2020, our top five major customers collectively contributed RM82.7million or 16.1% of our Group’s revenue.
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FPE 31 March 2021
Major customersRevenue (RM’000)
% of our Group’s revenue
Type of services provided
Type of customer
Approximate length of relationship as at 31 March 2021
Evergreen Malaysia(1)
7,051 4.2 Container liner shipping and shipping agency services
Main Line Operator
10 years
MSC 6,967 4.1 Container liner shipping via slot exchange / slot sales
Domestic Operator
8 years
FM Multimodal Services Sdn Bhd
4,748 2.8 Container liner shipping
Freight forwarder
10 years
RCL Feeder Pte Ltd 4,223 2.5 Vessel charter hire Container liner shipping company
Less than 1 year
Priority Synergy Sdn Bhd
4,147 2.5 Container liner shipping
Freight forwarder
10 years
Note:
(1) Evergreen Malaysia is the local agent of Evergreen Group of Companies, a Main Line Operator.
For the FPE 31 March 2021, our top five major customers collectively contributed RM27.1million or 16.1% of our Group’s revenue.
Our Group is not dependent on any customer as each of our major customers contributes less than 10% of our Group’s revenue for the financial years/period under review.
Save for Evergreen Malaysia which we have a shipping agency arrangement with, we do not have any long term contracts or agreements with our other major customers.
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7.11 MAJOR SUPPLIERS
Our top five major suppliers by purchases for the financial years/period under review are as follows:
FYE 31 December 2018
Major supplierPurchases (RM’000)
% of our Group’s
purchases Type of purchases
Approximate length of relationship as at 31 March 2021
Victory Supply Sdn Bhd 57,385 15.0 Bunker fuel 3 years
Westports Malaysia Sdn Bhd
49,803 13.0 Terminal handling and marine charges
10 years
Sabah Ports Sdn Bhd 32,532 8.5 Terminal handling and marine charges
9 years
Lembaga Pelabuhan Kuching
17,083 4.5 Terminal handling and marine charges
9 years
Fultonn Marine Sdn Bhd 14,716 3.8 Bunker fuel 2 years
For the FYE 31 December 2018, our top five major suppliers collectively contributed RM171.5million or 44.8% of our Group’s purchases.
FYE 31 December 2019
Major supplierPurchases (RM’000)
% of our Group’s
purchases Type of purchases
Approximate length of relationship as at 31 March2021
Westports Malaysia Sdn Bhd 50,447 13.5 Terminal handling and marine charges
10 years
GP Global APAC Pte Ltd 36,336 9.7 Bunker fuel 2 years
Sabah Ports Sdn Bhd 28,630 7.7 Terminal handling and marine charges
9 years
Zengo Corporation Sdn Bhd 22,845 6.1 Bunker fuel 10 years
Lembaga Pelabuhan Kuching 13,143 3.5 Terminal handling and marine charges
9 years
For the FYE 31 December 2019, our top five major suppliers collectively contributed RM151.4million or 40.6% of our Group’s purchases.
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FYE 31 December 2020
Major supplierPurchases (RM’000)
% of our Group’s
purchases Type of purchases
Approximate length of relationship as at 31 March2021
Westports Malaysia Sdn Bhd 58,929 16.5 Terminal handling and marine charges
10 years
Sabah Ports Sdn Bhd 26,036 7.3 Terminal handling and marine charges
9 years
Ombak Suria Sdn Bhd 23,667 6.6 Bunker fuel Less than 1year
GP Global APAC Pte Ltd 15,977 4.5 Bunker fuel 2 years
Lembaga Pelabuhan Kuching 13,614 3.8 Terminal handling and marine charges
9 years
For the FYE 31 December 2020, our top five major suppliers collectively contributed RM138.2million or 38.6% of our Group’s purchases.
FPE 31 March 2021
Major supplierPurchases (RM’000)
% of our Group’s
purchases Type of purchases
Approximate length of relationship as at 31 March 2021
Ombak Suria Sdn Bhd 19,709 18.2 Bunker fuel Less than 1 year
Westports Malaysia Sdn Bhd 17,035 15.8 Terminal handling and marine charges
10 years
Sabah Ports Sdn Bhd 8,006 7.4 Terminal handling and marine charges
9 years
Lembaga Pelabuhan Kuching
4,671 4.3 Terminal handling and marine charges
9 years
Penang Port Sdn Bhd 3,603 3.3 Terminal handling and marine charges
10 years
For the FPE 31 March 2021, our top five major suppliers collectively contributed RM53.0 million or 49.0% of our Group’s purchases.
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Purchases from bunker fuel providers and port operators were used to support our businesses in container liner shipping where we purchase bunker fuel for the operations of our vessels and port services (i.e. terminal handling and marine charges) such as pilotage, berthing and lift-on/lift-off of containers.
Our Group is not dependent on any supplier due to the following factors:
(i) certain services provided by our suppliers such as the provision of bunker fuel are widely available in the market and the rate of bunker fuel offered by the bunker fuel suppliers are based on the market price which fluctuates according to the prevailing global oil prices; and
(ii) our container shipping operations serve multiple ports across Peninsular Malaysia and East Malaysia as well as certain ports in Singapore, Thailand, Brunei, Indonesia and India. Accordingly, our Group is not dependent on the continued operations of any single port including Westports Malaysia Sdn Bhd, Sabah Ports Sdn Bhd, Lembaga Pelabuhan Kuching and Penang Port Sdn Bhd which are our major suppliers. However, any disruptions occurring at the ports such as port congestion, stoppages and expansion works of the container terminals at the respective ports could have a material adverse effect on the business operations and financial condition of our Group. See Section 9.2.3of this Prospectus for further details on the risk in relation to the potential disruptions occurring at the ports.
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7.12 MARKETING AND BUSINESS DEVELOPMENT ACTIVITIES
We actively engage in the following sales and marketing strategies:
(i) Wide network of offices in Malaysia and network of shipping agents
We have physical presence in both Peninsular Malaysia and East Malaysia, where our offices are in close proximity to most of the ports covered by our Group. We also have shipping agents in Penang, Labuan and other countries which our container liner shipping services cover namely Singapore, Thailand, Brunei, Indonesia, India and Myanmar. This spread of offices in multiple states are our sales and marketing arms, as well as operational offices, and serve as the primary contact points with our customers. Our network of shipping agents assist us in facilitating, among others, operational arrangement of vessels at ports such as berthing, unberthing, loading and unloading of containers and pilotage; arrangement of cargo movement such as receiving and releasing containers; and/or issuance of original bills of lading.
(ii) Customer-oriented sales and marketing personnel
Our sales and marketing personnel are responsible for understanding customers’ needs, preparing price quotations, participating in price negotiations, confirming sales and establishing and maintaining relationships with our customers. They are equipped with the necessary knowledge in container liner shipping and container depot business in order to attract sales by understanding customers’ needs and proposing suitable shipping solutions to customers.
The experience, knowledge, industry network and strong understanding in the shipping industry carried by our sales and marketing personnel enables us to identify and engage potential customers directly to secure new sales. These potential customers are alsoidentified through referrals from our business associates as well as from our industry network.
(iii) Corporate website as source of information to our services
Our corporate website, www.mttsl.com.my, is a means of introducing our Group’s services to our potential customers and provides immediate basic information on our Group. The current widespread use of the internet as a source of information enables us to cross geographical boundaries and facilitates access from any part of the world, enhancing our potential market reach and exposure.
(iv) Online portal as a direct contact point to customers
We have an online portal under iKapal’s Shipping System that can be accessed through our corporate website. It serves as an online interface that allows customers to check our sailing schedule, place bookings for our container liner shipping services, track the location of their cargo or shipment on a real-time basis, and fill in and update their shipping instructions.
Our online portal serves as a direct contact point and allows our customers to perform the various functions at their convenience, thus enhancing our customer reach and exposure. See Section 7.5.3 of this Prospectus for further details of our online portal under iKapal’s Shipping System.
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7.13 RESEARCH AND DEVELOPMENT
We do not undertake, and have not undertaken, any research and development in connection with our business operations.
7.14 COMPETITIVE STRENGTHS
7.14.1 We own our fleet of vessels, ensuring greater control over our container liner shipping operations and enabling us to capture demand from the charter market
As at the LPD, our Group owns 12 container vessels and operates nine vessels for our container liner shipping business. Our fleet of vessels is the backbone of our shipping business. By owning these vessels to support our shipping business, it allows us to have a greater control over our operations as we can have the certainty of having sufficient fleet of container vessels which are suitable for the ports water depth along our services routes at all times. Having our own fleet of container vessels also allow us to expand our service routes and increase our frequency of sailingsto certain ports when there is an increase in demand for our container shipping operations.
Further, our own fleet of container vessels also enables us to capture demand from the charter market as our container vessels can be chartered out to other container vessel operators. In view of the recent strong charter demand for containers vessels with capacity between 1,000 TEUs and 2,999 TEUs as detailed in the IMR Report, our Group is also well positioned to capitalise on thisstrong charter demand. Depending on prevailing market demand and conditions, our own fleet of container vessels thus provide us the opportunity and flexibility to optimise the utilisation and revenue generation of our container vessels from both our container liner shipping business and vessel chartering business.
Our Group believes that having our own fleet of vessels is one of the significant elements driving the success of our container liner shipping business and vessel chartering business, as it allows us to have a greater control and flexibility over our container shipping and vessel chartering operations. This provides a strong foundation for the continuing growth and sustainability of our business.
7.14.2 We provide weekly fixed-day shipping services and comprehensive port coverage across Peninsular Malaysia and East Malaysia
Our Group offers weekly fixed-day shipping services between Peninsular Malaysia and East Malaysia, while some of these service routes also cover overseas ports around the Southeast Asia region such as Singapore, Thailand and Brunei. The days of departure and arrival for our service routes are fixed according to the respective weekly fixed-day sailing schedule. See Section 7.3.2(ii)of this Prospectus for further details of our comprehensive port coverage.
Our weekly fixed-day shipping services between Peninsular Malaysia and East Malaysia provide certainty to our customers on the exact days of departure and arrival of their goods at each port, which enables our customers to effectively manage their logistics and inventory cycles in maintaining an optimal level of inventory, particularly for manufacturing companies by taking our shipping schedules into consideration.
In addition, our comprehensive coverage of ports across Peninsular Malaysia and East Malaysia facilitates the shipment of goods to many states/locations in Malaysia, giving us a competitive edge among our customers who have goods to be distributed across various locations in Malaysia. Further, it has also positioned us as a strong feeder operator in Malaysia which complements the global shipping companies that berth at major hub ports including Port Klang, Port of Tanjung Pelepas and Port of Singapore, where these global shipping companies also require the goods carried on their vessels to be further distributed and shipped to different states in Malaysia.
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Our weekly fixed-day shipping services and comprehensive port coverage support trade activities between Peninsular Malaysia and East Malaysia. We believe that our weekly fixed-day shipping services and comprehensive port coverage across Peninsular Malaysia and East Malaysia will continue to help our customers in managing their business in terms of logistics and inventory management as well as distribution of goods, thus ensuring demand for our shipping services. This will in turn contribute to the growth of our shipping business in Malaysia as well as continue to enhance our standing among the global shipping companies and major ports in Malaysia.
7.14.3 We are a leading player in container liner shipping between Peninsular Malaysia and East Malaysia with a 37.2% market share by total container throughput between PeninsularMalaysia and East Malaysia in 2020
We are one of the major container liner shipping companies in Malaysia for the shipping of containerised cargo between Peninsular Malaysia and East Malaysia as demonstrated by our market share of 37.2%, according to the IMR Report, which is based on the total container throughput between Peninsular Malaysia to East Malaysia in 2020. Our success in becoming a major shipping company in Malaysia is largely attributed to our weekly fixed-day shipping services that provide our customers with certainty and assurance in managing their logistics and inventory.
As recognition of our business achievements, we have received various awards for our container liner shipping business over the years. We were awarded the “Top Customer Award (Shipping Agent)” by Sabah Ports Sdn Bhd for three consecutive years from 2012 to 2014 and the “Outstanding Performance Award (Shipping Company)” by Malaysian Shipowners’ Association in 2017. These awards are a testament to our growth in the shipping industry as we have successfully grown into a well-established container liner shipping group and cemented our position as a major player supporting trade between Peninsular Malaysia and East Malaysia.
Moving forward, our leading position and reputation in the container liner shipping industry will provide confidence to our customers in terms of our capabilities in the provision of container linershipping services and the quality of our services, which will in turn facilitate the growth and expansion of our business.
7.14.4 We have established long-term business relationships with our suppliers and customers
The growth and expansion of our Group in the shipping industry is supported by our established business relationships with our customers and suppliers. We have developed our network of suppliers and customers for the past 11 years since the commencement of our business in 2010. We have close working relationships with our suppliers including port operators and bunker fuel suppliers as well as our customers which mainly comprise shippers, consignees, freight forwarders and the Main Line Operators.
One of our most significant business relationships is our partnership with Evergreen Malaysia, which we have worked with for the past 11 years. Our relationship with Evergreen Malaysia started in 2010 when we became its feeder operator in Malaysia. Subsequently in 2011, we were appointed as its shipping agent to provide shipping agency services in relation to container liner shipping services provided by the Evergreen Group of Companies in Sabah and Sarawak. See Section 7.3.2(i)(c) of this Prospectus for further details of our role as a shipping agent to Evergreen Malaysia. Having a strong relationship with an established Main Line Operator has given us the credentials that may help us to expand our customer base and contribute to the on-going growth and expansion of our business.
Our established and long standing business relationships with our customers and suppliers will provide us a platform for our future growth and expansion, allowing our Group to continue strengthening our market position in the shipping industry in Malaysia.
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7.14.5 We have digitalised our business operations for greater operational efficiency
Our Group understands the importance of adopting the latest relevant digital-related technologies into our business operations in order to maintain and/or improve our operational efficiency. We employ a proprietary information technology (“IT”) system (i.e. shipping software namely iKapal’s Shipping System) solely developed by a third party vendor, to support the day-to-day operationsfor our container liner shipping business. We also employ a third party software, the SOVY-Depot System, to coordinate the daily operations of our container depot business.
The iKapal’s Shipping System and SOVY-Depot System are designed with modules and functions that streamline, automate and simplify the coordination of our businesses, thus improving the efficiency of our business and operational process. Additionally, both the iKapal’s Shipping Systemand SOVY-Depot System also simplify the communications between our Group and our customers. Under iKapal’s Shipping System, there is a portal that acts as an online interface which allows our customers to perform various functions such as, booking container space on our vessels, tracking their shipments as well as filling in and updating their shipment details. The online portal enables our customers to perform the abovementioned functions at their convenience and reduces manual communications and paperwork needed. Further, SOVY-Depot System can be integrated with our customer’s container management system to automatically feed real-time information on container movement status from SOVY-Depot System directly into our customer’s container management system. See Section 7.5.3 of this Prospectus for further details of iKapal’s Shipping System and the SOVY-Depot System.
The IT systems that we employ have improved the operational efficiency of our business by simplifying communications between departments, and between our Group and our customers; as well as minimising human errors through elimination of manual processes. Further, by digitalising our business, we have also captured meaningful data related to our operational performance, and we are able to analyse this data to further improve our performance and enhance our customers’ experience. As such, we will continue to leverage on technology for the future growth of our Group’s business. See Section 7.15.4 of this Prospectus for further details on our future plan toenhance our IT infrastructure.
7.14.6 We have an experienced and long serving Key Senior Management team with substantial industry experience
We have a group of Key Senior Management team with vast experience in the shipping and logistics industry as well as in-depth knowledge in our business across a broad spectrum of business activities, including operations, sales and marketing, and finance.
Our Group was founded by our Executive Chairman, Dato’ Seri Ong, who has 41 years of experience in the shipping and shipping support business. Dato’ Seri Ong has since led our Group together with our Managing Director, Ooi Lean Hin, who has 40 years of experience in the shipping industry.
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Our Key Senior Management is as follows:
Name DesignationYears with relevant
working experience (1)Years with our Group
Dato’ Seri Ong Executive Chairman 41 11Ooi Lean Hin Managing Director 40 11Chan Huan Hin Director of Administration 32 11Clarice Ong Yee Sian Director of Corporate Affairs 7 7Lee Kong Siong Director of Operations 31 11Lee Hock Saing Director of Marketing 36 11Yap Bee Yong Chief Finance Officer 33 4Ronnie Tan Kean Sing General Manager
(Commercial) 27 19
Chua Song How General Manager (Operations) 25 19
Note:
(1) The years with relevant experience reflect the experience relevant to their respective work scope, or relevant to shipping, shipping-support and/or logistics businesses, whichever comes earlier, up to the LPD.
Our Key Senior Management team has substantial experience in their relevant fields for an average of 30 years and has been with us for an average of 12 years, demonstrating their in-depthunderstanding and knowledge to our Group’s business operations as well as their commitment to our Group. Our Key Senior Management team has played a vital role in promoting our growth and business expansion, and will continue to contribute to our growth in the future. See Sections 5.2.3 and 5.3.3 of this Prospectus for the profiles of our Executive Directors and Key Senior Management, respectively.
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7.15 STRATEGIES AND FUTURE PLANS
7.15.1 We intend to continue expanding our container liner shipping business in Malaysia and overseas, as well as our vessel chartering business by expanding our fleet of container vessels Our success in the container liner shipping and vessel chartering businesses are attributed to, among others, owning our own fleet of container vessels, ability in providing weekly fixed-day shipping services and having a team of experienced Key Senior Management. As part of our long term business growth, we intend to acquire additional container vessels to expand our container liner shipping business in Malaysia and overseas, as well as our vessel chartering business. We expect to receive four additional container vessels, MTT Sandakan (1,800 TEUs), MTT Sarikei (415 TEUs), MTT Singapore (653 TEUs) and MTT Rajang (415 TEUs) between 3Q 2021 and 1Q 2022, and we have taken delivery of MTT Sapangar (1,800 TEUs) and MTT Sibu (415 TEUs) in July 2021. Upon delivery, we intend to operate these container vessels for our container liner shipping business or our vessel chartering business, depending on prevailing market demand and conditions. To further expand our fleet of container vessels, we also intend to purchase additional new and/or second-hand container vessels with nominal capacity between 800 TEUs and 2,500 TEUs, to support the future growth of our container liner shipping business, as well as our vessel chartering business. With additional container vessels, we will be able to increase our port callings in existing service routes and expand our port coverage to new service routes, both within Malaysia as well as overseas. We may initially collaborate with existing operators covering these service routes through slot exchange arrangements while growing our market presence in these new areas. Over time, we aim to deploy our own container vessels to these new areas which will be supported by our expanded fleet of container vessels. Further, we will be able to capitalise on strong charter demand for container vessels of between 1,000 TEUs and 2,999 TEUs. According to the IMR, the total capacity of chartered container vessels of between 1,000 TEUs and 2,999 TEUs grew from 2.1 million TEUs as at 1 December 2018 to 2.2 million TEUs as at 1 June 2021. Further, container vessels of this capacity range had the highest number of chartered vessels where it accounted for 1,200 units out of a total 3,034 units chartered (39.6%), indicating recent strong charter demand for container vessels within this capacity range. The recent strong charter demand for container vessels of between 1,000 TEUs and 2,999 TEUs is also reflected in the increase in daily charter rates of between USD8,300 per day and USD15,500.0 per day (as at December 2020) to between USD18,000 per day and USD35,000 per day (as at June 2021). We secured our most recent charter contract at USD29,750 per day in July 2021 for MTT Sapangar, which will be chartered out for 3 years. We intend to use RM[●] million from the proceeds from our Public Issue to fund or partially fund the purchase of these additional container vessels and we expect to complete the purchase within 36 months upon our Listing. As the purchase of these container vessels is subject to availability of container vessels in the market in terms of price, nominal capacity and specifications that meet the requirements of our Group’s expansion, our Group is unable to determine the exact purchase timeline and the type, quantity and usage of these container vessels at this time. Upon delivery, we may operate the container vessels for our container liner shipping business, or for our vessel chartering business, depending on prevailing market demand and conditions. The purchase of the additional container vessels is expected to provide positive impact to the revenue derived from our container liner shipping and/or vessel chartering businesses. Further, premised on the strong charter demand for container vessels, our Group believes that this is a timely and strategic move that will allow our Group to capitalise on this market opportunity to further improve the financial performance of our Group.
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We also review the performance of our service routes regularly, in terms of the deployment and utilisation of our container vessels for each service route, and may modify, add or remove service routes from time to time if required. Our Group is also able to provide container liner services or dedicated feeder services upon request if they are commercially viable to our Group.
7.15.2 We intend to expand our container depot and containerised automotive shipping business by setting up new container depots in Port Klang (Pulau Indah), Kota Kinabalu, Kuching and Bintulu Our Group operates four container depots located in Port Klang (Westports), Port Klang (Bandar Sultan Sulaiman), Penang and Pasir Gudang, all of which are located in Peninsular Malaysia, where we provide container storage and container-related services to external customers, i.e. container hauliers, third party container liner shipping companies and shipping agencies, container leasing companies as well as box operators, to temporarily store empty containers. As our container liner shipping business continues to grow, we plan to also expand our container depot business, where we intend to set up another container depot in Port Klang (Pulau Indah) and three new container depots in East Malaysia, namely in Kota Kinabalu, Kuching and Bintulu. The new container depots in East Malaysia will expand our container depot coverage and strengthen our presence where the new container depots will support our container liner shipping services in East Malaysia as well as generate additional income from external customers. For the proposed new container depot in Kota Kinabalu, our Group has acquired a piece of land measuring 17.1 acres in 2018 and this container depot will be used to provide container storage and container-related services as well as to be used as our auto logistics loading and unloading facility. As at the LPD, the proposed container depot is under construction and is estimated to be ready for operations by September 2021. In 2020, we also acquired several pieces of adjoining land in Pulau Indah with a total land area of approximately 20.6 acres to set up the proposed new container depot in Port Klang. The proposed new container depot in Port Klang (Pulau Indah) will be used to provide container storage and container-related services as well as to expand our containerised automotive shipping business. In addition, there will be a designated area in the new container depot that will be used to park the vehicles before the vehicles are driven and lashed to the vehicle racking system in the containers. Land preparation activities are currently on-going on the land and thereafter, the set-up of surrounding basic infrastructure such as access roads, streetlights and electricity lines will be completed by the developer of the land. We expect to receive vacant possession of the land by 4Q 2022. All the costs related to these land acquisitions as well as the set-up cost of the container depots have been funded via internally generated funds and bank borrowings. As at the LPD, our Group is also in the midst of identifying suitable land in Kuching and Bintulu with land area of approximately between 10 and 12 acres each to set up the proposed new container depots where the total cost is estimated to be RM75.0 million including land acquisition cost and constructions cost. We intend to use RM[●] million of the proceeds from our Public Issue to partially fund the land acquisition and the set-up costs while the balance of RM[●] million will be funded through bank borrowings. We expect to commence the land acquisition within 24 months upon our Listing and complete the construction activities within 36 months upon our Listing. The new container depot in Kota Kinabalu is expected to increase our storage and handling capacity for empty containers by 16.3% to 28,500 units in total and 12.9% to 3,500 units in total respectively. However, we are unable to determine the storage and handling capacity for container depots in Port Klang (Pulau Indah), Kuching and Bintulu at this time as we have yet to begin the construction in these container depots. With the additional capacity, we expect to increase our customer base and consequently grow our revenue from this business segment.
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7.15.3 We intend to purchase additional containers to support our growing container liner shipping business As at the LPD, we have a total of 15,935 containers where we own 10,763 containers (of which 2,684 containers were under finance leases and recognised as our assets) and we lease 5,172 containers. Our containers are for supporting our container liner shipping operations where we provide containers to shippers for shipment of their cargo. We intend to purchase additional 4,000 containers comprising standard dry cargo containers, refrigerated containers and special containers for oversize cargo in 20-ft and/or 40-ft. These additional containers will support the growth and expansion of our container liner shipping business with the purchase of additional container vessels and possibly adding new service routes as set out in Section 7.15.1 of this Prospectus. The total cost for the purchase of containers is estimated to be approximately RM49.3 million in total where we intend to use RM[●] million of the proceeds from our Public Issue to partially fund the purchase of the containers while the balance of RM[●] million will be funded through bank borrowings and/or internally generated funds. Subject to the prevailing market prices of the containers, we expect to complete the purchase of the containers within 36 months upon our Listing. The additional containers are expected to increase the number of our own containers from 10,763 containers as at the LPD to 14,763 containers.
7.15.4 We intend to enhance our IT infrastructure to further improve our operational efficiency As at the LPD, our Group employs iKapal’s Shipping System to support the day-to-day operations for our container liner shipping business. We also employ the SOVY-Depot System to coordinate the daily operations of our container depot business. See Section 7.5.3 of this Prospectus for further details of our iKapal’s Shipping System and the SOVY-Depot System. As we recognise the importance of adopting latest relevant digital-related technologies into our business operations to maintain and/or improve our operational efficiency, we intend to further enhance our IT infrastructure through the following: • Enhance the functions and upgrade the interface of our online portal under iKapal’s Shipping
System As at the LPD, our customers are allowed to perform various functions such as booking container space on our vessels, tracking their shipments as well as filling in and updating their shipment details via our online portal under iKapal’s Shipping System. Moving forward, we intend to enhance our online portal to provide more comprehensive functions to our customers and further automate our operational processes. These additional functions include access to sailing schedules and freight rates, making payments electronically to complete the booking online, download invoices and statements of account and printing of e-bill of lading. To enable these additional functions, further integration between our IT systems, business intelligence systems and iKapal’s Shipping System will be required. This integration will allow us to collect more comprehensive data on our operations (e.g. shipment statistics, and container and shipment tracking reports) to have more insights on our operational process which will enable us to make data-driven decisions and formulate relevant strategies for continuous improvement. We also intend to upgrade the interface of our online portal and develop a mobile application to provide mobile-friendly access to iKapal’s Shipping System, which will enhance our customers’ user experience and provide convenience in transacting with our Group.
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As at the LPD, we are in the midst of appointing NM SOVY Technology Sdn Bhd and another third party vendor to commence the abovementioned enhancement and upgrade of our online portal. The abovementioned enhancement and upgrade of online portal are expected to be carried out concurrently with the enhancement of other IT infrastructure, which are both expected to be completed within 12 months from our Listing. Following the completion of the abovementioned enhancement and upgrade of our online portal, subsequent system updates/upgrades and modifications may be required. We intend to use RM[●] million of the proceeds from our Public Issue within 36 months from our Listing for the abovementioned enhancement and upgrade of online portal as well as any further system updates/upgrades and modifications, if required.
• Enhance automation functions of SOVY-Depot System
We also intend to enhance the functions of the SOVY-Depot System to increase automation of our operational processes by enhancing mobile applications with text recognition technology to facilitate tracking and safety monitoring of containers, as well as the development of dashboards and business intelligence system, among others. We also intend to add a costing module to allow us to have access to detailed analysis on our cost of materials, labour and overhead costs. Coupled with the integration to our business intelligence system, these enhancements will enable us to make data-driven decisions and formulate relevant strategies for continuous improvement. As at the LPD, we are in the midst of appointing NM SOVY Technology Sdn Bhd to commence the enhancement works. The abovementioned enhancement of this software is expected to be carried out concurrently with the enhancement of other IT infrastructure, which is expected to be completed within 12 months from our Listing. Following the completion of the abovementioned enhancement, subsequent system updates/upgrades and modifications may be required. We intend to use RM[●] million of the proceeds from our Public Issue within 36 months from our Listing for the abovementioned enhancement and any further system updates/upgrades and modifications, if required.
• Implementation of a ship management system to centralise the management of our container vessels
As at the LPD, each of our container vessel’s crew management, procurement and maintenance are managed separately. As we expand our fleet of container vessels, we intend to implement a ship management system to centralise the management of our container vessels operations under one system. This ship management system will be a cloud-based software solution that will enable crew management, procurement, technical management, inventory and spare parts management, documentation, safety monitoring, risk assessment as well as maintenance tracking and planning. We intend to purchase an off-the-shelf ship management system software solution from a third party vendor. As at the LPD, we are in the midst of evaluating the features and negotiating with our identified vendors for the purchase of the ship management system. The implementation of this system will be executed in three phases where: phase 1 comprises the purchase and implementation of crew management and
procurement modules; phase 2 comprises technical management, and inventory and spare parts
management modules; and phase 3 comprises documentation, safety, risk assessment as well as maintenance
tracking and planning modules. Phase 1, phase 2 and phase 3 are expected to be completed within 12 to 36 months from our Listing and they are expected to be carried out concurrently with the enhancement of our other IT infrastructure. We intend to use RM[●] of the proceeds from our Public Issue for the implementation of this ship management system.
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In order to support these IT infrastructure enhancements, we intend to carry out the following upgrade in network infrastructure which we intend to use RM[●] million of the proceeds from our Public Issue: • Implementation of a document management system paired with workflow automation features
As at the LPD, our documents such as suppliers’ invoices, shipping documents, office documents and financial accounting records are in hardcopy. We intend to purchase and implement a document management system paired with workflow automation features to digitalise our documents which will allow us to automate the storing, management and tracking of our documents in digital format. When the documents are in digital format, it eases recording, tracking and sharing of information, and enhances collaboration among various departments within our Group which is expected to improve the efficiency of our business processes. We intend to purchase an off-the-shelf document management system software solution from a third party vendor. As at the LPD, we are in the midst of evaluating the features and negotiating with identified vendors for the purchase of the document management system. The implementation of this system is expected to be carried out concurrently with the enhancement of our other IT infrastructure and is expected to be completed within 12 months from our Listing.
• Improve internet connectivity of our container vessels
As at the LPD, the internet access of our container vessels on the open sea is provided via satellite connection. We intend to implement 4th generation long-term evolution (“4G LTE”) connectivity for most of our container vessels to increase connectivity speed when the container vessels are less than 50 nautical miles from the shore. A stronger and stable internet connectivity will secure the connection of our container vessels to our ship management system. As at the LPD, we are in the midst of evaluating the features and negotiating with identified vendors for the purchase of 4G LTE connectivity solution. This improvement is expected to be carried out concurrently with the enhancement of our other IT infrastructure and is expected to be completed within 36 months from our Listing.
• Upgrade of our existing IT network infrastructure including various hardware and software
In view of our ongoing business expansion, we also intend to upgrade our existing IT network infrastructure including various hardware and software to improve our operational efficiency and to ensure our hardware and software are compatible to the new software and systems to be implemented. As at the LPD, we are in the midst of appointing third party vendors to commence the upgrading works for our IT network infrastructure. This upgrade is expected to be carried out concurrently with the enhancement of our other IT infrastructure. It is expected to be completed within 12 months from our Listing.
The total investment for the enhancement of our IT infrastructure is estimated to be approximately RM12.0 million in total where we intend to use RM[●] million of the proceeds from our Public Issue to partially fund the cost of this initiative, while the balance of RM[●] million will be funded through bank borrowings and/or internally generated funds.
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7.15.5 We may selectively pursue acquisitions and investments in companies as part of our growth strategy
As part of our future plan and growth strategy, we may also selectively pursue acquisitions and investments in other companies. We may seek acquisitions of companies that complement and have direct cost and capability synergies with our container liner shipping and container depot operations as well as businesses with significant growth potential, enabling us to expand our operations and achieve value adding integration for our existing segments and customers. We will be selective about company acquisitions, first assessing if the proposed target business presents a clear value proposition. In light of the above strategy, we are exploring investment and acquisition opportunities in companies with technologies or skills set that are complementary and are expected to add value to our existing business. As at the LPD, we have not identified any target business and/or company to be acquired.
7.16 SEASONALITY
Our business is subject to certain seasonal factors such as festive periods. We typically experience an increase in the number of containers shipped one to three months before these festive periods such as Hari Raya, Chinese New Year, Gawai Dayak, Harvest Festival and Christmas.
For example, in the FYE 31 December 2018, the number of containers shipped saw a substantial increase in March 2018 before the Harvest Festival in end May 2018 and Gawai Dayak in earlyJune 2018 as well as another substantial increase in May 2018 before Hari Raya in June 2018.There was also a substantial increase in November 2018 before Christmas in December 2018 andChinese New Year in early February 2019. The increase in containers shipped are mainly contributed by consumer products shipped from Peninsular Malaysia to East Malaysia.
However, in the FYE 31 December 2020 and FPE 31 March 2021, we did not experience anyseasonality effect ahead of these festive periods as the number of containers shipped in the FYE 31 December 2020 and FPE 31 March 2021 was affected by the COVID-19 pandemic as further explained in Section 7.17 of this Prospectus.
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7.17 INTERRUPTIONS TO OUR BUSINESS AND OPERATIONS
7.17.1 Impact of the COVID-19 pandemic on our operations
As our business is deemed as essential services under the transportation sector, our operations are not subject to any mandatory closure or halt in operations pursuant to the imposition of movement restrictions (i.e. various stages of MCO including MCO 1.0, CMCO, RMCO, MCO 2.0, National Recovery Plan and EMCO) by the government of Malaysia. Further, all our branch offices in Malaysia and our shipping agent offices in Malaysia and overseas countries are allowed to operate, subject to standard operating procedures (“SOP”) set out by the respective governments, which include limited capacity in office, reduced workforce capacity and additional safety measures in place. Notwithstanding that some employees (i.e. office staff) have been instructed to work from home, our operations have not been affected as it can be carried out by our employees at home as usual.
However, our business and operations were impacted by and subject to external factors such as fluctuation in demand for container liner shipping services, port congestion and shortage of containers, among others, as a result of the COVID-19 pandemic, the details of the impact ofthe COVID-19 pandemic to each of our business segment are as follows:
(i) Container liner shipping business
As a result of the COVID-19 pandemic and the imposition of movement restrictions, there were some fluctuations in the demand for our container liner shipping services as represented by our monthly lifting. The total lifting in our container liner shipping business from January 2020 to March 2021 is shown as follows:
In February 2020 and March 2020, we experienced higher liftings due to the outbreak of the COVID-19 pandemic in China which resulted in many companies in Malaysia foreseeing potential disruptions to the global supply chain and thereby increasing their inventories beforehand, which contributed to the increase in our total lifting. The COVID-19 situation in China in early 2020 also led to disruptions to some direct sailings of international container liner shipping companies from ports in China to ports in East Malaysia. As a result, companies and businesses in East Malaysia were forced to source from other countries where the sea freight connectivity between these countries and Malaysia are generally through Port Klang. This increased the demand for our container liner shipping services from Port Klang to East Malaysia in February 2020 and March 2020 before the impact of the MCO 1.0 materialised in April 2020.
In April 2020, our Group saw the impact of the imposition of MCO 1.0 where our total lifting decreased by 40.1%. This was attributed to the disruptions to the global supply chain and mandatory temporary halt on many business operations and economic activities, including manufacturing activities, which led to a lower production output and reduced procurement of materials, causing lower demand for container liner shipping services.
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The decrease in demand for our container liner shipping services in April 2020 had resulted in many of our container vessels deployed on our service routes were loaded with minimal containers. As such, together with MSC, we embarked on a rationalisation plan from May 2020 to June 2020, to adjust our service routes, number of port calls and container vessels deployed according to the prevailing demand for container liner shipping services.
Under the rationalisation plan, in May 2020 and June 2020, we reduced up to five port calls per week; up to two operated container vessels deployed; and reduced up to one partnered container vessel under our slot exchange arrangement with MSC. Notwithstanding the overall reduction in the number of port calls during the rationalisation period, our Group did not cancel berthings to any port covered under our service routes.
Notwithstanding the decline in our total lifting in April 2020, the overall demand for our container liner shipping services had gradually recovered since May 2020 following the imposition of CMCO beginning 4 May 2020 where more business activities resumed. As the demand for our container liner shipping services recovered, we also gradually increased our number of port calls and deployed additional container vessel(s) whileclosely monitoring market conditions along with the estimated demand for our container liner shipping services and the utilisation of our container vessels.
However, there were declines in our total lifting in October 2020 and November 2020 mainly due to the resurgence in COVID-19 cases in Malaysia that led to the imposition of another CMCO, causing some slowdown in trade activities and delays from shippers in shipping their goods. In December 2020, owing to a clearance of shipment backlogs from our customers as a result of the slowdown and delays in October 2020 and November 2020, coupled with the increase in consumer spending during the Christmas period, our total lifting increased by 23.0%.
Notwithstanding the fluctuations in demand for our container liner shipping services as impacted by the COVID-19 pandemic, our total lifting in the FYE 31 December 2020 was higher than FYE 31 December 2019 by 9.2%. However, our revenue from freight income in the FYE 31 December 2020 saw a decrease of 1.8% as compared to the FYE 31 December 2019 mainly due to, among others, a decrease in average freight rates. Asdetailed in Section 12.2.2(ii) of this Prospectus, fluctuation in freight rates is one of the significant factors affecting our financial condition and results of operations.
During MCO 2.0, the demand for our container liner shipping services was not negatively impacted as factories were allowed to operate.
Owing to the nature of our industry where the demand for our container liner shipping services is largely dependent on regional and domestic trade activities which are, in turn, subject to global trade activities and global economic conditions, we constantly review andmake adjustments to our service routes and port calls in each service route according to the market dynamics.
We also experienced delays in shipment as a result of port congestion arising from the COVID-19 pandemic where there were circumstances of delayed berthings of our container vessels at certain ports such as Port Klang, Labuan Port and Port of Singapore. Nevertheless, as the duration of delayed berthings were within three days, our business operations were not materially impacted by these port congestions. While there were delays in some of our shipments, our Group is not liable for any losses or damages caused by the delays as covered under terms of carriage in the bill of lading.
The COVID-19 pandemic has also resulted in the global container shipping industry facing an industry-wide shortage of empty containers due to expanded container turnaround time from land, port congestions at major ports as well as increase in shipping demand following the recovery of trade activities. As a result, the availability of our containers remains tight. However, as at the LPD, our Group did not face major container shortage issues for our container liner shipping operations.
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We also did not face any major disruptions in the supply of bunker fuel or encounter any reduction in workforce for our container liner shipping operations.
(ii) Vessel chartering business According to the IMR Report, the COVID-19 pandemic has caused an unprecedented shortage of containers as well as port congestion, which has resulted in the disruption in vessel scheduling and prolonged container vessel turnaround time, thus reducing the availability of shipping capacity. As the global economy gradually reopened following the easing of lockdown measures in various countries, container shipping operators rushed to secure more shipping capacity to capitalise on the recovery in shipping demand arising from increasing trade activities. Container shipping operators may have, therefore resorted to chartering additional container vessels to compensate for the lack of shipping capacity, leading to a surge in demand for container vessel chartering services, as reflected in the increase in the total chartered capacity for container vessels of 1,000 TEUs to 2,999 TEUs from 2.1 million TEUs as at 1 December 2019 to 2.2 million TEUs as at 1 June 2021, an increase of approximately 120,000 TEUs. The recent strong charter demand for container vessels of between 1,000 TEUs and 2,999 TEUs is also reflected in the spike in daily charter rates as at December 2020 of between USD8,300 per day and USD15,500 per day and between USD18,000 per day and USD35,000 per day as at June 2021. Leveraging on the increase in demand for vessel chartering, in the FYE 31 December 2020, we increased the number of container vessels chartered out to third party container liner shipping companies as we were able to secure high daily charter rates. As a result of the increase in number of vessels chartered and charter hire rates, our revenue from charter hire income registered an increase of 331.3% from the FYE 31 December 2019 to the FYE 31 December 2020.
(iii) Container depot business
Despite the imposition of movement restrictions by the government of Malaysia, all our container depots have been allowed to operate as usual as our container depot business is deemed as essential services under the transportation sector. As such, our container depot business did not face any interruptions in operations. The average container lifting per day of our container depot business from January 2020 to March 2021 is shown as follows:
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As a result of the imposition of MCO 1.0, there was a decrease in container handling in our container depots in April 2020 as there was lesser demand for empty containers from our customers due to the temporary halt on many business operations and economic activities. Following the imposition of CMCO beginning 4 May 2020, we witnessed a recovery in handling activities following the recovery in demand for empty containers for trade activities. Subsequently, there was a decline in our container handling in October 2020 mainly due to the imposition of a further CMCO leading to slowdown in trade activities.
Notwithstanding that container handling activities at our container depots registered an increase in overall in the FYE 31 December 2020, our depot related income generated from our container depot business for the FYE 31 December 2020 was slightly affected with a decrease of 2.5% compared to the FYE 31 December 2019. This was due to the decrease in container storage activities as a result of the container shortage issue.
As at the LPD, our Group did not face any material variation to the material contracts that we have entered into arising from the COVID-19 pandemic.
7.17.2 Impact of the COVID-19 pandemic on our cash flows, liquidity, financial position and financial performance
As a result of the COVID-19 pandemic, in the FYE 31 December 2020, our Group experienced periodic fluctuations in the demand for our container liner shipping services and decreased storage of containers in our container depots, which impacted our revenue from our container liner shipping business segment and container depot business segment, respectively. Nevertheless, our Group’s revenue for the FYE 31 December 2020 registered a growth which was mainly contributed by the increase in revenue from our vessel chartering business.
Further, while there were delays in some of our shipments, our Group is not liable for any losses or damages caused by the delays as covered under terms of carriage in the bill of lading. We did not face any major difficulties in the collection of our trade receivables arising from business interruptions faced by our customers.
We did not receive any claw backs or reduction in the banking facilities limit granted to us by our lenders. In addition, we do not expect any material impairment to our assets or receivables.
Based on the above, there are no material impact to our cash flows, liquidity, financial position and financial performance.
7.17.3 Impact of the COVID-19 pandemic on our business and earning prospects
According to the IMR, the container shipping industry generally moves in tandem with the economic and trade activities. Therefore, the temporary disruptions by COVID-19 pandemic on the economic and trade activities both in Malaysia and in countries around the world may affect the container shipping industry in Malaysia. Nevertheless, as the Government has sped up the administration of vaccine and aim to reach vaccination rate of 400,000 a day in August in order to achieve 80% herd immunity by September, and when the infected cases gradually subside and remain minimal, movement and business operating restrictions are expected to be uplifted which will allow economic and trade activities to resume and gradually recover back to pre-COVID level.
Based on the above, our Group believes that in the near term, our container liner shipping business will be supported by gradual recovering consumer spending as well as recovering business and production activities following the reopening of business and economic activities when a bigger population is immunised after vaccination. Further, while there was decrease in the demand for our container liner shipping services in the Q2 2021, this is mitigated by the increasing demand for our vessel chartering business. With our fleet of owned container vessels, our Group is able to manage and adjust the usage of our container vessels (i.e. either use them for container liner shipping business or vessel chartering business) in response to the prevailing market situation and demand.
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In the long term, our container liner shipping business will be supported by the growth in international and domestic trade activities as well as recovery in Malaysia’s external trade activities once the impact of the COVID-19 pandemic subsides. The recovery of the container shipping industry is also expected to drive the recovery and growth of our container depot business as our container depots serve as a support facility to the overall container shipping industry.
According to the IMR, the global container vessel chartering industry is currently experiencing a strong charter demand as demonstrated by the spike in daily charter rates as at December 2020 of between USD8,300 per day and USD15,500 per day and between USD12,500 per day and USD33,000 per day as at June 2021 for container vessels of between 1,000 TEUs and 2,999 TEUs. However, this surge in demand for vessel chartering is expected to ease gradually when global port congestion subsides, and shipping operations revert to pre-COVID-19 conditions. Nevertheless, moving forward, the global container vessel chartering industry is expected to be driven by the growth in the global container shipping industry. An increase in demand for container shipping services will drive the demand for container vessel chartering to support any long term and short term shipping capacity demand.
As such, our Group believes that our vessel chartering business will benefit from the growth in the global container shipping industry.
7.17.4 Strategy and steps taken to address the impact of the COVID-19 pandemic
To ensure business continuity and to minimise the risk of infection, we have imposed a work from home policy for certain employees since the imposition of MCO 1.0. As at the LPD, all of our employees are working from home except for certain employees in the operations, maintenance and repair, and driver (forklift) departments. Our workforce capacity in our container depots is also being adjusted from time to time to ensure compliance with the SOPs stipulated by the Government of Malaysia.
Further, in response to the COVID-19 pandemic, our Group has established a COVID-19pandemic preparedness plan which outlines infection control measures to be adhered by all our employees and visitors to our offices. The infection control measures include, among others:
(i) wearing of face masks in work places;
(ii) taking and recording of body temperature on a daily basis before entering work places;
(iii) sanitising hands before entering work places and, all employees and visitors are encouraged to sanitise and wash their hands with soap and water frequently throughout the day;
(iv) sanitising all common areas of work places regularly or at least twice a day;
(v) practicing 1 metre physical distancing at work places;
(vi) installing physical barriers (e.g. clear plastic sneeze guards) at work places and pantry;
(vii) avoiding sharing of personal belongings such as laptops, stationaries, prayer mats and utensils; and
(viii) avoiding unnecessary face-to-face meetings, where possible.
In the FYE 31 December 2020, FPE 31 March 2021 and up to the LPD, our Group incurred a total of RM64,834, RM7,143 and RM8,354 respectively for the implementation of these infection control measures.
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Apart from these infection control measures, the crew members (including our in-house crew members and third party crew members) for container vessels operated by our Group at any ports in Malaysia, are subject to SOPs outlined by Marine Department Malaysia, in accordance with the general guidelines set by the Government of Malaysia. Before signing on to board a vessel, crew members are required to undergo COVID-19 tests and/or quarantine at designated quarantine centres determined by the Government of Malaysia. Crew members who are tested positive for COVID-19 are not allowed to board a vessel. Further, according to the guidelines set by Marine Department Malaysia, these crew members are not allowed to disembark at any ports during berthing to avoid potential spreading of the virus and/or being infected by the virus. For crew members who are signing off from a vessel, they are required to undergo COVID-19 tests and/or quarantine at home or at designated quarantine centres determined by the Government of Malaysia.
All costs associated with the adherence of the SOPs related to the crew members, including COVID-19 tests, quarantine process, logistics and follow-up treatments are borne by our Group. In the FYE 31 December 2020, FPE 31 March 2021 and up to the LPD, our Group incurred a total of RM1.00 million, RM333,854 and RM216,882, respectively for the adherence of these SOPs.
Business contingency plan
Our Group has also put in place a business contingency plan in the event of any infected cases of our employees, which is summarised as follows:
(i) COVID-19 rapid response team
We have set up a COVID-19 rapid response team which comprises representatives across departments to centrally coordinate, plan and execute actions required for our business operations arising from COVID-19 incidents related to our employees. The set-up of our COVID-19 rapid response team allows our Group to effectively manage and mitigate risks arising from any COVID-19 infections within our Group through implementation of the necessary counter measures and preventive actions in our business operations.
(ii) Emergency plan for COVID-19 incidents
We have also developed an emergency plan for all our branch offices and container depots in preparation for any infected cases in these locations. The emergency plan outlines emergency procedures and instructions of closures for the affected locations, ensuring our employees are well informed of the required actions to effectively manage and minimise the negative impact of the COVID-19 incidents to our business operations.
(iii) COVID-19 incident recovery plan
Upon proper sanitisation and prior to resuming our business operations in the affected locations, we will also gather information required to determine the impact of the COVID-19 incidents as well as actions required to resume our business operations.
(iv) Operations back-up plan
Our employees are divided into two teams based on our business operations to minimise contact with each other. In the event that any of our employees are infected, the particular team of the infected employee(s) will be quarantined and we may utilise employees from other team to overcome any manpower shortages.
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7.17.5 COVID-19 incidents related to our employees
As at the LPD, our Group has reported 17 confirmed cases for COVID-19, including employees from our container depots in Port Klang (Bandar Sultan Sulaiman) and Port Klang (Westports), our branch offices in Port Klang and Kota Kinabalu as well as our headquarters.
Upon confirmation of these positive cases, our Group took the necessary steps according to the guidelines released by the Government of Malaysia, to minimise the risk of cross infection and to ensure safety of our employees and work places. Among the steps taken include contact tracing to identify employees who have come in contact with the confirmed cases, arranging for COVID-19 tests, instructing home quarantine for all close contacts, and closure of the respective work places for disinfection, among others.
Out of the 17 confirmed COVID-19 cases, 11 cases were employees from our container depot in Port Klang (Bandar Sultan Sulaiman), who tested positive on 28 May 2021 and were placed on quarantine for approximately 2 weeks. Subsequent to the confirmation of these positive cases, our container depot in Port Klang (Bandar Sultan Sulaiman) was closed for sanitisation until 29 May 2021. Further, due to the reduced workforce, the operational hours of our container depot in Port Klang (Bandar Sultan Sulaiman) were reduced to a single shift until 7 June 2021. To avoid major interruptions to our container depot operations, during the period of reduced operating hours of our container depot in Port Klang (Bandar Sultan Sulaiman), some containers that were intended to be handled by our container depot in Port Klang (Bandar Sultan Sulaiman) were redirected to our container depot in Port Klang (Westports).
Save for the minor interruptions to our business operations that caused by the 11 COVID-19confirmed cases in our container depot in Port Klang (Bandar Sultan Sulaiman), the remaining 6 COVID-19 confirmed cases did not cause any major interruptions to our business operations as attributed to our business contingency plans in place as well as the collective support and cooperation from all our employees.
In the FYE 31 December 2020, FPE 31 March 2021 and up to the LPD, our Group incurred a total of RM7,500, RM19,957 and RM50,704, respectively for costs related to the confirmed cases such as COVID-19 tests undertaken by our employees and disinfections carried out at our work places.
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7.17.6 Impact of port congestion on our operations
Apart from the impact arising from the COVID-19 pandemic, our container liner shipping operations were also impacted by port congestion and equipment breakdown in Kuching Port.In end March 2021, a computer outage occurred in Kuching Port due to ingression of water into electrical conduits at the port had caused interruptions to the port’s operation and leading to port congestion. Our voyage to Kuching Port was affected by the port congestion due to longer waiting time for berthing. As a result, it led to delays in shipments and disruptions/delayed berthing to the subsequent ports within the same voyage.
Despite the port congestion situation at Kuching Port, our Group did not face major impact in our service to other ports in East Malaysia as we isolated our services to Kuching Port from services to other ports in East Malaysia, thereby restricting the disruption to the services to Kuching Port. Further, to minimise the negative financial impact that resulted from the port congestion in Kuching Port to our operations, we imposed port congestion surcharge on our customers. Subsequently, the port congestion in Kuching Port was resolved in early June 2021.
Save for these incidents due to the COVID-19 pandemic and port congestion, we did not experience any material interruptions in our business activities which had a significant effect on our operations, during the past 12 months preceding the LPD.
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7.18 EMPLOYEES
As at 31 March 2021, our Group employed a total workforce of 611 employees, of which 387are permanent employees and 224 are contract employees.
The following sets out the functional areas and geographical location of our employees as at 31 March 2021:
Designation / DepartmentPermanent employee Contract employee
TotalLocal Foreign Local Foreign
Executive Directors 4 - - - 4Key Senior Management 5 - - - 5Management 33 - 1 - 34Corporate services (1) 48 - - - 48Sales and marketing 31 - - - 31Customer service 81 - 1 - 82Operations 79 - - 7 86Logistics 33 - - - 33Maintenance and repair 49 - - 11 60Information technology 2 - - - 2Drivers (forklift) 22 - - 5 27Crew members - - 33 166 199
Total 387 - 35 189 611
Note:
(1) Corporate services department includes employees under corporate affairs, administration, finance, human resources and compliance functions.
Geographical locationPermanent employee Contract employee
TotalLocal Foreign Local Foreign
Selangor 191 - 2 9 202Johor 41 - - 14 55Penang 29 - - - 29Sarawak 81 - - - 81Sabah 45 - - - 45On board (crew members) - - 33 166 199
Total 387 - 35 189 611
As at 31 March 2021, local employees accounted for approximately 69.1% of our total workforce while the remaining 30.9% are foreign employees from China, the Philippines, Myanmar, Indonesia, Bangladesh, Pakistan and India. All of our foreign employees have valid working permits and/or documentations. Our foreign employees are primarily crew members or are involved in our Group’s depot operations.
We source crew members from external manning agencies in overseas according to our requirements for our container liner shipping business. We are not dependent on these external manning agencies as we can easily source for alternative service providers in respect of the services provided by them. As at 31 March 2021, we have a total 166 crew members sourced from external manning agencies serving on vessels we operate for an average agreed service period of six to nine months.
Except for our local crew members who belong to National Union of Seafarers of Peninsular Malaysia, none of our other employees belong to any labour union.
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During the FYEs 31 December 2018, 31 December 2019, 31 December 2020, FPE 31 March 2021 and up to the LPD, there was no major industrial dispute involving our employees. During the same period, we did not face any labour shortage that led to any disruption to our business operations.
7.19 GOVERNING LAWS AND REGULATIONS Our business is regulated by specific laws of Malaysia and Hong Kong. See Annexure C of this Prospectus for an overview of the material regulatory requirements governing our Group which are material to our business operation.
7.20 MAJOR LICENCES, PERMITS AND APPROVALS We have various licenses and permits for our operations in Malaysia. See Annexure B for details of our major licenses, permits and approvals. Save as disclosed in Annexure B of this Prospectus, our Group is not dependent on any major licenses, permits registration and other intellectual property rights for our business operations.
7.21 INTELLECTUAL PROPERTY RIGHTS As at the LPD and save as disclosed below, our Group does not have any other brand names, trademarks, patents, license agreements and intellectual property rights.
7.21.1 Copyright
As at the LPD, the Group had submitted a copyright voluntary notification for the following software to the Intellectual Property Corporation of Malaysia: Title of work
Registered owner / Notification no. / Registration
date
Application type
iKapal’s Shipping System
MTT Shipping Sdn Bhd/ CRLY00016000/ 13 September 2019
Copyright voluntary notification
7.21.2 Trademark
As at the LPD, our Group had registered the following trademark with the Intellectual Property Corporation of Malaysia: Trademark
Registration no. / Place of
registration Status Validity
period
Class/Description
of trademark
TM2019039171/ Malaysia
Registered 24 October 2019 – 24 October 2029
Class 39: Freight (shipping of goods); all included in class 39
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As at the LPD, we are also in the midst of applying for trademark registration for our Company’scorporate logo. The application for the registration of the trademark with the Intellectual Property Corporation of Malaysia was submitted on 28 September 2020 and as at the LPD, the trademark is currently under substantive examination, the details of which are as follows:
TrademarkRegistration no. /
Place of registration
Status Validity period Class/Descriptio
n of trademark
TM2020021974/
Malaysia
Application for this trademark is “Under Substantive Examination”
Notavailable
Class 39: Transport; packaging and storage of goods; travel arrangement
As at the LPD, as our Company does not have any business activities, the corporate logo is currently not in use.
7.22 INSURANCE
As at the LPD, our Group has the following insurance policies in place:
(i) Marine hull and machinery insurance for all our vessels for the hull and material and machinery outfit against any damage, loss and/or destruction caused by fire, explosion, vandalism, sabotage, violent theft, piracy, malicious mischief, natural disasters (earthquake, volcanic eruption, lighting), collision, and/or war risks.
(ii) Protection and indemnity insurance for all our vessels which covers cargo liabilities, liabilities in respect of seafarers, liabilities in respect of persons other than seafarers or passengers, pollution arising from among others, bunker oil, wreck removal liabilities and loss of or damage to properties.
(iii) Mortgagee interest insurance for four vessels, namely MTT Tanjung Manis, MTT Saisunee, MTT Senari and MTT Semporna, at the request of the mortgagee/financier of the vessels to supplement the marine hull and machinery insurance for the purpose of indemnifying the mortgagee/financier in the event of loss or damage suffered by the shipowners which are not claimable under the marine hull and machinery insurance.
(iv) All-risks insurance for our laptops, liquid crystal display projectors and accessories.
(v) Fire insurance for all our furniture, fitting, renovation, air conditioner and all electrical/electronic equipment, office equipment, buildings, all property pertaining to our trade or held by us in trust or on commission and containers in relation to any damage caused by fire and explosions.
(vi) Burglary insurance for all movable and immovable properties including but not limited to furniture, fittings, fixtures, office equipment, computer/software, containers, furniture and all property pertaining to our trade or held by us in trust or on commission.
(vii) Equipment insurance for our forklifts, stackers and trucks in relation to any damage to the equipment caused by but not limited to theft.
(viii) Public liability insurance for any bodily injury or illness suffered by any person or loss of or damage to property happening in connection with the business and occurring within the premises and territorial limit whether due to fault, negligence or by any defect in the buildings, works or machinery.
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(ix) Plate glass insurance for all glass doors and windows including all other plate glass, tempered glass, embossment, lettering or ornamental work of any kind of belonging to our trade and business.
(x) Money insurance for loss of our money in transit, including cash sales to and from banks, other financial institutions and the like in respect of wages and money in our premises in locked drawers, cash registers, cabinets and/or safes during and after office hours.
(xi) Motor vehicle insurance for our motor vehicles in relation to any damage to our motor vehicles as the result of an accident.
(xii) Group health insurance in relation to expenses of hospitalisation, surgical and ambulatory expenses incurred by our employees.
(xiii) Group term life insurance in relation to compensation to our employees in the event of death, total and permanent disability and terminal illness.
(xiv) Personal accident insurance in relation to compensation to our employees in the event of injuries, disability or death caused by an accident.
(xv) Foreign worker hospitalisation and surgical insurance in relation to any expenses incurred for the medical, hospitalisation and consultation fee of the foreign workers employed by our Group.
The insurance policies that we currently hold are customary in the industry in which we operate in and we will review our insurance coverage periodically.
7.23 MATERIAL DEPENDENCY ON COMMERCIAL CONTRACTS, AGREEMENTS OR OTHER ARRANGEMENTS
As at the LPD, there are no contracts, agreement and other arrangements or other matters which have been entered into by or issued to us or which we are materially dependent and is material to our Group’s business and profitability.
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7.24 ENVIRONMENTAL, SOCIAL AND GOVERNANCE
Our Group is committed to act responsibly in our business operations, not only to our business stakeholders but also in supporting our employees and community. We strive to provide our customers with visibility and transparency, cultivate a diverse work environment for our employees and contribute positively to the communities in which we operate.
We are also conscious that our operations in the shipping industry is exposed to risks relating to health, safety and environment, corruption, emissions and hazards to marine wildlife, we have established principles, policies and processes to mitigate risks in our daily operations. Under the supervision of our Board, our Key Senior Management team is committed tosafeguard the operations of our businesses.
7.24.1 SOCIAL
We place strong emphasis on development, engagement and wellbeing of our employees. Weencourage our employees to consistently improve and upgrade their skillset and knowledge. Employees are also encouraged to share their knowledge within and beyond department in our Group. Our crew members and employees responsible for ship management operations are also regularly trained to ensure they are equipped with the necessary knowledge of our safety and environmental protection policy.
We prioritise employee retention in our Group through various employee engagementinitiatives. For example, in 2015, we established a sports club for our employees. For the financial years/period under review, we organised a series of sports and recreational activities through the sports club, which has allowed us to enhance our employee engagement as well as to improve internal communication among employees across all our offices in Malaysia.
We also endeavour to create pleasant environment for our employees. For example, the galleys of eight of our container vessels operated by our Group have undergone the sertu samakprocess carried out by a contractor approved by Jabatan Kemajuan Islam Malaysia (JAKIM) to ensure the galleys in our container vessels are Muslim-friendly.
We have also launched several corporate social responsibility campaigns for the financial years/period under review. For example, in 2020, we collaborated with National Autism Society of Malaysia (“NASOM”) to create awareness of autism through a campaign themed“Understand, Accept and Respect”, whereby we have printed calendar with message on autism characteristics and distributed them to our customers. We have also initiated a fund-raising campaign to collect donation for NASOM. Since the outbreak of the COVID-19 pandemic and up to the LPD, we have also made donations of medical equipment to various hospitals in Malaysia for a total contribution of RM91,275.
7.24.2 ENVIRONMENTAL
The IMO has ruled that from 1 January 2020, all vessels, operating outside designated emission control areas (i.e. the Baltic Sea area, the North Sea area, the North American area (covering designated coastal areas off the United States and Canada) and the United States Caribbean Sea area (waters around Puerto Rico and the United States Virgin Islands), are required to use fuel oil with lower sulphur content of no more than 0.5% (mass by mass) as opposed to the current limit of 3.5% (“IMO 2020”). Operators who intend to continue using high sulphur bunker fuel are required to fit their vessels with sulphur-cleaning devices known as scrubbers. Ship owners can also opt for other sources of cleaner fuel such as liquefied natural gas (“LNG”).
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In a move to comply to the sulphur content limit of IMO 2020 and as part of our commitment to reduce maritime pollution, protect marine ecosystem and to mitigate negative impact of our operations to global climate change, we have purchased four new container vessels fitted with scrubbers that are able to remove particulate matter and harmful components from the combustion in engine in these container vessels. For the existing eight container vessels in our fleet, we have also changed the consumption of HFO to very low sulphur fuel oil for these vessels, ensuring minimal emissions of green-house gasses and compliance to the sulphur content limit of IMO 2020. As at the LPD, all our container vessels are IMO 2020 compliant.
7.24.3 GOVERNANCE
We are committed to uphold the highest standards of corporate governance and ethical conduct in accordance with the principles and practices of corporate governance as set out in the MCCG. A high standard of corporate governance is a fundamental part of our Group in discharging our responsibilities to protect and enhance shareholders’ value and financial performance of our Group, with high corporate accountability, transparency and integrity.
Our corporate governance overview statement provides an outline of the corporate governance practices of our Group in accordance with the three principles stipulated in the MCCG, which covers board leadership and effectiveness, effective audit and risk management and integrity in corporate reporting and establishing meaningful relationship with our stakeholders. As at the LPD, our Group has yet to adopt the recommendation under MCCG to have a Board comprising at least 30% women directors. In this regard, our Group endeavours to comply with the recommendation within six months from the completion of the Listing. See Section 5.2.1 for further information.
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29 July 2021Date:
The Board of Directors
MTT SHIPPING AND LOGISTICS BERHADUnit 13A-1, Level 13A, Tower 8UOA Business ParkNo. 1, Jalan Pengaturcara U1/51ASeksyen U140150 Shah AlamSelangor Darul Ehsan
Dear Sirs/Madams,
Independent Market Research Report on the Container Shipping Industry in Malaysia, the Container Shipping Industry in Singapore, Thailand, Brunei, Indonesia, India and Myanmar, the Dry Bulk Shipping Industry in Malaysia and Global Container Vessel Chartering Industry (“IMR Report”)
This IMR Report has been prepared by SMITH ZANDER INTERNATIONAL SDN BHD (“SMITH ZANDER”) for inclusion in the draft Prospectus in conjunction with the proposed listing of MTT Shipping and Logistics Berhad on the Main Market of Bursa Malaysia Securities Berhad.
The objective of this IMR Report is to provide an independent view of the industries and market(s) in which MTT Shipping and Logistics Berhad and its subsidiaries (“MTTSL Group” or “Group”) operate and to offer a clear understanding of the industry and market dynamics. MTTSL Group is principally involved in the provision of container shipping services and container vessel chartering services. The Group’s provision of container shipping services is primarily focused on service routes between Peninsular Malaysia and East Malaysia. The Group also operates as a regional container shipping operator covering ports outside Malaysia, namely Singapore, Thailand, Brunei, Indonesia, India and Myanmar, collectively referred to as “theCountries Involved”. The Group’s container shipping business is also supported by container depot services.Further, the Group is also involved in the provision of dry bulk shipping services in Malaysia.
The scope of work for this IMR Report will thus address the following areas:(i) The container shipping industry in Malaysia;(ii) The container shipping industry in the Countries Involved;(iii) The dry bulk shipping industry in Malaysia and(iv) The global container vessel chartering industry.
The research process for this study has been undertaken through secondary or desktop research, as well as detailed primary research when required, which involves discussing the status of the industry with leading industry participants and industry experts. Quantitative market information could be sourced from interviews by way of primary research and therefore, the information is subject to fluctuations due to possible changes in business, industry and economic conditions.
SMITH ZANDER has prepared this IMR Report in an independent and objective manner and has taken adequate care to ensure the accuracy and completeness of the report. We believe that this IMR Report presents a balanced view of the industry within the limitations of, among others, secondary statistics and primary research, and does not purport to be exhaustive. Our research has been conducted with an “overall industry” perspective and may not necessarily reflect the performance of individual companies in this IMR Report. SMITH ZANDER shall not be held responsible for the decisions and/or actions of the readers of this report. This report should also not be considered as a recommendation to buy or not to buy the shares of any company or companies mentioned in this report.
For and on behalf of SMITH ZANDER:
______________________DENNIS TAN MANAGING PARTNER
29 July 2021
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COPYRIGHT NOTICE
No part of this IMR Report may be given, lent, resold, or disclosed to non-customers or any other parties, in any format, either for commercial or non-commercial reasons, without express consent from SMITH ZANDER. Further, no part of this IMR Report may be extracted, reproduced, altered, abridged, adapted, modified, stored in a retrieval system, or transmitted in any form or by any means, electronic, mechanical, photocopying, recording, or otherwise, for purposes other than the proposed listing of MTTSL Group on the Main Market of Bursa Malaysia Securities Berhad, without express consent from SMITH ZANDER.
Any part of this IMR Report used in third party publications, where the publication is based on the content, in whole or in part, of this IMR Report, or where the content of this IMR Report is combined with any other material, must be cited and sourced to SMITH ZANDER.
The research for this IMR Report was completed on 7 July 2021.
For further information, please contact:
SMITH ZANDER INTERNATIONAL SDN BHD15-01, Level 15, Menara MBMR1, Jalan Syed Putra58000 Kuala LumpurMalaysiaTel: + 603 2732 7537
www.smith-zander.com
© 2021, All rights reserved, SMITH ZANDER INTERNATIONAL SDN BHD
About SMITH ZANDER INTERNATIONAL SDN BHD
SMITH ZANDER is a professional independent market research company based in Kuala Lumpur, Malaysia, offering market research, industry intelligence and strategy consulting solutions. SMITH ZANDER is involved in the preparation of independent market research reports for capital market exercises, including initial public offerings, reverse takeovers, mergers and acquisitions, and other fund-raising and corporate exercises.
Profile of the signing partner, Dennis Tan Tze Wen
Dennis Tan is the Managing Partner of SMITH ZANDER. Dennis Tan has over 23 years of experience in market research and strategy consulting, including over 18 years in independent market research and due diligence studies for capital markets throughout the Asia Pacific region. Dennis Tan has a Bachelor of Science (major in Computer Science and minor in Business Administration) from Memorial University of Newfoundland, Canada.
COPYRIGHT NOTICE
No part of this IMR Report may be given, lent, resold, or disclosed to non-customers or any other parties, in any format, either for commercial or non-commercial reasons, without express consent from SMITH ZANDER. Further, no part of this IMR Report may be extracted, reproduced, altered, abridged, adapted, modified, stored in a retrieval system, or transmitted in any form or by any means, electronic, mechanical, photocopying, recording, or otherwise, for purposes other than the proposed listing of MTTSL Group on the Main Market of Bursa Malaysia Securities Berhad, without express consent from SMITH ZANDER.
Any part of this IMR Report used in third party publications, where the publication is based on the content, in whole or in part, of this IMR Report, or where the content of this IMR Report is combined with any other material, must be cited and sourced to SMITH ZANDER.
The research for this IMR Report was completed on 7 July 2021.
For further information, please contact:
SMITH ZANDER INTERNATIONAL SDN BHD15-01, Level 15, Menara MBMR1, Jalan Syed Putra58000 Kuala LumpurMalaysiaTel: + 603 2732 7537
www.smith-zander.com
© 2021, All rights reserved, SMITH ZANDER INTERNATIONAL SDN BHD
About SMITH ZANDER INTERNATIONAL SDN BHD
SMITH ZANDER is a professional independent market research company based in Kuala Lumpur, Malaysia, offering market research, industry intelligence and strategy consulting solutions. SMITH ZANDER is involved in the preparation of independent market research reports for capital market exercises, including initial public offerings, reverse takeovers, mergers and acquisitions, and other fund-raising and corporate exercises.
Profile of the signing partner, Dennis Tan Tze Wen
Dennis Tan is the Managing Partner of SMITH ZANDER. Dennis Tan has over 23 years of experience in market research and strategy consulting, including over 18 years in independent market research and due diligence studies for capital markets throughout the Asia Pacific region. Dennis Tan has a Bachelor of Science (major in Computer Science and minor in Business Administration) from Memorial University of Newfoundland, Canada.
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1 INTRODUCTION TO THE CONTAINER SHIPPING INDUSTRYContainer shipping is a type of sea freight which involves the transportation of containerised goods by means of ocean vessels (i.e. container vessels, tugs and barges), that sail on scheduled routes from and to their designated ports for loading and/or discharge of shipping containers. Container shipping facilitates port to port transportation of goods in sealed and locked fixed-size containers, usually meant for mass transportation of goods. Container shipping services are provided to customers such as manufacturers, exporters, importers and traders as well as freight forwarders who act on behalf of the consignees as their forwarding agent,
A container shipping operator may provide mainline services and/or feeder services to its customers:
(i) Mainline services• Mainline services refer to the provision of container shipping services whereby containers are loaded and
discharged at ports of call along the service route of a mainline vessel operator. The port of call may be the ultimate port of origin and/or destination of the container; or it may be a transshipment port where the ultimate port of origin and/or destination of the containers is a port not covered by the mainline vessel operator.
• Mainline services are usually long-haul transportation services between major ports and ports with no restrictionsor limitations (e.g. water level and infrastructure) for large container vessels to sail to and berth. Global mainline services cover ports globally, regional mainline services cover ports within a specific region and domestic mainline services cover ports within a specific country.
• Generally, mainline container vessels are relatively larger than feeder container vessels, hence are suited for deep water and long distance voyages.
(ii) Feeder services• Feeder services refer to the provision of container shipping services to support mainline services when the port
of loading and/or discharge of the mainline vessel operator is not the ultimate port of origin and/or destination of the containers.
• Feeder services are usually short-haul transportation services between a transshipment port and domestic and/orregional ports not covered by a mainline vessel operator, in which these ports may have shallow waters and/or may lack the necessary infrastructure to handle large container vessels. It may also be a commercial decision by mainline vessel operators not to cover these ports.
• Feeder services are provided to mainline vessel operators.
Container depot service as an extended service related to the container shipping industryIn the container shipping industry, a container depot is an integral part of the global supply chain as it is used as a temporary storage area for empty containers after goods have been unloaded and the empty containers are then held in the container depot until their use for the next shipment. Container depots are generally located within ports or inclose proximity to ports and may offer other services such as container cleaning, container maintenance and repair as well as container inspection services. In Malaysia, container depot services are provided by container depot operators and container shipping operators.
Impact of the coronavirus disease 2019 (“COVID-19”) pandemic Since early 2020, the outbreak of COVID-19 has impacted many countries around the world. To curb the spread of the COVID-19 pandemic, many countries have closed their country borders as well as imposed nationwide lockdowns and/or operating restrictions/prohibitions in certain economic sectors. China, as the world’s largest export market, was one of the first few countries to enter lockdown in early 2020. Even after China’s lockdown was gradually eased aroundthe 2nd quarter of 2020, global trade activities and port operations in 2020 remained affected as other major importers, such as United States and countries in Europe (e.g. Germany and United Kingdom), were recording high number of new infected cases and thereby causing continued disruptions to sea freight operations.
The pandemic has also caused unprecedented vessel delays and congestion at major global ports due to longer container turnaround time because of reduced manpower, additional safety measures in place to curb the spread of the COVID-19 pandemic and congestion in warehouse capacity, amongst others. Vessel delays and port congestion have led to a shortage in vessel capacity as vessels are stuck at ports longer than usual. As a result, some container shipping operators have been forced to blank sail1 to speed up the completion of their voyage to maximise the utilisation of their vessel capacity, or to cancel some voyages to balance vessel capacity supply against the lower demand for container shipping services during the lockdown period. The container shipping industry has also been facing shortages of empty containers due to global port congestion where empty containers have been left uncollected in ports during the period of lower demand in 2020. This situation has been made worse when there have been further delays in collection and unloading of laden containers due to reduced manpower in ports, and concurrently shipping companies rush to secure containers to capture the surge in export cargo from China resulting from backlog export orders since the 2nd half of 2020. Despite the roll out of COVID-19 vaccines globally since end of 2020, the global container shipping industry is still adjusting to the abovementioned supply chain challenges to support the gradual improvement in trade
1 Blank sailing is when an ocean vessel does not call at one or more of its scheduled stops.
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activities. The impact of the COVID-19 pandemic to the container shipping industry including container vessel chartering is further elaborated in the sections below.
2 THE CONTAINER SHIPPING INDUSTRY IN MALAYSIA2.1 INDUSTRY PERFORMANCE AND SIZE Performance, Size and Growth of the Container Shipping Industry in MalaysiaThe performance of the container shipping industry in Malaysia is measured in terms of total container throughput. The size of the container shipping industry in Malaysia grew from 24.94 million twenty-foot equivalent units (“MTEUs”) in 2018 to 26.68 MTEUs in 2020 at a compound annual growth rate (“CAGR”) of3.43%.
Despite headwinds of the COVID-19 pandemic which have affected many businesses and sectors in Malaysia as well as around the world, the container shipping industry in Malaysia showed positive growth in 2020,mainly due to increased transshipment activities in Malaysian ports.
Total container throughput (Malaysia), 2018-2020
Sources: Ministry of Transport Malaysia (“MOT”), SMITH ZANDER analysis
Performance, Size and Growth of the Container Shipping Industry in East Malaysia Port Klang and Port of Tanjung Pelepas (“PTP”) are the main port hubs in Malaysia and collectively, they contributed to 98.81%2 of the country’s total container throughput for transshipment of 17.61 MTEUs handled in 2020. These ports serve as the connecting points between other Malaysian ports and global ports as it supports transshipment services between mainline container vessels servicing the global and regional routes, and feeder vessels servicing the domestic routes. With Port Klang and PTP being the country’s main transshipment ports, trade activities in East Malaysia are commonly serviced by feeder vessels to/from Port Klang or PTP rather than mainline vessels that service international or regional routes.
Total container throughput handled in East Malaysia declined from 1.06 MTEUs in 2018 to 1.03 MTEUs in 2020, at a negative CAGR of 1.43%. A slower performance in 2020 was due to lower external trade, which was affected by disruptions in global supply chains amid the COVID-19 pandemic. Nonetheless, the container shipping industry in East Malaysia is expected to recover when the negative impact from the COVID-19 pandemic subsides and is expected to be supported by the growth in total trade activities in East Malaysia in the long term as described in Chapter 2.2 – Industry Demand Drivers and Restraints/Challenges.
Total container throughput (East Malaysia), 2018-2020
Note:• Figures may include the handling of international inbound and outbound
containers as well as containers handled within East Malaysia.Sources: MOT, SMITH ZANDER analysis
Total container throughput between Peninsular Malaysia and East Malaysia (including Muara, Brunei) declined from 0.49 MTEU in 2018 to 0.43 MTEU in 2020 at anegative CAGR of 6.32%. A slower performance in 2020 may be due to lower trade activities between Peninsular Malaysia and East Malaysia (including Muara, Brunei)amid the COVID-19 pandemic. However, container shipping activities between Peninsular Malaysia and East Malaysia is expected to recover once the COVID-19 pandemic subsides and is expected to be supported by the growth in trade activities between Peninsular Malaysia and East Malaysia in the long term as detailed in Chapter 2.2 – Industry Demand Drivers and Restraints/Challenges.
Total container throughput between Peninsular Malaysia and East Malaysia (including Muara, Brunei), 2018- 2020
Notes:• Figures exclude container handled within Peninsular Malaysia and within
East Malaysia.• Container throughput between Peninsular Malaysia and Muara, Brunei is
included as MTTSL Group offers domestic service route with port calls at Muara, Brunei.
Sources: Major ports in Peninsular Malaysia, SMITH ZANDER analysis
2 Sources: MOT, SMITH ZANDER analysis.
24.94 26.42 26.68
10.00
15.00
20.00
25.00
30.00
2018 2019 2020
Tota
l con
tain
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thro
ughp
ut(M
TEU
s)
1.06 1.06 1.03
0.80
0.90
1.00
1.10
2018 2019 2020
Tota
l con
tain
er
thro
ughp
ut(M
TEU
s)
0.49 0.500.43
0.00
0.20
0.40
0.60
2018 2019 2020
Tota
l con
tain
er
thro
ughp
ut
(MTE
U)
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The continuous efforts and initiatives by the Government of Malaysia (“the Government”) are pivotal in supporting the growth of the container shipping industry in Malaysia and such efforts include the following Government-driven initiatives to spur the overall shipping industry in Malaysia: • Introduction of the Malaysia Shipping Master Plan (2017-2022) to promote competitiveness and to build resilience in
the shipping industry by promoting employment of Malaysian vessels, promoting employment of Malaysian seafarers and maritime human resources, facilitating access to capital and financing, enhancing Malaysia’s attractiveness to shipping businesses, and promoting innovation in and sustainable growth of maritime ancillary services; and
• Extension of the Maritime Development and Logistics Scheme until 31 December 2023 under Malaysia’s Budget 2021 which is aimed at providing financial assistance to existing and new companies who are dealing with, or are involved in, maritime related activities and services including aerospace and logistic activities.
2.2 INDUSTRY DEMAND DRIVERS AND RESTRAINTS/ CHALLENGESIndustry Demand Drivers► Dependence on sea transportation to facilitate trade activities presents demand for container shipping
servicesThe container shipping industry plays an important role in supporting trade activities as it facilitates the transportation of goods across international borders as well as domestically. Global trade is highly dependent on sea transportation,whereby more than 80.00%3 of the world’s trade is transported by sea. According to the International Maritime Organization (“IMO”), sea transportation is, by far, considered the most efficient and cost-effective method of international transportation for most goods.
Being a nation surrounded by sea, Malaysia’s dependence on seaborne trade activities is prevalent. Building on this, Malaysia has developed Port Klang and PTP into globally recognised container ports. Based on latest available information, in 2020, Port Klang was ranked 13th among the top 25 ports in the world, with a total container throughput of 13.24 MTEUs while PTP was ranked 16th, with a total container throughput of 9.85 MTEUs.4 Moreover, Port Klang and PTP have grown to be the main port hubs of Malaysia whereby these ports collectively handled 98.81% of the country’s total container throughput for transshipment of 17.61 MTEUs in 2020, signifying their importance as a container transshipment port for global, regional and domestic mainline service providers as well as feeder service providers.
Domestic trade activities between Peninsular Malaysia and East Malaysia are also highly dependent on sea transportation to transport goods imported to East Malaysia through Port Klang or PTP, or sourced from Peninsular Malaysia, for East Malaysia’s economic, industrialisation and infrastructure development activities. With container vessels servicing the domestic routes contributing to 77.55% of total container vessels calling in East Malaysia in 2020,it signifies East Malaysia’s reliance on domestic shipping services.
In addition, the COVID-19 pandemic has led to the closure of many international borders and air travel restrictions. Thegrounding of passenger aircraft and reduction in flight schedules have resulted in a significant reduction in air freightcapacity, causing certain volumes of cargo transportation to shift from air transportation to sea transportation.
► Growth in international and domestic trade activities drive the demand for shipping servicesThe shipping industry is pivotal in supporting growth in international and domestic trade activities as shipping services are required for the movement of goods by sea. Global international trade, measured by total import and export value, grew at a CAGR of 3.45% from USD35.37 trillion (RM152.12 trillion)5 in 2017 to USD37.85 trillion (RM156.80 trillion)6
in 2019.7 However, global international trade declined by 7.93%, from USD37.85 trillion (RM156.80 trillion) in 2019 to USD34.85 trillion (RM146.43 trillion)8 in 2020 in view of a slowdown in the global economy and major supply chain disruptions caused by the COVID-19 pandemic. Prior to the COVID-19 pandemic, international maritime trade expanded in terms of trade volume loaded, at a CAGR of 1.67%, from 10.72 billion tons in 2017 to 11.08 billion tons in 2019, which was in line with the growth in international trade activities. World containerised trade grew at a CAGR of 2.40% from 144.85 MTEUs in 2017 to 151.89 MTEUs in 2019.9 The United Nations Conference on Trade and Development (“UNCTAD”) estimates that international maritime trade declined by 4.10% and world containerised trade declined by 5.68% in 2020.
Malaysia’s total external trade decreased from RM1.88 trillion in 2018 to RM1.78 trillion in 2020 at a negative CAGR of 2.70%.10 Despite the COVID-19 pandemic, total container throughput in Malaysia in MTEU terms continued to experience growth, increasing from 24.94 MTEUs in 2018 to 26.68 MTEUs in 2020 at a CAGR of 3.43%, indicating the continuous growth in demand for container shipping services, which specifically in 2020, was due to increase in
3 Source: IMO.4 Sources: Alphaliner, MOT.5 Exchange rate from USD to RM in 2017 was converted based on average annual exchange rates in 2017 extracted from published information from Bank Negara Malaysia at USD1 = RM4.3008.6 Exchange rate from USD to RM in 2019 was converted based on average annual exchange rates in 2019 extracted from published information from Bank Negara Malaysia at USD1 = RM4.1427.7 Sources: International Trade Centre, SMITH ZANDER analysis. Latest available figures as at 7 July 2021.8 Exchange rate from USD to RM in 2020 was converted based on average annual exchange rates in 2020 extracted from published information from Bank Negara Malaysia at USD1 = RM4.2016.9 Sources: UNCTAD - Review of Maritime Transport 2020, SMITH ZANDER analysis.10 Sources: Department of Statistics Malaysia (“DOSM”), SMITH ZANDER analysis.
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transshipment activities which may have resulted from the growth in e-commerce activities and the shift from air transportation to sea transportation due to a reduction in air freight capacity due to the grounding of passenger aircraft and significant reduction in flights in view of the COVID-19 pandemic.
In East Malaysia, total trade in Sabah declined at a negative CAGR of 4.48% from RM87.12 billion in 2018 to RM79.49billion in 2020; whereas total trade in Sarawak declined at a negative CAGR of 9.92% from RM144.58 billion in 2018to RM117.32 billion in 2020.11 Trade activities between Peninsular Malaysia and East Malaysia declined at a negative CAGR of 7.15% from RM66.11 billion in 2018 to RM56.99 billion in 2020.12 In view of the disruptions to global supply chains due to the COVID-19 pandemic which led to lower total trade volumes in East Malaysia in 2020, total container throughput in East Malaysia declined from 1.06 MTEUs in 2018 to 1.03 MTEUs in 2020 at a negative CAGR of 1.43%.Nonetheless, the demand for shipping services in East Malaysia is expected to improve with the recovery in Malaysia’s external trade activities once the impact of the COVID-19 pandemic subsides.
► Growth in the economy, particularly in East Malaysia, leads to greater demand for domestic container shipping services
A thriving economy, measured in terms of gross domestic product (“GDP”) growth, generally translates to increasedtrade activity. An increase in trade activities in turn leads to higher demand for container shipping services for both domestic and international trade.
In Malaysia, real GDP declined from RM1.36 trillion in 2018 to RM1.34 trillion in 2020 at a negative CAGR of 0.74%.Further, the GDP in 2020 shrank by 5.63% as compared to 2019. The decline in real GDP in 2020 was due to an economic slowdown, affected by the measures implemented by the Government to curb the spread of COVID-19 since early 2020. However, Malaysia’s real GDP grew by 4.41% from RM1.36 trillion in 2018 to RM1.42 trillion in 2019,indicating healthy economic growth prior to the COVID-19 pandemic. Further, in view of a slowdown in Malaysia’s economy in 2020, real GDP of the transportation and storage services sector also declined from RM50.21 billion in 2018 to RM41.90 billion in 2020 at a negative CAGR of 8.65%, which was largely attributed to the restrictions in international travel. Notwithstanding the slowdown in the overall economy, the manufacturing sector grew from RM304.84 billion in 2018 to RM307.92 billion in 2020 at a CAGR of 0.50%.12
In East Malaysia, Sabah’s real GDP grew from RM83.79 billion in 2017 to RM85.44 billion in 2019 at a CAGR of 0.98%;whereby real GDP for transportation and storage services sector grew from RM6.40 billion in 2017 to RM7.16 billion in 201913 at a CAGR of 5.77%; and real GDP for the manufacturing sector grew from RM6.36 billion in 2017 to RM6.47billion in 2019 at a CAGR of 0.86%. On the other hand, Sarawak’s real GDP grew from RM130.17 billion in 2017 to RM136.28 billion in 2019 at a CAGR of 2.32%; with real GDP for transportation and storage services sector growingfrom RM9.81 billion in 2017 to RM11.03 billion in 201913 at a CAGR of 6.04%; and real GDP for the manufacturing sector growing from RM34.81 billion in 2017 to RM36.62 billion in 2019 at a CAGR of 2.57%.14
In June 2021, the World Bank revised its forecast for Malaysia’s GDP growth in 2021 from 6.00% to 4.50% in view of the surge in COVID-19 cases in 2021, which has resulted in prolonged lockdowns and operating restrictions/prohibitions in many economic sectors. While daily new infected cases remain high, the Government has sped up the administration of COVID-19 vaccines and aim to reach a vaccination rate of 400,000 a day in August in order to achieve 80% herd immunity by September.15 When infected cases gradually subside and remain under control,movement and business operating restrictions are expected to be uplifted which will allow economic activities to resume and gradually recover to pre-COVID levels. Improved economic conditions is expected to boost demand for container shipping services to support growth in external and domestic trade as a result of growth in businesses and improvement in consumer purchasing power.
► Inflow of investments into East Malaysia as well as infrastructure growth to drive demand for domestic container shipping services
Inflow of investments, particularly in the manufacturing sector, into East Malaysia is expected to drive demand for domestic container shipping services when raw materials are imported to East Malaysia through transshipment via ports in Peninsular Malaysia, or sourced from Peninsular Malaysia; and when manufactured goods are exported fromEast Malaysia to Peninsular Malaysia or to other countries.
In 2020, Sabah recorded a total of 15 approved manufacturing projects worth RM11.95 billion, while Sarawak recorded a total of 24 approved manufacturing projects worth RM15.73 billion.16 Further, infrastructure growth is another factor in driving demand for domestic container shipping services when raw materials need to be imported into East Malaysia or sourced from Peninsular Malaysia for East Malaysia’s construction activities. Under Malaysia’s Budget 2021, Sabah and Sarawak were allocated development expenditures amounting to RM5.10 billion and RM4.50 billion respectively,in which these funds will be utilised for building and upgrading water, electricity and road infrastructure as well as health and education facilities. Further, the Government also proposed to allocate funds for several infrastructure projects such as the Infrastructure Project in the Samalaju Industrial Area in Sarawak, continuation of the Sapangar Bay
11 Figures include foreign trades and trades within Malaysia but exclude trades within the state itself.12 Sources: DOSM, SMITH ZANDER analysis.13 Inclusive of the real GDP for utilities, and information and communication.14 Sources: DOSM, SMITH ZANDER analysis. Latest available figures as at 7 July 2021.15 Source: Malaysia to boost COVID-19 vaccination rate to 400k a day by August, New Straits Times, 20 June 2021.16 Source: Malaysian Investment Development Authority.
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Container Port Expansion Project in Sabah, as well as the construction of the Pan Borneo Highway Sabah from Serusop to Pituru.
Industry Restraints/ Challenges► Changes in regulatory policies may have adverse impact on the container shipping industryChanges in regulatory policies, whether domestically or internationally, may adversely affect the container shipping industry. An example of a recent change in the domestic regulatory policy which may have affected the container shipping industry was the partial liberalisation of the cabotage policy. The cabotage policy was introduced in Malaysia in 1980 with the Merchant Shipping Ordinance 1952 (“MSO 1952”) amended and the Domestic Shipping Licencing Board established. Under Section 65KA of the MSO 1952, it states that no ship other than a registered Malaysian ship may engage in domestic shipping. Under Section 65A of the MSO 1952, domestic shipping refers to the use of a ship to provide services, other than fishing, in Malaysian waters or the exclusive economic zone17; or for the shipment of goods or carriage of passengers from any port or place in Malaysia to another port or place in Malaysia, or from any port or place in Malaysia to any place in the exclusive economic zone or vice versa. The use of registered foreign shipsfor domestic shipping can only be considered if a registered Malaysian ship is unable to meet the demands of certain sectors subject to the terms and conditions set by the MOT. Additionally, under Section 65L of the MSO 1952, it states that no ship shall engage in domestic shipping without a licence save for certain vessels that are exempted from applying for a Domestic Shipping License. This policy restricts foreign vessels without a Domestic Shipping Licensefrom conducting domestic shipping activities in Malaysia, with the intention to develop Malaysian ownership, to promote the domestic shipping industry and to minimise Malaysia’s dependence on foreign vessels as well as the outflow of foreign exchange in the form of freight payments18. Foreign vessels are allowed to call at multiple Malaysian ports, i.e. sailing on domestic routes, for discharge of goods only as this does not fall under the definition of domestic shipping.
Since the implementation of the cabotage policy, the Government has made several announcements for partial liberalisation of the policy and the latest announcement was made effective 1 June 201719, whereby allowances are given to foreign vessels to conduct domestic shipping activities between any one port in Peninsular Malaysia to/fromany one port in East Malaysia; ports within Sabah; and ports within Sarawak. Such a move to partially liberalise the cabotage policy has allowed foreign vessels to ship domestically between the permitted regions, without having to apply for domestic shipping licenses. However, the cabotage policy remains applicable for inter-state shipping activities within Peninsular Malaysia, inter-state shipping activities within East Malaysia and shipping activities between any one port in Labuan to/from any one port in Sabah or Sarawak. This may negatively affect the domestic shipping industrywith increased competition for domestic industry players as they risk losing revenue to foreign players.
Further, the IMO, through the IMO 2020 Global Sulphur Cap, has mandated the use of low-sulphur fuel globally to reduce sulphur oxide emissions by ocean vessels. The IMO has capped sulphur content in bunker fuels at 0.50% mass by mass used on ocean vessels operating outside designated emission control areas effective from January 2020, down from the previously allowed sulphur content of 3.50%. This shift towards using low-sulphur bunker fuel may result in higher operational cost as such fuel is relatively more expensive than traditional higher-sulphur bunker fuel, and vessel operators may be adversely affected if they are unable to pass the cost to their customers.
► Reliance on bunker fuel to operate container vessels leads to exposure to the volatility of global oil pricesContainer shipping uses ocean vessels for the transportation of containerised goods and ocean vessels rely mainly on bunker fuel to propel the vessel. Bunker fuel is also known as heavy oil or marine fuel, and is used for the generation of power or is burned in a furnace or boiler for the generation of heat for use on ocean vessels. The consumption of bunker fuel is dependent on the size and cruising speed of the ocean vessel whereby consumption increases with the size and cruising speed of the ocean vessel.
The dependency on bunker fuel subjects the container shipping industry to the volatility in global crude oil prices as a result of supply and demand. Any increase in crude oil prices will cause an increase in bunker fuel prices, and this will subsequently increase the operational cost for vessel operators. Nevertheless, any substantial increase in bunker fuel prices may be passed on to customers by vessel operators and thus, minimising the impact of volatile global crude oil prices to vessel operators.
► Exposure to maritime piracy and armed robberyMaritime piracy and armed robbery involve the plundering, hijacking or detention of ocean vessels by pirates as they sail on the ocean. According to the ICC International Maritime Bureau (“IMB”)’s Piracy and Armed Robbery Against Ships Report for 1 January 2020 to 31 December 2020, 195 incidents of maritime piracy and armed robbery were recorded worldwide in 2020, increasing from 162 incidents in 2019.
In Malaysia, maritime piracy and armed robbery activities off the waters of Sabah and Straits of Malacca remain a concern for ocean vessels operating along these routes. According to the IMB, the number of incidents of maritimepiracy and armed robbery in the Straits of Malacca has dropped significantly due to increased patrols by the relevant
17 Exclusive economic zone refers to the exclusive economic zone of Malaysia, as proclaimed by the Yang Di-Pertuan Agong vide P.U.(A) 115/80, being an area beyond and adjacent to the territorial sea of Malaysia and extending to a distance of 200 nautical miles from the baselines from which the breadth of the territorial sea is measured and where the limits of the exclusive economic zone area are modified and altered in accordance with the provisions of any written law relating to the exclusive economic zone, the exclusive economic zone shall mean the exclusive zone as so modified and altered. (Source: MSO 1952)18 Source: Ministry of International Trade and Industry.19 Source: MOT.
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authorities since July 2005. However, ocean vessels are advised to continue to undertake strict anti-piracy or robbery watches when sailing along the Straits of Malacca.
According to the IMB, a total of 4 incidents of maritime piracy and armed robbery within Malaysian waters were recorded in 2020. Maritime piracy and armed robbery in Malaysia are often more targeted at tugs and barges and fishing boats due to the lower speed of sailing and ease of access as compared to larger vessels. The consequences of such piracy attacks include, amongst others, loss of cargo as well as jeopardising the physical safety and mental well-being of the affected crew members.
► Port congestion resulting in delays and increased cost of operationsPort congestion is a situation where ocean vessels have to queue outside a port and wait for berthing to load or unload goods from the vessels. Such situations may result from bad weather, equipment breakdown, port worker strikes, shortages in port labour and/or sudden spikes in container volumes.
Port congestion results in a back log in shipping activities which adversely affects the shipping industry as it would result in higher cost of operations, delayed schedules and loss of voyage. For example, the COVID-19 pandemic has caused disruptions in the global supply chain where reduced workforce and additional standard operating proceduresin place have caused port congestions in several major ports around the world. Between late 2020 and early 2021, Port Klang experienced port congestion due to an increase in ocean vessels overcrowding at the port after delays in preceding ports. This resulted in further delays in schedules due to an increase in waiting time to berth at the port.However, the relevant port authorities implemented several measures such as collaborating with shipping companies as well as feeder vessels to expedite the release of export and transshipment containers as well as prioritising vessels unloading containers to ease the congestion. With the increase in global trade and container and cargo throughput,vessel operators may risk facing increasing port congestion issues if port authorities do not take adequate measureson time to address such problems, thus negatively affecting the industry players.
2.3 COMPETITIVE LANDSCAPE OF THE CONTAINER SHIPPING INDUSTRY IN MALAYSIA
OverviewThe domestic container shipping industry in Malaysia is regulated whereby only vessels issued with the Domestic Shipping License or vessels being exempted from obtaining the Domestic Shipping License are allowed to provide domestic shipping services in Malaysia. With the partial liberalisation of the cabotage policy, foreign vessels can now engage in domestic shipping services between the permitted regions in Malaysia, without having to obtain a Domestic Shipping License. As such, container shipping operators in Malaysia, such as MTTSL Group, are in competition with both Malaysian vessels as well as foreign vessels who cover the same ports along similar service routes.
Container shipping operators may own and operate their own container vessels, and/or charter and operate third party container vessels, and/or engage in slot exchange arrangements or slot purchase arrangements with other container shipping operators that provide domestic container shipping services.
Slot exchange arrangement refers to the exchange of container space on one another’s vessels and the amount of space that each party receives may vary from port to port depending on the arrangement agreed upon, or may refer to the purchase of container space from third party container shipping operators at an agreed price.
This section of the IMR Report will focus on the competitive landscape of the container shipping industry based on container shipping operators who are involved in the provision of container shipping services between Peninsular Malaysia and East Malaysia, as MTTSL Group is principally involved in the provision of container shipping services, focusing on service routes between Peninsular Malaysia and East Malaysia.
Key Industry Players The following list of industry players are identified as MTTSL Group’s key competitors, on the basis that these industry players are: • Container shipping operators who are primarily involved in the provision of domestic container shipping services
between Peninsular Malaysia and East Malaysia based on publicly available information on the service routes they offer; and
• whereby such services may be provided through the operation of own vessels, operation of chartered vessels and/or through slot exchange or slot purchase arrangements.
The following sets out the key industry players based in Malaysia. In cases where industry players are involved in the provision of other services, segmental revenue is provided to demonstrate the revenue derived from the provision of shipping services.
Company Business activities Latest available financial year
Total revenuea
(million)
Segmental revenue (million)
Harbour-Link Group Berhad
Container shipping services, ship management,integrated logistics services, stevedoring, shipping agency services, and marine services. Other activities not related to the shipping
30 June 2020 RM 617.25 RM 193.18b
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Company Business activities Latest available financial year
Total revenuea
(million)
Segmental revenue (million)
industry include property development, heavy lifting and haulage, and engineering and construction services
Shin Yang Shipping Corporation Berhad
Container and cargo shipping services, shipbuilding and ship repairing, shipping agencyservices, as well as fabrication of metal structures
30 June 2020 RM 596.50 RM 338.67b
MTTSL Group Container shipping services, container vessel chartering services, dry bulk shipping servicesand container depot services; and appointed shipping agent for Evergreen Group of Companies in East Malaysia
31 December 2020
RM 514.54 RM 352.51c
Malaysia Shipping Corporation Sdn Bhd
Container shipping services, shipping agency services and related services
31 December 2019
RM 184.62 RM 96.72b
AML Shipping Sdn Bhd
Container shipping services, integrated logistics services and shipping agency services
30 June 2020 RM 81.57 RM 78.02b
Notes:a Companies may be involved in other businesses besides the provision of container shipping services and as such, total revenue
may include revenue from other business segments.b Segmental revenue comprises revenue from the provision of shipping services. As the company may be involved in the provision
of other shipping services besides container shipping, the segmental revenue may include revenue from the provision of container shipping services and/or other shipping services, including the provision of shipping services within and outside Malaysia,provision of cargo shipping services and/or slot fees earned.
c Segmental revenue comprises revenue from the provision of domestic container shipping services.• The key identified container shipping industry players include all industry players that were identified by SMITH ZANDER based
on sources available, such as the internet, published documents and industry directories. However, there may be companies thathave no online and/or published media presence, or are operating with minimal public advertisement, and hence SMITH ZANDER is unable to state conclusively that the list of industry players is exhaustive.
Sources: MTTSL Group, Companies Commission of Malaysia, Company Annual Report, SMITH ZANDER analysis
The following sets out key industry players based outside Malaysia but is involved in the provision of domestic shipping services between Peninsular Malaysia and East Malaysia.
Company Business activities Latest available financial year
Total revenuea
(million)CMA CGM Asia Shipping Pte. Ltd.(subsidiary of CMA CGM S.A.)
Container shipping services 31 December 2019 USD 6,982.56(RM28,926.65b)
Sealand Maersk Asia Pte. Ltd.(subsidiary of A.P. Moller – Maersk A/S)
Container shipping services 31 December 2020 USD 1,706.18(RM7,168.69b)
Advance Container Lines (Pte) Ltd Feeder services 31 December 2020 USD 157.24(RM 660.66b)
Notes:a Companies may be involved in other businesses besides the provision of container shipping services and as such, total revenue
may include revenue from other business segments. Segmental revenue is not publicly available.b Revenue derived for the financial year comprises revenue generated from services within Malaysia and outside Malaysia.
Exchange rate from USD to RM in 2019 was converted based on average annual exchange rates in 2019 extracted from published information from Bank Negara Malaysia at USD1=RM4.1427. Exchange rate from USD to RM in 2020 was converted based on average annual exchange rates in 2020 extracted from published information from Bank Negara Malaysia at USD1=RM4.2016.
• The key identified container shipping industry players include all industry players that were identified by SMITH ZANDER basedon sources available, such as the internet, published documents and industry directories. However, there may be companies thathave no online and/or published media presence, or are operating with minimal public advertisement, and hence SMITH ZANDER is unable to state conclusively that the list of industry players is exhaustive.
Sources: Accounting and Corporate Regulatory Authority, SMITH ZANDER analysisMarket ShareIn relation to provision of domestic shipping services between Peninsular Malaysia and East MalaysiaIn 2020, total container throughput between Peninsular Malaysia and East Malaysia (including Muara, Brunei) was recorded at 0.43 MTEU. Total container throughput of MTTSL Group between Peninsular Malaysia and East Malaysia (including Muara, Brunei) in 2020 was recorded at 0.16 MTEU and thereby, MTTSL Group captured a market share of37.21% in terms of container throughput between Peninsular Malaysia and East Malaysia (including Muara, Brunei).
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In relation to fleet capacityIn terms of global ranking, MTTSL Group was ranked 62nd in Alphaliner Top 100 container shipping operatorsworldwide, based on total twenty-foot equivalent unit (“TEU”) of fleet capacity for both owned and chartered vessels,as at 7 July 2021. Based on the ranking in Alphaliner Top 100 container shipping operators worldwide, MTTSL Group was the highest ranked Malaysian-based container shipping operator as at 7 July 2021.
3 THE CONTAINER SHIPPING INDUSTRY IN THE COUNTRIES INVOLVED
Performance, Size and Growth of the Container Shipping Industry in the Countries InvolvedAs MTTSL Group’s regional container shipping operations primarily cover ports in Singapore, Thailand, Brunei, Indonesia, India and Myanmar, this section covers the container shipping industry in the Countries Involved.
In Singapore, Thailand, Brunei, Indonesia and India, the container throughput in these countries experienced growth from 2017 to 2019 with CAGRs ranging from 4.04% to 46.76%. However, Myanmar experienced a decline in container throughput from 2017 to 2019, registering a negative CAGR of 3.39%. Nonetheless, Myanmar experienced an increase of 7.69% in 2019 as compared to 2018.
Container throughput in the Countries Involved
Country Container throughput (MTEU) CAGR (2017 – 2019)
CAGR (2017 – 2020)2017 2018 2019 2020
Singapore 33.67 36.60 37.20 36.87 5.11% 3.07%Thailand 9.94 10.24 10.76 N/A 4.04% -Brunei 0.13 0.43 0.28 N/A 46.76% -Indonesia 12.83 14.06 14.76 N/A 7.26% -India 15.43 16.95 17.05 N/A 5.12% -Myanmar 1.20 1.04 1.12 N/A -3.39% -
Notes:• N/A – Information is not publicly available.• Latest available information as at 7 July 2021.
Sources: Maritime and Port Authority of Singapore, UNCTAD, SMITH ZANDER analysis
In view of the COVID-19 pandemic, the Countries Involved are expected to have been impacted by disruptions in global supply chains and slowdown in global trade resulting from lockdowns and movement restriction measures implemented globally to curb the spread of COVID-19. As such, container throughput in the Countries Involved are expected to have experienced declines in 2020.
Nonetheless, moving forward, the container shipping industries in the Countries Involved are expected to continue to grow as the global economy recovers once the COVID-19 pandemic subsides.
4 THE DRY BULK SHIPPING INDUSTRY IN MALAYSIADry bulk shipping is a type of sea freight which involves the transportation of dry bulk commodities or solid raw materials by means of ocean vessels, primarily bulk carriers. There are two categories of dry bulk commodities, namely major bulks and minor bulks. Major bulks include coal, grains and iron ores whereas minor bulks include cargoes such as steel products, forest products, cement and fertilisers. Dry bulk shipping services are provided to customers such as producers of raw materials, manufacturers, exporters, importers and traders as well as freight forwarders who act on behalf of the consignees as their forwarding agent.
The performance of the dry bulk shipping industry in Malaysia is measured in terms of total cargo throughput for dry bulk. The size of the dry bulk shipping industry in Malaysia declined from 38.40 million freight weight tonnes (“FWT”) in 2018 to 37.96 million FWT in 2020 at a negative CAGR of 0.57%. A slower performance in 2020 was mainly due to a decline in local trade affected by disruptions in supply chain which resulted from the implementation of lockdown and movement restrictions by the Government to curb the spread of the COVID-19 pandemic. Nevertheless, the dry bulk shipping industry in Malaysia is expected to recover when the negative impact from the COVID-19 pandemic subsides.
Total cargo throughput for dry bulk (Malaysia), 2018 – 2020
Sources: MOT, SMITH ZANDER analysis
29.40 30.63 32.559.00 7.78 5.4138.40 38.41 37.96
0.00
20.00
40.00
60.00
2018 2019 2020
Car
go th
roug
hput
(mill
ion
FWT)
Foreign trade Local trade Total
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5 GLOBAL CONTAINER VESSEL CHARTERING INDUSTRYOverviewContainer vessel chartering is a type of service rendered by container vessel owners who charter out the use of their container vessels to charterers, namely container shipping operators, for domestic, regional or international voyage depending on the suitability of the vessel. Some container shipping operators who own container vessels may charter out their vessels to other container shipping operators as an alternative source of income and to optimise the return on investments on the container vessels when these vessels are not utilised for their own container shipping business. Generally, there are three types of vessel chartering arrangements:• Time charter - the vessel is chartered for a pre-determined period of time, and the vessel owner remains
responsible for the management of vessel and the supply of crew members to the charterer while the charterer decides on the sailing routes of the vessel within the chartering period. The operating costs incurred for the vessel such as ship management and maintenance costs as well as crew costs are borne by the vessel owner, whereas the fuel costs and port dues of the vessel are borne by the charterer;
• Voyage charter - the vessel is chartered for a one-way voyage between specific ports, and the vessel owner remains responsible for the management of vessel and the supply of crew members to the charterer. The operatingcosts incurred for the vessel which include fuel costs, port dues, ship management and maintenance costs and crew costs are fully borne by the vessel owners; and
• Bareboat charter - the vessel is chartered for a pre-determined period of time. The charterer will decide the sailing route for the vessel and is also responsible for the management of the vessel including the hiring of crew members. The operating cost incurred for the vessel which include fuel costs, port dues, ship management and maintenance costs and crew costs are fully borne by the charterer.
Performance, Size and Growth of the Global Container Vessel Chartering IndustryThe range of capacity of MTTSL Group’s fleet of container vessels for chartering (existing and future planned purchases) are between 1,000 TEUs and 2,999 TEUs, hence this section focuses on chartering information for container vessels within this capacity.
Based on latest available information, globally, 58.62% of container vessels between 1,000 TEUs and 2,999 TEUswere chartered by vessel owners to third parties, as at 1 June 2021. The total capacity of chartered container vessels of between 1,000 TEUs and 2,999 TEUs grew from 2.05 MTEUs as at 1 December 2018 to 2.21 MTEUs as at 1 June 2021. Further, container vessels of this capacity range had the highest number of chartered vessels where it accounted for 1,200 units out of a total 3,034 units chartered (39.55%), indicating recent strong charter demand for container vessels within this capacity range.
Container vessel fleet breakdown (As at 1.6.2021)TEU All vessel Chartered
Units MTEUs Units MTEUs TEU%
10,000 -24,000
632 9.27 340 4.70 50.70%
3,000-9,999
1,801 10.70 1,016 5.99 55.98%
1,000-2,999
2,064 3.77 1,200 2.21 58.62%
Less than 1,000
943 0.63 478 0.34 53.97%
Total 5,440 24.37 3,034 13.24 54.33%Note:• Figures may not add up due to rounding.
Sources: Alphaliner, SMITH ZANDER analysis
Chartered vessel (1,000 TEUs to 2,999 TEUs)
Note:• Figure is as of the first day of the respective months.
Sources: Alphaliner, SMITH ZANDER analysisThe recent strong charter demand for container vessels of between 1,000 TEUs and 2,999 TEUs is also reflected in the increase in daily charter rates of between USD8,300 per day and USD15,500 per day (as at December 2020) tobetween USD18,000 per day and USD35,000 per day (as at June 2021).
Charter rates (USD/day)TEU Dec 2018 Dec 2019 Dec 2020 Jun 2021
1,000 -2,999
6,300 -9,500
6,200 -10,000
8,300 -15,500
18,000 -35,000
Sources: Alphaliner, SMITH ZANDER analysis
As depicted in Chapter 1 - Impact of the COVID-19 pandemic, the COVID-19 pandemic has caused an unprecedented shortage of containers as well as port congestion. The delay in port operations and berth delays have led to container vessels overcrowding at ports which has resulted in the disruption in vessel scheduling and prolongedcontainer vessel turnaround time, thus reducing the availability of shipping capacity. As the global economy gradually reopened following the easing of lockdown measures in various countries, container shipping operators rushed to secure more shipping capacity to capitalise on the recovery in shipping demand arising from increasing trade activities. Container shipping operators may have, therefore, resorted to chartering additional container vessels to compensate for the lack of shipping capacity, leading to a surge in demand for container vessel chartering services, as reflected in
2.05 2.09
2.19 2.21 58.24% 58.38% 59.67% 58.62%
40.00%
45.00%
50.00%
55.00%
60.00%
1.90
2.00
2.10
2.20
2.30
Dec-18 Dec-19 Dec-20 Jun-21TEU of chartered vessels (MTEUs)% chartered vessel over total vessel TEU
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the increase in total chartered capacity for container vessels of 1,000 TEUs to 2,999 TEUs from 2.09 MTEUs as at 1December 2019 to 2.21 MTEUs as at 1 June 2021, an increase of approximately 120,000 TEUs. However, this surgein demand for vessel chartering is expected to ease gradually when global port congestion subsides, and shipping operations revert to pre-COVID-19 conditions.
Nevertheless, moving forward, the global container vessel chartering industry is expected to be driven by the growth in the global container shipping industry. An increase in demand for container shipping services will drive the demand for container vessel chartering to support any long term shipping capacity demand.
Competitive OverviewThere are primarily two types of container vessel chartering service providers, namely container vessel chartering companies and container shipping operators. Container vessel chartering companies are involved solely in the vessel chartering business and do not provide shipping services (i.e. do not operate container vessels). Container shippingoperators may also offer their unused fleet of container vessels for chartering, which they may call back upon the expiryof the charter contracts for their own operations when they require additional shipping capacity or when the charter market is slow.
Container vessels can be chartered out to any operator around the world subject to the suitability of the container vessels to sail at routes determined by the operators as well as country-specific vessel regulations, if any. Container vessel chartering service providers generally compete in terms of charter hire rates, size, age as well as the condition of the container vessels. The charter hire rates for container vessels are primarily guided by the supply and demand conditions of container shipping capacity available in the market which vary from time to time. Any decrease in demand for container shipping capacity will cause a decrease in demand for container vessel chartering services and reducecharter hire rates, which may affect the growth and profitability of the container vessel chartering service providers.
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Before investing in our Shares, you should pay particular attention to the fact that we and to a large extent, our business and operations are subject to the regulatory, industry and businessrisks. Our operations are also subject to a number of factors, many of which are outside our control. Before making an investment decision, you should carefully consider, along with the other matters in this Prospectus, the risks and investment considerations set out below.
9.1 RISKS RELATING TO OUR BUSINESS
9.1.1 We may not be able to renew or maintain our major licences, permits and approvals to operate our business operations due to reasons beyond our control
We require various major licences, permits and approvals including Domestic Shipping Licences and shipping agent approval(s) for our business operations. These licences, permits and approvals are subject to periodic renewal. See Annexure B of this Prospectus for further details of our major licences, permits and approvalsincluding the respective issuing authorities, expiration dates and status of compliance.
We are required to obtain a Domestic Shipping Licence from the Domestic Shipping Licensing Board for each of our vessels that perform domestic shipping services operating to and from ports within Peninsular Malaysia, from any port in Sabah to another port in Sarawak (and vice versa) and from any port in Labuan to another port in Sabah or Sarawak (and vice versa). We will not be able to obtain port clearance from the officer of customs or such other authority authorised to issue port clearanceto sail or berth our vessels at the relevant ports if we engage in domestic shipping without a Domestic Shipping Licence. With effect from 1 June 2017, vessels providing transport of cargo services operating from any port in Peninsular Malaysia to any port in Sabah, Sarawak or Labuan (and vice versa), from any port in Sabah to another port in Sabah or from any port in Sarawak to another port in Sarawak are exempted from having to obtain a Domestic Shipping Licence. If we operate our vessels orchartered vessels without the requisite Domestic Shipping Licences or in contravention of the applicable exemption, on conviction, we may be liable to a fine not exceeding RM10,000 or to imprisonment not exceeding one year or both. Our vessels could also be detained by the port officer or officer of customs who has reasonable cause to suspect that our vessels are operated without the requisite Domestic Shipping Licences. All vessels owned by us which carry out domestic shipping activities have their respective valid Domestic Shipping Licence. The Domestic Shipping Licences granted to us are subject to periodic renewal.
We also require the approval from the Director General of Customs and Excise to act as a shipping agent for the entry or clearance of any vessel at the ports in Malaysia. Our shipping agent approval is valid for five years from the date of issuance andexpires on 31 December 2021.
There can be no assurance that we will not be subject to suspension, revocation or termination of our major licences, permits or approvals in the event of non-compliance with any terms or conditions thereof, or pursuant to any regulatory action, despite our best efforts to adhere to the regulatory requirements. While we have not in the past encountered any difficulties in renewing or obtaining our major licences, permits andapprovals for our business operations, there can be no assurance that we will be able to renew such licences, permits and approvals in a timely manner or at all in the future. We also cannot assure that there will not be variation, modification or imposition of additional conditions attached to the licences, permits and approvals which may materially and adversely affect our business, financial condition, results of operationsand prospects. Any failure to renew or maintain our major licences, permits and approvals in the future could materially and adversely affect our business, financial condition, results of operations and prospects.
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9.1.2 Failure in IT systems could adversely affect our business operations
We are dependent on various IT systems provided and/or maintained by third party service providers such as iKapal’s Shipping System and the SOVY-Depot System, to ensure efficient, effective and responsive business operations. These systems integrate various business processes in our container liner shipping operations such as booking, management of shipping rates, management of containers and finance for us to control and monitor our shipments, port costs, container management costsand ship running costs, see Section 7.5.3 of this Prospectus for further details of our IT systems.
The IT systems may be subject to damages or interruptions in operation due to, among others, blackouts, unauthorised access, natural disasters (including floodsand storms), breaches of security in the form of computer viruses, hacking and fraud which could materially and adversely affect our business operations. Failure of third party service providers to provide services and any disruption to our computer systems and IT systems may compromise our business operations as well as causetransaction errors, loss of data or downtime. While we have not encountered any major failures in our current IT systems which had materially impacted our business, financial condition and results of operations in the past, there can be no assurance that we will not face any breakdown of or disruption to any of our IT systems in the future.
Further, there can be no assurance that we are able to continuously enhance our IT systems to meet our customers’ needs or that the technology developed or used by other industry players will not render our services less competitive or attractive. As a result, our business, financial condition, results of operations and prospects may be adversely affected.
9.1.3 We may be materially and adversely affected by the COVID-19 pandemic and other pandemics
The emergence of the COVID-19 pandemic has become one of the biggest disruptors in the global economy. The COVID-19 pandemic has resulted in, among others, travel and transportation restrictions, prolonged closures of work places, businesses and lockdowns in certain countries.
The outbreak of COVID-19 has also imposed additional restrictions and obligations on our operations at our offices and on our vessels as we are required to comply with social distancing measures and strict hygiene requirements to contain the COVID-19outbreak since the implementation of the MCO on 18 March 2020. See Section 7.17.4of this Prospectus for further details on the measures we have implemented to protect the health and safety of our employees including crew members. Although we have not been required to close or temporarily halt our operations as our business was deemed to be essential since the MCO on 18 March 2020, we may be required to do so in the future in the event that any of our employees become infected by COVID-19.
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As at the LPD, our Group has reported 17 confirmed cases for COVID-19, including employees from our container depots, branch offices as well as our headquarters.None of them is a crew member. Out of the 17 confirmed COVID-19 cases, 11 cases were employees from our container depot in Port Klang (Bandar Sultan Sulaiman), who tested positive on 28 May 2021 and were placed under quarantine for approximately 2 weeks. Subsequent to the confirmation of these positive cases, our container depot in Port Klang (Bandar Sultan Sulaiman) was closed for sanitisation until 29 May 2021. Further, due to the reduced workforce, the operational hours of our container depot in Port Klang (Bandar Sultan Sulaiman) were reduced to a single shift until 7 June 2021. During the period of reduced operating hours of our container depot in Port Klang (Bandar Sultan Sulaiman), some containers were redirected to our container depot in Port Klang (Westports). In the FYE 31 December 2020, FPE 31 March 2021 and up to the LPD, our Group incurred a total of RM7,500, RM19,957 and RM50,704, respectively for costs related to the confirmed cases such as COVID-19 tests undertaken by our employees and disinfections carried out at our workplaces.See Section 7.17.5 of this Prospectus for further details of COVID-19 incidents related to our employees.
There can be no assurance that our employees will not be infected in the future. Insuch an event, we are required to place these employees under quarantine and may be required to close our offices. Crew members who tested positive for COVID-19 are not allowed to board a vessel. Further, according to the guidelines set by Marine Department Malaysia, crew members are not allowed to disembark at any ports during berthing to avoid potential spreading of the virus and/or being infected by the virus. For crew members who are signing on to board a vessel and signing off from a vessel, they are required to undergo COVID-19 tests and/or quarantine at home or at designated quarantine centres determined by the Government. All costs associated with the adherence of the SOPs related to the crew members, including COVID-19tests, quarantine process, logistics and follow-up treatments are borne by our Group. In the FYE 31 December 2020, FPE 31 March 2021 and up to the LPD, our Group incurred a total of RM1.0 million, RM0.3 million and RM0.2 million, respectively for the adherence of these SOPs.
Such disruption may affect our ability to adequately staff our operations and eventually the delivery of the cargos for our customers. Failure to meet our customers' expectations could damage our reputation and expose us to legal claims and may, as a result, lead to loss of business and materially and adversely affect our business, financial condition, results of operations and prospects.
As the COVID-19 pandemic is ongoing as at the LPD, there can be no assurance that we will not experience more severe disruptions in the future in the event that more stringent quarantine measures are imposed or if the COVID-19 pandemic becomes more severe or protracted. It is difficult to predict how long such conditions will exist and the extent to which we may be affected by such conditions.
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9.1.4 Maintenance and repair of our vessels require substantial expenditure
We operate in a capital intensive industry where we incur significant expenditure to maintain the operating condition of our vessels. Our maintenance and repair related expenditure includes the cost of maintenance, repairs, surveys and dry docking. Our expenses for maintenance and repair of our vessels accounted for 3.3%, 4.4%, 4.9% and 3.6% of our Group’s total direct costs for the FYEs 31 December 2018, 31 December 2019, 31 December 2020 and FPE 31 March 2021. In addition, approximately RM15.4 million, RM16.7 million and RM8.6 million and RM4.1 million of dry docking expenses were capitalised as capital expenditure for the FYEs 31 December 2018, 31 December 2019, 31 December 2020 and FPE 31 March 2021,respectively.
We dry-dock our vessels on a periodic basis for planned inspections, maintenance and repair as well as renewal of class certificates. Dry docking is a major undertaking which can only be done at a dockyard and covers all areas of maintenance that cannot be carried out when the ship is in operation. Dry docking includes maintenance ofhull, deck, cargo holds, navigation and communication equipment and all other equipment on board. The procedures undertaken comprising cleaning, blasting, painting and repairs. In addition to dry docking which is periodical, we also have a planned maintenance schedule which is a day-to-day maintenance programme for all of our ships while they are in operation. This planned maintenance is to ensure the smooth running of our vessels until their next dry docking. Our planned maintenance costs include main engine spares, freshwater and deck paints.
Each of our vessels is subject to planned surveys comprising an annual survey, an intermediate survey and special survey. Special survey is carried out once every fiveyears and intermediate survey is carried out one time within this five-year period.These surveys are conducted in conjunction with the vessels dry docking, by an independent professional and affect the vessels class renewal certification.
Furthermore, our vessels may also need to be docked in the event of breakdown and collision. Rectification of the affected vessels may require us to incur significant costs and may result in such vessels being out of service over a period of time which could cause disruption to our business operations. In October 2018, one of the engines of MTT Tanjung Manis caught fire which resulted in MTT Tanjung Manis having to cease operation for approximately 48 days. The engine failure of MTT Tanjung Manis resulted in us incurring repair related expenses of RM5.8 million for the FYE 31 December 2018. Although our expenses incurred for the incident were fully covered by our insurance policies, there can be no assurance that we will not experience similar incidents in the future where such incidents may adversely affect our business, financial condition, results of operations and prospects.
Our maintenance and repair related expenditure may increase as a result of a variety of factors, including increases in the cost of labour, materials and spare parts, increases in the size of our fleet, changes in regulations and currency fluctuations.There can be no assurance that we will at all times have sufficient capital resources, including, among others, cash on hand, cash flow from operations and borrowings, to maintain and repair our vessels.
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9.1.5 We operate in a highly regulated industry which is governed by both domestic and international laws
The container liner shipping industry is highly regulated and our operations are subject to various international conventions, treaties and national and local laws and regulations in force. See Annexure C of this Prospectus for further details of the material laws and regulations which are relevant to our business operations. These conventions, treaties, laws and regulations which govern areas such as maritime operations, environmental protection, the release and management of hazardous materials and human health and safety are subject to changes at any time. Any introduction of new conventions, treaties, laws and regulations applicable to us may result in us having to incur additional operating expenditure to ensure compliance, which could materially and adversely affect our business and results of operations.
For instance, environmental regulations often impose strict liability for remediation of spills and releases of oil and hazardous substances. The provision of our container liner shipping services sometimes involves the transportation of hazardous materials such as industrial chemicals, paint and batteries. As such, there is a risk of spillage and contamination which may be hazardous to the environment. In addition, oil spillages may arise as a consequence of a collision of our vessels. While we implement strict safety measures and procedures in relation to the handling of hazardous materials, there can be no assurance that accidents will not occur during the transportation of hazardous materials. The discharge of pollutants into the air or water may give rise to liabilities to governmental authorities and third parties and may require us to incur costs to remedy such discharge.
Further, environmental regulations are evolving which will result in stricter standards and enforcement, larger fines and liability and potentially increase our capital expenditure and operating costs materially. For instance, the IMO has ruled that beginning 1 January 2020, all vessels operating outside designated emission control areas (i.e. the Baltic Sea area, the North Sea area, the North American area (covering designated coastal areas off the United States and Canada) and the United States Caribbean Sea area (waters around Puerto Rico and the United States Virgin Islands), are required to use fuel oil with lower sulphur content of no more than 0.5% (mass by mass) as opposed to the previous limit of 3.5% (“IMO 2020”). Operators who intend to continue using high sulphur content bunker fuel are required to fit their vessels with sulphur-cleaning devices known as scrubbers. Ship owners can also opt for other sources of cleaner fuel such as liquefied natural gas (LNG).
In addition, we are required to comply with the Energy Efficiency Existing Ship Index (EEXI) requirement introduced by the IMO, by the first annual survey of our vessels on or after 1 January 2023, which aims to reduce carbon intensity. We may have to retrofit the engine power limit of our vessels to reduce their engine power and speed,or alternatively retrofit our vessels with energy-efficient technology to minimise carbon emissions. As we are currently assessing the ability of our vessels to comply with the EEXI requirement, we have not determined the exact cost to be incurred in complying with the EEXI requirement at this juncture.
While we are committed to complying with the applicable regulations, there can be no assurance that we will be able to comply with such regulations in the future. If such an event occurs which result in us having to pay high fines and/or penalties, our reputation, financial condition and results of operations would be materially and adversely affected.
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9.1.6 We are exposed to risks arising from foreign exchange fluctuations
Our revenue streams are predominantly denominated in RM. We also have revenue denominated in USD generated from routes outside of Malaysia and from our charter hire operations. A portion of our direct costs, expenses, capital expenditures and borrowings is denominated in foreign currencies, primarily USD. Bunker fuel cost, vessel charter-in costs, salary of crew members, vessel maintenance costs as well as purchase of vessels and containers are denominated in USD and SGD.
For the FPE 31 March 2021, we incurred 23.2% and 96.1% of our total direct costsand capital expenditure, respectively, in currencies other than RM. In addition, as at 31 March 2021, 25.7% of our total borrowings and lease liabilities are denominated in USD. When USD strengthens against RM, our costs will increase. Therefore, our financial results are impacted by foreign currency fluctuations, in particular movements of USD against RM, which may affect our Group’s financial position.
Save for the foreign currency accounts that we maintain to set-off some of our purchases in foreign currencies with some of our earnings in foreign currencies, we currently do not hedge our foreign currency exposure using any derivative instruments. Any significant volatility in foreign currencies which is unfavourable to us may affect our results of operations. We may consider using certain derivative instruments in the future in order to minimise the risk from foreign exchange fluctuations. Any future use of derivative instruments would nevertheless involve certain risks which could negatively affect our financial condition and results of operations.
9.1.7 We are exposed to interest rate fluctuations
We operate in a capital intensive industry which requires high levels of funding. We have and will continue to have a significant amount of borrowings as we rely on bank borrowings to finance the purchases of our vessels and containers. Our cost of financing as at 31 March 2021 ranges from 2.0% to 4.7% per annum. Changes in economic conditions could result in higher interest rates and eventually also increased our finance costs, which in turn may affect our business and profitability. Any significant fluctuations in interest may affect our profitability.
Our gearing ratio was 0.4, 0.7 and 0.8 and 0.9 for the FYEs 31 December 2018, 31December 2019, 31 December 2020 and FPE 31 March 2021, respectively. There can be no assurance that our gearing level will remain the same in the future and our business, financial condition and results of operations would not be affected if there are any fluctuations in interest rates for our borrowings.
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9.1.8 Our growth and success depend on our Executive Directors and Key Senior Management
Our growth and success depend on, to a significant extent, the abilities, skills, experience and expertise of our Executive Directors and Key Senior Management.
Our Group is led by our Executive Directors who are assisted by a team of Key Senior Management who have extensive knowledge and experience in the container liner shipping industry. Most of our Executive Directors and Key Senior Management have over 10 years of experience in the container liner shipping industry. See Sections 5.2.3 and 5.3.3 of this Prospectus for the profiles of our Executive Directors and Key Senior Management.
We also believe that our success is dependent upon the continued service of our Executive Directors and Key Senior Management. The loss of any of our Executive Directors and Key Senior Management without suitable and timely replacement, or the inability to attract, hire and retain suitable candidates for Key Senior Management positions may adversely affect our continued ability to compete with other industry players and implement our business strategies, which could have a material adverse effect on our business, financial condition, results of operations and prospects.
9.1.9 We may not be able to attract and retain our experienced and skilled workforce
Our container liner shipping operations require highly experienced and skilledpersonnel with requisite hands-on experience to undertake tasks which are crucial to our operations such as container inventory management, voyage planning, fleet management and terminal operation.
The employment market for experienced and skilled personnel in the industry in which we operate is very competitive. The loss of the services of one or more of these experienced personnel, without adequate replacements or the inability to attract new experienced personnel at a reasonable cost, would have a material adverse effect onour business, financial condition, results of operations and prospects. In addition, competition for experienced personnel could compel us to pay higher wages to attract or retain key personnel, which could increase our labour costs.
While we recognise the importance of motivating and retaining our existing experienced and skilled workforce by offering them a competitive remuneration package, there can be no assurance that we will be able to retain a sufficient number of them for our operations. Although we have not experienced any major shortage of experienced and skilled workforce that has materially disrupted our business in the past, there can be no assurance that we will not face shortage in experienced and skilled workers in the future and the hiring process of new personnel can be time-consuming. A shortage of experienced and skilled workers which is not expeditiously addressed may adversely affect our business and results of operations.
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9.1.10 Our insurance coverage may not be adequate to cover all risks and losses associated with our business operations
While we maintain insurance policies against, among others, risk of damage to or loss of our owned and chartered vessels, cargoes, offices and equipment, public liabilityand burglary and risk of personal accidents and compensation in respect of our employees which are in line with the general business practices in the industry, weare still exposed to the risks and losses associated with our business and operations that our insurance coverage may not adequately cover.
For instance, we maintain hull and machinery insurance and protection and indemnity insurance for all of our existing vessels, which includes pollution risk insurance, natural disaster and perils of the sea insurance, crew insurance, piracy, war risk insurance and legal assistance and defence insurance. Our vessels and their cargoes are at risk of being damaged or lost because of events or risks, such as force majeure,marine disaster including oil spills, mechanical failures, crew negligence, collision, war, terrorism, piracy and any other events. Any of these events may result in personal injury or death, damage to or loss of property, environmental damage, delays in delivery of cargo, regulatory fines and higher insurance premiums. There can be no assurance that all losses arising from these events are adequately covered by our insurance policies.
If we were to suffer a loss that is not insured or is not adequately covered by insurance, our business, financial condition, results of operations and prospects could be materially and adversely affected.
There may also be certain risks which cannot be reasonably or capable of being insured against, such as risk of damage to our vessels resulting from nuclear war and/or cyber-attacks.
Our insurance policies may contain deductibles, limitations and exclusions which may increase our costs in the event of a claim. We may also be subject to additional calls, or premium payments, in amounts based not only on our own claim records but also claims records of all other members of the protection and indemnity association through which we received indemnity insurance coverage.
9.1.11 We may be affected by any change in the current taxation regulation
Prior to YA 2012, Section 54A(1) of the Income Tax Act 1967 specifically stated that “where a person who is resident for the basis year for a year of assessment carrieson the business of - (a) transporting passengers or cargo by sea on a Malaysian ship; or (b) letting out on charter a Malaysian ship owned by him on a voyage or time chartered basis, the statutory income for that year of assessment from that business shall be exempt from tax.” (“100% Tax Exemption”). A Malaysian ship means a sea-going ship registered under the Merchant Shipping Ordinance 1952, other than a ferry, barge, tug-boat, supply vessel, crew boat, lighter, dredger, fishing boat or other similar vessel.
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The Income Tax Act 1967 was amended in 2012 to reduce the quantum of the said income tax exemption from 100% to 70% with effect from the YA 2012 (“70% Tax Exemption”). However, this was not implemented as the 100% Tax Exemption was subsequently extended from the YA 2012 to the YA 2020 pursuant to three subsequent exemption orders gazette, namely the Income Tax (Exemption) (No. 2) Order 2012 [P.U. (A) 167/2012], the Income Tax (Exemption) Order 2018 [P.U. (A) 38/2018] and the Income Tax (Exemption) (No. 2) 2018 [P.U. (A) 48/2018], respectively.
The Ministry of Finance had via its letter dated 10 July 2020 informed the Ministry of Transport that it had approved the extension of the 100% Tax Exemption until the YA2023 subject to certain conditions, namely (i) each Malaysian shipowner to comply with the minimum requirements to be prescribed by the Ministry of Transport in terms of annual operating expenditure and number of full-time employees; and (ii) the Ministry of Transport to develop a framework and implement the imposition of annual tonnage fee/tax to Malaysian shipowners by 1 January 2022. Accordingly, we will not be eligible for the 100% Tax Exemption from the YA 2022 to the YA 2023 in the event that the Ministry of Transport does not implement the aforesaid annual tonnage fee/tax by 1 January 2022.
As at the LPD, the extension of the 100% Tax Exemption until the YA 2023 has not come into effect but we continue to be eligible for the 100% Tax Exemption on our statutory income derived from Malaysian ships.
The further extension on the 100% Tax Exemption after the YA 2023 would be subject to gazette of the relevant tax laws. If there are no further gazetted tax laws to extend the100% Tax Exemption and the Ministry of Transport implements the annual tonnage fee/tax by 1 January 2022, we will continue to be eligible for the 100% Tax Exemption on our statutory income derived from Malaysian ships until the YA 2023 but from the YA 2024 onwards, we will be eligible for the 70% Tax Exemption on our statutory income derived from Malaysian ships.
With only the 70% Tax Exemption, 30% of our statutory income derived from Malaysian ships would be subject to the prevailing statutory tax rate of 24% and for illustrative purposes only, as a consequence, the effective tax rate of our Group would increase from approximately 9% to 13% for the FYE 31 December 2020. The effective tax rate of our Group for the FYE 31 December 2021 will also increase as compared to our effective tax rate for the FYE 31 December 2020.
As our Group will be eligible for the 70% Tax Exemption pursuant to Section 54(A)(1) of the Income Tax Act 1967 where the increase in the effective tax rate of our Group would not materially impact the profitability of the MTT Shipping group of companies (“MTT Shipping Group”), and accordingly, the reduction from the 100% Tax Exemption to the 70% Tax Exemption will not have a material adverse effect to the profitability of ourGroup. The MTT Shipping Group has also continued to grow its business resulting in much improved results for the FPE 31 March 2021.
There can also be no assurance that the tax exemption under the Income Tax Act 1967would continue to be available to Malaysian shipowners for an indefinite period of time or will continue on the same terms. Any adverse change to the tax treatment will adversely affect our results of operations.
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9.1.12 We face the risk of arrest and detention of vessels
Our vessels are our primary assets to ensure delivery of goods for our customers. Our vessels may be arrested and detained in certain events involving such vessels, which include, but not limited to the following events:
(i) a claim in respect of a mortgage or charge on our vessels or any share therein;
(ii) a claim for damage done to/by our vessels, for instance where our vessels collide with and cause damage to other vessels or properties;
(iii) a claim for loss of life or personal injury sustained in consequence of any defects in our vessels or in our apparel or equipment;
(iv) a claim for loss of or damage to goods carried in our vessels;
(v) a claim arising from any agreement relating to the carriage of goods in our vessels or to the use or charter hire of our vessel; or
(vi) any claim by a master or a member of the crew of our vessels for wages (including any sum allotted out of wages or adjudged by a superintendent to be due by way of wages).
Further, actions may also be taken against any of our chartered vessels if they are within the same legal ownership as the vessel which is subject to the claim.
We have not encountered any arrest or detention of our vessels in the past. Any arrest or detention of vessels may cause damage to our reputation and disruption to our operations, which could materially and adversely affect our business, financial condition, results of operation and prospects. There can be no assurance that the above event or other events beyond our control that may cause our vessels to be arrested or detained, will not occur in the future.
9.1.13 The interests of our Promoters who control our Group may not be aligned with the interests of our other shareholders
Our Promoters will hold a controlling interest in our enlarged issued share capital upon Listing. As a result, our Promoters will be able to, in the foreseeable future, have effective control over the business direction and management of our Company including the election of directors, the timing and payment of dividends as well as having voting control and as such, will likely influence the outcome of certain matters requiring the vote of our shareholders, unless he and persons connected with him are required to abstain from voting either by requirement of law and/or by the relevant guidelines or regulations. Therefore, there is a risk of whether the interests of our Promoters will be aligned with those of our other shareholders.
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9.2 RISKS RELATING TO OUR INDUSTRY
9.2.1 We face competition in our businesses
We compete with other container liner shipping industry players in terms of service route offerings, capacity, service, pricing, frequency of delivery and ability to deliver on timely manner, among others. In particular, we compete with industry players who operate along similar service routes while covering the same ports.
We are subject to price competition and freight rates are usually a key factor for our customers in determining which shipping company to engage. Freight rates are affected by a variety of factors including the demand for and supply of cargo space,market conditions and bunker fuel prices, many of which are beyond our control.Some of our competitors may be able to offer lower freight rates. Any increased competition may result in reduction in our prices and profit margins as well as loss of our market share which may materially affect our result of operations. There can be no assurance that we will be able to continue to compete successfully in the future and if we fail to do so, our business, financial condition, results of operations and prospects would be materially and adversely affected.
Further, as we generally do not enter into long-term or exclusive supply or service agreements with our customers, our customers could potentially switch to the services of our competitors on all or some trades. Our competitors may choose to establish services on the same routes as ours and attempt to undercut our freight rates on those routes. This may result in us losing our customers and materially and adversely affect our result of operations and financial performance.
9.2.2 We are subject to changes in government, economies, fiscal and monetarypolicies and regulations applicable to container liner shipping industry
Our business may from time to time be subject to changes in applicable government,economic, fiscal and monetary policies and regulations. For example, the cabotage policy was implemented in Malaysia in 1980 to protect domestic shipping companies and to promote the domestic shipping industry. This policy does not allow for non-Malaysian vessels to conduct domestic shipping activities in Malaysia, unless exempted. However, cabotage policy went through several partial liberalisations. Pursuant to the partial liberalisation of the cabotage policy, with effect from 1 June 2017, both Malaysian and non-Malaysian vessels may provide transport of cargo services from any one port in Peninsular Malaysia to any one port in Sabah, Sarawak or Labuan (and vice versa), from any port in Sabah to another port in Sabah, or from any port in Sarawak to another port in Sarawak, without having to obtain a Domestic Shipping Licence. See Section 2.2 of the IMR Report as set out in Section 8 of this Prospectus for further details of the cabotage policy.
Competition would likely increase if more foreign players enter the market. Such increased competition may materially and adversely affect our business, financial condition, results of operations and prospects. In addition, government intervention and significant changes in policies in Malaysia including inflation, wage and price controls, capital controls, interest rates controls and limitations on imports or exports, may materially and adversely affect our business, financial condition, results of operations and prospects. Economic slowdowns may also have a material adverse effect on domestic economic conditions and investment sentiments. Such developments could lead to reduction in demand for our services and materially and adversely affect our business, financial condition, results of operations and prospects.
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9.2.3 Our business operations may be affected by disruptions to operations at portswhich are under our coverage
Our container liner shipping operations are reliant on the continued operations of the ports which are under our coverage. Further, we operate weekly fixed-day shipping services which is an important element and distinguishing factor to our container liner shipping business. As at the LPD, we offer comprehensive port coverage across Peninsular Malaysia and East Malaysia, as well as ports in Brunei, Singapore, Thailand and Indonesia, details of which are set out in Section 7.3.2(ii) of this Prospectus.
The container terminals at the respective ports may undergo expansion, upgrading and maintenance works from time to time. This may cause disruptions to our operations at the ports.
Further, we may also suffer operational disruptions from port congestion or stoppagesas a result of certain disruptive events at the ports such as breakdown of port equipment, accidents, fire, port worker strikes, shortages in port labour, terrorist attacks, natural disasters/adverse weather conditions such as storms and haze, orother forms of unrest, all of which are beyond our control.
The disruptive event occurred may affect the marine tug boat services, pilotage services and crane services operating at the ports or result in closure of the ports or their facilities, and consequently affect our operations at such ports. It may also cause damages or losses to our vessels, containers as well as the cargo owned by our customers. Any such disruptions may result in delayed schedules and increased our cost of operations which eventually may materially and adversely affect our operations and financial performance.
We experienced port congestion as a result of the Covid-19 pandemic where ourcontainer vessels have to wait longer time for available berthing window at certain ports. Such situation may be largely due to reduced labour capacity at many ports in complying with the governments’ SOP and spike of containers volume as the economy gradually reopened. See Section 7.17.1 of this Prospectus and Section 2.2of the IMR Report as set out in Section 8 of this Prospectus for further details of such incident. There can no assurance that any disruptions occurred at the ports which are under our coverage in the future, will not adversely affect our business, financial condition and results of operations.
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9.2.4 We are exposed to risk of fluctuation in bunker fuel prices
One of the main input costs for our container liner shipping services is bunker fuel, including HFO, very low sulphur fuel oil and marine gas oil, which are used to propel our vessels.
The cost of bunker fuel accounts for a substantial part of our operating cost. The table below sets out the breakdown of bunker fuel costs incurred by us for the financial years/period:
FYE 31 DecemberFPE 31 March
2018 2019 2020 2021
Bunker fuel costs/RM(’000)
93,409 88,367 76,401 22,429
Total direct costs/RM(’000)
409,506 408,950 414,880 122,975
% of our Group’s total direct costs
22.8 21.6 18.4 18.2
Average cost of marine fuel oil per MT/ RM
1,699 1,668 1,660 1,715
Average cost of marine gas oil per MT
2,742 2,690 2,147 2,253
The cost of bunker fuel which is denominated in USD fluctuates according to the prevailing global oil prices. Global oil prices are affected by various factors beyond our control such as changes in global demand and supply conditions, geopolitical events affecting major oil producing countries, government policies and the level of global economic activities. Any changes in these factors may cause material increases in the global oil prices and this may lead to an increase in our Group’s direct costs. If we are unable to partially pass on increases in bunker fuel costs to our customers, we will bear the incremental costs and this may have a material impact on our results of operations.
While we have generally been able to partially pass on cost increases to our customers through bunker adjustment factor, there can be no assurance that we can continue to do so in the future. If we are unable to partially pass on cost increases to our customers and are unsuccessful in managing our exposure to the bunker fuel price fluctuations, our financial condition, result of operations and prospects could be materially and adversely affected.
9.2.5 We are subject to fluctuations of charter hire rates for container vessels
As at the LPD, we charter out three of our container vessels to other container liner shipping companies. We will be chartering out additional four vessels in July 2021.As part of our future plans and strategies, we plan to, among others, expand ourcontainer vessel fleet for our vessel chartering business by purchasing additionalcontainer vessels using part of the proceeds raised from our Public Issue. See Section 4.6 of this Prospectus for further details of the use of proceeds to be raised from our Public Issue. Charter hire market rates fluctuate according to the supply and demand for vessel chartering services, the design or specifications of the vessels,geographical locations and changes in economic conditions and regulatory requirements. Our success in increasing the revenue contribution from our vessel chartering business segment depends on our ability to secure employment for our vessels at profitable charter rates.
224
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9. RISK FACTORS (Cont’d)
210
If we charter out our container vessels at a time when demand for container vessels is low, we may have to accept a reduced and potentially unprofitable rates or we may not be able to charter out our vessels at all. If the charter hire rates are not at desirable levels and we are to continue to incur crew costs, insurance and maintenance costs for our vessels, our business, financial condition, results of operations and prospects could be materially and adversely affected.
9.2.6 Terrorist or pirate attacks or cargo hijacking may increase the costs of our operations
Our container vessels including our tugs and barges face the risk of terrorist or pirate attacks during a voyage as we sail along the waters of Sabah, Sarawak, Straits of Malacca, waters of Thailand, Singapore and Indonesia. Terrorist or pirate attacksand/or cargo hijacking during our voyage and/or at the ports where we voyage to, may materially and adversely affect our shipping operations. The potential impact includes the loss of cargo and loss of profit from payment of ransom, detention against our vessels, as well as jeopardising the safety of the affected crew members. Any future terrorist or pirate attacks or cargo hijacking may increase the premiums payable for such insurance coverage and expenses for tightened security measures. In such circumstances, our business, financial condition, results of operations and prospect may be materially and adversely affected.
9.3 RISKS RELATING TO OUR SHARES AND OUR LISTING
9.3.1 There may be a delay in or termination of our Listing
The occurrence of certain events may, including the following, may cause a delay in or termination of our Listing:
(i) the Joint Managing Underwriters or the Joint Underwriters exercising their rights under the Retail Underwriting Agreement, or the Global Coordinator or the Joint Bookrunners exercising their rights pursuant to the Placement Agreement to discharge themselves from their obligations under such agreements;
(ii) we are unable to meet the minimum public shareholding spread requirement under the Listing Requirements, i.e. at least 25.0% of the total number of our Shares for which Listing is sought must be held by a minimum number of 1,000 public shareholders holding not less than 100 Shares each at the point of our Listing; or
(iii) the revocation of approvals from the relevant authorities for our Listing for whatever reason.
Where prior to the issuance and allotment or transfer of our IPO Shares:
(i) the SC issues a stop order under Section 245(1) of the CMSA, the applications shall be deemed to be withdrawn and cancelled and we and the Selling Shareholders shall repay all monies paid in respect of the applications for our IPO Shares within 14 days of the stop order, failing which we shall be liable to return such monies with interest at the rate of 10.0% per annum or at such other rate as may be specified by the SC pursuant to Section 245(7)(a) of the CMSA; or
225
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9. RISK FACTORS (Cont’d)
226
(ii) our Listing is aborted other than pursuant to a stop order by the SC under Section 245(1) of the CMSA, investors will not receive any IPO Shares, all monies paid in respect of all applications for our IPO Shares will be refunded free of interest.
Where subsequent to the issuance and allotment or transfer of our IPO Shares and the proceeds from our Public Issue form part of our share capital:
(i) the SC issues a stop order under Section 245(1) of the CMSA, any issue of our IPO Shares shall be deemed to be void and all monies received from the applicants shall be forthwith repaid and if any such money is not repaid within 14 days of the date of service of the stop order, we shall be liable to return such monies with interest at the rate of 10.0% per annum or at such other rate as may be specified by the SC pursuant to Section 245(7)(b) of the CMSA; or
(ii) our Listing is aborted other than pursuant to a stop order by the SC, a return of monies to our shareholders could only be achieved by way of a cancellation of share capital as provided under the Act and its related rules. Such cancellation can be implemented by the sanction of our shareholders by special resolution in a general meeting and supported by either (a) consent by our creditors (unless dispensation with such consent has been granted by the High Court of Malaya) and the confirmation of the High Court of Malaya, in which case there can be no assurance that such monies can be returned within a short period of time or at all under such circumstances, or (b) a solvency statement from the directors.
9.3.2 An active and liquid market for our Shares may not develop
There can be no assurance as to the liquidity of the market that may develop for our Shares, the ability of holders to sell our Shares or the prices at which holders would be able to sell our Shares. Neither we nor our Promoters have an obligation to make a market for our Shares or, if such a market does develop, to sustain it. In addition, there can be no assurance that the trading price of our Shares will reflect our operations and financial condition, our growth prospects or the growth prospects of the industries in which we operate.
9.3.3 We may not be able to pay dividends
Our ability to declare dividends to our shareholders will depend on, among others, our future financial performance, distributable reserves and cash flows. This, in turn, is dependent on our operating results, capital requirements and on our ability to implement our future plans, demand for and selling prices of our products, general economic conditions, and other factors specific to our industry, many of which are beyond our control. As such, there can be no assurance that we will be able to pay dividends to our shareholders.
The receipt of dividends from our subsidiaries may also be affected by the passing of new laws, adoption of new regulations and other events outside our control, and our subsidiaries may not continue to meet the applicable legal and regulatory requirements for the payment of dividends in the future. In addition, changes in accounting standards may also affect the ability of our subsidiaries, and consequently, our ability to pay dividends.
226
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9. RISK FACTORS (Cont’d)
212
Dividend payments are not guaranteed and our Board may decide, at its sole and absolute discretion, at any time and for any reason, not to pay dividends. If we do not pay dividends, or pay dividends at levels lower than that anticipated by investors, the market price of our Shares may be negatively affected and the value of any investment in our Shares may be reduced.
For a description of our dividend policy, see Section 12.5 of this Prospectus.
9.3.4 Our Share price and trading volume may be volatile
The market price of our Shares may fluctuate as a result of, among others, the following factors, some of which are beyond our control:
(i) differences between our actual financial and operating results and those expected by investors and analysts;
(ii) changes in securities analysts’ recommendations, perceptions or estimates of our financial performance;
(iii) changes in market valuations of listed shares in general or shares of companies comparable to ours;
(iv) changes in conditions affecting the industry, the general political and economic conditions or stock market sentiments or other events or factors;
(v) fluctuations in stock market prices and trading volumes;
(vi) involvement in litigation;
(vii) changes in government policy, legislation or regulation; and
(viii) general operational and business risks.
In addition, many of risks described elsewhere in this Section could materially and adversely affect the market price of our Shares. Accordingly, there can be no assurance that our Shares will not trade at prices lower than the Institutional Price or the Final Retail Price. There can be no assurance that the trading price of our Shares will reflect our operations and financial condition, our prospects, the prospects of the industry we operate in.
Over the past few years, the Malaysian, regional and global equity markets have experienced significant price and volume volatility that has affected the share prices of many companies. Share prices of many companies have experienced wide fluctuations that are often unrelated to the operating performance of these companies, including fluctuations as a result of developments in other emerging markets. Therecan be no assurance that the price and trading of our Shares will not be subject to fluctuations.
227
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9. RISK FACTORS (Cont’d)
213
9.3.5 Forward-looking statements in this Prospectus may not be accurate
This Prospectus contains forward-looking statements. All statements, other than statements of historical facts, included in this Prospectus, including, without limitation, those regarding our financial position, business strategies, prospects, plans and objectives of our Group for future operations are forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding our present and future business strategies and the environment in which we will operate in the future. Such factors include, among others, general economic and business conditions, competition, the impact of new laws and regulations affecting our industries and government initiatives. Forward-looking statements can be identified by the use of forward-looking terminology such as the words “may”, “will”, “would”, “could”, “believe”, “expect”, “anticipate”, “intend”, “estimate”, “aim”, “plan”, “forecast” or similar expressions and include all statements that are not historical facts. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements of our Group, or industry results, to be materially different from any future results, performance, achievements or industry results expressed or implied by such forward-looking statements.
In light of these uncertainties, the inclusion of such forward-looking statements in this Prospectus should not be regarded as a representation or warranty by us or our advisers that such plans and objectives will be achieved.
228
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
10. RELATED PARTY TRANSACTIONS
10.1 RELATED PARTY TRANSACTIONS
Under the Listing Requirements, a “related party transaction” is a transaction entered into by a listed issuer or its subsidiaries that involves the interest, direct or interest, of a related party. A “related party” of a listed issuer is:
(i) a director, having the meaning given in Section 2(1) of the CMSA and includes any person who is or was within the preceding six months of the date on which the terms of the transaction were agreed upon, a director of the listed issuer, its subsidiaries or holding company or a chief executive of the listed issuer, its subsidiaries or holding company; or
(ii) a major shareholder and includes any person who is or was within the preceding six months of the date on which the terms of the transaction were agreed upon, a major shareholder of the listed issuer or its subsidiaries or holding company, having an interest or interests in one or more voting shares in a corporation and the number or aggregate number of those shares is:
(a) 10.0% or more of the total number of voting shares in the corporation; or
(b) 5.0% or more of the total number of voting shares in the corporation where such person is the largest shareholder of the corporation; or
(iii) a person connected with such director or major shareholder.
229
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istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
230
The
tabl
e be
low
set
s ou
t the
list
of t
he re
late
d pa
rties
who
tran
sact
ed w
ith o
ur G
roup
dur
ing
the
past
thre
eFY
E 31
Dec
embe
r 201
8, F
YE
31 D
ecem
ber
2019
, FYE
31
Dec
embe
r 202
0, F
PE 3
1 M
arch
202
1an
d up
to th
e LP
D:
No.
Rel
ated
par
tyPr
inci
pal a
ctiv
ities
Nat
ure
of re
latio
nshi
p
1.D
ato’
Ser
i Ong
-D
ato’
Ser
i Ong
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
.
2.Ev
ergr
een
Mal
aysi
aSh
ippi
ng a
gent
ser
vice
s
Ever
gree
n M
alay
sia
is a
who
lly-o
wne
d su
bsid
iary
of P
eony
Inve
stm
ent S
.A.
Pe
ony
Inve
stm
ent S
.A. i
s a
maj
or s
hare
hold
er o
f our
sub
sidi
ary,
nam
ely
ICSD
.
3.G
reen
pen
Frei
ght
Serv
ices
Sdn
Bhd
(“G
reen
pen
Frei
ght
Serv
ices
”)
Forw
ardi
ng
agen
t, w
areh
ousi
ng a
nd r
elat
ed
serv
ices
D
ato’
Ser
i Ong
isou
r D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or a
nd m
ajor
sh
areh
olde
r of G
reen
pen
Frei
ght S
ervi
ces.
O
CTS
B is
our
maj
or s
hare
hold
er. O
CTS
B is
als
o a
subs
tant
ial s
hare
hold
er o
f Gre
enpe
n Fr
eigh
t Ser
vice
s.
O
ng G
uat E
e is
our
maj
or s
hare
hold
er. S
he is
als
o a
subs
tant
ial s
hare
hold
er o
f Gre
enpe
n Fr
eigh
t Ser
vice
s vi
a he
r equ
ity in
tere
st in
OC
TSB
.
4.G
reen
pen
Prop
ertie
s Sd
n Bh
d (“G
reen
pen
Prop
ertie
s”)
Prop
erty
inve
stm
ent
D
ato’
Ser
i Ong
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or a
nd m
ajor
sh
areh
olde
r of G
reen
pen
Pro
perti
es.
O
CTS
B is
our
maj
or s
hare
hold
er.
OC
TSB
is a
lso
a m
ajor
sha
reho
lder
of
Gre
enpe
n Pr
oper
ties.
O
ng G
uat E
e is
our
maj
or s
hare
hold
er. S
he is
als
o a
maj
or s
hare
hold
er o
f Gre
enpe
n Pr
oper
ties
via
her e
quity
inte
rest
in O
CTS
B.
Ooi
Lea
n H
in is
our
Dire
ctor
and
maj
or s
hare
hold
er. H
e is
als
o a
dire
ctor
of G
reen
pen
Prop
ertie
s.
Peon
y In
vest
men
t S.A
. is
a m
ajor
sha
reho
lder
of o
ur s
ubsi
diar
y, n
amel
y IC
SD. I
t is
also
a m
ajor
sha
reho
lder
of G
reen
pen
Prop
ertie
s.
230
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istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
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10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
No.
Rel
ated
par
tyPr
inci
pal a
ctiv
ities
Nat
ure
of re
latio
nshi
p
5.M
TTC
Stev
edor
ing
serv
ices
, lig
hter
op
erat
ions
, sh
ippi
ng
agen
t se
rvic
es
and
letti
ng o
f pro
perti
es
M
TTC
is o
ur m
ajor
sha
reho
lder
.
D
ato’
Ser
i Ong
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
isal
so a
dire
ctor
and
maj
or
shar
ehol
der o
f MTT
C.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or o
f MTT
C.
C
laric
e O
ng is
our
Dire
ctor
. She
is a
lso
a di
rect
or o
f MTT
C.
O
CTS
B is
our
maj
or s
hare
hold
er. I
t is
also
a m
ajor
sha
reho
lder
of M
TTC
.
O
ng G
uat E
e is
our
maj
or s
hare
hold
er. S
he is
als
o a
maj
or s
hare
hold
er o
f MTT
C v
ia h
er
equi
ty in
tere
st in
OC
TSB.
6.O
ng C
hun
Tee
-O
ng C
hun
Tee
is a
son
of D
ato’
Ser
i Ong
, our
Dire
ctor
and
maj
or s
hare
hold
er a
nd a
bro
ther
of
Cla
rice
Ong
, our
Dire
ctor
.
7.O
oi L
ean
Hin
-O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
.
8.Pa
c D
e Pa
c Se
rvic
es
(Por
t Kla
ng) S
dn B
hd
(“Pac
De
Pac”
)
War
ehou
sing
and
sto
rage
se
rvic
es
Dat
o’ S
eri O
ng is
our
Dire
ctor
and
maj
or s
hare
hold
er. H
e is
als
o a
dire
ctor
and
maj
or
shar
ehol
der o
f Pac
De
Pac
via
his
equi
ty in
tere
st in
Prio
rity
Syne
rgy
Sdn
Bhd
(“Pr
iorit
y Sy
nerg
y”)o
f whi
ch P
riorit
y S
yner
gy is
a m
ajor
sha
reho
lder
of P
ac D
e Pa
c.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. H
e is
a d
irect
or a
nd s
ubst
antia
l sh
areh
olde
r of P
ac D
e Pa
c.
C
han
Hua
n H
in is
our
Dire
ctor
. He
is a
dire
ctor
and
maj
or s
hare
hold
er o
f Pac
De
Pac
via
hi
s eq
uity
inte
rest
in P
riorit
y S
yner
gy.
Le
e H
ock
Sain
g is
our m
ajor
shar
ehol
der.
He
is a
lso
a sh
areh
olde
rof P
ac D
e Pa
c.
231
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istra
tion
No.
201
9010
0401
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3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PAR
TY T
RAN
SAC
TIO
N (Cont’d
)
232
No.
R
elat
ed p
arty
Pr
inci
pal a
ctiv
ities
N
atur
e of
rela
tions
hip
9.
Perc
eptiv
e Lo
gist
ics
Hau
lage
, di
strib
utio
n an
d tra
nspo
rtatio
n se
rvic
es
Pe
rcep
tive
Logi
stic
s is
an
indi
rect
ass
ocia
ted
com
pany
of o
ur C
ompa
ny.
Dat
o’ S
eri O
ng is
our
Dire
ctor
and
maj
or s
hare
hold
er. H
e is
als
o a
dire
ctor
and
maj
or
shar
ehol
der
of P
erce
ptiv
e Lo
gist
ics
via
his
equi
ty i
nter
est
in P
riorit
y H
aula
ge &
D
istri
butio
n Sd
n Bh
d (“P
riorit
y H
aula
ge”),
of
whi
ch P
riorit
y H
aula
ge i
s a
maj
or
shar
ehol
der o
f Per
cept
ive
Logi
stic
s, th
roug
h O
CTS
B.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or a
nd s
ubst
antia
l sh
areh
olde
r of P
erce
ptiv
e Lo
gist
ics.
O
CTS
B is
our
maj
or s
hare
hold
er. I
t is
also
a m
ajor
sha
reho
lder
of P
erce
ptiv
e Lo
gist
ics
via
its e
quity
inte
rest
in P
riorit
y H
aula
ge.
O
ng G
uat E
e is
our
maj
or s
hare
hold
er. S
he is
als
o a
maj
or s
hare
hold
er o
f Per
cept
ive
Logi
stic
s vi
a he
r equ
ity in
tere
st in
Prio
rity
Hau
lage
thro
ugh
OC
TSB.
10
. Pe
rcep
tive
Logi
stic
s Pr
oper
ties
Sdn
Bhd
(“Per
cept
ive
Logi
stic
s Pr
oper
ties”
)
Prop
erty
inve
stm
ent
Pe
rcep
tive
Logi
stic
s Pr
oper
ties
is a
who
lly-o
wne
d su
bsid
iary
of
Ever
gree
n M
alay
sia,
w
hich
in tu
rn is
a w
holly
-ow
ned
subs
idia
ry o
f Peo
ny In
vest
men
t S.A
.
Peon
y In
vest
men
t S.A
. is
a m
ajor
sha
reho
lder
of o
ur s
ubsi
diar
y, n
amel
y IC
SD.
11.
Pers
ila S
dn B
hd
(“Per
sila
”) H
aula
ge a
nd d
istri
butio
n se
rvic
es
Pe
rsila
is a
who
lly-o
wne
d su
bsid
iary
of P
erce
ptiv
e Lo
gist
ics,
whi
ch in
turn
is a
n in
dire
ct
a sso
ciat
ed c
ompa
ny o
f our
Com
pany
.
Dat
o’ S
eri O
ng is
our
Dire
ctor
and
maj
or s
hare
hold
er. H
e is
als
o a
dire
ctor
and
maj
or
shar
ehol
der o
f Per
sila
via
his
equ
ity in
tere
st in
Per
cept
ive
Logi
stic
s.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or o
f Per
sila
.
OC
TSB
is o
ur m
ajor
sha
reho
lder
. It i
s al
so a
maj
or s
hare
hold
er o
f Per
sila
via
its
equi
ty
inte
rest
in P
erce
ptiv
e Lo
gist
ics
thro
ugh
Prio
rity
Hau
lage
.
Ong
Gua
t Ee
is o
ur m
ajor
sha
reho
lder
. She
is a
lso
a m
ajor
sha
reho
lder
of P
ersi
la v
ia h
er
equi
ty in
tere
st in
Per
cept
ive
Logi
stic
s.
232
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
No.
Rel
ated
par
tyPr
inci
pal a
ctiv
ities
Nat
ure
of re
latio
nshi
p
12.
Prio
rity
Car
go S
dn B
hd
(“Prio
rity
Car
go”)
Frei
ght
forw
ardi
ng
and
rela
ted
serv
ices
D
ato’
Ser
i Ong
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or a
nd m
ajor
sh
areh
olde
r of P
riorit
y C
argo
via
his
equ
ity in
tere
st in
MTT
C a
nd O
CTS
B.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or o
f Prio
rity
Car
go.
C
laric
e O
ng is
our
Dire
ctor
. She
is a
lso
a di
rect
or o
f Prio
rity
Car
go.
M
TTC
is o
ur m
ajor
sha
reho
lder
. It i
s al
so a
maj
or s
hare
hold
er o
f Prio
rity
Car
go.
O
CTS
B is
our
maj
or s
hare
hold
er. I
t is
also
a m
ajor
sha
reho
lder
of P
riorit
y C
argo
.
O
ng G
uat E
e is
our
maj
or s
hare
hold
er. S
he is
als
o a
maj
or s
hare
hold
er o
f Prio
rity
Car
go
via
her e
quity
inte
rest
in O
CTS
B.
13.
Prio
rity
Syn
ergy
Fr
eigh
t fo
rwar
ding
an
d re
late
d se
rvic
es
Dat
o’ S
eri O
ng is
our
Dire
ctor
and
maj
or s
hare
hold
er. H
e is
als
o a
dire
ctor
and
maj
or
shar
ehol
der o
f Prio
rity
Syn
ergy
.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a m
ajor
sha
reho
lder
of
Prio
rity
Syn
ergy
.
C
han
Hua
n H
in is
our
Dire
ctor
.He
is a
lso
a di
rect
or a
nd m
ajor
sha
reho
lder
of P
riorit
y S
yner
gy.
C
laric
e O
ng is
our
Dire
ctor
. She
is a
lso
a di
rect
or o
f Prio
rity
Syn
ergy
.
M
TTC
is o
ur m
ajor
sha
reho
lder
. It i
s al
so a
maj
or s
hare
hold
er o
f Prio
rity
Syn
ergy
via
its
equi
ty in
tere
st in
Prio
rity
Car
go,o
f whi
ch P
riorit
y C
argo
is a
maj
or s
hare
hold
er o
f Prio
rity
Syn
ergy
.
O
CTS
B is
our
maj
or s
hare
hold
er. I
t is
also
a m
ajor
sha
reho
lder
of P
riorit
y S
yner
gy v
ia
its e
quity
inte
rest
in P
riorit
y C
argo
.
O
ng G
uat
Ee
is o
ur m
ajor
sha
reho
lder
. S
he i
sal
so a
maj
or s
hare
hold
er o
f P
riorit
y S
yner
gy v
ia h
er e
quity
inte
rest
in O
CTS
B.
233
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
No.
Rel
ated
par
tyPr
inci
pal a
ctiv
ities
Nat
ure
of re
latio
nshi
p
14.
Rou
nd-th
e-W
orld
Lo
gist
ics
Cor
p Sd
n B
hd
(“Rou
nd-th
e-W
orld
”)
Forw
ardi
ng
agen
t an
d re
late
d se
rvic
es
Dat
o’ S
eri O
ng is
our
Dire
ctor
and
maj
or s
hare
hold
er. H
e is
als
o a
dire
ctor
and
maj
or
shar
ehol
der o
f Rou
nd-th
e-W
orld
.
O
oi L
ean
Hin
is o
ur D
irect
or a
nd m
ajor
sha
reho
lder
. He
is a
lso
a di
rect
or o
f Rou
nd-th
e-W
orld
.
O
CTS
B is
our
maj
or s
hare
hold
er. I
t is
also
a m
ajor
sha
reho
lder
of R
ound
-the-
Wor
ld.
O
ng G
uat E
e is
our
maj
or s
hare
hold
er. S
he is
als
o a
maj
or s
hare
hold
er o
f Rou
nd-th
e-W
orld
via
her
equ
ity in
tere
st in
OC
TSB
.
15.
Tham
Yee
Lan
-Th
am Y
ee L
an is
the
spou
se o
f Ooi
Lea
n H
in, o
ur D
irect
or a
nd m
ajor
sha
reho
lder
.
234
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
10.1
.1M
ater
ial r
elat
ed p
arty
tran
sact
ions
Save
as
disc
lose
d be
low
and
the
Acqu
isiti
ons
set o
ut in
Sec
tion
6.2
of th
is P
rosp
ectu
s, th
ere
are
no o
ther
mat
eria
l rel
ated
par
ty tr
ansa
ctio
ns
ente
red
into
by
our
Gro
up w
hich
invo
lves
the
inte
rest
, dire
ct o
r in
dire
ct, o
f our
Dire
ctor
s, m
ajor
sha
reho
lder
s an
d/or
per
sons
con
nect
ed w
ith
them
for t
hepa
st th
ree
FYE
31 D
ecem
ber 2
018,
31
Dec
embe
r 201
9, F
YE 3
1 D
ecem
ber 2
020,
FP
E 31
Mar
ch20
21an
d up
to th
e LP
D:
(i)M
ater
ial r
elat
ed p
arty
tran
sact
ions
that
are
one
off
and
non-
recu
rren
t
Save
for t
he A
cqui
sitio
ns, p
rior t
o ou
r IPO
, we
have
und
erta
ken
the
follo
win
g m
ater
ial n
on-r
ecur
rent
rela
ted
party
tran
sact
ions
:
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch20
21
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
1.Ac
quis
ition
of o
rdin
ary
shar
es in
LP
Mul
ti Te
rmin
al b
y M
TT S
hipp
ing
of:
(a)
1,50
0,00
0 or
dina
ry
shar
es
in
LP
Mul
ti Te
rmin
al, r
epre
sent
ing
30.0
0%
equi
ty in
tere
st in
LP M
ulti
Term
inal
, fro
m O
oi L
ean
Hin
on
28 M
arch
201
9 vi
a ca
sh c
onsi
dera
tion.
MTT
Shi
ppin
g (b
uyer
) and
Ooi
Lea
n H
in (s
elle
r)
-1,
485
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
NA
--
-
(b)
1,00
0,00
0 or
dina
ry
shar
es
in
LP
Mul
ti Te
rmin
al, r
epre
sent
ing
20.0
0%
equi
ty in
tere
st in
LP
Mul
ti Te
rmin
al,
from
Tha
m Y
ee L
an o
n 16
May
201
8 vi
a ca
sh c
onsi
dera
tion.
MTT
Shi
ppin
g (b
uyer
) and
Tha
m
Yee
Lan
(sel
ler)
1,00
0
Rep
rese
nts
0.4%
of o
ur
Gro
up’s
NA
--
--
(c)
1,05
0,00
0 or
dina
ry
shar
es
in
LP
Mul
ti Te
rmin
al,
repr
esen
ting
21%
eq
uity
inte
rest
in L
P M
ulti
Term
inal
on
16
May
201
8 fro
m O
ng C
hun
Tee
via
cash
con
side
ratio
n.
MTT
Shi
ppin
g (b
uyer
) and
Ong
C
hun
Tee
(sel
ler)
1,05
0
Rep
rese
nts
0.4%
of o
ur
Gro
up’s
NA
--
-
235
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch20
21
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
(d)
950,
000
ordi
nary
sha
res
in L
P M
ulti
Term
inal
, re
pres
entin
g 19
% e
quity
in
tere
st in
LP
Mul
ti Te
rmin
al o
n 16
Au
gust
201
9, f
rom
Ong
Chu
n Te
e
via
cash
con
side
ratio
n.
MTT
Shi
ppin
g (b
uyer
) and
Ong
C
hun
Tee
(sel
ler)
-95
0
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
NA
--
-
2.Ac
quis
ition
of
ordi
nary
sha
res
in M
TT
Rea
lty H
oldi
ngs
by M
TT S
hipp
ing
of:
(a)
one
ordi
nary
sha
re i
n M
TT R
ealty
H
oldi
ngs,
re
pres
entin
g le
ss
than
0.
001%
equ
ity in
tere
st in
MTT
Rea
lty
Hol
ding
s, fr
om O
oi L
ean
Hin
on
10
Dec
embe
r 20
18
via
cash
co
nsid
erat
ion.
MTT
Shi
ppin
g (b
uyer
) and
Ooi
Lea
n H
in (s
elle
r)
RM
1.00
--
--
(b)
2,44
9,99
9 or
dina
ry s
hare
s in
MTT
R
ealty
H
oldi
ngs,
re
pres
entin
g ap
prox
imat
ely
49.0
% e
quity
inte
rest
in
MTT
Rea
lty H
oldi
ngs,
from
Dat
o’
Seri
Ong
on
10 D
ecem
ber
2018
via
ca
sh c
onsi
dera
tion.
MTT
Shi
ppin
g (b
uyer
) and
Dat
o’
Seri
Ong
(sel
ler)
(1) 2
,450
Rep
rese
nts
0.9%
of o
ur
Gro
up’s
NA
--
-
3.Ac
quis
ition
by
M
TT
Ship
ping
of
on
e or
dina
ry
shar
e in
M
TT
Ship
ping
Pe
raw
ang,
th
en
repr
esen
ting
100%
eq
uity
in
tere
st
in
MTT
Sh
ippi
ng
Pera
wan
g, f
rom
Ooi
Lea
n H
in
on 2
4 O
ctob
er 2
018
via
cash
con
side
ratio
n.
MTT
Shi
ppin
g (b
uyer
) and
Ooi
Lea
n H
in (s
elle
r)
RM
1.00
--
--
236
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch20
21
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
4.Pu
rcha
se o
f a
parc
el o
f in
dust
rial
land
an
d bu
ildin
g by
IC
SD f
rom
Per
cept
ive
Logi
stic
s Pr
oper
ties.
Ref
er to
Not
e (2
) for
the
salie
nt te
rms
of
the
sale
and
pur
chas
e ag
reem
ent f
or th
e af
ores
aid
trans
actio
n.
ICSD
(buy
er) a
nd
Perc
eptiv
e Lo
gist
ics
Prop
ertie
s(s
elle
r)
31,8
00
Rep
rese
nts
11.3
% o
f our
G
roup
’s N
A
--
--
5.Pu
rcha
se o
f liq
uid
tank
cont
aine
rsw
hich
ar
e us
ed fo
r our
dep
ot o
pera
tions
by
our
Gro
up fr
om P
erce
ptiv
e Lo
gist
ics.
Our
Gro
up (b
uyer
) an
d Pe
rcep
tive
Logi
stic
s (s
elle
r)
--
(3) 2
3
Neg
ligib
le
cont
ribut
ion
to o
ur
Gro
up’s
NA
--
6.Pu
rcha
se o
f offi
ce c
abin
by
MTT
Sh
ippi
ng fr
om G
reen
pen
Frei
ght
Serv
ices
MTT
Shi
ppin
g (b
uyer
) and
G
reen
pen
Frei
ght
Serv
ices
(sel
ler)
--
12
Neg
ligib
le
cont
ribut
ion
to o
ur
Gro
up’s
NA
--
237
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
Not
es:
(1)
App
roxi
mat
ely
RM
2,37
7,00
0 w
as p
aid
in F
YE
31
Dec
embe
r 201
9.
(2)
Sal
e an
d pu
rcha
se a
gree
men
t dat
ed 2
5 Ju
ly 2
018
betw
een
Perc
eptiv
e Lo
gist
ics
Pro
perti
es a
nd IC
SD
for t
he p
urch
ase
ofa
parc
el o
f ind
ustri
al
land
and
bui
ldin
g kn
own
as L
ot 4
-A a
nd L
ot 4
-B, L
ingk
aran
Sulta
n M
oham
ed 2
, Kaw
asan
Per
indu
stria
n B
anda
r Sul
tan
Sule
iman
, 420
00 P
ort
Kla
ng, S
elan
gor b
y IC
SD
from
Per
cept
ive
Logi
stic
s P
rope
rties
for a
tota
l pur
chas
e co
nsid
erat
ion
of R
M31
,800
,000
in c
ash
(“A
cqui
sitio
n of
Po
rt K
lang
Yar
d”).
As
at th
e LP
D, t
he A
cqui
sitio
n of
Por
t Kla
ng Y
ard
has
been
com
plet
ed.
(3)
App
roxi
mat
ely
RM
13,0
00 w
as p
aid
in F
PE
31
Mar
ch 2
021.
(ii)
Mat
eria
l rel
ated
par
ty tr
ansa
ctio
ns th
at a
re re
curr
ent i
n na
ture
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch 2
021
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
1.Pr
ovis
ion
of fr
eigh
t ser
vice
s by
MTT
Shi
ppin
g to
:
(a)
Gre
enpe
n Fr
eigh
t Se
rvic
es
MTT
Shi
ppin
g (s
uppl
ier)
and
G
reen
pen
Frei
ght
Serv
ices
(cus
tom
er)
14,6
98
Rep
rese
nts
2.7%
of o
ur
Gro
up’s
reve
nue
12,9
78
Rep
rese
nts
2.5%
of o
ur
Gro
up’s
reve
nue
14,8
76
Rep
rese
nts
2.9%
of o
ur
Gro
up’s
reve
nue
3,43
0
Rep
rese
nts
2.0%
of o
ur
Gro
up’s
reve
nue
3,14
4
Rep
rese
nts
1.9%
of o
ur
Gro
up’s
reve
nue
(b)
Prio
rity
Car
go
MTT
Shi
ppin
g (s
uppl
ier)
and
Prio
rity
Car
go (c
usto
mer
)
9
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
reve
nue
5
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
reve
nue
10
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
reve
nue
50
Neg
ligib
le to
co
ntrib
utio
n to
ou
r Gro
up’s
re
venu
e
21
Neg
ligib
le to
co
ntrib
utio
n to
ou
r Gro
up’s
re
venu
e
238
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch 2
021
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
(c)
Prio
rity
Syn
ergy
M
TT S
hipp
ing
(sup
plie
r) a
nd P
riorit
y S
yner
gy (c
usto
mer
)
13,2
46
Rep
rese
nts
2.5%
of o
ur
Gro
up’s
reve
nue
11,1
42
Rep
rese
nts
2.2%
of o
ur
Gro
up’s
reve
nue
11,1
57
Rep
rese
nts
2.2%
of o
ur
Gro
up’s
reve
nue
4,08
2
Rep
rese
nts
2.4%
of o
ur
Gro
up’s
reve
nue
6,20
0
Rep
rese
nts
3.7%
of o
ur
Gro
up’s
reve
nue
(d)
Rou
nd-th
e-W
orld
M
TT S
hipp
ing
(sup
plie
r) a
nd R
ound
-th
e-W
orld
(cus
tom
er)
2,97
3
Rep
rese
nts
0.6%
of o
ur
Gro
up’s
reve
nue
2,42
3
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
reve
nue
2,45
0
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
reve
nue
834
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
reve
nue
1,05
2
Rep
rese
nts
0.6%
of o
ur
Gro
up’s
reve
nue
2.Pr
ovis
ion
of c
onta
iner
dep
ot
serv
ices
by
our G
roup
to:
(a)
Pac
De
Pac
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre
(sup
plie
r) a
nd P
ac D
e Pa
c(c
usto
mer
)
--
16
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
reve
nue
8
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
reve
nue
7
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
reve
nue
(b)
Perc
eptiv
e Lo
gist
ics
Our
Gro
up (s
uppl
iers
) an
d Pe
rcep
tive
Logi
stic
s (c
usto
mer
)
357
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
reve
nue
343
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
reve
nue
443
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
reve
nue
125
Con
tribu
ted
0.1%
of o
ur
Gro
up’s
reve
nue
124
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
reve
nue
239
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
240
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch 2
021
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
(c)
Ever
gree
n M
alay
sia
ICSD
(sup
plie
r) a
nd
Ever
gree
n M
alay
sia
(cus
tom
er)
8,10
6
Rep
rese
nts
1.5%
of o
ur
Gro
up’s
reve
nue
7,55
3
Rep
rese
nts
1.5%
of o
ur
Gro
up’s
reve
nue
5,40
0
Rep
rese
nts
1.0%
of o
ur
Gro
up’s
reve
nue
1,46
7
Rep
rese
nts
0.9%
of o
ur
Gro
up’s
reve
nue
1,41
7
Rep
rese
nts
0.8%
of o
ur
Gro
up’s
reve
nue
(d)
Pers
ila
ICSD
(sup
plie
r) a
nd
Pers
ila (c
usto
mer
)-
-42
Rep
rese
nts
0.01
% o
f our
G
roup
’s re
venu
e
17
Rep
rese
nts
0.01
% o
f our
G
roup
’s re
venu
e
17
Rep
rese
nts
0.01
% o
f our
G
roup
’s re
venu
e
3.Pu
rcha
se o
f log
istic
s se
rvic
es (f
rom
por
t to
cust
omer
pre
mis
es o
r vic
e ve
rsa)
by
MTT
Shi
ppin
g fro
m:
(a)
Gre
enpe
n Fr
eigh
t Se
rvic
es
MTT
Shi
ppin
g (c
usto
mer
) and
G
reen
pen
Frei
ght
Serv
ices
(sup
plie
r)
1,20
2
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
1,38
6
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
1,22
6
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
310
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
283
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
(b)
Prio
rity
Syn
ergy
M
TT S
hipp
ing
(cus
tom
er) a
nd P
riorit
y S
yner
gy (s
uppl
ier)
3,42
9
Rep
rese
nts
0.8%
of o
ur
Gro
up’s
dire
ct
cost
s
3,14
8
Rep
rese
nts
0.8%
of o
ur
Gro
up’s
dire
ct
cost
s
2,63
3
Rep
rese
nts
0.6%
of o
ur
Gro
up’s
dire
ct
cost
s
1,27
0
Rep
rese
nts
1.0%
of o
ur
Gro
up’s
dire
ct
cost
s
624
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
dire
ct
cost
s
240
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch 2
021
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
4.Pu
rcha
se o
f hau
lage
se
rvic
es (f
rom
por
t to
depo
t) by
our
Gro
up fr
om:
(a)
Perc
eptiv
e Lo
gist
ics
Our
Gro
up (c
usto
mer
) an
d Pe
rcep
tive
Logi
stic
s (s
uppl
ier)
953
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
813
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
1,13
7
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
390
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
263
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
(b)
Pers
ila
MTT
Shi
ppin
g (c
usto
mer
) and
Per
sila
(s
uppl
ier)
392
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
533
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
360
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
119
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
57
Neg
ligib
le
cont
ribut
ion
to
our G
roup
’s
dire
ct c
osts
5.Pu
rcha
se
of
stev
edor
age
serv
ices
by
MTT
Shi
ppin
g fro
m M
TTC
MTT
Shi
ppin
g (c
usto
mer
) and
MTT
C
(sup
plie
r)
860
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
763
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
782
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
354
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
237
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
241
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch 2
021
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
6.Pu
rcha
seof
ag
ency
se
rvic
es b
y M
TT S
hipp
ing
from
G
reen
pen
Frei
ght
Serv
ices
w
here
G
reen
pen
Frei
ght S
ervi
ces
acts
as
the
repr
esen
tativ
e ag
ent o
f MTT
Sh
ippi
ng
in
Pen
ang
and
Kuan
tan
Gre
enpe
n Fr
eigh
t Se
rvic
es (a
gent
) to
MTT
Shi
ppin
g (p
rinci
pal)
1,41
6
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
1,33
5
Rep
rese
nts
0.3%
of o
ur
Gro
up’s
dire
ct
cost
s
1,56
2
Rep
rese
nts
0.4%
of o
ur
Gro
up’s
dire
ct
cost
s
554
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
dire
ct
cost
s
561
Rep
rese
nts
0.5%
of o
ur
Gro
up’s
dire
ct
cost
s
7.R
enta
l pa
yabl
e by
M
TT
Ship
ping
to P
riorit
y S
yner
gy
for a
n of
fice
prem
ise
in P
ort
Klan
g
Ref
er t
o N
ote
(1)
for
the
salie
nt te
rms
of th
e te
nanc
y ag
reem
ent
betw
een
MTT
Sh
ippi
ng
and
Prio
rity
Syn
ergy
MTT
Shi
ppin
g (te
nant
) an
dPr
iorit
y S
yner
gy
(land
lord
)
66
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
66
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
66
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
17
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
17
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
8.R
enta
l pa
yabl
e by
M
TT
Ship
ping
to
G
reen
pen
Prop
ertie
s fo
r an
of
fice
prem
ise
in J
ohor
Ref
er t
o N
ote
(2)
for
the
salie
nt te
rms
of th
e te
nanc
y ag
reem
ent
betw
een
MTT
Sh
ippi
ng
and
Gre
enpe
n Pr
oper
ties
MTT
Shi
ppin
g (te
nant
)an
d G
reen
pen
Prop
ertie
s (la
ndlo
rd)
60
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
60
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
60
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
15
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
15
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
ad
min
istra
tive
expe
nses
242
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
FYE
31 D
ecem
ber
FPE
Bet
wee
n 1
Apr
il 20
21 u
p to
the
LPD
No.
Nat
ure
of tr
ansa
ctio
nTr
ansa
ctin
g pa
rtie
s20
1820
1920
2031
Mar
ch 2
021
(RM
’000
)(R
M’0
00)
(RM
’000
)(R
M’0
00)
(RM
’000
)
9.R
enta
l pay
able
and
util
ities
ch
arge
s by
IC
SD
to
Pe
rcep
tive
Logi
stic
s fo
r re
ntin
g of
de
pot
in
Pas
ir G
udan
g
Ref
er t
o N
ote
(3)
for
the
salie
nt te
rms
of th
e te
nanc
y ag
reem
ent
betw
een
ICS
D
and
Perc
eptiv
e Lo
gist
ics
ICSD
(ten
ant)
and
Perc
eptiv
e Lo
gist
ics
(land
lord
)
487
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
426
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
575
Rep
rese
nts
0.1%
of o
ur
Gro
up’s
dire
ct
cost
s
272
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
273
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
10.
Ren
tal p
ayab
le a
nd u
tiliti
es
char
ges
by
Per
cept
ive
Logi
stic
s to
ICS
D fo
r ren
ting
of d
epot
in P
ort K
lang
Ref
er t
o N
ote
(4)
for
the
salie
nt te
rms
of th
e te
nanc
y ag
reem
ent
betw
een
Perc
eptiv
e Lo
gist
ics
and
ICSD
ICSD
(land
lord
) and
Pe
rcep
tive
Logi
stic
s (te
nant
)
16
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
oth
er
oper
atin
g in
com
e
519
Rep
rese
nts
8.4%
of o
ur
Gro
up’s
oth
er
oper
atin
g in
com
e
450
Rep
rese
nts
6.6%
of o
ur
Gro
up’s
oth
er
oper
atin
g in
com
e
171
Rep
rese
nts
14.9
% o
f our
G
roup
’s o
ther
op
erat
ing
inco
me
173
Rep
rese
nts
15.1
% o
f our
G
roup
’s o
ther
op
erat
ing
inco
me
11.
Ren
tal p
ayab
le b
y IC
SD t
o Pe
rcep
tive
Logi
stic
s Pr
oper
ties
for
rent
ing
of
depo
t in
Por
t Kla
ng
Ref
er t
o N
ote
(5)
for
the
salie
nt te
rms
of th
e te
nanc
y ag
reem
ent
betw
een
ICS
D
and
Per
cept
ive
Logi
stic
s Pr
oper
ties
ICSD
(ten
ant)
and
Perc
eptiv
e Lo
gist
ics
Prop
ertie
s (la
ndlo
rd)
739
Rep
rese
nts
0.2%
of o
ur
Gro
up’s
dire
ct
cost
s
--
--
243
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
Not
es:
(1)
Tena
ncy
agre
emen
t dat
ed 1
Jan
uary
201
1 be
twee
n P
riorit
y S
yner
gy (l
andl
ord)
and
MTT
Shi
ppin
g (te
nant
) for
the
rent
of t
he p
rem
ise
know
n as
No.
16,
Jal
an
Sun
gai A
ur/K
S 4
, 420
00 P
ort K
lang
, Sel
ango
r D
arul
Ehs
an, b
y M
TT S
hipp
ing
for
a te
nanc
y pe
riod
of th
ree
year
s, c
omm
enci
ng fr
om 1
Jan
uary
201
1 an
d ex
pirin
g on
31
Dec
embe
r 20
14 a
t a
mon
thly
ren
tal
of R
M5,
500.
The
ten
ancy
was
sub
sequ
ently
ext
ende
d th
roug
h th
e ex
ecut
ion
of t
enan
cy e
xten
sion
ag
reem
ents
by
both
par
ties
date
d 1
Janu
ary
2015
, 1 J
anua
ry 2
018,
1 J
anua
ry 2
020
and
1 Ja
nuar
y 20
21. P
ursu
ant t
o th
e la
test
tena
ncy
exte
nsio
n ag
reem
ent
date
d 1
Janu
ary
2021
, the
tena
ncy
perio
d is
exte
nded
to 3
1 D
ecem
ber 2
021
at a
mon
thly
rent
al o
f RM
5,50
0, w
ith a
ll th
e te
rms,
con
ditio
ns a
nd p
rovi
sion
s of
th
e te
nanc
y ag
reem
ent d
ated
1 J
anua
ry 2
011
inco
rpor
ated
ther
ein.
(2)
Tena
ncy
agre
emen
t dat
ed 1
Jan
uary
201
8 be
twee
n G
reen
pen
Pro
perti
es (l
andl
ord)
and
MTT
Shi
ppin
g (te
nant
) for
the
rent
of t
he p
rem
ise
know
n as
Gro
und
&1s
t Flo
or, N
o. 1
0, J
alan
Per
mas
10/
9, B
anda
r B
aru
Per
mas
Jaya
, 817
50 M
asai
, Joh
or B
ahru
, Joh
or D
arul
Tak
zim
, by
MTT
Shi
ppin
g fo
r a te
nanc
y pe
riod
of
thre
e ye
ars,
com
men
cing
from
1 J
anua
ry 2
018
and
expi
red
on 3
1 D
ecem
ber 2
020
at a
mon
thly
rent
al o
f RM
5,00
0. T
he p
artie
ssu
bseq
uent
lyex
ecut
ed a
new
te
nanc
y ag
reem
ent d
ated
1 J
anua
ry 2
021
for t
he re
nt o
f the
sam
e pr
emis
e by
MTT
Shi
ppin
g, fo
r a te
nanc
y pe
riod
of o
ne y
ear,
com
men
cing
from
1Ja
nuar
y 20
21 a
nd e
xpiri
ng o
n 31
Dec
embe
r 202
1, a
t a m
onth
ly re
ntal
of R
M5,
000.
(3)
Per
cept
ive
Logi
stic
s (la
ndlo
rd) g
rant
edIC
SD
(tena
nt) a
rent
of a
n ap
prox
imat
ely
366,
290
squa
re fe
et in
are
a on
par
t oft
he la
nd k
now
n as
PLO
699
, Zon
e 12
, Ja
lan
Kel
uli 8
, Kaw
asan
Per
indu
stria
n P
asir
Gud
ang,
817
00 P
asir
Gud
ang,
Joh
or D
arul
Tak
zim
by IC
SD
for a
tena
ncy
perio
d of
one
yea
r, co
mm
enci
ng fr
om 1
Ja
nuar
y 20
18 to
31
Dec
embe
r 20
18 a
t a m
onth
ly re
ntal
of R
M34
,848
.The
par
ties
have
subs
eque
ntly
ent
ered
into
ala
nd r
enta
lagr
eem
ent d
ated
1 J
anua
ry
2019
to re
cord
suc
hte
nanc
y ar
rang
emen
t in
writ
ing
and
exte
nded
the
rent
of s
uch
dem
ised
pre
mis
es fo
r ano
ther
tena
ncy
perio
d of
one
yea
r,co
mm
enci
ng fr
om
1 Ja
nuar
y 20
19 to
31
Dec
embe
r 201
9 at
a m
onth
ly re
ntal
of R
M34
,848
. Fol
low
ing
the
expi
ry o
f the
tena
ncy
perio
d of
31
Dec
embe
r 201
9, IC
SD
con
tinue
d w
ith
the
tena
ncy
arra
ngem
ent i
n re
spec
t of s
uch
dem
ised
pre
mis
es o
n m
onth
ly b
asis
at a
mon
thly
rent
al o
f RM
34,8
48fro
m 1
Jan
uary
202
0 to
31
Dec
embe
r202
0.IC
SD
has
rent
ed a
n ad
ditio
nal l
and
area
ofa
ppro
xim
atel
y59
,718
squ
are
feet
on p
art o
f the
sam
e la
ndat
an a
dditi
onal
mon
thly
ren
tal o
f RM
14,9
30 fr
om 1
Ja
nuar
y 20
20 to
31
Oct
ober
202
0. F
rom
1 N
ovem
ber 2
020
to 3
1 D
ecem
ber
2020
, IC
SD
has
rent
ed a
n ad
ditio
nal l
and
area
of a
ppro
xim
atel
y 14
,850
squ
are
feet
at a
n ad
ditio
nal m
onth
ly re
ntal
ofR
M3,
713.
The
parti
es h
ave
subs
eque
ntly
ent
ered
into
ala
nd re
ntal
agr
eem
ent d
ated
1 J
anua
ry 2
021
to e
xten
d th
e re
ntal
of a
n ap
prox
imat
ely
363,
290
squa
re fe
et in
are
a on
par
t of t
he s
ame
land
for
ano
ther
tena
ncy
perio
d of
one
yea
r,co
mm
enci
ng fr
om 1
Jan
uary
202
1 to
31
Dec
embe
r 20
21,a
t a r
evis
ed m
onth
ly r
enta
l of
RM
90,8
22.
(4)
Land
rent
al a
gree
men
t dat
ed 1
Jan
uary
201
9 be
twee
n IC
SD
(lan
dlor
d) a
nd P
erce
ptiv
e Lo
gist
ics
(tena
nt) f
or th
e re
nt o
f an
appr
oxim
atel
y 5.
31 a
cres
in a
rea
on
part
of th
e la
ndkn
own
as L
ot 4
-B, L
ingk
aran
Sul
tan
Moh
amed
2, K
awas
an P
erin
dust
rian
Ban
dar S
ulta
n S
ulei
man
, 420
00 P
ort K
lang
, Sel
ango
r Dar
ul E
hsan
, by
ICS
D fo
r a
tena
ncy
perio
d of
thre
e ye
ars,
com
men
cing
from
1 J
anua
ry 2
019
and
expi
ring
on 3
1 D
ecem
ber
2021
, at a
mon
thly
ren
tal o
f RM
36,0
00. T
he
afor
emen
tione
d te
nanc
yag
reem
entw
as s
ubse
quen
tly a
men
ded
via
the
exec
utio
n of
a le
tter d
ated
1 O
ctob
er 2
019
to a
revi
sed
mon
thly
rent
al o
f RM
29,0
00,
toge
ther
with
a re
duce
d re
nt a
rea
of 3
.47
acre
s, e
ffect
ive
from
1 O
ctob
er 2
019
to 3
0 S
epte
mbe
r 202
0.Fo
llow
ing
the
expi
ry o
f the
tena
ncy
on30
Sep
tem
ber
2020
, Per
cept
ive
Logi
stic
s co
ntin
ued
with
the
tena
ncy
arra
ngem
ent i
n re
spec
t of a
revi
sed
rent
area
of a
ppro
xim
atel
y 4.
44 a
cres
at a
mon
thly
rent
al o
f RM
29,0
00
until
31
Dec
embe
r 202
0.
The
parti
es h
ave
subs
eque
ntly
term
inat
ed th
e af
ore-
men
tione
d te
nanc
y ag
reem
ent d
ated
1 J
anua
ry 2
019
and
ente
red
into
a la
nd re
ntal
agr
eem
ent d
ated
1
Janu
ary
2021
to re
cord
the
rent
of a
revi
sed
rent
are
a of
3.6
acr
es o
n pa
rt of
the
sam
e la
nd fo
r a te
nanc
y pe
riod
of o
ne y
ear,
com
men
cing
from
1 J
anua
ry 2
021
to31
Dec
embe
r 202
1, a
t a m
onth
ly re
ntal
of R
M49
,000
.
244
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
10.
REL
ATED
PA
RTY
TR
AN
SAC
TIO
N (C
ont’d
)
(5)
Prio
r to
the
com
plet
ion
of th
e A
cqui
sitio
n of
Por
t Kla
ng Y
ard,
ICS
D (
tena
nt)
rent
ed L
ot 4
-A, L
ingk
aran
Sul
tan
Moh
amed
2, K
awas
an P
erin
dust
rian
Band
ar
Sul
tan
Sule
iman
, 420
00 P
ort K
lang
, Sel
ango
r Dar
ul E
hsan
from
Per
cept
ive
Logi
stic
s P
rope
rties
(lan
dlor
d)on
a m
onth
ly b
asis
at a
mon
thly
rent
al o
f RM
64,0
00fro
m 1
Janu
ary
2018
to 3
0 N
ovem
ber2
018
and
an a
ppor
tione
d re
ntal
of R
M35
,096
.77
from
1 D
ecem
ber 2
018
to 1
7D
ecem
ber 2
018
resp
ectiv
ely.
Our
Dire
ctor
s co
nfirm
that
all
the
abov
e re
late
d pa
rty tr
ansa
ctio
ns w
ere
carri
ed o
ut o
n ar
m’s
leng
th b
asis
as th
e re
spec
tive
cons
ider
atio
ns w
ere
fixed
at
the
prev
ailin
g m
arke
t rat
e an
don
nor
mal
com
mer
cial
term
s w
hich
are
not
mor
e fa
vour
able
to th
e re
late
d pa
rties
than
thos
e ge
nera
lly a
vaila
ble
to
third
par
ties
and
are
not d
etrim
enta
l to
our n
on-in
tere
sted
shar
ehol
ders
.
Our
Dire
ctor
s al
so c
onfir
m th
at th
ere
are
no o
ther
mat
eria
l rel
ated
par
ty tr
ansa
ctio
ns th
at h
ave
been
ente
red
by o
ur G
roup
that
invo
lves
the
inte
rest
, di
rect
or i
ndire
ct, o
f our
Dire
ctor
s, m
ajor
sha
reho
lder
s an
d/or
per
sons
con
nect
ed to
them
but
not
yet
affe
cted
up
to th
e da
teof
this
Pro
spec
tus.
Afte
r our
Lis
ting,
we
will
be re
quire
d to
see
k ou
r sha
reho
lder
s’ a
ppro
val e
ach
time
we
ente
r int
o a
mat
eria
l rel
ated
par
ty tr
ansa
ctio
nin
acc
orda
nce
with
th
e Li
stin
g R
equi
rem
ents
. How
ever
, if s
uch
rela
ted
party
tran
sact
ions
can
be
deem
ed a
s re
curr
ent r
elat
ed p
arty
tran
sact
ions
,we
may
see
k a
gene
ral
man
date
from
our
sha
reho
lder
s to
ent
er in
to th
ese
trans
actio
ns w
ithou
t hav
ing
to s
eek
sepa
rate
sha
reho
lder
s’ a
ppro
val e
ach
time
we
wis
h to
ent
er in
to
such
recu
rren
t rel
ated
par
ty tr
ansa
ctio
ns d
urin
g th
e va
lidity
per
iod
of th
e m
anda
te.
In a
dditi
on, t
o sa
fegu
ard
the
inte
rest
of o
ur G
roup
and
our m
inor
ity s
hare
hold
ers,
and
to m
itiga
te a
ny p
oten
tial c
onfli
ct o
f int
eres
t situ
atio
n, o
urAu
dit
and
Ris
k C
omm
ittee
will,
am
ong
othe
rs, s
uper
vise
and
mon
itor a
ny re
curr
ent r
elat
ed p
arty
tran
sact
ion
and
the
term
s th
ereo
f and
repo
rt to
our
Boa
rd
for
furth
er a
ctio
n. W
here
nec
essa
ry,
our
Boar
d w
ould
mak
e ap
prop
riate
dis
clos
ure
in o
ur a
nnua
l rep
ort
with
reg
ard
to a
ny r
ecur
rent
rel
ated
par
ty
trans
actio
n en
tere
d in
to b
y us
.
245
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
10. RELATED PARTY TRANSACTION (Cont’d)
10.1.2 Transactions entered into that are unusual in their nature or conditions
There are no transactions that are unusual in their nature or conditions, involving goods, services, tangible or intangible assets, to which our Group was a party for the past three FYE 31 December 2018, FYE 31 December 2019, FYE 31 December 2020, FPE 31 March 2021and up to the LPD.
10.1.3 Material outstanding loans and financial assistance (including guarantees of any kind) made to or for the benefit of related parties
Our Group has not granted any loans or financial assistance (including guarantees of any kind) to or for the benefit of our related parties in respect of the past three FYE 31 December 2018, FYE 31 December 2019, FYE 31 December 2020, FPE 31 March 2021 and up to the LPD.
10.2 MONITORING AND OVERSIGHT OF RELATED PARTY TRANSACTIONS
10.2.1 Audit Committee review
The Audit Committee reviews related party transactions and conflicts of interest situations that may arise within our Company or Group. The Audit Committee reviews the procedures set by our Company to monitor related party transactions to ensure the integrity of these transactions, procedures or course of conducts. In reviewing the related party transactions, the following, among other things, will be considered:
(a) the rationale and the cost/benefit to our Company is first considered;
(b) where possible, comparative quotes will be taken into consideration;
(c) that the transactions are based on normal commercial terms and not more favourable to the related parties than those generally available to third parties dealing on an arm’s length basis; and
(d) that the transactions are not detrimental to our Company’s non-interested shareholders.
All reviews by the Audit Committee are reported to our Board for its further action.
10.2.2 Our Group’s policy on related party transactions
Related party transactions by their very nature, involve conflict of interest between our Group and the related parties with whom our Group has entered into such transactions. Some of the officers and the Directors of our Group are also officers, directors and in some cases, shareholders of the related parties of our Group, as disclosed in this Prospectus and, with respect to these related party transactions, may individually and in aggregate have conflicts of interest. It is the policy of our Group that all related party transactions are carried out on normal commercial terms which are not more favourable to the related parties than those generally available to the public dealing at arm’s length with our Group and are not detrimental to our non-interested shareholders.
In addition, we plan to adopt a comprehensive corporate governance framework that meets best practice principles to mitigate any potential conflict of interest situation and intend for the framework to be guided by the Listing Requirements and MCCG upon our Listing. The procedures which may form part of the framework including, among other things, the following:
(i) our Board shall ensure that majority of our Board’s members are independent directors and will undertake an annual assessment of our independent directors;
246
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
10. RELATED PARTY TRANSACTION (Cont’d)
(ii) our Directors will be required to immediately make full disclosure of any direct or indirect interest that they may have in any business enterprise that is engaged in or proposed to be engaged in a transaction with our Group, whether or not they believe it is a material transaction. Upon such disclosure, the interested Director shall be required to abstain from deliberation and voting on any resolution related to the related party transaction; and
(iii) all existing or potential related party transactions would have to be disclosed by the interested party for management reporting. Our management will propose the transactions to the Audit Committee for evaluation and assessment who would in turn, make a recommendation to our Board.
247
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICT
OF
INTE
RES
T
235
11.1
INTE
RES
T IN
EN
TITI
ESC
AR
RYI
NG
ON
A S
IMIL
AR
TR
ADE
AS
OU
R G
RO
UP
OR
WH
ICH
AR
E O
UR
CU
STO
MER
S O
R S
UPP
LIER
S
11.1
.1In
volv
emen
t of o
ur D
irect
ors
and
subs
tant
ial s
hare
hold
ers
in e
ntiti
es w
hich
car
ry o
n a
sim
ilar t
rade
as
our G
roup
Save
as
disc
lose
d be
low
, as
at th
e LP
D, o
urD
irect
ors
and
subs
tant
ial s
hare
hold
ers
do n
ot h
ave
any
inte
rest
, dire
ct o
r ind
irect
, in
any
entit
ies
whi
ch a
re c
arry
ing
on a
sim
ilar t
rade
as
ourG
roup
:
No.
Nam
e of
co
mpa
ny
Dire
ctor
s an
d/or
su
bsta
ntia
l sh
areh
olde
rsN
atur
ePr
inci
pal a
ctiv
ities
Nat
ure
of in
tere
st
1.Se
a Li
on
Ship
ping
Pte
Lt
d (“S
ea L
ion
Ship
ping
”)
Subs
tant
ial
shar
ehol
der
GD
PL
Sea
Lion
Shi
ppin
g pr
ovid
es f
eede
r se
rvic
es b
etw
een
Port
of S
inga
pore
an
d Po
rt of
Pon
tiana
k in
Indo
nesi
a
Prov
isio
n of
sh
ippi
ng
and
rela
ted
serv
ices
GD
PL
is
our
subs
tant
ial
shar
ehol
der.
Gra
eme
Iain
Br
own
is
the
ultim
ate
bene
ficia
l ow
ner
of
GD
PL.
He
is a
lso
the
sole
sh
areh
olde
r an
d a
dire
ctor
of
Sea
Lion
Shi
ppin
g.
2.G
reen
pen
Frei
ght
Serv
ices
Dire
ctor
an
d su
bsta
ntia
l sh
areh
olde
rD
ato’
Ser
i Ong
Subs
tant
ial
shar
ehol
ders
OC
TSB
and
Ong
G
uat E
e
Gre
enpe
n Fr
eigh
t S
ervi
ces
hold
sa
ship
ping
age
nt li
cenc
e is
sued
by
the
Roy
al
Mal
aysi
an
Cus
tom
s D
epar
tmen
t un
der
Sect
ion
90 o
f th
e C
usto
ms
Act 1
967
(“Sh
ippi
ng A
gent
Li
cenc
e”)
Forw
ardi
ng
agen
t, w
areh
ousi
ng
and
rela
ted
serv
ices
As d
escr
ibed
in S
ectio
n 10
.1
of th
is P
rosp
ectu
s.
248
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICTS
OF
INTE
RES
T (C
ont’d
)
236
No.
Nam
e of
co
mpa
ny
Dire
ctor
s an
d/or
su
bsta
ntia
l sh
areh
olde
rsN
atur
ePr
inci
pal a
ctiv
ities
Nat
ure
of in
tere
st
3.M
TTC
Dire
ctor
s an
d su
bsta
ntia
l sh
areh
olde
rsD
ato’
Se
ri O
ng
and
Ooi
Lea
n H
in
Dire
ctor
Cla
rice
Ong
Subs
tant
ial
shar
ehol
ders
OC
TSB
and
Ong
G
uat E
e
MTT
C
hold
s a
Ship
ping
Ag
ent
Lice
nce.
Stev
edor
es,
ship
ping
ag
ents
, le
tting
of p
rope
rties
As d
escr
ibed
in S
ectio
n 10
.1
of th
is P
rosp
ectu
s.
Not
with
stan
ding
the
abov
e, o
urBo
ard
isof
the
view
that
the
inte
rest
s of
our
Dire
ctor
s an
d su
bsta
ntia
l sha
reho
lder
s in
oth
er e
ntiti
es w
hich
are
ca
rryi
ng o
n a
sim
ilar t
rade
as
our G
roup
do
not g
ive
rise
to a
con
flict
of i
nter
est s
ituat
ion
due
to th
e fo
llow
ing:
(1)
Sea
Lion
Shi
ppin
g
(i)Th
e bu
sine
ss a
nd o
pera
tions
of S
ea L
ion
Shi
ppin
g ar
e no
t in
dire
ct c
ompe
titio
n w
ith th
e bu
sine
ss a
nd o
pera
tions
of o
urG
roup
gi
ven
that
:
(a)
The
scal
e of
ope
ratio
ns o
f Sea
Lio
n S
hipp
ing
in s
hipp
ing
busi
ness
is s
igni
fican
tly s
mal
ler t
han
ourG
roup
and
the
serv
ice
rout
e pr
ovid
ed b
y Se
a Li
on S
hipp
ing
is o
nly
betw
een
Port
of S
inga
pore
and
Por
t of P
ontia
nak
in In
done
sia,
and
our
Gro
up h
as n
o im
med
iate
pla
ns to
offe
r sim
ilar s
hipp
ing
serv
ice
to it
s cu
stom
ers
due
to th
e re
lativ
e la
ck o
f com
mer
cial
sy
nerg
y w
ith it
s cu
rren
t ope
ratio
ns;
(b
)O
n 30
July
202
1, S
ea L
ion
Ship
ping
com
men
ced
char
terin
g of
MTT
Sib
u, o
ur n
ew v
esse
l whi
ch h
as a
nom
inal
cap
acity
of
415
TEU
.The
cha
rtere
d ve
ssel
issm
alle
r in
siz
e as
com
pare
d to
mos
t of o
ur c
onta
iner
ves
sels
.Oth
er th
an M
TT
Sibu
, Sea
Lio
n S
hipp
ing
pres
ently
doe
s no
t ow
n or
cha
rter
any
tugs
and
bar
ges
or v
esse
ls. S
ea L
ion
Ship
ping
will
co
ntin
ue to
be
a fe
eder
ope
rato
r and
it h
as c
onfir
med
that
it o
nly
oper
ates
out
of S
inga
pore
Por
t; an
d
249
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICTS
OF
INTE
RES
T (C
ont’d
)
237
(c)
Sea
Lion
Shi
ppin
g is
MTT
Ship
ping
’s re
pres
enta
tive
ship
ping
age
nt in
Sin
gapo
re. P
ursu
ant t
o an
age
ncy
agre
emen
t da
ted
1 Ja
nuar
y 20
19 e
nter
ed in
to b
etw
een
MTT
Shi
ppin
g an
d Se
a Li
on S
hipp
ing,
Sea
Lio
n Sh
ippi
ng s
hall
act i
n th
e be
st in
tere
st o
f MTT
Shi
ppin
g an
d pr
ovid
e, a
mon
gsto
ther
s, th
e fo
llow
ing
serv
ices
to M
TT S
hipp
ing:
Po
rt ag
ency
: fac
ilitat
ing,
am
ong
othe
rs, o
pera
tiona
l arra
ngem
ent o
f MTT
Shi
ppin
g’s
vess
els
at P
ort o
f Sin
gapo
re
such
as
berth
ing,
unb
erth
ing,
load
ing
and
unlo
adin
g of
con
tain
ers
and
pilo
tage
; arr
ange
men
t of c
argo
mov
emen
t su
ch a
s re
ceiv
ing
and
rele
asin
g co
ntai
ners
; and
/or i
ssua
nce
of o
rigin
al b
ills o
f lad
ing;
and
C
omm
erci
al a
genc
y: li
aisi
ng w
ith th
e cu
stom
ers
for M
TT S
hipp
ing,
rais
ing
of in
voic
es a
nd fo
llow
ing
up o
n pa
ymen
ts
from
thes
e cu
stom
ers.
M
TT S
hipp
ing
also
ent
ered
into
sim
ilar
agen
cy a
gree
men
ts w
ith it
s sh
ippi
ng a
gent
sin
Pen
ang,
Kua
ntan
, Vie
tnam
, Lab
uan,
Th
aila
nd,
Brun
ei,
Indo
nesi
a an
d In
dia
as e
stab
lishi
ng s
hipp
ing
agen
t ne
twor
k is
one
of
the
mar
ketin
g st
rate
gies
of
MTT
Sh
ippi
ng. N
one
of th
e sh
ippi
ng a
gent
s of
MTT
Shi
ppin
g ar
e co
nsid
ered
as
com
petin
g w
ith o
urG
roup
as
this
is a
n an
cilla
ry
serv
ice
to th
e co
ntai
ner s
hipp
ing
busi
ness
of o
urG
roup
; and
(ii)
GD
PL d
oes
not h
ave
any
boar
d re
pres
enta
tion
on th
e bo
ard
of d
irect
ors
of M
TT S
hipp
ing
and
it w
ill no
t hav
e an
y re
pres
enta
tion
onou
rBo
ard.
As
such
, GD
PL d
oes
not h
ave,
and
will
not
have
, an
y in
fluen
ce o
ver
the
day-
to-d
ay o
pera
tions
or
busi
ness
di
rect
ion
or p
olic
ies
of o
urG
roup
.
(2)
MTT
C a
nd G
reen
pen
Frei
ght S
ervi
ces
(i)
Alic
ense
d sh
ippi
ng a
gent
is a
n ag
ent w
ho d
eals
with
the
nece
ssar
y tra
nsac
tions
rela
ting
to a
ves
sel a
t the
por
t tha
t the
ves
sel
berth
s, w
hich
incl
ude,
am
ong
othe
rs, c
lear
ing
the
vess
el in
and
/or o
ut o
f the
por
t and
com
plet
ion
of a
ll rel
evan
t ves
sel c
lear
ance
do
cum
enta
tion.
MTT
Shi
ppin
g al
so h
olds
the
Lice
nce
whi
ch it
prim
arily
use
s fo
r its
ow
n ve
ssel
s’ c
lear
ance
at p
orts
. Ita
lso
acts
as
the
sole
shi
ppin
g ag
ent t
o Ev
ergr
een
Mal
aysi
a in
Sab
ah a
nd S
araw
ak p
ursu
ant t
o a
cont
ract
ent
ered
into
with
Eve
rgre
en
Mal
aysi
a in
201
1.
How
ever
, bei
ng a
shi
ppin
g ag
ent i
s no
t a c
ore
busi
ness
of o
ur G
roup
. Our
Gro
up h
as n
ot a
lloca
ted
and
does
not
inte
nd to
al
loca
te r
esou
rces
, man
agem
ent’s
tim
e an
d ex
perti
se to
exp
and
and
offe
r its
shi
ppin
g ag
ent
serv
ices
to o
ther
third
par
ties
beyo
nd E
verg
reen
Mal
aysi
a;
250
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICTS
OF
INTE
RES
T (C
ont’d
)
238
(ii)
MTT
C a
nd G
reen
pen
Frei
ght
Serv
ices
are
not
com
petin
g w
ith o
urG
roup
in te
rms
of p
rovi
ding
shi
ppin
g ag
ent
serv
ices
to
Ever
gree
n M
alay
sia
and
its p
rinci
pals
(na
mel
y, E
verg
reen
Inte
rnat
iona
l S.A
., Ev
ergr
een
Mar
ine
Cor
p. (
Taiw
an)
Ltd,
and
its
subs
idia
ries
as w
ell a
s si
ster
com
pani
es (c
olle
ctiv
ely,
the
“Eve
rgre
en G
roup
”)) in
Sar
awak
and
Sab
ah; a
nd
(iii)
the
ship
ping
age
nt b
usin
ess
does
not
con
tribu
te s
igni
fican
tlyto
our
Gro
up’s
rev
enue
. Th
e sh
ippi
ng a
gent
bus
ines
s on
ly
repr
esen
ts a
ppro
xim
atel
y 1.
1% o
f our
Gro
up’s
reve
nue
fort
heFY
E 31
Dec
embe
r 202
0an
d FP
E 30
Mar
ch 2
021.
11.1
.2In
volv
emen
t of o
ur D
irect
ors
and
subs
tant
ial s
hare
hold
ers
in e
ntiti
es w
hich
are
our
cus
tom
ers
or s
uppl
iers
Save
as
disc
lose
d in
Sec
tion
10.1
.1(ii
) of t
his
Pros
pect
us,a
s at
the
LPD
, our
Dire
ctor
s an
d su
bsta
ntia
l sha
reho
lder
s do
not
hav
e an
y in
tere
st,
dire
ct o
r dire
ct, i
n an
y en
titie
s w
hich
are
our c
usto
mer
s an
d/or
sup
plie
rs.
Our
Boa
rd is
of
the
view
tha
t th
e in
tere
sts
of o
ur D
irect
ors
and
subs
tant
ial s
hare
hold
ers
in o
ther
ent
ities
whi
ch a
re o
ur c
usto
mer
s an
d/or
su
pplie
rs (
colle
ctiv
ely
to b
e re
ferre
d as
the
“Rel
ated
Cus
tom
ers”
and
/or
the
“Rel
ated
Sup
plie
rs”)
do n
ot g
ive
rise
to a
con
flict
of i
nter
est
situ
atio
n du
e to
the
follo
win
g:
(i)al
l sal
es a
nd p
urch
ases
with
the
Rel
ated
Cus
tom
ers
and
Rel
ated
Sup
plie
rsar
e tra
nsac
ted
on a
n ar
m’s
leng
th b
asis
and
on
norm
al
com
mer
cial
term
s w
hich
are
not
mor
e fa
vour
able
to th
em th
an th
ose
gene
rally
ava
ilabl
e to
third
par
ties;
(ii)
our
Gro
up is
not
dep
ende
nt o
n an
y of
the
Rel
ated
Cus
tom
ers.
For
the
FYE
31 D
ecem
ber
2018
, FYE
31
Dec
embe
r 20
19,F
YE 3
1 D
ecem
ber
2020
and
FPE
31 M
arch
202
1, to
tal s
ales
toth
e R
elat
ed C
usto
mer
sre
pres
ents
less
than
6.0
% o
f our
Gro
up’s
rev
enue
, de
tails
of w
hich
are
set
out
as
follo
ws:
FYE
31 D
ecem
ber 2
018
FYE
31 D
ecem
ber 2
019
FYE
31 D
ecem
ber 2
020
FPE
31 M
arch
202
1
Prov
isio
n of
fre
ight
se
rvic
es
by
MTT
Sh
ippi
ng (s
uppl
ier)
to:
1.G
reen
pen
Frei
ght
Serv
ices
(c
usto
mer
)2.
Prio
rity
Car
go (c
usto
mer
)3.
Prio
rity
Syn
ergy
(cus
tom
er)
4.R
ound
-the-
Wor
ld (c
usto
mer
)
RM
30.9
milli
on
Rep
rese
nts
5.8%
of
ourG
roup
’s
reve
nue
RM
26.5
milli
on
Rep
rese
nts
5.2%
of
ourG
roup
’s
reve
nue
RM
28.5
milli
on
Rep
rese
nts
5.5%
of
ourG
roup
’s
reve
nue
RM
8.4
milli
on
Rep
rese
nts
5.0%
of
ourG
roup
’s
reve
nue
251
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICTS
OF
INTE
RES
T (C
ont’d
)
239
FYE
31 D
ecem
ber 2
018
FYE
31 D
ecem
ber 2
019
FYE
31 D
ecem
ber 2
020
FPE
31 M
arch
202
1
Prov
isio
n of
dep
ot s
ervi
ces
by o
urG
roup
(s
uppl
ier)
to:
1.Pa
c D
ec P
ac (c
usto
mer
)2.
Perc
eptiv
e Lo
gist
ics
(cus
tom
er)
3.Pe
rsila
(cus
tom
er)
RM
0.4
milli
on
Rep
rese
nts
0.1%
of
ourG
roup
’s
reve
nue
RM
0.3
milli
on
Rep
rese
nts
0.1%
of
ourG
roup
’s
reve
nue
RM
0.5
milli
on
Rep
rese
nts
0.1%
of
ourG
roup
’s
reve
nue
RM
0.2
milli
on
Rep
rese
nts
0.1%
of
ourG
roup
’s
reve
nue
Prov
isio
n of
man
agem
ent
serv
ices
by
Sea
Lion
Con
tain
er L
ine
(sup
plie
r) to
Sea
Li
on S
hipp
ing
RM
0.01
3 m
illion
Neg
ligib
le
cont
ribut
ion
to o
ur
Gro
up’s
reve
nue
RM
0.3
milli
on
Rep
rese
nts
0.1%
of
ourG
roup
’s
reve
nue
RM
0.2
milli
on
Rep
rese
nts
less
th
an 0
.1%
of o
ur
Gro
up’s
reve
nue
-
Tota
lR
M31
.3 m
illio
n
Rep
rese
nts
5.8%
of
our
Gro
up’s
reve
nue
RM
27.2
mill
ion
Rep
rese
nts
5.3%
of
our
Gro
up’s
re
venu
e
RM
29.2
mill
ion
Rep
rese
nts
5.7%
of
our
Gro
up’s
re
venu
e
RM
8.5
mill
ion
Rep
rese
nts
5.1%
of
our
Gro
up’s
re
venu
e
(iii)
our
Gro
up is
not
dep
ende
nt o
n an
y of
the
Rel
ated
Sup
plie
rs.
For
the
FYE
31 D
ecem
ber
2018
, FY
E 31
Dec
embe
r 20
19,
FYE
31
Dec
embe
r 202
0 an
d FP
E 31
Mar
ch 2
021,
tota
l pur
chas
es fr
om th
e R
elat
ed S
uppl
iers
repr
esen
ts le
ss th
an 3
.0%
of o
urG
roup
’s d
irect
co
sts,
det
ails
of w
hich
are
set
out
as
follo
ws:
FYE
31D
ecem
ber 2
018
FYE
31 D
ecem
ber 2
019
FYE
31 D
ecem
ber 2
020
FPE
31 M
arch
202
1
Purc
hase
of l
ogis
tics
serv
ices
(fro
m p
ort
to c
usto
mer
pre
mis
es o
r vic
e ve
rsa)
by
our G
roup
(cus
tom
er) f
rom
:
1.G
reen
pen
Frei
ght S
ervi
ces
(sup
plie
r)2.
Prio
rity
Syn
ergy
(sup
plie
r)
RM
4.6
milli
on
Rep
rese
nts
to 1
.1%
of o
urG
roup
’s
dire
ct c
osts
RM
4.5
milli
on
Rep
rese
nts
1.1%
of
ourG
roup
’s d
irect
co
sts
RM
3.9
milli
on
Rep
rese
nts
0.9%
of
ourG
roup
’s d
irect
co
sts
RM
1.6
milli
on
Rep
rese
nts
1.3%
of
ourG
roup
’s d
irect
co
sts
252
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICTS
OF
INTE
RES
T (C
ont’d
)
240
FYE
31D
ecem
ber 2
018
FYE
31 D
ecem
ber 2
019
FYE
31 D
ecem
ber 2
020
FPE
31 M
arch
202
1
Purc
hase
of h
aula
ge s
ervi
ces
(from
por
t to
dep
ot o
r vic
e ve
rsa)
by
MTT
Shi
ppin
g (c
usto
mer
) fro
m:
1.Pe
rcep
tive
Logi
stic
s (s
uppl
ier)
2.Pe
rsila
(sup
plie
r)
RM
1.3
milli
on
Rep
rese
nts
0.3%
of
ourG
roup
’s d
irect
co
sts
RM
1.3
milli
on
Rep
rese
nts
0.3%
of
ourG
roup
’s d
irect
co
sts
RM
1.5
milli
on
Rep
rese
nts
0.4%
of
ourG
roup
’s d
irect
co
sts
RM
0.5
milli
on
Rep
rese
nts
0.4%
of
ourG
roup
’s d
irect
co
sts
Purc
hase
of
st
eved
orag
e se
rvic
es
by
MTT
Shi
ppin
g (c
usto
mer
) fro
m M
TTC
(s
uppl
ier)
RM
0.9
milli
on
Rep
rese
nts
0.2%
of
ourG
roup
’s d
irect
co
sts
RM
0.8
milli
on
Rep
rese
nts
0.2%
of
ourG
roup
’s d
irect
co
sts
RM
0.8
milli
on
Rep
rese
nts
0.2%
of
ourG
roup
’s d
irect
co
sts
RM
0.4
milli
on
Rep
rese
nts
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Prov
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se
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nang
and
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1.4
milli
on
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RM
1.3
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on
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serv
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by
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Sh
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(age
nt)
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Sh
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here
Sea
Lio
n Sh
ippi
ng a
cts
as
the
repr
esen
tativ
e ag
ent
of
MTT
Sh
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gapo
re
-R
M0.
6 m
illion
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rese
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sts
RM
0.6
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0.1%
of
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0.2
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l R
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of
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8.6
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8.3
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ts
RM
3.2
mill
ion
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rese
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2.6%
of
ourG
roup
’s
dire
ct c
osts
253
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
11.
CO
NFL
ICTS
OF
INTE
RES
T (C
ont’d
)
241
(iv)
our
Exec
utiv
e D
irect
ors,
bei
ng D
ato’
Ser
i Ong
, Ooi
Lea
n H
in, C
han
Hua
n H
in a
nd C
laric
e O
ng, a
re n
ot in
volv
ed in
the
day-
to-d
ay
oper
atio
ns o
f the
Rel
ated
Cus
tom
ers
and/
or th
e R
elat
ed S
uppl
iers
(col
lect
ivel
y, th
e“R
elat
ed E
ntiti
es”)
as th
e R
elat
edEn
titie
s ar
e m
anag
ed b
y th
e re
spec
tive
man
agem
ent o
f the
Rel
ated
Ent
ities
. Our
Exe
cutiv
e D
irect
ors
only
atte
nd m
eetin
gs o
f the
resp
ectiv
e bo
ards
of
dire
ctor
s of
the
Rel
ated
Ent
itles
to d
isch
arge
thei
r prin
cipa
l rol
e an
d du
ty a
s a
non-
exec
utiv
e di
rect
or a
sw
ell a
s pr
ovid
ead
vice
from
go
vern
ance
and
indu
stria
l exp
erie
nce
pers
pect
ives
.
As s
et o
ut in
Sec
tion
10.2
.1 o
f thi
s Pr
ospe
ctus
, our
Audi
t Com
mitt
ee w
ill re
view
suc
hco
nflic
t of i
nter
est t
hat m
ay a
rise
with
in o
ur C
ompa
ny o
r our
Gro
up
incl
udin
gsu
ch tr
ansa
ctio
n, p
roce
dure
or c
ours
e th
at ra
ises
que
stio
ns o
n m
anag
emen
t int
egrit
y. O
ur A
udit
Com
mitt
ee w
ill al
so e
nsur
e th
at a
ny s
uch
trans
actio
ns a
re c
arrie
d ou
t on
term
s th
at a
re n
ot d
etrim
enta
l to
our G
roup
.
Not
with
stan
ding
, the
inte
rest
s th
at a
re h
eld
by o
ur D
irect
ors
and
subs
tant
ial s
hare
hold
ers
and
the
inte
rest
s th
at m
ay b
e he
ld b
y ou
r D
irect
ors
and
subs
tant
ial s
hare
hold
ers
in th
e fu
ture
in o
ther
bus
ines
ses
or c
orpo
ratio
ns w
hich
are
car
ryin
g on
a s
imila
r tra
de a
s ou
r Gro
up a
nd/o
r our
cus
tom
ers
or
supp
liers
may
giv
e ris
e to
a c
onfli
ct o
f int
eres
t situ
atio
n w
ith o
ur b
usin
ess.
Alth
ough
suc
h in
tere
sts
may
giv
e ris
e to
a c
onfli
ct o
f int
eres
t situ
atio
n, o
ur
Dire
ctor
s an
d su
bsta
ntia
l sha
reho
lder
s an
d pe
rson
s co
nnec
ted
to th
em s
hall
abst
ain
from
del
iber
atin
g an
d vo
ting
on th
e re
solu
tions
rela
ting
to th
ese
mat
ters
or t
rans
actio
ns th
at re
quire
the
appr
oval
of o
ur s
hare
hold
ers
in re
spec
t of t
heir
dire
ct o
r ind
irect
inte
rest
s. S
uch
trans
actio
ns w
ill be
car
ried
out
on a
rm's
leng
th b
asis
and
on
norm
al c
omm
erci
al te
rms.
254
Registration No. 201901004019 (1313346-A) 11. CONFLICTS OF INTEREST (Cont’d)
242
11.2 DECLARATION BY ADVISERS ON CONFLICTS OF INTEREST
11.2.1 Maybank IB
Maybank IB and its related and associated companies (collectively, the “Maybank Group”) form a diversified financial group and are engaged in a wide range of investment and commercial banking, brokerage, securities trading, assets and funds management and credit transaction services businesses. The Maybank Group has engaged and may in the future, engage in transactions with and perform services for our Company and/or our affiliates, in addition to the roles set out in this Prospectus. In addition, in the ordinary course of business, any member of the Maybank Group may at any time offer or provide its services to or engage in any transaction (on its own account or otherwise) with any member of our Group, our shareholders and/or our affiliates and/or any other entity or person, hold long or short positions in securities issued by our Company and/or our affiliates, and may trade or otherwise effect transactions for its own account or the account of its customers in debt or equity securities or senior loans of any member of our Group and/or our affiliates. This is a result of the businesses of the Maybank Group generally acting independently of each other, and accordingly, there may be situations where parts of the Maybank Group and/or its customers now have or in the future, may have interest or take actions that may conflict with the interest of our Group. Nonetheless, the Maybank Group is required to comply with applicable laws and regulations issued by the relevant authorities governing its advisory business, which require, among others, segregation between dealing and advisory activities and Chinese wall between different business divisions.
As at the LPD, our Group does not have any credit facility with the Maybank Group.
Maybank IB confirms that there is no conflict of interest situation in its capacity as Principal Adviser, Global Coordinator, Joint Bookrunner, Joint Managing Underwriter and Joint Underwriter for our IPO.
11.2.2 Affin Hwang IB
Affin Hwang IB confirms that there is no conflict of interest situation in its capacity as Joint Bookrunner, Joint Managing Underwriter and Joint Underwriter for our IPO.
11.2.3 KPMG PLT
KPMG PLT confirms that there is no conflict of interest situation in its capacity as the auditors and reporting accountants in relation to our IPO.
11.2.4 Mah-Kamariyah & Philip Koh
Mah-Kamariyah & Philip Koh confirms that there is no conflict of interest situation in its capacity as the legal adviser to our Company in relation to our IPO.
11.2.5 Kadir, Andri & Partners
Kadir, Andri & Partners confirms that there is no conflict of interest situation in its capacity as the legal adviser to the Joint Underwriters in relation to our IPO.
11.2.6 Smith Zander
Smith Zander confirms that there is no conflict of interest situation in its capacity as the Independent Market Researcher in relation to our IPO.
Registration No. 201901004019 (1313346-A)
255
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION
256
12.1 HISTORICAL COMBINED FINANCIAL INFORMATION
Our Company was incorporated on 31 January 2019. The formation of our Group was undertaken through the Acquisitions as detailed in Section 6.2 of this Prospectus. The historical combined financial statements of our Group for the FYE 31 December 2018, FYE 31 December 2019, FYE 31 December 2020 and FPE 31 March 2021 (“Combined Financial Statements”) have been prepared based on the financial statements of MTTSL, MTT Shipping (and its group of companies) and ICSD, under the common control of Dato’ Seri Ong, Ooi Lean Hin, Chan Huan Hin, Lee Hock Saing and Lee Kong Siong for each of the financial years/period under review.
The Combined Financial Statements for the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2021 were prepared in a manner as if the entities under common control were operating as a single economic entity at the beginning of the earliest comparative period presented or, if later, at the date that common control was established. See Note 1 of the Accountants’ Report in Section 13 of this Prospectus for further details on the basis of preparation of the Combined Financial Statements.
The Combined Financial Statements have been prepared in accordance with MFRS and IFRS. Our Subsidiaries’ historical financial statements have been prepared in accordance with MFRS and/or IFRS, save for the following:
(i) audited financial statements of Kapal Solutions for the FYE 31 December 2018 to FYE 31 December 2020 have been prepared in accordance with Malaysian Private Entities Reporting Standard (MPERS); and
(ii) audited financial statements of Sea Navigator for the FYE 31 December 2018 to FYE 31 December 2020 have been prepared in accordance with Hong Kong Financial Reporting Standards (HKFRS).
The historical combined financial information should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Section 12.2 of this Prospectus and the Accountants’ Report in Section 13 of this Prospectus.
12.1.1 Selected historical combined financial information
The following selected historical combined financial information for the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2020 and FPE 31 March 2021 have been extracted from the Accountants’ Report included in Section 13 of this Prospectus.
Registration No. 201901004019 (1313346-A)
256
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12. FINANCIAL INFORMATION (Cont’d)
257
Selected combined statement of profit and loss information
FYE 31 December FPE 31 March
Audited Unaudited Audited2018 2019 2020 2020 2021
RM’000 RM’000 RM’000 RM’000 RM’000
Revenue 537,759 509,761 514,541 136,181 168,312Direct costs (409,506) (408,950) (414,880) (113,818) (122,975)Gross profit 128,253 100,811 99,661 22,363 45,337Other operating income 8,009 6,269 6,847 3,604 1,145Administration expenses (36,188) (41,178) (35,962) (8,458) (8,235)Other operating expenses (559) (367) (1,332) (823) (3,114)Results from operating activities 99,515 65,535 69,214 16,686 35,133Finance costs (5,187) (7,590) (12,077) (3,072) (2,526)Share of results of equity-
accounted associates316 271 (501) (354) (129)
PBT 94,644 58,216 56,636 13,260 32,478
Tax expense (6,225) (2,018) (5,146) (485) (340)
Profit for the financial year 88,419 56,198 51,490 12,775 32,138Profit for the financial year attributable to:- Owners of the Company 84,154 51,877 47,176 11,728 31,708- Non-controlling interests 4,265 4,321 4,314 1,047 430
88,419 56,198 51,490 12,775 32,138
Selected combined statements of financial position information
As at 31 DecemberAs at 31 March
Audited Audited
2018 2019 2020 2021RM’000 RM’000 RM’000 RM’000
Non-current assets 289,921 476,083 578,806 662,772Current assets 191,632 171,655 195,713 218,452
Total assets 481,553 647,738 774,519 881,224
Invested equity 12,589 12,589 12,589 12,589Retained earnings 269,390 316,835 361,850 393,558Translation reserve (338) (388) (555) (318)Equity attributable to owners of the Company 281,641 329,036 373,884 405,829
Non-controlling interests 16,187 13,668 14,815 12,877
Total equity 297,828 342,704 388,699 418,706
Non-current liabilities 74,093 187,634 265,363 306,638Current liabilities 109,632 117,400 120,457 155,880
Total liabilities 183,725 305,034 385,820 462,518
Registration No. 201901004019 (1313346-A)
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12. FINANCIAL INFORMATION (Cont’d)
258
Other selected financial informationFYE 31 December FPE 31 March
2018 2019 2020 2020 2021Depreciation (RM’000)(1) 30,362 44,491 50,659 12,544 12,335EBITDA (RM’000)(2) 128,356 109,574 118,750 28,723 47,243Gross profit margin (%)(3) 23.8 19.8 19.4 16.4 26.9EBITDA margin (%)(4) 23.9 21.5 23.1 21.1 28.1PBT margin (%)(5) 17.6 11.4 11.0 9.7 19.3PAT margin (%)(6) 16.4 11.0 10.0 9.4 19.1Basic and diluted EPS (sen)(7) 8.4 5.2 4.7 1.2 3.2
Notes:
(1) Includes depreciation of property, plant and equipment and right-of-use assets.
(2) EBITDA is calculated as follows:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
RM’000 RM’000 RM’000 RM’000 RM’000
PBT 94,644 58,216 56,636 13,260 32,478Less: interest income (1,837) (723) (622) (153) (96)Add: Finance costs 5,187 7,590 12,077 3,072 2,526Depreciation 30,362 44,491 50,659 12,544 12,335
EBITDA 128,356 109,574 118,750 28,723 47,243
(3) Computed based on gross profit for the financial years/period divided by revenue for the financial years/period.
(4) Computed based on EBITDA for the financial years/period divided by revenue for the financial years/period.
(5) Computed based on PBT for the financial years/period divided by revenue for the financial years/period.
(6) Computed based on profit for the financial years/period divided by revenue for the financial years/period.
(7) Basic and diluted EPS is computed based on profit for the financial years/period attributable to owners of our Company divided by our enlarged issued share capital of 1.0 billion Shares upon Listing. There are no dilutive instruments as at the end of the current and previous financial years / period.
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258
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
259
12.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the Accountants’ Report as set out in Section 13 of this Prospectus.
12.2.1 Overview
We are principally involved in the provision of container shipping services with a fleet of container vessels owned by our Group and we primarily focus on service routes between Peninsular Malaysia and East Malaysia with some regional coverage into Thailand, Singapore, Brunei, Indonesia, Myanmar and India Subcontinent. We are also involved in container depot operations based in Peninsular Malaysia and vessel chartering business where we charter out our owned container vessels to third party container liner operators.
See Section 7 of this Prospectus for further information on our business.
12.2.2 Significant factors affecting our financial condition and results of operations
A number of factors affect our financial condition and results of operations, including the significant factors set out below that have affected our results during the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2021, which we expect will continue to affect our results in the future:
(i) Utilisation of our vessel space
We seek to maximise our financial results from our container liner shipping operations by maximising utilisation rate of available container slot space on container vessels operated by our Group. The utilisation rate of our container liner shipping operations is measured by the proportion of actual lifting (i.e. actual number of laden containers carried)of container vessels operated by our Group against the available capacity of container vessels operated by our Group. See Section 7.8 of this Prospectus for further details on our capacity utilisation rate.
The table below sets out the utilisation rate for our Head Haul and Back Haul (as defined in Section 7.8 of this Prospectus) for the financial years/period under review:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Head Haul journeys
Available capacity (TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 150,758 141,306 151,198 45,113 49,395
Utilisation rate (%)(3) 71.6 66.4 74.7 67.9 84.4
Back Haul journeys
Available capacity (TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 51,223 52,452 59,067 23,351 14,931
Utilisation rate (%)(3)(4) 24.3 24.6 29.2 35.2 25.5
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
259
12.2 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis should be read in conjunction with the Accountants’ Report as set out in Section 13 of this Prospectus.
12.2.1 Overview
We are principally involved in the provision of container shipping services with a fleet of container vessels owned by our Group and we primarily focus on service routes between Peninsular Malaysia and East Malaysia with some regional coverage into Thailand, Singapore, Brunei, Indonesia, Myanmar and India Subcontinent. We are also involved in container depot operations based in Peninsular Malaysia and vessel chartering business where we charter out our owned container vessels to third party container liner operators.
See Section 7 of this Prospectus for further information on our business.
12.2.2 Significant factors affecting our financial condition and results of operations
A number of factors affect our financial condition and results of operations, including the significant factors set out below that have affected our results during the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2021, which we expect will continue to affect our results in the future:
(i) Utilisation of our vessel space
We seek to maximise our financial results from our container liner shipping operations by maximising utilisation rate of available container slot space on container vessels operated by our Group. The utilisation rate of our container liner shipping operations is measured by the proportion of actual lifting (i.e. actual number of laden containers carried)of container vessels operated by our Group against the available capacity of container vessels operated by our Group. See Section 7.8 of this Prospectus for further details on our capacity utilisation rate.
The table below sets out the utilisation rate for our Head Haul and Back Haul (as defined in Section 7.8 of this Prospectus) for the financial years/period under review:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Head Haul journeys
Available capacity (TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 150,758 141,306 151,198 45,113 49,395
Utilisation rate (%)(3) 71.6 66.4 74.7 67.9 84.4
Back Haul journeys
Available capacity (TEU)(1) 210,488 212,887 202,403 66,398 58,494
Actual lifting (TEU)(2) 51,223 52,452 59,067 23,351 14,931
Utilisation rate (%)(3)(4) 24.3 24.6 29.2 35.2 25.5
Registration No. 201901004019 (1313346-A)
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12. FINANCIAL INFORMATION (Cont’d)
260
Notes:
(1) Being the aggregate of the actual space available on container vessels operated by our Group, measured at a loading capacity of 14 tonnes per TEU for the financial years/period indicated.
(2) Actual number of laden containers carried by container vessels operated by our Group and/or our partner vessels for the financial years/period indicated for the abovementioned journey.
(3) Computed based on the actual lifting made by our group over the total available capacity.
(4) The utilisation rates for the Back Haul journeys were significantly lower than the utilisation rates of the Head Haul journeys as we only take into account the laden containers for the computation of the utilisation rate. As mentioned above, container vessels in the Back Haul journeys were mostly occupied with empty containers that we need to bring back to their respective supply port.
The key factors affecting our vessel utilisation rate are set out in the tablebelow:
Key factor DetailsSeasonality Generally, the demand for our container shipping
services increases one to three months prior to festive seasons such as Hari Raya Aidilifitri and Aidiladha, Chinese New Year, Gawai Dayak, harvest festival and Christmas. We are constantly monitoring the balance of cargo/containers to our slot space and availability of berthing space at the port. Depending on the need, we can also charter in other third party vessels to meet the demand from our container shipping operations.
Type of cargo The cargo carried by our Group can be categorised into three weight categories which are low, mediumand heavy cargo groups. Certain routes, such as to Sandakan and Tawau generally comprise heavier cargo such as fertilisers and this may result in a lower utilisation rates as the vessels deployed have reached maximum loadable capacity by weightinstead of the maximum slot space available on the vessels.
Whilst a percentage of our costs varies with the number of containers carried by our Group, some costs such as vessel running expenses, bunker expenses and some of the port related expenses are fixed(assuming that the number of sailings made by our Group is maintained).It is in the Group’s best interest to maximise the utilisation space on the vessels as this would enable us to achieve a lower per unit cost per container. The list below outline some of the focus areas within ourGroup:
Key strategy DetailsVessel deployment
Our operations and marketing team work together in relation to the planning of vessel deployment per route which is based on the market demand as well as the individual port limitations, including limitations on depth of draft and port terminal infrastructure.
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12. FINANCIAL INFORMATION (Cont’d)
261
Key strategy DetailsSlot exchange We have a slot exchange arrangement with our
service alliance partner, namely MSC as further described in Section 7.3.1 of this Prospectus. Via this arrangement, both our Group and MSC will be able to rationalise our fleet deployment which will provide better and more comprehensive port coverage, andhigher sailing frequency which will enable us to achieve a lower slot cost.
Planning and restructuring of service routes
The operating conditions for East Malaysian ports quite often poses challenges such as port congestion and equipment breakdown which may cause serious operational disruptions to the carriers. We are constantly monitoring these operational conditions and will restructure our service deployment planning proactively to manage and mitigate the potential adverse impact to our operations.
Effective space and capacity management
This is one of our focus areas in managing bookings from our customers in line with the utilisation of available space on our service routes.
(ii) Fluctuation in freight rates
The international container shipping industry is a highly transparent and competitive market whereby information on freight rates, vesselacquisitions and sales are published in various trade magazines, for example, the Alphaliner. Market freight rates are a function of the supply and demand in the market, with supply being influenced by the availabilityof vessels as well as containers for shipping operations. There are many factors which may affect the supply of vessels including new building programs, average fleet age, scrapping of vessels as well as port congestions which may adversely affect the availability of the vessel. The supply of containers on the other hand, may be affected by any major trade imbalances, movement of cargo worldwide, port congestions and landside bottlenecks which invariably affects the normal turnaround speed of the container equipment. Demand for containerised cargo maybe made for finished consumer goods or intermediate goods. Trade volumes are also affected by seasonality trends, particularly duringfestivities.
In addition, our freight rates are partially influenced by the fluctuation in the bunker fuel costs as we have a bunker adjustment factor as one of the components in our freight rate that fluctuates up and down according to bunker prices.
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12. FINANCIAL INFORMATION (Cont’d)
262
The table below sets out the average freight rates that we charged our customers per TEU container for the financial years/period indicated:
Average freight rates(1)
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
RM RM RM RM RM
Freight Services to Exporters/Importers
West Malaysian ports to East Malaysian ports 2,835 2,899 2,740 3,029 2,888
East Malaysian ports to West Malaysian ports 1,159 1,185 1,263 1,425 1,224
Regional(2) 2,087 2,008 2,168 2,186 2,780
Exporter Dedicated Feeder(3) 312 363 354 386 356
Freight Services to Main Line Operators and others (4)
729 722 693 721 717
Average freight rate(5) 1,397 1,378 1,241 1,158 1,587
Notes:
(1) The average freight rates represent the total freight rate charged to our external customers per standard TEU container divided by the total transport volumes for each of the segments indicated.
(2) Freight services which involved ports outside of Malaysia, namely Brunei, Indonesia, Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port(“Exporter Dedicated Feeder”).
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Derived from the total revenue from freight income (excluding slot sale and Auto Logistics income)divided by the total transport volume.
(iii) Foreign currency fluctuations
Our results of operations and profit margins may be affected by the fluctuation in foreign currencies, in particular, USD against RM. Whilstthe bulk of our revenue is from the East-West Malaysia routes and denominated in RM, we also have revenue from routes outside of Malaysia such as Indonesia, Thailand, Singapore and Brunei, includingour revenue from our charter hire operations, as these are generally international in nature with no fixed routes set by our Group. These revenues are denominated in USD. Similarly, a portion of our direct costs, such as bunker fuel, vessel charter-in costs, crew costs and most of our vessel maintenance costs are denominated in USD and SGD.
It is the general practice of the shipping industry to transact in USD as shipping industry involves many international players or parties that transact with each other. The purchase and sale of our vessels and containers are also transacted in USD.
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Primarily, our major exposure to foreign currencies is to the USD although we have some exposure to regional currencies such as Singapore Dollar (SGD), Thai Baht (THB), Brunei Dollar (B$), Indonesian Rupiah (IDR) and Indian Rupee (INR) due to our trading scope. A weakening of RM against the USD would impact USD denominated revenues positively. The same currency movement would also adversely impact our USD/foreign currency costs such as port costs, dry-docking and other related vessel costs.
(iv) Fluctuation in bunker fuel costs
The cost of bunker fuel oil, HFO, very low sulphur fuel oil (“VLSFO”) and marine gas oil (“MGO”), is one of the major components of our direct costs for our container shipping operations. The table below sets out the bunker fuel costs incurred by our Group as a percentage of our total direct costs for the financial years/period indicated:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
RM’000 RM’000 RM’000 RM’000 RM’000Bunker fuel costs 93,409 88,367 76,401 29,954 22,429Direct costs 409,506 408,950 414,880 113,818 122,975% of our direct costs 22.8 21.6 18.4 26.3 18.2
The cost of our bunker fuel fluctuates and is affected by various factors beyond our control such as changes in global demand and supply conditions, geopolitical events affecting major oil producing countries, government policies, fluctuation in foreign currencies and the level of global economic activities. Any changes in the conditions of any of the above factors may cause material changes in global oil prices, and this may adversely lead to a rise in our direct costs. The below table sets out our average bunker cost of marine fuel oil (comprising HFO (IFO 380)and VLSFO) and MGO, per MT which are the types of fuel we primarily consume for our container shipping operations for the financial years/period indicated below:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
RM RM RM RM RMAverage cost of marine fuel oil per MT
1,699 1,668 1,660 2,464 1,715
Average cost of MGO per MT
2,742 2,690 2,147 2,751 2,253
As commonly practiced in the shipping industry, we factor in a bunker adjustment factor in our freight rate quoted to our customers, in part as recovery costs to us for the changes in bunker oil prices. The bunker adjustment factor is calculated after taking into consideration the running average of bunker oil price on a month to month basis and taking into consideration the current month’s average bunker fuel costs. Therefore, the bunker adjustment factor may be adjusted accordingly in line with the movement in the bunker fuel price (i.e. downwards/upwards in the event of a drop/increase in the bunker fuel prices).
See Section 9.2.4 of this Prospectus for further information on the factors affecting the fluctuation in bunker fuel prices.
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12.2.3 Significant accounting estimates and judgements
The critical judgments made in the process of applying the accounting policies that have the most significant effect on the amounts recognised in the financial statements and the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting year, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities currently or within the next reporting year are discussed below:
(i) Estimated useful lives and residual values of vessels
Depreciation is based on the cost of an asset less its residual value. Significant components of individual assets are assessed, and if a component has a useful life that is different from the remainder of that asset, then that component is depreciated separately.
Depreciation of new vessels is calculated using the straight-line method to write off the cost, less estimated residual value over their estimated useful life of 25 years, whilst for used vessels purchased, depreciation is calculated using the straight-line method to write off the cost less estimated residual value over their remaining useful lives.
Our Group reviews the estimated useful lives and residual values of the vessels regularly in order to determine the amount of depreciation expense to be recorded for each financial year. Any changes in the economic useful lives and the residual values of the vessels could impact our financial results. The economic useful livesand residual values of the vessels are reviewed at each reporting date, with any changes in estimates accounted for prospectively. Our plant and equipment whichare under construction (capital work-in-progress) are not depreciated until the assets are ready for their intended use. For our other assets, depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of plant and equipment from the date that they are available for use, save for our freehold land, which is not depreciated.
(ii) Extension options and incremental borrowing rate in relation to leases
Our Group assesses at lease commencement by applying significant judgement whether it is reasonably certain to exercise the extension options. Our Group entities consider all facts and circumstances including our past practice and any cost that will be incurred to change the asset if an option to extend is not taken, to help us determine the lease term.
Our Group also applied judgement and assumptions in determining the incremental borrowing rate of the respective leases. Our Group entities first determine the closest available borrowing rates before using significant judgement to determine the adjustments required to reflect the term, security, value or economic environment of the respective leases.
The estimates and assumptions are periodically monitored to ensure they incorporate all relevant information available at the date when the financial statements are prepared. However, this does not prevent actual figures differing from estimates.
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12.2.4 New accounting pronouncement that has yet to be adopted in the preparation of the financial statements
The following are accounting standards, interpretations and amendments that have been issued by the Malaysian Accounting Standards Board but have not been adopted by our Group:
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 January 2022
(i) Amendments to MFRS 3, Business Combinations – Reference to the Conceptual Framework
(ii) Amendments to MFRS 9, Financial Instruments (Annual Improvements to MFRS Standards 2018−2020)
(iii) Amendments to Illustrative Examples accompanying MFRS 16, Leases (Annual Improvements to MFRS Standards 2018−2020)
(iv) Amendments to MFRS 116, Property, Plant and Equipment – Proceeds before Intended Use
(v) Amendments to MFRS 137, Provisions, Contingent Liabilities and Contingent Assets − Onerous Contracts − Cost of Fulfilling a Contract
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 January 2023
(i) Amendments to MFRS 101, Presentation of Financial Statements - Classification of Liabilities as Current or Non-current
(ii) Amendments to MFRS 108, Accounting Policies, Changes in AccountingEstimates and Errors – Definition of Accounting Estimates
(iii) Amendments to MFRS 112, Income Taxes – Deferred Tax related to Assets and Liabilities arising from a Single Transaction
MFRSs, interpretations and amendments effective for annual periods beginning on or after a date yet to be confirmed
(i) Amendments to MFRS 10, Consolidated Financial Statements and MFRS 128, Investments in Associates and Joint Ventures – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
Our Group plans to apply the abovementioned accounting standards, interpretations and amendments according to their respective effective annual period date. The initial application of the mentioned accounting standards, amendments and interpretations is not expected to have any material impact to the current period and prior period financial statements of our Group.
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12.2.5 Results of operations
The components of our combined results of operations are as follows:
(i) Revenue
Our Group’s revenue is derived from our two operating segments, namely container liner shipping operations and container depot services. The following table sets out our revenue by service type as a percentage of our total revenue for the financial years/period indicated:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Audited Audited Audited Unaudited AuditedRM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Container liner shippingFreight income -domestic
390,010 72.5 369,269 72.4 352,513 68.5 98,252 72.1 109,497 65.1
Freight income -Regional
111,098 20.7 101,664 19.9 109,757 21.3 27,074 19.9 41,809 24.8
Freight income subtotal
501,108 93.2 470,933 92.3 462,270 89.8 125,326 92.0 151,306 89.9
Charter hire income
2,596 0.5 4,313 0.8 18,602 3.6 2,458 1.8 7,582 4.5
Other shipping related income (1)
6,761 1.3 5,642 1.1 5,513 1.1 1,372 1.0 1,901 1.1
Container DepotDepot related income
27,294 5.1 28,873 5.7 28,156 5.5 7,025 5.2 7,523 4.5
Total 537,759 100.0 509,761 100.0 514,541 100.0 136,181 100.0 168,312 100.0
Note:
(1) Comprising mainly revenue from shipping agency fee.
Revenue from container shipping operations
Our revenue from container shipping operations comprises freight income and other shipping related income as detailed below:
(a) Revenue from freight income
Revenue from the container liner shipping business is generated from freight income for shipment of containerised cargo on-board the vessels.
Our freight income revenue from domestic services is derived from our container shipping services between ports within Malaysia and our freight income revenue from regional services is derived from our container shipping services both to and from regional ports such as Singapore, Brunei, Thailand, Indonesia and India.
We have in place our internal standardised tariff rate table by ports (e.g. from port A to port B) for trade (commonly referred to as carrier-owned containers (“COC”))and feeder (commonly referred to as shipper-owned containers (“SOC”)) volumes. Trade or COC bookings are bookings made by our customers to ship their goods from the port of origin to its port of destination using our containers. Feeder or SOC bookings are bookings made by the Mainline Operators or box operators toship their containers to and from a particular port, be it the origin, destination and the transhipment hub ports.
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12.2.5 Results of operations
The components of our combined results of operations are as follows:
(i) Revenue
Our Group’s revenue is derived from our two operating segments, namely container liner shipping operations and container depot services. The following table sets out our revenue by service type as a percentage of our total revenue for the financial years/period indicated:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Audited Audited Audited Unaudited AuditedRM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Container liner shippingFreight income -domestic
390,010 72.5 369,269 72.4 352,513 68.5 98,252 72.1 109,497 65.1
Freight income -Regional
111,098 20.7 101,664 19.9 109,757 21.3 27,074 19.9 41,809 24.8
Freight income subtotal
501,108 93.2 470,933 92.3 462,270 89.8 125,326 92.0 151,306 89.9
Charter hire income
2,596 0.5 4,313 0.8 18,602 3.6 2,458 1.8 7,582 4.5
Other shipping related income (1)
6,761 1.3 5,642 1.1 5,513 1.1 1,372 1.0 1,901 1.1
Container DepotDepot related income
27,294 5.1 28,873 5.7 28,156 5.5 7,025 5.2 7,523 4.5
Total 537,759 100.0 509,761 100.0 514,541 100.0 136,181 100.0 168,312 100.0
Note:
(1) Comprising mainly revenue from shipping agency fee.
Revenue from container shipping operations
Our revenue from container shipping operations comprises freight income and other shipping related income as detailed below:
(a) Revenue from freight income
Revenue from the container liner shipping business is generated from freight income for shipment of containerised cargo on-board the vessels.
Our freight income revenue from domestic services is derived from our container shipping services between ports within Malaysia and our freight income revenue from regional services is derived from our container shipping services both to and from regional ports such as Singapore, Brunei, Thailand, Indonesia and India.
We have in place our internal standardised tariff rate table by ports (e.g. from port A to port B) for trade (commonly referred to as carrier-owned containers (“COC”))and feeder (commonly referred to as shipper-owned containers (“SOC”)) volumes. Trade or COC bookings are bookings made by our customers to ship their goods from the port of origin to its port of destination using our containers. Feeder or SOC bookings are bookings made by the Mainline Operators or box operators toship their containers to and from a particular port, be it the origin, destination and the transhipment hub ports.
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12.2.5 Results of operations
The components of our combined results of operations are as follows:
(i) Revenue
Our Group’s revenue is derived from our two operating segments, namely container liner shipping operations and container depot services. The following table sets out our revenue by service type as a percentage of our total revenue for the financial years/period indicated:
FYE 31 December FPE 31 March2018 2019 2020 2020 2021
Audited Audited Audited Unaudited AuditedRM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Container liner shippingFreight income -domestic
390,010 72.5 369,269 72.4 352,513 68.5 98,252 72.1 109,497 65.1
Freight income -Regional
111,098 20.7 101,664 19.9 109,757 21.3 27,074 19.9 41,809 24.8
Freight income subtotal
501,108 93.2 470,933 92.3 462,270 89.8 125,326 92.0 151,306 89.9
Charter hire income
2,596 0.5 4,313 0.8 18,602 3.6 2,458 1.8 7,582 4.5
Other shipping related income (1)
6,761 1.3 5,642 1.1 5,513 1.1 1,372 1.0 1,901 1.1
Container DepotDepot related income
27,294 5.1 28,873 5.7 28,156 5.5 7,025 5.2 7,523 4.5
Total 537,759 100.0 509,761 100.0 514,541 100.0 136,181 100.0 168,312 100.0
Note:
(1) Comprising mainly revenue from shipping agency fee.
Revenue from container shipping operations
Our revenue from container shipping operations comprises freight income and other shipping related income as detailed below:
(a) Revenue from freight income
Revenue from the container liner shipping business is generated from freight income for shipment of containerised cargo on-board the vessels.
Our freight income revenue from domestic services is derived from our container shipping services between ports within Malaysia and our freight income revenue from regional services is derived from our container shipping services both to and from regional ports such as Singapore, Brunei, Thailand, Indonesia and India.
We have in place our internal standardised tariff rate table by ports (e.g. from port A to port B) for trade (commonly referred to as carrier-owned containers (“COC”))and feeder (commonly referred to as shipper-owned containers (“SOC”)) volumes. Trade or COC bookings are bookings made by our customers to ship their goods from the port of origin to its port of destination using our containers. Feeder or SOC bookings are bookings made by the Mainline Operators or box operators toship their containers to and from a particular port, be it the origin, destination and the transhipment hub ports.
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The freight rates charged for COC bookings include additional costs for using our containers as well as terminal handling charges at load and discharge ports including factoring in trade and equipment imbalance cost for evacuating boxes back to the load origins. SOC or feeder rates are one way rates basis either onliner terms or free in-out terms or a combination of both (liner terms are referring to the rates that are inclusive of the terminal handling charges (as described in the tabled below). Free in-out terms, on the other hand, are referring to the rates that exclude the terminal handling charges).
The following table sets out the description of the components of our freight income:
Nature of revenue Description
Ocean freight charges
Freight charges from provision of container shipping services.
Bunker adjustment charges
Surcharge charged to our customers for any fluctuation in bunker fuel costs. These charges are generallycomputed on monthly basis and it depends on the market rate of bunker prices as further described in Section 12.2.2(iv) of this Prospectus.
Terminal handling charges
Amount charged to our customers to recover all landside charges relating to the movement of the container which includes terminal stevedorage, drayage costs and other ancillary charges
Documentation Fees/ Electronic Data Interchange (EDI) Fee
Amount charged to our customers on a per Bill of Lading or Delivery Order basis covering documentation and EDI costs.
Container Seal Fee Amount charged to customers per container for the provision of container security seal (including the security administration of the seal charges).
Congestion Surcharge
Amount charged to customers on a per TEU basis to partially recover additional idling costs for vessels due to port congestions whenever justified.
Demurrage/Detention Fees (DMDT)
Amount charged to customers on a per TEU per day basis for the detention of containers beyond the free time provided.
Our revenue from freight income also comprises the following:
(i) slot sale income which primarily derived from the slot sales arrangement with our shipping partner, MSC as well as additional slots provided to support their shipping activities; and
(ii) revenue derived from our containerised automotive shipping which we charge to our customers based on per car basis (to be referred to as “Auto Logistics” segment).
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The following table sets out our revenue from freight income by classification of our customers as a percentage of our total freight income for the financial years/period indicated:
FYE 31 December FPE 31 MarchAudited Unaudited Audited
2018 2019 2020 2020 2021Freight Income RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %Freight services to Exporters/Importers(1)
West Malaysian ports to East Malaysian ports
286,459 57.2 265,897 56.5 250,992 54.3 64,148 51.2 80,585 53.3
East Malaysian ports to West Malaysian ports
22,064 4.4 22,609 4.8 17,725 3.8 5,455 4.4 5,220 3.5
Regional(2) 66,467 13.3 54,161 11.5 57,066 12.3 13,221 10.5 29,937 19.8
Exporter Dedicated Feeder(3)
30,456 6.1 35,436 7.5 46,602 10.1 18,505 14.8 6,983 4.6
Freight services to Main Line Operators and others(4)
61,789 12.3 59,063 12.5 57,552 12.4 16,291 13.0 19,286 12.7
Other freight income
Slot sale income(5) 23,060 4.6 22,184 4.7 17,255 3.7 4,506 3.6 6,967 4.6
Auto Logistics(6) 8,679 1.7 10,401 2.2 13,349 2.9 2,435 1.9 1,341 0.9
Others(7) 2,134 0.4 1,180 0.3 1,728 0.4 765 0.6 987 0.7
Total 501,108 100.0 470,933 100.0 462,270 100.0 125,326 100.0 151,306 100.0
Notes:
(1) Freight services provided to freight forwarders as well as direct shippers and consignees comprising manufacturers and traders.
(2) Freight services which involved ports outside of Malaysia namely Brunei, Indonesia, Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Slot sale income in relation to the slot sale arrangement with our shipping partner, MSC and slot sales to other third parties.
(6) Derived from containerised automotive shipping income.
(7) Comprises detention and demurrage charges, and other related freight charges.
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The following table sets out our revenue from freight income by classification of our customers as a percentage of our total freight income for the financial years/period indicated:
FYE 31 December FPE 31 MarchAudited Unaudited Audited
2018 2019 2020 2020 2021Freight Income RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %Freight services to Exporters/Importers(1)
West Malaysian ports to East Malaysian ports
286,459 57.2 265,897 56.5 250,992 54.3 64,148 51.2 80,585 53.3
East Malaysian ports to West Malaysian ports
22,064 4.4 22,609 4.8 17,725 3.8 5,455 4.4 5,220 3.5
Regional(2) 66,467 13.3 54,161 11.5 57,066 12.3 13,221 10.5 29,937 19.8
Exporter Dedicated Feeder(3)
30,456 6.1 35,436 7.5 46,602 10.1 18,505 14.8 6,983 4.6
Freight services to Main Line Operators and others(4)
61,789 12.3 59,063 12.5 57,552 12.4 16,291 13.0 19,286 12.7
Other freight income
Slot sale income(5) 23,060 4.6 22,184 4.7 17,255 3.7 4,506 3.6 6,967 4.6
Auto Logistics(6) 8,679 1.7 10,401 2.2 13,349 2.9 2,435 1.9 1,341 0.9
Others(7) 2,134 0.4 1,180 0.3 1,728 0.4 765 0.6 987 0.7
Total 501,108 100.0 470,933 100.0 462,270 100.0 125,326 100.0 151,306 100.0
Notes:
(1) Freight services provided to freight forwarders as well as direct shippers and consignees comprising manufacturers and traders.
(2) Freight services which involved ports outside of Malaysia namely Brunei, Indonesia, Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Slot sale income in relation to the slot sale arrangement with our shipping partner, MSC and slot sales to other third parties.
(6) Derived from containerised automotive shipping income.
(7) Comprises detention and demurrage charges, and other related freight charges.
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(b) Revenue from charter hire income and other shipping related income
The following table sets out the breakdown of our revenue from other shipping related income by type of services we provided to our customers and the percentage such amount represents as a proportion of our total revenue for the financial years/period indicated:
FYE 31 December FPE 31 MarchAudited Unaudited Audited
2018 2019 2020 2020 2021RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Charter hire income
2,596 0.5 4,313 0.8 18,602 3.6 2,458 1.8 7,582 4.5
Other shipping related income(1)
6,761 1.3 5,642 1.1 5,513 1.1 1,372 1.0 1,901 1.1
Total 9,357 1.8 9,955 1.9 24,115 4.7 3,830 2.8 9,483 5.6
Note:
(1) Comprises mainly shipping agency fees earned from our provision of shipping agency services to Evergreen Malaysia.
As a licensed shipping agent, the Group provides marketing services, as well as dealing with the necessary transactions relating to a vessel at the port that the vessel berths, which include, among others, clearing the vessel in and/or out of the port and completion of all relevant vessel clearance documentation. Charterhire income is charged on chartering of the vessels to third party container liner shipping companies. Charter hire income is charged on daily basis in USD.
Revenue from container depot operations
Our revenue from container depot operations is in relation to container storageand container related services provided by ICSD. The main contributors for our container depot operations revenue are depot gate charges, storage and LO/LO charges, maintenance and repair charges as well as pre-trip inspection charges.We outsourced the pre-trip inspection, maintenance and repair as well as empty drayage services which we provide to our customers to other companies for the years/period under review.
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(ii) Direct costs
The following table sets out the major components of our direct costs by operating segments as a percentage of our total direct costs for the financial years/periodindicated:
FYE 31 December FPE 31 March Audited Unaudited Audited
2018 2019 2020 2020 2021RM’000 % RM’000 % RM’000 % RM’000 % RM’000 %
Container shipping
Terminal handlingcharges
90,594 22.1 84,233 20.6 82,483 19.9 21,354 18.8 26,650 21.7
Bunker fuel 93,409 22.8 88,367 21.6 76,401 18.4 29,954 26.3 22,429 18.2
Equipment cost 61,419 15.0 58,542 14.3 58,517 14.1 16,059 14.1 18,373 14.9
Charter hire costs 40,256 9.8 25,788 6.3 15,455 3.7 3,828 3.4 3,797 3.1
Vessel costs 33,790 8.3 42,285 10.3 58,082 14.0 11,767 10.3 15,104 12.3
Door service 20,080 4.9 22,499 5.5 22,621 5.5 4,960 4.4 5,927 4.8
Marine charges 18,775 4.6 19,832 4.9 20,812 5.0 6,407 5.6 5,852 4.8
Depreciation 16,456 4.0 30,275 7.4 37,370 9.0 9,240 8.1 9,894 8.1
Other operating costs(1)
18,589 4.6 19,268 4.7 21,495 5.2 5,019 4.4 7,928 6.5
393,369 96.1 391,088 95.6 393,234 94.8 108,587 95.4 115,954 94.3
Container depot 16,137 3.9 17,863 4.4 21,646 5.2 5,231 4.6 7,022 5.7
Total 409,506 100.0 408,950 100.0 414,880 100.0 113,818 100.0 122,975 100.0
Note:
(1) Comprising feeder cost, shipping agency fees and other related shipping operating costs
Container shipping
Our Group’s direct costs in relation to our container shipping operations comprise the following:
Component of direct costs Description
Terminal handling charges
Port costs in relation loading and/or discharging of thecontainers from our vessels.
Bunker fuel Expenses incurred for purchase of bunker fuel for our vessels, mainly comprising HFO, VLSFO and MGO.
Equipment cost All costs relating to containers, including leasing costs, container repairs, and storage costs as well as haulage charges for handling containers.
Charter hire costs Vessel charter hire expenses paid to third party vessel owners for chartering of container vessels.
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Component of direct costs Description
Vessel costs Costs incurred to operate our owned vessels including our crew costs, vessel maintenance costs, insurance costs (in relation to our hull and machinery insurance), vessel survey fees, ship management fees.
Door service Costs incurred for services provided to deliver and collect the containers to/from the designated location which includes, among others, haulage charges, documentation fees, customs clearance as well as containers’ stuffing and unstuffing costs.
Marine charges Fees charged by the port operators for various port servicesincluding, among others, berthing fee, pilotage fee, tug hire charges, buoy and light dues, and dockage fees.
Depreciation Depreciation charges in relation to our vessels, containers,dry-docking and equipment.
Feeder cost Costs incurred to transport containers by land or sea to the ports not covered by our vessels such as, Miri Port and Sibu Port.
Shipping agency fees
Shipping agency fees paid to third party shipping agents to act as our shipping agent in ports where we do not have our own branch.
Other related shipping operating costs
Mainly comprising container handling charges, insurance costs (in relation to our protection and indemnity (P&I) insurance), transmission fees (electronic data interchange fees) and other handling costs.
Container depot
Our Group’s direct costs in relation to our container depot operations primarily comprise containers maintenance and repair charges, employment of yard staffs,rental of depot yard, upkeep of our yard and equipment, empty container haulage charges and depreciation charges in relation to our yard development costs and equipment such as our empty stackers and forklifts.
(iii) Other operating income
Other operating income primarily comprises gain on disposals of property, plant and equipment, insurance claim received, interest income, foreign exchange gain, rental income derived from the leasing of our containers and depot yard to third parties, and sale of scrap from our container depot operations.
(iv) Administration expenses
Administration expenses primarily comprise staff costs, depreciation in relation to our office and administration fixed assets, marketing expenses, professional feesand other administrative expenses incurred to operate our offices.
(v) Other operating expenses
Other expenses primarily comprise foreign exchange loss and impairment loss on our investments.
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(vi) Finance costs
Finance costs primarily comprise interest expenses incurred on our bank borrowings, bankers’ acceptances, hire purchase, lease liabilities, revolving credit and term loans.
(vii) Share of results of equity-accounted associates
We recognise our share of results of our associated company based on our effective shareholding in the company. For the financial years/period under review, our share of results of our associates is dependent on the results of operations of our associates. As at 31 March 2021, we have an associatedcompany, namely Perceptive Logistics which we currently hold 30% equity interest.
(viii) Tax expense
Income tax expense comprises current and deferred tax. Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantially enacted by the end of reporting period, and any adjustment to tax payable in respect of previous financial years.
Deferred tax is recognised using the liability method, providing for temporary differences between carrying amounts of assets and liabilities in the statement of financial position and their tax bases. 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 substantially enacted by the end of reporting period.
We incur minimal tax expenses as our profits derived from operation of Malaysian registered vessels are exempted from taxation. Our tax expenses are mainly incurred from our container depot operations and profits from our container shipping operation carried out by our chartered non-Malaysian registered vesselswhich are not tax exempted. See Section 9.1.11 of this Prospectus for further information on the tax exemption received by the Group.
The following tables set out our current tax expense and deferred tax expense for the financial years/period indicated:
FYE 31 December FPE 31 MarchAudited Unaudited Audited
2018 2019 2020 2020 2021RM’000 RM’000 RM’000 RM’000 RM’000
Current tax expense 5,531 2,794 3,793 430 360Deferred tax
benefit/(expense) 694 (776) 1,353 55 (20)Total tax expense 6,225 2,018 5,146 485 340
PBT 94,644 58,216 56,636 13,260 32,478
Effective tax rate (%)* 6.6 3.5 9.1 3.7 1.0
Note:
* Computed based on the total tax expense divided by PBT for the financial years/period indicated
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12.2.6 Review of performance for the FPE 31 March 2021 compared to the FPE 31 March2020
The following table presents selected information from our combined statements of profit or loss, the percentage such amounts represent as a proportion of total revenue and their percentage change for the financial periods indicated:
FPE 31 March
2020 2021
Unaudited Audited
RM’000% of
revenue RM’000% of
revenue%
changeRevenue 136,181 100.0 168,312 100.0 23.6
Direct cost (113,818) (83.6) (122,975) (73.1) 8.0
Gross profit 22,363 16.4 45,337 26.9 102.7
Other operating income 3,604 2.6 1,145 0.7 (68.2)
Administration expenses (8,458) (6.2) (8,235) (4.9) (2.6)
Other operating expenses (823) (0.6) (3,114) (1.9) 278.4
Result from operating activities 16,686 12.3 35,133 20.9 110.6
Finance costs (3,072) (2.3) (2,526) (1.5) (17.8)
Share of results of equity-accounted associate (354) (0.3) (129) (0.1) (63.6)
PBT 13,260 9.7 32,478 19.3 144.9
Tax expense (485) (0.4) (340) (0.2) (29.9)
Profit for the financial year 12,775 9.4 32,138 19.1 151.6
(i) Revenue
The following table sets out our revenue by operating segments and the percentage change for the financial periods indicated:
FPE 31 March2020 2021
Unaudited Audited %changeRM’000 % RM’000 %
Container liner shippingFreight income - domestic 98,252 72.1 109,497 65.1 11.4
Freight income - Regional 27,074 19.9 41,809 24.8 54.4
Freight income subtotal 125,326 92.0 151,306 89.9 20.7Charter hire income 2,458 1.8 7,582 4.5 208.5
Other shipping related income 1,372 1.0 1,901 1.1 38.6Container Depot
Depot related income 7,025 5.2 7,523 4.5 7.1
Total 136,181 100.0 168,312 100.0 23.6
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Our revenue increased by 23.6% from RM136.2 million in the FPE 31 March2020 to RM168.3 million in the FPE 31 March 2021.
Revenue from container shipping operations
The table below sets out the breakdown of our revenue from freight income and other shipping income by classification of our customers, respectively, and the percentage such amount represents as a proportion of our total revenue and their percentage change for the financial periods indicated:
FPE 31 March2020 2021
Unaudited Audited
RM’000% of
revenue RM’000% of
revenue%
change
Freight services to Exporters/Importers(1)
West Malaysian ports to East Malaysian ports 64,148 47.1 80,585 47.9 25.6
East Malaysian ports to West Malaysian ports 5,455 4.0 5,220 3.1 (4.3)
Regional(2) 13,221 9.7 29,937 17.8 126.4
Exporter Dedicated Feeder(3) 18,505 13.6 6,983 4.1 (62.3)
Freight services to Main Line Operators and others(4)
16,291 12.0 19,286 11.5 18.4
Other freight incomeSlot sale income(5) 4,506 3.3 6,967 4.1 54.6
Auto Logistics(6) 2,435 1.8 1,341 0.8 (44.9)
Others(7) 765 0.6 987 0.6 28.9
Total Freight Income 125,326 92.0 151,306 89.9 20.7Shipping agency fee 1,372 1.0 1,901 1.1 38.6
Charter hire income 2,458 1.8 7,582 4.5 208.5
Total 129,156 94.8 160,789 95.5 24.5
Notes:
(1) Freight services provided to freight forwarders as well as direct shippers and consignees comprising manufacturers and traders.
(2) Freight services which involved ports outside of Malaysia namely Brunei, Indonesia, Thailand, Singaporeand India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Slot sale income in relation to the slot sale arrangement with our shipping partner, MSC and slot sales to other third parties.
(6) Derived from containerised automotive shipping income.
(7) Comprises detention and demurrage charges, and other related freight charges.
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Our revenue mainly comprises freight income, which accounted for approximately 92.0% and 89.9% of our total revenue for the FPE 31 March 2020and FPE 31 March 2021, respectively. The table below sets out the breakdown of our average freight rate and transport volumes by our shipping routes for the financial periods indicated:
Average freight rates(1) Transport volumeFPE 31 March FPE 31 March
2020 2021 2020 2021
RM RM%
change TEU TEU%
change
Freight services to Exporters/Importers
West Malaysian ports to East Malaysian ports
3,029 2,888 (4.6) 21,180 27,904 31.7
East Malaysian ports to West Malaysian ports
1,425 1,224 (14.1) 3,827 4,625 11.4
Regional(2) 2,186 2,780 27.2 6,047 10,767 78.1
Exporter Dedicated Feeder(3) 386 356 (7.8) 47,951 19,631 (59.1)
Freight Services to Main Line Operators and others (4)
721 717 (0.6) 22,589 26,899 19.1
Average freight rate(5) / Total volume 1,158 1,587 37.1 101,594 89,466 (11.9)
Notes:
(1) The average freight rates represent the total freight rate charged to our external customers per standard TEU container divided by the total transport volumes for each of the shipping routes indicated.
(2) Freight services which involved ports outside of Malaysia, namely Brunei,Indonesia, Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Derived from the total revenue from freight income (excluding slot sale and Auto Logistics income) divided by the total transport volume.
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Our revenue from container shipping operations increased by 24.5% from RM129.2 million in the FPE 31 March 2020 to RM160.8 million in the FPE 31 March 2021. The increase was primarily due to the following:
(i) increase in our freight revenue from transporting containers from West Malaysian ports to East Malaysian ports operation by 25.6% from RM64.1million for the FPE 31 March 2020 to RM80.6 million for the FPE 31 March2021 driven by the increase in the volume of 31.7% from 21,180 TEUs forthe FPE 31 March 2020 to 27,904 TEUs for the FPE 31 March 2021, due to the increase in demand for our services for this route. However, the contribution from the increase in our volume was partially offset by the decrease in our average freight rate for this operation by 4.6% from RM3,029 per TEU for the FPE 31 March 2020 to RM2,888 per TEU for the FPE 31 March 2021;
(ii) increase in our freight revenue from transporting containers for our regional operations by 126.4% from RM13.2 million for the FPE 31 March 2020 to RM29.9 million for the FPE 31 March 2021 driven by the increase in demand from our Thailand operations due to the addition of Laem Chabang port to our regional operations on top of Bangkok port. The volume for our regional operations increased by 78.1% from 6,047 TEUs for the FPE 31 March 2020 to 10,767 TEUs for the FPE 31 March 2021 and our average freight rate for this operation also increased by 27.2% from RM2,186 per TEU for the FPE 31 March 2020 to RM2,780 per TEU for the FPE 31 March 2021;
(iii) increase in our charter hire income by 208.5% from RM2.5 million for the FPE 31 March 2020 to RM7.6 million for the FPE 31 March 2021 due to the increase in vessels available for our charter hire operations over the two comparative period. The total charter hire days for the FPE 31 March 2020 was 54 days for two vessels compared to the total charter hire days for the FPE 31 March 2021 of 166 days for three vessels;
(iv) however, the increase in our revenue described above was offset by the decrease in our revenue from transporting containers for our Exporter Dedicated Feeder operations by 62.3% from RM18.5 million for the FPE 31 March 2020 to RM7.0 million for the FPE 31 March 2021 as one of our main services under the Exporter Dedicated Feeder operations, the services provided to Petronas Chemicals Marketing (Labuan) Ltd and Aramco Chemicals Company were temporarily put on hold from June 2020due to an unforeseen accident which happened at Pengerang Integrated Petroleum Complex in 2020. In addition, the global shortage of containers had a severe disruption and impact on Sea Navigator’s operations as its key customers were facing challenges securing Main Line Operators’ container equipment support for their export bookings.
Revenue from container depot operations
Our revenue from container depot operations increased by 7.1% from RM7.0million for the FPE 31 March 2020 to RM7.5 million for the FPE 31 March 2021primarily due to the increase in our depot gate charges in Port Klang and the increase in the overall volume of containers handled by our depot.
(ii) Direct costs
The following table sets out the major components of our direct costs by operating segments as the percentage of our total direct costs as well as the percentage change for the financial periods indicated:
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Our revenue from container shipping operations increased by 24.5% from RM129.2 million in the FPE 31 March 2020 to RM160.8 million in the FPE 31 March 2021. The increase was primarily due to the following:
(i) increase in our freight revenue from transporting containers from West Malaysian ports to East Malaysian ports operation by 25.6% from RM64.1million for the FPE 31 March 2020 to RM80.6 million for the FPE 31 March2021 driven by the increase in the volume of 31.7% from 21,180 TEUs forthe FPE 31 March 2020 to 27,904 TEUs for the FPE 31 March 2021, due to the increase in demand for our services for this route. However, the contribution from the increase in our volume was partially offset by the decrease in our average freight rate for this operation by 4.6% from RM3,029 per TEU for the FPE 31 March 2020 to RM2,888 per TEU for the FPE 31 March 2021;
(ii) increase in our freight revenue from transporting containers for our regional operations by 126.4% from RM13.2 million for the FPE 31 March 2020 to RM29.9 million for the FPE 31 March 2021 driven by the increase in demand from our Thailand operations due to the addition of Laem Chabang port to our regional operations on top of Bangkok port. The volume for our regional operations increased by 78.1% from 6,047 TEUs for the FPE 31 March 2020 to 10,767 TEUs for the FPE 31 March 2021 and our average freight rate for this operation also increased by 27.2% from RM2,186 per TEU for the FPE 31 March 2020 to RM2,780 per TEU for the FPE 31 March 2021;
(iii) increase in our charter hire income by 208.5% from RM2.5 million for the FPE 31 March 2020 to RM7.6 million for the FPE 31 March 2021 due to the increase in vessels available for our charter hire operations over the two comparative period. The total charter hire days for the FPE 31 March 2020 was 54 days for two vessels compared to the total charter hire days for the FPE 31 March 2021 of 166 days for three vessels;
(iv) however, the increase in our revenue described above was offset by the decrease in our revenue from transporting containers for our Exporter Dedicated Feeder operations by 62.3% from RM18.5 million for the FPE 31 March 2020 to RM7.0 million for the FPE 31 March 2021 as one of our main services under the Exporter Dedicated Feeder operations, the services provided to Petronas Chemicals Marketing (Labuan) Ltd and Aramco Chemicals Company were temporarily put on hold from June 2020due to an unforeseen accident which happened at Pengerang Integrated Petroleum Complex in 2020. In addition, the global shortage of containers had a severe disruption and impact on Sea Navigator’s operations as its key customers were facing challenges securing Main Line Operators’ container equipment support for their export bookings.
Revenue from container depot operations
Our revenue from container depot operations increased by 7.1% from RM7.0million for the FPE 31 March 2020 to RM7.5 million for the FPE 31 March 2021primarily due to the increase in our depot gate charges in Port Klang and the increase in the overall volume of containers handled by our depot.
(ii) Direct costs
The following table sets out the major components of our direct costs by operating segments as the percentage of our total direct costs as well as the percentage change for the financial periods indicated:
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Our revenue from container shipping operations increased by 24.5% from RM129.2 million in the FPE 31 March 2020 to RM160.8 million in the FPE 31 March 2021. The increase was primarily due to the following:
(i) increase in our freight revenue from transporting containers from West Malaysian ports to East Malaysian ports operation by 25.6% from RM64.1million for the FPE 31 March 2020 to RM80.6 million for the FPE 31 March2021 driven by the increase in the volume of 31.7% from 21,180 TEUs forthe FPE 31 March 2020 to 27,904 TEUs for the FPE 31 March 2021, due to the increase in demand for our services for this route. However, the contribution from the increase in our volume was partially offset by the decrease in our average freight rate for this operation by 4.6% from RM3,029 per TEU for the FPE 31 March 2020 to RM2,888 per TEU for the FPE 31 March 2021;
(ii) increase in our freight revenue from transporting containers for our regional operations by 126.4% from RM13.2 million for the FPE 31 March 2020 to RM29.9 million for the FPE 31 March 2021 driven by the increase in demand from our Thailand operations due to the addition of Laem Chabang port to our regional operations on top of Bangkok port. The volume for our regional operations increased by 78.1% from 6,047 TEUs for the FPE 31 March 2020 to 10,767 TEUs for the FPE 31 March 2021 and our average freight rate for this operation also increased by 27.2% from RM2,186 per TEU for the FPE 31 March 2020 to RM2,780 per TEU for the FPE 31 March 2021;
(iii) increase in our charter hire income by 208.5% from RM2.5 million for the FPE 31 March 2020 to RM7.6 million for the FPE 31 March 2021 due to the increase in vessels available for our charter hire operations over the two comparative period. The total charter hire days for the FPE 31 March 2020 was 54 days for two vessels compared to the total charter hire days for the FPE 31 March 2021 of 166 days for three vessels;
(iv) however, the increase in our revenue described above was offset by the decrease in our revenue from transporting containers for our Exporter Dedicated Feeder operations by 62.3% from RM18.5 million for the FPE 31 March 2020 to RM7.0 million for the FPE 31 March 2021 as one of our main services under the Exporter Dedicated Feeder operations, the services provided to Petronas Chemicals Marketing (Labuan) Ltd and Aramco Chemicals Company were temporarily put on hold from June 2020due to an unforeseen accident which happened at Pengerang Integrated Petroleum Complex in 2020. In addition, the global shortage of containers had a severe disruption and impact on Sea Navigator’s operations as its key customers were facing challenges securing Main Line Operators’ container equipment support for their export bookings.
Revenue from container depot operations
Our revenue from container depot operations increased by 7.1% from RM7.0million for the FPE 31 March 2020 to RM7.5 million for the FPE 31 March 2021primarily due to the increase in our depot gate charges in Port Klang and the increase in the overall volume of containers handled by our depot.
(ii) Direct costs
The following table sets out the major components of our direct costs by operating segments as the percentage of our total direct costs as well as the percentage change for the financial periods indicated:
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FPE 31 MarchUnaudited Audited
2020 2021
RM’000% of direct
costs RM’000% of direct
costs % changeContainer shipping Terminal handlingcharges
21,354 18.8 26,650 21.7 24.8
Bunker fuel 29,954 26.3 22,429 18.2 (25.1)Equipment cost 16,059 14.1 18,373 14.9 14.4Charter hire costs 3,828 3.4 3,797 3.1 (0.8)Vessel cost 11,767 10.3 15,104 12.3 28.4Door service 4,960 4.4 5,927 4.8 19.5Marine charges 6,407 5.6 5,852 4.8 (8.7)Depreciation 9,240 8.1 9,894 8.1 7.1Other operating costs(1) 5,019 4.4 7,928 6.5 58.0Subtotal 108,587 95.4 115,954 94.3 6.8
Container depot 5,231 4.6 7,022 5.7 34.2
Total 113,818 100.0 122,975 100.0 8.0
Note:
(1) Comprising feeder cost, shipping agency fees and other related shipping operating costs
Our direct costs increased by 8.0% from RM113.8 million for the FPE 31 March 2020 to RM123.0 million for the FPE 31 March 2021 due to the below factors:
(a) increase in our vessel cost by 28.4% from RM11.8million for the FPE 31 March 2020 to RM15.1 million for the FPE 31 March 2021 due to the expansion of our vessel fleet as we took delivery of MTT Samalaju, a 1,162 TEU vessel in February 2021; and
(b) increase in terminal handling charges by 24.8% from RM21.4 million for the FPE 31 March 2020 to RM26.7 million for the FPE 31 March 2021 due to the increase in the volume of containers shipped from and/or to East Malaysian ports.
The increase in our direct costs was partially offset by the following:
(i) decrease in our bunker cost by 25.1% from RM30.0 million in the FPE 31 March 2020 to RM22.4 million in the FPE 31 March 2021 due to the decrease in our average bunker cost per MT as below:
FPE 31 March
2020 2021RM RM
Average cost of marine fuel oil per MT 2,464 1,715Average cost of MGO per MT 2,751 2,253
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(iii) Gross profit
The following table sets out the analysis of our gross profit by operating segments and the percentage these gross profit represents as a proportion of our total gross profit for the FPE 31 March 2020 and FPE 31 March 2021:
FPE 31 MarchUnaudited Audited
2020 2021RM’000 % RM’000 % % change
GPContainer shipping 20,569 92.0 44,835 98.9 118.0Container depot 1,794 8.0 501 1.1 (72.1)
Total 22,363 100.0 45,337 100.0 102.7
% %
GP marginContainer shipping 15.9 27.9Container depot 25.5 6.7Overall GP margin 16.4 26.9
As a result of the foregoing, our total gross profit increased by 102.7% fromRM22.4 million for the FPE 31 March 2020 to RM45.3 million for the FPE 31 March 2021.
Our gross profit margin for container shipping operations increased from 15.9%for the FPE 31 March 2020 to 27.9% for the FPE 31 March 2021 primarily due to the increase in our average freight rate and volume from our regional operations (driven by our demand from our Thailand operations as mentioned in Section 12.2.6 (i) above). The increase in the volume from our domestic services and ourcharter hire income had also contributed positively to our gross profit margin.
Our gross profit for container depot operations decreased from RM1.8 million for the FPE 31 March 2020 to RM0.5 million for the FPE 31 March 2021 and the gross profit margin for container depot operations decreased from 25.5% in the FPE 31 March 2020 to 6.7% in the FPE 31 March 2021.
(iv) Other operating income
Our other operating income was lower by 68.2% from RM3.6 million for the FPE 31 March 2020 to RM1.1 million for the FPE 31 March 2021 due to the inclusion of a one-off insurance receipt in January 2020 for accidental damage to one of our vessels into our financial results for the FPE 31 March 2020.
(v) Administration expenses
Our administration expenses slightly decreased by 2.6% from RM8.5 million forthe FPE 31 March 2020 to RM8.2 million for the FPE 31 March 2021.
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(vi) Other operating expenses
Our other operating expenses increased by 278.4% from RM0.8 million for the FPE 31 March 2020 to RM3.1 million for the FPE 31 March 2021 primarily due to the increase in unrealised loss from translation of our borrowings that are denominated in foreign currencies as a result of depreciation of RM against the USD.
(vii) Finance costs
Our finance costs decreased by 17.8% from RM3.1 million for the FPE 31 March 2020 to RM2.5 million for the FPE 31 March 2021 which was primarily attributable due to lower interest rates for our new borrowings. The range of the interest rates for the FPE 31 March 2020 was between 3.25% to 4.86% whereas the range of interest rates for the FPE 31 March 2021 was between 1.99% to 4.70%.
(viii) Share of results of equity-accounted associate
Our share of results of equity-accounted associate was a loss of RM0.1 million for the FPE 31 March 2021, attributed by our investment in Perceptive Logistics Sdn. Bhd.
(ix) PBT
As a result of the foregoing, our PBT increased by 144.9% from RM13.3 million for the FPE 31 March 2020 to RM32.5 million for the FPE 31 March 2021, and our PBT margin increased substantially from 9.7% for the FPE 31 March 2020 to19.3% for the FPE 31 March 2021.
(x) Tax expense
As further described in Section 9.1.11 of this Prospectus, profits from operation of Malaysian registered vessels are exempted from taxation pursuant to Section 54A(1) of the Income Tax Act, 1967.
We incurred tax expenses of RM0.3 million for the FPE 31 March 2021 mainly due to our container depot operations and our profit derived from our taxable operations such as agency commission, door service as well as our interest income.
(xi) Profit for the financial year
As a result of the foregoing, our profit for the financial year increased by 151.6%from RM12.8 million for the FPE 31 March 2020 to RM32.1 million for the FPE 31 March 2021. Our PAT margin also increased substantially from 9.4% for the FPE 31 March 2020 to 19.1% for the FPE 31 March 2021.
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12. FINANCIAL INFORMATION (Cont’d)
280
12.2.7 Review of performance for the FYE 31 December 2020 compared to the FYE 31 December 2019
The following table presents selected information from our combined statements of profit and loss, the percentage such amounts represent as a proportion of total revenue and their percentage change for the financial years indicated:
FYE 31 DecemberAudited
2019 2020
RM’000% of
revenue RM’000% of
revenue%
change
Revenue 509,761 100.0 514,541 100.0 0.9
Direct cost (408,950) (80.2) (414,880) (80.6) 1.5
Gross profit 100,811 19.8 99,661 19.4 (1.1)
Other operating income 6,269 1.2 6,847 1.3 9.2
Administration expenses (41,178) (8.1) (35,962) (7.0) (12.7)
Other operating expenses (367) (0.1) (1,332) (0.3) 262.9
Result from operating activities 65,535 12.9 69,214 13.5 5.6
Finance costs (7,590) (1.5) (12,077) (2.3) 59.1
Share of results of equity-accounted associate 271 0.1 (501) (0.1) (284.9)
PBT 58,216 11.4 56,636 11.0 (2.7)
Tax expense (2,018) (0.4) (5,146) (1.0) 155.0
Profit for the financial year 56,198 11.0 51,490 10.0 (8.4)
(i) Revenue
The following table sets out our revenue by operating segments and the percentage change for the financial years indicated:
FYE 31 December2019 2020
Audited Audited
RM’000 % RM’000 %%
change
Container liner shippingFreight income - domestic 369,269 72.4 352,513 68.5 (4.5)
Freight income - Regional 101,664 19.9 109,757 21.3 8.0
Freight income subtotal 470,933 92.3 462,270 89.8 (1.8)
Charter hire income 4,313 0.8 18,602 3.6 331.3
Other shipping related income 5,642 1.1 5,513 1.1 (2.3)
Container DepotDepot related income 28,873 5.7 28,156 5.5 (2.5)
Total 509,761 100.0 514,541 100.0 0.9
Our revenue increased marginally by 0.9% from RM509.8 million in the FYE 31December 2019 to RM514.5 million in the FYE 31 December 2020.
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280
12.2.7 Review of performance for the FYE 31 December 2020 compared to the FYE 31 December 2019
The following table presents selected information from our combined statements of profit and loss, the percentage such amounts represent as a proportion of total revenue and their percentage change for the financial years indicated:
FYE 31 DecemberAudited
2019 2020
RM’000% of
revenue RM’000% of
revenue%
change
Revenue 509,761 100.0 514,541 100.0 0.9
Direct cost (408,950) (80.2) (414,880) (80.6) 1.5
Gross profit 100,811 19.8 99,661 19.4 (1.1)
Other operating income 6,269 1.2 6,847 1.3 9.2
Administration expenses (41,178) (8.1) (35,962) (7.0) (12.7)
Other operating expenses (367) (0.1) (1,332) (0.3) 262.9
Result from operating activities 65,535 12.9 69,214 13.5 5.6
Finance costs (7,590) (1.5) (12,077) (2.3) 59.1
Share of results of equity-accounted associate 271 0.1 (501) (0.1) (284.9)
PBT 58,216 11.4 56,636 11.0 (2.7)
Tax expense (2,018) (0.4) (5,146) (1.0) 155.0
Profit for the financial year 56,198 11.0 51,490 10.0 (8.4)
(i) Revenue
The following table sets out our revenue by operating segments and the percentage change for the financial years indicated:
FYE 31 December2019 2020
Audited Audited
RM’000 % RM’000 %%
change
Container liner shippingFreight income - domestic 369,269 72.4 352,513 68.5 (4.5)
Freight income - Regional 101,664 19.9 109,757 21.3 8.0
Freight income subtotal 470,933 92.3 462,270 89.8 (1.8)
Charter hire income 4,313 0.8 18,602 3.6 331.3
Other shipping related income 5,642 1.1 5,513 1.1 (2.3)
Container DepotDepot related income 28,873 5.7 28,156 5.5 (2.5)
Total 509,761 100.0 514,541 100.0 0.9
Our revenue increased marginally by 0.9% from RM509.8 million in the FYE 31December 2019 to RM514.5 million in the FYE 31 December 2020.
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12.2.7 Review of performance for the FYE 31 December 2020 compared to the FYE 31 December 2019
The following table presents selected information from our combined statements of profit and loss, the percentage such amounts represent as a proportion of total revenue and their percentage change for the financial years indicated:
FYE 31 DecemberAudited
2019 2020
RM’000% of
revenue RM’000% of
revenue%
change
Revenue 509,761 100.0 514,541 100.0 0.9
Direct cost (408,950) (80.2) (414,880) (80.6) 1.5
Gross profit 100,811 19.8 99,661 19.4 (1.1)
Other operating income 6,269 1.2 6,847 1.3 9.2
Administration expenses (41,178) (8.1) (35,962) (7.0) (12.7)
Other operating expenses (367) (0.1) (1,332) (0.3) 262.9
Result from operating activities 65,535 12.9 69,214 13.5 5.6
Finance costs (7,590) (1.5) (12,077) (2.3) 59.1
Share of results of equity-accounted associate 271 0.1 (501) (0.1) (284.9)
PBT 58,216 11.4 56,636 11.0 (2.7)
Tax expense (2,018) (0.4) (5,146) (1.0) 155.0
Profit for the financial year 56,198 11.0 51,490 10.0 (8.4)
(i) Revenue
The following table sets out our revenue by operating segments and the percentage change for the financial years indicated:
FYE 31 December2019 2020
Audited Audited
RM’000 % RM’000 %%
change
Container liner shippingFreight income - domestic 369,269 72.4 352,513 68.5 (4.5)
Freight income - Regional 101,664 19.9 109,757 21.3 8.0
Freight income subtotal 470,933 92.3 462,270 89.8 (1.8)
Charter hire income 4,313 0.8 18,602 3.6 331.3
Other shipping related income 5,642 1.1 5,513 1.1 (2.3)
Container DepotDepot related income 28,873 5.7 28,156 5.5 (2.5)
Total 509,761 100.0 514,541 100.0 0.9
Our revenue increased marginally by 0.9% from RM509.8 million in the FYE 31December 2019 to RM514.5 million in the FYE 31 December 2020.
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Revenue from container shipping operations
The table below sets out the breakdown of our revenue from freight income and other shipping income by classification of our customers, respectively, and the percentage such amount represents as a proportion of our total revenue and their percentage change for the financial years indicated:
FYE 31 December2019 2020
RM’000% of
revenue RM’000% of
revenue%
change
Freight services to Exporters/Importers(1)
West Malaysian ports to East Malaysian ports
265,897 52.2 250,992 48.8 (5.6)
East Malaysian ports to West Malaysian ports
22,609 4.4 17,725 3.4 (21.6)
Regional(2) 54,161 10.6 57,066 11.1 5.4
Exporter Dedicated Feeder(3) 35,436 7.0 46,602 9.1 31.5
Freight services to Main Line Operators and others(4)
59,063 11.6 57,552 11.2 (2.6)
Other freight income
Slot sale income(5) 22,184 4.4 17,255 3.4 (22.2)
Auto Logistics(6) 10,401 2.0 13,349 2.6 28.3
Others(7) 1,180 0.2 1,728 0.3 46.4
Total Freight Income 470,933 92.4 462,270 89.8 (1.8)
Shipping agency fee 5,642 1.1 5,513 1.1 (2.3)
Charter hire income 4,313 0.8 18,602 3.6 331.3
9,955 2.0 24,115 4.7 142.2
Total 480,888 94.4 486,385 94.5 1.1
Notes:
(1) Freight services provided to shippers and consignees comprising manufacturers and traders.
(2) Freight services which involved ports outside of Malaysia, namely Brunei, Indonesia,Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Slot sale income in relation to the slot sale arrangement with our shipping partner, MSC and slot sales to other third parties.
(6) Derived from containerised automative shipping income.
(7) Comprises detention and demurrage charges and other related freight charges.
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Our revenue mainly comprises freight income, which accounted for approximately 92.4% and 89.8% of our total revenue for the FYE 31 December 2019 and FYE 31 December 2020, respectively. The table below sets out the breakdown of our average freight rate and transport volumes by our shipping routes for the financial years indicated:
Average freight rates(1) Transport volumeFYE 31 December FYE 31 December
2019 2020 2019 2020
RM RM%
change TEU TEU%
change
Freight services to Exporters/Importers
West Malaysian ports to East Malaysian ports
2,899 2,740 (5.5) 91,723 91,618 (0.1)
East Malaysian ports to West Malaysian ports
1,185 1,263 6.6 19,077 14,033 (26.4)
Regional(2) 2,008 2,168 8.0 26,979 26,325 (2.4)
Exporter Dedicated Feeder(3)
363 354 (2.5) 97,650 131,470 34.6
Freight Services to Main Line Operators and others (4)
722 693 (4.1) 81,751 83,051 1.6
Average freight rate(5)
/ Total volume 1,378 1,241 (9.9) 317,180 346,497 9.2
Notes:
(1) The average freight rates represent the total freight rate charged to our external customers per standard TEU container divided by the total transport volumes for each of the shipping routes indicated.
(2) Freight services which involved ports outside of Malaysia, namely Brunei,Indonesia, Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Derived from the total revenue from freight income (excluding slot sale and Auto Logistics income) divided by the total transport volume.
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Our revenue from container shipping operations increased by 1.1% from RM480.9 million for the FYE 31 December 2019 to RM486.4 million for the FYE 31 December 2020. The increase was primarily due to the following:
(i) increase in our freight revenue from transporting containers for our Exporter Dedicated Feeder operations by 31.5% from RM35.4 million forthe FYE 31 December 2019 to RM46.6 million for the FYE 31 December 2020, driven by the increase in the volume of 34.6% from 97,650 TEUs forthe FYE 31 December 2019 to 131,470 for the FYE 31 December 2020 due to the increased in our single voyage for our Pengerang – Port Klangservice as well as the additional routes added in our Indonesia service in May 2019. Our average freight rate for the operations decreased by 2.5%from RM363 per TEU for the FYE 31 December 2019 to RM354 per TEU for the FYE 31 December 2020;
(ii) revenue from our charter hire income increased by 331.3% from RM4.3million for the FYE 31 December 2019 to RM18.6 million for the FYE 31 December 2020 as our Group had undertaken route rationalisation in 2020, as well as the addition of two additional vessels to our fleet (MTT Pengerang in August 2019 and MTT Saisunee in September 2020) thereby freeing up vessels for the charter market;
(iii) revenue from our Auto Logistics operations increased by 28.3% from RM10.4 million for the FYE 31 December 2019 to RM13.3 million for the FYE 31 December 2020 due to increase in volume of vehicles shipped by our Group of 39.2% from 5,748 units of vehicle for the FYE 31 December2019 to 8,005 units of vehicle for the FYE 31 December 2020;
(iv) however, the increase was offset by the decrease in our freight income from our West Malaysian ports to East Malaysian ports operations by 5.6%from RM265.9 million for the FYE 31 December 2019 to RM251.0 million for the FYE 31 December 2020, in line with the decrease in our average freight rate by 5.5% from RM2,899 per TEU for the FYE 31 December 2019 to RM2,740 per TEU for the FYE 31 December 2020 due to the entry of new foreign shipping liner companies leveraging on the partial liberalisation of the cabotage policy. The other contributing factor was the shift in the volume of containers transported to Sabah in favour of Sarawak where the rate structure for both the ocean freight rates as well as land side recovery charges are lower for ports in Sarawak. The total transport volume for this route remained stable;
(v) decrease in our freight income from our East Malaysian ports to WestMalaysian ports operations by 21.6% from RM22.6 million for the FYE 31 December 2019 to RM17.7 million for the FYE 31 December 2020 due tothe decrease in our transport volume by 26.4% from 19,077 TEUs for the FYE 31 December 2019 to 14,033 TEUs for the FYE 31 December 2020 due to decrease in domestic volumes from East Malaysia to Peninsula Malaysia as exporters in East Malaysia ramped up their international export volume instead of domestic operations; and
(vi) our revenue from slot sale income decreased by 22.2% from RM22.2 million for the FYE 31 December 2019 to RM17.3 million for the FYE 31 December 2020 due to the reduction in the number of our sailings from an average of eight voyages a month to only four voyages a month in April 2020 to June 2020, affected by the MCO restrictions imposed by the government of Malaysia.
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Revenue from container depot operations
Our revenue from container depot operations decreased marginally by 2.5% from RM28.9 million for the FYE 31 December 2019 to RM28.2 million for the FYE 31 December 2020.
(ii) Direct costs
The following table set out the major components of our direct costs by operating segments and the percentage these costs represent as a proportion of our totaldirect costs as well as the percentage change for the financial periods indicated:
FYE 31 December Audited
2019 2020
RM’000% of direct
costs RM’000% of direct
costs % changeContainer shipping Terminal handling
charges84,233 20.6 82,483 19.9 (2.1)
Bunker fuel 88,367 21.6 76,401 18.4 (13.5)Equipment cost 58,542 14.3 58,517 14.1 0.0Charter hire 25,788 6.3 15,455 3.7 (40.1)Vessel cost 42,285 10.3 58,082 14.0 37.4Door service 22,499 5.5 22,621 5.5 0.5Marine charges 19,832 4.9 20,812 5.0 4.9Depreciation 30,275 7.4 37,370 9.0 23.4Other operating costs(1)
19,268 4.7 21,495 5.2 11.6
Subtotal 391,088 95.6 393,234 94.8 0.5
Container depot 17,863 4.4 21,646 5.2 21.2
Total 408,950 100.0 414,880 100.0 1.5
Note:
(1) Comprising feeder cost, shipping agency fees and other related shipping operating costs
Our direct costs increased marginally by 1.5% from RM409.0 million for the FYE 31 December 2019 to RM414.9 million for the FYE 31 December 2020 due to the below factors:
(a) increase in our vessel cost by 37.4% from RM42.3 million for the FYE 31 December 2019 to RM58.1 million for the FYE 31 December 2020 due to the expansion of our vessel fleet with the acquisitions of MTT Pengerang,a 1,134 TEU vessel and MTT Saisunee, a 1,162 TEU vessel in August and September 2019 respectively and MTT Senari, a 1,162 TEU vessel in January 2020;
(b) increase in depreciation costs by 23.4% from RM30.3 million for the FYE 31 December 2019 to RM37.4 million for the FYE 31 December 2020 due to the addition of the new vessels mentioned above as well as the dry-docking costs for two of our vessels in 2020 for their routine maintenance;
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(c) increase in the costs associated with our container depot operations by 21.2% from RM17.9 million for the FYE 31 December 2019 to RM21.6 million for the FYE 31 December 2020 due to the commencement of our new depot operations in Westport in January 2020.
The increase in our direct costs was partially offset by the following:
(i) decrease in our bunker cost by 13.5% from RM88.4 million for the FYE 31 December 2019 to RM76.4 million for the FYE 31 December 2020 due to the reduced sailings in FYE 31 December 2020 as well as lower average bunker cost incurred for the FYE 31 December 2020. The average bunker cost for the FYE 31 December 2019 and FYE 31 December 2020 is as below:
FYE 31 December2019 2020RM RM
Average cost of marine fuel oil per MT 1,668 1,660
Average cost of MGO per MT 2,690 2,147
(ii) decrease in our charter hire cost by 40.1% from RM25.8 million for the FYE 31 December 2019 to RM15.5 million for the FYE 31 December 2020 due to our Group’s reduced reliance on third party vessels.
(iii) Gross profit
The following table sets out the analysis of our gross profit by operating segments and the percentage these gross profits represent as a proportion of our total gross profit for the FYE 31 December 2019 and FYE 31 December 2020:
FYE 31 DecemberAudited
2019 2020RM’000 % RM’000 % % change
GPContainer shipping 89,800 89.1 93,151 93.5 3.7Container depot 11,011 10.9 6,510 6.5 (40.9)
Total 100,811 100.0 99,661 100.0 (1.1)
% %
GP marginContainer shipping 18.7 19.2Container depot 38.1 23.1Overall GP margin 19.8 19.4
As a result of the foregoing, our gross profit roughly maintained at RM99.7 millionin the FYE 31 December 2020 (RM100.8 million for the FYE 31 December 2019).
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Our gross profit margin for container shipping operations increased from 18.7%in the FYE 31 December 2019 to 19.2% in the FYE 31 December 2020 primarily due to the increase in our charter hire income as well as the cost savings in relation to our bunker and other relevant shipping related costs due to the reduction in our sailings during the MCO period.
Our gross profit for container depot operations decreased from RM11.0 million for the FYE 31 December 2019 to RM6.5 million for the FYE 31 December 2020and the gross profit margin for container depot operations decreased from 38.1%in the FYE 31 December 2019 to 23.1% in the FYE 31 December 2020. The decrease was primarily due to the decrease in our revenue from depot operation which was adversely affected by the MCO restrictions announced by the government of Malaysia due to the COVID-19 pandemic.
(iv) Other operating income
Our other operating income increased by 9.2% from RM6.3 million for the FYE 31 December 2019 to RM6.8 million for the FYE 31 December 2020 primarily due to the increase in the insurance claim associated with an accidental damage to one of our vessels in 2020.
(v) Administration expenses
Our administration expenses decreased by 12.7% from RM41.2 million for the FYE 31 December 2019 to RM36.0 million for the FYE 31 December 2020primarily due to the decrease in our provision for staff bonuses in 2020 as well as the decrease in our expenditure in relation to travelling, accommodation and entertainment.
(vi) Other operating expenses
Our other operating expenses increased by 262.9% from RM0.4 million for the FYE 31 December 2019 to RM1.3 million for the FYE 31 December 2020primarily due to increase in realised loss on foreign exchange differences as a result of depreciation of MYR against the other foreign currencies we transacted in.
(vii) Finance costs
Our finance costs increased by 59.1% from RM7.6 million for the FYE 31 December 2019 to RM12.1 million for the FYE 31 December 2020. This was primarily attributable due to the increase in the Group’s total borrowings to finance the acquisitions of our new vessels namely MTT Pengerang and MTT Saisunee in August and September 2019, respectively and MTT Senari, a 935 TEU vessel in January 2020.
(viii) Share of results of equity-accounted associate
Our share of results of equity-accounted associate was loss of RM0.5 million forthe FYE 31 December 2020, attributed by our investment in Perceptive Logistics Sdn. Bhd.
(ix) PBT
As a result of the foregoing, our PBT decreased by 2.7% from RM58.2 million forthe FYE 31 December 2019 to RM56.6 million for the FYE 31 December 2020,and our PBT margin decreased marginally from 11.4% for the FYE 31 December 2019 to 11.0% for the FYE 31 December 2020.
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(x) Tax expense
As further described in Section 9.1.11 of this Prospectus, profits from operation of Malaysian registered vessels are exempted from taxation pursuant to Section 54A(1) of the Income Tax Act, 1967. We incurred tax expenses of RM5.1 million for the FYE 31 December 2020 mainly due to our container depot operations and profit derived from our container shipping operations using the chartered non-Malaysian registered vessels.
(xi) Profit for the financial year
As a result of the foregoing, our profit for the financial year decreased by 8.4%from RM56.2 million for the FYE 31 December 2019 to RM51.5 million for the FYE 31 December 2020. Our PAT margin decreased from 11.0% for the FYE 31 December 2019 to 10.0% for the FYE 31 December 2020.
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12.2.8 Review of performance for the FYE 31 December 2019 compared to the FYE 31 December 2018
The following table presents selected information from our combined statements of profit or loss, the percentage such amounts represent as a proportion of total revenue and their percentage change for the financial years indicated:
FYE 31 DecemberAudited
2018 2019
RM’000% of
revenue RM’000% of
revenue%
change
Revenue 537,759 100.0 509,761 100.0 (5.2)
Direct cost (409,506) (76.2) (408,950) (80.2) (0.1)
Gross profit 128,253 23.8 100,811 19.8 (21.4)
Other operating income 8,009 1.5 6,269 1.2 (21.7)
Administration expenses (36,188) (6.7) (41,178) (8.1) 13.8
Other operating expenses (559) (0.1) (367) (0.1) (34.3)
Result from operating activities 99,515 18.5 65,535 12.9 (34.1)
Finance costs (5,187) (1.0) (7,590) (1.5) 46.3
Share of results of equity-accounted associate 316 0.1 271 0.1 (14.2)
PBT 94,644 17.6 58,216 11.4 (38.5)
Tax expense (6,225) (1.2) (2,018) (0.4) (67.6)
Profit for the financial year 88,419 16.4 56,198 11.0 (36.4)
(i) Revenue
The following table sets out our revenue by operating segments and the percentage change for the financial years indicated:
FYE 31 December2018 2019
Audited Audited %changeRM’000 % RM’000 %
Container liner shippingFreight income - Domestic 390,010 72.5 369,269 72.4 (5.3)
Freight income - Regional 111,098 20.7 101,664 19.9 (8.5)
Freight income subtotal 501,108 93.2 470,933 92.3 (6.0)Charter hire income 2,596 0.5 4,313 0.8 66.1
Other shipping related income 6,761 1.3 5,642 1.1 (16.6)Container Depot
Depot related income 27,294 5.1 28,873 5.7 5.8
Total 537,759 100.0 509,761 100.0 (5.2)
Our revenue decreased by 5.2% from RM537.8 million for the FYE 31 December 2018 to RM509.8 million for the FYE 31 December 2019.
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Revenue from container shipping operations
The table below sets out the breakdown of our revenue from freight income and other shipping income by classification of our customers, respectively, and the percentage such amount represents as a proportion of our total revenue and their percentage change for the financial years indicated:
FYE 31 December2018 2019
RM’000% of
revenue RM’000% of
revenue%
change
Freight services to Exporters/Importers
West Malaysian ports to East Malaysian ports(1)
286,459 53.3 265,897 52.2 (7.2)
East Malaysian ports to West Malaysian ports
22,064 4.1 22,609 4.4 2.5
Regional(2) 66,467 12.4 54,161 10.6 (18.5)
Exporter Dedicated Feeder(3) 30,456 5.7 35,436 7.0 16.4
Freight services to Main Line Operators and others(4)
61,789 11.5 59,063 11.6 (4.4)
Other freight income
Slot sale income(5) 23,060 4.3 22,184 4.4 (3.8)
Auto Logistics(6) 8,679 1.6 10,401 2.0 19.8
Others(7) 2,134 0.4 1,180 0.2 (44.7)
Total freight income 501,108 93.2 470,933 92.4 (6.0)
Shipping agency fees 6,761 1.3 5,642 1.1 (16.5)
Charter hire income 2,596 0.5 4,313 0.8 66.1
9,357 1.7 9,955 2.0 6.4
Total 510,465 94.9 480,888 94.4 (5.8)
Notes:
(1) Freight services provided to shippers and consignees comprising manufacturers and traders.
(2) Freight services which involved ports outside of Malaysia, namely Brunei, Indonesia,Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Slot sale income in relation to the slot sale arrangement with our shipping partner, MSC and slot sales to other third parties.
(6) Derived from containerised automotive shipping income.
(7) Comprises detention and demurrage charges and other related freight charges.
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Our revenue mainly comprises freight income, which accounted for approximately 94.9% and 94.4% of our total revenue for the FYE 31 December 2018 and FYE 31 December 2019, respectively. The table below sets out the breakdown of our average freight rate and transport volumes by our shipping routes for the financial years indicated:
Average freight rates(1) Transport volumeFYE 31 December FYE 31 December
2018 2019 2018 2019
RM RM%
change TEU TEU%
change
Freight services to Exporters/Importers
West Malaysian ports to East Malaysian ports
2,835 2,899 2.3 101,049 91,723 (9.2)
East Malaysian ports to West Malaysian ports
1,159 1,185 2.3 19,043 19,077 0.2
Regional(2) 2,087 2,008 (3.8) 31,854 26,979 (15.3)
Exporter Dedicated Feeder(3)
312 363 16.3 97,698 97,650 (0.0)
Freight services to Main Line Operators and others (4)
729 722 (1.0) 84,711 81,751 (3.5)
Average freight rate(5) /Total volume
1,397 1,378 (1.4) 334,355 317,180 (5.1)
Notes:
(1) The average freight rates represent the total freight rate charged to our external customers per standard TEU container divided by the total transport volumes for each of the shipping routes indicated.
(2) Freight services which involved ports outside of Malaysia, namely Brunei,Indonesia, Thailand, Singapore and India.
(3) Freight services in relation to the shipping routes/ports servicing specific customer per shipping route/port.
(4) Feeder services provided to Main Line Operators from/to the smaller ports that are not accessible by the Main Line Operators and freight services provided to other customers who organised and brought their own containers (instead of using containers of our Group) for shipping.
(5) Derived from the total revenue from freight income (excluding slot sale and Auto Logistics income) divided by the total transport volume.
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Our revenue from container shipping operations decreased by 5.8% from RM510.5 million for the FYE 31 December 2018 to RM480.9 million for the FYE 31 December 2019. The decrease was primarily due to the following:
(i) decrease in our freight income from our West Malaysian ports to East Malaysian ports operations by 7.2% from RM286.5 million for the FYE 31 December 2018 to RM265.9 million for the FYE 31 December 2019. Our transport volume decreased by 9.2% from 101,049 TEU for the FYE 31 December 2018 to 91,723 TEU for the FYE 31 December 2019 due to the significant increase in the economic activity for FYE 31 December 2018 in relation to the Goods and Services Tax holiday in the third quarter of 2018.The impact from decrease in total volume was partially offset by the increase of 2.3% in our average freight rate for this route from RM2,835per TEU for the FYE 31 December 2018 to RM2,899 per TEU for the FYE 31 December 2019;
(ii) decrease in our freight revenue from our regional operations by 18.5% from RM66.5 million for the FYE 31 December 2018 to RM54.2 million for the FYE 31 December 2019 due to a lower contribution from the Group’s Indonesia - Malaysia route operations. Our average freight rate decreasedby 3.8% from an average of RM2,087 per TEU for the FYE 31 December 2018 to RM2,008 per TEU for the FYE 31 December 2019 and ourtransport volume also decreased by 15.3% from 31,854 TEU to 26,979TEU due to;
(iii) decrease in our freight revenue from our freight services to Main Line Operators by 4.4% from RM61.8 million for the FYE 31 December 2018 to RM59.1 million for the FYE 31 December 2019 due to the decrease in volume of containers handled by our Group for this operation of 3.5% from 84,711 TEU for the FYE 31 December 2018 to 81,751 TEU for the FYE 31 December 2019;
(iv) the decrease in our freight revenue was partially offset by the increase in our revenue for our Exporter Dedicated Feeder operations by 16.4% from RM30.5 million for the FYE 31 December 2018 to RM35.4 million for the FYE 31 December 2019 as our Group managed to secure a new contract with a customer as well as the addition of a new service line by our Group to Port of Futong, Indonesia. Our average freight rate for this operations increased by 4.7% from an average of RM312 per TEU for the FYE 31 December 2018 to RM363 per TEU for the FYE 31 December 2019 and the transport volume remained stable at 97,650 TEU (97,698 TEU for the FYE 31 December 2019).
Revenue from container depot operations
Our revenue from container depot operations increased by 5.8% from RM27.3million for the FYE 31 December 2018 to RM28.9 million for the FYE 31 December 2019 primarily attributable to the increase in our average depot gate charges for the FYE 31 December 2019.
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(ii) Direct costs
The following table set out the major components of our direct costs by business segments and the percentage these costs represent as a proportion of our total direct costs as well as the percentage change for the financial periods indicated:
FYE 31 December Audited
2018 2019
RM’000% of direct
costs RM’000% of direct
costs % changeContainer shipping Terminal handlingcharges
90,594 22.1 84,233 20.6 (7.0)
Bunker fuel 93,409 22.8 88,367 21.6 (5.4)Equipment cost 61,419 15.0 58,542 14.3 (4.7)Charter hire 40,256 9.8 25,788 6.3 (35.9)Vessel cost 33,790 8.3 42,285 10.3 25.1Door service 20,080 4.9 22,499 5.5 12.0Marine charges 18,775 4.6 19,832 4.9 5.6
Depreciation 16,456 4.0 30,275 7.4 84.0Other operating costs(1)
18,589 4.6 19,268 4.7 3.7
Subtotal 393,369 96.1 391,088 95.6 (0.6)Container depot 16,137 3.9 17,863 4.4 10.7Total 409,506 100.0 408,950 100.0 (0.1)
Note:
(1) Comprising feeder cost, shipping agency fees and other related shipping operating costs
Our direct costs decreased partially by 0.1% from RM409.5 million in the FYE 31 December 2018 to RM409.0 million in the FYE 31 December 2019 due to the following:
(a) decrease in our terminal handling charges by 7.0% from RM90.6 million for the FYE 31 December 2018 to RM84.2 million for the FYE 31 December 2019 due to the comparatively lower volumes of containers shipped by our Group;
(b) decrease in our bunker fuel cost by 5.4% from RM93.4 million for the FYE 31 December 2018 to RM88.4 million for the FYE 31 December 2019 primarily due to lower bunker consumption for the FYE 31 December 2019.Our total bunker consumption decreased from 51,578 MT for the FYE 31 December 2018 to 49,338 MT for the FYE 31 December 2019. Our average cost for bunker also decreased as detailed below:
FYE 31 December2018 2019RM RM
Average cost of marine fuel oil per MT 1,699 1,668
Average cost of MGO per MT 2,742 2,690
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(c) decrease in our charter hire cost by 35.9% from RM40.3 million for the FYE 31 December 2018 to RM25.8 million for the FYE 31 December 2019 as the group took delivery of two vessels 2019 hence reducing the Group’s reliance on third party vessel for its container shipping operations. The total charter hire days of third party vessels for FYE 31 December 2019 was 438 days, compared to 870 days for FYE 31 December 2018;
The decrease in our direct costs was partially offset by the following:
(i) increase in our vessel cost by 25.1% from RM33.8 million for the FYE 31 December 2018 to RM42.3 million for the FYE 31 December 2019 due to the expansion of the Group’s owned fleet size from six to seven vessels in FYE 31 December 2019; and
(ii) increase in depreciation of our vessels by 84.0% from RM16.5 million for the FYE 31 December 2018 to RM30.3 million for the FYE 31 December 2019 due to increase in fleet size as well as adjustment to deprecation costs to cater for latest residual value of vessels.
(iii) Gross profit
The following table sets out the analysis of our gross profit by operating segments and the percentage these gross profit represents as a proportion of our total gross profit for the FYE 31 December 2018 and FYE 31 December 2019:
FYE 31 DecemberAudited
2018 2019RM’000 % RM’000 % % change
GPContainer shipping 117,096 91.3 89,800 89.1 (23.3)Container depot 11,157 8.7 11,011 10.9 (1.3)
Total 128,253 100.0 100,811 100.0 (21.4)
% %
GP marginContainer shipping 22.9 18.7Container depot 40.9 38.1Overall GP margin 23.8 19.8
As a result of the foregoing, our gross profit decreased by 21.4% from RM128.3million for the FYE 31 December 2018 to RM100.8 million for the FYE 31 December 2019, primarily influenced by the decrease in our gross profit from container shipping operations.
Our gross profit margin for container shipping operations decreased from 22.9%for the FYE 31 December 2018 to 18.7% for the FYE 31 December 2019 primarily due to decrease in our average utilisation rate of our Main Journey from 71.6%for the FYE 31 December 2018 to 66.4% for the FYE 31 December 2019, in line with lower volume of containers shipped by our Group in the FYE 31 December 2019.
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Our gross profit for container depot operations maintained around RM11.1 million and RM11.0 million for the FYE 31 December 2018 and FYE 31 December 2019,respectively. The gross profit margin for container depot operations decreased slightly from 40.9% in the FYE 31 December 2018 to 38.1% in the FYE 31 December 2019.
(iv) Other operating income
Our other operating income decreased by 21.7% from RM8.0 million for the FYE 31 December 2018 to RM6.3 million for the FYE 31 December 2019 primarily due to the recognition of a gain in disposal for one of our vessel, MTT Kinabalu in 2018. However, the decrease in our other operating income was offset due to a payment received from an insurance claim associated with an accidental damage to one of our vessels in 2019.
(v) Administration expenses
Our administration expenses increased by 13.8% from RM36.2 million for the FYE 31 December 2018 to RM41.2 million for the FYE 31 December 2019 primarily due to the increase in our staffs related costs as our average number of staffs increased from an average of 257 staffs in the FYE 31 December 2018 to 270 staffs in the FYE 31 December 2019. Our Group also incurred additional costs in relation to stamp duty, legal fee and facility fee for the new drawdown of our financing facilities for the expansion of our vessel fleet.
(vi) Other operating expenses
Our other operating expenses decreased by 34.3% from RM0.6 million for the FYE 31 December 2018 to RM0.4 million for the FYE 31 December 2019 primarily due to decrease in loss on foreign exchange differences as a result of stabilisation of MYR against the other foreign currencies we transacted in.
(vii) Finance costs
Our finance costs increased by 46.3% from RM5.2 million for the FYE 31 December 2018 to RM7.6 million for the FYE 31 December 2019. This was primarily attributable to the increase in the Group’s total borrowings to finance the purchase of our vessels, namely MTT Saisunee, a 935 TEU vessel and MTT Pengerang, a 717 TEU vessel in 2019.
(viii) Share of results of equity-accounted associate
Our share of results of equity-accounted associate was a profit of RM0.3 million for the FYE 31 December 2019 was attributed by our investment in Perceptive Logistics Sdn. Bhd.
(ix) PBT
As a result of the foregoing, our PBT decreased by 38.5% from RM94.6 million for the FYE 31 December 2018 to RM58.2 million for the FYE 31 December 2019, and our PBT margin decreased from 17.6% for the FYE 31 December 2018 to 11.4% for the FYE 31 December 2019.
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(x) Tax expense
As further described in Section 9.1.11 of this Prospectus, profits from operation of Malaysian registered vessels are exempted from taxation pursuant to Section 54A(1) of the Income Tax Act, 1967.
We incurred tax expenses of RM2.0 million for the FYE 31 December 2019 mainly due to our container depot operations and profit derived from our container shipping operations using the chartered non-Malaysian registered vessels.
(xi) Profit for the financial year
As a result of the foregoing, our profit for the financial year decreased by 36.4%from RM88.4 million for the FYE 31 December 2018 to RM56.2 million for the FYE 31 December 2019. Our PAT margin decreased from 16.4% for the FYE 31 December 2018 to 11.0% for the FYE 31 December 2019.
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12.2.9 Liquidity and capital resources
(i) Working capital
Our principal sources of liquidity are our cash and cash equivalents, cash generated from our operations and borrowings from financial institutions.
Following the Listing, we expect to use the IPO proceeds in the manner set out in Section 4.6 of this Prospectus. Many factors, including our results of operations and financial position and the conditions in the Malaysian and international financial markets (as our results of operations and profit margins may be affected by the fluctuation in foreign currencies, in particular USD against RM), could affect our ability to rely on these sources of funding.
As at 31 March 2021, we had cash and cash equivalents of RM57.4 million andwe also had trade facilities comprising bankers’ acceptances, revolving credit and term loans with a combined limit of RM487.2 million, of which RM381.9 millionwas drawn and RM105.3 million was available to be drawn.
As at 31 March 2021, our working capital, calculated as current assets minus current liabilities, was a net current asset of RM62.6 million.
Based on the above and taking into consideration our funding requirements for our committed capital expenditure and contractual obligations, expected cash flows from operations, cash and bank balances, bank borrowings and facilities, together with the estimated proceeds that we expect to receive from our IPO, our Board believes that we will have sufficient working capital for a period of 12 months from the date of this Prospectus.
(ii) Cash flows
The following table summarises a summary of our Group’s statements of cash flows for the financial years/period indicated:
FYE 31 December FPE 31 March
Audited Unaudited Audited
2018 2019 2020 2020 2021
RM’000 RM’000 RM’000 RM’000 RM’000
Net cash generated from operating activities
118,305 89,595 93,846 10,611 32,293
Net cash used in investing activities (134,903) (220,205) (146,637) (87,612) (94,211)Net cash (used in)/generated from
financing activities(32,599) 116,749 74,122 81,076 57,423
Net (decrease)/increase in cash and cash equivalents during the financial year/period
(49,197) (13,861) 21,331 4,075 (4,495)
Cash and cash equivalents at beginning of the financial year/period
103,623 54,695 40,754 40,754 61,515
Effect of exchange translation differences 269 (80) (570) 683 400Cash and cash equivalents at end of the
financial year/period54,695 40,754 61,515 45,512 57,420
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Our Board is of the opinion that there are no legal, financial or economic restrictions on the ability of our Subsidiaries to transfer funds to our Company in the form of cash dividends, loans or advances to meet our cash obligations, subject to availability of distributable reserves and/or loans or advances and compliance with legal requirements and financial covenants.
Net cash generated from operating activities
FYE 31 December 2018
For the FYE 31 December 2018, our net cash from operating activities was RM118.3 million. Our PBT was RM94.6 million, which was adjusted for non-cash and other items of RM29.5 million and further adjusted upwards for working capital changes of RM0.4 million which primarily comprised:
(a) a RM19.8 million increase in trade and other receivables due to the deposits paid by our Group for the purchase of our new containers as well as the increase in our trade receivables;
(b) a RM21.7 million increase in trade and other payables mainly due toaccrued dry-docking cost, amount owing to Dato’ Seri Ong for the transfer of ordinary shares in MTT Realty Holdings Sdn Bhd to MTT Shipping and accrued bonuses and EPF contribution for our staffs;
(c) a RM1.5 million increase in our inventories.
For the FYE 31 December 2018, we paid income tax and interest of RM2.0 million and RM5.0 million, respectively. We also received an income tax refund of RM0.7 million due to overpayment of tax estimates from prior years.
FYE 31 December 2019
For the FYE 31 December 2019, our net cash from operating activities was RM89.6 million. Our PBT was RM58.2 million, which was adjusted for non-cash and other items of RM48.9 million and further adjusted downwards for working capital changes of RM6.2 million which primarily comprised:
(a) a RM10.3 million decrease in trade and other receivables as the deposit paid for the purchase of our new containers in 2019 was significantly lower than the deposit paid in 2018;
(b) a RM13.2 million decrease in trade and other payables due to a higher trade and other payables closing amount as at FYE 31 December 2018 which reflected the accruals on dry-docking costs incurred towards end of the financial year. The payments for the dry-docking expenses were made in the FYE 31 December 2019;
(c) a RM3.2 million increase in our inventories.
For the FYE 31 December 2019, we paid income tax and interest of RM4.1 million and RM7.5 million, respectively. We also received an income tax refund of RM0.3 million due to overpayment of tax estimates from prior years.
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FYE 31 December 2020
For the FYE 31 December 2020, our net cash from operating activities was RM93.8 million. Our PBT was RM56.6 million, which was adjusted for non-cash and other items of RM60.7 million and further adjusted downwards for working capital changes of RM10.8 million which primarily comprised:
(a) a RM9.6 million increase in trade and other receivables due to the increase in our revenue towards end of the FYE 31 December 2020 as well as the increase in our other receivables in relation to the increase in our deposit paid for the purchase of our new containers;
(b) a RM2.0 million decrease in trade and other payables; and
(c) a RM0.8 million decrease in our inventories.
For the FYE 31 December 2020, we paid income tax and interest of RM5.0 million and RM12.0 million, respectively. We also received an income tax refund of RM4.4 million during the FYE 31 December 2019 due to overpayment of tax estimates from prior years.
FPE 31 March 2020
For the FPE 31 March 2020, our net cash from operating activities was RM10.6 million. Our PBT was RM13.3 million, which was adjusted for non-cash and other items of RM15.2 million and further adjusted downwards for working capital changes of RM18.5 million which primarily comprised:
(a) a RM26.0 million increase in trade and other receivables due to the increase in our trade receivables balance which were adversely affected by the Movement Control Order restrictions that started in March 2020which resulted in the delay of payments from our customers. Our deposits paid for the purchase of new containers also increased in comparison to the deposits paid in the FYE 31 December 2019;
(b) a RM5.3 million increase in trade and other payables; and
(c) a RM2.3 million decrease in our inventories.
For the FPE 31 March 2020, we received a net income tax refund of RM3.6 million and paid interest of RM3.0 million.
FPE 31 March 2021
For the FPE 31 March 2021, our net cash from operating activities was RM32.3million. Our PBT was RM32.5 million, which was adjusted for non-cash and other items of RM16.5 million and adjusted downwards for working capital changes of RM13.3 million which primarily comprised:
(a) a RM21.8 million increase in trade and other receivables due to the increase in our trade receivables, in line with the increase in our revenue.We have also made the deposit payments in relation to the acquisition of our new vessel, MTT Semporna;
(b) a RM12.1 million increase in trade and other payables due to expenses incurred at the end of the FPE 31 March 2021 which includes the bunker supply and quarterly insurance costs; and
(c) a RM3.5 million increase in our inventories.
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For the FPE 31 March 2021, we paid income tax and interest of RM1.3 million and RM2.2 million, respectively.
Net cash used in investing activities
FYE 31 December 2018
Net cash used in investing activities was RM134.9 million for the FYE 31 December 2018, which primarily comprised:
(a) acquisitions of plant and equipment, and leasehold land of RM127.5 million comprising (1) acquisition of a container vessel, namely MTT Kuching Dua,(2) freehold land for our future business use, (3) deposit payments made for our vessels under construction, (4) dry-docking expenses which we capitalised as well as (5) additions of right-of-use assets in relation to the acquisition of a leasehold land for our container depot operations;
(b) investment in our associated company, Perceptive Logistics Sdn Bhd, where we acquired 30% of its issued share capital for RM14.6 million; and
(c) proceeds from disposal of our property, plant and equipment of RM9.3 million, being the proceeds from disposal of our vessel, namely MTT Kinabalu as well as disposal of our containers.
FYE 31 December 2019
Net cash used in investing activities was RM220.2 million for the FYE 31December 2019, which primarily comprised:
(a) acquisitions of property, plant and equipment and leasehold land of RM215.0 million comprising mainly (1) the final payments made for the delivery of our two vessels, MTT Saisunee and MTT Pengerang, (2) progress payments made for our vessels that are under construction, (3) dry-docking costs, (4) acquisition of a leasehold land in Kota Kinabalu and (5) purchase of containers; and
(b) other investment comprising investment in redeemable secured loan stocks and acquisition of non-controlling interest in LP Multi Terminal Sdn Bhd.
FYE 31 December 2020
Net cash used in investing activities was RM146.6 million for the FYE 31 December 2020, which primarily comprised:
(a) acquisitions of our property, plant and equipment and leasehold land of RM149.0 million comprising mainly (1) final payment made for the delivery of a vessel, MTT Senari, (2) progress payment made for our vessel under construction, (3) dry-docking costs and (4) purchase of containers and (5)the progress payment in relation to our new depot in Port Klang (Pulau Indah) as well as land development costs for our depot in Westports and leasehold land in Kota Kinabalu; and
(b) proceeds from disposal of our property, plant and equipment of RM2.6million.
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FPE 31 March 2020
Net cash used in investing activities was RM87.6 million for the FPE 31 March 2020, which primarily comprised:
(a) acquisitions of plant and equipment of RM88.0 million comprising mainly (1) final payment made for the delivery of a vessel, MTT Senari, (2) progress payment made for our vessel under construction, (3) dry-docking costs and (4) purchase of containers; and
(b) proceeds from the disposal of our property, plant and equipment of RM0.4 million.
FPE 31 March 2021
Net cash used in investing activities was RM94.2 million for the FPE 31 March 2021, which primarily comprised:
(a) acquisitions of plant and equipment of RM93.9 million comprising (1) final payment made for the delivery of a vessel, MTT Samalaju, (2) progress payment made for our Port Klang (Pulau Indah) land, dry-docking costs and purchase of containers; and
(b) interest paid and capitalised of RM0.4 million.
Net cash generated from/(used in) financing activities
FYE 31 December 2018
Net cash used in financing activities was RM32.6 million for the FYE 31 December 2018, which primarily comprised:
(a) repayment of our term loans, lease liabilities and hire purchase of RM15.0 million, RM17.9 million and RM1.0 million, respectively; and
(b) payment of dividends of RM42.1 million to our shareholders.
These outflows were partially funded by proceeds received from our term loan of RM33.0 million and net drawdown of bankers’ acceptance of RM10.3 million.
FYE 31 December 2019
Net cash generated from financing activities was RM116.7 million for the FYE 31December 2019, which primarily comprised:
(a) proceeds from our revolving credit and net drawdown of our bankers’ acceptance of RM10.0 million and RM5.6 million, respectively for our working capital purposes;
(b) proceeds from drawdown of our term loans of RM145.5 million to finance the acquisition of our new vessels, MTT Pengerang, MTT Saisunee and MTT Sapangar as well as the financing provided for Kota Kinabalu land,
(c) repayment of our term loan, hire purchase and lease liabilities of RM17.6million, RM1.5 million and RM16.6 million, respectively; and
(d) payment of dividends of RM8.5 million to our shareholders.
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FYE 31 December 2020
Net cash generated from financing activities was RM74.1 million for the FYE 31 December 2020, which primarily comprised:
(a) proceeds from our net drawdown of our bankers’ acceptance of RM11.0million, respectively;
(b) proceeds from drawdown of our term loans of RM104.9 million to finance the acquisitions of our new vessels, MTT Senari and MTT Sandakan;
(c) repayment of our term loan, hire purchase, revolving credit and lease liabilities of RM18.8 million, RM1.7 million, RM5.0 million and RM11.0million, respectively; and
(d) payment of dividends of RM5.2 million to our shareholders.
FPE 31 March 2020
Net cash generated from financing activities was RM81.1 million for the FPE 31 March 2020, which primarily comprised:
(a) proceeds from our net drawdown of our bankers’ acceptance of RM22.4 million for our working capital purposes;
(b) proceeds from drawdown of our term loans of RM70.0 million to finance the acquisition of our new vessel, MTT Senari;
(c) repayment of our term loan, lease liabilities and hire purchase of RM6.0million, RM2.9 million and RM0.5 million, respectively; and
(d) payment of dividends of RM2.0 million to our shareholders.
FPE 31 March 2021
Net cash generated from financing activities was RM57.4 million for the FPE 31 March 2021, which primarily comprised:
(a) proceeds from net drawdown of our bankers’ acceptance and revolving credit of RM9.8 million and RM5.0 million, respectively for our working capital purposes;
(b) proceeds from drawdown of our term loans of RM53.8 million for the acquisition of our new vessel, MTT Samalaju;
(c) repayment of our term loan, lease liabilities and hire purchase of RM6.4 million, RM1.8 million and RM0.5 million, respectively; and
(d) payment of dividends of RM2.5 million to our shareholders.
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(iii) Borrowings
As at 31 March 2021, we had total outstanding loans and borrowings of RM 381.9 million. The table below sets out our loans and borrowings as at 31 March 2021:
RM’000
Non-currentSecured term loans 293,842Hire purchase payables 3,225
297,067CurrentSecured:Term loan 36,255Hire purchase payables 1,966Bankers’ acceptance 36,652Revolving credit 10,000
84,873Total borrowings 381,940
The maturity profile of our financial liabilities (excluding trade and other payables, and lease liabilities) as at 31 March 2021 is set out below:
RM’000On demand or within one year 141,866More than 1 year and less than 2 years 100,325More than 2 years and less than 5 years 136,909More than 5 years 153,122Total 532,222
As at 31 March 2021, the carrying amount for our Group’s significant interest-bearing financial instruments and lease liabilities was RM192.7 million under fixed rate instruments and RM200.0 million under floating rate instruments. For more information on our financial instruments, see Note 23.6.2 to theAccountant's Reports in Section 13 of this Prospectus.
As at 31 March 2021, RM96.7 million of our term loans and RM4.1 million of our lease liabilities are borrowings denominated in USD. Under the terms of our major borrowings, we are generally required to use the proceeds from such borrowings for our working capital, capital expenditure and general corporate purposes.
The above facilities are secured by the pledge of vessels and land of our Group, lien on fixed deposits of certain subsidiaries of MTT Shipping, corporate guarantee by MTT Shipping and personal guarantees from certain Directors of our Group. As at the LPD, we have submitted the applications to various financial institutions for the discharge of the personal guarantees given by some of our Directors, premised on our successful Listing and to replace these with corporate guarantees by our Company to be given to such financial institutions for the banking facilities granted to our subsidiaries.
We have not defaulted on interest or profit rate payments or principal amounts on any of our borrowings for the FPE 31 March 2021 and up to the LPD. As at the LPD, we are not in breach of any terms and conditions or covenants associated with our borrowings which can materially affect our financial position and results or business operations, or the investments in our Shares.
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(iv) Key financial ratios
The following table sets out our key financial ratios for the financial years/periods indicated:
FYE 31 DecemberFPE 31 March
2018 2019 2020 2021Trade receivables turnover
(days)(1)61.2 61.1 63.0 52.7
Trade payables turnover (days)(2)
35.1 29.6 25.3 31.7
Inventory turnover (days)(3) 8.6 11.5 10.6 11.4
Current ratio (times)(4) 1.7 1.5 1.6 1.4
Gearing ratio (times)(5) 0.4 0.7 0.8 0.9
Notes:
(1) Computed as closing trade receivables as at 31 December/31 March of the respective financial year/period divided by revenue during the financial year/period, multiplied by the number of days in the financial year/period.
(2) Computed as closing trade payables as at 31 December/31 March of the respective financial year/period divided by purchases during the financial year/period, multiplied by the number of days in the financial year/period.
(3) Computed as closing inventory as at 31 December/31 March of the respective financial year/period divided by our total purchases amount during the financial year/period, multiplied by the number of days in the financial year/period.
(4) Computed based on current assets over current liabilities.
(5) Computed based on total borrowings (including lease liabilities) divided by total equity as at the end of the year.
(a) Trade receivables
The credit period that we typically extend to our customers is between 7 to90 days depending on the financial position and credit history of the customer and whether any guarantee is provided. Our average trade receivables turnover for the FYE 31 December 2018, 31 December 2019, 31 December 2020 and FPE 31 March 2021 has each remained within the normal credit terms that we extend to our customers.
Our trade receivables turnover period was between 61 to 63 days for the FYE 31 December 2018 to FYE 31 December 2020 and 52.7 days for the FPE 31 March 2021.
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The aging analysis for trade receivables as at 31 March 2021 and the trade receivables collected as at the LPD are as follows:
Current1-30days
31-60days
61-120days
More than 120
days Total(RM in millions, except percentages)
Trade receivables as at 31 March 2021
Trade receivables 61.6 25.6 7.4 5.9 3.5 104.0
Impairment - - - - 0.4 0.4
Trade receivables (net) 61.6 25.6 7.4 5.9 3.1 103.6
% of total trade receivables 59.5 24.7 7.1 5.7 3.0 100.0
As at the LPD:
Trade receivables collected 47.4 24.1 6.5 4.4 1.0 83.4
- % Trade receivables collected /Total of trade receivables (net)
45.8 23.3 6.3 4.2 1.0 80.5
- Trade receivables outstanding (net)
14.2 1.5 0.9 1.5 2.1 20.2
(b) Trade payables
The normal credit period given by our trade creditors generally are 30 to 60 days and our average trade payables turnover for the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2021 has remained within the normal credit period that our trade creditors extend to us.
The trade payables turnover for the FYE 31 December 2018 was higher at 35.1 days compared to 29.6 days for the FYE 31 December 2019 as it reflected accruals for dry-docking costs for our two vessels as at year end.
The aging analysis for trade payables as at 31 March 2021 and the trade payables settled as at the LPD are as follows:
Past Due
Current1-30days
31-60days
61-120days
More than 120
days TotalRM in millions, except percentages
Trade payables as at 31 March 2021
24.8 6.9 2.6 3.2 0.5 38.0
% of total trade payables 65.3 18.1 7.0 8.3 1.3 100.0
As at the LPD:
Trade payables settled 24.3 6.7 2.5 1.7 0.5 35.7
- % Trade payables settled /Total of trade payables (net)
63.9 17.6 6.6 4.5 1.3 93.9
- Trade payables outstanding (net)
0.5 0.2 0.1 1.5 - 2.3
(c) Inventory turnover
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Our inventory mainly comprises bunker fuel and lubricant oil that are used to operate our container vessels. Due to the nature of our business, we hold minimal inventory at any given time and it generally depends on the number of container vessels that we operate and its fuel and oil consumption. Below outline our inventories held for the financial year/period:
FYE 31 DecemberFPE 31 March
2018 2019 2020 2021RM’000 RM’000 RM’000 RM’000
Inventories 9,640 12,833 12,073 15,577
The inventory turnover period for the FYE 31 December 2018 was lowerat 8.6 days compared to 11.5 days for the FYE 31 December 2019 due to our purchases of VSLO bunker fuel near the year end of 2019 to comply with the IMO 2020 regulations.
(d) Current ratio
Our current ratio remained stable throughout the relevant financial years/period with the lowest being 1.4 times as at FPE 31 March 2021.
(e) Gearing ratio
Our gearing ratio has been increasing gradually in the past 3 financial years due to the increase in our borrowings to finance the addition of new vessels to our fleet.
(v) Capital expenditure
The following table sets out our capital expenditure for the financial years/periodindicated:
FYE 31 December FPE 31 March2021
1 April 2021 up to the
LPD2018 2019 2020
RM’000 RM’000 RM’000 RM’000 RM’000
Vessels 35,558 24,093 68,859 78,033 79,823Capital work in
progress24,751 120,159 57,557 6,786 12,423
Freehold land 16,461 - - - -Leasehold land 31,000 29,173 - - -Drydocking 15,384 16,743 8,606 4,121 5,220Containers 1,093 19,843 9,662 4,666 4Equipment and
machineries2,504 1,513 3,115 9 3,188
Others(1) 2,505 4,800 3,577 314 504Total 129,256 216,324 151,376 93,929 101,162
Note:
(1) Comprises capital expenditure in relation to office building, depot yard development cost, furniture and fittings, motor vehicles and renovation costs.
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The aging analysis for trade receivables as at 31 March 2021 and the trade receivables collected as at the LPD are as follows:
Current1-30days
31-60days
61-120days
More than 120
days Total(RM in millions, except percentages)
Trade receivables as at 31 March 2021
Trade receivables 61.6 25.6 7.4 5.9 3.5 104.0
Impairment - - - - 0.4 0.4
Trade receivables (net) 61.6 25.6 7.4 5.9 3.1 103.6
% of total trade receivables 59.5 24.7 7.1 5.7 3.0 100.0
As at the LPD:
Trade receivables collected 47.4 24.1 6.5 4.4 1.0 83.4
- % Trade receivables collected /Total of trade receivables (net)
45.8 23.3 6.3 4.2 1.0 80.5
- Trade receivables outstanding (net)
14.2 1.5 0.9 1.5 2.1 20.2
(b) Trade payables
The normal credit period given by our trade creditors generally are 30 to 60 days and our average trade payables turnover for the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2021 has remained within the normal credit period that our trade creditors extend to us.
The trade payables turnover for the FYE 31 December 2018 was higher at 35.1 days compared to 29.6 days for the FYE 31 December 2019 as it reflected accruals for dry-docking costs for our two vessels as at year end.
The aging analysis for trade payables as at 31 March 2021 and the trade payables settled as at the LPD are as follows:
Past Due
Current1-30days
31-60days
61-120days
More than 120
days TotalRM in millions, except percentages
Trade payables as at 31 March 2021
24.8 6.9 2.6 3.2 0.5 38.0
% of total trade payables 65.3 18.1 7.0 8.3 1.3 100.0
As at the LPD:
Trade payables settled 24.3 6.7 2.5 1.7 0.5 35.7
- % Trade payables settled /Total of trade payables (net)
63.9 17.6 6.6 4.5 1.3 93.9
- Trade payables outstanding (net)
0.5 0.2 0.1 1.5 - 2.3
(c) Inventory turnover
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Our inventory mainly comprises bunker fuel and lubricant oil that are used to operate our container vessels. Due to the nature of our business, we hold minimal inventory at any given time and it generally depends on the number of container vessels that we operate and its fuel and oil consumption. Below outline our inventories held for the financial year/period:
FYE 31 DecemberFPE 31 March
2018 2019 2020 2021RM’000 RM’000 RM’000 RM’000
Inventories 9,640 12,833 12,073 15,577
The inventory turnover period for the FYE 31 December 2018 was lowerat 8.6 days compared to 11.5 days for the FYE 31 December 2019 due to our purchases of VSLO bunker fuel near the year end of 2019 to comply with the IMO 2020 regulations.
(d) Current ratio
Our current ratio remained stable throughout the relevant financial years/period with the lowest being 1.4 times as at FPE 31 March 2021.
(e) Gearing ratio
Our gearing ratio has been increasing gradually in the past 3 financial years due to the increase in our borrowings to finance the addition of new vessels to our fleet.
(v) Capital expenditure
The following table sets out our capital expenditure for the financial years/periodindicated:
FYE 31 December FPE 31 March2021
1 April 2021 up to the
LPD2018 2019 2020
RM’000 RM’000 RM’000 RM’000 RM’000
Vessels 35,558 24,093 68,859 78,033 79,823Capital work in
progress24,751 120,159 57,557 6,786 12,423
Freehold land 16,461 - - - -Leasehold land 31,000 29,173 - - -Drydocking 15,384 16,743 8,606 4,121 5,220Containers 1,093 19,843 9,662 4,666 4Equipment and
machineries2,504 1,513 3,115 9 3,188
Others(1) 2,505 4,800 3,577 314 504Total 129,256 216,324 151,376 93,929 101,162
Note:
(1) Comprises capital expenditure in relation to office building, depot yard development cost, furniture and fittings, motor vehicles and renovation costs.
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The majority of our capital expenditure were incurred in line with our current strategy to expand our fleet of vessels. The vessels acquired above throughout the financial years/period under review were MTT Kuching Dua in the FYE 31 December 2018, MTT Pengerang and MTT Saisunee in the FYE 31 December 2019, MTT Senari in the FYE 31 December 2020 and MTT Samalaju in the FPE 31 March 2021. Our capital work in progress expenditure were mainly in relation to our vessels that are under construction for the financial years/period under review stated above.
Our capital expenditure in relation to leasehold land above were pertaining to the acquisition costs of leasehold lands in Port Klang, Selangor and Kota Kinabalu, Sabah in line with our container depot operations expansion strategy.
We fund our capital expenditure through cash and cash equivalents, cash generated from our operations as well as bank borrowings.
Planned capital expenditure
The following table sets out our planned capital expenditures for the financial years indicated:
FYE 31 December2021 2022
RM’000 RM’000
Vessel 331,235 23,435Drydocking 19,341 14,988Containers 4,670 49,302Equipment and machineries 3,197 -Capital work in progress 54,712 22,631Others 818 7,600
As part of our expansion strategies, we have allocated our funding for acquisition of vessels and containers for our container shipping operations as well as setting up of container depot in Port Klang (Pulau Indah), among others, which we expect to fund using cash generated from our operations, financing activities and to the extent described in Section 4.6 of this Prospectus, the proceeds from the Public Issue.
Our actual capital expenditures may vary from projected amounts due to various factors, including changes in market conditions, our ability to obtain adequate financing for these planned capital expenditures, government policies regarding the industry in which we operate and the global economy. In addition, our planned capital expenditures do not include any expenditure for potential acquisitions or investments that we may evaluate from time to time. We intend to fund these capital expenditures with cash and cash equivalents, cash generated from our operations and financing activities and, to the extent described in Section 4.6 of this Prospectus, the proceeds from the Public Issue.
Material divestitures
We have not undertaken any material divestitures during the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and from 1 January 2021 up to the LPD.
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(vi) Capital commitments and contractual obligations
Our capital commitments as at 31 March 2021 and the LPD are as follows:
As at 31 March 2021 As at the LPD
RM’000 RM’000
Contracted but not provided for 282,718 253,544
Approved but not contracted for - -
Total 282,718 253,544
Our capital commitments as at the LPD are in relation to our capital expenditure commitment in respect of our acquisition of second hand vessels, new vesselsunder construction, progress payment for our new depot in Port Klang (Pulau Indah) as well as land development costs for our depot Kota Kinabalu. We planto meet our planned capital expenditure commitments through our cash and cash equivalents, cash generated from our operations and funding from financing activities (if required) and, to the extent described in Section 4.6 of this Prospectus, the proceeds from the Public Issue.
Save as disclosed above, as at the LPD, there are no material capital commitments incurred or known to be incurred by us that may have a material adverse effect on our results of operations or financial position.
(vii) Contingent liabilities
As at the LPD, there are no contingent liabilities that, upon becoming enforceable, may have a material adverse effect on our results of operations or financial position.
12.2.10 Financial risk management
We are exposed to markets risks arising from our operations and use of financial instruments. Our key market risk exposures are to fluctuations in commodity prices,interest rates and foreign currency exchange rates.
(i) Credit risk
Credit risk is the risk of a financial loss to our Group if a customer or counterpartyto a financial instrument fails to meet its contractual obligations. Our Group’s exposure to credit risk arises principally from its receivables, customers and related companies. There are no significant changes as compared to prior periods.
For our trade receivables and contract assets, we have credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Normally credit evaluations are performed on customers requiring credit over a certain amount. At each reporting date, our Group assesses whether any of the trade receivables and contract assets are credit impaired.
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12. FINANCIAL INFORMATION (Cont’d)
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Our Group has taken reasonable steps to ensure that receivables that are neither past due nor impaired are stated at their realisable values. A significant portion of these receivables are regular customers that have been transacting with our Group. Our Group uses ageing analysis to monitor the credit quality of the trade receivables and contract assets. Any trade receivables and contract assets having significant balances past due more than 60 days, which are deemed to have higher credit risk, are monitored individually.
As at the 31 March 2021, we do not expect to incur material credit losses on our financial assets or other financial instruments.
(ii) Liquidity risk
Liquidity risk is the risk that our Group will not be able to meet its financial obligations as they fall due. Our Group’s exposure to liquidity risk arises principally from our various payables and borrowings. Our Group maintains a level of cash and cash equivalents and bank facilities deemed adequate by the management to ensure that, as far as possible, we will have sufficient liquidity to meet our liabilities as and when they fall due.
As at 31 March 2021, we had RM204.6 million in undiscounted financial liabilities due on demand or within one year.
(iii) Foreign currency risk
Our Group is exposed to foreign currency risk on sales and purchases that are denominated in a currency other than its functional currency. The currencies giving rise to this risk are primarily US Dollar (USD) and Singapore Dollar (SGD).
The table below demonstrates the sensitivity of our PAT to a 10% strengthening of Malaysian Ringgit against the US Dollar and Singapore Dollar as at the end of the reporting year, with all other variables, in particular interest rates, held constant:
FYE 31 December FPE 30 March2018 2019 2020 2021
Effects on PAT RM’000 RM’000 RM’000 RM’000
USD 853 944 2,087 6,333SGD 355 48 35 106
1,208 992 2,122 6,439
(iv) Interest rate risk
Our Group’s fixed rate borrowings are exposed to a risk of change in their fair value due to changes in interest rates. Our Group’s variable rate borrowings are exposed to a risk of change in cash flows due to changes in interest rates. Achange of 100 basis points (“bp”) in interest rates of our floating rate instruments at the end of the reporting period would increase/(decrease) our profit after tax by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant.
FYE 31 December FPE 30 March2018 2019 2020 2021
Effects on PAT RM’000 RM’000 RM’000 RM’000
100 bp increase (515) (956) (1,122) (1,520)
100 bp decrease 515 956 1,122 1,520
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12.2.11 Seasonality
As describe in section 7.16 of this Prospectus, our business is subject to certain seasonal factors such as festive periods. We typically experience an increase in number of containers shipped one to three months before festive periods such as Hari Raya, Chinese New Year, Gawai Dayak, Harvest Festival and Christmas. For example, in the FYE 31 December 2018, the number of containers shipped recorded a substantial increase in March 2018 before the Harvest Festival in end-May 2018 and Gawai Dayak in early-June 2018, as well as another substantial increase in May 2018 before Hari Raya in June 2018. Further, there was also a substantial increase in November 2018 before Christmas in December 2018 and Chinese New Year in early-February 2019. The increase in containers shipped are mainly contributed by consumer products shipped from Peninsular Malaysia to East Malaysia.
However, in the FYE 31 December 2020, similar seasonality effect pursuant to the above festive periods was not observed as the number of containers shipped in the FYE 31 December 2020 was mainly affected by the COVID-19 pandemic.
12.2.12 Inflation
Inflation has not had a material impact on our results of operations in recent years.
12.2.13 Order book
Due to the nature of our business, we do not maintain an order book. See Section 7 ofthis Prospectus for further information on the nature of our business.
However, as we are also involved in the vessel chartering business, our Group has entered into vessel chartering contracts with other third party shipping liner companies for periods between one year up to three years as further disclosed in Section 7.3.3.
12.2.14 Prospects and trends
Save as disclosed in this section, Sections 7,8 and 9 of this Prospectus, and to the best of our Board's knowledge and belief, there are no other known factors, trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on our business, financial condition and results of operations.
12.2.15 Significant changes
Save as disclosed in this Prospectus, no significant changes have occurred which may have a material effect on the financial position and results of our Group since 31 March 2021.
12.2.16 Impact of government, economics, fiscal and monetary policies
We are subject to the risks of government, economic, fiscal or monetary policies, where any unfavourable change may materially affect our business operations, financial performance and prospects. For the FYE 31 December 2018, FYE 31 December 2019 and FYE 31 December 2020 and FPE 31 March 2021 and up to the LPD, our results were not materially adversely affected by any unfavourable changes relating to government, economic, fiscal or monetary policies.
For information on any government, economic, fiscal or monetary policies or factors which could materially affect our operations, see Section 9.2.2 of this Prospectus.
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12. FINANCIAL INFORMATION (Cont’d)
55
12.2.17 Accounting standards issued but not yet effective and not early adopted
For a description of accounting standards issued but not yet effective and not early adopted, see Section 12.2.4 of this Prospectus and Note 1 to the Accountants’ Reports included in Section 13 of this Prospectus.
12.2.18 Accounting policies which are peculiar to our Group
We have not adopted any accounting policies which are peculiar to our Group because of the nature of our business or the industry in which we operate.
12.2.19 Treasury policies and objectives
One of the main treasury responsibilities is to ensure that we have the liquidity and cash to meet our obligations as they fall due. Our principal sources of liquidity are our cash and bank balances, cash flows from our operations; and borrowings and facilities from financial institutions. Using appropriate governance and policies, it is the responsibility of treasury to identify, quantify, monitor and control the risks (liquidity, interest, currency, credit, legal and regulatory) associated with these activities, using appropriate mitigation and hedging techniques.
We are exposed to currency exchange risk on sales and purchases, borrowings and bank balances that are denominated in a currency other than RM. The currencies giving rise to this risk are primarily RM, US Dollar and Singapore Dollar.
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12.3 CAPITALISATION AND INDEBTEDNESS The table below presents our capitalisation and indebtedness as at 30 June 2021 and on the assumption that our IPO, Listing and the use of proceeds from the Public Issue as set out in Section 4.6 of this Prospectus had occurred on 30 June 2021. The pro forma financial information below does not represent our actual capitalisation and indebtedness as at 30 June 2021 and is provided for illustrative purposes only.
Unaudited as at 30 June 2021
After our IPO, Listing and Use of
Proceeds RM’000 RM’000 Indebtedness Bank borrowings and lease liabilities Current Secured Term loans 52,622 [●] Hire purchase payables 1,994 1,994 Bankers’ acceptance 37,139 37,139 Revolving credit 10,000 10,000 Lease liabilities 5,576 5,576 Non-current Secured Term loans 332,723 [●] Hire purchase payables 2,717 2,717 Lease liabilities 3,849 3,849 Total indebtedness 446,620 [●] Equity attributable to owners of the Company 439,947 [●] Non-controlling interests 12,462 12,462 Total equity/capitalisation 452,409 [●] Total capitalisation and indebtedness 899,029 [●]
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12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
1
The Board of DirectorsMTT Shipping and Logistics BerhadUnit 13A-1, Level 13A, Tower 8, UOA Business Park,No. 1, Jalan Pengaturcara U1/51A,Seksyen U1, 40150 Shah Alam, Selangor Darul Ehsan
[ ] 2021
Dear Sir/Madam,
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (the “Group”)Report on the compilation of pro forma consolidated statements of financial position for inclusion in the Company’s draft prospectus in connection with the proposed initial public offering of up to 300,000,000 ordinary shares in the Company in conjunction with the proposed listing of and quotation for the entire enlarged issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Draft Prospectus”) (“Proposed IPO”)
We have completed our assurance engagement to report on the compilation of the pro forma consolidated statements of financial position of the Group as at 31 March 2021 (“Pro Forma Financial Position”) prepared by the management of the Company. The Pro Forma Financial Position and the related notes as set out in Attachment A, have been stamped by us for identification purposes. The applicable criteria on the basis of which the Board of Directors of the Company (the “Directors”) have compiled the Pro Forma Financial Position are described in the notes to the Pro Forma Financial Position. The Pro Forma Financial Position is prepared in accordance with the requirements of Chapter 9 of the Prospectus Guidelines issued by the Securities Commission Malaysia (“Prospectus Guidelines”) and the Guidance Note for Issuers of Pro Forma Financial Information issued by the Malaysian Institute of Accountants.
The Pro Forma Financial Position has been compiled by the Directors for inclusion in the Draft Prospectus solely to illustrate the impact of the transactions as set out in the notes to the Pro Forma Financial Position in Attachment A on the Group’s statement of financial position as at 31 March 2021, as if the transactions had taken place as at 31 March 2021. As part of this process, information about the Group’s financial position has been extracted by the Directors from the audited combined financial statements for the period ended 31 March 2021, on which an auditors’ report dated 29 July 2021 has been issued.
DRAFT FOR PURPOSE OF INCLUSION IN PROSPECTUS FOR PROSPECTUS EXPOSURE
1
The Board of DirectorsMTT Shipping and Logistics BerhadUnit 13A-1, Level 13A, Tower 8, UOA Business Park,No. 1, Jalan Pengaturcara U1/51A,Seksyen U1, 40150 Shah Alam, Selangor Darul Ehsan
[ ] 2021
Dear Sir/Madam,
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (the “Group”)Report on the compilation of pro forma consolidated statements of financial position for inclusion in the Company’s draft prospectus in connection with the proposed initial public offering of up to 300,000,000 ordinary shares in the Company in conjunction with the proposed listing of and quotation for the entire enlarged issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Draft Prospectus”) (“Proposed IPO”)
We have completed our assurance engagement to report on the compilation of the pro forma consolidated statements of financial position of the Group as at 31 March 2021 (“Pro Forma Financial Position”) prepared by the management of the Company. The Pro Forma Financial Position and the related notes as set out in Attachment A, have been stamped by us for identification purposes. The applicable criteria on the basis of which the Board of Directors of the Company (the “Directors”) have compiled the Pro Forma Financial Position are described in the notes to the Pro Forma Financial Position. The Pro Forma Financial Position is prepared in accordance with the requirements of Chapter 9 of the Prospectus Guidelines issued by the Securities Commission Malaysia (“Prospectus Guidelines”) and the Guidance Note for Issuers of Pro Forma Financial Information issued by the Malaysian Institute of Accountants.
The Pro Forma Financial Position has been compiled by the Directors for inclusion in the Draft Prospectus solely to illustrate the impact of the transactions as set out in the notes to the Pro Forma Financial Position in Attachment A on the Group’s statement of financial position as at 31 March 2021, as if the transactions had taken place as at 31 March 2021. As part of this process, information about the Group’s financial position has been extracted by the Directors from the audited combined financial statements for the period ended 31 March 2021, on which an auditors’ report dated 29 July 2021 has been issued.
DRAFT FOR PURPOSE OF INCLUSION IN PROSPECTUS FOR PROSPECTUS EXPOSURE
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12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
2
MTT Shipping and Logistics Berhad Report on the compilation of pro forma consolidated statements of
financial position for inclusion in the Draft Prospectus in connection with the Proposed IPO
Directors’ Responsibility for the Pro Forma Financial Position
The Directors are responsible for compiling the Pro Forma Financial Position on the basis described in the notes to the Pro Forma Financial Position in Attachment A as required by the Prospectus Guidelines.
Reporting Accountants’ Independence and Quality Control
We have complied with the independence and other ethical requirement of the By-Laws (on Professional Ethics, Conduct and Practice) issued by the Malaysian Institute of Accountants and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour.
Our firm applies International Standard on Quality Control 1 (ISQC 1), Quality Control for Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements and adopted by the Malaysian Institute of Accountants and, accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
Reporting Accountants’ Responsibilities
Our responsibility is to express an opinion as required by the Prospectus Guidelines about whether the Pro Forma Financial Position has been compiled, in all material respects, by the Directors on the basis described in the notes to the Pro Forma Financial Position in Attachment A.
We conducted our engagement in accordance with International Standard on Assurance Engagement (ISAE) 3420, Assurance Engagements to Report on the Compilation of Pro Forma Financial Information Included in a Prospectus, issued by the International Auditing and Assurance Standards Board, as adopted by the Malaysian Institute of Accountants. This standard requires that we plan and perform procedures to obtain reasonable assurance about whether the Directors have compiled, in all material respects, the Pro Forma Financial Position on the basis described in the notes to the Pro Forma Financial Position in Attachment A.
For the purpose of this engagement, we are not responsible for updating or reissuing any reports or opinions on any historical financial information used in compiling the Pro Forma Financial Position, nor have we, in the course of this engagement, performed an audit or review of the financial information used in compiling the Pro Forma Financial Position.
The purpose of the Pro Forma Financial Position included in the Draft Prospectus is solely to illustrate the impact of significant events or transactions on unadjusted financial information of the Group as if the events had occurred or the transactions had been undertaken at an earlier date selected for purposes of illustration. Accordingly, we do not provide any assurance that the actual outcome of the events or transactions would have been as presented.
2
MTT Shipping and Logistics Berhad Report on the compilation of pro forma consolidated statements of
financial position for inclusion in the Draft Prospectus in connection with the Proposed IPO
Directors’ Responsibility for the Pro Forma Financial Position
The Directors are responsible for compiling the Pro Forma Financial Position on the basis described in the notes to the Pro Forma Financial Position in Attachment A as required by the Prospectus Guidelines.
Reporting Accountants’ Independence and Quality Control
We have complied with the independence and other ethical requirement of the By-Laws (on Professional Ethics, Conduct and Practice) issued by the Malaysian Institute of Accountants and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour.
Our firm applies International Standard on Quality Control 1 (ISQC 1), Quality Control for Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements and adopted by the Malaysian Institute of Accountants and, accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
Reporting Accountants’ Responsibilities
Our responsibility is to express an opinion as required by the Prospectus Guidelines about whether the Pro Forma Financial Position has been compiled, in all material respects, by the Directors on the basis described in the notes to the Pro Forma Financial Position in Attachment A.
We conducted our engagement in accordance with International Standard on Assurance Engagement (ISAE) 3420, Assurance Engagements to Report on the Compilation of Pro Forma Financial Information Included in a Prospectus, issued by the International Auditing and Assurance Standards Board, as adopted by the Malaysian Institute of Accountants. This standard requires that we plan and perform procedures to obtain reasonable assurance about whether the Directors have compiled, in all material respects, the Pro Forma Financial Position on the basis described in the notes to the Pro Forma Financial Position in Attachment A.
For the purpose of this engagement, we are not responsible for updating or reissuing any reports or opinions on any historical financial information used in compiling the Pro Forma Financial Position, nor have we, in the course of this engagement, performed an audit or review of the financial information used in compiling the Pro Forma Financial Position.
The purpose of the Pro Forma Financial Position included in the Draft Prospectus is solely to illustrate the impact of significant events or transactions on unadjusted financial information of the Group as if the events had occurred or the transactions had been undertaken at an earlier date selected for purposes of illustration. Accordingly, we do not provide any assurance that the actual outcome of the events or transactions would have been as presented.
2
MTT Shipping and Logistics Berhad Report on the compilation of pro forma consolidated statements of
financial position for inclusion in the Draft Prospectus in connection with the Proposed IPO
Directors’ Responsibility for the Pro Forma Financial Position
The Directors are responsible for compiling the Pro Forma Financial Position on the basis described in the notes to the Pro Forma Financial Position in Attachment A as required by the Prospectus Guidelines.
Reporting Accountants’ Independence and Quality Control
We have complied with the independence and other ethical requirement of the By-Laws (on Professional Ethics, Conduct and Practice) issued by the Malaysian Institute of Accountants and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour.
Our firm applies International Standard on Quality Control 1 (ISQC 1), Quality Control for Firms that Perform Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements and adopted by the Malaysian Institute of Accountants and, accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
Reporting Accountants’ Responsibilities
Our responsibility is to express an opinion as required by the Prospectus Guidelines about whether the Pro Forma Financial Position has been compiled, in all material respects, by the Directors on the basis described in the notes to the Pro Forma Financial Position in Attachment A.
We conducted our engagement in accordance with International Standard on Assurance Engagement (ISAE) 3420, Assurance Engagements to Report on the Compilation of Pro Forma Financial Information Included in a Prospectus, issued by the International Auditing and Assurance Standards Board, as adopted by the Malaysian Institute of Accountants. This standard requires that we plan and perform procedures to obtain reasonable assurance about whether the Directors have compiled, in all material respects, the Pro Forma Financial Position on the basis described in the notes to the Pro Forma Financial Position in Attachment A.
For the purpose of this engagement, we are not responsible for updating or reissuing any reports or opinions on any historical financial information used in compiling the Pro Forma Financial Position, nor have we, in the course of this engagement, performed an audit or review of the financial information used in compiling the Pro Forma Financial Position.
The purpose of the Pro Forma Financial Position included in the Draft Prospectus is solely to illustrate the impact of significant events or transactions on unadjusted financial information of the Group as if the events had occurred or the transactions had been undertaken at an earlier date selected for purposes of illustration. Accordingly, we do not provide any assurance that the actual outcome of the events or transactions would have been as presented.
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12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
3
MTT Shipping and Logistics Berhad Report on the compilation of pro forma consolidated statements of
financial position for inclusion in the Draft Prospectus in connection with the Proposed IPO
Reporting Accountants’ Responsibilities (continued)
A reasonable assurance engagement to report on whether the Pro Forma Financial Position has been compiled, in all material respects, on the basis of the applicable criteria involves performing procedures to assess whether the applicable criteria used by the Directors in the compilation of the Pro Forma Financial Position provide a reasonable basis for presenting the significant effects directly attributable to the events or transactions, and to obtain sufficient appropriate evidence about whether:
• the related pro forma adjustments give appropriate effect to those criteria; and
• the Pro Forma Financial Position reflects the proper application of those adjustments to the unadjusted financial information.
The procedures selected depend on our judgement, having regard to our understanding of the nature of the Group, the events or transactions in respect of which the Pro Forma Financial Position has been compiled, and other relevant engagement circumstances.
The engagement also involves evaluating the overall presentation of the Pro Forma Financial Position.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the Pro Forma Financial Position as at 31 March 2021 has been compiled, in all material respects, on the basis stated in the notes to the Pro Forma Financial Position in Attachment A.
Other Matters
Our report on the Pro Forma Financial Position has been prepared for the submission to the Securities Commission Malaysia in connection with the Proposed IPO and should not be relied upon for any other purposes.
KPMG PLT Lam Shuh Siang(LLP0010081-LCA & AF 0758) Approval Number: 03045/02/2023 J Chartered Accountants Chartered Accountant
3
MTT Shipping and Logistics Berhad Report on the compilation of pro forma consolidated statements of
financial position for inclusion in the Draft Prospectus in connection with the Proposed IPO
Reporting Accountants’ Responsibilities (continued)
A reasonable assurance engagement to report on whether the Pro Forma Financial Position has been compiled, in all material respects, on the basis of the applicable criteria involves performing procedures to assess whether the applicable criteria used by the Directors in the compilation of the Pro Forma Financial Position provide a reasonable basis for presenting the significant effects directly attributable to the events or transactions, and to obtain sufficient appropriate evidence about whether:
• the related pro forma adjustments give appropriate effect to those criteria; and
• the Pro Forma Financial Position reflects the proper application of those adjustments to the unadjusted financial information.
The procedures selected depend on our judgement, having regard to our understanding of the nature of the Group, the events or transactions in respect of which the Pro Forma Financial Position has been compiled, and other relevant engagement circumstances.
The engagement also involves evaluating the overall presentation of the Pro Forma Financial Position.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the Pro Forma Financial Position as at 31 March 2021 has been compiled, in all material respects, on the basis stated in the notes to the Pro Forma Financial Position in Attachment A.
Other Matters
Our report on the Pro Forma Financial Position has been prepared for the submission to the Securities Commission Malaysia in connection with the Proposed IPO and should not be relied upon for any other purposes.
KPMG PLT Lam Shuh Siang(LLP0010081-LCA & AF 0758) Approval Number: 03045/02/2023 J Chartered Accountants Chartered Accountant
3
MTT Shipping and Logistics Berhad Report on the compilation of pro forma consolidated statements of
financial position for inclusion in the Draft Prospectus in connection with the Proposed IPO
Reporting Accountants’ Responsibilities (continued)
A reasonable assurance engagement to report on whether the Pro Forma Financial Position has been compiled, in all material respects, on the basis of the applicable criteria involves performing procedures to assess whether the applicable criteria used by the Directors in the compilation of the Pro Forma Financial Position provide a reasonable basis for presenting the significant effects directly attributable to the events or transactions, and to obtain sufficient appropriate evidence about whether:
• the related pro forma adjustments give appropriate effect to those criteria; and
• the Pro Forma Financial Position reflects the proper application of those adjustments to the unadjusted financial information.
The procedures selected depend on our judgement, having regard to our understanding of the nature of the Group, the events or transactions in respect of which the Pro Forma Financial Position has been compiled, and other relevant engagement circumstances.
The engagement also involves evaluating the overall presentation of the Pro Forma Financial Position.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the Pro Forma Financial Position as at 31 March 2021 has been compiled, in all material respects, on the basis stated in the notes to the Pro Forma Financial Position in Attachment A.
Other Matters
Our report on the Pro Forma Financial Position has been prepared for the submission to the Securities Commission Malaysia in connection with the Proposed IPO and should not be relied upon for any other purposes.
KPMG PLT Lam Shuh Siang(LLP0010081-LCA & AF 0758) Approval Number: 03045/02/2023 J Chartered Accountants Chartered Accountant
314
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
12.
FIN
ANC
IAL
INFO
RM
ATIO
N (C
ont’d
) 12.4
REP
OR
TIN
G
ACC
OU
NTA
NTS
’ R
EPO
RT
ON
TH
E PR
O
FOR
MA
CO
NSO
LID
ATED
ST
ATEM
ENTS
OF
FIN
ANC
IAL
POSI
TIO
N O
F M
TTSL
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
12.
FIN
ANC
IAL
INFO
RM
ATIO
N (C
ont’d
) 12.4
REP
OR
TIN
G
ACC
OU
NTA
NTS
’ R
EPO
RT
ON
TH
E PR
O
FOR
MA
CO
NSO
LID
ATED
ST
ATEM
ENTS
OF
FIN
ANC
IAL
POSI
TIO
N O
F M
TTSL
Atta
chm
ent A
MTT
Shi
ppin
g an
d Lo
gist
ics
Ber
had
(the
“Com
pany
”) a
nd it
s pr
opos
ed s
ubsi
diar
ies
(“th
e G
roup
”)Pr
o Fo
rma
Con
solid
ated
Sta
tem
ents
of F
inan
cial
Pos
ition
and
the
note
s th
ereo
n
1
Pro
Form
aC
onso
lidat
ed S
tate
men
ts o
fFin
anci
al P
ositi
on
The
pro
form
a co
nsol
idat
ed s
tate
men
ts o
f fin
anci
al p
ositi
onof
the
Gro
upas
at 3
1M
arch
202
1(“P
ro F
orm
a Fi
nanc
ial P
ositi
on”)
as s
et o
ut b
elow
hav
e be
en
prep
ared
for i
llust
rativ
e pu
rpos
es o
nly
to s
how
the
effe
cts
of th
e tra
nsac
tions
refe
rred
to in
Not
e 2
had
thes
e tra
nsac
tions
bee
n ef
fect
ed o
n 31
Mar
ch 2
021,
and
sh
ould
be
read
in c
onju
nctio
n w
ith th
e sa
id n
otes
to th
e Pr
o Fo
rma
Fina
ncia
l Pos
ition
.
Pro
Form
a I
Pro
Form
a II
Pro
Form
a III
Pro
Form
a IV
As
at31
Mar
ch20
21*
Afte
r ad
just
men
ts
for
subs
eque
nt
even
ts
Afte
r Pro
Fo
rma
I and
th
e Pr
opos
ed
Pre-
IPO
Ex
erci
se
Afte
r Pro
Fo
rma
II an
d th
e Pr
opos
ed
IPO
Afte
r Pro
Fo
rma
III a
nd
the
use
of
proc
eeds
Not
esR
M’0
00R
M’0
00R
M’0
00R
M’0
00R
M’0
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sset
sPr
oper
ty, p
lant
and
equ
ipm
ent
574,
558
574,
558
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558
574,
558
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558
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ht-o
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ass
ets
65,6
5165
,651
65,6
5165
,651
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51In
vest
men
t in
asso
ciat
es14
,591
14,5
9114
,591
14,5
9114
,591
Inve
stm
ent i
n jo
int v
entu
res
1,55
11,
551
1,55
11,
551
1,55
1O
ther
inve
stm
ents
6,40
26,
402
6,40
26,
402
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2D
efer
red
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asse
ts19
1919
1919
Tota
l non
-cur
rent
ass
ets
662,
772
662,
772
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772
662,
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Inve
ntor
ies
15,5
7715
,577
15,5
7715
,577
15,5
77Tr
ade
and
othe
r rec
eiva
bles
139,
682
139,
682
139,
682
139,
682
139,
682
Con
tract
ass
ets
5,06
35,
063
5,06
35,
063
5,06
3 C
urre
nt ta
x as
sets
710
710
710
710
710
Cas
h an
d ca
sh e
quiv
alen
ts3(
a)57
,420
50,5
8750
,587
[•][•]
Tota
l cur
rent
ass
ets
218,
452
211,
619
211,
619
[•][•]
Tota
l ass
ets
881,
224
874,
391
874,
391
[•][•]
Atta
chm
ent A
MTT
Shi
ppin
g an
d Lo
gist
ics
Ber
had
(the
“Com
pany
”) a
nd it
s pr
opos
ed s
ubsi
diar
ies
(“th
e G
roup
”)Pr
o Fo
rma
Con
solid
ated
Sta
tem
ents
of F
inan
cial
Pos
ition
and
the
note
s th
ereo
n
1
Pro
Form
aC
onso
lidat
ed S
tate
men
ts o
fFin
anci
al P
ositi
on
The
pro
form
a co
nsol
idat
ed s
tate
men
ts o
f fin
anci
al p
ositi
onof
the
Gro
upas
at 3
1M
arch
202
1(“P
ro F
orm
a Fi
nanc
ial P
ositi
on”)
as s
et o
ut b
elow
hav
e be
en
prep
ared
for i
llust
rativ
e pu
rpos
es o
nly
to s
how
the
effe
cts
of th
e tra
nsac
tions
refe
rred
to in
Not
e 2
had
thes
e tra
nsac
tions
bee
n ef
fect
ed o
n 31
Mar
ch 2
021,
and
sh
ould
be
read
in c
onju
nctio
n w
ith th
e sa
id n
otes
to th
e Pr
o Fo
rma
Fina
ncia
l Pos
ition
.
Pro
Form
a I
Pro
Form
a II
Pro
Form
a III
Pro
Form
a IV
As
at31
Mar
ch20
21*
Afte
r ad
just
men
ts
for
subs
eque
nt
even
ts
Afte
r Pro
Fo
rma
I and
th
e Pr
opos
ed
Pre-
IPO
Ex
erci
se
Afte
r Pro
Fo
rma
II an
d th
e Pr
opos
ed
IPO
Afte
r Pro
Fo
rma
III a
nd
the
use
of
proc
eeds
Not
esR
M’0
00R
M’0
00R
M’0
00R
M’0
00R
M’0
00A
sset
sPr
oper
ty, p
lant
and
equ
ipm
ent
574,
558
574,
558
574,
558
574,
558
574,
558
Rig
ht-o
f-use
ass
ets
65,6
5165
,651
65,6
5165
,651
65,6
51In
vest
men
t in
asso
ciat
es14
,591
14,5
9114
,591
14,5
9114
,591
Inve
stm
ent i
n jo
int v
entu
res
1,55
11,
551
1,55
11,
551
1,55
1O
ther
inve
stm
ents
6,40
26,
402
6,40
26,
402
6,40
2D
efer
red
tax
asse
ts19
1919
1919
Tota
l non
-cur
rent
ass
ets
662,
772
662,
772
662,
772
662,
772
662,
772
Inve
ntor
ies
15,5
7715
,577
15,5
7715
,577
15,5
77Tr
ade
and
othe
r rec
eiva
bles
139,
682
139,
682
139,
682
139,
682
139,
682
Con
tract
ass
ets
5,06
35,
063
5,06
35,
063
5,06
3 C
urre
nt ta
x as
sets
710
710
710
710
710
Cas
h an
d ca
sh e
quiv
alen
ts3(
a)57
,420
50,5
8750
,587
[•][•]
Tota
l cur
rent
ass
ets
218,
452
211,
619
211,
619
[•][•]
Tota
l ass
ets
881,
224
874,
391
874,
391
[•][•]
315
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
12.
FIN
ANC
IAL
INFO
RM
ATIO
N (C
ont’d
) 12.4
REP
OR
TIN
G
ACC
OU
NTA
NTS
’ R
EPO
RT
ON
TH
E PR
O
FOR
MA
CO
NSO
LID
ATED
ST
ATEM
ENTS
OF
FIN
ANC
IAL
POSI
TIO
N O
F M
TTSL
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
12.
FIN
ANC
IAL
INFO
RM
ATIO
N (C
ont’d
) 12.4
REP
OR
TIN
G
ACC
OU
NTA
NTS
’ R
EPO
RT
ON
TH
E PR
O
FOR
MA
CO
NSO
LID
ATED
ST
ATEM
ENTS
OF
FIN
ANC
IAL
POSI
TIO
N O
F M
TTSL
Atta
chm
ent A
MTT
Shi
ppin
g an
d Lo
gist
ics
Ber
had
(the
“Com
pany
”) a
nd it
s pr
opos
ed s
ubsi
diar
ies
(“th
e G
roup
”)Pr
o Fo
rma
Con
solid
ated
Sta
tem
ents
of F
inan
cial
Pos
ition
and
the
note
s th
ereo
n
2
Pro
Form
a I
Pro
Form
a II
Pro
Form
a III
Pro
Form
a IV
As
at31
Mar
ch
2021
*
Afte
r ad
just
men
ts
for
subs
eque
nt
even
ts
Afte
r Pro
Fo
rma
I and
th
e Pr
opos
ed
Pre-
IPO
Ex
erci
se
Afte
r Pro
Fo
rma
II an
d th
e Pr
opos
ed
IPO
Afte
r Pro
Fo
rma
III a
nd
the
use
of
proc
eeds
Not
esR
M’0
00R
M’0
00R
M’0
00R
M’0
00R
M’0
00Eq
uity
Shar
e ca
pita
l3(
b)**
**40
2,25
1[•]
[•]In
vest
ed e
quity
3(c)
12,5
8912
,589
--
-R
etai
ned
earn
ings
3(d)
393,
558
387,
631
387,
631
387,
631
[•]Tr
ansl
atio
n re
serv
e(3
18)
(318
)(3
18)
(318
)(3
18)
Mer
ger r
eser
ve3(
e)-
-(3
89,6
62)
(389
,662
)(3
89,6
62)
Equi
ty a
ttrib
utab
le to
ow
ners
of t
he C
ompa
ny40
5,82
939
9,90
239
9,90
2[•]
[•]N
on-c
ontro
lling
inte
rest
s3(
f)12
,877
11,9
7111
,971
11,9
7111
,971
Tota
l equ
ity41
8,70
641
1,87
341
1,87
3[•]
[•]
Liab
ilitie
sD
efer
red
tax
liabi
litie
s4,
198
4,19
84,
198
4,19
84,
198
Loan
s an
d bo
rrow
ings
3(g)
297,
067
297,
067
297,
067
297,
067
[•]Le
ase
liabi
litie
s5,
373
5,37
35,
373
5,37
35,
373
Tota
l non
-cur
rent
liab
ilitie
s30
6,63
830
6,63
830
6,63
830
6,63
8[•]
Trad
e an
d ot
her p
ayab
les
56,7
0756
,707
56,7
0756
,707
56,7
07C
ontra
ct li
abilit
ies
8,83
68,
836
8,83
68,
836
8,83
6Lo
ans
and
borro
win
gs3(
g)84
,873
84,8
7384
,873
84,8
73[•]
Leas
e lia
bilit
ies
5,43
15,
431
5,43
15,
431
5,43
1Pr
ovis
ion
for t
axat
ion
3333
3333
33To
tal c
urre
nt li
abili
ties
155,
880
155,
880
155,
880
155,
880
[•]To
tal l
iabi
litie
s46
2,51
846
2,51
846
2,51
846
2,51
8[•]
Tota
l equ
ity a
nd li
abili
ties
881,
224
874,
391
874,
391
[•][•]
Atta
chm
ent A
MTT
Shi
ppin
g an
d Lo
gist
ics
Ber
had
(the
“Com
pany
”) a
nd it
s pr
opos
ed s
ubsi
diar
ies
(“th
e G
roup
”)Pr
o Fo
rma
Con
solid
ated
Sta
tem
ents
of F
inan
cial
Pos
ition
and
the
note
s th
ereo
n
2
Pro
Form
a I
Pro
Form
a II
Pro
Form
a III
Pro
Form
a IV
As
at31
Mar
ch
2021
*
Afte
r ad
just
men
ts
for
subs
eque
nt
even
ts
Afte
r Pro
Fo
rma
I and
th
e Pr
opos
ed
Pre-
IPO
Ex
erci
se
Afte
r Pro
Fo
rma
II an
d th
e Pr
opos
ed
IPO
Afte
r Pro
Fo
rma
III a
nd
the
use
of
proc
eeds
Not
esR
M’0
00R
M’0
00R
M’0
00R
M’0
00R
M’0
00Eq
uity
Shar
e ca
pita
l3(
b)**
**40
2,25
1[•]
[•]In
vest
ed e
quity
3(c)
12,5
8912
,589
--
-R
etai
ned
earn
ings
3(d)
393,
558
387,
631
387,
631
387,
631
[•]Tr
ansl
atio
n re
serv
e(3
18)
(318
)(3
18)
(318
)(3
18)
Mer
ger r
eser
ve3(
e)-
-(3
89,6
62)
(389
,662
)(3
89,6
62)
Equi
ty a
ttrib
utab
le to
ow
ners
of t
he C
ompa
ny40
5,82
939
9,90
239
9,90
2[•]
[•]N
on-c
ontro
lling
inte
rest
s3(
f)12
,877
11,9
7111
,971
11,9
7111
,971
Tota
l equ
ity41
8,70
641
1,87
341
1,87
3[•]
[•]
Liab
ilitie
sD
efer
red
tax
liabi
litie
s4,
198
4,19
84,
198
4,19
84,
198
Loan
s an
d bo
rrow
ings
3(g)
297,
067
297,
067
297,
067
297,
067
[•]Le
ase
liabi
litie
s5,
373
5,37
35,
373
5,37
35,
373
Tota
l non
-cur
rent
liab
ilitie
s30
6,63
830
6,63
830
6,63
830
6,63
8[•]
Trad
e an
d ot
her p
ayab
les
56,7
0756
,707
56,7
0756
,707
56,7
07C
ontra
ct li
abilit
ies
8,83
68,
836
8,83
68,
836
8,83
6Lo
ans
and
borro
win
gs3(
g)84
,873
84,8
7384
,873
84,8
73[•]
Leas
e lia
bilit
ies
5,43
15,
431
5,43
15,
431
5,43
1Pr
ovis
ion
for t
axat
ion
3333
3333
33To
tal c
urre
nt li
abili
ties
155,
880
155,
880
155,
880
155,
880
[•]To
tal l
iabi
litie
s46
2,51
846
2,51
846
2,51
846
2,51
8[•]
Tota
l equ
ity a
nd li
abili
ties
881,
224
874,
391
874,
391
[•][•]
316
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
12.
FIN
ANC
IAL
INFO
RM
ATIO
N (C
ont’d
) 12.4
REP
OR
TIN
G
ACC
OU
NTA
NTS
’ R
EPO
RT
ON
TH
E PR
O
FOR
MA
CO
NSO
LID
ATED
ST
ATEM
ENTS
OF
FIN
ANC
IAL
POSI
TIO
N O
F M
TTSL
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
12.
FIN
ANC
IAL
INFO
RM
ATIO
N (C
ont’d
) 12.4
REP
OR
TIN
G
ACC
OU
NTA
NTS
’ R
EPO
RT
ON
TH
E PR
O
FOR
MA
CO
NSO
LID
ATED
ST
ATEM
ENTS
OF
FIN
ANC
IAL
POSI
TIO
N O
F M
TTSL
Atta
chm
ent A
MTT
Shi
ppin
g an
d Lo
gist
ics
Ber
had
(the
“Com
pany
”) a
nd it
s pr
opos
ed s
ubsi
diar
ies
(“th
e G
roup
”)Pr
o Fo
rma
Con
solid
ated
Sta
tem
ents
of F
inan
cial
Pos
ition
and
the
note
s th
ereo
n
3
Pro
Form
a I
Pro
Form
a II
Pro
Form
a III
Pro
Form
a IV
As
at31
Mar
ch
2021
*
Afte
r ad
just
men
ts
for
subs
eque
nt
even
ts
Afte
r Pro
Fo
rma
I and
th
e Pr
opos
ed
Pre-
IPO
Ex
erci
se
Afte
r Pro
Fo
rma
II an
d th
e Pr
opos
ed
IPO
Afte
r Pro
Fo
rma
III a
nd
the
use
of
proc
eeds
Not
esSu
pple
men
tary
info
rmat
ion
Num
ber o
f ord
inar
y sh
ares
(‘00
0)**
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0,00
01,
000,
000
1,00
0,00
0N
et a
sset
s pe
r sha
re a
ttrib
utab
le to
ow
ners
of t
he C
ompa
ny (R
M)
n/m
n/m
0.53
[•][•]
*E
xtra
cted
from
the
Com
pany
’s a
udite
d co
mbi
ned
finan
cial
sta
tem
ents
for t
he p
erio
den
ded
31 M
arch
202
1.**
Den
otes
sha
re c
apita
l of R
M5
repr
esen
ting
5 or
dina
ry s
hare
s of
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pany
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ot m
eani
ngfu
l
(The
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his
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317
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
4
Notes to the Pro Forma Consolidated Statements of Financial Position
The pro forma consolidated statements of financial position of the Group as at 31 March 2021 (“Pro Forma Financial Position”) have been prepared for inclusion in the draft prospectus of the Company in connection with the proposed initial public offering of up to 300,000,000 ordinary shares in the Company(“Proposed IPO”) in conjunction with the proposed listing of and quotation for the entire enlarged issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Draft Prospectus”) (“Proposed Listing”) and should not be relied upon for any other purposes.
1. Basis of preparation
The applicable criteria on the basis of which the Board of Directors of the Company (“Directors”) has compiled the Pro Forma Financial Position are as described below. The Pro Forma Financial Position is prepared in accordance with the requirements of Chapter 9 of the Prospectus Guidelines issued by the Securities Commission Malaysia and the Guidance Note for Issuers of Pro Forma Financial Information issued by the Malaysian Institute of Accountants.
The Pro Forma Financial Position has been prepared based on the audited combined financial statements of the Group for the period ended 31 March 2021, which was prepared in accordance with Malaysian Financial Reporting Standards (“MFRS”) and International Financial Reporting Standards (“IFRS”), and in a manner consistent with the format of the statement of financial position and the accounting policies adopted by the Group, and adjusted for the events and transactions detailed in Note 2.
The pro forma adjustments are appropriate for the purpose of preparing the Pro Forma Financial Position.
The auditors’ report dated 29 July 2021 on the Group’s audited combined financial statements for the period ended 31 March 2021 was not subject to any qualification, modification or disclaimer of opinion.
The Pro Forma Financial Position is not necessarily indicative of the financial position that would have been attained had the Proposed IPO actually occurred at the respective dates. The Pro Forma Financial Position has been prepared for illustrative purposes only.
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
4
Notes to the Pro Forma Consolidated Statements of Financial Position
The pro forma consolidated statements of financial position of the Group as at 31 March 2021 (“Pro Forma Financial Position”) have been prepared for inclusion in the draft prospectus of the Company in connection with the proposed initial public offering of up to 300,000,000 ordinary shares in the Company(“Proposed IPO”) in conjunction with the proposed listing of and quotation for the entire enlarged issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Draft Prospectus”) (“Proposed Listing”) and should not be relied upon for any other purposes.
1. Basis of preparation
The applicable criteria on the basis of which the Board of Directors of the Company (“Directors”) has compiled the Pro Forma Financial Position are as described below. The Pro Forma Financial Position is prepared in accordance with the requirements of Chapter 9 of the Prospectus Guidelines issued by the Securities Commission Malaysia and the Guidance Note for Issuers of Pro Forma Financial Information issued by the Malaysian Institute of Accountants.
The Pro Forma Financial Position has been prepared based on the audited combined financial statements of the Group for the period ended 31 March 2021, which was prepared in accordance with Malaysian Financial Reporting Standards (“MFRS”) and International Financial Reporting Standards (“IFRS”), and in a manner consistent with the format of the statement of financial position and the accounting policies adopted by the Group, and adjusted for the events and transactions detailed in Note 2.
The pro forma adjustments are appropriate for the purpose of preparing the Pro Forma Financial Position.
The auditors’ report dated 29 July 2021 on the Group’s audited combined financial statements for the period ended 31 March 2021 was not subject to any qualification, modification or disclaimer of opinion.
The Pro Forma Financial Position is not necessarily indicative of the financial position that would have been attained had the Proposed IPO actually occurred at the respective dates. The Pro Forma Financial Position has been prepared for illustrative purposes only.
318
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
5
2. Pro forma adjustments to the Pro Forma Financial Position
The Pro Forma Financial Position illustrates the effects of the following events or transactions:
2.1 Subsequent events
(i) Dividends declared and paid
On 14 April 2021, MTT Shipping Sdn Bhd (“MTT Shipping”), the proposed 100%-owned subsidiary of the Company, declared an interim dividend amounting to RM4.50 million for the financial year ending 31 December 2021 and the dividend has been paid to its shareholders in two tranches on 23 April 2021 and 12 May 2021.
On 23 April 2021, ICS Depot Services Sdn Bhd (“ICSD”), the proposed 71.35%-owned subsidiary of the Company, declared and paid an interim dividend amounting to RM2.00 million for the financial year ended 31 December 2020.
On 26 April 2021, Sea Navigator Limited, a 60%-owned subsidiary of MTT Shipping, declared an interim dividend amounting to USD0.20 million (equivalent to RM0.83 million) for the financial year ending 31 December 2021 and the dividend has been paid to its shareholders on 27 April 2021.
2.2 Proposed Pre-IPO Exercise
To facilitate the Proposed Listing, the following transactions will be undertaken prior to the Proposed IPO:
2.2.1 Proposed Acquisitions (collectively the “Proposed Acquisition of MTT Shipping” and the “Proposed Acquisition of ICSD”)
(i) Proposed Acquisition of MTT Shipping
The Company had on 27 July 2021, entered into a conditional share sale agreement with the existing shareholders of MTT Shipping to acquire the entire issued share capital of MTT Shipping of RM10,000,000 comprising 10,000,000 ordinary shares in MTT Shipping for a purchase consideration of RM378,804,381 to be satisfied by the issuance of 378,804,381 new ordinary shares of the Company (“MTTSL Share(s)”) at an issue price of RM1.00 per MTTSL Share to the vendors.
(ii) Proposed Acquisition of ICSD
The Company had on 27 July 2021, entered into a conditional share sale agreement with the existing shareholders of ICSD to acquire 71.35% equity interest in ICSD comprising 2,588,393 ordinary shares in ICSD for a purchase consideration of RM23,446,592 to be satisfied by the issuance of 23,446,592 new MTTSL Shares at an issue price of RM1.00 per MTTSL Share to the vendors.
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
5
2. Pro forma adjustments to the Pro Forma Financial Position
The Pro Forma Financial Position illustrates the effects of the following events or transactions:
2.1 Subsequent events
(i) Dividends declared and paid
On 14 April 2021, MTT Shipping Sdn Bhd (“MTT Shipping”), the proposed 100%-owned subsidiary of the Company, declared an interim dividend amounting to RM4.50 million for the financial year ending 31 December 2021 and the dividend has been paid to its shareholders in two tranches on 23 April 2021 and 12 May 2021.
On 23 April 2021, ICS Depot Services Sdn Bhd (“ICSD”), the proposed 71.35%-owned subsidiary of the Company, declared and paid an interim dividend amounting to RM2.00 million for the financial year ended 31 December 2020.
On 26 April 2021, Sea Navigator Limited, a 60%-owned subsidiary of MTT Shipping, declared an interim dividend amounting to USD0.20 million (equivalent to RM0.83 million) for the financial year ending 31 December 2021 and the dividend has been paid to its shareholders on 27 April 2021.
2.2 Proposed Pre-IPO Exercise
To facilitate the Proposed Listing, the following transactions will be undertaken prior to the Proposed IPO:
2.2.1 Proposed Acquisitions (collectively the “Proposed Acquisition of MTT Shipping” and the “Proposed Acquisition of ICSD”)
(i) Proposed Acquisition of MTT Shipping
The Company had on 27 July 2021, entered into a conditional share sale agreement with the existing shareholders of MTT Shipping to acquire the entire issued share capital of MTT Shipping of RM10,000,000 comprising 10,000,000 ordinary shares in MTT Shipping for a purchase consideration of RM378,804,381 to be satisfied by the issuance of 378,804,381 new ordinary shares of the Company (“MTTSL Share(s)”) at an issue price of RM1.00 per MTTSL Share to the vendors.
(ii) Proposed Acquisition of ICSD
The Company had on 27 July 2021, entered into a conditional share sale agreement with the existing shareholders of ICSD to acquire 71.35% equity interest in ICSD comprising 2,588,393 ordinary shares in ICSD for a purchase consideration of RM23,446,592 to be satisfied by the issuance of 23,446,592 new MTTSL Shares at an issue price of RM1.00 per MTTSL Share to the vendors.
319
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
6
2. Pro forma adjustments to the Pro Forma Financial Position (continued)
2.2 Proposed Pre-IPO Exercise (continued)
2.2.1 Proposed Acquisitions (collectively the “Proposed Acquisition of MTT Shipping” and the “Proposed Acquisition of ICSD”) (continued)
The Proposed Acquisitions will be accounted for using book value accounting. Under book value accounting, the difference between the consideration paid and the share capital of the acquiree is accounted for as merger reserve.
Proposed Acquisition of MTT Shipping
RM’000
Proposed Acquisition
of ICSDRM’000
TotalRM’000
Consideration paid 378,804 23,446Less: Share capital of the
acquired(10,000) (2,588)
Merger reserve 368,804 20,858 389,662
2.2.2 Proposed Share Split
After the completion of the Proposed Acquisitions, the Company proposes to subdivide the enlarged 402,250,978 MTTSL Shares into 750,000,000 MTTSL Shares.
2.3 Proposed IPO
The Proposed IPO entails the initial public offering of up to 300,000,000 MTTSL Shares in the Company, comprises the following transactions:
(i) Proposed Public Issue
The Proposed Public Issue comprises an issuance of 250,000,000 new ordinary shares in the Company (“Issue Share(s)”), representing approximately 25.00% of the Company’s enlarged issued share capital at the indicative price of RM[•] per Issue Share to the retail and institutional investors.
(ii) Proposed Offer for Sale
The Proposed Offer for Sale comprises an offer for sale of up to 50,000,000 existing ordinary shares in the Company (“Offer Share(s)”) by Dato’ Seri Ong Kean Lee, Ooi Lean Hin, Chan Huan Hin, Lee Hock Saing, Lee Kong Siong and Global Dominance Pte Ltd (collectively referred to as “the Selling Shareholders”), representing approximately 5.00% of the Company’s enlarged issued share capital at the indicative price of RM[•] per Offer Share to the institutional investors.
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
6
2. Pro forma adjustments to the Pro Forma Financial Position (continued)
2.2 Proposed Pre-IPO Exercise (continued)
2.2.1 Proposed Acquisitions (collectively the “Proposed Acquisition of MTT Shipping” and the “Proposed Acquisition of ICSD”) (continued)
The Proposed Acquisitions will be accounted for using book value accounting. Under book value accounting, the difference between the consideration paid and the share capital of the acquiree is accounted for as merger reserve.
Proposed Acquisition of MTT Shipping
RM’000
Proposed Acquisition
of ICSDRM’000
TotalRM’000
Consideration paid 378,804 23,446Less: Share capital of the
acquired(10,000) (2,588)
Merger reserve 368,804 20,858 389,662
2.2.2 Proposed Share Split
After the completion of the Proposed Acquisitions, the Company proposes to subdivide the enlarged 402,250,978 MTTSL Shares into 750,000,000 MTTSL Shares.
2.3 Proposed IPO
The Proposed IPO entails the initial public offering of up to 300,000,000 MTTSL Shares in the Company, comprises the following transactions:
(i) Proposed Public Issue
The Proposed Public Issue comprises an issuance of 250,000,000 new ordinary shares in the Company (“Issue Share(s)”), representing approximately 25.00% of the Company’s enlarged issued share capital at the indicative price of RM[•] per Issue Share to the retail and institutional investors.
(ii) Proposed Offer for Sale
The Proposed Offer for Sale comprises an offer for sale of up to 50,000,000 existing ordinary shares in the Company (“Offer Share(s)”) by Dato’ Seri Ong Kean Lee, Ooi Lean Hin, Chan Huan Hin, Lee Hock Saing, Lee Kong Siong and Global Dominance Pte Ltd (collectively referred to as “the Selling Shareholders”), representing approximately 5.00% of the Company’s enlarged issued share capital at the indicative price of RM[•] per Offer Share to the institutional investors.
320
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
7
3. Pro forma adjustments to the Pro Forma Financial Position (continued)
2.4 Use of proceeds
The total gross proceeds from the Proposed Public Issue of RM[•] million are intended to be used as follows:
RM’000Purchase of vessels and containers(1)
Repayment of bank borrowingsLand acquisition and setting up of new container depots(2)
Investment in information technology (“IT”) infrastructure(3)
Working capitalEstimated listing expenses(4)
[•][•][•][•][•][•][•]
Notes:
(1) Involves acquisition of vessels and new containers. As at the latest practicable date, the Company has yet to enter into any contractual binding arrangements or issued any purchase orders in relation to the above capital expenditure. Accordingly, the use of proceeds earmarked for capital expenditure is not reflected in the Pro Forma Financial Position.
(2) Involves acquisition of land in Kuching and Bintulu to set up new container depots. As at the latest practicable date, the Company has yet to enter into any contractual binding arrangements in relation to the above land acquisition. Accordingly, the use of proceeds earmarked for land acquisition is not reflected in the Pro Forma Financial Position.
(3) The Group intends to upgrade, among others, its existing software to enhance its customers’ online portal and increase the level of automation in the Group’s operations. As at the latest practicable date, the Company has yet to enter into any contractual binding arrangements or issued any purchase orders in relation to the above investment in IT infrastructure. Accordingly, the use of proceeds earmarked for investment in IT infrastructure is not reflected in the Pro Forma Financial Position.
(4) The estimated listing expenses comprise the following:
RM’000Professional fees [•]Fees payable to authorities [•]Brokerage fee, underwriting commission and placement fees [•]Other incidental charges [•]
[•]
The total listing expenses to be borne by the Company is estimated to be RM[•] million. As of 31 March 2021, RM[•] million has been charged to the profit or loss account of the Group.
Upon completion of the Proposed IPO, the estimated listing expenses totalling RM[•] million will be set-off against equity and the remaining RM[•] million will be charged out to the profit or loss account.
The Company will not receive any proceeds from the Proposed Offer for Sale. The gross proceeds of RM[•] million from the Proposed Offer for Sale will accrue entirely to the Selling Shareholders.
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
7
3. Pro forma adjustments to the Pro Forma Financial Position (continued)
2.4 Use of proceeds
The total gross proceeds from the Proposed Public Issue of RM[•] million are intended to be used as follows:
RM’000Purchase of vessels and containers(1)
Repayment of bank borrowingsLand acquisition and setting up of new container depots(2)
Investment in information technology (“IT”) infrastructure(3)
Working capitalEstimated listing expenses(4)
[•][•][•][•][•][•][•]
Notes:
(1) Involves acquisition of vessels and new containers. As at the latest practicable date, the Company has yet to enter into any contractual binding arrangements or issued any purchase orders in relation to the above capital expenditure. Accordingly, the use of proceeds earmarked for capital expenditure is not reflected in the Pro Forma Financial Position.
(2) Involves acquisition of land in Kuching and Bintulu to set up new container depots. As at the latest practicable date, the Company has yet to enter into any contractual binding arrangements in relation to the above land acquisition. Accordingly, the use of proceeds earmarked for land acquisition is not reflected in the Pro Forma Financial Position.
(3) The Group intends to upgrade, among others, its existing software to enhance its customers’ online portal and increase the level of automation in the Group’s operations. As at the latest practicable date, the Company has yet to enter into any contractual binding arrangements or issued any purchase orders in relation to the above investment in IT infrastructure. Accordingly, the use of proceeds earmarked for investment in IT infrastructure is not reflected in the Pro Forma Financial Position.
(4) The estimated listing expenses comprise the following:
RM’000Professional fees [•]Fees payable to authorities [•]Brokerage fee, underwriting commission and placement fees [•]Other incidental charges [•]
[•]
The total listing expenses to be borne by the Company is estimated to be RM[•] million. As of 31 March 2021, RM[•] million has been charged to the profit or loss account of the Group.
Upon completion of the Proposed IPO, the estimated listing expenses totalling RM[•] million will be set-off against equity and the remaining RM[•] million will be charged out to the profit or loss account.
The Company will not receive any proceeds from the Proposed Offer for Sale. The gross proceeds of RM[•] million from the Proposed Offer for Sale will accrue entirely to the Selling Shareholders.
321
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
8
3. Effects on the Pro Forma Financial Position
(a) Movement in cash and cash equivalents
RM’000Balance as at 31 March 2021 57,420Effects of Pro Forma I:- Dividend payments to the owners of the Company- Dividend payments to non-controlling interests
(1)(5,927) (2)(906)
Pro Forma I and II 50,587Effects of Pro Forma III:- Proceeds from the Proposed Public Issue [•]
Pro Forma III [•]Effects of Pro Forma IV:- Estimated listing expenses- Repayment of bank borrowings
[•][•]
Pro Forma IV [•]
Notes:(1) Comprising the dividends payment by MTT Shipping amounting to RM4.50 million and dividend
payment by ICSD amounting to RM1.43 million (representing 71.35% share of the total dividend paid of RM2.00 million)
(2) Comprising the non-controlling interest portion of the (i) dividend payment by ICSD amounting to RM0.57 million (representing 28.65% share of the total dividend paid of RM2.00 million) and (ii) dividend payment by Sea Navigator amounting to RM0.33 million (representing 40% share of the total dividend paid of RM0.83 million)
(b) Movement in share capital
RM’000Balance as at 31 March 2021 / Pro Forma I *Effects of Pro Forma II:- Proposed Pre-IPO Exercise 402,251
Pro Forma II 402,251Effects of Pro Forma III:- Shares issued under the Proposed Public Issue [•]
Pro Forma III [•]Effects of Pro Forma IV:- Estimated listing expenses [•]
Pro Forma IV [•]
* Denotes RM5
(c) Movement in invested equity
RM’000Balance as at 31 March 2021 / Pro Forma I 12,589Effects of Pro Forma II:- Proposed Pre-IPO Exercise (12,589)
Pro Forma II, III and IV -
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
8
3. Effects on the Pro Forma Financial Position
(a) Movement in cash and cash equivalents
RM’000Balance as at 31 March 2021 57,420Effects of Pro Forma I:- Dividend payments to the owners of the Company- Dividend payments to non-controlling interests
(1)(5,927) (2)(906)
Pro Forma I and II 50,587Effects of Pro Forma III:- Proceeds from the Proposed Public Issue [•]
Pro Forma III [•]Effects of Pro Forma IV:- Estimated listing expenses- Repayment of bank borrowings
[•][•]
Pro Forma IV [•]
Notes:(1) Comprising the dividends payment by MTT Shipping amounting to RM4.50 million and dividend
payment by ICSD amounting to RM1.43 million (representing 71.35% share of the total dividend paid of RM2.00 million)
(2) Comprising the non-controlling interest portion of the (i) dividend payment by ICSD amounting to RM0.57 million (representing 28.65% share of the total dividend paid of RM2.00 million) and (ii) dividend payment by Sea Navigator amounting to RM0.33 million (representing 40% share of the total dividend paid of RM0.83 million)
(b) Movement in share capital
RM’000Balance as at 31 March 2021 / Pro Forma I *Effects of Pro Forma II:- Proposed Pre-IPO Exercise 402,251
Pro Forma II 402,251Effects of Pro Forma III:- Shares issued under the Proposed Public Issue [•]
Pro Forma III [•]Effects of Pro Forma IV:- Estimated listing expenses [•]
Pro Forma IV [•]
* Denotes RM5
(c) Movement in invested equity
RM’000Balance as at 31 March 2021 / Pro Forma I 12,589Effects of Pro Forma II:- Proposed Pre-IPO Exercise (12,589)
Pro Forma II, III and IV -
322
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
12.4 REPORTING ACCOUNTANTS’ REPORT ON THE PRO FORMA CONSOLIDATED STATEMENTS OF FINANCIAL POSITION OF MTTSL
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
9
3. Effects on the Pro Forma Financial Position (continued)
(d) Movement in retained earnings
RM’000Balance as at 31 March 2021 393,558Effect of Pro Forma I:- Dividend payments to owners of the Company (1)(5,927)
Pro Forma I, II and III 387,631Effects of Pro Forma IV:- Estimated listing expenses [•]
Pro Forma IV [•]
Note:(1) Comprising the dividends payment by MTT Shipping amounting to RM4.50 million and dividend
payment by ICSD amounting to RM1.43 million (representing 71.35% share of the total dividend paid of RM2.00 million)
(e) Movement in merger reserve
RM’000Balance as at 31 March 2021 / Pro Forma I -Effects of Pro Forma II:- Proposed Pre-IPO Exercise (389,662)
Pro Forma II, III and IV (389,662)
(f) Movement in non-controlling interests
RM’000Balance as at 31 March 2021 12,877Effect of Pro Forma I:- Dividend payments to non-controlling interests (1)(906)
Pro Forma I, II, III and IV 11,971
Note:(1) Comprising the non-controlling interest portion of the (i) dividend payment by ICSD amounting to
RM0.57 million (representing 28.65% share of the total dividend paid of RM2.00 million) and (ii) dividend payment by Sea Navigator amounting to RM0.33 million (representing 40% share of the total dividend paid of RM0.83 million)
(g) Movement in loans and borrowings
RM’000Balance as at 31 March 2021 / Pro Forma I, II and III- Non-current 297,067- Current 84,873
381,940Effect of Pro Forma IV:- Repayment of bank borrowings [•]
Pro Forma IV [•]
Attachment A
MTT Shipping and Logistics Berhad (the “Company”) and its proposed subsidiaries (“the Group”) Pro Forma Consolidated Statements of Financial Position and the notes thereon
9
3. Effects on the Pro Forma Financial Position (continued)
(d) Movement in retained earnings
RM’000Balance as at 31 March 2021 393,558Effect of Pro Forma I:- Dividend payments to owners of the Company (1)(5,927)
Pro Forma I, II and III 387,631Effects of Pro Forma IV:- Estimated listing expenses [•]
Pro Forma IV [•]
Note:(1) Comprising the dividends payment by MTT Shipping amounting to RM4.50 million and dividend
payment by ICSD amounting to RM1.43 million (representing 71.35% share of the total dividend paid of RM2.00 million)
(e) Movement in merger reserve
RM’000Balance as at 31 March 2021 / Pro Forma I -Effects of Pro Forma II:- Proposed Pre-IPO Exercise (389,662)
Pro Forma II, III and IV (389,662)
(f) Movement in non-controlling interests
RM’000Balance as at 31 March 2021 12,877Effect of Pro Forma I:- Dividend payments to non-controlling interests (1)(906)
Pro Forma I, II, III and IV 11,971
Note:(1) Comprising the non-controlling interest portion of the (i) dividend payment by ICSD amounting to
RM0.57 million (representing 28.65% share of the total dividend paid of RM2.00 million) and (ii) dividend payment by Sea Navigator amounting to RM0.33 million (representing 40% share of the total dividend paid of RM0.83 million)
(g) Movement in loans and borrowings
RM’000Balance as at 31 March 2021 / Pro Forma I, II and III- Non-current 297,067- Current 84,873
381,940Effect of Pro Forma IV:- Repayment of bank borrowings [•]
Pro Forma IV [•]
323
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
58
12.5 DIVIDEND POLICY
No inference should be made from any of the foregoing statements as to our actual future profitability or our ability to pay dividends in the future.
The actual dividend that our Board may recommend or declare in any particular financial year or period will be subject to the factors outlined below as well as any other factors deemed relevant by our Board. In considering the level of dividend payments, if any, upon recommendation by our Board, we intend to consider various factors including:
(i) the level of our cash, gearing, debt profile, return on equity and retained earnings;(ii) our expected financial performance;(iii) our projected levels of capital expenditure and other growth/investment plans;(iv) applicable restrictive covenants under our financing documents; and(v) our working capital requirements.
As our Company is a holding company, our income and therefore, our ability to pay dividends is dependent upon the dividends that we receive from our Subsidiaries, joint ventures and associated company. Distributions by our Subsidiaries, joint ventures and associated company will depend upon their operating results, earnings, working capital requirements, general financial condition, capital expenditure plans and the covenants in their existing loan agreements, which restrict the payment of dividends or other distributions until such loans are fully settled (or unless the prior approval of the lenders is obtained.
Currently, our Company does not have a fixed dividend policy. We intend to adopt a policy of active capital management and any proposed dividends that our Board may recommend or declare in respect of any particular financial year or period will take into account various factors including:
(i) the level of our cash, gearing, return on equity and retained earnings;(ii) our financial performance;(iii) our projected levels of capital expenditure and other investment plans; and(iv) our working capital requirements.
The actual dividend that our Board may recommend or declare in respect of any particular financial year or period will be subject to the factors outlined above and the absence of any circumstances which may affect or restrict our ability to pay dividends as well as any other factors deemed relevant by our Board.
Save for certain banking restrictive covenants which our Subsidiaries are subject to, there are no dividend restrictions imposed on our Subsidiaries as at the LPD.
Investors should note that this dividend policy merely describes our present intention and shall not constitute legally binding statements in respect of our Company’s future dividends which are subject to modification (including non-declaration thereof) at our Board’s discretion. We cannot assure you that we will be able to pay dividends or thatour Board will declare dividends in the future. There can also be no assurance that future dividends declared by our Board, if any, will not differ materially from historical dividend levels. See Section 9.3.3 of this Prospectus for the risk on our ability to pay dividends.
324
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
12. FINANCIAL INFORMATION (Cont’d)
59
The dividends declared and/or paid to our shareholders during the FYE 31 December 2018, 31 December 2019 and 31 December 2020 and from 1 January 2021 and up to the LPD are as follows:
Dividends paid toowners of our Group PATAMI
Dividend payout ratio
RM’000 RM’000 %2018In respect of the FYE 31 December 2018
20,000 84,154 23.8
2019In respect of the FYE 31 December 2019
4,427 51,877 8.5
2020In respect of the FYE 31December 2020
2,140 47,176 4.5
2021In respect of the FPE 31 March 2021
- 31,708 -
On 23 April 2021, ICSD had declared a dividend of RM2.0 million for the FYE 31 December 2020 which has been paid to its shareholders on 23 April 2021.
On 14 April 2021, MTT Shipping also has declared an interim dividend for the FYE 31 December 2021 of RM4.5 million which has been paid via two tranches, with the first tranche paid on 23 April 2021 and second tranche paid on 12 May 2021.
On 26 April 2021, Sea Navigator Limited, a 60%-owned subsidiary of MTT Shipping, declared an interim dividend amounting to USD0.20 million (equivalent to RM0.83 million) for the FYE 31 December 2021 and the dividend has been paid to its shareholders on 27 April 2021.
The dividends above were funded by internal funds sourced from the cash and bank balances of the respective Subsidiaries. The dividends will not affect the execution and implementation of our future plans or strategies. We also believe that we have sufficientfunding of cash from operations and bank borrowings for the funding requirement for our operations and our expansion plans.
325
Registration No. 201901004019 (1313346-A)
MTT Shipping and Logistics Berhad (Company No. 201901004019 (1313346-A))
(Incorporated in Malaysia)
Accountant’s Report on theCombined financial statements
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT
326
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
1
MTT Shipping and Logistics Berhad (Company No. 201901004019 (1313346-A)) (Incorporated in Malaysia)
Combined statements of financial position Note 31.03.2021
Audited31.12.2020
Audited31.12.2019
Audited31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000
AssetsProperty, plant and equipment 3 574,558 491,379 382,517 228,721Right-of-use assets 4 65,651 64,753 71,929 44,060Investment in associates 5 14,591 14,721 15,222 14,951Investment in joint ventures 6 1,551 1,551 - -Other investments 7 6,402 6,402 6,402 2,189Deferred tax assets 12 19 - 13 -
Total non-current assets 662,772 578,806 476,083 289,921
Inventories 8 15,577 12,073 12,833 9,640 Trade and other receivables 9 139,682 117,079 110,773 122,836Contract assets 10.1 5,063 4,903 2,416 488Current tax assets 710 143 3,301 2,450 Cash and cash equivalents 11 57,420 61,515 42,332 56,218
Total current assets 218,452 195,713 171,655 191,632
Total assets 881,224 774,519 647,738 481,553
EquityShare capital # # # -Invested equity 12,589 12,589 12,589 12,589Retained earnings 393,558 361,850 316,835 269,390Translation reserve (318) (555) (388) (338)
Equity attributable to owners of the Company 405,829 373,884 329,036 281,641Non-controlling interests 12,877 14,815 13,668 16,187
Total equity 418,706 388,699 342,704 297,828
LiabilitiesDeferred tax liabilities 12 4,198 4,199 2,859 3,622Loans and borrowings 13 297,067 255,600 175,529 57,374Lease liabilities 5,373 5,564 9,246 13,097
Total non-current liabilities 306,638 265,363 187,634 74,093
Trade and other payables 14 56,707 46,542 51,286 64,781Contract liabilities 10.2 8,836 6,758 4,192 3,897Loans and borrowings 13 84,873 61,975 50,749 25,841Lease liabilities 5,431 4,791 10,740 14,491Provision for taxation 33 391 433 622
Total current liabilities 155,880 120,457 117,400 109,632
Total liabilities 462,518 385,820 305,034 183,725
Total equity and liabilities 881,224 774,519 647,738 481,553
# Denotes share capital of RM5.
327
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
2
MTT Shipping and Logistics Berhad (Company No. 201901004019 (1313346-A)) (Incorporated in Malaysia)
Combined statements of profit or loss and other comprehensive income
Note
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Revenue 15 168,312 136,181 514,541 509,761 537,759Direct costs (122,975) (113,818) (414,880) (408,950) (409,506)Gross profit 45,337 22,363 99,661 100,811 128,253 Other operating income 1,145 3,604 6,847 6,269 8,009 Administration expenses (8,235) (8,458) (35,962) (41,178) (36,188)Other operating expenses (3,114) (823) (1,332) (367) (559)Results from operating
activities 35,133 16,686 69,214 65,535 99,515 Finance costs 16 (2,526) (3,072) (12,077) (7,590) (5,187)Share of results of equity-
accounted associates (129) (354) (501) 271 316Profit before tax 17 32,478 13,260 56,636 58,216 94,644 Tax expense 18 (340) (485) (5,146) (2,018) (6,225)
Profit for the year 32,138 12,775 51,490 56,198 88,419
Items that are or may be reclassified subsequently to profit or loss
Foreign currency translation differences for foreign operations 391 650 (313) (76) 258
Other comprehensive income/(expense) for the year 391 650 (313) (76) 258
Total comprehensive income for the year 32,529 13,425 51,177 56,122 88,677
Profit attributable to:Owners of the Company 31,708 11,728 47,176 51,877 84,154Non-controlling interests 430 1,047 4,314 4,321 4,265
Profit for the year 32,138 12,775 51,490 56,198 88,419
Total comprehensive income attributable to:Owners of the Company 31,945 12,120 46,988 51,827 84,299Non-controlling interests 584 1,305 4,189 4,295 4,378
Total comprehensive income for the year 32,529 13,425 51,177 56,122 88,677
Basic earnings per ordinary share 19 2.52 0.93 3.75 4.12 6.68
328
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
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NTA
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R
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MTT
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329
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
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R
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tratio
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o. 2
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3346
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Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
Com
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330
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
5
MTT Shipping and Logistics Berhad (Company No. 201901004019 (1313346-A)) (Incorporated in Malaysia)
Combined statements of cash flows 1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018-31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Cash flows from operating activitiesProfit before tax 32,478 13,260 56,636 58,216 94,644Adjustments for:
Bad debts written off 1 1 17 29 24Depreciation of property, plant and
equipment 11,145 10,216 41,990 33,691 19,369Depreciation of right-of-use assets 1,190 2,328 8,669 10,800 10,993Goodwill written off - - - 8 7Net impairment reversal on trade
receivables (351) - - - -Net impairment loss on trade
receivables - - 466 11 234Interest expense 2,156 3,050 11,966 7,456 5,072Unrealised loss/(gain) on foreign
exchange, net 2,533 (224) (1,134) (524) (491)Interest income (96) (153) (622) (723) (1,837)Dividend income from redeemable
secured loan stocks (93) (99) (379) (215) -Gain on lease modification - - (32) - -Gain on disposal of property, plant and
equipment (84) (255) (768) (1,612) (3,493)Write off of property, plant and
equipment - 3 3 194 -Share of results of equity-accounted
associates 129 354 501 (271) (316)Operating profit before changes in
working capital 49,008 28,481 117,313 107,060 124,206Changes in working capital:Inventories (3,504) 2,329 760 (3,193) (1,527)Trade and other receivables (21,826) (26,048) (9,632) 10,255 (19,782)Trade and other payables 12,056 5,251 (1,952) (13,243) 21,659
Cash generated from operations 35,734 10,013 106,489 100,879 124,556Interest paid (2,156) (3,041) (11,966) (7,450) (5,013)Tax refund - 4,353 4,354 306 739Tax paid (1,285) (714) (5,031) (4,140) (1,977)
Net cash generated from operatingactivities 32,293 10,611 93,846 89,595 118,305
331
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
6
Company No. 201901004019 (1313346-A)
Combined statements of cash flows (continued)1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Cash flows from investing activitiesInterest paid and capitalised (395) (329) (1,307) (1,191) -Interest received 29 60 554 721 1,836Decrease/(Increase) in pledged
deposits - - 1,578 (55) 1,424Addition of property, plant and
equipment and leasehold lands (93,929) (87,982) (149,012) (215,036) (127,530)Proceeds from disposal of property,
plant and equipment 84 414 2,596 2,273 9,256 Investment in associates - - - - (14,635)Investment in joint ventures - - (1,551) - -Other investments - - - (4,213) (2,114)Dividend received - 225 505 - -Return of capital from liquidated subsidiary - - - (269) -Acquisition of non-controlling interest - - - (2,435) (2,450)Acquisition of subsidiary, net of cash
and cash equivalents acquired(see Note 27.2) - - - - (690)
Net cash used in investing activities (94,211) (87,612) (146,637) (220,205) (134,903)
Cash flows from financing activitiesDividend paid (2,522) (2,000) (5,182) (8,547) (42,050)Repayment of hire purchase (475) (452) (1,660) (1,490) (977)Proceeds from term loans 53,774 70,000 104,880 145,451 33,000Repayment of term loans (6,358) (5,983) (18,824) (17,627) (15,013)Drawdown of bankers’ acceptance, net 9,818 22,385 10,951 5,582 10,301Drawdown/(Repayment) of revolving
credit, net 5,000 - (5,000) 10,000 -Payment of lease liabilities (1,814) (2,874) (11,043) (16,620) (17,860)Net cash generated from/(used in) financing activities 57,423 81,076 74,122 116,749 (32,599)
Net (decrease)/increase in cash and cash equivalents (4,495) 4,075 21,331 (13,861) (49,197)
Effect of foreign currency translation 400 683 (570) (80) 269Cash and cash equivalents as at 1
January 61,515 40,754 40,754 54,695 103,623Cash and cash equivalents as at 31
March/31 December 57,420 45,512 61,515 40,754 54,695
332
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
7
Company No. 201901004019 (1313346-A)
Combined statements of cash flows (continued)Notes to combined statements of cash flows:
(i) Cash and cash equivalents
Cash and cash equivalents included in the combined statements of cash flows comprise the following combined statements of financial position amounts:
Note31.3.2021Audited
31.3.2020Unaudited
31.12.2020Audited
31.12.2019Audited
31.12.2018Audited
RM’000 RM’000 RM’000 RM’000 RM’000
Deposits 11 15,195 20,103 20,805 11,140 24,227Less: Pledged deposits - (1,577) - (1,578) (1,523)
15,195 18,526 20,805 9,562 22,704Cash and bank balances 11 42,225 26,986 40,710 31,192 31,991
57,420 45,512 61,515 40,754 54,695
(ii) Cash outflows for leases as a lessee
Note
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Included in net cash from operating activities Payment relating to short-
term leases 3,755 2,371 9,907 16,957 31,711Payment relating to leases
of low-value assets 1,813 1,992 7,553 9,894 9,654Interest paid in relation to
lease liabilities 177 422 922 1,469 1,980Included in net cash from
financing activities:Payment of lease liabilities 1,814 2,874 11,043 16,620 17,860
Total cash outflows for leases 7,559 7,659 29,425 44,940 61,205
333
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
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o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
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T (C
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8
Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
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bine
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ash
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ited
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.1.2
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666
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--
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--
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--
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Leas
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19,9
86(2
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336
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
11
MTT Shipping and Logistics Berhad (Company No. 201901004019 (1313346-A)) (Incorporated in Malaysia)
Notes to the combined financial statements MTT Shipping and Logistics Berhad (the “Company”) is a public limited liability company, incorporated and domiciled in Malaysia. The addresses of the principal place of business and registered office of the Company are as follows:
Principal place of business16 Jalan Sungai Aur/KS442000 Port KlangSelangor Darul Ehsan
Registered office Unit 30-01 Level 30 Tower AVertical Business SuiteAvenue 3 Bangsar SouthNo. 8 Jalan Kerinchi59200 Kuala Lumpur
The principal activities of the Company consist of those relating to investment holding, whilst the principal activities of the combining entities are as stated in Note 24 to the combined financial statements. With effect from 29 July 2021, the name of the Company was changed from MTT Shipping and Logistics Sdn. Bhd. to MTT Shipping and Logistics Berhad.
These combined financial statements were authorised for issue by the Board of Directors on29 July 2021.
1. Basis of preparation
The Company was incorporated on 31 January 2019 for the purpose of a restructuring exercise that will result in the Company becoming the holding company of the combining entities.
The combined financial statements of the Company and its combining entities (together referred to as the “Group” and individually referred to as “Group entity”) have been prepared solely in connection with the proposed listing of and quotation for the entire enlarged issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Proposed Listing”) and for no other purpose.
The combined financial statements consist of the financial statements of the Company and the entities as disclosed in Note 24, under common control of Dato’ Seri Ong Kean Lee, Ooi Lean Hin, Chan Huan Hin, Lee Hock Saing and Lee Kong Siong (collectively referred to as the “Controlling Shareholders”).
337
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
12
Company No. 201901004019 (1313346-A)
1. Basis of preparation (continued)
The combined financial statements of the Group for the periods ended 31 March 2020 and 2021, and years ended 31 December 2020, 2019 and 2018 were prepared in a manner as if the entities under common control were operating as a single economic entity at the beginning of the earliest comparative period presented or, if later, at the date that common control was established.
Entities under common control are entities which are ultimately controlled by the same parties and that control is not transitory. Control exist when the same parties have, as a result of contractual agreements, ultimate collective power to govern the financial and operating policies of each of the combining entities so as to obtain benefits from their activities, and that ultimate collective power is not transitory. The combined financial statements of commonly controlled entities are included in the combined financial statements from the day that control commences until the date that control ceases.
The financial information as prepared in the combined financial statements do not correspond with the consolidated financial statements of the Group after incorporating /effecting the relevant acquisitions as the combined financial statements reflect business combinations under common control for the purpose of the Proposed Listing. Such financial information from the combined financial statements does not purport to predict the financial positions, results of operation and cash flows of the Group.
(a) Statement of compliance
The combined financial statements of the Group for the periods ended 31 March 2020 and 2021, and years ended 31 December 2020, 2019 and 2018 have been prepared in accordance with Malaysian Financial Reporting Standards (“MFRSs”) and International Financial Reporting Standards (“IFRSs”).
Changes in accounting policies
The Group has adopted MFRS 15, Revenue from Contracts with Customers and MFRS 9, Financial Instruments which are effective for annual periods beginning on or after 1 January 2018 and MFRS 16, Leases which is effective for annual periods beginning on or after 1 January 2019.
338
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
13
Company No. 201901004019 (1313346-A)
1. Basis of preparation (continued)
(a) Statement of compliance (continued)
(i) MFRS 15, Revenue from Contracts with Customers
MFRS 15 provides a single model for accounting for revenue arising from contracts with customers, focusing on the identification and satisfaction of performance obligation. The standard specifies that the revenue is to be recognised when control over the goods and services is transferred to the customers, moving from the transfer of risks and rewards.
The adoption of MFRS 15 does not have a material financial impact to the combined financial statements of the Group.
(ii) MFRS 9, Financial Instruments
In respect of impairment of financial assets, MFRS 9 replaces the “incurred loss” model in MFRS 139 with an “expected credit loss” (“ECL”) model. The new impairment model applies to financial assets measured at amortised cost, contract assets and debt investments measured at fair value through other comprehensive income, but not to investments in equity instruments.
The adoption of MFRS 9 does not have a material financial impact to the combined financial statements of the Group.
(iii) MFRS 16, Leases
MFRS 16 replaces the guidance in MFRS 117, Leases, IC Interpretation 4, Determining whether an Arrangement contains a Lease, IC Interpretation 115, Operating Leases – Incentives and IC Interpretation 127, Evaluating the Substance of Transactions Involving the Legal Form of a Lease.
MFRS 16 introduces a single, on-balance sheet lease accounting model for lessees. A lessee recognised a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligations to make lease payments. There are recognition exemptions for short-term leases and leases of low-value items. Lessor accounting remains similar to the current standard which continues to be classified as finance or operating lease.
The Group adopted MFRS 16 using the full retrospective approach, under which the effect of initial application is recognised as an adjustment to retained earnings at 1 January 2018.
The effects of adoption of MFRS 16 have been reflected in the combined financial statements of the Group for the periods ended 31 March 2021 and31 March 2020 and years ended 31 December 2020, 2019 and 2018.
339
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
14
Company No. 201901004019 (1313346-A)
1. Basis of preparation (continued)
(a) Statement of compliance (continued)
The following are accounting standards, interpretations and amendments of the MFRSs that have been issued by the Malaysian Accounting Standards Board (“MASB”) but have not been adopted by the Group:
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 April 2021• Amendment to MFRS 16, Leases – Covid-19-Related Rent Concessions
beyond 30 June 2021*
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 January 2022• Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting
Standards (Annual Improvements to MFRS Standards 2018−2020)*• Amendments to MFRS 3, Business Combinations – Reference to the
Conceptual Framework• Amendments to MFRS 9, Financial Instruments (Annual Improvements to
MFRS Standards 2018−2020)• Amendments to Illustrative Examples accompanying MFRS 16, Leases
(Annual Improvements to MFRS Standards 2018−2020)• Amendments to MFRS 116, Property, Plant and Equipment − Proceeds before
Intended Use• Amendments to MFRS 137, Provisions, Contingent Liabilities and Contingent
Assets − Onerous Contracts − Cost of Fulfilling a Contract• Amendments to MFRS 141, Agriculture (Annual Improvements to MFRS
Standards 2018−2020)*
MFRSs, interpretations and amendments effective for annual periods beginning on or after 1 January 2023• MFRS 17, Insurance Contracts*• Amendments to MFRS 101, Presentation of Financial Statements –
Classification of Liabilities as Current or Non-current and Disclosures of Accounting Policies
• Amendments to MFRS 108, Accounting Policies, Changes in Accounting Estimates and Errors – Definition of Accounting Estimates
• Amendments to MFRS 112, Income Taxes – Deferred Tax related to Assets and Liabilities arising from a Single Transaction
MFRSs, interpretations and amendments effective for annual periods beginning on or after a date yet to be confirmed• Amendments to MFRS 10, Consolidated Financial Statements and MFRS 128,
Investments in Associates and Joint Ventures – Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
340
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
15
Company No. 201901004019 (1313346-A)
1. Basis of preparation (continued)
(a) Statement of compliance (continued)
The Group plans to apply the abovementioned accounting standards, interpretations and amendments:
• from the annual period beginning on 1 January 2022 for those amendments that are effective for annual periods beginning on or after 1 April 2021, except for those marked * which is not applicable to the Group.
• from the annual period beginning on 1 January 2022 for those amendments that are effective for annual periods beginning on or after 1 January 2022, except for those marked * which are not applicable to the Group.
• from the annual period beginning on 1 January 2023 for the accounting standard and amendments that are effective for annual periods beginning on or after 1 January 2023, except for those marked * which is not applicable to the Group.
The initial application of the abovementioned accounting standards, amendments and interpretations are not expected to have any material financial impact to the current period and prior period financial statements of the Group.
(b) Basis of measurement
The combined financial statements have been prepared on the historical cost basis other than as disclosed in the Note 2.
(c) Functional and presentation currency
These combined financial statements are presented in Ringgit Malaysia (“RM”), which is the Group’s functional currency. All financial information is presented in RM and has been rounded to the nearest thousand, unless otherwise stated.
(d) Use of estimates and judgements
The preparation of the combined financial statements in conformity with MFRSs requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.
341
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
16
Company No. 201901004019 (1313346-A)
1. Basis of preparation (continued)
(d) Use of estimates and judgements (continued)
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 those disclosed in the following notes:
• Note 2(d)(iii) - Estimated useful lives and residual values of vessels• Note 4 – extension options and incremental borrowing rate in relation to leases
During the financial year ended 31 December 2018, the Group reviewed and revised the residual values of the vessels based on the average scrap steel price per light displacement ton of each respective complete vessel with all normal machinery and equipment on board. The revision was accounted for prospectively as a change in accounting estimate in accordance with MFRS 108, Accounting Policies, Changes in Accounting Estimates and Errors as disclosed in Note 3.
2. Significant accounting policies
The accounting policies set out below have been applied consistently to the periods and years presented in these combined financial statements and have been applied consistently by Group entities, unless otherwise stated.
(a) Basis of combination
(i) Combining entities
The combined financial statements comprise the financial statements of the Company and its combining entities which are under common control as disclosed in Note 1. The financial statements used in the preparation of the combined financial statements are prepared as of the same reporting date as the Company.
The combining entities are entities under common control of the Controlling Shareholders and are accounted for as if the entities under common control were operating as a single economic entity at the beginning of the earliest comparative period presented or, if later, at the date that common control was established; for this purpose comparatives are restated. The assets and liabilities of the combining entities are recognised at the carrying amounts inthe respective subsidiaries’ financial statements. The components of equity of the subsidiaries are added to the same components within the Group’s equity and any resulting gain/loss is recognised directly in equity.
342
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
17
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(a) Basis of combination (continued)
(i) Combining entities (continued)
The Controlling Shareholders control an entity when they are exposed, or have rights, to variable returns from their involvement with the entity and have the ability to affect those returns through their power over the entity. Potential voting rights are considered when assessing control only when such rights are substantive. The Controlling Shareholders also consider they have de facto power over an investee when, despite not having the majority of voting rights, they have the current ability to direct the activities of the investee that significantly affect the investee’s returns.
(ii) Subsidiaries
Subsidiaries are entities, including structured entities, controlled by the Company. The financial statements of subsidiaries are included in the combined financial statements from the date that control commences until the date that control ceases.
The Company controls an entity when it is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Potential voting rights are considered when assessing control only when such rights are substantive. The Company also considers it has de facto power over an investee when, despite not having the majority of voting rights, it has the current ability to direct the activities of the investee that significantly affect the investee’s return.
(iii) Business combinations
Business combinations are accounted for using the acquisition method from the acquisition date, which is the date on which control is transferred to the Group.
For new acquisitions, the Group measures the cost of goodwill at the acquisition date as:
• the fair value of the consideration transferred; plus• the recognised amount of any non-controlling interests in the acquiree;
plus• if the business combination is achieved in stages, the fair value of the
existing equity interest in the acquiree; less• the net recognised amount (generally fair value) of the identifiable assets
acquired and liabilities assumed.
When the excess is negative, a bargain purchase gain is recognisedimmediately in profit or loss.
343
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
18
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(a) Basis of combination (continued)
(iii) Business combinations (continued)
For each business combination, the Group elects whether it measures the non-controlling interests in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets at the acquisition date.
Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred.
(iv) Acquisitions of non-controlling interests
The Group accounts for all changes in its ownership interest in a subsidiary that do not result in a loss of control as equity transactions between the Group and its non-controlling interest holders. Any difference between the Group’s share of net assets before and after the change, and any consideration received or paid, is adjusted to or against Group reserves.
(v) Acquisitions from entities under common control
Business combinations arising from transfers of interests in entities that are under common control of the shareholder that controls the Group are accounted for as if the acquisition had occurred at the beginning of the earliest comparative period presented or, if later, at the date that common control was established. The assets and liabilities of the combining entities are recognised at the carrying amounts in the respective subsidiaries’ combined financial statements. The components of equity of the subsidiaries are added to the same components within the Group’s equity and any resulting gain/loss is recognised directly in equity.
(vi) Loss of control
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the former subsidiary, any non-controlling interests and the other components of equity related to the former subsidiary from the combined statement of financial position. Any surplus or deficit arising on the loss of control is recognised in profit or loss. If the Group retains any interest in the former subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently, it is accounted for as an equity accounted investee or as a financial asset depending on the level of influence retained.
(vii) AssociatesAssociates are entities, including unincorporated entities, in which the Group has significant influence, but not control, over the financial and operating policies.
344
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
19
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(a) Basis of combination (continued)
(vii) Associates (continued)
Investments in associates are accounted for in the combined financial statements using the equity method less any impairment losses, unless it is classified as held for sale or distribution. The cost of the investment includes transaction costs. The combined financial statements include the Group’s share of the profit or loss and other comprehensive income of the associates, after adjustments if any, to align the accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases.
When the Group’s share of losses exceeds its interest in an associates, the carrying amount of that interest including any long-term investments is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the associates.
When the Group ceases to have significant influence over an associate, any retained interest in the former associate at the date when significant influence is lost is measured at fair value and this amount is regarded as the initial carrying amount of a financial asset. The difference between the fair value of any retained interest plus proceeds from the interest disposed of, and the carrying amount of the investment at the date when equity method is discontinued is recognised in the profit or loss.
When the Group’s interest in an associate decreases but does not result in a loss of significant influence, any retained interest is not remeasured. Any gain or loss arising from the decrease in interest is recognised in profit or loss. Any gains or losses previously recognised in other comprehensive income are also reclassified proportionately to the profit or loss if that gain or loss would be required to be reclassified to profit or loss on the disposal of the related assets or liabilities.
(viii) Joint arrangements
Joint arrangements are arrangements of which the Group has joint control, established by contracts requiring unanimous consent for decisions about the activities that significantly affect the arrangements’ returns.
Joint arrangements are classified and accounted for as follows:
• A joint arrangement is classified as “joint operation” when the Group has rights to the assets and obligations for the liabilities relating to an arrangement. The Group accounts for each of its share of the assets, liabilities and transactions, including its share of those held or incurred jointly with the other investors, in relation to the joint operation.
345
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
20
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(a) Basis of combination (continued)
(viii) Joint arrangements (continued)
A joint arrangement is classified as “joint venture” when the Group has rights only to the net assets of the arrangements. The Group accounts for its interest in the joint venture using the equity method. Investments in joint venture are measured in the Group’s statement of financial position at cost less any impairment losses, unless the investment is classified as held for sale or distribution. The cost of investment includes transaction costs.
(ix) Non-controlling interests
Non-controlling interests at the end of the reporting period, represent the equity in a subsidiary not attributable directly or indirectly to the equity holders of the Company, and are presented in the combined statement of financial position and statement of changes in equity within equity, separately from equity attributable to the owners of the Company. Non-controlling interests in the results of the Group is presented in the combined statement of profit or loss and other comprehensive income as an allocation of the profit or loss and the comprehensive income for the year between non-controlling interests and owners of the Company.
Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a deficit balance.
(x) Transactions eliminated on combination
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the combined financial statements.
Unrealised gains arising from transactions with equity-accounted associates are eliminated against the investment to the extent of the Group’s interest in the investees. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.
(b) Foreign currency
(i) Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions.
346
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
21
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(b) Foreign currency (continued)
(i) Foreign currency transactions (continued)
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are retranslated to the respective functional currencies of Group entities at the exchange rate at that date.
Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at the end of the reporting date, except for those that are measured at fair value which are retranslated to the functional currency at the exchange rate at the date that the fair value was determined.
Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising from the retranslation of available-for-sale equity instruments or financial instruments designated as a hedge of currency risk, which are recognised in other comprehensive income.
In the combined financial statements, when settlement of a monetary item receivable from, or payable to, a foreign operation is neither planned nor likely to occur in the foreseeable future, foreign exchange gains and losses arising from such a monetary item are considered to form part of a net investment in a foreign operation and are recognised in other comprehensive income, and are presented in the translation reserve in equity at group level.
(ii) Operations denominated in functional currencies other than Ringgit Malaysia
The assets and liabilities of operations denominated in functional currencies other than RM, including fair value adjustments arising on acquisition, are translated to RM at exchange rates at the end of the reporting period. The income and expenses of foreign operations are translated to RM at exchange rates at the dates of the transactions.
Foreign currency differences are recognised in other comprehensive income and accumulated in the translation reserve in equity. However, if the operation is a non-wholly-owned subsidiary, then the relevant proportionate share of the translation difference is allocated to the non-controlling interests. When a foreign operation is disposed of such that control or significant influence is lost, the cumulative amount in the translation reserve relating to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal.
When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss.
347
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
22
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(c) Financial instruments
(i) Recognition and initial measurement
A financial asset or a financial liability is recognised in the statement of financial position when, and only when, the Group becomes a party to the contractual provisions of the instrument.
A financial asset (unless it is a trade receivable without significant financing component) or a financial liability is initially measured at fair value plus or minus, for an item not at fair value through profit or loss, transaction costs that are directly attributable to its acquisition or issuance. A trade receivable without a significant financing component is initially measured at the transaction price.
(ii) Financial instrument categories and subsequent measurement
The Group categorises financial instruments as follows:
Financial assets
Categories of financial assets are determined on initial recognition and are not reclassified subsequent to their initial recognition unless the Group changes its business model for managing financial assets in which case all affected financial assets are reclassified on the first day of the first reporting period following the change of the business model.
Amortised cost
Amortised cost category comprises financial assets that are held within a business model whose objective is to hold assets to collect contractual cash flows and its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. The financial assets are not designated as fair value through profit or loss. Subsequent to initial recognition, these financial assets are measured at amortised cost using the effective interest method. The amortised cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gains or losses on derecognition are recognised in profit or loss.
Interest income is recognised by applying effective interest rate to the gross carrying amount.
All financial assets are subject to impairment assessment (see Note 2 (i)(i)).
348
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Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
23
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(c) Financial instruments (continued)
(ii) Financial instrument categories and subsequent measurement (continued)
Financial liabilities
Amortised cost
Other financial liabilities not categorised as fair value through profit or loss are subsequently measured at amortised cost using the effective interest method.
Interest expense and foreign exchange gains and losses are recognised in the profit or loss. Any gains or losses on derecognition are also recognised in the profit or loss.
(iii) Derecognition
A financial asset or part of it is derecognised when, and only when the contractual rights to the cash flows from the financial asset expires or is transferred, or control of the asset is not retained or substantially all of the risks and rewards of ownership of the financial asset are transferred to another party. On derecognition of a financial asset, the difference between the carrying amount and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in profit or loss.
A financial liability or a part of it is derecognised when, and only when, the obligation specified in the contract is discharged, cancelled or expired. On derecognition of a financial liability, the difference between the carrying amount of the financial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.
(iv) Offsetting
Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and liability simultaneously.
349
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
24
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(d) Property, plant and equipment
(i) Recognition and measurement
Freehold land and capital work in progress are measured at cost. Other items of property, plant and equipment are measured at cost less any accumulated depreciation and any accumulated impairment losses.
Cost includes expenditure that is directly attributable to the acquisition of the asset and any other costs directly attributable to bringing the asset to working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on which they are located. The cost of self-constructed assets also includes the cost of materials and direct labour. For qualifying assets, borrowing costs are capitalised in accordance with the accounting policy on borrowing costs.
Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.
When significant components of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
The gain or loss on disposal of an item of property, plant and equipment is determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and is recognised net within “other operating income” and “other operating expenses” respectively in profit or loss.
(ii) Subsequent costs
The cost of replacing a component of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the component will flow to the Group and its cost can be measured reliably. The carrying amount of the replaced component is expensed to profit or loss as incurred. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.
350
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
25
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(d) Property, plant and equipment (continued)
(iii) Depreciation
Depreciation is based on the cost of an asset less its residual value. Significant components of individual assets are assessed, and if a component has a useful life that is different from the remainder of that asset, then that component is depreciated separately.
Depreciation of new vessels is calculated utilising the straight-line method to write off the cost, less estimated residual value over their estimated useful life of 25 years, whilst for used vessels purchased, depreciation is calculated utilising the straight-line method to write off the cost less estimated residual value over their remaining useful lives.
The Group reviews the estimated useful lives and residual values of the vessels regularly in order to determine the amount of depreciation expense to be recorded for each financial year. Any changes in the economic useful lives and the residual values could impact the depreciation expense and consequently affect the Group’s financial results. The economic useful lives and residual values of the vessels are reviewed at each reporting date, with any changes in estimates accounted for as a change in estimate and therefore prospectively and accordingly, the effects of the change are accounted for prospectively.
During the financial year ended 31 December 2018, the Group reviewed and revised the residual values of the vessels based on the average scrap steel price per light displacement ton of each respective complete vessel with all normal machinery and equipment on board. The revision was accounted forprospectively as a change in accounting estimate resulting in an increase in the estimated residual values.
Plant and equipment under construction (capital work-in-progress) are not depreciated until the assets are ready for their intended use.
For other assets, depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of plant and equipment from the date that they are available for use.
The estimated useful lives for the current and comparative periods are as follows:
Containers 10 yearsEquipment and machineries 5 to 10 yearsOther plant and equipment 5 years
Freehold land is not depreciated. Drydocking expenditure is capitalised and depreciated over a period of 30 months or the period until the next drydocking date, whichever is shorter.
351
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
26
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(d) Property, plant and equipment (continued)
(iii) Depreciation (continued)
Depreciation methods, useful lives and residual values are reviewed at end of the reporting period, and adjusted as appropriate.
(e) Leases
(i) Definition of a lease
A contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Group assesses whether:
• the contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically distinct or represent substantially all of the capacity of a physically distinct asset. If the supplierhas a substantive substitution right, then the asset is not identified;
• the customer has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and
• the customer has the right to direct the use of the asset. The customer has this right when it has the decision-making rights that are most relevant to changing how and for what purpose the asset is used. In rare cases where the decision about how and for what purpose the asset is used is predetermined, the customer has the right to direct the use of the asset if either the customer has the right to operate the asset; or the customer designed the asset in a way that predetermines how and for what purpose it will be used.
At inception or on reassessment of a contract that contains a lease component, the Group allocates the consideration in the contract to each lease and non-lease component on the basis of their relative stand-alone price. However, for leases of properties in which the Group is a lessee, it has elected not to separate non-lease components and will instead account for the lease and non-lease components as a single lease component.
352
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Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
27
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(e) Leases (continued)
(ii) Recognition and initial measurement
(a) As a lessee
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. 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 on or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprise the following:
• fixed payments, including in-substance fixed payments less any incentives receivables;
• variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;
• amounts expected to be payable under a residual value guarantee;• the exercise price under a purchase option that the Group is
reasonably certain to exercise; and• penalties for early termination of a lease unless the Group is
reasonably certain not to terminate early.
The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less or leases of low-value assets. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term.
353
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Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
28
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(e) Leases (continued)
(ii) Recognition and initial measurement (continued)
(b) As a lessor
When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease or an operating lease.
To classify each lease, the Group makes an overall assessment of whether the lease transfers substantially all of the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is a finance lease; if not, then it is an operating lease.
If an arrangement contains lease and non-lease components, the Group applies MFRS 15 to allocate the consideration in the contract based on the stand-alone selling prices.
The Group recognises assets held under a finance lease in its statement of financial position and presents them as a receivable at an amount equal to the net investment in the lease. The Group uses the interest rate implicit in the lease to measure the net investment in the lease.
When the Group is an intermediate lessor, it accounts for its interests in the head lease and the sublease separately. It assesses the lease classification of a sublease with reference to the right-of-use asset arising from the head lease, not with reference to the underlying asset. If a head lease is a short-term lease to which the Group applies the exemption described above, then it classifies the sublease as an operating lease.
354
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Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
29
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(e) Leases (continued)
(iii) Subsequent measurement
(a) As a lessee
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The estimated useful lives of the right-of-use assets are determined on the same basis as those of property, plant and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, if there is a revision of in-substance fixed lease payments, or if there is a change in the Group’s estimate of the amount expected to be payable under a residual value guarantee, or if the Group changes its assessment of whether it will exercise a purchase, extension or termination option.
When the lease liability is remeasured, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
(b) As a lessor
The Group recognises lease payments received under operating leases as income on a straight-line basis over the lease term as part of "revenue".
The Group recognises finance income over the lease term, based on a pattern reflecting a constant periodic rate of return on the Group net investment in the lease. The Group aims to allocate finance income over the lease term on a systematic and rational basis. The Group applies the lease payments relating to the period against the gross investment in the lease to reduce both the principal and the unearned finance income. The net investment in the lease is subject to impairment requirements in MFRS 9, Financial Instruments (see Note 2(i)(i)).
355
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
30
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(f) Inventories
Inventories are measured at the lower of cost and net realisable value.
The cost of inventories is measured using the first-in, first-out method.
Net realisable value is 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.
(g) Contract assets/Contract liabilities
A contract asset is recognised when the Group’s right to consideration is conditional on something other than the passage of time. A contract asset is subject to impairment in accordance to MFRS 9, Financial Instruments (see Note 2(i)(i)).
A contract liability is stated at cost and represents the obligation of the Group to transfer goods or services to a customer for which consideration has been received (or the amount is due) from the customers.
(h) Cash and cash equivalents
Cash and cash equivalents consists of cash in hand, balances and deposits with banks, financial institutions and highly liquid investments which have an insignificant risk of change in fair value with original maturities of three months or less are used by the Group in the management of their short-term commitments. For the purpose of the statement of cash flows, cash and cash equivalents are presented net of pledged deposits.
356
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
31
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(i) Impairment
(i) Financial assets
The Group recognises loss allowances for expected credit losses on financial assets measured at amortised cost and contract assets. Expected credit losses are a probability-weighted estimate of credit losses.
The Group measures loss allowances at an amount equal to lifetime expected credit loss, except for debt securities that are determined to have low credit risk at the reporting date, cash and bank balances and other debt securities for which credit risk has not increased significantly since initial recognition, which are measured at 12-month expected credit loss. Loss allowances for trade receivables and contract assets are always measured at an amount equal to lifetime expected credit loss.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating expected credit loss, the Group considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis, based on the Group’s historical experience and informed credit assessment and including forward-looking information, where available.
Lifetime expected credit losses are the expected credit losses that result from all possible default events over the expected life of the asset, while 12-month expected credit losses are the portion of expected credit losses that result from default events that are possible within the 12 months after the reporting date. The maximum period considered when estimating expected credit losses is the maximum contractual period over which the Group are exposed to credit risk.
The Group estimates the expected credit losses on trade receivables by determining the probability of default individually using internal information available with reference to historical credit loss experience.
An impairment loss in respect of financial assets measured at amortised cost is recognised in profit or loss and the carrying amount of the asset is reduced through the use of an allowance account.
An impairment loss in respect of debt investments measured at fair value through other comprehensive income is recognised in profit or loss and the allowance account is recognised in other comprehensive income.
357
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
32
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(i) Impairment (continued)
(i) Financial assets (continued)
At each reporting date, the Group assesses whether financial assets carried at amortised cost and debt securities at fair value through other comprehensive income are credit-impaired. A financial asset is credit impaired when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures for recovery amounts due.
(ii) Other assets
The carrying amounts of other assets (except for inventories, contract assets, and deferred tax assets) are reviewed at the end of each reporting period to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated.
For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs of disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or cash-generating unit.
An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit exceeds its estimated recoverable amount.
Impairment losses are recognised in profit or loss.
358
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
33
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(i) Impairment (continued)
(ii) Other assets (continued)
In respect of other assets, impairment losses recognised in prior periods are assessed at the end of each reporting period for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount since the last impairment loss was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of impairment losses are credited to profit or loss in the financial year in which the reversals are recognised.
(j) Equity instruments
Instruments classified as equity are measured at cost on initial recognition and are not remeasured subsequently.
Ordinary shares are classified as equity.
(k) Employee benefits
(i) Short-term employee benefits
Short-term employee benefit obligations in respect of salaries, annual bonuses, paid annual leave and sick leave are measured on an undiscounted basis and are expensed as the related service is provided.
A liability is recognised for the amount expected to be paid under short-term cash bonus if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably.
(ii) Defined contribution plan
The Group’s contributions to statutory pension funds are charged to profit or loss in the financial year to which they relate. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payment is available.
359
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
34
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(l) Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost.
(m) Revenue and other income
(i) Revenue
Revenue is measured based on the consideration specified in a contract with a customer in exchange for transferring goods or services to a customer, excluding amounts collected on behalf of third parties. The Group recognisedrevenue when (or as) it transfers control over service to customer. An asset is transferred when (or as) the customer obtains control of the asset.
The Group transfers control of a good or service at a point in time unless one of the following over-time criteria is met:
(a) the customer simultaneously receives and consumes the benefits provided as the Group performs;
(b) the Group’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or
(c) the Group’s performance does not create an asset with an alternative use and the Group has an enforceable right to payment for performance completed to date.
(ii) Dividend income
Dividend income is recognised in profit or loss on the date that the Group’s right to receive payment is established.
(iii) Interest income
Interest income is recognised as it accrues using the effective interest method in profit or loss.
360
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
35
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(n) Borrowing costs
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in profit or loss using the effective interest method.
Borrowing costs directly attributable to the acquisition, construction or production of a qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are capitalised as part of the costof those assets.
The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when expenditure for the asset is being incurred, borrowing costs are being incurred and activities that are necessary to prepare the asset for its intended use or sale are in progress. Capitalisation of borrowing costs is suspended or ceased when substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are interrupted or completed.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.
(o) 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 income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to tax payable in respect of previous financial years.
Deferred tax is recognised using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is not recognised for the following temporary differences: the initial recognition of 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.
The amount of deferred tax recognised is measured based on the expected manner of realisation or settlement of the carrying amount of the assets and liabilities, using tax rates enacted or substantively enacted at the reporting date. Deferred tax assets and liabilities are not discounted.
361
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
36
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(o) Income tax (continued)
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.
(p) Earnings per ordinary share
The Group presents basic earnings per share data for its ordinary shares (“EPS”).
Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Group by the weighted average number of ordinary shares outstanding during the period, adjusted for own shares held.
(q) Operating segments
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. Operating segment results are reviewed regularly by the chief operating decision maker, which in this case is the Managing Director of the Group, to make decisions about resources to be allocated to the segment and to assess its performance, and for which discrete financial information is available.
362
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
37
Company No. 201901004019 (1313346-A)
2. Significant accounting policies (continued)
(r) Fair value measurements
Fair value of an asset or a liability, except for share-based payment and lease transactions, is determined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The measurement assumes that the transaction to sell the asset or transfer the liability takes place either in the principal market or in the absence of a principal market, in the most advantageous market.
For non-financial asset, the fair value measurement takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.
When measuring the fair value of an asset or a liability, the Group uses observable market data as far as possible. Fair value is categorised into different levels in a fair value hierarchy based on the input used in the valuation technique as follows:
Level 1: quoted price (unadjusted) in active markets for identical assets or liabilities that the Group can access at the measurement date.
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.
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.
363
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ssifi
catio
n-
96,4
38-
--
-(9
6,43
8)-
At 3
1 D
ecem
ber 2
019/
1 Ja
nuar
y 20
2016
,945
256,
131
38,8
3173
,950
20,8
1217
,448
71,9
0349
6,02
0Ad
ditio
ns-
68,8
598,
606
9,66
23,
115
3,57
757
,557
151,
376
Borr
owin
g co
sts
capi
talis
ed a
t 2.0
1% -
3.63
% p
er a
nnum
--
--
--
1,30
71,
307
Dis
posa
ls-
--
(727
)(1
,167
)(8
14)
(1,5
25)
(4,2
33)
Writ
e of
f-
-(2
,944
)-
-(5
)-
(2,9
49)
Rec
lass
ifica
tion
-26
,794
--
-10
4(2
6,89
8)-
At 3
1 D
ecem
ber 2
020/
1 Ja
nuar
y 20
2116
,945
351,
784
44,4
9382
,885
22,7
6020
,310
102,
344
641,
521
Addi
tions
-78
,033
4,12
14,
666
931
46,
786
93,9
29Bo
rrow
ing
cost
s ca
pita
lised
at 2
.01%
-3.
59%
per
ann
um-
--
--
-39
539
5D
ispo
sals
--
-(3
)(1
,000
)(7
)-
(1,0
10)
Writ
e of
f-
-(1
4,50
2)-
--
-(1
4,50
2)R
ecla
ssifi
catio
n-
--
--
230
(230
)-
At 3
1 M
arch
202
116
,945
429,
817
34,1
1287
,548
21,7
6920
,847
109,
295
720,
333
364
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
39
Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
3.Pr
oper
ty, p
lant
and
equ
ipm
ent (
cont
inue
d)
Free
hold
land
Vess
els
Dry
dock
ing
Con
tain
ers
Equi
pmen
t an
d m
achi
nerie
sO
ther
sC
apita
l wor
k in
pro
gres
sTo
tal
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
Acc
umul
ated
dep
reci
atio
nAt
1 J
anua
ry 2
018
-33
,289
4,58
520
,265
10,0
128,
438
-76
,589
Dep
reci
atio
n fo
r the
yea
r-
4,93
35,
937
5,58
41,
497
1,41
8-
19,3
69D
ispo
sals
-(7
,196
)(1
,605
)(1
1)(3
,068
)(1
21)
-(1
2,00
1)At
31
Dec
embe
r 201
8/1
Janu
ary
2019
-31
,026
8,91
725
,838
8,44
19,
735
-83
,957
Dep
reci
atio
n fo
r the
yea
r-
9,29
313
,641
7,25
51,
678
1,82
4-
33,6
91D
ispo
sals
--
-(1
,117
)(1
0)(7
44)
-(1
,871
)W
rite
off
--
(2,1
29)
(6)
-(1
39)
-(2
,274
)At
31
Dec
embe
r 201
9/1
Janu
ary
2020
-40
,319
20,4
2931
,970
10,1
0910
,676
-11
3,50
3D
epre
ciat
ion
for t
he y
ear
-13
,482
15,3
858,
408
2,31
12,
404
-41
,990
Dis
posa
ls-
--
(569
)(1
,165
)(6
71)
-(2
,405
)W
rite
off
--
(2,9
44)
--
(2)
-(2
,946
)
At 3
1 D
ecem
ber 2
020/
1 Ja
nuar
y 20
21-
53,8
0132
,870
39,8
0911
,255
12,4
07-
150,
142
Dep
reci
atio
n fo
r the
per
iod
-3,
818
3,71
52,
349
596
667
-11
,145
Dis
posa
ls-
--
(3)
(1,0
00)
(7)
-(1
,010
)W
rite
off
--
(14,
502)
--
--
(14,
502)
At 3
1 M
arch
202
1-
57,6
1922
,083
42,1
5510
,851
13,0
67-
145,
775
Car
ryin
g am
ount
s
At 3
1 D
ecem
ber 2
018
16,4
6110
4,57
415
,493
29,6
7210
,869
4,17
747
,475
228,
721
At 3
1 D
ecem
ber 2
019
16,9
4521
5,81
218
,402
41,9
8010
,703
6,77
271
,903
382,
517
At 3
1 D
ecem
ber 2
020
16,9
4529
7,98
311
,623
43,0
7611
,505
7,90
310
2,34
449
1,37
9
At 3
1 M
arch
202
116
,945
372,
198
12,0
2945
,393
10,9
187,
780
109,
295
574,
558
39
Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
3.Pr
oper
ty, p
lant
and
equ
ipm
ent (
cont
inue
d)
Free
hold
land
Vess
els
Dry
dock
ing
Con
tain
ers
Equi
pmen
t an
d m
achi
nerie
sO
ther
sC
apita
l wor
k in
pro
gres
sTo
tal
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
Acc
umul
ated
dep
reci
atio
nAt
1 J
anua
ry 2
018
-33
,289
4,58
520
,265
10,0
128,
438
-76
,589
Dep
reci
atio
n fo
r the
yea
r-
4,93
35,
937
5,58
41,
497
1,41
8-
19,3
69D
ispo
sals
-(7
,196
)(1
,605
)(1
1)(3
,068
)(1
21)
-(1
2,00
1)At
31
Dec
embe
r 201
8/1
Janu
ary
2019
-31
,026
8,91
725
,838
8,44
19,
735
-83
,957
Dep
reci
atio
n fo
r the
yea
r-
9,29
313
,641
7,25
51,
678
1,82
4-
33,6
91D
ispo
sals
--
-(1
,117
)(1
0)(7
44)
-(1
,871
)W
rite
off
--
(2,1
29)
(6)
-(1
39)
-(2
,274
)At
31
Dec
embe
r 201
9/1
Janu
ary
2020
-40
,319
20,4
2931
,970
10,1
0910
,676
-11
3,50
3D
epre
ciat
ion
for t
he y
ear
-13
,482
15,3
858,
408
2,31
12,
404
-41
,990
Dis
posa
ls-
--
(569
)(1
,165
)(6
71)
-(2
,405
)W
rite
off
--
(2,9
44)
--
(2)
-(2
,946
)
At 3
1 D
ecem
ber 2
020/
1 Ja
nuar
y 20
21-
53,8
0132
,870
39,8
0911
,255
12,4
07-
150,
142
Dep
reci
atio
n fo
r the
per
iod
-3,
818
3,71
52,
349
596
667
-11
,145
Dis
posa
ls-
--
(3)
(1,0
00)
(7)
-(1
,010
)W
rite
off
--
(14,
502)
--
--
(14,
502)
At 3
1 M
arch
202
1-
57,6
1922
,083
42,1
5510
,851
13,0
67-
145,
775
Car
ryin
g am
ount
s
At 3
1 D
ecem
ber 2
018
16,4
6110
4,57
415
,493
29,6
7210
,869
4,17
747
,475
228,
721
At 3
1 D
ecem
ber 2
019
16,9
4521
5,81
218
,402
41,9
8010
,703
6,77
271
,903
382,
517
At 3
1 D
ecem
ber 2
020
16,9
4529
7,98
311
,623
43,0
7611
,505
7,90
310
2,34
449
1,37
9
At 3
1 M
arch
202
116
,945
372,
198
12,0
2945
,393
10,9
187,
780
109,
295
574,
558
365
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
40
Company No. 201901004019 (1313346-A)
3. Property, plant and equipment (continued)
3.1 Fully depreciated assets
Included in property, plant and equipment are fully depreciated assets which are still in use, with cost totaling RM37,149,000 (31.12.2020: RM37,149,000; 31.12.2019: RM18,480,000; 31.12.2018: RM18,480,000).
3.2 Security
Term loan
The following property, plant and equipment are charged as security for the term loans of the Group (Note 13):
- Freehold land with net carrying amount of RM16,945,000 (31.12.2020: RM16,945,000; 31.12.2019: RM16,945,000; 31.12.2018: RM16,461,000);
- Vessels with net carrying amount of RM372,198,000 (31.12.2020: RM297,983,000; 31.12.2019: RM215,812,000; 31.12.2018: RM71,225,000).
Bankers’ acceptance and Revolving credit
The following property, plant and equipment are charged as security for the bankers’ acceptance and revolving credit of the Group (Note 13):
- Freehold land with net carrying amount of RM16,945,000 (31.12.2020: RM16,945,000; 31.12.2019: RM16,945,000).
3.3 Change in estimate
During the financial year ended 31 December 2018, the Group reviewed and revised the residual values of the vessels based on the average scrap steel price per light displacement ton of each respective complete vessel with all normal machinery and equipment on board. The revision was accounted for prospectively as a change in accounting estimate resulting in an increase in the estimated residual values.
Estimation of depreciation methods, useful lives and residual values are reviewed at the end of the reporting period and adjusted as appropriate. The effect of these changes on depreciation expense, recognised in cost of sales and the carrying amount of vessels in current and future periods are as follows:
2018RM’000
2019RM’000
2020RM’000
2021RM’000
2022RM’000
LaterRM’000
Decrease in depreciation expense 7,589 7,589 7,589 7,589 7,920 21,694
366
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
41
Company No. 201901004019 (1313346-A)
3. Property, plant and equipment (continued)
3.4 Property, plant and equipment subject to operating lease
The Group leases certain of its vessels to third parties. Each of the leases contains an initial non-cancellable period between 3 months – 1 year. Subsequent renewals are negotiated with the lessee.
The Group generally does not require a financial guarantee on the lease arrangement. Nevertheless, the Group requires two weeks of advanced rental payments from the lessee. These leases do not include residual value guarantees.
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Charter hireincome 7,582 2,458 18,602 4,313 2,596
The operating lease payments to be received are as follows:
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Undiscounted lease payments:- Less than one year 31,756 18,316 - -
367
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
42
Company No. 201901004019 (1313346-A)
4. Right-of-use assets
Leasehold lands Vessels Equipment Total
RM’000 RM’000 RM’000 RM’000
At 1 January 2018 - 23,540 - 23,540Additions 31,000 - - 31,000Depreciation for the year (30) (10,963) - (10,993)Effect of movement in exchange rate - 513 - 513At 31 December 2018/1 January 2019 30,970 13,090 - 44,060Additions 35,427 3,275 - 38,702Depreciation for the year (1,262) (9,538) - (10,800)Effect of movement in exchange rate - (33) - (33)
At 31 December 2019/1 January 2020 65,135 6,794 - 71,929Additions - - 1,456 1,456Depreciation for the year (1,967) (6,419) (283) (8,669)Lease modification - (103) - (103)Effect of movement in exchange rate - 140 - 140
At 31 December 2020/1 January 2021 63,168 412 1,173 64,753Additions 2,084 - - 2,084Depreciation for the period (653) (416) (121) (1,190)Effect of movement in exchange rate - 4 - 4
At 31 March 2021 64,599 - 1,052 65,651
Right-of-use assets with net carrying amount of RM64,599,000 (31.12.2020: RM63,168,000; 31.12.2019: RM65,135,000; 31.12.2018: RM30,970,000) are charged as security for the term loans of the Group (Note 13).
The Group leases three yards that run between 1 year and 3 years, with an option to renew the lease after that date.
The leasehold land and yards main purpose are used for depot activities.
The remaining unexpired lease term of the two leasehold lands are 78 years and 84 yearswhich will be expiring on 31 December 2099 and 30 June 2105 respectively.
368
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
43
Company No. 201901004019 (1313346-A)
4. Right-of-use assets (continued)
4.1 Extension options
Some leases of land and equipment contain extension options exercisable by the Group. The Group assesses at lease commencement whether it is reasonably certain to exercise the extension options. The Group reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant change in circumstances within its control.
4.2 Significant judgements and assumptions in relation to lease
The Group assesses at lease commencement by applying significant judgement whether it is reasonably certain to exercise the extension options. Group entities consider all facts and circumstances including their past practice and any cost that will be incurred to change the asset if an option to extend is not taken, to help them determine the lease term.
The Group also applied judgement and assumptions in determining the incremental borrowing rate of the respective leases. Group entities first determine the closest available borrowing rates before using significant judgement to determine the adjustments required to reflect the term, security, value or economic environment of the respective leases.
5. Investment in associates31.3.2021 31.12.2020 31.12.2019 31.12.2018
RM’000 RM’000 RM’000 RM’000
Unquoted shares at cost 14,635 14,635 14,635 14,794Share of post-acquisition
accumulated (loss)/profit (44) 86 587 194
14,591 14,721 15,222 14,988Less: Accumulated impairment loss - - - (37)
14,591 14,721 15,222 14,951
Details of the associates are as follows:
Name of company
Principal place of business/Country of
incorporationNature of the relationship Effective ownership interest
31.3.2021 31.12.2020 31.12.2019 31.12.2018% % % %
Perkapalan MTT (S) Pte. Ltd.
Singapore Dormant - - - 30
Perceptive Logistics Sdn. Bhd.
Malaysia Provision of haulage, distribution and transportationservices and is currently oneof the serviceproviders of the Group
30 30 30 30
369
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
44
Company No. 201901004019 (1313346-A)
5. Investment in associates (continued)
The following table summarises the information of the Group’s material associates, adjusted for any differences in accounting policies and reconciles the information to the carrying amount of the Group’s interest in the associates.
2021
Perceptive Logistics Sdn. Bhd.
Summarised financial information RM’000As at 31 MarchNon-current assets 29,574Current assets 30,874Non-current liabilities (5,192)Current liabilities (8,613)
Net assets 46,643
Period ended 31 MarchTotal comprehensive income (431)
Included in the total comprehensive income is:Revenue 13,170
Reconciliation of net assets to carrying amounts as at 31 MarchGroup’s share of net assets 13,993Goodwill 598
Carrying amount in the statement of financial position 14,591
2020
Perceptive Logistics Sdn. Bhd.
Summarised financial information RM’000As at 31 DecemberNon-current assets 27,754Current assets 33,165Non-current liabilities (4,898)Current liabilities (8,946)
Net assets 47,075
Year ended 31 DecemberTotal comprehensive income (1,672)
Included in the total comprehensive income is:Revenue 52,500
Reconciliation of net assets to carrying amounts as at 31 DecemberGroup’s share of net assets 14,123Goodwill 598
Carrying amount in the statement of financial position 14,721
370
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
45
Company No. 201901004019 (1313346-A)
5. Investment in associates (continued)
2019
Perceptive Logistics Sdn. Bhd.
Summarised financial information RM’000As at 31 DecemberNon-current assets 29,402Current assets 33,628Non-current liabilities (7,173)Current liabilities (7,110)
Net assets 48,747
Year ended 31 DecemberTotal comprehensive income 902
Included in the total comprehensive income is:Revenue 62,153
Reconciliation of net assets to carrying amounts as at 31 DecemberGroup’s share of net assets 14,624Goodwill 598
Carrying amount in the statement of financial position 15,222
2018
Perceptive Logistics Sdn. Bhd.
Summarised financial information RM’000As at 31 DecemberNon-current assets 29,619Current assets 35,931Non-current liabilities (8,913)Current liabilities (8,793)
Net assets 47,844
Year ended 31 DecemberTotal comprehensive income 3,724
Included in the total comprehensive income is:Revenue 71,175
Reconciliation of net assets to carrying amounts as at 31 DecemberGroup’s share of net assets 14,353Goodwill 598
Carrying amount in the statement of financial position 14,951
371
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
46
Company No. 201901004019 (1313346-A)
6. Investment in joint ventures
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Unquoted shares at cost 1,551 1,551 - -
Details of the joint ventures are as follows:
Name of joint ventures
Principal place of business/Country of
incorporationPrincipal activities
Effective ownershipinterest and voting interest
31.3.2021 31.12.2020 31.12.2019 31.12.2018% % % %
Lestari Maritime Sdn. Bhd. Malaysia Dormant 51 51 - -
Harbour 360 Sdn. Bhd. Malaysia Dormant 50 50 - -
7. Other investmentsNote 31.3.2021 31.12.2020 31.12.2019 31.12.2018
RM’000 RM’000 RM’000 RM’000
Transferable club membership- at cost 75 75 75 75
Redeemable secured loan stocks (“RSLS”) at amortised cost 7.1 6,327 6,327 6,327 2,114
6,402 6,402 6,402 2,189
7.1 Held by MTTS Holdings Sdn. Bhd., a wholly-owned subsidiary of MTT Shipping Sdn. Bhd. (the combining entity) through a subscription agreement for up to 2,000,000 RSLS at a subscription price of USD1.00 each.
The RSLS has the following terms, rights, benefits and privileges:
• The RSLS has a perpetual tenure with no fixed redemption date;• Dividend will be issued at fixed rate of 6% per annum throughout the entire
tenure, calculated based on the nominal value of the RSLS, payable on each coupon payment date specified in the subscription agreement;
• The RSLS is not tradable or transferable;• The RSLS will not be listed and rated;• Subscribers are entitled to issue a notice to the issuer to terminate the
subscription agreement if the issuer commits any continuing or material breach of any of its obligations under the subscription agreement;
• Upon occurrence of any or more of the special redemption events set out in the subscription agreement, the subscriber shall have the right to immediately request or demand to redeem the RSLS in full, by giving a notice of redemption in writing to the issuer.
372
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
47
Company No. 201901004019 (1313346-A)
8. Inventories
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
At cost:Consumables
- Bunker fuel and diesel 12,783 9,223 11,350 8,223 - Lubricant oil and other bonded
stores 2,794 2,850 1,483 1,417
15,577 12,073 12,833 9,640
Recognised in profit or loss:Inventories recognised as cost of sales 22,779 77,611 89,678 94,638
9. Trade and other receivables
Note 31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
TradeAmounts due from- related companies 9.1 5,472 5,184 5,906 6,352 - associates 9.1 31 - - 816Trade receivables from contracts
with customers 98,900 89,522 85,769 90,604
104,403 94,706 91,675 97,772Less: Impairment loss- associates - - - (816)- trade receivables (352) (703) (460) (457)
104,051 94,003 91,215 96,499Non-tradeOther receivables 6,189 7,971 10,272 6,942GST receivables - - - 10Deposits 1,905 1,889 2,071 5,509 Prepayments 30,021 15,700 9,699 16,360
38,115 25,560 22,042 28,821Less: Impairment loss (2,484) (2,484) (2,484) (2,484)
35,631 23,076 19,558 26,337
139,682 117,079 110,773 122,836
9.1 Trade amounts due from related companies and associates are repayable within the credit term of 60 to 90 days (31.12.2020: 60 to 90 days; 31.12.2019: 60 to 90 days; 31.12.2018: 60 to 90 days).
373
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
48
Company No. 201901004019 (1313346-A)
10. Contract with customers
Note 31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Contract assets 10.1 5,063 4,903 2,416 488
Contract liabilities 10.2 8,836 6,758 4,192 3,897
10.1 Contract assets primarily relate to the Group’s rights to consideration for work completed over-time but not yet billed at the reporting date. Typically, the amount will be billed within 30 days and payment is expected within normal credit term.
10.2 Contract liabilities primarily relate to the obligation to transfer goods or services to customers for which the Group have received the consideration. The contract liabilities are expected to be recognised as revenue within 1 year.
11. Cash and cash equivalents
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Deposits with licensed banks 15,195 20,805 11,140 24,227Cash and bank balances 42,225 40,710 31,192 31,991
57,420 61,515 42,332 56,218
At 31 December 2019, deposits placed with licensed banks included RM1,578,000 (31.12.2018: RM1,523,000) which was pledged for term loans granted to Group (Note 13).
374
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
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R
egis
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0190
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(131
3346
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13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
49
Com
pany
No.
201
9010
0401
9(1
3133
46-A
)
12.
Def
erre
d ta
x as
sets
/(lia
bilit
ies)
Rec
ogni
sed
defe
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tax
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ts/(l
iabi
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ets
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et31
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31.1
2.20
2031
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31.1
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31.1
2.20
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31.1
2.20
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31.1
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31.1
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M’0
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1.1.
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At
31.1
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1.1.
2020
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At
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2.20
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1.1.
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31.3
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375
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
50
Company No. 201901004019 (1313346-A)
13. Loans and borrowings
Note 31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Non-currentTerm loans 13.1 293,842 251,873 172,094 53,554Hire purchase payables 13.3 3,225 3,727 3,435 3,820
297,067 255,600 175,529 57,374
CurrentTerm loans 13.1 36,255 28,202 23,339 14,196Hire purchase payables 13.3 1,966 1,939 1,527 1,344Bankers’ acceptance 13.2 36,652 26,834 15,883 10,301Revolving credit 13.2 10,000 5,000 10,000 -
84,873 61,975 50,749 25,841
381,940 317,575 226,278 83,215
13.1 Term loans
Security
The term loans are secured by the following:
(a) Pledge of vessels and land of the Group as disclosed in Note 3 ; (b) Lien on fixed deposits of certain subsidiaries of MTT Shipping Sdn. Bhd. as
disclosed in Note 11; (c) Floating charge over the assets of certain subsidiaries of MTT Shipping Sdn.
Bhd.; (d) Corporate guarantee by MTT Shipping Sdn. Bhd.; and(e) Personal guarantees from certain Directors of the Group.
13.2 Bankers’ acceptance and revolving credit
Security
The bankers’ acceptance and revolving credit are secured by the following:
(a) Pledge of land of the Group as disclosed in Note 3; and(b) Personal guarantees from certain Directors of the Group.
376
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
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(131
3346
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13.
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’ REP
OR
T (C
ont’d
)
51
Com
pany
No.
201
9010
0401
9(1
3133
46-A
)
13.
Loan
s an
d bo
rrow
ings
(con
tinue
d)
13.3
Hire
pur
chas
e pa
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Hire
pur
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are
paya
ble
as fo
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31.3
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131
.12.
2020
31.1
2.20
1931
.12.
2018
Futu
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6,17
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5,43
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5,80
163
75,
164
377
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
52
Company No. 201901004019 (1313346-A)
14. Trade and other payables
Note 31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
TradeAmounts due to:- corporate shareholder 14.1 268 138 143 149- related companies 14.1 671 1,106 706 836- associates 233 149 256 133Trade payables 38,052 24,832 30,269 36,775
39,224 26,225 31,374 37,893
Non-tradeAmounts due to:- shareholders 14.2 - - - 2,377- related companies 14.2 - 13 - -Other payables 233 234 282 887Deposits received 4 3 15 -GST payables - - - 110Accruals 17,246 20,067 19,615 23,514
17,483 20,317 19,912 26,888
56,707 46,542 51,286 64,781
14.1 Trade amounts due to a corporate shareholder of MTT Shipping Sdn. Bhd. and related companies are repayable within the credit term of 30 to 60 days (31.12.2020: 30 to 60 days; 31.12.2019: 30 to 60 days; 31.12.2018: 30 to 60 days).
14.2 Non-trade amounts due to shareholders and related companies are unsecured, interest free and repayable on demand.
378
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
53
Company No. 201901004019 (1313346-A)
15. Revenue
Note 1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Revenue from contract with customers 168,312 136,181 514,541 509,761 537,759
15.1 Disaggregation of revenue
Major service lines
Freight income -domestic a 109,497 98,252 352,513 369,269 390,010
Freight income -regional b 41,809 27,074 109,757 101,664 111,098
Charter hire income 7,582 2,458 18,602 4,313 2,596
Other shipping related income 1,901 1,372 5,513 5,642 6,761
Depot related income 7,523 7,025 28,156 28,873 27,294
168,312 136,181 514,541 509,761 537,759
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Timing and recognitionAt a point in time 9,353 7,774 31,736 32,647 33,527Over-time 158,959 128,407 482,805 477,114 504,232
168,312 136,181 514,541 509,761 537,759
Note aRevenue from domestic services comprise freight income from container services from ports within Malaysia.
Note bRevenue from regional services comprise freight income from container services both to and from regional ports such as Singapore, Brunei, Thailand, Indonesia and India.
379
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
54
Company No. 201901004019 (1313346-A)
15. Revenue (continued)
15.2 Nature of services
Freight income and other shipping related income
Freight income and charter hire income are recognised over-time in proportion to the stage of completion of the voyages at the end of the reporting period, which is determined on time proportion method. Payment terms for revenue from customers are generally 60 to 90 days (31.03.2020: 60 to 90 days; 31.12.2020: 60 to 90 days; 31.12.2019: 60 to 90 days; 31.12.2018: 60 to 90 days) from invoice date.
Other shipping related income other than freight income and charter hire income are recognised at a point in time when the services are rendered to the customers. Payment terms for revenue from customers are generally 60 to 90 days (31.03.2020: 60 to 90 days; 31.12.2020: 60 to 90 days; 31.12.2019: 60 to 90 days; 31.12.2018: 60 to 90 days) from invoice date.
There are no variable elements in the consideration being provided by the Group.
Depot related income
Revenue from storage is recognised over the period of the contract by reference to the progress towards the satisfaction of the performance obligation. Payment terms for revenue from customers is 5 to 60 days (31.03.2020: 5 to 60 days; 31.12.2020: 5 to 60 days; 31.12.2019: 7 to 30 days; 31.12.2018: 7 to 30 days) from invoice date.
Revenue from depot related income other than storage are recognised at a point in time when the services are rendered to the customers. Payment terms for revenue from customers is 5 to 60 days (31.03.2020: 5 to 60 days; 31.12.2020: 5to 60 days; 31.12.2019: 30 to 60 days; 31.12.2018: 30 to 60 days) from invoice date.
There are no variable elements in the consideration being provided by the Group.
16. Finance costs
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Interest expense on borrowings 1,979 2,628 11,044 5,987 3,092
Interest expense on lease liabilities 177 422 922 1,469 1,980
Other finance costs 370 22 111 134 115
2,526 3,072 12,077 7,590 5,187
380
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
55
Company No. 201901004019 (1313346-A)
16. Finance costs (continued)
1.1.2021 -31.3.2021 Audited
1.1.2020 -31.3.2020 Unaudited
1.1.2020 -31.12.2020Audited
1.1.2019 -31.12.2019Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Capitalised on qualifying assets:- Property, plant and
equipment 395 329 1,307 1,191 -
17. Profit before tax
Note 1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Profit before tax is arrived at after charging/ (crediting):
Material expenses/(income)
Bad debts written off 1 1 17 29 24
Depreciation of property, plant and equipment 11,145 10,216 41,990 33,691 19,369
Depreciation of right-of-use assets 1,190 2,328 8,669 10,800 10,993
Write off of property, plant and equipment - 3 3 194 -
Goodwill written off - - - 8 7
Dividend income from redeemable secured loan stocks (93) (99) (379) (215) -
Gain on lease modification - - (32) - -
Net impairment reversal ontrade receivables (351) - - - -
381
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
56
Company No. 201901004019 (1313346-A)
17. Profit before tax (continued)
Note 1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Net impairment loss on trade receivables - - 466 11 234
Personnel expenses (including key management personnel):- Defined
contribution plans 740 756 3,430 3,175 2,971
- Social security costs 73 71 283 248 221
- Other staff related expenses 207 301 670 834 952
- Salaries, wages and others 6,516 5,939 28,115 28,727 26,701
Gain on disposal of property, plant and equipment (84) (255) (768) (1,612) (3,493)
Net (gain)/loss onforeign exchange- realised (275) 172 (103) (978) (613)- unrealised 2,533 (224) (1,134) (524) (491)
Interest income (96) (153) (622) (723) (1,837)Expenses
arising from leases
Expenses relating to short-term leases a 3,755 2,371 9,907 16,957 31,711
Expenses relating to leases of low-value assets b 1,813 1,992 7,553 9,894 9,654
Note aThe Group leases office building and yard with remaining contract term of less than 1 year. The lease is short-term and the Group has elected not to recognise right-of-use assets and lease liabilities for the lease.
382
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
57
Company No. 201901004019 (1313346-A)
17. Profit before tax (continued)
Note bThe Group leases office equipment with contract terms of 5 years. The lease are leases of low-value items and the Group has elected not to recognise right-of-use assets and lease liabilities for these leases.
18. Tax expense
Recognised in profit or loss
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Current tax expenseMalaysian
- current period/year 360 420 4,049 4,239 6,117- prior period/year - 10 (256) (1,445) (586)
Total current tax recognised in profit or loss 360 430 3,793 2,794 5,531
Deferred tax expenseOrigination and reversal
of temporary differences 7 62 1,375 (777) 405
(Over)/Under provision in prior period/year (27) (7) (22) 1 289
Total deferred tax recognised in profit or loss (20) 55 1,353 (776) 694
Total tax expense 340 485 5,146 2,018 6,225
Taxation is calculated at the Malaysian statutory tax rate of 24% (2020 – 2018: 24%) of the estimated chargeable profit for the year. There is no taxation charge for operation of Malaysian registered sea-going vessels which is exempted from taxation pursuant to Section 54A of the Income Tax Act, 1967.
383
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
58
Company No. 201901004019 (1313346-A)
18. Tax expense (continued)
Reconciliation of tax expense
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Profit before tax 32,478 13,260 56,636 58,216 94,644
Income tax using Malaysian tax rate of 24% 7,838 3,233 13,788 14,297 22,715
Effect of tax rate in foreign jurisdiction (45) (152) (592) (575) (384)
Effect of lower tax rate - - - - (30)Effect of exemption on
increase of chargeable income - - - - (99)
Non-deductible expenses 2,542 5,262 6,790 6,408 3,683
Income not subject to tax (9,968) (7,861) (14,562) (16,668) (19,445)Deferred tax assets not
recognised - - - - 72Others - - - - 10Over provision in prior
period/year (27) 3 (278) (1,444) (297)
340 485 5,146 2,018 6,225
384
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
59
Company No. 201901004019 (1313346-A)
19. Earnings per ordinary share
Basic earnings per ordinary share
The calculation of basic earnings per ordinary share for the period/year ended 31 March 2021, 31 March 2020, 31 December 2020, 31 December 2019 and 31 December 2018was based on the profit attributable to ordinary shareholders and a weighted average number of ordinary shares outstanding, calculated as follows:
Profit attributable to ordinary shareholders
31.3.2021Audited
31.3.2020Unaudited
31.12.2020 Audited
31.12.2019Audited
31.12.2018Audited
RM’000 RM’000 RM’000 RM’000 RM’000
Profit for the period/year attributable toowners of the Group 31,708 11,728 47,176 51,877 84,154
Profit attributableto ordinary shareholders 31,708 11,728 47,176 51,877 84,154
31.3.2021Audited
31.3.2020Unaudited
31.12.2020 Audited
31.12.2019Audited
31.12.2018Audited
’000 ’000 ’000 ’000 ’000
Weighted average number of ordinary shares 12,589 12,589 12,589 12,589 12,589
31.3.2021Audited
31.3.2020Unaudited
31.12.2020Audited
31.12.2019Audited
31.12.2018Audited
RM per share
RM per share
RM per share
RM per share
RM per share
Basic earnings per ordinary share 2.52 0.93 3.75 4.12 6.68
385
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
60
Company No. 201901004019 (1313346-A)
20. Dividends to the owners of the Group
Dividends recognised by the Group are:
RM pershare
Totalamount Date of paymentRM’000
31.12.2020In respect of ICS Depot Services Sdn. Bhd.Interim 2019 ordinary (single tier dividend) 2.00 1,426 27 March 2020Interim 2020 ordinary (single tier dividend) 1.00 714 8 September 2020
2,140
31.12.2019In respect of MTT Shipping Sdn. Bhd. 0.30 3,000 26 June 2019Final 2019 ordinary (single tier dividend)
In respect of ICS Depot Services Sdn. Bhd.Interim 2018 ordinary (single tier dividend) 1.00 713 29 March 2019Interim 2019 ordinary (single tier dividend) 1.00 714 4 November 2019
4,427
31.12.2018In respect of MTT Shipping Sdn. Bhd. Interim 2018 ordinary (single tier dividend) 2.00 20,000 28 August 2018
31.12.2017In respect of MTT Shipping Sdn. Bhd.Interim 2017 ordinary (single tier dividend) 2.00 20,000 30 January 2018
21. Capital commitments
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Capital commitments:Property, plant and equipment
Contracted but not provided for in the combined financial statements 282,718 217,162 268,182 356,076
386
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
61
Company No. 201901004019 (1313346-A)
22. Operating segments
The Group has two reportable segments, as described below:
- Shipping activities, which refer to activities of transporting cargo by container vessel within Malaysia and regionally to ports in Singapore, Thailand, Brunei, Indonesia and India, as well as charter of container vessels to third party shipping companies.
- Depot activities, which refer to handling and storage of empty containers within our container depot yard.
For each of the business segment, the Group’s Managing Director, being the Chief Operating Decision Maker (“CODM”), reviews the internal management reports on a monthly basis.
Performance is measured based on segment profit before tax as the management believes that such information is the most relevant in evaluating the results of the operation.
Segment assets
The total of segment assets is measured based on all assets of a segment, as included in the internal management reports that are reviewed by the Group’s Managing Director.Segment total assets is used to measure the return on assets of each segment.
Segment liabilities
Segment liabilities information is neither included in the internal management reports nor provided regularly to the Group’s Managing Director. Hence, no disclosure is made on segment liabilities.
31.3.2021 (Audited) Shipping Depot Elimination TotalRM’000 RM’000 RM’000 RM’000
Segment profit 31,990 488 - 32,478
Included in the measure of segment profit are:Revenue 160,789 8,572 (1,049) 168,312Share of loss of associates (129) - - (129)
Segment assets 771,836 111,735 (2,347) 881,224
Included in the measure of segment assets are:Investments in associates 14,591 - - 14,591Investments in joint ventures 1,551 - - 1,551Additions to non-current assets other than
financial instruments and deferred tax assets 86,929 9,085 - 96,014
387
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
62
Company No. 201901004019 (1313346-A)
22. Operating segments (continued)
31.3.2020 (Unaudited) Shipping Depot Elimination TotalRM’000 RM’000 RM’000 RM’000
Segment profit 12,087 1,173 - 13,260
Included in the measure of segment profit are:Revenue 129,156 7,661 (636) 136,181Share of loss of associates (354) - - (354)
31.12.2020 (Audited) Shipping Depot Elimination TotalRM’000 RM’000 RM’000 RM’000
Segment profit 51,382 5,254 - 56,636
Included in the measure of segment profit are:Revenue 486,385 31,324 (3,168) 514,541Share of loss of associates (501) - - (501)
Segment assets 672,780 104,010 (2,271) 774,519
Included in the measure of segment assets are:Investments in associates 14,721 - - 14,721Investments in joint ventures 1,551 - - 1,551Additions to non-current assets other than
financial instruments and deferred tax assets 138,332 14,501 - 152,833
31.12.2019 (Audited) Shipping Depot Elimination TotalRM’000 RM’000 RM’000 RM’000
Segment profit 50,115 8,101 - 58,216
Included in the measure of segment profit are:Revenue 480,888 30,503 (1,630) 509,761Share of profit of associates 271 - - 271
Segment assets 554,334 95,152 (1,748) 647,738
Included in the measure of segment assets are:Investments in associates 15,222 - - 15,222Additions to non-current assets other than
financial instruments and deferred tax assets 186,806 39,047 - 225,853
388
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
63
Company No. 201901004019 (1313346-A)
22. Operating segments (continued)
31.12.2018 (Audited) Shipping Depot Elimination TotalRM’000 RM’000 RM’000 RM’000
Segment profit 85,578 9,066 - 94,644
Included in the measure of segment profit are:Revenue 510,465 28,601 (1,307) 537,759Share of profit of associates 316 - - 316
Segment assets 427,610 54,179 (236) 481,553
Included in the measure of segment assets are:Investments in associates 14,951 - - 14,951Additions to non-current assets other than
financial instruments and deferred tax assets 94,663 34,593 - 129,256
23. Financial instruments
23.1 Categories of financial instruments
The table below provides an analysis of financial instruments categorised as amortised cost (“AC”):
Carryingamount ACRM’000 RM’000
31.3.2021Financial assetsOther investments 6,402 6,402Trade and other receivables (i) 109,661 109,661Cash and cash equivalents 57,420 57,420
173,483 173,483
Financial liabilitiesTrade and other payables 56,707 56,707Loans and borrowings 381,940 381,940
438,647 438,647
(i) Excluding prepayments.
389
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
64
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.1 Categories of financial instruments (continued)
Carryingamount ACRM’000 RM’000
31.12.2020Financial assetsOther investments 6,402 6,402Trade and other receivables (i) 101,379 101,379Cash and cash equivalents 61,515 61,515
169,296 169,296
Financial liabilitiesTrade and other payables 46,542 46,542Loans and borrowings 317,575 317,575
364,117 364,117
31.12.2019Financial assetsOther investments 6,402 6,402Trade and other receivables (i) 101,074 101,074Cash and cash equivalents 42,332 42,332
149,808 149,808
Financial liabilitiesTrade and other payables 51,286 51,286Loans and borrowings 226,278 226,278
277,564 277,564
31.12.2018Financial assetsOther investments 2,189 2,189Trade and other receivables (i) 106,466 106,466 Cash and cash equivalents 56,218 56,218
164,873 164,873
Financial liabilitiesTrade and other payables (ii) 64,671 64,671Loans and borrowings 83,215 83,215
147,886 147,886
(i) Excluding GST receivables and prepayments.(ii) Excluding GST payables.
390
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
65
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.2 Net gains and losses arising from financial instruments
1.1.2021 -31.3.2021Audited
1.1.2020 -31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Net gains/(losses) arising on:Financial assets
measured at amortised cost 1,222 746 (255) 590 3,925
Financial liabilities measured at amortised cost (5,275) (3,093) (9,146) (4,311) (4,449)
(4,053) (2,347) (9,401) (3,721) (524)
23.3 Financial risk management
The Group has exposure to the following risks from its use of financial instruments:
• Credit risk• Liquidity risk• Market risk
391
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
66
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.4 Credit risk
Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations. The Group’s exposure to credit risk arises principally from its receivables, customers and related companies. There are no significant changes as compared to prior periods.
Trade receivables and contract assets
Risk management objectives, policies and processes for managing the risk
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Normally credit evaluations are performed on customers requiring credit over a certain amount.
At each reporting date, the Group assesses whether any of the trade receivables and contract assets are credit impaired.
There are no significant changes as compared to previous year.
Exposure to credit risk and credit quality
As at the end of the reporting period, the maximum exposure to credit risk arising from trade receivables and contract assets is represented by the carrying amounts in the statement of financial position.
Management has taken reasonable steps to ensure that receivables that are neither past due nor impaired are stated at their realisable values. A significant portion of these receivables are regular customers that have been transacting with the Group. The Group uses ageing analysis to monitor the credit quality of the trade receivables and contract assets. Any trade receivables and contract assets having significant balances past due more than 60 days, which are deemed to have higher credit risk, are monitored individually.
Recognition and measurement of impairment loss
In managing credit risk of trade receivables and contract assets, the Group manages its debtors and takes appropriate actions (including but not limited to legal actions) to recover long overdue balances.
The Group assesses the risk of loss of each customer individually based on their financial information, past trend of payments and external credit ratings, where applicable.
392
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
67
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.4 Credit risk (continued)
Trade receivables and contract assets (continued)
The following table provides information about the exposure to credit risk and ECLs for trade receivables from contracts with customers and contract assets which are grouped together as they are expected to have similar risk nature.
Recognition and measurement of impairment loss (continued)
Grosscarryingamount
Lossallowance
Netbalance
RM’000 RM’000 RM’00031.3.2021Current (not past due) 61,559 - 61,5591 - 30 days past due 25,647 - 25,64731 - 60 days past due 7,405 - 7,40561 - 120 days past due 5,886 - 5,886
100,497 - 100,497Credit impairedMore than 120 days past due 3,466 (352) 3,114
103,963 (352) 103,611
Trade receivables 98,900 (352) 98,548Contract assets 5,063 - 5,063
103,963 (352) 103,611
31.12.2020Current (not past due) 51,601 - 51,6011 - 30 days past due 23,728 - 23,728 31 - 60 days past due 6,915 - 6,915 61 - 120 days past due 6,485 - 6,485
88,729 - 88,729Credit impairedMore than 120 days past due 5,696 (703) 4,993
94,425 (703) 93,722
Trade receivables 89,522 (703) 88,819Contract assets 4,903 - 4,903
94,425 (703) 93,722
393
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
68
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.4 Credit risk (continued)
Trade receivables and contract assets (continued)
Recognition and measurement of impairment loss (continued)
Grosscarryingamount
Lossallowance
Netbalance
RM’000 RM’000 RM’00031.12.2019Current (not past due) 49,153 - 49,1531 - 30 days past due 22,721 - 22,72131 - 60 days past due 7,305 - 7,30561 - 120 days past due 4,729 - 4,729
83,908 - 83,908Credit impairedMore than 120 days past due 4,277 (460) 3,817
88,185 (460) 87,725
Trade receivables 85,769 (460) 85,309Contract assets 2,416 - 2,416
88,185 (460) 87,725
31.12.2018Current (not past due) 49,680 - 49,6801 - 30 days past due 22,491 - 22,491 31 - 60 days past due 10,081 - 10,081 61 - 120 days past due 6,337 (19) 6,318
88,589 (19) 88,570Credit impairedMore than 120 days past due 2,503 (438) 2,065
91,092 (457) 90,635
Trade receivables 90,604 (457) 90,147Contract assets 488 - 488
91,092 (457) 90,635
394
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
69
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.4 Credit risk (continued)
Trade receivables and contract assets (continued)
Recognition and measurement of impairment loss (continued)
The movements in the allowance for impairment in respect of trade receivables during the year of Group are shown below.
Trade receivablesLifetime ECL
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Balance at 1 January 703 460 457 223Amounts written off - (223) (8) -Net measurement of loss
allowance (351) 466 11 234Balance at 31 March/
31 December 352 703 460 457
Cash and cash equivalents
The cash and cash equivalents are held with banks and financial institutions. As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying amounts in the statement of financial position.
These banks and financial institutions have low credit risks. In addition, some of the bank balances are insured by government agencies. Consequently, the Group is of the view that the loss allowance is not material and hence, it is not provided for.
Inter-company balances
Inter-company balances are both trade and non-trade in nature, which comprise of transactions with related parties.
As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying amounts in the statement of financial position.
395
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
70
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.4 Credit risk (continued)
Other receivables
Credit risk on other receivables are mainly sundry receivables.
The movements in the allowance for impairment in respect of other receivables during the year of Group are shown below.
Other receivablesLifetime ECL
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Balance at 1 January/31 March/31 December 2,484 2,484 2,484 2,484
Other investment
Credit risk on other investments are mainly from club membership and redeemable secured loan stocks.
As at the end of the reporting period, the maximum exposure to credit riskis represented by their carrying amounts in the statement of financial position.
As at the end of the reporting period, the Group did not recognise any allowance for impairment losses.
396
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
71
Com
pany
No.
201
9010
0401
9(1
3133
46-A
)
23.
Fina
ncia
l ins
trum
ents
(con
tinue
d)
23.5
Liqu
idity
risk
Liqu
idity
ris
k is
the
risk
that
the
Gro
up w
ill no
t be
able
to m
eet i
ts fi
nanc
ial o
blig
atio
ns a
s th
ey fa
ll du
e. T
he G
roup
’s e
xpos
ure
to
liqui
dity
risk
aris
es p
rinci
pally
from
its
vario
us p
ayab
les
and
borro
win
gs.
The
Gro
up m
aint
ains
a le
vel o
f cas
h an
d ca
sh e
quiv
alen
ts a
nd b
ank
faci
litie
s de
emed
ade
quat
e by
the
man
agem
ent t
o en
sure
that
, as
far a
s po
ssib
le, i
t will
have
suf
ficie
nt li
quid
ity to
mee
t its
liab
ilitie
s as
and
whe
n th
ey fa
ll du
e.
It is
not
exp
ecte
d th
at th
e ca
sh fl
ows
incl
uded
in th
e m
atur
ity a
naly
sis
coul
d oc
cur s
igni
fican
tly e
arlie
r, or
at s
igni
fican
tly d
iffer
ent
amou
nts.
Mat
urity
ana
lysi
s
The
tabl
e be
low
sum
mar
ises
the
mat
urity
pro
file
of th
e G
roup
’sfin
anci
al li
abilit
ies
as a
t the
end
of t
he re
porti
ng p
erio
d ba
sed
on
undi
scou
nted
con
tract
ual p
aym
ents
:
Car
ryin
gam
ount
Con
trac
tual
inte
rest
/D
isco
unt r
ate
Con
trac
tual
cash
flow
sLe
ss th
an1
year
1- 2
ye
ars
2- 5
ye
ars
Mor
e th
an5
year
sR
M’0
00%
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
31.3
.202
1N
on-d
eriv
ativ
e fin
anci
al li
abilit
ies
Term
loan
s33
0,09
71.
99–
4.70
479,
908
92,9
9598
,822
134,
969
153,
122
Hire
pur
chas
e pa
yabl
es5,
191
2.80
–4.
585,
632
2,18
91,
503
1,94
0-
Bank
ers’
acc
epta
nce
36,6
523.
35–
3.68
36,6
5236
,652
--
-R
evol
ving
cre
dit
10,0
003.
17 –
3.69
10,0
3010
,030
--
-Tr
ade
and
othe
r pay
able
s56
,707
–56
,707
56
,707
-
--
438,
647
588,
929
198,
573
100,
325
136,
909
153,
122
Leas
e lia
bilit
ies
10,8
044.
00–
7.10
11,5
066,
016
4,10
91,
381
-
449,
451
600,
435
204,
589
104,
434
138,
290
153,
122
397
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
72
Com
pany
No.
201
9010
0401
9(1
3133
46-A
)
23.
Fina
ncia
l ins
trum
ents
(con
tinue
d)
23.5
Liqu
idity
risk
(con
tinue
d)
Mat
urity
ana
lysi
s (c
ontin
ued)
Car
ryin
gam
ount
Con
trac
tual
inte
rest
/ D
isco
unt r
ate
Con
trac
tual
cash
flow
sLe
ss th
an1
year
1- 2
ye
ars
2- 5
ye
ars
Mor
e th
an5
year
sR
M’0
00%
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
31.1
2.20
20N
on-d
eriv
ativ
e fin
anci
al li
abilit
ies
Term
loan
s28
0,07
52.
04 –
4.70
410,
597
74,9
3980
,896
111,
116
143,
646
Hire
pur
chas
e pa
yabl
es5,
666
3.20
–4.
586,
179
2,18
91,
745
2,24
5-
Bank
ers’
acc
epta
nce
26,8
343.
35 –
3.75
26,9
8526
,985
--
-R
evol
ving
cre
dit
5,00
03.
225,
014
5,01
4-
--
Trad
e an
d ot
her p
ayab
les
46,5
42–
46,5
4246
,542
--
-
364,
117
495,
317
155,
669
82,6
4111
3,36
114
3,64
6Le
ase
liabi
litie
s10
,355
2.80
–7.
1011
,027
5,21
74,
043
1,76
7-
374,
472
506,
344
160,
886
86,6
8411
5,12
814
3,64
6
31.1
2.20
19N
on-d
eriv
ativ
e fin
anci
al li
abilit
ies
Term
loan
s19
5,43
34.
65 –
5.35
297,
088
62,4
6258
,295
80,3
8295
,949
Hire
pur
chas
epa
yabl
es4,
962
3.20
–4.
645,
431
1,76
11,
654
2,01
6-
Bank
ers’
acc
epta
nce
15,8
834.
85 –
5.10
15,8
8315
,883
--
-R
evol
ving
cre
dit
10,0
004.
62 –
4.90
10,0
4010
,040
--
-Tr
ade
and
othe
r pay
able
s51
,286
–51
,286
51,2
86-
--
277,
564
379,
728
141,
432
59,9
4982
,398
95,9
49Le
ase
liabi
litie
s19
,986
3.20
–7.
1014
,310
4,78
44,
390
5,13
6-
297,
550
394,
038
146,
216
64,3
3987
,534
95,9
49
398
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
73
Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
23.
Fina
ncia
l ins
trum
ents
(con
tinue
d)
23.5
Liqu
idity
risk
(con
tinue
d)
Mat
urity
ana
lysi
s (c
ontin
ued)
Car
ryin
gam
ount
Con
trac
tual
inte
rest
/ D
isco
unt r
ate
Con
trac
tual
cash
flow
sLe
ss th
an1
year
1- 2
ye
ars
2- 5
ye
ars
Mor
e th
an5
year
sR
M’0
00%
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
31.1
2.20
18N
on-d
eriv
ativ
e fin
anci
al li
abilit
ies
Term
loan
s67
,750
5.14
–5.
5082
,629
17,7
8713
,775
28,4
9422
,573
Hire
pur
chas
epa
yabl
es5,
164
3.20
–5.
105,
801
1,62
01,
487
2,69
4-
Bank
ers’
acc
epta
nce
10,3
015.
15 –
5.35
10,3
0110
,301
--
-Tr
ade
and
othe
r pay
able
s(ii
)64
,671
–64
,671
64,6
71-
--
147,
886
163,
402
94,3
7915
,262
31,1
8822
,573
Leas
e lia
bilit
ies
27,5
882.
93–
7.10
29,6
7815
,637
8,96
75,
074
-
175,
474
193,
080
110,
016
24,2
2936
,262
22,5
73(ii
) Ex
clud
ing
GST
pay
able
s.
399
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
74
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.6 Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates will affect the Group’s financial position or cash flows.
23.6.1 Currency risk
The Group is exposed to foreign currency risk on sales and purchases that are denominated in a currency other than its functional currency. The currenciesgiving rise to this risk are primarily US Dollar (“USD”) and Singapore Dollar (“SGD”).
Exposure to foreign currency risk
The Group’s exposure to foreign currency (a currency which is other than the functional currency of the Group entities) risk, based on carrying amounts as at the end of the reporting period was:
Denominated inUSD SGD
RM’000 RM’00031.3.2021Trade and other receivables 8,863 414Cash and bank balances 15,849 39Trade and other payables (7,315) (1,848)Term loans (96,677) -Lease liabilities (4,053) -Net exposure in the statement of financial position (83,333) (1,395)
31.12.2020Trade and other receivables 10,559 360Cash and bank balances 10,252 39Trade and other payables (3,401) (860)Term loans (40,297) -Lease liabilities (4,578) -Net exposure in the statement of financial position (27,465) (461)
31.12.2019Trade and other receivables 4,671 350Cash and bank balances 5,047 39Trade and other payables (7,881) (1,017)Term loans (6,831) -Lease liabilities (7,422) -Net exposure in the statement of financial position (12,416) (628)
31.12.2018Trade and other receivables 5,743 625Cash and bank balances 2,952 40Trade and other payables (5,833) (5,336)Lease liabilities (14,091) -Net exposure in the statement of financial position (11,229) (4,671)
400
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
75
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.6 Market risk (continued)
23.6.1 Currency risk (continued)
Currency risk sensitivity analysis
Foreign currency risk mainly arises from the Group entities which have US Dollar and Singapore Dollar functional currency. The exposure to currency risk of Group entities which do not have a US Dollar and Singapore Dollar functional currency is not material and hence, sensitivity analysis is not presented.
A 10% (2020-2018:10%) strengthening of Malaysian Ringgit against the US Dollar and Singapore Dollar at the end of the reporting period would increase/(decrease) post-tax profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant.
Profit or loss31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
USD 6,333 2,087 944 853SGD 106 35 48 355
6,439 2,122 992 1,208
A 10% weakening of Malaysian Ringgit against the US Dollar and Singapore Dollar at the end of the reporting period would have equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.
23.6.2 Interest rate risk
The Group’s fixed rate borrowings are exposed to a risk of change in their fair value due to changes in interest rates. The Group’s variable rate borrowings are exposed to a risk of change in cash flows due to changes in interest rates.
Exposure to interest rate risk
The interest rate profile of the Group’s significant interest-bearing financial instruments and lease liabilities, based on carrying amounts as at the end of the reporting period was:
31.3.2021 31.12.2020 31.12.2019 31.12.2018RM’000 RM’000 RM’000 RM’000
Fixed rate instrumentsFinancial liabilities 192,708 180,337 120,441 43,053
Floating rate instrumentsFinancial liabilities 200,036 147,593 125,823 67,750
401
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
76
Company No. 201901004019 (1313346-A)
23. Financial instruments (continued)
23.6 Market risk (continued)
23.6.2 Interest rate risk (continued)
Interest rate risk sensitivity analysis
(a) Fair value sensitivity analysis for fixed rate instruments
The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore, a change in interest rates at the end of the reporting period would not affect profit or loss.
(b) Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points (bp) in interest rates at the end of the reporting period would increase/(decrease) post-tax profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant.
Profit or loss100 bp
increase100 bp
(decrease)RM’000 RM’000
31.3.2021Floating rate instruments (1,520) 1,520
31.12.2020Floating rate instruments (1,122) 1,122
31.12.2019Floating rate instruments (956) 956
31.12.2018Floating rate instruments (515) 515
23.7 Fair value information
The carrying amounts of cash and cash equivalents, trade and other receivables, other investments, trade and other payables, and borrowings approximate their fair value due to the relatively short-term nature of these financial instruments.
The carrying amounts of the floating rate borrowings approximate fair values as they are subject to variable interest rates which in turn approximate the current market interest rates for similar loans at the end of the reporting period.
402
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
77
Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
24.
Com
bini
ng e
ntiti
es
Det
ails
of t
he c
ombi
ning
ent
ities
, are
as
follo
ws:
Nam
e
Prin
cipa
l pl
ace
of
busi
ness
/ co
untr
y of
inco
rpor
atio
nPr
inci
pal a
ctiv
ities
Effe
ctiv
e ow
ners
hip
inte
rest
31.0
3.20
2131
.12.
2020
31.1
2.20
1931
.12.
2018
%%
%%
MTT
Shi
ppin
g Sd
n. B
hd.
Mal
aysi
aO
wne
rshi
p an
d op
erat
ion
of v
esse
l10
010
010
010
0IC
S D
epot
Ser
vice
s S
dn. B
hd.
Mal
aysi
aC
onta
iner
sto
rage
and
con
tain
er re
late
d se
rvic
es71
.35
71.3
571
.35
71.3
5
Subs
idia
ries
of M
TT S
hipp
ing
Sdn.
Bhd
.M
TT S
hipp
ing
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ulu
Sdn
. Bhd
.M
alay
sia
Ow
ners
hip
and
oper
atio
n of
ves
sel
100
100
100
100
MTT
Shi
ppin
g (E
ast M
alay
sia)
Sdn
. Bhd
.M
alay
sia
Dor
man
t (pr
evio
usly
shi
ppin
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ent)
100
100
100
100
MTT
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ppin
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ta K
inab
alu
Sdn
. Bhd
.M
alay
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man
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0M
TT S
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.M
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hip
and
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atio
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ves
sel
100
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100
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MTT
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Sdn
. Bhd
.M
alay
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Dor
man
t10
010
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0M
TT S
hipp
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Lang
kaw
i Sdn
. Bhd
.M
alay
sia
Dor
man
t10
010
010
010
0M
TT S
hipp
ing
Miri
Sdn
. Bhd
.M
alay
sia
Ow
ners
hip
and
oper
atio
n of
ves
sel
100
100
100
100
MTT
Shi
ppin
g M
uara
Sdn
. Bhd
.M
alay
sia
Ow
ners
hip
and
oper
atio
n of
ves
sel
100
100
100
100
MTT
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ppin
g Pa
sir G
udan
g Sd
n. B
hd.
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aysi
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wne
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esse
l10
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TT S
hipp
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pas
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.M
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ners
hip
and
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atio
n of
ves
sel
100
100
100
100
MTT
Shi
ppin
g Po
rt K
lang
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. Bhd
.M
alay
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man
t (pr
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ves
sel o
wne
r)10
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010
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0M
TT S
hipp
ing
Tanj
ong
Man
is S
dn. B
hd.
Mal
aysi
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wne
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p an
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of v
esse
l10
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TT S
hipp
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Taw
au S
dn. B
hd.
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aysi
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wne
rshi
p an
d op
erat
ion
of v
esse
l10
010
010
010
0M
TT R
ealty
Hol
ding
s S
dn. B
hd.
Mal
aysi
aD
orm
ant
100
100
5151
403
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
13.
ACC
OU
NTA
NTS
’ REP
OR
T (C
ont’d
)
78
Com
pany
No.
201
9010
0401
9 (1
3133
46-A
)
24.
Com
bini
ng e
ntiti
es (c
ontin
ued)
Det
ails
of t
he c
ombi
ning
ent
ities
, are
as
follo
ws:
(con
tinue
d)
Nam
e
Prin
cipa
l pl
ace
of
busi
ness
/ co
untr
y of
inco
rpor
atio
nPr
inci
pal a
ctiv
ities
Effe
ctiv
e ow
ners
hip
inte
rest
31.0
3.20
2131
.12.
2020
31.1
2.20
1931
.12.
2018
%%
%%
Subs
idia
ries
of M
TT S
hipp
ing
Sdn.
Bhd
.(c
ontin
ued)
MTT
S H
oldi
ngs
Sdn.
Bhd
.M
alay
sia
Inve
stm
ent h
oldi
ng10
010
010
010
0N
autic
a S
hip
Man
agem
ent S
dn. B
hd.
Mal
aysi
aS
hip
man
agem
ent s
ervi
ces
100
100
100
100
Sea
Nav
igat
or S
dn. B
hd.*#
Mal
aysi
aD
orm
ant
--
-60
MTT
Shi
ppin
g Lu
mut
Sdn
. Bhd
.M
alay
sia
Ow
ners
hip
and
oper
atio
n of
ves
sel (
prev
ious
ly
dorm
ant)
100
100
100
100
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre S
dn. B
hd.
Mal
aysi
aC
onta
iner
sto
rage
and
con
tain
er re
late
d se
rvic
es10
010
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0LP
MT
Res
ourc
es S
dn. B
hd.α
Mal
aysi
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orm
ant
-10
010
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Mul
ti Te
rmin
al S
dn. B
hd.ѱ
Mal
aysi
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orm
ant
100
100
100
51S
ea L
ion
Con
tain
er L
ine
Sdn.
Bhd
.M
alay
sia
Ow
ners
hip
and
oper
atio
n of
ves
sel(
prev
ious
ly
ship
ping
age
nts)
100
100
100
100
MTT
Shi
ppin
g Pe
raw
ang
Sdn
. Bhd
.M
alay
sia
Ow
ners
hip
and
oper
atio
n of
ves
sel
100
100
100
-M
TT S
hipp
ing
Tanj
ong
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is S
dn. B
hd.
Mal
aysi
aO
wne
rshi
p an
d op
erat
ion
of v
esse
l10
010
010
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0K
apal
Sol
utio
ns S
dn. B
hd.*
Mal
aysi
aD
orm
ant
5555
55-
Asi
an F
eede
r Lin
es P
te. L
td.*
^S
inga
pore
Shi
ppin
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ents
--
100
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Sea
Nav
igat
or L
imite
d H
ong
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gS
hipp
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and
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r ser
vice
s60
6060
60
* Th
ese
subs
idia
ries
are
not a
udite
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mem
ber f
irms
of K
PM
G P
LT.
# Th
e su
bsid
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has
app
lied
for v
olun
tary
liqu
idat
ion
on 1
Jun
e 20
19 a
nd c
ompl
eted
on
30 N
ovem
ber 2
020.
^
The
subs
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ry h
as a
pplie
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r stri
ke o
ff in
Jan
uary
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0 an
d ap
prov
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y th
e au
thor
ity in
Mar
ch 2
020.
αTh
esu
bsid
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sed
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ns a
nd a
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r stri
ke o
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Sep
tem
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bsid
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pera
tions
and
ent
ered
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unta
ry li
quid
atio
n on
Jan
uary
202
1.
404
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
79
Company No. 201901004019 (1313346-A)
25. Capital management
The Group’s capital is represented by its total equity in the statement of financial position. The Directors monitor the adequacy of capital on an ongoing basis. The Directors monitor and are determined to maintain an optimal debt-to-equity ratio that complies with debt covenants. There is no external capital requirement imposed on the Group. There was no change in the Group’s approach to capital management during the period.
26. Related parties
Identity of related parties
For the purposes of these combined financial statements, parties are considered to be related to the Group if the Group has the ability, directly or indirectly, to control or jointly control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group and the party are subject to common control or common significant influence. Related parties may be individuals or other entities.
Related parties 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, and entities that provide key management personnel services to the Group. Key management personnel include all the Directors of the Group, and certain members of senior management of the Group.
Significant related party transactions
Related party transactions have been entered into in the normal course of business under negotiated terms. The significant related party transactions of the Group are shown below.
405
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
80
Company No. 201901004019 (1313346-A)
26. Related parties (continued)
Significant related party transactions (continued)
The balances relating to the below transactions are shown in Notes 9 and 14.
1.1.2021 -31.3.2021Audited
1.1.2020 –31.3.2020Unaudited
1.1.2020 -31.12.2020
Audited
1.1.2019 -31.12.2019
Audited
1.1.2018 -31.12.2018
AuditedRM’000 RM’000 RM’000 RM’000 RM’000
Companies with common directors
Freight income 8,397 7,789 28,493 26,528 30,931Depot related income 1,535 1,849 5,964 7,898 7,243Rental income 171 105 450 411 16Freight expenses 2,443 1,942 6,006 6,515 6,828Commission expenses 554 - 1,563 1,336 1,416Rental expenses 304 145 766 604 1,223
Key management personnelDirectors - Fees 6 6 24 314 314- Remuneration 889 837 4,892 4,124 4,713- Other short-term employee
benefits 111 85 350 473 485
406
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
81
Company No. 201901004019 (1313346-A)
27. Acquisition of subsidiary
27.1 Acquisition of subsidiary – Kapal Solutions Sdn. Bhd. (“KSSB”)
On 26 September 2019, the Group acquired 55% equity interest in KSSB for a total cash consideration of RM55. The fair values of the identifiable assets and liabilities of KSSB as at the date of acquisition were as follows:
Group2019
RM’000
Fair value of consideration transferred @
Identifiable assets acquired and liabilities assumedCash and cash equivalents #Other payables (17)
Total identifiable net assets (17)
GoodwillGoodwill was recognised as a result of the acquisition as follows: Total consideration transferred @Share of identified net assets acquired 8
8
The goodwill on acquisition was written off during the year. @ denotes RM55 of fair value of consideration transferred for shares in KSSB.# denotes RM45 of identifiable cash and cash equivalents acquired in KSSB.
407
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
82
Company No. 201901004019 (1313346-A)
27. Acquisition of subsidiary (continued)
27.2 Acquisition of subsidiary – LP Multi Terminal Sdn. Bhd. (“LPMT”)
On 1 June 2018, the Group acquired 51% equity interest in LPMT for a total cash consideration of RM2,550,000. The fair values of the identifiable assets and liabilities of LPMT as at the date of acquisition were as follows:
Group2018
RM’000
Fair value of consideration transferred 2,550
Identifiable assets acquired and liabilities assumedOther receivables 3,124Tax recoverable 6Cash and cash equivalents 1,860Other payables (3)
Total identifiable net assets 4,987
Net cash outflow arising from acquisition of subsidiaryPurchase consideration settled in cash and cash equivalents (2,550)Cash and cash equivalents acquired 1,860
(690)
GoodwillGoodwill was recognised as a result of the acquisition as follows: Total consideration transferred 2,550Share of identified net assets acquired (2,543)
7
The goodwill on acquisition was written off during the year of acquisition.
408
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
83
Company No. 201901004019 (1313346-A)
28. Acquisition of non-controlling interest
28.1 Acquisition of non-controlling interest – LPMT
Following the acquisition of LPMT in 2018, the Group had on 28 March 2019 acquired an additional 30% interest in LPMT for RM1,485,000 in cash, increasing its ownership from 51% to 81%.
The carrying amount of LPMT’s net assets in the Group’s financial statements on the date of the acquisition was RM4,958,000. The Group recognised a decrease in non-controlling interests of RM1,488,000 and an increase in retained earnings of RM3,000.
Subsequently on 28 August 2019, the Group acquired an additional 19% interest in LPMT for RM950,000 in cash, increasing its ownership from 81% to 100%.
The carrying amount of LPMT’s net assets in the Group’s financial statements on the date of the acquisition was RM4,958,000. The Group recognised a decrease in non-controlling interests of RM942,000 and a decrease in retained earnings of RM8,000.
The following summarises the effect of changes in the equity interest in LPMT that is attributable to owners of the Company:
Group2019
RM’000
Equity interest at 1 January 2019 2,517Effect of increase in Company’s ownership interest 2,430Share of comprehensive income (5)
Equity interest at 31 December 2019 4,942
28.2 Acquisition of non-controlling interest – MTT Realty Holdings Sdn. Bhd.
On 18 December 2018, the Group acquired an additional 49% interest in MTT Realty Holdings Sdn. Bhd. for RM2,450,000 in cash, increasing its ownership from 51% to 100%. The carrying amount of MTT Realty Holdings Sdn. Bhd.’s net assets in the Group’s financial statements on the date of the acquisition was RM4,981,000. The Group recognised a decrease in non-controlling interests of RM2,441,000 and a decrease in retained earnings of RM9,000.
The following summarises the effect of changes in the equity interest in MTT Realty Holdings Sdn. Bhd. that is attributable to owners of the Company:
Group2018
RM’000
Equity interest at 1 January 2018 2,540Effect of increase in Company’s ownership interest 2,441Share of comprehensive expense (65)
Equity interest at 31 December 2018 4,916
409
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
84
Company No. 201901004019 (1313346-A)
29. Non-controlling interests
Summary financial information before intra-group elimination of the Group’s subsidiaries that have non-controlling interest (“NCI”), not adjusted for the percentage ownership held by the NCI are as follows:
Sea Navigator Limited
ICS Depot Services
Sdn. Bhd.
Other subsidiaries
with immaterial
NCI TotalRM’000 RM’000 RM’000 RM’000
31.3.2021NCI percentage of ownership
interest and voting interest 40% 28.65%Carrying amount of NCI 2,898 9,987 (8) 12,877Profit/(Loss) allocated to NCI 242 189 (1) 430
Summarised financial informationbefore intra-group elimination
As at 31 MarchNon-current assets - 47,055Current assets 10,091 13,418Non-current liabilities - (18,417)Current liabilities (2,846) (7,197)Net assets 7,245 34,859
Period ended 31 MarchRevenue 8,088 7,278Profit for the period 605 658Total comprehensive income for the
period 990 658
Cash flows from operating activities 1,151 1,027Cash flows generated from/(used in) investing activities - (188)
Cash flows used in financing activities (6,734) (1,150)
Net decrease in cash and cashequivalents (5,583) (311)
Dividends paid to NCI 2,522 -
410
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
85
Company No. 201901004019 (1313346-A)
29. Non-controlling interests (continued)
Sea Navigator Limited
ICS Depot Services Sdn. Bhd.
Other subsidiaries
with immaterial
NCI TotalRM’000 RM’000 RM’000 RM’000
31.12.2020NCI percentage of ownership
interest and voting interest 40% 28.65%Carrying amount of NCI 5,024 9,799 (8) 14,815Profit/(Loss) allocated to NCI 3,107 1,208 (1) 4,314
Summarised financial informationbefore intra-group elimination
As at 31 DecemberNon-current assets 412 45,908Current assets 16,166 13,209Non-current liabilities - (18,558)Current liabilities (4,018) (6,357)Net assets 12,560 34,202
Year ended 31 DecemberRevenue 41,630 26,798Profit for the year 7,767 4,217Total comprehensive income for the
year 7,455 4,217
Cash flows from operating activities 18,754 9,115Cash flows generated from/(used in) investing activities 8 (596)
Cash flows used in financing activities (11,881) (6,610)
Net increase in cash and cash equivalents 6,881 1,909
Dividends paid to NCI 2,182 860
411
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
86
Company No. 201901004019 (1313346-A)
29. Non-controlling interests (continued)
Sea Navigator Limited
ICS Depot Services
Sdn. Bhd.
Othersubsidiaries
with immaterial
NCI TotalRM’000 RM’000 RM’000 RM’000
31.12.2019NCI percentage of ownership
interest and voting interest 40% 28.65%Carrying amount of NCI 4,226 9,450 (8) 13,668Profit allocated to NCI 2,538 1,779 4 4,321
Summarised financial informationbefore intra-group elimination
As at 31 DecemberNon-current assets 6,794 47,482Current assets 15,109 13,151Non-current liabilities (424) (20,609)Current liabilities (10,918) (7,039)Net assets 10,561 32,985
Year ended 31 DecemberRevenue 40,159 30,503Profit for the year 6,556 6,208Total comprehensive income for the
year 6,492 6,208
Cash flows generated from operating activities 10,884 8,806
Cash flows generated from/(used in)investing activities 42 (2,120)
Cash flows used in financing activities (18,506) (4,839)
Net (decrease)/increase in cash and cash equivalents (7,580) 1,847
Dividends paid to NCI 3,547 573
412
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
87
Company No. 201901004019 (1313346-A)
29. Non-controlling interests (continued)
Sea Navigator Limited
ICS Depot Services
Sdn. Bhd.
Othersubsidiaries
with immaterial
NCI TotalRM’000 RM’000 RM’000 RM’000
31.12.2018NCI percentage of ownership
interest and voting interest 40% 28.65%Carrying amount of NCI 5,259 8,245 2,683 16,187Profit allocated to NCI 2,370 1,904 (9) 4,265
Summarised financial informationbefore intra-group elimination
As at 31 DecemberNon-current assets 13,090 43,431Current assets 16,548 10,748Non-current liabilities (5,073) (19,531)Current liabilities (11,417) (5,870)Net assets 13,148 28,778
Year ended 31 DecemberRevenue 39,016 28,600Profit for the year 5,926 6,646Total comprehensive income for the
year 6,207 6,646
Cash flows generated from operating activities 14,498 9,010
Cash flows generated from/ (used in) investing activities 89 (32,191)
Cash flows (used in)/generated from financing activities (16,088) 15,252
Net decrease in cash and cash equivalents (1,501) (7,929)
Dividends paid to NCI 2,050 -
30. Subsequent events
On 14 April 2021, MTT Shipping Sdn. Bhd. declared an interim dividend amounting to RM4,500,000 for the financial year ending 31 December 2021 and the dividend has been paid to its shareholders in two tranches on 23 April 2021 and 12 May 2021, respectively.
On 19 April 2021, MTT Shipping Rajang Sdn. Bhd. (a newly incorporated and wholly owned subsidiary of MTT Shipping Sdn. Bhd.) has entered into a Memorandum of Agreement with a shipbuilding company in April 2021 to construct a vessel costing USD 6,580,000.
413
Registration No. 201901004019 (1313346-A)
Registration No. 201901004019 (1313346-A)
13. ACCOUNTANTS’ REPORT (Cont’d)
88
Company No. 201901004019 (1313346-A)
30. Subsequent events (continued)
On 23 April 2021, ICS Depot Services Sdn. Bhd. declared an interim dividend amounting to RM2,000,000 for the financial year ending 31 December 2020 and the dividend has been paid to its shareholders on 23 April 2021.
On 26 April 2021, Sea Navigator Limited (a 60%-owned subsidiary of MTT Shipping),declared an interim dividend amounting to USD0.20 million (equivalent to RM0.83 million) for the financial year ending 31 December 2021 and the dividends has been paid to its shareholders on 27 April 2021.
On 15 June 2021, MTT Shipping Kuantan Sdn. Bhd. (a newly incorporated and wholly owned subsidiary of MTT Shipping Sdn. Bhd.) has entered into a Memorandum of Agreement to purchase a vessel amounting to USD 4,800,000.
31. Litigation
MTT Shipping Sdn. Bhd. (“the Combining entity”) was served with letters of demand on 6 October 2016 and 12 March 2018 by a company (“the Claimant”) where the subject matter of such claim relates to a container rental agreement dated 1 December 2010 between the Claimant and the Combining entity (“Container Rental Agreement”) for the rental of containers by the Combining entity from the Claimant (which the Claimantleased from CAI International Inc (“CAI”), Cronos Containers Ltd (“Cronos”) and Transamerica Container Leasing Inc (“TAL”)). In the letter of demand dated 12 March 2018, the Claimant alleged that there is an outstanding sum of RM150,089,610 owing by the Combining entity to the Claimant for the rental of containers from 1 April 2011 to 28 February 2018.
The Combining entity’s solicitors had on 21 March 2018 written to the Claimant, stating among others, that the Combining entity disputes the statement of account dated 12 March 2018 and all of the invoices issued by the Claimant since April 2011; the Combining entity had already written to the Claimant on 16 November 2016 to dispute the statement of account as at 6 October 2016 and that the Claimant had never responded to the Combining entity’s letter dated 16 November 2016 until a fresh notice of demand was issued on 12 March 2018, and the Claimant’s claim is barred by the doctrine of limitation.
The Combining entity had via its letter dated 16 November 2016 informed the Claimantthat:
(a) the Claimant is making a wrongful claim on the rental of containers from the Combining entity as the Claimant was in fact leasing the containers from CAI and Cronos. However, due to the Claimant’s continuous failure to settle the outstanding payments owed to CAI and Cronos, the leases between CAI, Cronos and the Claimant have been terminated, and thus, rendering the Claimant’s rights under the Container Rental Agreement being null and void in respect of CAI’s and Cronos’ containers; and
(b) the Combining entity had subsequently in 2011 entered into container purchase agreement and lease assignment agreement with CAI and Cronos respectively for the purchase and lease of their containers.
As at 2 May 2021, the Claimant has not responded to the Combining entity in respect of its reply dated 21 March 2018.
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31. Litigation (continued)
The solicitors acting for the Combining entity are of the view that the Combining entity has strong grounds to successfully resist any potential claim that may be brought by the Claimant against the Combining entity on amongst others the following basis:
(a) the letters of demand issued by the Claimant are mainly premised on invoices which were never sent to the Combining entity. It appears that the Claimant’s liquidator themselves have a shallow understanding of the nature of the relationship between the Claimant and the Combining entity and the interconnectivity between the various parties and agreements;
(b) the underlying agreements regulating the relationships between the Claimant with CAI and Cronos have been terminated between April to July 2011 due to the Claimant’s continuous failure to settle the outstanding payments due and owing to CAI and Cronos, and that both CAI and Cronos have separately entered into agreements with the Combining entity;
(c) the containers provided by TAL which were subsequently leased to the Combining entity by the Claimant under the Container Rental Agreement have been returned by the Combining entity to the Claimant and/or its related company subsequent to the Claimant’s liquidation; and
(d) approximately RM79,060,971 of the total amount claimed by the Claimant is barred by the Limitation Act 1953.
MustaphaRaj Sdn. Bhd. has been appointed as liquidator of the Claimant on 12 August 2011.
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The Board of DirectorsMTT Shipping and Logistics BerhadUnit 13A-1, Level 13A, Tower 8, UOA Business Park,No. 1, Jalan Pengaturcara U1/51A,Seksyen U1, 40150 Shah Alam, Selangor Darul Ehsan
29 July 2021
Dear Sirs,
Reporting Accountant’s opinion on the combined financial statements contained in the Accountant’s Report of MTT Shipping and LogisticsBerhad
We have audited the combined financial statements of MTT Shipping and Logistics Berhad (the “Company”) and its combining entities (the “Group”), which comprise the combined statements of financial position as at 31 March 2021, 31 December 2020, 31 December 2019 and 31 December 2018 of the Group, and the combined statements of comprehensive income, changes in equity and cash flows of the Group for the period / years then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 1 to 89. The combined financial statements of the Group have been prepared for inclusion in the draft prospectus of the Company in connection with the proposed listing of and quotation for the entire issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”) and for no other purposes.
In our opinion, the accompanying combined financial statements give a true and fair view of the combined financial positions of the Group as of 31March 2021, 31 December 2020, 31 December 2019 and 31 December 2018 and of its financial performances and cash flows for the period / years then ended in accordance with Malaysian Financial Reporting Standards and International Financial Reporting Standards.
90
The Board of DirectorsMTT Shipping and Logistics BerhadUnit 13A-1, Level 13A, Tower 8, UOA Business Park,No. 1, Jalan Pengaturcara U1/51A,Seksyen U1, 40150 Shah Alam, Selangor Darul Ehsan
29 July 2021
Dear Sirs,
Reporting Accountant’s opinion on the combined financial statements contained in the Accountant’s Report of MTT Shipping and LogisticsBerhad
We have audited the combined financial statements of MTT Shipping and Logistics Berhad (the “Company”) and its combining entities (the “Group”), which comprise the combined statements of financial position as at 31 March 2021, 31 December 2020, 31 December 2019 and 31 December 2018 of the Group, and the combined statements of comprehensive income, changes in equity and cash flows of the Group for the period / years then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 1 to 89. The combined financial statements of the Group have been prepared for inclusion in the draft prospectus of the Company in connection with the proposed listing of and quotation for the entire issued share capital of the Company on the Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”) and for no other purposes.
In our opinion, the accompanying combined financial statements give a true and fair view of the combined financial positions of the Group as of 31March 2021, 31 December 2020, 31 December 2019 and 31 December 2018 and of its financial performances and cash flows for the period / years then ended in accordance with Malaysian Financial Reporting Standards and International Financial Reporting Standards.
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Basis for Opinion
We conducted our audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing. Our responsibilities under those standards are further described in the Reporting Accountant’s Responsibilities for the Audit of the Financial Statements section of our reporting accountant’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence and Other Ethical Responsibilities
We are independent of the Group in accordance with the By-Laws (on Professional Ethics, Conduct and Practice) of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including International Independence Standards) (“IESBA Code”), and we have fulfilled our other ethical responsibilities in accordance with the By-Laws and the IESBA Code.
Responsibilities of the Directors for the Financial Statements
The Directors of the Company are responsible for the preparation of combined financial statements of the Group that gives a true and fair view in accordance with Malaysian Financial Reporting Standards and International Financial Reporting Standards. The Directors are also responsible for such internal control as the Directors determine is necessary to enable the preparation of combined financial statements of the Group that are free from material misstatement, whether due to fraud or error.
In preparing the combined financial statements of the Group, the Directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
Reporting Accountant’s Responsibilities for the Audit of the Combined Financial Statements
Our objectives are to obtain reasonable assurance about whether the combined financial statements of the Group as a whole are free from material misstatement, whether due to fraud or error, and to issue a reporting accountant’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with approved standards on auditing in Malaysia and International Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these combined financial statements.
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Reporting Accountant’s Responsibilities for the Audit of the Combined Financial Statements (continued)
As part of an audit in accordance with approved standards on auditing in Malaysia and International Standards on Auditing, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the combined financial statements of the of the Group, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control of the Group.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Directors.
• Conclude on the appropriateness of the Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our reporting accountant’s report to the related disclosures in the combined financial statements of the Group or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the combined financial statements of the Group, including the disclosures, and whether the combined financial statements of the Group represent the underlying transactions and events in a manner that gives a true and fair view.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the combined financial statements of the Group. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
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Reporting Accountant's Responsibilities for the Audit of the Combined Financial Statements (continued)
We communicate with the Directors regarding , among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Other matters
The comparative information for the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows, and notes to the consolidated financial statements for the financial period ended 31 March 2020 has not been audited.
Restriction on distribution and use
This report has been made solely to the Company and for inclusion in the draft prospectus of the Company in connection with the proposed listing of and quotation for the entire issued share capital of the Company on the Main Market of Bursa Securities and should not be relied upon for any other purposes. We do not assume responsibility to any other person for the content of this report.
KPMG PLT (LLP0010081-LCA & AF 0758) Chartered Accountants
Lam Shuh Siang Approval Number: 03045/02/2023 J Chartered Accountant
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14.1 SHARE CAPITAL
(i) As at the date of this Prospectus, our Company has only one class of shares, namely ordinary shares, all of which rank equally with one another. There are no special rights attached to our Shares;
(ii) None of the share capital of our Company or any of our Subsidiaries is under option, or agreed conditionally or unconditionally to be put under option as at the date of this Prospectus;
(iii) No securities will be allotted, issued or offered on the basis of this Prospectus later than six months after the date of this Prospectus;
(iv) Save for the new Shares issued and to be issued pursuant to the Acquisitions and the Public Issue as disclosed in Sections 4.2 and 6.2 of this Prospectus respectively, no shares, stocks or debentures of our Company have been issued or proposed to be issued as fully or partly paid-up in cash or otherwise, within the two years immediately preceding the date of this Prospectus;
(v) As at the date of this Prospectus, save for our Issue Shares reserved for the Pink Form Allocations as disclosed in Section 4.2.2(i) of this Prospectus, there is currently no other scheme involving our Directors and employees in the share capital of our Company orany of our Subsidiaries;
(vi) As at the date of this Prospectus, neither us nor our Subsidiaries have any outstanding warrants, options, convertible securities or uncalled capital; and
(vii) Save as disclosed in Section 2.2 of this Prospectus, and save as provided for under our Constitution as reproduced in Section 14.2 below and the Act, there are no other restrictions upon the holding or voting or transfer of our Shares or the interests in any of our Company or our Subsidiaries or upon the declaration or payment of any dividend or distribution.
14.2 EXTRACTS OF OUR CONSTITUTION
The following provisions are extracted from our Constitution and are qualified in its entirety by the remainder of our Constitution and by applicable law. The words and expressions appearing in the following provisions shall bear the same meanings used in our Constitution unless otherwise defined or the context otherwise requires:
14.2.1 Remuneration, voting and borrowing powers of directors
Clause 93 – Remuneration of Directors
“(1) The Company may from time to time by an ordinary resolution passed at a general meeting, approve the remuneration of the Directors, who hold non-executive office with the Company, for their services as non-executive Directors.
(2) Subject to Clause 84, the fees of the Directors and any benefits payable to the Directors shall be subject to annual shareholders’ approval at a general meeting.
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(3) If the fee of each such non-executive Director is not specifically fixed by the Members, then the quantum of fees to be paid to each non-executive Director within the overall limits fixed by the Members, shall be decided by resolution of the Board. In default of any decision being made in this respect by the Board the fees payable to the non-executive Directors shall be divided equally amongst themselves and such a Director holding office for only part of a year shall be entitled to a proportionate part of a full year’s fees. The non-executive Directors shall be paid by a fixed sum and not by a commission on or percentage of profits or turnover.
(4) The following expenses shall be determined by the Directors:
(a) Traveling, hotel and other expenses properly incurred by the Directors in attending and returning from meetings of the Directors or any committee of the Directors or general meetings of the Company or in connection with the business of the Company; and
(b) Other expenses properly incurred by the Directors arising from the requirements imposed by the authorities to enable the Directors to effectively discharge their duties.
(5) Executive Directors of the Company shall be remunerated in the manner referred to in Clause 84 but such remuneration shall not include a commission on or percentage of turnover.”
Clause 95 – Powers of Directors
“Without limiting the generality of Clause 94(1) and (2), the Directors may, subject to the Act and the Listing Requirements, exercise all the powers of the Company to do all or any of the following for any debt, liability, or obligation of the Company or of any third party:
(1) borrow money;
(2) mortgage or charge its undertaking, property, and uncalled capital, or any part of the undertaking, property and uncalled capital;
(3) issue debentures and other Securities whether primary or as security; and/or
(a) lend and advance money or give credit to any person or company;
(b) guarantee and give guarantees or indemnities for the payment of money or the performance of contracts or obligations by any person or company;
(c) secure or undertake in any way the repayment of moneys lent or advanced to or the liabilities incurred by any person or company;
and otherwise to assist any person or company.”
Clause 118 – Voting at Board Meetings
“(1) Subject to this Constitution, questions arising at a Board Meeting shall be decided by a majority of votes of Directors present and voting and any such decision shall for all purposes be deemed a decision of the Directors.
(2) Each Director is entitled to cast one (1) vote on each matter for determination.”
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14.2.2 Changes to share capital
Clause 8 – Variation of Rights
“(1) If at any time the share capital is divided into different classes of shares, the rights attached to each class of shares (unless otherwise provided by the terms of issue of the shares of that class) may only, whether or not the Company is being wound up, be varied:
(a) with the consent in writing of the holders holding not less than seventy-five percent (75%) of the total voting rights of the holders of that class of shares; or
(b) by a special resolution passed by a separate meeting of the holders of that class of shares sanctioning the variation.”
14.2.3 Transfer of securities
Clause 14 – Transfer of Securities
“The transfer of any Deposited Security or class of Deposited Security of theCompany, shall be by way of book entry by the Depository in accordance with the Rules and, notwithstanding Sections 105, 106 or 110 of the Act, but subject to Section 148(2) of the Act and any exemption that may be made from compliance with Section 148(1) of the Act, the Company shall be precluded from registering and effecting any transfer of the Deposited Securities.”
14.2.4 Rights, preferences and restrictions attached to each class of securities relating to voting, dividend, liquidation and any special rights
Clause 7 – Classes of Shares
“(1) The capital of the Company shall consist of ordinary shares.
(2) A holder of ordinary share(s) shall have the following voting rights:
(a) right to vote on a show of hands to one (1) vote on any resolution of the Company; and
(b) right to vote on a poll to one (1) vote for every share held on anyresolution of the Company.”
14.3 LIMITATION ON THE RIGHT TO HOLD SECURITIES AND/OR EXERCISE VOTING RIGHTS
As our Shares are proposed for quotation on the Official List, such Shares must be prescribed as shares required to be deposited with Bursa Depository. Upon such prescription, a holder of the Shares must deposit his Shares with Bursa Depository on or before the date is fixed, failing which our Share Registrar will be required to transfer his Shares to the Minister of Finance and such Shares may not be traded on Bursa Securities.
Dealing in our Shares deposited with Bursa Depository may only be effected by a Depositor by means of entries in the Securities Account of that Depositor.
A Depositor whose name appears in the Record of Depositors maintained by Bursa Depository in respect of our Shares shall be deemed to be a shareholder of our Company and shall beentitled to all rights, benefits, powers and privileges and be subject to all liabilities, duties and obligations in respect of, or arising from, such Shares.
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Subject to the above, there is no limitation on the right to own our Shares, including any limitation on the right of a non-resident or non-Malaysian shareholder to hold or exercise voting rights on our Shares, which is imposed by Malaysian law or by our Constitution.
14.4 REPATRIATION OF CAPITAL, REMITTANCE OF PROFIT AND TAXATION
All corporations in Malaysia are required to adopt a single-tier dividend. All dividends distributed by Malaysian resident companies under a single tier dividend are not taxable. Further, the Malaysian government does not levy withholding tax on dividend payment. Therefore, there is no withholding tax imposed on dividends paid to non-residents by Malaysian resident companies. There is no Malaysian capital gain tax arising from the disposal of listed shares.
As at the LPD, there are no governmental laws, decrees, regulations or other legislations that may affect the repatriation of capital and the remittance of profits of our foreign subsidiary to Malaysia. However, such repatriation of capital and the remittance of profits may be subject to withholding taxes (if any).
14.5 MATERIAL CONTRACTS
Save as disclosed below, there are no contracts which are material (not being contracts entered into in the ordinary course of business) which have been entered into by our Group for the FYE 31 December 2018, FYE 31 December 2019, FYE 31 December 2020, FPE 31 March 2021 and up to the date of this Prospectus:
(a) Retail Underwriting Agreement.
(b) Placement Agreement.
(c) Lock-up letter dated [] in relation to our IPO and Listing.
(d) MTT Shipping SSA and the ICSD SSA both dated 27 July 2021 in respect of the Acquisitions. The Acquisitions were completed on [].
(e) MTT Shipping and Makmal Capital Sdn Bhd had on 28 September 2020 entered into a
subscription and shareholders’ agreement to record their commitments and otherwise regulate their rights as shareholders of Harbour 360 in the shareholding proportions of 50.00%:50.00%.
(f) MTT Shipping Logistics Centre (as purchaser), a wholly-owned subsidiary of MTT Shipping, had on 8 August 2020 entered into 5 sale and purchase agreements with Myra Gardens Sdn Bhd (as vendor) and Menteri Besar Selangor (Pemerbadanan) (as proprietor) to purchase the following parcels of industrial lot, which form part of all those parcels of land held under H.S.(D) 156369 PT 148789, H.S.(D) 156370 PT 148790 andH.S.(D) 156371 PT 148791, all in Mukim Klang, District of Klang, State of Selangor:
(i) Lot No. 25, measuring approximately 3.755 acres in area, for cash consideration of RM9,323,365;
(ii) Lot No. 26, measuring approximately 3.726 acres in area, for cash consideration of RM9,251,360;
(iii) Lot No. 27, measuring approximately 3.721 acres in area, for cash consideration of RM9,238,945;
(iv) Lot No. 28, measuring approximately 3.804 acres in area, for cash consideration of RM9,445,028; and
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(v) Lot No. 29, measuring approximately 5.576 acres in area, for cash consideration of RM13,844,762.
As at the LPD, the sale and purchase transactions are pending completion.
(g) MTT Shipping Logistics Centre (as purchaser) had on 17 December 2018 entered into a sale and purchase agreement with Carl Ronnow Logistics Sdn Bhd (as vendor) topurchase a parcel of industrial land held under Country Lease 015600478, Kampung Melawa, Km 14.5, Jalan Sepangar, Menggatal, District of Kota Kinabalu, State of Sabah, measuring approximately 6.90 hectares in area, together with all buildings and structures constructed thereon, for cash consideration of RM28,222,524. The sale and purchase transaction has been completed in April 2019.
(h) ICSD (as purchaser) had on 25 July 2018 entered into a sale and purchase agreement with Perceptive Logistics Properties Sdn Bhd (as vendor) to purchase a parcel of leasehold industrial land held under individual title H.S.(D) 116338, PT 150, Bandar Sultan Sulaiman, District of Klang, State of Selangor, measuring approximately 60,702 square metres in area, together with a double storey detached office, open sided single storey workshop and a guard house constructed thereon, for cash consideration of RM31,800,000. The sale and purchase transaction has been completed in December 2018.
14.6 MATERIAL LITIGATION
Save as disclosed below, as at the LPD, our Group is not engaged in any governmental, legal or arbitration proceedings, including those relating to bankruptcy, receivership or similar proceedings which may have or have had, material or significant effects on our financial position or profitability in the 12 months immediately preceding the date of this Prospectus:
MTT Shipping was served with letters of demand on 6 October 2016 and 12 March 2018 by Johan Shipping Sdn Bhd (Liquidator Appointed) (“Johan Shipping”) where the subject matter of such claim relates to a container rental agreement dated 1 December 2010 between Johan Shipping and MTT Shipping (“Container Rental Agreement”) for the rental of containers by MTT Shipping from Johan Shipping (which Johan Shipping leased from CAI International Inc (“CAI”), Cronos Containers Ltd (“Cronos”) and Transamerica Container Leasing Inc (“TAL”)). In the letter of demand dated 12 March 2018, Johan Shipping alleged that there is an outstanding sum of RM150,089,610.43 owing by MTT Shipping to Johan Shipping for the rental of containers from 1 April 2011 to 28 February 2018.
MTT Shipping’s solicitors had on 21 March 2018 written to Johan Shipping, stating amongst others, that MTT Shipping disputes the statement of account dated 12 March 2018 and all of the invoices issued by Johan Shipping since April 2011; MTT Shipping had already written to Johan Shipping on 16 November 2016 to dispute the statement of account as at 6 October 2016 and that Johan Shipping had never responded to MTT Shipping’s letter dated 16 November 2016 until a fresh notice of demand was issued on 12 March 2018, and Johan Shipping’s claim is barred by the doctrine of limitation.
MTT Shipping had via its letter dated 16 November 2016 informed Johan Shipping that:
(a) Johan Shipping is making a wrongful claim on the rental of containers from MTT Shipping as Johan Shipping was in fact leasing the containers from CAI and Cronos. However, due to Johan Shipping’s continuous failure to settle the outstanding payments owed to CAI and Cronos, the leases between CAI, Cronos and Johan Shipping have been terminated, and thus, rendering Johan Shipping’s rights under the Container Rental Agreement being null and void in respect of CAI’s and Cronos’ containers; and
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(b) MTT Shipping had subsequently in 2011 entered into container purchase agreement and lease assignment agreement with CAI and Cronos respectively for the purchase and lease of their containers.
MustaphaRaj Sdn Bhd has been appointed as liquidator of Johan Shipping on 12 August 2011.
As at the LPD, Johan Shipping has not responded to MTT Shipping in respect of its reply dated 21 March 2018.
The solicitors acting for MTT Shipping are of the view that MTT Shipping has strong grounds to successfully resist any potential claim that may be brought by Johan Shipping against MTT Shipping on amongst others the following basis:
(a) the letters of demand issued by Johan Shipping are mainly premised on invoices which were never sent to MTT Shipping. It appears that Johan Shipping’s liquidator themselves have a shallow understanding of the nature of the relationship between Johan Shipping and MTT Shipping and the interconnectivity between the various parties and agreements;
(b) the underlying agreements regulating the relationships between Johan Shipping with CAI and Cronos have been terminated between April to July 2011 due to Johan Shipping’s continuous failure to settle the outstanding payments due and owing to CAI and Cronos, and that both CAI and Cronos have separately entered into agreements with MTT Shipping;
(c) the containers provided by TAL which were subsequently leased to MTT Shipping by Johan Shipping under the Container Rental Agreement have been returned by MTT Shipping to Johan Shipping and/or its related company subsequent to Johan Shipping’s liquidation; and
(d) approximately RM79,060,971.52 of the total amount claimed by Johan Shipping is barred by the Limitation Act 1953.
14.7 CONSENTS
The written consents of our Principal Adviser, Global Coordinator, Joint Bookrunners, Joint Managing Underwriters, Joint Underwriters, legal advisers, Issuing House and Share Registrar, and company secretaries as set out in the Corporate Directory of this Prospectus for the inclusion in this Prospectus of their names in the form and context in which such names appear have been given before the issue of this Prospectus and have not subsequently been withdrawn.
The written consent of our Auditors and Reporting Accountants for the inclusion of its name, Accountants’ Report and Reporting Accountants’ Report on the Pro Forma Consolidated Statements of Financial Position, and all references thereto in the form and context in which they are contained in this Prospectus has been given before the issue of this Prospectus and has not subsequently been withdrawn.
The written consent of Smith Zander for the inclusion of its name, the IMR Report, and all references thereto in the form and context in which they are contained in this Prospectus has been given before the issue of this Prospectus and has not subsequently been withdrawn.
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14.8 DOCUMENTS AVAILABLE FOR INSPECTION
Copies of the following documents may be inspected at our registered office at Unit 30-01,Level 30, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, No. 8, Jalan Kerinchi, 59200 Kuala Lumpur, during office hours for a period of six months from the date of this Prospectus:
(i) our Constitution;
(ii) our material contracts as referred to in Section 14.5 of this Prospectus;
(iii) the relevant cause papers for the material litigation referred to in Section 14.6 of this Prospectus;
(iv) the IMR Report as set out in Section 8 of this Prospectus;
(v) the Reporting Accountants’ Report on the Pro Forma Consolidated Statements of Financial Position as referred to in Section 12.4 of this Prospectus;
(vi) the Accountants’ Report as referred to in Section 13 of this Prospectus;
(vii) the letters of consent as referred to in Section 14.7 of this Prospectus;
(viii) the audited financial statements of our Company for the FYE 31 December 2019 and FYE 31 December 2020; and
(ix) the audited financial statements of our Subsidiaries for the FYE 31 December 2018,FYE 31 December 2019 and FYE 31 December 2020 (save for the audited financial statements of LP Multi Terminal, LPMT Resources and Lestari Maritime for the FYE 31 December 2020; and MTT Shipping Perawang for the FYE 31 December 2018).
14.9 RESPONSIBILITY STATEMENTS
Our Directors, the Promoters and the Selling Shareholders have seen and approved this Prospectus. They collectively and individually accept full responsibility for the accuracy of the information. Having made all reasonable enquiries, and to the best of their knowledge and belief, they confirm there is no false or misleading statement or other facts which if omitted, would make any statement in this Prospectus false or misleading.
Maybank IB, being the Principal Adviser, Global Coordinator and Joint Bookrunner for the Institutional Offering and Joint Managing Underwriter and Joint Underwriter for the Retail Offering in relation to our IPO, acknowledges that, based on all available information, and to the best of its knowledge and belief, the Prospectus constitutes a full and true disclosure of all material facts concerning our IPO.
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THIS SUMMARY OF PROCEDURES FOR APPLICATION AND ACCEPTANCE DOES NOT CONTAIN THE DETAILED PROCEDURES AND FULL TERMS AND CONDITIONS AND YOU CANNOT RELY ON THIS SUMMARY FOR PURPOSES OF ANY APPLICATION FOR OUR IPO SHARES. YOU MUST REFER TO THE DETAILED PROCEDURES AND TERMS AND CONDITIONS AS SET OUT IN THE “DETAILED PROCEDURES FOR APPLICATION AND ACCEPTANCE” ACCOMPANYING THE ELECTRONIC COPY OF THIS PROSPECTUS ON THE WEBSITE OF BURSA SECURITIES. YOU SHOULD ALSO CONTACT OUR ISSUING HOUSE FOR FURTHER ENQUIRIES.
Unless otherwise defined, all words and expressions used here shall carry the same meaning as ascribed to them in our Prospectus.
Unless the context otherwise requires, words used in the singular include the plural, and vice versa.
15.1 OPENING AND CLOSING OF APPLICATION
OPENING OF THE APPLICATION PERIOD: 10.00 A.M., []
CLOSING OF THE APPLICATION PERIOD: 5.00 P.M., []
In the event of any changes to the date or time for closing, we will advertise the notice of changes in a widely circulated daily English and Bahasa Malaysia newspaper within Malaysia.
Late Applications will not be accepted.
15.2 METHODS OF APPLICATION
15.2.1 Retail Offering
All Applications must accord with this Prospectus and our Constitution. The submission of an Application Form does not mean that the Application will succeed.
Types of Application Application method
Applications by Eligible Persons Pink Form Applications only
Applications by the Malaysian Public:
(i) Individuals White Application Form or Electronic Share Application or Internet Share Application
(ii) Non-Individuals White Application Form only
15.2.2 Institutional Offering
Types of Application Application method
Applications by:
(i) Selected investors The Placement Manager will contact the selected investors directly. They should follow the Placement Manager’s instructions.
(ii) Bumiputera investors approved by MITI
MITI will contact the Bumiputera investors directly. They should follow MITI’s instructions.
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Selected investors and Bumiputera investors approved by MITI may still apply for ourIPO Shares offered to the Malaysian Public using the White Application Form or Electronic Share Application or Internet Share Application.
15.3 ELIGIBILITY
15.3.1 General
You must have a CDS account and a correspondence address in Malaysia. If you do not have a CDS account, you may open a CDS account by contacting any of the ADAs set out in the list of ADAs set out in Section 12 of the “Detailed Procedures for Application and Acceptance” accompanying the electronic copy of this Prospectus on the website of Bursa Securities. The CDS account must be in your own name. Invalid, nominee or third party CDS accounts will not be accepted for the Applications.
Only ONE Application Form for each category from each applicant will be considered and APPLICATIONS MUST BE FOR AT LEAST 100 IPO SHARES OR MULTIPLESOF 100 IPO SHARES.
MULTIPLE APPLICATIONS WILL NOT BE ACCEPTED UNLESS EXPRESSLY ALLOWED IN THESE TERMS AND CONDITIONS. AN APPLICANT WHO SUBMITS MULTIPLE APPLICATIONS IN HIS OWN NAME OR BY USING THE NAME OFOTHERS, WITH OR WITHOUT THEIR CONSENT, COMMITS AN OFFENCE UNDER SECTION 179 OF THE CMSA AND IF CONVICTED, MAY BE PUNISHED WITH A MINIMUM FINE OF RM1,000,000 AND A JAIL TERM OF UP TO 10 YEARS UNDER SECTION 182 OF THE CMSA.
AN APPLICANT IS NOT ALLOWED TO SUBMIT MULTIPLE APPLICATIONS IN THE SAME CATEGORY OF APPLICATION.
15.3.2 Application by the Malaysian Public
You can only apply for our IPO Shares if you fulfil all of the following:
(i) you must be one of the following:
(a) a Malaysian citizen who is at least 18 years old as at the date of the application for our IPO Shares; or
(b) a corporation/institution incorporated in Malaysia with a majority of Malaysian citizens on your board of directors/trustees and if you have a share capital, more than half of the issued share capital, excluding preference share capital, is held by Malaysian citizens; or
(c) a superannuation, co-operative, foundation, provident, pension fundestablished or operating in Malaysia;
(ii) you must not be a director or employee of the Issuing House or an immediate family member of a director or employee of the Issuing House; and
(iii) you must submit Applications by using only one of the following methods:
(a) White Application Form;
(b) Electronic Share Application; or
(c) Internet Share Application.
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15.3.3 Application by Eligible Persons
The Eligible Persons will be provided with Pink Application Forms and letters from us detailing their respective allocation.
15.4 PROCEDURES FOR APPLICATION BY WAY OF APPLICATION FORM The Application Form must be completed in accordance with the notes and instructions contained in the respective category of the Application Form. Applications made on the incorrect type of Application Form or which do not conform STRICTLY to the terms of this Prospectus or the respective category of Application Form or notes and instructions or which are illegible will not be accepted. The FULL amount payable is RM[●] for each IPO Share. Payment must be made out in favour of “TIIH SHARE ISSUE ACCOUNT NO. []” and crossed “A/C PAYEE ONLY” and endorsed on the reverse side with your name and address. Each completed Application Form, accompanied by the appropriate remittance and legible photocopy of the relevant documents may be submitted using one of the following methods: (i) despatch by ORDINARY POST in the official envelopes provided, to the following
address: Tricor Investor & Issuing House Services Sdn Bhd (197101000970 (11324-H)) Unit 32-01, Level 32, Tower A Vertical Business Suite Avenue 3, Bangsar South No.8, Jalan Kerinchi 59200 Kuala Lumpur Wilayah Persekutuan
(ii) DELIVER BY HAND AND DEPOSIT in the drop-in boxes provided at their Customer Service Centre, Unit G-3, Ground Floor, Vertical Podium, Avenue 3, Bangsar South, No. 8 Jalan Kerinchi, 59200 Kuala Lumpur, Wilayah Persekutuan,
so as to arrive not later than 5.00 p.m. on [] or by such other time and date specified in any change to the date or time for closing. We, together with our Issuing House, will not issue any acknowledgement of the receipt of your Application Forms or Application monies. Please direct all enquiries in respect of the White Application Form to the Issuing House.
15.5 PROCEDURES FOR APPLICATION BY WAY OF ELECTRONIC SHARE APPLICATION
Only Malaysian individuals may apply for the IPO Shares offered to the Malaysian Public by way of Electronic Share Application. Electronic Share Applications may be made through the ATM of the following Participating Financial Institutions and their branches, namely, Affin Bank Berhad, Alliance Bank Malaysia Berhad, AmBank (M) Berhad, CIMB Bank Berhad, Malayan Banking Berhad, Public Bank Berhad and RHB Bank Berhad. A processing fee will be charged by the respective Participating Financial Institutions (unless waived) for each Electronic Share Application.
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15.6 PROCEDURES FOR APPLICATION BY WAY OF INTERNET SHARE APPLICATION Only Malaysian individuals may use the Internet Share Application to apply for our IPO Shares offered to the Malaysian Public. Internet Share Applications may be made through an internet financial services website of the Internet Participating Financial Institutions, namely, Affin Bank Berhad, Alliance Bank Malaysia Berhad, CIMB Bank Berhad, CGS-CIMB Securities Sdn Bhd, Malayan Banking Berhad, Public Bank Berhad and RHB Bank Berhad. A processing fee will be charged by the respective Internet Participating Financial Institutions (unless waived) for each Internet Share Application. The exact procedures, terms and conditions for Internet Share Application are set out on the internet financial services website of the respective Internet Participating Financial Institutions.
15.7 AUTHORITY OF OUR BOARD AND THE ISSUING HOUSE The Issuing House, on the authority of our Board reserves the right to: (i) reject Applications which:
(a) do not conform to the instructions of this Prospectus, Application Forms,
Electronic Share Application and Internet Share Application (where applicable); or
(b) are illegible, incomplete or inaccurate; or
(c) are accompanied by an improperly drawn up, or improper form of, remittance; or
(ii) reject or accept any Application, in whole or in part, on a non-discriminatory basis
without the need to give any reason; and
(iii) bank in all Application monies (including those from unsuccessful / partially successful applicants) which would subsequently be refunded, where applicable (without interest), in accordance with Section 15.9 below.
If you are successful in your Application, our Board reserves the right to require you to appear in person at the registered office of the Issuing House at any time within 14 days of the date of the notice issued to you to ascertain that your Application is genuine and valid. Our Board shall not be responsible for any loss or non-receipt of the said notice nor will it be accountable for any expenses incurred or to be incurred by you for the purpose of complying with this provision.
15.8 OVER/UNDER-SUBSCRIPTION
In the event of over-subscription for the Institutional Offering and the Retail Offering, the Issuing House will conduct a ballot in the manner approved by our Directors to determine the acceptance of Applications in a fair and equitable manner. In determining the manner of balloting, our Directors will consider the desirability of allotting and allocating our IPO Shares to a reasonable number of applicants for the purpose of broadening the shareholding base of our Company and establishing a liquid and adequate market for our Shares.
The basis of allotment of our IPO Shares and the balloting results in connection therewith will be furnished by the Issuing House to the SC, Bursa Securities, all major English and Bahasa Malaysia newspapers as well as posted on the Issuing House’s website (https://tiih.online) within one business day after the balloting event.
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Pursuant to the Listing Requirements, we are required to have a minimum of 25 % of our Company’s issued share capital to be held by at least 1,000 public shareholders holding not less than 100 Shares each upon our Listing. We expect to achieve this at the point of our Listing. In the event the above requirement is not met, we may not be allowed to proceed with our Listing. In the event thereof, monies paid in respect of all Applications will be returned in full (without interest of any share or revenue or benefit arising therefrom).
In the event of an under-subscription of our IPO Shares by the Malaysian Public and/or Eligible Persons, subject to the clawback and reallocation provisions as set out in Section 4.2.3 of our Prospectus, any of the abovementioned IPO Shares not applied for will then be subscribed by the Joint Underwriters based on the terms of the Retail Underwriting Agreement.
15.9 UNSUCCESSFUL/PARTIALLY SUCCESSFUL APPLICANTS
If you are unsuccessful/partially successful in your Application, your Application monies (without interest) will be refunded to you in the following manner:
15.9.1 For applications by way of Application Forms
(i) The Application monies or the balance of it, as the case may be, will be returned to you through the self-addressed and stamped Official “A” envelope you provided by ordinary post (for fully unsuccessful applications) or by crediting into your bank account (the same bank account you have provided to Bursa Depository for the purposes of cash dividend / distribution) or if you have not provided such bank account information to Bursa Depository, the balance of Application monies will be refunded via banker’s draft sent by ordinary post to your last address maintained with Bursa Depository (for partially successful applications) within ten Market Days from the date of the final ballot at your own risk.
(ii) If your Application is rejected because you did not provide a CDS account number, your Application monies will be refunded via banker’s draft sent by ordinary to your address as stated in the NRIC or any official valid temporary identity document issued by the relevant authorities from time to time or the authority card (if you are a member of the armed forces or police) at your own risk.
(iii) A number of Applications will be reserved to replace any successfully balloted Applications that are subsequently rejected. The Application monies relating to these Applications which are subsequently rejected or unsuccessful or only partly successful will be refunded (without interest) by the Issuing House as per items (i) and (ii) above (as the case may be).
(iv) The Issuing House reserves the right to bank into its bank account all Application monies from unsuccessful applicants. These monies will be refunded (without interest) within 10 Market Days from the date of the final ballot by crediting into your bank account (the same bank account you have provided to Bursa Depository for the purposes of cash dividend / distribution) or by issuance of banker’s draft sent by ordinary post to your last address maintained with Bursa Depository if you have not provided such bank account information to Bursa Depository or as per item (ii) above (as the case may be).
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15.9.2 For applications by way of Electronic Share Application and Internet Share Application
(i) The Issuing House shall inform the Participating Financial Institutions or Internet Participating Financial Institutions of the unsuccessful or partially successful Applications within two Market Days after the balloting date. The full amount of the Application monies or the balance of it will be credited without interest into your account with the Participating Financial Institution or Internet Participating Financial Institution (or arranged with the Authorised Financial Institutions) within two Market Days after the receipt of confirmation from the Issuing House.
(ii) You may check your account on the fifth Market Day from the balloting date.
(iii) A number of Applications will be reserved to replace any successfully balloted Applications that are subsequently rejected. The Application monies relating to these Applications which are subsequently rejected will be refunded (without interest) by the Issuing House by crediting into your account with the Participating Financial Institution or Internet Participating Financial Institutions (or arranged with the Authorised Financial Institutions) not later than 10 Market Days from the date of the final ballot. For Applications that are held in reserve and which are subsequently unsuccessful or partially successful, the relevant Participating Financial Institution will be informed of the unsuccessful or partially successful Applications within two Market Days after the final balloting date. The Participating Financial Institution will credit the Application monies or any part thereof (without interest) within two Market Days after the receipt of confirmation from the Issuing House.
15.10 SUCCESSFUL APPLICANTS
If you are successful in your Application:
(i) Our IPO Shares allotted to you will be credited into your CDS account.
(ii) A notice of allotment will be despatched to you at your last address maintained with the Bursa Depository, at your own risk, before our Listing. This is your only acknowledgement of acceptance of your Application.
(iii) In accordance with Section 14(1) of the SICDA, Bursa Securities has prescribed our Shares as Prescribed Securities. As such, our IPO Shares issued / offered through this Prospectus will be deposited directly with Bursa Depository and any dealings in these Shares will be carried out in accordance with the SICDA and Rules of Bursa Depository.
(iv) In accordance with Section 29 of the SICDA, all dealings in our Shares will be by book entries through CDS accounts. No physical share certificates will be issued to you and you shall not be entitled to withdraw any deposited securities held jointly with Bursa Depository or its nominee as long as our Shares are listed on Bursa Securities.
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(v) In the event that the Final Retail Price is lower than the Retail Price, the difference will be refunded to you without any interest thereon. The refund will be credited into your bank account for purposes of cash dividend/ distribution if you have provided such bank account information to Bursa Depository or despatched, in the form of cheques, by ordinary post to your address maintained with Bursa Directory if you have not provided such bank account information to Bursa Depository, or by crediting into your account with the Electronic Participating Financial Institutions for applications made via the Electronic Share Application or by crediting into your account with the Internet Participating Financial Institutions for applications made via the Internet Share Application, within 10 Market Days from the date of final ballot of Application, at your own risk.
15.11 ENQUIRIES
Enquiries in respect of the applications may be directed as follows:
Mode of Application Parties to direct the enquiries
Application Forms Issuing House Enquiry Services at telephone no. (03) 2783 9299
Electronic Share Application Participating Financial Institution
Internet Share Application Internet Participating Financial Institution and Authorised Financial Institution
The results of the allocation of shares derived from successful balloting will be made available to the public at our Issuing House website: https://tiih.online, one Market Day after the balloting date.
You may also check the status of your Application five Market Days after the balloting date or by calling your respective ADA during office hours at the telephone number as stated in the list of ADAs set out in Section 12 of the Detailed Procedures for Application and Acceptance accompanying the electronic copy of this Prospectus on the website of Bursa Securities.
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ting
use
Expr
ess
cond
ition
s of
land
use
/ C
ateg
ory
of
land
use
Encu
mbr
ance
sLa
nd a
rea
(app
roxi
mat
e)Te
nure
Dat
e of
is
suan
ce o
f ce
rtifi
cate
of
fitne
ss fo
r oc
cupa
tion/
ce
rtifi
cate
of
com
plet
ion
and
com
plia
nce
Audi
ted
NB
V as
at 3
1 M
arch
202
1
5.M
TT S
hipp
ing
Logi
stic
s C
entr
e
Title
:H
S(D
) 164
481
PT
1560
41, M
ukim
Kl
ang,
Dis
trict
of
Klan
g, S
tate
of
Sela
ngor
Post
al a
ddre
ss:
Lot N
o. 2
8, J
alan
Pe
rigi N
enas
7/
1/KS
11, K
awas
an
Perin
dust
rian
Pula
u In
dah,
Kla
ng,
Sela
ngor
(1)
Des
crip
tion
of
prop
erty
:In
dust
rial l
and
Exis
ting
use:
Vaca
nt
Expr
ess
cond
ition
s:Li
ght
indu
strie
s
Cat
egor
y of
la
nd u
se:
Indu
stry
Nil
15,3
96sq
uare
m
etre
sLe
aseh
old,
ex
pirin
g on
30
Ju
ne
2115
Not
app
licab
le
1,88
9(5)
A - 5
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E A
: OU
R M
ATER
IAL
PRO
PER
TIES
(Con
t’d)
A-6
N
o.
Reg
iste
red/
Ben
efic
ial o
wne
rTi
tle/P
osta
l add
ress
Des
crip
tion/
Exis
ting
use
Expr
ess
cond
ition
s of
land
use
/ C
ateg
ory
of
land
use
Encu
mbr
ance
sLa
nd a
rea
(app
roxi
mat
e)Te
nure
Dat
e of
is
suan
ce o
f ce
rtifi
cate
of
fitne
ss fo
r oc
cupa
tion/
ce
rtifi
cate
of
com
plet
ion
and
com
plia
nce
Audi
ted
NB
V as
at 3
1 M
arch
202
1
6.M
TT S
hipp
ing
Logi
stic
s C
entr
e
Title
:H
S(D
) 164
482
PT
1560
42, M
ukim
Kl
ang,
Dis
trict
of
Klan
g, S
tate
of
Sela
ngor
Post
al a
ddre
ss:
Lot N
o. 2
9, J
alan
Pe
rigi N
enas
7/
1/KS
11, K
awas
an
Perin
dust
rian
Pula
u In
dah,
Kla
ng,
Sela
ngor
(1)
Des
crip
tion
of
prop
erty
:In
dust
rial l
and
Exis
ting
use:
Vaca
nt
Expr
ess
cond
ition
s:Li
ght
indu
strie
s
Cat
egor
y of
la
nd u
se:
Indu
stry
Nil
22,5
65 s
quar
e m
etre
sLe
aseh
old,
ex
pirin
g on
30
Ju
ne
2115
Not
app
licab
le
2,7
69(6
)
A - 6
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E A
: OU
R M
ATER
IAL
PRO
PER
TIES
(Con
t’d)
A-1
0 N
o.
Reg
iste
red/
Ben
efic
ial o
wne
rTi
tle/P
osta
l ad
dres
sD
escr
iptio
n/Ex
istin
g us
e
Expr
ess
cond
ition
s of
land
use
/ C
ateg
ory
of
land
use
Encu
mbr
ance
sLa
nd a
rea
(app
roxi
mat
e)Te
nure
Dat
e of
is
suan
ce o
f ce
rtifi
cate
of
fitne
ss fo
r oc
cupa
tion/
ce
rtifi
cate
of
com
plet
ion
and
com
plia
nce
Audi
ted
NB
V as
at 3
1 M
arch
202
1
(RM
’000
)7.
MTT
Rea
lty H
oldi
ngs
Title
:G
eran
334
357
(form
erly
kno
wn
as
Ger
an 4
7663
), Lo
t 72
46, S
eksy
en 3
1,
Band
ar K
lang
, Dis
trict
of
Kla
ng, S
tate
of
Sela
ngor
Post
al a
ddre
ss:
Lot 7
246,
Per
siar
an
Raj
a M
uda
Mus
a,
Seks
yen
31, 4
2000
Kl
ang,
Sel
ango
r
Des
crip
tion
of
prop
erty
:In
dust
rial l
and
Exis
ting
use:
Vaca
nt
Expr
ess
cond
ition
s:Th
is la
nd
shal
l be
used
fo
r the
co
nstru
ctio
n of
bui
ldin
gs
in
acco
rdan
ce
with
the
build
ing
plan
ce
rtifie
d by
th
e Kl
ang
Mun
icip
al
Cou
ncil
Cat
egor
y of
la
nd u
se:
Build
ing
Cha
rged
to
CIM
B Ba
nk B
erha
d8,
038.
0756
sq
uare
met
res
Free
hold
Not
app
licab
le
16,9
45
A - 7
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E A
: OU
R M
ATER
IAL
PRO
PER
TIES
(Con
t’d)
A-1
0 N
o.
Reg
iste
red/
Ben
efic
ial o
wne
rTi
tle/P
osta
l ad
dres
sD
escr
iptio
n/Ex
istin
g us
e
Expr
ess
cond
ition
s of
land
use
/ C
ateg
ory
of
land
use
Encu
mbr
ance
sLa
nd a
rea
(app
roxi
mat
e)Te
nure
Dat
e of
is
suan
ce o
f ce
rtifi
cate
of
fitne
ss fo
r oc
cupa
tion/
ce
rtifi
cate
of
com
plet
ion
and
com
plia
nce
Audi
ted
NB
V as
at 3
1 M
arch
202
1
(RM
’000
)8.
ICSD
Title
:H
.S.(D
) 116
338,
PT
150,
Ban
dar S
ulta
n Su
laim
an, D
istri
ct o
f Kl
ang,
Sta
te o
f Se
lang
or
Post
al a
ddre
ss:
Lot 4
-A &
Lot
4-B
, Li
ngka
ran
Sulta
n M
oham
ed 2
, Ka
was
an
Perin
dust
rian
Band
ar
Sulta
n Su
leim
an,
4200
0 Po
rt Kl
ang,
Se
lang
or
Des
crip
tion
of
prop
erty
:In
dust
rial l
and
with
a
doub
le s
tore
y de
tach
ed o
ffice
, op
en s
ided
sin
gle
stor
ey w
orks
hop
and
a gu
ard
hous
e
Exis
ting
use:
Dep
ot(7
)
Expr
ess
cond
ition
s:In
dust
ry
Cat
egor
y of
la
nd u
se:
Indu
stry
Cha
rged
to C
IMB
Isla
mic
Ban
k Be
rhad
60,7
02 s
quar
e m
etre
sLe
aseh
old,
ex
pirin
g on
30
Jun
e 21
05
3 Se
ptem
ber
2018
30,1
64
A - 8
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E A
: OU
R M
ATER
IAL
PRO
PER
TIES
(Con
t’d)
A-1
0 N
otes
:
(1)
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre (
as p
urch
aser
) had
on
8 A
ugus
t 202
0 en
tere
d in
to s
ale
and
purc
hase
agr
eem
ent w
ith M
yra
Gar
dens
Sdn
Bhd
(as
ven
dor)
and
Men
teri
Bes
ar S
elan
gor (
Pem
erba
dana
n) (a
s pr
oprie
tor)
to a
cqui
re th
e la
nd, u
pon
the
term
s an
d su
bjec
t to
the
cond
ition
s co
ntai
ned
ther
ein.
The
sale
and
pur
chas
e tra
nsac
tion
is p
endi
ng c
ompl
etio
n an
d as
at t
he L
PD
, 20%
of t
he p
urch
ase
pric
e of
the
land
has
bee
n pa
id b
y M
TT S
hipp
ing
Logi
stic
s C
entre
to th
e ve
ndor
.
(2)
Bei
ng 2
0% o
f the
tota
l pur
chas
e pr
ice
of R
M9,
323,
365.
00pa
id b
y M
TT S
hipp
ing
Logi
stic
s C
entre
to M
yra
Gar
dens
Sdn
Bhd
as
at th
e LP
Dba
sed
on th
e sa
le a
nd p
urch
ase
agre
emen
t dat
ed 8
Aug
ust 2
020
ente
red
into
by
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre (
as p
urch
aser
) w
ith M
yra
Gar
dens
Sdn
Bhd
(as
ven
dor)
and
Men
teri
Bes
ar S
elan
gor
(Pem
erba
dana
n) (a
s pr
oprie
tor)
.
(3)
Bei
ng 2
0% o
f the
tota
l pur
chas
e pr
ice
of R
M9,
251,
360.
00pa
id b
y M
TT S
hipp
ing
Logi
stic
s C
entre
to M
yra
Gar
dens
Sdn
Bhd
as
at th
e LP
Dba
sed
on th
e sa
le a
nd p
urch
ase
agre
emen
t dat
ed 8
Aug
ust 2
020
ente
red
into
by
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre (
as p
urch
aser
) w
ith M
yra
Gar
dens
Sdn
Bhd
(as
ven
dor)
and
Men
teri
Bes
ar S
elan
gor
(Pem
erba
dana
n) (a
s pr
oprie
tor)
.
(4)
Bei
ng 2
0% o
f the
tota
l pur
chas
e pr
ice
of R
M9,
238,
945.
00pa
id b
y M
TT S
hipp
ing
Logi
stic
s C
entre
to M
yra
Gar
dens
Sdn
Bhd
as
at th
e LP
Dba
sed
on th
e sa
le a
nd p
urch
ase
agre
emen
t dat
ed 8
Aug
ust 2
020
ente
red
into
by
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre (
as p
urch
aser
) w
ith M
yra
Gar
dens
Sdn
Bhd
(as
ven
dor)
and
Men
teri
Bes
ar S
elan
gor
(Pem
erba
dana
n) (a
s pr
oprie
tor)
.
(5)
Bei
ng 2
0% o
f the
tota
l pur
chas
e pr
ice
of R
M9,
445,
028.
00, p
aid
by M
TT S
hipp
ing
Logi
stic
s C
entre
to M
yra
Gar
dens
Sdn
Bhd
as
at th
e LP
Dba
sed
on th
e sa
le a
nd p
urch
ase
agre
emen
t dat
ed 8
Aug
ust 2
020
ente
red
into
by
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre (
as p
urch
aser
) w
ith M
yra
Gar
dens
Sdn
Bhd
(as
ven
dor)
and
Men
teri
Bes
ar S
elan
gor
(Pem
erba
dana
n) (a
s pr
oprie
tor)
.
(6)
Bei
ng 2
0% o
f the
tota
l pur
chas
e pr
ice
of R
M13
,844
,762
.00
paid
by
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre to
Myr
a G
arde
ns S
dn B
hd a
s at
the
LPD
base
d on
the
sale
and
pu
rcha
se a
gree
men
t dat
ed 8
Aug
ust 2
020
ente
red
into
by
MTT
Shi
ppin
g Lo
gist
ics
Cen
tre (
as p
urch
aser
) w
ith M
yra
Gar
dens
Sdn
Bhd
(as
ven
dor)
and
Men
teri
Bes
ar
Sel
ango
r (P
emer
bada
nan)
(as
prop
rieto
r).
(7)
ICS
D (a
s la
ndlo
rd) h
ad o
n 1
Janu
ary
2021
ent
ered
into
a la
nd re
ntal
agr
eem
ent w
ith P
erce
ptiv
e Lo
gist
ics
(as
tena
nt) f
or th
e re
nt o
f 3.6
acr
es in
are
a on
par
t of t
he la
nd
know
n as
Lot
4-B
, Li
ngka
ran
Sul
tan
Moh
amed
2,
Kaw
asan
Per
indu
stria
n B
anda
r S
ulta
n S
ulei
man
, 42
000
Por
t Kl
ang,
Sel
ango
r, fo
r a
tena
ncy
perio
d of
one
yea
r, co
mm
enci
ng fr
om 1
Jan
uary
202
1 to
31
Dec
embe
r 202
1, a
t a m
onth
ly re
ntal
of R
M49
,000
.00.
A - 9
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E A
: OU
R M
ATER
IAL
PRO
PER
TIES
(Con
t’d)
A-1
0 A
2M
ATER
IAL
PRO
PER
TIES
REN
TED
BY
OU
R G
RO
UP
As a
t the
LPD
, the
mat
eria
l pro
perti
es re
nted
by
our G
roup
are
as
follo
ws:
No.
Tena
ntLa
ndlo
rd/
Less
orLo
catio
n/Po
stal
add
ress
Des
crip
tion/
Exis
ting
use
Tenu
re o
f ten
ancy
App
roxi
mat
e re
nted
are
aR
enta
l per
an
num
(RM
)1.
MTT
Sh
ippi
ng
Logi
stic
s C
entre
Wes
tpor
ts
Mal
aysi
a Sd
n Bh
d
Wes
tpor
ts
Term
inal
, P.
O
Box
266,
Pu
lau
Inda
h,
4200
9 Po
rt Kl
ang,
Sel
ango
r
Brie
f des
crip
tion:
Ope
n ar
ea r
efer
red
to a
s O
n-D
ock
Dep
ot 5
Exis
ting
use:
Empt
y co
ntai
ners
sto
rage
1 N
ovem
ber 2
019
–31
O
ctob
er 2
022
24,2
81
squa
re
met
res
Firs
t yea
r:N
il
Seco
nd y
ear:
470,
450
Third
yea
r:49
6,58
6
2.IC
SDPe
rcep
tive
Logi
stic
s PL
O
699,
Zo
ne
12,
Jala
n Ke
luli
8,
Kaw
asan
Pe
rindu
stria
n Pa
sir
Gud
ang,
817
00 P
asir
Gud
ang,
Joh
or
Brie
f des
crip
tion:
A pa
rcel
of v
acan
t lan
d
Exis
ting
use:
Empt
y co
ntai
ners
stor
age
1Ja
nuar
y 20
21–
31D
ecem
ber 2
021
52,6
10
squa
re
met
res
1,08
9,86
4
3.IC
SDKo
nten
a N
asio
nal
Berh
ad
Two
plot
s of
lan
d at
N
o.
2443
, Lo
rong
Pe
rusa
haan
Sa
tu,
Kaw
asan
Pe
rindu
stria
n Pe
rai,
1360
0 Pe
rai,
Pula
u Pi
nang
(“P
lot
1” a
nd
“Plo
t 2”)
Brie
f des
crip
tion:
Two
parc
els
of
vaca
nt
land
Exis
ting
use:
Empt
y co
ntai
ners
sto
rage
1 Ju
ly 2
019
–30
Jun
e 20
22Pl
ot 1
:22
,258
squa
re
met
res
Plot
2:
11,3
31
squa
re
met
res
Plot
1:
800,
400
Plot
2:
235,
440
As a
t the
LPD
, the
re is
no
brea
ch o
f rel
evan
t law
s, re
gula
tions
, rul
es a
nd re
quire
men
ts re
latin
g to
the
abov
e pr
oper
ties
whi
ch m
ay m
ater
ially
affe
ct o
ur o
pera
tions
an
d ut
ilisat
ion
of th
e ab
ove
prop
ertie
s.
A - 1
0
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
B - 1
Det
ails
of t
he m
ajor
lice
nces
, per
mits
and
app
rova
ls o
btai
ned
by o
ur G
roup
for o
ur b
usin
ess
oper
atio
ns a
nd th
e st
atus
of c
ompl
ianc
e as
at t
he L
PD a
re s
et o
ut
as fo
llow
s:
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
impo
sed
Stat
us o
f co
mpl
ianc
e
MTT
Sh
ippi
ng
Roy
al
Mal
aysi
an
Cus
tom
s D
epar
tmen
t (“C
usto
ms
Dep
artm
ent”)
, Po
rt Kl
ang,
Se
lang
or
Appr
oval
to
ac
t as
sh
ippi
ng
agen
t gr
ante
d to
MTT
Shi
ppin
g.Le
tter o
f ap
prov
al
refe
renc
e no
.KE.
BB
(80)
001/
03-
673(
46)
Age
nt c
ode:
BS04
35
Bon
d no
.10
0007
03/1
6
Dat
e of
issu
ance
:1
Nov
embe
r 201
6
Valid
ity p
erio
d:1
Janu
ary
2017
–31
Dec
embe
r 20
21(1
)
(a)
The
paid
-up
capi
tal
of t
heco
mpa
ny s
hall
not
be le
ss
than
RM
100,
000.
00 f
or a
co
mpa
ny r
egis
tere
d un
der
Com
pani
es A
ct 1
965.
(b)
The
com
pany
sha
ll no
t act
as
a c
usto
ms
agen
t for
any
cu
stom
er
with
out
bein
g au
thor
ised
in
w
ritin
g by
su
ch c
usto
mer
.(c
)Th
e C
usto
ms
Dep
artm
ent
shal
l con
duct
val
idat
ion
on
the
mai
n ag
ent (
ejen
indu
k)
code
. O
pera
tions
at
al
l st
ates
sha
ll be
con
duct
ed
purs
uant
to
that
app
rove
d m
ain
agen
t co
de.
The
esta
blis
hmen
t of
ne
w
bran
ches
ne
ed
not
be
regi
ster
ed
with
th
e C
usto
ms
Dep
artm
ent.
(d)
Appl
icat
ion
for
rene
wal
of
appr
oval
shal
l be
subm
itted
no
t la
ter
than
14
da
ys
befo
re th
e da
te o
f exp
iry o
f th
e ex
istin
g ap
prov
al.
Com
plie
d
B -
1
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
(Con
t’d)
(e)
The
com
pany
is
re
spon
sibl
e fo
r pr
ovid
ing
accu
rate
and
co
mpl
ete
info
rmat
ion
rega
rdin
g th
e ad
dres
s,
mem
bers
of t
he b
oard
of
di
rect
ors,
eq
uity
ho
ldin
g as
w
ell
as
empl
oym
ent
of
man
agem
ent
and
supp
ort
staf
f. Su
ppor
ting
docu
men
ts
shal
l be
sub
mitt
ed t
o th
e D
irect
or o
f St
ate
Cus
tom
s (P
enga
rah
Kast
am
Neg
eri)
(“DSC
”) w
ithin
7 d
ays
from
the
dat
e of
the
ch
ange
of
th
e co
mpa
ny’s
in
form
atio
n.
The
failu
re o
f the
com
pany
to
su
bmit
the
late
st
info
rmat
ion
may
be
a gr
ound
for
tem
pora
ry
susp
ensi
on
or
revo
catio
n of
app
rova
l to
ac
t as
an
ag
ent
purs
uant
to
S
ectio
n 90
(4)
of C
usto
ms
Act
1967
.
B -
2
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
(Con
t’d)
(f)Th
e co
mpa
ny s
hall
not
chan
ge
its
nam
e or
ad
dres
s,
or
be
sold
, tra
nsfe
rred
or
give
n to
an
y pa
rty w
ithou
t th
e co
nsen
t of
th
e C
usto
ms
Dep
artm
ent.
(g)
The
com
pany
sh
all
imm
edia
tely
not
ify t
he
DSC
in
writ
ing
in t
he
even
t of
ces
satio
n of
em
ploy
men
t of
an
y au
thor
ised
pe
rson
nel.
The
pass
of
th
e au
thor
ised
pe
rson
nel
shal
l be
retu
rned
to th
e D
SC a
nd s
hall
not
be
used
af
ter
such
ce
ssat
ion
of
empl
oym
ent.
(h)
The
com
pany
sh
all
find
repl
acem
ent
for
any
resi
gnin
g di
rect
or
orau
thor
ised
pe
rson
nel w
ithin
thr
ee
mon
ths
afte
r th
e re
sign
atio
n of
su
ch
dire
ctor
or
auth
oris
ed
pers
onne
l.
B -
3
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
(Con
t’d)
(i)Th
e co
mpa
ny s
hall
not
oper
ate
until
it
has
obta
ined
th
e se
rvic
e ta
x lic
ence
(L
esen
C
ukai
Pe
rkhi
dmat
an)
from
th
e co
ntro
lling
stat
ion.
(j)
The
com
pany
sh
all
subm
it a
gene
ral b
ond
(Bon
Am
) of
R
M10
,000
.00
as
secu
rity
thro
ugh
cust
oms
form
no.
18.
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT P
ulau
Pin
ang
Serv
ices
/ca
rgo
Vario
us
Tonn
age
Gro
ss: 1
3448
Net
: 585
7Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Shi
ppin
g Pa
ymen
t of
RM
630.
70Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
14
Fore
ign
citiz
enO
ffice
rsR
atin
gs7
9
A109
287/
D
SL39
84/2
020
Dat
e of
issu
ance
:15
Nov
embe
r 202
0
Valid
ity p
erio
d:15
Nov
embe
r 202
0–
14N
ovem
ber 2
021
Nil
Com
plie
d
B -
4
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
(Con
t’d)
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
5649
Dat
e of
issu
ance
:24
Jun
e 20
15
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
1700
033
Dat
e of
issu
ance
:13
Mar
ch 2
017
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n.C
ompl
ied
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
4/02
04D
ate
of is
suan
ce:
15 D
ecem
ber 2
014
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
5
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
(Con
t’d)
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
2101
276S
MD
ate
of is
suan
ce:
28Ju
ne20
21
Valid
ity p
erio
d:28
June
2021
–31
May
202
6
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
e of
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
com
pany
m
anag
ing
the
vess
elre
mai
nsva
lid.
Com
plie
d
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e 21
0127
6SC
Dat
e of
issu
ance
:28
June
202
1
Valid
ity p
erio
d:28
June
202
1–
31 M
ay 2
026
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
rth
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
yC
ode.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
2001
416M
LD
ate
of is
suan
ce:
2 D
ecem
ber 2
020
Valid
ity p
erio
d:2
Dec
embe
r 202
0–
18 D
ecem
ber 2
025
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
valid
on
ly w
hen
the
Dec
lara
tion
of
Mar
itim
e La
bour
C
ompl
ianc
e is
atta
ched
.
Com
plie
d
Lloy
d’s
Reg
iste
r C
argo
Sh
ip
Saf
ety
Equi
pmen
t C
ertif
icat
eKL
R 1
8002
75D
ate
of is
suan
ce:
25 A
pril
2018
Valid
ity p
erio
d:
25 A
pril
2018
–19
Feb
ruar
y 20
22
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
B -
6
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
(Con
t’d)
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
SNG
170
0125
Dat
e of
issu
ance
: 11
Feb
ruar
y 20
17
Valid
ity p
erio
d:
11 F
ebru
ary
2017
–19
Feb
ruar
y 20
22
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
SNG
170
0125
Dat
e of
issu
ance
: 11
Feb
ruar
y 20
17
Valid
ity p
erio
d:
11 F
ebru
ary
2017
–19
Feb
ruar
y 20
22
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
SNG
1700
125
Dat
e of
issu
ance
: 11
Feb
ruar
y 20
17
Valid
ity p
erio
d:
11 F
ebru
ary
2017
–19
Feb
ruar
y 20
22
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
eSN
G17
0012
5D
ate
of is
suan
ce:
11Fe
brua
ry20
17
Valid
ity p
erio
d:
11Fe
brua
ry20
17 –
19 F
ebru
ary
2022
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
SNG
1700
125
Dat
e of
issu
ance
: 11
Feb
ruar
y 20
17N
ilC
ompl
ied
B -
7
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-8
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
(Con
t’d)
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
SNG
1700
125
Dat
e of
issu
ance
: 11
Feb
ruar
y 20
17
Valid
ity p
erio
d:
11 F
ebru
ary
2017
–19
Febr
uary
202
2
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
SNG
1700
125
Dat
e of
issu
ance
:11
Febr
uary
2017
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
SNG
1700
125
Dat
e of
issu
ance
: 11
Feb
ruar
y 20
17
Valid
ity p
erio
d:
11 F
ebru
ary
2017
–19
Feb
ruar
y 20
22
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
f Dan
gero
us G
oods
SNG
1700
125
Dat
e of
issu
ance
:11
Febr
uary
2017
Valid
ity p
erio
d:11
Febr
uary
2017
–19
Febr
uary
2022
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
Bul
k C
argo
es C
ode.
Com
plie
d
B -
8
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-9
Com
pany
/Ve
ssel
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
(Con
t’d)
Cer
tific
ate
of C
lass
SNG
170
0125
Dat
e of
issu
ance
: 11
Feb
ruar
y20
17
Valid
ity p
erio
d:
11Fe
brua
ry20
17 –
19 F
ebru
ary
2022
Nil
Com
plie
d
Car
go
Ship
S
afet
y Eq
uipm
ent
Exem
ptio
n C
ertif
icat
e
SNG
1700
125
Dat
e of
issu
ance
:11
Feb
ruar
y 20
17
Valid
ity p
erio
d:11
Feb
ruar
y 20
17 –
19Fe
brua
ry20
22
Subj
ect
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
isat
tach
ed
rem
ains
valid
.
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e KL
R 1
7005
00D
ate
of is
suan
ce:
10 A
ugus
t 201
7
Valid
ity p
erio
d:10
Aug
ust 2
017
–19
Febr
uary
2022
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
Con
firm
atio
n of
Com
plia
nce
for
Ship
En
ergy
Effi
cien
cy M
anag
emen
t Pl
an
(SE
EMP
Par
t II)
9146
065/
01D
ate
of is
suan
ce:
29 D
ecem
ber 2
018
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
9
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng/
MTT
Pul
au
Pina
ng
(Con
t’d)
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D17
84/2
014
Dat
e of
issu
ance
:19
Nov
embe
r 201
9
Valid
ity p
erio
d:19
Nov
embe
r 201
9–27
Nov
embe
r 202
4
Nil
Com
plie
d
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e15
5529
Dat
e of
issu
ance
:19
Apr
il 20
21
Valid
ity p
erio
d:19
Apr
il 20
21–
18 O
ctob
er 2
021
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion.
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Med
icin
e C
hest
Cer
tific
ate
JLM
002
388
Dat
e of
issu
ance
:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Expi
ry D
ate:
9 M
arch
202
2
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)40
770/
0150
885_
001/
2020
Effe
ctiv
e da
te:
21 N
ovem
ber 2
020
Valid
ity p
erio
d:21
Nov
embe
r 202
0–
31 D
ecem
ber 2
021
Nil
Com
plie
d
B -
10
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
1 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT P
asir
Gud
ang
Serv
ices
/ca
rgo
Vario
us
Tonn
age
Gro
ss: 1
8335
Net
: 107
44Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Sh
ippi
ng
Pasi
r Gud
ang
Paym
ent o
fR
M1,
119.
40Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
17
Fore
ign
citiz
enO
ffice
rsR
atin
gs7
6
A110
263/
D
SL04
19/2
021
Dat
e of
issu
ance
:23
Febr
uary
202
1
Valid
ity p
erio
d:23
Febr
uary
202
1–
22Fe
brua
ry 2
022
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
5852
Dat
e of
issu
ance
:23
Jan
uary
201
7
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
11
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g (C
ont’d
)
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
1700
022
Dat
e of
issu
ance
:23
Feb
ruar
y 20
17
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
eof
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n.C
ompl
ied
Inte
rnat
iona
l E
nerg
y Ef
ficie
ncy
Cer
tific
ate
6147
/201
6/00
85D
ate
of is
suan
ce:
18 O
ctob
er 2
016
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
1701
235S
MD
ate
of is
suan
ce:
16 M
ay 2
017
Valid
ity p
erio
d:16
May
201
7 –
1 M
arch
202
2
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
e of
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
B -
12
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g (C
ont’d
)
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e 17
0123
5SC
Dat
e of
issu
ance
:16
May
201
7
Valid
ity p
erio
d:16
May
201
7 –
1 M
arch
202
2
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
1701
235M
LD
ate
of is
suan
ce:
16 M
ay 2
017
Valid
ity p
erio
d:16
May
201
7 –
18 S
epte
mbe
r 202
1
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
Lloy
d’s
Reg
iste
r C
onfir
mat
ion
of C
ompl
ianc
e fo
r Sh
ip
Ener
gy E
ffici
ency
Man
agem
ent
Plan
(S
EEM
P P
art I
I)
9155
389/
01D
ate
of is
suan
ce:
29 D
ecem
ber 2
018
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
RIN
A Se
rvic
es
S.p.
A
Shor
t Te
rm
Car
go
Ship
Sa
fety
Eq
uipm
ent C
ertif
icat
e89
073-
R04
3-00
8D
ate
of is
suan
ce:
22 J
une
2021
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
B -
13
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g (C
ont’d
)
Shor
t Ter
m C
argo
Shi
p Sa
fety
Rad
io
Cer
tific
ate
8907
3-R
043-
013
Dat
e of
issu
ance
: 22
Jun
e20
21
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Shor
t Te
rm
Car
go
Ship
Sa
fety
C
onst
ruct
ion
Cer
tific
ate
8907
3-R
043-
007
Dat
e of
issu
ance
: 22
Jun
e20
21
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
8907
3-V0
33-0
02D
ate
of is
suan
ce:
23 O
ctob
er20
17
Valid
ity p
erio
d:
23 O
ctob
er 2
017
–9
Sept
embe
r 202
2
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Shor
t Te
rm I
nter
natio
nal
Load
Lin
e C
ertif
icat
e89
073-
R04
3-00
6D
ate
of is
suan
ce:
22 J
une
2021
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
2016
/WH
/02
/19-
01D
ate
of is
suan
ce:
15 O
ctob
er 2
016
Nil
Com
plie
d
B -
14
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
5 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g (C
ont’d
)
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Shor
t Te
rm
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
8907
3-R
041-
005
Dat
e of
issu
ance
: 22
Jun
e20
21
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
8907
3-R
027-
010
Dat
e of
issu
ance
:14
Sep
tem
ber 2
016
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Shor
t Ter
m In
tern
atio
nal A
ir Po
llutio
n Pr
even
tion
Cer
tific
ate
8907
3-R
043-
004
Dat
e of
issu
ance
: 22
Jun
e 20
21
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r 202
1
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Shor
t Ter
m D
ocum
ent o
f Com
plia
nce
for t
he C
arria
ge o
f Dan
gero
us G
oods
8907
3-R
043-
002
Dat
e of
issu
ance
: 22
Jun
e20
21
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
Bul
k C
argo
es C
ode.
Com
plie
d
B -
15
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g (C
ont’d
)
Shor
t Ter
m C
ertif
icat
e of
Cla
ss89
073-
R04
3-01
2D
ate
of is
suan
ce:
22Ju
ne 2
021
Valid
ity p
erio
d:
22Ju
ne20
21–
22N
ovem
ber2
021
Subj
ect
to t
heco
mpl
ianc
e of
the
Cla
ssifi
catio
nR
ules
of
RIN
A S
ervi
ces
S.p.
A.
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e 89
073-
V033
-001
Dat
e of
issu
ance
:23
Oct
ober
201
7
Valid
ity p
erio
d:23
Oct
ober
201
7 –
9 Se
ptem
ber 2
022
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
Shor
t Ter
m M
ARPO
L 73
/78
Anne
x V
St
atem
ent
Con
cern
ing
Prev
entio
n of
Po
llutio
n by
Gar
bage
8907
3-R
043-
003
Dat
e of
issu
ance
: 22
Jun
e20
21
Valid
ity p
erio
d:
22 J
une
2021
–22
Nov
embe
r202
1
Subj
ect t
o an
nual
sur
vey.
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D23
85/2
016
Dat
e of
issu
ance
:13
Feb
ruar
y 20
19
Valid
ity p
erio
d:13
Feb
ruar
y 20
19 –
1 Se
ptem
ber 2
021
Nil
Com
plie
d
B -
16
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pasi
r G
udan
g/
MTT
Pas
ir G
udan
g (C
ont’d
)
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e A0
0183
8D
ate
of is
suan
ce:
3 Ju
ly20
21
Valid
ity p
erio
d:3
July
2021
–2
Janu
ary
2022
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion.
Com
plie
d
Mar
ine
Dep
artm
ent
of M
alay
sia
Med
icin
e C
hest
Cer
tific
ate
JLM
0022
98D
ate
of is
suan
ce:
Valid
unt
il ot
herw
ise
with
draw
n
Expi
ry d
ate:
7 D
ecem
ber 2
021
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)02
0043
26-
000S
U/3
2017
Effe
ctiv
e da
te:
28 F
ebru
ary
2017
Valid
ity p
erio
d:28
Feb
ruar
y 20
17 –
31 D
ecem
ber 2
021
Nil
Com
plie
d
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT
Tanj
ung
Man
isSe
rvic
es/
carg
oFu
llco
ntai
ner
Tonn
age
Gro
ss: 1
0384
Net
: 507
0Po
rt
of
regi
stry
Port
Klan
g
A108
658/
DSL
32
89/2
020
Dat
e of
issu
ance
:19
Sep
tem
ber 2
020
Valid
ity p
erio
d:19
Sep
tem
ber 2
020
–18
Sep
tem
ber 2
021
Nil
Com
plie
d
B -
17
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Ow
ner
MTT
Sh
ippi
ngTa
njon
g M
anie
sPa
ymen
t of
RM
552.
00Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
12
Fore
ign
citiz
enO
ffice
rsR
atin
gs7
8
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
6746
Dat
e of
issu
ance
:28
Aug
ust 2
017
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
190
0658
Dat
e of
issu
ance
:15
Aug
ust 2
019
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect t
o pe
riodi
cal
verif
icat
ion.
Com
plie
d
B -
18
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-1
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
7/00
32D
ate
of is
suan
ce:
24 M
ay 2
017
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
1701
697S
MD
ate
of is
suan
ce:
6D
ecem
ber 2
017
Valid
ity p
erio
d:6
Dec
embe
r 201
7 –
20 O
ctob
er 2
022
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
e of
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e17
0169
7SC
Dat
e of
issu
ance
:6
Dec
embe
r 201
7
Valid
ity p
erio
d:6
Dec
embe
r 201
7 –
20 O
ctob
er 2
022
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
1701
584M
LD
ate
of is
suan
ce:
26 O
ctob
er 2
017
Valid
ity p
erio
d:26
Oct
ober
201
7 –
2 M
ay 2
022
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
B -
19
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Lloy
d’s
Reg
iste
rC
argo
Sh
ip
Saf
ety
Equi
pmen
t C
ertif
icat
e21
0143
0D
ate
of is
suan
ce:
9 M
arch
202
1
Valid
ity p
erio
d:
9 M
arch
202
1–
21D
ecem
ber 2
025
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
2090
611
Dat
e of
issu
ance
:18
Nov
embe
r 202
0
Valid
ity p
erio
d:
18 N
ovem
ber 2
020
–21
Dec
embe
r 202
5
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
2101
430
Dat
e of
issu
ance
: 9
Mar
ch 2
021
Valid
ity p
erio
d:9
Mar
ch 2
021
–21
Dec
embe
r 202
5
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
2101
430
Dat
e of
issu
ance
: 9
Mar
ch 2
021
Valid
ity p
erio
d:
9 M
arch
202
1 –
21 D
ecem
ber 2
025
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
B -
20
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
1 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
e21
0143
0D
ate
of is
suan
ce:
9 M
arch
202
1
Valid
ity p
erio
d:
9M
arch
202
1 –
21D
ecem
ber 2
025
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
2101
430
Dat
e of
issu
ance
: 9
Mar
ch 2
021
Valid
ity p
erio
d:
9 M
arch
202
1–
21 D
ecem
ber 2
025
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
2010
537
Dat
e of
issu
ance
: 16
Oct
ober
201
8
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
2090
611
Dat
e of
issu
ance
: 18
Nov
embe
r 202
0
Valid
ity p
erio
d:
18 N
ovem
ber 2
020
–21
Dec
embe
r 202
5
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
B -
21
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
fDan
gero
us G
oods
20
9061
1D
ate
of is
suan
ce:
18 N
ovem
ber 2
020
Valid
ity p
erio
d:
18N
ovem
ber 2
020
–21
Dec
embe
r 202
5
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
Bul
k C
argo
es C
ode.
Com
plie
d
Cer
tific
ate
of C
lass
2101
430
Dat
e of
issu
ance
: 9
Mar
ch 2
021
Valid
ity p
erio
d:
9 M
arch
202
1–
21D
ecem
ber 2
025
Nil
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e21
0143
0D
ate
of is
suan
ce:
9 M
arch
202
1
Valid
ity p
erio
d:9
Mar
ch 2
021
–21
Dec
embe
r 202
5
Subj
ect
to
surv
eys
in
acco
rdan
ce w
ith re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of S
hip
Balla
st
Wat
er
and
Sedi
men
ts.
Com
plie
d
Car
go S
hip
Safe
ty E
quip
men
t Ex
empt
ion
Cer
tific
ate
2101
430
Dat
e of
issu
ance
:9
Mar
ch 2
021
Valid
ity p
erio
d:9
Mar
ch 2
021
–21
Dec
embe
r 202
5
Subj
ect
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
is
atta
ched
re
mai
nsva
lid.
Com
plie
d
Con
firm
atio
n of
Com
plia
nce
for
Ship
En
ergy
Effi
cien
cyM
anag
emen
t Pl
an
(SE
EMP
Par
t II)
9165
449/
01D
ate
of is
suan
ce:
29 D
ecem
ber2
018
Nil
Com
plie
d
B -
22
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
DN
V G
LIn
tern
atio
nal T
onna
ge C
ertif
icat
eG
1071
61D
ate
of is
suan
ce:
13 J
une
2017
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D25
71/2
017
Dat
e of
issu
ance
: 13
Feb
ruar
y 20
19
Valid
ity p
erio
d:
13Fe
brua
ry20
19 –
23 A
pril
2022
Nil
Com
plie
d
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e15
5528
Dat
e of
issu
ance
:22
Mar
ch 2
021
Valid
ity p
erio
d:22
Mar
ch 2
021
–21
Sep
tem
ber 2
021
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
evid
ence
of
in
fect
ion
or
cont
amin
atio
n
Com
plie
d
Mar
ine
Dep
artm
ent
of M
alay
sia
Inte
rim C
ertif
icat
e fo
r S
hip
Med
ical
Che
st
INTC
ERT/
114/
2021
Dat
e of
issu
ance
:N
il
Expi
ry d
ate:
2 Se
ptem
ber 2
021
Nil
Com
plie
d
B -
23
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Tanj
ong
Man
is/
MTT
Ta
njun
g M
anis
(C
ont’d
)
Mal
aysi
an
Com
mun
icat
ion
s an
dM
ultim
edia
C
omm
issi
on
Ship
Sta
tion
Lice
nse
(App
arat
us
Assi
gnm
ent)
4667
6/07
1211
0_00
1/20
17Ef
fect
ive
date
:15
Sep
tem
ber 2
017
Valid
ity p
erio
d:15
Sep
tem
ber 2
017–
31 D
ecem
ber 2
021
Nil
Com
plie
d
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TTM
uara
Se
rvic
es/
carg
oVa
rious
Tonn
age
Gro
ss: 1
6850
Net
: 736
4Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Sh
ippi
ng
Mua
raPa
ymen
t of
RM
781.
40Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
20
Fore
ign
citiz
enO
ffice
rsR
atin
gs6
13
A111
971/
DSL
236
0/20
21D
ate
of is
suan
ce:
4 Au
gust
201
9
Valid
ity p
erio
d:4
Augu
st 2
021
–3
Febr
uary
2022
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Klan
g
Cer
tific
ate
of M
alay
sian
Reg
istry
33
5672
Dat
e of
issu
ance
:14
Jul
y 20
15N
ilC
ompl
ied
B -
24
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
5 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
(Con
t’d)
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
180
0333
Dat
e of
issu
ance
: 7
Mar
ch 2
018
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
eof
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n.C
ompl
ied
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
5/01
08D
ate
of is
suan
ce:
2 N
ovem
ber 2
015
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
2101
274S
MD
ate
of is
suan
ce:
28 J
une
2021
Valid
ity p
erio
d:28
Jun
e20
21–
30 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
e of
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
B -
25
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
(Con
t’d)
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e21
0113
5SC
Dat
e of
issu
ance
: 16
Apr
il 20
21
Valid
ity p
erio
d:16
Apr
il 20
21–
30 M
ay 2
026
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
2101
032M
LD
ate
of is
suan
ce:
2 Fe
brua
ry 2
021
Valid
ity p
erio
d:2
Febr
uary
202
1–
15 D
ecem
ber 2
022
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
isat
tach
ed.
Com
plie
d
RIN
A Se
rvic
es
S.p.
A
Car
go
Ship
S
afet
y Eq
uipm
ent
Cer
tific
ate
9719
4-V0
05-0
09D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
9719
4-V0
01-0
13D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
B -
26
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
(Con
t’d)
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
9719
4-V
005-
008
Dat
e of
issu
ance
: 11
Jan
uary
202
1
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber2
025
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
9719
4-V0
01-0
08D
ate
of is
suan
ce:
29 M
arch
201
8
Valid
ity p
erio
d:29
Mar
ch 2
018
–3
Sept
embe
r 202
2
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
e97
194-
V005
-006
Dat
e of
issu
ance
:11
Jan
uary
202
1
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
9719
4-V0
05-0
07D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
B -
27
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
(Con
t’d)
Shor
t Ter
m In
tern
atio
nal A
ir Po
llutio
n Pr
even
tion
Cer
tific
ate
9719
4-R
005-
004
Dat
e of
issu
ance
: 16
Aug
ust 2
020
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
f Dan
gero
us G
oods
9719
4-V0
05-0
02D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e So
lid
Bul
k C
argo
es
Cod
e an
d th
e In
tern
atio
nal
Mar
itim
e So
lid B
ulk
Car
goes
Cod
e.
Com
plie
d
Cer
tific
ate
of C
lass
9719
4-V0
05-0
01D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:
11 J
anua
ry 2
021
–30
Sep
tem
ber 2
025
Subj
ect
to t
heco
mpl
ianc
e of
the
Cla
ssifi
catio
nR
ules
of
RIN
A S
ervi
ces
S.p.
A.
Com
plie
d
Shor
t Te
rm
Inte
rnat
iona
l Ba
llast
W
ater
Man
agem
ent C
ertif
icat
e 97
194-
R00
5-00
5D
ate
of is
suan
ce:
16 A
ugus
t 202
0
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
B -
28
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-2
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
(Con
t’d)
Car
go
Ship
S
afet
y Eq
uipm
ent
Exem
ptio
n C
ertif
icat
e
9719
4-V0
05-0
10D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
is
atta
ched
re
mai
nsva
lid.
Com
plie
d
Mar
pol
73/7
8 An
nex
V St
atem
ent
conc
erni
ng P
reve
ntio
n of
Pol
lutio
n by
G
arba
ge
9719
4-V0
05-0
03D
ate
of is
suan
ce:
11 J
anua
ry 2
021
Valid
ity p
erio
d:11
Jan
uary
202
1–30
Sep
tem
ber 2
025
Subj
ect t
o an
nual
sur
vey.
Com
plie
d
DN
VG
LIn
tern
atio
nal T
onna
ge C
ertif
icat
eG
1017
76
Dat
e of
issu
ance
: 5
May
201
5
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
G10
1776
Dat
e of
issu
ance
:29
Oct
ober
201
7
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Lloy
d’s
Reg
iste
rC
onfir
mat
ion
of C
ompl
ianc
e fo
r Sh
ip
Ener
gy E
ffici
ency
Man
agem
ent
Plan
(S
EEM
P P
art I
I)
9216
731/
01D
ate
of is
suan
ce:
29 D
ecem
ber 2
018
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
29
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Mua
ra/
MTT
Mua
ra
(Con
t’d)
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
tSM
D18
68/2
015
Dat
e of
issu
ance
: 23
Jan
uary
202
0
Valid
ity p
erio
d:23
Jan
uary
202
0–
11Fe
brua
ry 2
025
Nil
Com
plie
d
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e 04
9166
Dat
e of
issu
ance
:10
Jul
y 20
21
Valid
ity p
erio
d:10
Jul
y20
21–
9 Ja
nuar
y 20
22
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion
Com
plie
d
Mar
ine
Dep
artm
ent
of M
alay
sia
Med
icin
e C
hest
Cer
tific
ate
JLM
002
299
Dat
e of
issu
ance
:N
il
Expi
ry d
ate:
7 D
ecem
ber 2
021
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)41
352/
1320
751_
001/
2020
Effe
ctiv
e da
te:
20 J
uly
2020
Valid
ity p
erio
d:20
Jul
y 20
20 –
31 D
ecem
ber 2
024
Nil
Com
plie
d
B -
30
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
1 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Taw
au/
MTT
Taw
au
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT T
awau
Serv
ices
/ca
rgo
Con
tain
er
Tonn
age
Gro
ss: 1
0743
Net
: 547
8Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Sh
ippi
ng
Taw
auPa
ymen
t of
RM
592.
80Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
27
Fore
ign
citiz
enO
ffice
rsR
atin
gs6
7
A108
345/
DSL
285
5/20
20D
ate
of is
suan
ce:
23 A
ugus
t 202
0
Valid
ity p
erio
d:23
Aug
ust 2
020
–22
Aug
ust 2
021
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Klan
g
Cer
tific
ate
of M
alay
sian
Reg
istry
33
4487
Dat
e of
issu
ance
:6
Febr
uary
201
3
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
31
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Taw
au/
MTT
Taw
au
(Con
t’d)
Surv
eyor
G
ener
al o
f Sh
ips
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
170
0135
Dat
e of
issu
ance
:24
Jul
y 20
17
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n.C
ompl
ied
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
4/02
06D
ate
of is
suan
ce:
15 D
ecem
ber 2
014
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Inte
rim
Safe
ty
Man
agem
ent
Cer
tific
ate
2101
230S
MD
ate
of is
suan
ce:
8 Ju
ne 2
021
Valid
ity p
erio
d:8
June
202
1–
13A
ugus
t 202
1
Subj
ect t
o th
e D
ocum
ent o
f C
ompl
ianc
e of
the
saf
ety
man
agem
ent
syst
em
impl
emen
ted
and
mai
ntai
ned
by
the
com
pany
m
anag
ing
the
vess
elre
mai
nsva
lid.
Com
plie
d
B -
32
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Taw
au/
MTT
Taw
au
(Con
t’d)
Inte
rim
Inte
rnat
iona
l S
hip
Sec
urity
C
ertif
icat
e21
0123
0SC
Dat
e of
issu
ance
:8
June
202
1
Valid
ity p
erio
d:8
June
202
1–
13A
ugus
t202
1
Nil
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
2101
033M
LD
ate
of is
suan
ce:
2 Fe
brua
ry 2
021
Valid
ity p
erio
d:2
Febr
uary
202
1–16
Dec
embe
r 202
5
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
RIN
A Se
rvic
es
S.p.
A
Car
go
Ship
S
afet
y Eq
uipm
ent
Cer
tific
ate
9657
2-V0
08-0
03D
ate
of is
suan
ce:
21 S
epte
mbe
r 202
0
Valid
ity p
erio
d:
21 S
epte
mbe
r 202
0–
25 M
ay 2
022
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
9657
2-V0
01-0
05D
ate
of is
suan
ce:
25 A
ugus
t 201
7
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
B -
33
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Taw
au/
MTT
Taw
au
(Con
t’d)
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
9657
2-V0
08-0
01D
ate
of is
suan
ce:
21 S
epte
mbe
r 202
0
Valid
ity p
erio
d:
21 S
epte
mbe
r 202
0–
25 M
ay 2
022
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
9657
2-V0
01-0
06D
ate
of is
suan
ce:
25 A
ugus
t 201
7
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Nil
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
e96
572-
V001
-002
Dat
e of
issu
ance
: 25
Aug
ust 2
017
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Nil
Com
plie
d
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
2017
/X1/
01/3
77-
ITC
Dat
e of
issu
ance
: 25
Aug
ust 2
017
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
B -
34
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
5 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Taw
au/
MTT
Taw
au
(Con
t’d)
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
9657
2-V0
01-0
07D
ate
of is
suan
ce:
25 A
ugus
t 201
7
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
9657
2-R
001-
010
Dat
e of
issu
ance
: 13
Jul
y 20
17
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
9657
2-V0
01-0
08D
ate
of is
suan
ce:
25 A
ugus
t 201
7
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
f Dan
gero
us G
oods
9657
2-V0
01-0
10D
ate
of is
suan
ce:
25 A
ugus
t 201
7
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
Bul
k C
argo
es C
ode.
Com
plie
d
Cer
tific
ate
of C
lass
9657
2-V0
01-0
01D
ate
of is
suan
ce:
25 A
ugus
t 201
7
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Subj
ect
to t
heco
mpl
ianc
e of
the
Cla
ssifi
catio
nR
ules
of R
INA
Serv
ices
S.p
.A.
Com
plie
d
B -
35
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Taw
au/
MTT
Taw
au
(Con
t’d)
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e 96
572-
V001
-009
Dat
e of
issu
ance
: 25
Aug
ust 2
017
Valid
ity p
erio
d:
25 A
ugus
t 201
7 –
25 M
ay 2
022
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
Car
go
Ship
S
afet
y Eq
uipm
ent
Exem
ptio
n C
ertif
icat
e
9657
2-V0
08-0
02D
ate
of is
suan
ce:
21 S
epte
mbe
r 202
0
Valid
ity p
erio
d:
21 S
epte
mbe
r202
0–
25 M
ay 2
022
The
vess
el
is
cons
tant
ly
enga
ged
on
voya
ges
in
war
m c
limat
es a
nd s
ubje
ct
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
is
atta
ched
rem
ains
valid
.
Com
plie
d
Lloy
d’s
Reg
iste
r C
onfir
mat
ion
of C
ompl
ianc
e fo
r Sh
ip
Ener
gy E
ffici
ency
Man
agem
ent
Plan
(S
EEM
P P
art I
I)
9126
869/
01D
ate
of is
suan
ce:
29 D
ecem
ber 2
018
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D09
84/2
012
Dat
e of
issu
ance
: 13
Feb
ruar
y 20
19
Valid
ity p
erio
d:
13 F
ebru
ary
2019
–8
Sept
embe
r 202
2
Nil
Com
plie
d
B -
36
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e04
9235
Dat
e of
issu
ance
: 3
June
202
1
Valid
ity p
erio
d:
3 Ju
ne 2
021
–2
Dec
embe
r202
1
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion.
Com
plie
d
Mar
ine
Dep
artm
ent
of M
alay
sia
Inte
rim C
ertif
icat
e fo
r Sh
ip M
edic
ine
Che
st
Nil
Dat
e of
issu
ance
: N
il
Expi
ry d
ate:
16 A
ugus
t 202
1
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)35
647/
0299
987_
001/
2020
Effe
ctiv
e da
te:
1 Ja
nuar
y 20
21
Valid
ity p
erio
d:1
Janu
ary
2021
–31
Dec
embe
r 202
1
Nil
Com
plie
d
B -
37
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT B
intu
luSe
rvic
es/
carg
oC
onta
iner
tra
nspo
rt se
rvic
esTo
nnag
eG
ross
: 150
95N
et: 6
453
Port
of
re
gist
ryPo
rt Kl
ang
Ow
ner
MTT
Shi
ppin
g M
iriPa
ymen
t of
RM
690.
30Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
01
Fore
ign
citiz
enO
ffice
rsR
atin
gs8
11
A110
264/
DSL
042
0/20
21D
ate
of is
suan
ce:
23 F
ebru
ary
2021
Valid
ity p
erio
d:23
Feb
ruar
y 20
21–
22 F
ebru
ary
2022
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Klan
g
Cer
tific
ate
of M
alay
sian
Reg
istry
33
5854
Dat
e of
issu
ance
:23
Jan
uary
2017
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
170
0021
Dat
e of
issu
ance
:23
Feb
ruar
y 20
17
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
38
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-3
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u(C
ont’d
)
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n.C
ompl
ied
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
6/00
86D
ate
of is
suan
ce:
18O
ctob
er 2
016
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
1701
234S
MD
ate
of is
suan
ce:
16 M
ay 2
017
Valid
ity p
erio
d:16
May
201
7 –
6 M
arch
202
2
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
e of
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e17
0123
4SC
Dat
e of
issu
ance
:16
May
201
7
Valid
ity p
erio
d:16
May
201
7 –
6 M
arch
202
2
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
B -
39
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u(C
ont’d
)
Mar
itim
e La
bour
Cer
tific
ate
1701
234M
LD
ate
of is
suan
ce:
16 M
ay 2
017
Valid
ity p
erio
d:16
May
201
7 –
20 S
epte
mbe
r 202
1
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
Lloy
d’s
Reg
iste
r C
argo
Sh
ip
Saf
ety
Equi
pmen
t C
ertif
icat
e20
2255
7D
ate
of is
suan
ce:
29 J
anua
ry 2
019
Valid
ity p
erio
d:
29 J
anua
ry 2
019
–30
Dec
embe
r 202
2
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
SNG
1701
2078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
14 D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
SNG
1712
078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
14 D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
B -
40
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
1 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u(C
ont’d
)
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
SNG
1712
078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
14 D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
eSN
G17
1207
8D
ate
of is
suan
ce:
14 D
ecem
ber 2
017
Valid
ity p
erio
d:
14 D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
TPI 1
6001
98D
ate
of is
suan
ce:
23 S
epte
mbe
r 201
6
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
SNG
1712
078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
14 D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
SNG
171
2078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
B -
41
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u(C
ont’d
)
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
2022
557
Dat
e of
issu
ance
: 29
Jan
uary
201
9
Valid
ity p
erio
d:
29 J
anua
ry 2
019
–30
Dec
embe
r 202
2
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
fDan
gero
us G
oods
SN
G 1
7120
78D
ate
of is
suan
ce:
14 D
ecem
ber 2
017
Valid
ity p
erio
d:
14 D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
B
ulk
Car
goes
Cod
e.
Com
plie
d
Cer
tific
ate
of C
lass
SNG
171
2078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
14D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Nil
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e SN
G17
1207
8D
ate
of is
suan
ce:
14 D
ecem
ber 2
017
Valid
ity p
erio
d:
8 Se
ptem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
B -
42
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u(C
ont’d
)
Car
go
Ship
S
afet
y Eq
uipm
ent
Exem
ptio
n C
ertif
icat
e
SNG
1712
078
Dat
e of
issu
ance
: 14
Dec
embe
r 201
7
Valid
ity p
erio
d:
14D
ecem
ber 2
017
–30
Dec
embe
r 202
2
Subj
ect
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
is
atta
ched
re
mai
nsva
lid.
Com
plie
d
Con
firm
atio
n of
Com
plia
nce
for
Ship
En
ergy
Effi
cien
cy M
anag
emen
t Pl
an
(SE
EMP
Par
t II)
9148
532/
01D
ate
of is
suan
ce:
29 D
ecem
ber 2
018
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D23
98/2
016
Dat
e of
issu
ance
: 13
Feb
ruar
y 20
19
Valid
ity p
erio
d:
13 F
ebru
ary
2019
–13
Sep
tem
ber 2
021
Nil
Com
plie
d
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e04
9174
Dat
e of
issu
ance
: 16
Jul
y 20
21
Valid
ity p
erio
d:
16 J
uly
2021
–15
Jan
uary
202
2
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion
Com
plie
d
B -
43
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Miri
/ M
TTBi
ntul
u(C
ont’d
)
Mar
ine
Dep
artm
ent
of M
alay
sia
Med
icin
e C
hest
Cer
tific
ate
JLM
002
253
Dat
e of
issu
ance
: N
il
Expi
ry d
ate:
3
Nov
embe
r 202
1
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)02
0052
20-
000S
U/3
2017
Effe
ctiv
e da
te:
28 F
ebru
ary
2017
Valid
ity p
erio
d:
28 F
ebru
ary
2017
–31
Dec
embe
r 202
1
Nil
Com
plie
d
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT K
uchi
ng D
uaSe
rvic
es/
carg
oVa
rious
Tonn
age
Gro
ss: 1
5095
Net
: 645
3Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Sh
ippi
ngKu
chin
gPa
ymen
t of
RM
690.
30Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
01
Fore
ign
citiz
enO
ffice
rsR
atin
gs8
11
A110
120/
DSL
024
6/20
21D
ate
of is
suan
ce:
29 J
anua
ry 2
021
Valid
ity p
erio
d:29
Jan
uary
2021
–28
Jan
uary
2022
Nil
Com
plie
d
B -
44
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
5 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
(Con
t’d)
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Klan
g
Cer
tific
ate
of M
alay
sian
Reg
istry
33
6852
Dat
e of
issu
ance
:12
Nov
embe
r 201
8
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
180
0523
Dat
e of
issu
ance
:21
Nov
embe
r 201
8
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n.C
ompl
ied
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
8/00
63D
ate
of is
suan
ce:
4 Ju
ly 2
018
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
B -
45
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
(Con
t’d)
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
1901
017S
MD
ate
of is
suan
ce:
9Ja
nuar
y 20
19
Valid
ity p
erio
d:9
Janu
ary
2019
–11
Dec
embe
r 202
3
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
e of
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e18
0161
2SC
Dat
e of
issu
ance
:12
Dec
embe
r 201
8
Valid
ity p
erio
d:12
Dec
embe
r 201
8 –
11 D
ecem
ber 2
023
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
1801
618M
LD
ate
of is
suan
ce:
13 D
ecem
ber 2
018
Valid
ity p
erio
d:13
Dec
embe
r 201
8 –
11 D
ecem
ber 2
023
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
Nip
pon
Kaiji
Kyo
kai
Car
go
Ship
S
afet
y Eq
uipm
ent
Cer
tific
ate
20JB
0036
-SEC
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
B -
46
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
(Con
t’d)
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
20JB
0036
-SR
CD
ate
of is
suan
ce:
3 Ju
ly 2
020
Valid
ity p
erio
d:
3 Ju
ly 2
020–
31M
ay 2
025
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
20JB
0036
-SC
CD
ate
of is
suan
ce:
3 Ju
ly 2
020
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
20JB
0036
-OPP
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
e20
JB00
36-L
LCD
ate
of is
suan
ce:
3 Ju
ly 2
020
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
B -
47
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
(Con
t’d)
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
18K
L013
0-TM
Dat
e of
issu
ance
: 28
Jun
e 20
18
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
20JB
0036
-SP
PD
ate
of is
suan
ce:
3 Ju
ly 2
020
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
tosu
rvey
s in
ac
cord
ance
with
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Pr
even
tion
of
Pollu
tion
from
Shi
ps, 1
973.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
18K
L013
0-AF
SD
ate
of is
suan
ce:
28 J
une
2018
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
2OJB
0036
-APP
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e Sp
ecia
l R
equi
rem
ents
fo
rSh
ip
Car
ryin
g D
ange
rous
Goo
ds
20JB
0036
-DG
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Nil
Com
plie
d
B -
48
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-4
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
(Con
t’d)
Cer
tific
ate
of C
lass
ifica
tion
20JB
0036
-CLS
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to t
heco
mpl
ianc
e of
the
Rul
esan
d R
egul
atio
ns o
f Nip
pon
Kaiji
K
yoka
i.
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e 20
JB00
36-B
WM
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
Car
go
Ship
S
afet
y Eq
uipm
ent
Exem
ptio
n C
ertif
icat
e
20JB
0036
-XE
Dat
e of
issu
ance
: 3
July
202
0
Valid
ity p
erio
d:
3 Ju
ly 2
020
–31
May
202
5
Subj
ect
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
is
atta
ched
re
mai
nsva
lid.
Com
plie
d
Lloy
d’s
Reg
iste
r C
onfir
mat
ion
of C
ompl
ianc
e fo
r Sh
ip
Ener
gy E
ffici
ency
Man
agem
ent
Plan
(S
EEM
P P
art I
I)
9101
106/
01D
ate
of is
suan
ce:
29 D
ecem
ber 2
018
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
49
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Kuch
ing/
M
TT
Kuch
ing
Dua
(Con
t’d)
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D28
66/2
018
Dat
e of
issu
ance
: 3
Dec
embe
r 201
8
Valid
ity p
erio
d:
3 D
ecem
ber 2
018
–8
Dec
embe
r 202
3
Nil
Com
plie
d
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
eA0
0417
7D
ate
of is
suan
ce:
28 A
pril
2021
Valid
ity p
erio
d:
28 A
pril
2021
–27
Oct
ober
202
1
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion
Com
plie
d
Mar
ine
Dep
artm
ent
of M
alay
sia
Inte
rim C
ertif
icat
e fo
r S
hip
Med
ical
C
hest
IN
TCER
T/11
5/20
21D
ate
of is
suan
ce:
Nil
Expi
ry d
ate:
2
Sept
embe
r 202
1
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)53
009/
0805
025_
001/
2018
Effe
ctiv
e da
te:
9 D
ecem
ber 2
018
Valid
ity p
erio
d:
9 D
ecem
ber 2
018
–31
Dec
embe
r 202
2
Nil
Com
plie
d
B -
50
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
1 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
Dom
estic
Ship
ping
Li
cens
ing
Boar
d
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT P
enge
rang
Serv
ices
/ca
rgo
Vario
us
Tonn
age
Gro
ss: 1
0308
Net
: 507
0Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Sh
ippi
ngPe
raw
ang
Paym
ent o
fR
M55
2.00
Port
of c
all
All
ports
in
M
alay
sian
wat
ers
Ship
’s c
rew
Mal
aysi
an
citiz
enO
ffice
rsR
atin
gs0
0Fo
reig
n ci
tizen
Offi
cers
Rat
ings
810
A110
602/
DSL
0759
/202
1D
ate
of is
suan
ce:
29 M
arch
202
1
Valid
ity p
erio
d:29
Mar
ch 2
021
–28
Sep
tem
ber 2
021
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
6988
Dat
e of
issu
ance
:29
Nov
embe
r 201
9
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
n C
ompl
ied
B -
51
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
(Con
t’d)
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
9/00
53D
ate
of is
suan
ce:
24 S
epte
mbe
r 201
9
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
2000
749
Dat
e of
issu
ance
:17
Feb
ruar
y 20
20
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Safe
ty M
anag
emen
t Cer
tific
ate
2001
177S
MD
ate
of is
suan
ce:
5 M
ay 2
020
Valid
ity p
erio
d:5
May
202
0 –
15Fe
brua
ry 2
025
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
eof
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e 20
0109
3SC
Dat
e of
issu
ance
:25
Feb
ruar
y 20
20
Valid
ity p
erio
d:25
Feb
ruar
y 20
20 –
15Fe
brua
ry 2
025
Nil
Com
plie
d
B -
52
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
(Con
t’d)
Mar
itim
e La
bour
Cer
tific
ate
2001
177M
LD
ate
of is
suan
ce:
5 M
ay 2
020
Valid
ity p
erio
d:5
May
202
0 –
15Fe
brua
ry 2
025
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
RIN
A Se
rvic
es
S.p.
A
Shor
t Te
rm
Car
go
Ship
Sa
fety
Eq
uipm
ent C
ertif
icat
e10
0629
-R00
1-01
1D
ate
of is
suan
ce:
24 J
uly
2021
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Shor
t Te
rm
Car
go
Ship
Sa
fety
Eq
uipm
ent E
xem
ptio
n C
ertif
icat
e
1006
29-R
001-
013
Dat
e of
issu
ance
: 24
Jul
y 20
21
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to t
he C
argo
Shi
p Sa
fety
Eq
uipm
ent
Cer
tific
ate
to
whi
ch
this
ce
rtific
ate
isat
tach
ed
rem
ains
valid
.
Com
plie
d
Shor
t Ter
m C
argo
Shi
p Sa
fety
Rad
io
Cer
tific
ate
1006
29-R
001-
012
Dat
e of
issu
ance
: 24
Jul
y 20
21
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
B -
53
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
(Con
t’d)
Shor
t Te
rm
Car
go
Ship
Sa
fety
C
onst
ruct
ion
Cer
tific
ate
1006
29-R
001-
010
Dat
e of
issu
ance
: 24
Jul
y 20
21
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Shor
t Ter
m In
tern
atio
nal O
il P
ollu
tion
Prev
entio
n C
ertif
icat
e10
0629
-R00
1-00
8D
ate
of is
suan
ce:
24 J
uly
2021
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Shor
t Te
rm I
nter
natio
nal
Load
Lin
e C
ertif
icat
e10
0629
-R00
1-00
7D
ate
of is
suan
ce:
24 J
uly
2021
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Shor
t Te
rm
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
1006
29-R
001-
009
Dat
e of
issu
ance
: 24
Jul
y 20
21
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
tosu
rvey
s in
ac
cord
ance
w
ithth
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
1006
29-R
001-
004
Dat
e of
issu
ance
:24
Jul
y 20
21N
ilC
ompl
ied
B -
54
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
5 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
(Con
t’d)
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Shor
t Ter
m In
tern
atio
nal A
ir Po
llutio
n Pr
even
tion
Cer
tific
ate
1006
29-R
001-
005
Dat
e of
issu
ance
: 24
Jul
y 20
21
Valid
ity p
erio
d:
24Ju
ly 2
021
–24
Dec
embe
r 202
1
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Shor
t Ter
m D
ocum
ent o
f Com
plia
nce
for t
he C
arria
ge o
f Dan
gero
us G
oods
1006
29-R
001-
002
Dat
e of
issu
ance
: 24
Jul
y 20
21
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
Bul
k C
argo
es C
ode.
Com
plie
d
Shor
t Ter
m C
ertif
icat
e of
Cla
ss10
0629
-R00
1-00
1D
ate
of is
suan
ce:
24 J
uly
2021
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to t
heco
mpl
ianc
e of
the
requ
irem
ents
for t
he
rete
ntio
n of
cla
ss i
n th
e ru
les
of
RIN
A Se
rvic
es
S.p.
A,
and
unle
ss t
hecl
ass
has
been
su
spen
ded
or
with
draw
n.
Com
plie
d
Shor
t Ter
m M
ARPO
L 73
/78
Anne
x V
St
atem
ent
Con
cern
ing
Prev
entio
n of
Po
llutio
n by
Gar
bage
1006
29-R
001-
003
Dat
e of
issu
ance
:25
Apr
il 20
21
Valid
ity p
erio
d:25
Apr
il 20
21–
25 S
epte
mbe
r 202
1
Subj
ectt
o an
nual
sur
veys
Com
plie
d
B -
55
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
(Con
t’d)
Shor
t Te
rm
Inte
rnat
iona
l Ba
llast
W
ater
Man
agem
ent C
ertif
icat
e 10
0629
-R00
1-00
6D
ate
of is
suan
ce:
24 J
uly
2021
Valid
ity p
erio
d:
24 J
uly
2021
–24
Dec
embe
r 202
1
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
DN
V G
LIn
tern
atio
nal T
onna
ge C
ertif
icat
eG
1432
80D
ate
of is
suan
ce:
27 N
ovem
ber 2
019
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Lloy
d’s
Reg
iste
r C
onfir
mat
ion
of C
ompl
ianc
e fo
r Sh
ip
Ener
gy E
ffici
ency
Man
agem
ent
Plan
(S
EEM
P P
art I
I)
9322
889/
01D
ate
of is
suan
ce:
17 S
epte
mbe
r 201
9
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D32
40/2
019
Dat
e of
issu
ance
:18
Feb
ruar
y 20
20
Valid
ity p
erio
d:18
Feb
ruar
y 20
20 –
4 M
arch
202
5
Nil
Com
plie
d
B -
56
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pera
wan
g/
MTT
Pe
nger
ang
(Con
t’d)
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e 18
1461
Dat
e of
issu
ance
:9
Mar
ch 2
021
Valid
ity p
erio
d:29
Mar
ch 2
021
–9
Sept
embe
r 202
1
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion.
Com
plie
d
Mar
ine
Dep
artm
ent
of M
alay
sia
Med
icin
e C
hest
Cer
tific
ate
JLM
002
111
Dat
e of
issu
ance
:N
il
Expi
ry D
ate:
1 N
ovem
ber 2
021
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)55
817/
1138
810_
001/
2020
Effe
ctiv
e da
te:
13 F
ebru
ary
2020
Valid
ity p
erio
d:13
Feb
ruar
y 20
20–
31 D
ecem
ber 2
024
Nil
Com
plie
d
B -
57
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT S
aisu
nee
Serv
ices
/ca
rgo
Vario
us
Tonn
age
Gro
ss: 1
3059
Net
: 504
0Po
rt
of
regi
stry
Port
Klan
g
Ow
ner
MTT
Sh
ippi
ngBi
ntul
uPa
ymen
t of
RM
549.
00Po
rt o
f cal
lAl
l po
rts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
00
Fore
ign
citiz
enO
ffice
rsR
atin
gs9
10
A108
31/
DSL
0831
/202
1D
ate
of is
suan
ce:
29 M
arch
202
1
Valid
ity p
erio
d:29
Mar
ch 2
021
–28
Sep
tem
ber 2
021
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
6963
Dat
e of
issu
ance
:29
Aug
ust 2
019
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gsto
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
190
0661
Dat
e of
issu
ance
:28
Aug
ust 2
019
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
58
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-5
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
(C
ont’d
)
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
034/
6062
-SG
/202
0D
ate
of is
suan
ce:
28 J
uly
2020
Valid
ity p
erio
d:28
Jul
y 20
20 –
27 J
uly
2025
Nil
Com
plie
d
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/201
9/00
39D
ate
of is
suan
ce:
16 A
ugus
t 201
9
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
DN
V G
LSa
fety
Man
agem
ent C
ertif
icat
en1
4910
13-u
irD
ate
of is
suan
ce:
19 A
ugus
t 202
0
Valid
ity p
erio
d:19
Aug
ust 2
020–
19 A
ugus
t 202
5
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
eof
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
valid
.
Com
plie
d
Inte
rnat
iona
l Shi
pS
ecur
ity C
ertif
icat
en1
4910
13-It
oD
ate
of is
suan
ce:
19 A
ugus
t 202
0
Valid
ity p
erio
d:19
Aug
ust 2
020–
19 A
ugus
t 202
5
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
B -
59
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
(C
ont’d
)
Mar
itim
e La
bour
Cer
tific
ate
3650
8D
ate
of is
suan
ce:
19 A
ugus
t 202
0
Valid
ity p
erio
d:19
Aug
ust 2
020–
19 A
ugus
t 202
5
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
Car
go
Ship
S
afet
y Eq
uipm
ent
Cer
tific
ate
n132
9735
-7-u
dqD
ate
of is
suan
ce:
9 O
ctob
er 2
019
Valid
ity p
erio
d:
9 O
ctob
er 2
019
–19
Aug
ust 2
024
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
n132
9735
-8-x
udD
ate
of is
suan
ce:
9 O
ctob
er 2
019
Valid
ity p
erio
d:
9 O
ctob
er 2
019
–19
Aug
ust 2
024
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
ere
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
n132
9735
-7-II
ID
ate
of is
suan
ce:
9 O
ctob
er 2
019
Valid
ity p
erio
d:
9 O
ctob
er 2
019
–19
Aug
ust 2
024
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
B -
60
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
1 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
(C
ont’d
)
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
n132
9735
-1-II
ID
ate
of is
suan
ce:
10 O
ctob
er 2
019
Valid
ity p
erio
d:
10 O
ctob
er 2
019
–19
Aug
ust 2
024
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
en1
3297
35-6
-udq
Dat
e of
issu
ance
: 16
Oct
ober
201
9
Valid
ity p
erio
d:
16 O
ctob
er 2
019
–19
Aug
ust 2
024
Subj
ect
to a
nnua
lsur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
rth
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
3650
8D
ate
of is
suan
ce:
10 J
uly
2019
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
3650
8D
ate
of is
suan
ce:
10 O
ctob
er 2
019
Valid
ity p
erio
d:
10 O
ctob
er 2
019
–19
Aug
ust 2
024
Subj
ect
tosu
rvey
s in
ac
cord
ance
with
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Pr
even
tion
of
Pollu
tion
from
Shi
ps, 1
973.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
3650
8D
ate
of is
suan
ce:
19 A
ugus
t 201
9
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
61
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
(C
ont’d
)
Inte
rnat
iona
l Air
Pollu
tion
Prev
entio
n C
ertif
icat
en1
3297
35-2
-bzj
Dat
e of
issu
ance
: 13
Jan
uary
202
0
Valid
ity p
erio
d:
13 J
anua
ry 2
020
–19
Aug
ust 2
024
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
f Dan
gero
us G
oods
3650
8D
ate
of is
suan
ce:
22 A
ugus
t 201
9
Valid
ity p
erio
d:22
Aug
ust 2
019
–19
Aug
ust2
024
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
C
ode
and
the
Inte
rnat
iona
l M
ariti
me
Solid
Bul
k C
argo
es C
ode.
Com
plie
d
Cla
ssifi
catio
n C
ertif
icat
e36
508
Dat
e of
issu
ance
: 9
Sept
embe
r201
9
Valid
ity p
erio
d:
9 Se
ptem
ber2
019
–19
Aug
ust 2
024
Subj
ect
to t
he c
ompl
ianc
e of
the
requ
irem
ents
for t
he
rete
ntio
n of
cla
ss i
n th
e R
ules
of
DN
V G
L an
d th
e cl
ass
has
not
been
su
spen
ded
or w
ithdr
awn.
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e 36
508
Dat
e of
issu
ance
:9
Oct
ober
201
9
Valid
ity p
erio
d:9
Oct
ober
201
9 –
19 A
ugus
t 202
4
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
rth
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
B -
62
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
(C
ont’d
)
MAR
POL
73/7
8 An
nex
V St
atem
ent
Con
cern
ing
Prev
entio
n of
Pol
lutio
n by
G
arba
ge
3650
8D
ate
of is
suan
ce:
19 A
ugus
t 201
9
Valid
ity p
erio
d:19
Aug
ust 2
019
–19
Aug
ust 2
024
Subj
ect t
o no
una
utho
rised
alte
ratio
n to
th
e lis
ted
equi
pmen
t occ
urs.
Com
plie
d
Stat
emen
t of
C
ompl
ianc
e on
In
vent
ory
of H
azar
dous
Mat
eria
ls36
508
Dat
e of
issu
ance
:28
Oct
ober
201
9
Valid
ity p
erio
d:28
Oct
ober
201
9 –
19 A
ugus
t 202
4
Nil
Com
plie
d
Stat
emen
t of
Com
plia
nce
with
MLC
Ti
tle 3
, Reg
. 3.1
3650
8D
ate
of is
suan
ce:
19A
ugus
t 201
9
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Stat
emen
t of C
ompl
ianc
e(N
oise
)(2)
3650
8D
ate
of is
suan
ce:
6 Au
gust
201
9
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Stat
emen
t of C
ompl
ianc
e(V
ibra
tion)
(2)
3650
8D
ate
of is
suan
ce:
7 Au
gust
201
9
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
B -
63
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ngBi
ntul
u/M
TT
Sais
unee
(C
ont’d
)
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
tSM
D32
07/2
019
Dat
e of
issu
ance
:03
Dec
embe
r201
9
Valid
ity p
erio
d:03
Dec
embe
r201
9 –
17D
ecem
ber 2
024
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e04
9175
Dat
e of
issu
ance
:16
Jul
y 20
21
Valid
ity p
erio
d:16
Jul
y 20
21–
15 J
anua
ry 2
022
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion
Com
plie
d
Amer
ican
Bu
reau
of
Ship
ping
Con
firm
atio
n of
Com
plia
nce
for
Ship
En
ergy
Effi
cien
cy M
anag
emen
t Pl
an
(SE
EMP
Par
t II)
T189
6357
Dat
e of
issu
ance
:14
Aug
ust 2
019
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Prin
ceto
n Ph
arm
acy
(s)
Pte
Ltd
Med
icin
e C
hest
Cer
tific
ate
Nil
Dat
e of
issu
ance
:5
Mar
ch 2
021
Valid
ity p
erio
d:5
Mar
ch 2
021
–4
Mar
ch 2
022
Nil
Com
plie
d
B -
64
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
ANN
EXU
RE
B: O
UR
MAJ
OR
LIC
ENC
ES, P
ERM
ITS
AND
APP
RO
VALS
(Con
t’d)
B - 6
5 C
ompa
ny/
Vess
el
Appr
ovin
g au
thor
ity/
Issu
er
Type
of A
ppro
vals
/ Lic
ence
s/
Perm
its
Lice
nce/
Pe
rmit/
R
efer
ence
no.
D
ate
of is
suan
ce/
Valid
ity p
erio
d M
ajor
con
ditio
ns
impo
sed
Stat
us o
f co
mpl
ianc
e
MTT
Sh
ippi
ng
Bint
ulu/
M
TT
Sais
unee
(C
ont’d
)
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)
5556
1/09
7290
7_00
1/20
19
Effe
ctiv
e da
te:
10 S
epte
mbe
r 201
9 Va
lidity
per
iod:
10
Sep
tem
ber 2
019
–
31 D
ecem
ber 2
023
Nil
Com
plie
d
MTT
Sh
ippi
ng
Pele
pas/
M
TT
Sena
ri
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
6998
D
ate
of is
suan
ce:
17 J
anua
ry 2
020
Va
lidity
per
iod:
Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gst o
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
200
0748
D
ate
of is
suan
ce:
17 F
ebru
ary
2020
Va
lidity
per
iod:
Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
D
ocum
ent
of
Com
plia
nce
of
the
safe
ty
man
agem
ent
syst
em
impl
emen
ted
and
mai
ntai
ned
by t
he
com
pany
man
agin
g th
e ve
ssel
034/
6062
-SG
/202
0 D
ate
of is
suan
ce:
28 J
uly
2020
Va
lidity
per
iod:
28
Jul
y 20
20 –
27
Jul
y 20
25
Nil
Com
plie
d
In
tern
atio
nal
Ener
gy
Effic
ienc
y C
ertif
icat
e 61
47/2
019/
0077
D
ate
of is
suan
ce:
27 D
ecem
ber 2
019
Valid
ity p
erio
d:
Nil
Nil
Com
plie
d
B - 6
5
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pele
pas/
MTT
Se
nari
(Con
t’d)
DN
V G
LSa
fety
Man
agem
ent C
ertif
icat
en1
4690
77-n
toD
ate
of is
suan
ce:
24 J
une
2020
Valid
ity p
erio
d:24
Jun
e 20
20 –
24 J
une
2025
Subj
ect
to
perio
dica
l ve
rific
atio
n an
d th
e D
ocum
ent
of C
ompl
ianc
eof
the
safe
ty m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
th
e co
mpa
ny
man
agin
g th
e ve
ssel
rem
ains
val
id.
Com
plie
d
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
en1
4690
77-w
irD
ate
of is
suan
ce:
24 J
une
2020
Valid
ity p
erio
d:24
Jun
e 20
20 –
24 J
une
2025
Subj
ect
to
verif
icat
ion
in
acco
rdan
ce
with
th
e pr
ovis
ion
unde
r th
e In
tern
atio
nal S
hip
and
Por
t Fa
cilit
y Se
curit
y C
ode.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
3651
0D
ate
of is
suan
ce:
24 J
une
2020
Valid
ity p
erio
d:24
Jun
e 20
20 –
24 J
une
2025
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
Car
go
Ship
S
afet
y Eq
uipm
ent
Cer
tific
ate
n133
2912
-6-n
toD
ate
of is
suan
ce:
18 M
arch
202
0
Valid
ity p
erio
d:
18 M
arch
202
0 –
15 J
anua
ry 2
025
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
B -
66
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pele
pas/
MTT
Se
nari
(Con
t’d)
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
n133
2912
-6-to
xD
ate
of is
suan
ce:
18 M
arch
202
0
Valid
ity p
erio
d:
18 M
arch
202
0 –
15 J
anua
ry 2
025
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
n133
2912
-6-a
hfD
ate
of is
suan
ce:
18 M
arch
202
0
Valid
ity p
erio
d:
18 M
arch
202
0–15
Jan
uary
202
5
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
n133
2912
-1-jw
iD
ate
of is
suan
ce:
18 M
arch
202
0
Valid
ity p
erio
d:
18 M
arch
202
0 –
15 J
anua
ry 2
025
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
en1
3329
12-8
-tox
Dat
e of
issu
ance
: 18
Mar
ch 2
020
Valid
ity p
erio
d:
18 M
arch
202
0 –
15 J
anua
ry 2
025
Subj
ect
to a
nnua
l sur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
r th
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
B -
67
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pele
pas/
MTT
Se
nari
(Con
t’d)
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
3651
0D
ate
of is
suan
ce:
19 N
ovem
ber 2
019
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
3651
0D
ate
of is
suan
ce:
18 M
arch
202
0
Valid
ity p
erio
d:
18 M
arch
202
0 –
15 J
anua
ry 2
025
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
3651
0D
ate
of is
suan
ce:
15 J
anua
ry 2
020
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
n133
2912
-3-x
udD
ate
of is
suan
ce:
18 M
arch
202
0
Valid
ity p
erio
d:
18 M
arch
202
0 –
15 J
anua
ry 2
025
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e fo
r th
e C
arria
ge o
f Dan
gero
us G
oods
3651
0D
ate
of is
suan
ce:
22 J
anua
ry 2
020
Valid
ity p
erio
d:
22 J
anua
ry 2
020
–15
Jan
uary
202
5
Nil
Com
plie
d
B -
68
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-6
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pele
pas/
MTT
Se
nari
(Con
t’d)
Cla
ssifi
catio
n C
ertif
icat
e36
510
Dat
e of
issu
ance
: 3
Febr
uary
202
0
Valid
ity p
erio
d:
3 Fe
brua
ry 2
020
–15
Jan
uary
202
5
Subj
ect
to t
he c
ompl
ianc
e w
ith r
equi
rem
ents
for
the
re
tent
ion
of c
lass
in
the
rule
s of
D
NV
G
L,
and
unle
ss th
e cl
ass
has
been
su
spen
ded
or w
ithdr
awn
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e36
510
Dat
e of
issu
ance
:22
Jan
uary
2020
Valid
ity p
erio
d:22
Jan
uary
2020
–15
Jan
uary
202
5
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
MAR
POL
73/7
8 An
nex
VSt
atem
ent
Con
cern
ing
Prev
entio
n of
Pol
lutio
n by
G
arba
ge
3651
0D
ate
of is
suan
ce:
15 J
anua
ry 2
020
Valid
ity p
erio
d:15
Jan
uary
202
0 –
15 J
anua
ry 2
025
Subj
ect t
o no
una
utho
rised
al
tera
tion
to
the
liste
d eq
uipm
ent o
ccur
ing.
Com
plie
d
Stat
emen
t of
C
ompl
ianc
e on
In
vent
ory
of H
azar
dous
Mat
eria
ls36
510
Dat
e of
issu
ance
:18
Mar
ch 2
020
Valid
ity p
erio
d:18
Mar
ch 2
020
–15
Jan
uary
202
5
Nil
Com
plie
d
B -
69
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Pele
pas/
MTT
Se
nari
(Con
t’d)
Stat
emen
t of
Com
plia
nce
with
MLC
Ti
tle 3
, Reg
. 3.1
3651
0D
ate
of is
suan
ce:
15 J
anua
ry 2
020
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Stat
emen
t of C
ompl
ianc
e (N
oise
)(2)
3651
0D
ate
of is
suan
ce:
19 D
ecem
ber 2
019
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Stat
emen
t of
C
ompl
ianc
e (V
ibra
tion)
(2)
3651
0D
ate
of is
suan
ce:
19 D
ecem
ber 2
019
Valid
ity p
erio
d:N
il
Nil
Com
plia
nce
Amer
ican
Bu
reau
of
Ship
ping
Con
firm
atio
n of
Com
plia
nce
for S
hip
Ener
gy E
ffici
ency
Man
agem
ent P
lan
(SE
EMP
Par
t II)
T194
5555
Dat
e of
issu
ance
: 7
Janu
ary
2020
Valid
ity p
erio
d:
Nil
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
tSM
D32
69/2
019
Dat
e of
issu
ance
:18
Feb
ruar
y 20
20
Valid
ity p
erio
d:18
Feb
ruar
y 20
20 –
24 M
arch
202
5
Nil
Com
plie
d
B -
70
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
ANN
EXU
RE
B: O
UR
MAJ
OR
LIC
ENC
ES, P
ERM
ITS
AND
APP
RO
VALS
(Con
t’d)
B - 7
1 C
ompa
ny/
Vess
el
Appr
ovin
g au
thor
ity/
Issu
er
Type
of A
ppro
vals
/ Lic
ence
s/
Perm
its
Lice
nce/
Pe
rmit/
R
efer
ence
no.
D
ate
of is
suan
ce/
Valid
ity p
erio
d M
ajor
con
ditio
ns
impo
sed
Stat
us o
f co
mpl
ianc
e
MTT
Sh
ippi
ng
Pele
pas/
M
TT
Sena
ri (C
ont’d
)
Lloy
d-Ap
othe
ke
Brem
erha
ven
Med
ical
Loc
ker C
ertif
icat
e
Nil
Dat
e of
issu
ance
: 23
Jul
y 20
21
Valid
ity p
erio
d:
23 J
uly
2021
- 23
Jul
y 20
22
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)
5587
1/11
3887
1_00
1/20
20
Effe
ctiv
e da
te:
13 F
ebru
ary
2020
Va
lidity
per
iod:
13
Feb
ruar
y 20
20 –
31
Jan
uary
202
4
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Ship
Sa
nita
tion
Con
trol
Exem
ptio
n C
ertif
icat
e
0552
41
Dat
e of
issu
ance
: 26
May
202
1 Va
lidity
per
iod:
26
May
202
1 –
25
Nov
embe
r 202
1
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rried
out
at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion
Com
plie
d
B - 7
1
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
shi
pM
TT S
amal
aju
Serv
ices
/ ca
rgo
Vario
us
Tonn
age
Gro
ss: 1
3059
Net
: 504
0Po
rt o
f re
gist
ryPo
rt Kl
ang
Ow
ner
MTT
Shi
ppin
g Lu
mut
Paym
ent o
fR
M54
9.00
Port
of c
all
All p
orts
in
Mal
aysi
an w
ater
sSh
ip’s
cre
wM
alay
sian
ci
tizen
Offi
cers
Rat
ings
00
Fore
ign
citiz
enO
ffice
rsR
atin
gs8
12
A110
427/
D
SL05
76/2
021
Dat
e of
issu
ance
:26
Feb
ruar
y 20
21
Valid
ity p
erio
d:26
Feb
ruar
y 20
21 –
25 A
ugus
t 202
1
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
33
7620
Dat
e of
issu
ance
:18
Febr
uary
202
1
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
nC
ompl
ied
B -
72
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
(Con
t’d)
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gst o
ther
s, th
e na
me
of th
e sh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
2100
889
Dat
e of
issu
ance
:5
Febr
uary
202
1
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/202
1/00
04D
ate
of is
suan
ce:
25Ja
nuar
y 20
21
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
DN
V G
LIn
terim
Cla
ssifi
catio
n C
ertif
icat
e36
509
Dat
e of
issu
ance
: 5
Febr
uary
202
1
Valid
ity p
erio
d:
5 Fe
brua
ry 2
021
–5
May
202
2
Subj
ect
to t
he c
ompl
ianc
e w
ith r
equi
rem
ents
for
the
re
tent
ion
of c
lass
in
the
rule
s of
D
NV
G
L,
and
unle
ss th
e cl
ass
has
been
su
spen
ded
or w
ithdr
awn.
Com
plie
d
Car
go
Ship
S
afet
y Eq
uipm
ent
Cer
tific
ate
n140
8354
-7-d
qmD
ate
of is
suan
ce:
19 M
ay20
21
Valid
ity p
erio
d:19
May
202
1–5
Febr
uary
202
6
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
Car
go S
hip
Safe
ty R
adio
Cer
tific
ate
n140
8354
-6-u
dqD
ate
of is
suan
ce:
9Fe
brua
ry 2
021
Valid
ity p
erio
d:9
Febr
uary
202
1–5
Febr
uary
2026
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
B -
73
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
(Con
t’d)
Car
go
Ship
S
afet
y C
onst
ruct
ion
Cer
tific
ate
n140
8354
-7-m
skD
ate
of is
suan
ce:
19M
ay20
21
Valid
ity p
erio
d:19
May
2021
–5
Febr
uary
2026
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
Inte
rnat
iona
l Oil
Pol
lutio
n Pr
even
tion
Cer
tific
ate
n140
8354
-5-m
skD
ate
of is
suan
ce:
19M
ay20
21
Valid
ity p
erio
d:19
May
2021
–5
Febr
uary
202
6
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Inte
rnat
iona
l Loa
d Li
ne C
ertif
icat
en1
4083
54-8
-skp
Dat
e of
issu
ance
:4
May
2021
Valid
ity p
erio
d:4
May
2021
–5
Febr
uary
2026
Subj
ect
to a
nnua
l sur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
r th
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
3650
9D
ate
of is
suan
ce:
19 M
ay20
21
Valid
ity p
erio
d:19
May
2021
–5
Febr
uary
202
6
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3
Com
plie
d
B -
74
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
5 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
(Con
t’d)
Inte
rnat
iona
l Air
Pol
lutio
n Pr
even
tion
Cer
tific
ate
n140
8354
-1-ir
aD
ate
of is
suan
ce:
19M
ay20
21
Valid
ity p
erio
d:19
May
2021
–5
Febr
uary
202
6
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Mar
pol
73/7
8 An
nex
V St
atem
ent
conc
erni
ng P
reve
ntio
n of
Pol
lutio
n by
G
arba
ge
3650
9D
ate
of is
suan
ce:
5 Fe
brua
ry 2
021
Valid
ity p
erio
d:
5 Fe
brua
ry 2
021-
5 Fe
brua
ry 2
026
Subj
ect t
o no
una
utho
rised
alte
ratio
n to
th
e lis
ted
equi
pmen
t occ
urs
Com
plie
d
Cer
tific
ate
of
Com
plia
nce
on
Inve
ntor
y of
Haz
ardo
us M
ater
ials
3650
9D
ate
of is
suan
ce:
19 M
ay 2
021
Valid
ity p
erio
d:19
May
202
1 –
5 Fe
brua
ry 2
026
Nil
Com
plie
d
Stat
emen
t of
Com
plia
nce
with
MLC
Ti
tle 3
, Reg
. 3.1
3650
9D
ate
of is
suan
ce:
5 Fe
brua
ry 2
021
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m
Cer
tific
ate
3650
9D
ate
of is
suan
ce:
5 Fe
brua
ry 2
021
Valid
ity p
erio
d:
Nil
Nil
Com
plie
d
B -
75
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
6 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
(Con
t’d)
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
3650
9D
ate
of is
suan
ce:
26 J
anua
ry 2
021
Valid
ity p
erio
d:
Valid
unt
il ot
herw
ise
with
draw
n
Nil
Com
plie
d
Doc
umen
t of C
ompl
ianc
e fo
r the
C
arria
ge o
f Dan
gero
us G
oods
3650
9D
ate
of is
suan
ce:
8 Fe
brua
ry 2
021
Valid
ity p
erio
d:
8 Fe
brua
ry 2
021-
5 Fe
brua
ry 2
026
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
Cod
e fo
r in
divi
dual
su
bsta
nces
, m
ater
ials
or
artic
les.
Com
plie
d
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e36
509
Dat
e of
issu
ance
: 10
Feb
ruar
y 20
21
Valid
ity p
erio
d:
10 F
ebru
ary
2021
-5
Febr
uary
202
6
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
Stat
emen
t of C
ompl
ianc
e (N
oise
)(2)
3650
9D
ate
of is
suan
ce:
29 J
anua
ry 2
021
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
B -
76
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
7 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
(Con
t’d)
Stat
emen
t of C
ompl
ianc
e (V
ibra
tion)
(2)
3650
9D
ate
of is
suan
ce:
28 J
anua
ry 2
021
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Ship
s C
lass
ifica
tion
Mal
aysi
a
Inte
rnat
iona
l Shi
p S
ecur
ity C
ertif
icat
e21
0129
2SC
Dat
e of
issu
ance
:6
July
2021
Valid
ity p
erio
d:6
July
2021
–3
July
202
6
Nil
Com
plie
d
Safe
ty M
anag
emen
t Cer
tific
ate
2101
292S
MD
ate
of is
suan
ce:
6 Ju
ly20
21
Valid
ity p
erio
d:6
July
2021
–3
July
202
6
Subj
ect
tope
riodi
cal
verif
icat
ion
and
the
Doc
umen
t of
Com
plia
nce
of th
e sa
fety
man
agem
ent
syst
em i
mpl
emen
ted
and
mai
ntai
ned
by
the
com
pany
m
anag
ing
the
vess
el re
mai
ns v
alid
.
Com
plie
d
Mar
itim
e La
bour
Cer
tific
ate
2101
292M
LD
ate
of is
suan
ce:
6 Ju
ly20
21
Valid
ity p
erio
d:6
July
2021
–3
July
202
6
Subj
ect
to i
nspe
ctio
ns i
n ac
cord
ance
w
ith
the
rele
vant
sta
ndar
ds u
nder
th
e M
ariti
me
Labo
ur
Con
vent
ion
2006
and
val
id
only
whe
n th
e D
ecla
ratio
n of
M
ariti
me
Labo
ur
Com
plia
nce
is a
ttach
ed.
Com
plie
d
B -
77
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
8 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
MTT
Sh
ippi
ng
Lum
ut /
MTT
Sa
mal
aju
(Con
t’d)
Lloy
d’s
Reg
iste
rC
onfir
mat
ion
of C
ompl
ianc
e fo
r Shi
p En
ergy
Effi
cien
cy M
anag
emen
t Pla
n (S
EEM
P P
art I
I)
KLR
/CO
C/2
7353
Dat
e of
issu
ance
: 01
Feb
ruar
y 20
21
Valid
ity p
erio
d:
Nil
Nil
Com
plie
d
Gov
ernm
ent
of M
alay
sia
Safe
Man
ning
Doc
umen
t SM
D36
54/2
021
Dat
e of
issu
ance
:15
Mar
ch 2
021
Valid
ity p
erio
d:15
Mar
ch 2
021
–24
Feb
ruar
y 20
26
Nil
Com
plie
d
Qin
gdao
W
anyu
tang
D
ispe
nsar
y C
o. L
td.
Med
icin
e C
hest
Cer
tific
ate
A200
01D
ate
of is
suan
ce:
16 J
anua
ry 2
021
Valid
ity p
erio
d:16
Jan
uary
202
1 –
15 J
anua
ry 2
022
Nil
Com
plie
d
Mal
aysi
an
Com
mun
icat
ion
s an
d M
ultim
edia
C
omm
issi
on
Ship
St
atio
n Li
cens
e (A
ppar
atus
As
sign
men
t)56
936/
1459
525_
001/
2021
Effe
ctiv
e da
te:
24 F
ebru
ary
2021
Valid
ity p
erio
d:24
Feb
ruar
y 20
21 –
31 D
ecem
ber 2
025
Nil
Com
plie
d
Hai
Pho
ng-
Viet
nam
Por
tSh
ip
Sani
tatio
n C
ontro
l Ex
empt
ion
Cer
tific
ate
2000
697
Dat
e of
issu
ance
:21
Jul
y20
21
Valid
ity p
erio
d:21
Jul
y20
21–
20 J
anua
ry 2
022
Valid
for a
max
imum
of s
ix
mon
ths,
bu
t th
e va
lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
he
port
and
ther
e is
no
ev
iden
ce
of
infe
ctio
n or
co
ntam
inat
ion.
Com
plie
d
B -
78
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-7
9 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
Sea
Lion
C
onta
iner
Li
ne/
MTT
Se
mpo
rna
Dom
estic
Sh
ippi
ng
Lice
nsin
g Bo
ard
Dom
estic
Shi
ppin
g Li
cenc
e
Nam
e of
ship
MTT
Sem
porn
aSe
rvic
es/
carg
oVa
rious
Tonn
age
Gro
ss: 1
3059
Net
: 504
0Po
rt o
f re
gist
ryPo
rt Kl
ang
Ow
ner
Sea
Lion
Con
tain
erPa
ymen
t of
RM
549.
00Po
rt o
f cal
lAl
l por
ts in
M
alay
sian
wat
ers
Ship
’s c
rew
Mal
aysi
an
citiz
enO
ffice
rsR
atin
gs0
0Fo
reig
n ci
tizen
Offi
cers
Rat
ings
812
A110
778/
DSL
0996
/202
1
Dat
e of
issu
ance
:1
April
202
1
Valid
ity p
erio
d:1
April
202
1-9
Augu
st 2
021
Nil
Com
plie
d
Reg
istra
r of
Mal
aysi
an
Ship
s, P
ort
Kela
ng
Cer
tific
ate
of M
alay
sian
Reg
istry
3376
28D
ate
of is
suan
ce:
19A
pril
2021
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Surv
eyor
G
ener
al o
f Sh
ips
Mal
aysi
a
Con
tinuo
us S
ynop
sis
Rec
ord
setti
ng
out,
amon
gst o
ther
s, th
e na
me
of th
esh
ip,
the
port
at w
hich
the
shi
p is
re
gist
ered
and
the
ship
’s id
entif
icat
ion
num
ber
PKG
210
0934
Dat
e of
issu
ance
:2
April
202
1
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
B -
79
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-8
0 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
Sea
Lion
C
onta
iner
Li
ne/
MTT
Se
mpo
rna
(Con
t’d)
Inte
rnat
iona
l En
ergy
Ef
ficie
ncy
Cer
tific
ate
6147
/202
1/00
10D
ate
of is
suan
ce:
23 F
ebru
ary
2021
Valid
ity p
erio
d:N
il
Nil
Com
plie
d
Doc
umen
t of
C
ompl
ianc
e of
th
e sa
fety
m
anag
emen
t sy
stem
im
plem
ente
d an
d m
aint
aine
d by
the
co
mpa
ny m
anag
ing
the
vess
el
011/
6062
-O
M/2
021
Dat
e of
issu
ance
:21
Apr
il 20
21
Valid
ity p
erio
d:21
Apr
il 20
21–
12 M
ay 2
026
Subj
ect
to
perio
dica
l ve
rific
atio
nC
ompl
ied
DN
V G
LC
lass
ifica
tion
Cer
tific
ate
3651
1D
ate
of is
suan
ce:
15 A
pril
2021
Valid
ity p
erio
d:15
Apr
il 20
21 –
31 M
arch
202
6
Subj
ect
to t
he c
ompl
ianc
e w
ith r
equi
rem
ents
for
the
re
tent
ion
of c
lass
in
the
rule
s of
D
NV
G
L,
and
unle
ss th
e cl
ass
has
been
su
spen
ded
or w
ithdr
awn.
Com
plie
d
Inte
rim C
argo
Shi
p Sa
fety
Equ
ipm
ent
Cer
tific
ate
n148
5484
-enh
Dat
e of
issu
ance
:31
Mar
ch 2
021
Valid
itype
riod:
31 M
arch
202
1 –
31 A
ugus
t 202
1
Subj
ect
to
annu
al
and
perio
dica
l su
rvey
s in
ac
cord
ance
w
ith
the
regu
latio
n un
der
the
Inte
rnat
iona
l C
onve
ntio
n fo
r th
e Sa
fety
of
Life
at
Sea,
197
4.
Com
plie
d
B -
80
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
ANN
EXU
RE
B: O
UR
MAJ
OR
LIC
ENC
ES, P
ERM
ITS
AND
APP
RO
VALS
(Con
t’d)
B - 8
1 C
ompa
ny/
Vess
el
Appr
ovin
g au
thor
ity/
Issu
er
Type
of A
ppro
vals
/ Lic
ence
s/
Perm
its
Lice
nce/
Pe
rmit/
R
efer
ence
no.
D
ate
of is
suan
ce/
Valid
ity p
erio
d M
ajor
con
ditio
ns
impo
sed
Stat
us o
f co
mpl
ianc
e
Sea
Lion
C
onta
iner
Li
ne/
MTT
Se
mpo
rna
(Con
t’d)
Inte
rim
Car
go
Ship
Sa
fety
R
adio
C
ertif
icat
e n1
4854
84-fy
e
Dat
e of
issu
ance
: 31
Mar
ch 2
021
Valid
ity p
erio
d:
31 M
arch
202
1 –
31 A
ugus
t 202
1
Subj
ect
to
perio
dica
l su
rvey
s in
acc
orda
nce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
In
terim
C
argo
Sh
ip
Safe
ty
Con
stru
ctio
n C
ertif
icat
e n1
4854
84-a
hc
Dat
e of
issu
ance
: 31
Mar
ch 2
021
Valid
ity p
erio
d:
31 M
arch
202
1 –
31 A
ugus
t 202
1
Subj
ect
to
annu
al
and
inte
rmed
iate
sur
veys
and
in
spec
tions
of
the
outs
ide
of
the
ship
’s
botto
m
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Safe
ty o
f Li
fe a
t Se
a, 1
974.
Com
plie
d
In
terim
In
tern
atio
nal
Oil
Pollu
tion
Prev
entio
n C
ertif
icat
e n1
4854
84-x
ui
Dat
e of
issu
ance
: 31
Mar
ch 2
021
Valid
ity p
erio
d:
31 M
arch
202
1 –
31 A
ugus
t 202
1
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
In
terim
In
tern
atio
nal
Load
Li
ne
Cer
tific
ate
n148
5484
-toz
Dat
e of
issu
ance
: 31
Mar
ch 2
021
Valid
ity p
erio
d:
31 M
arch
202
1 –
31 A
ugus
t 202
1
Subj
ect
to a
nnua
l sur
veys
in
ac
cord
ance
w
ith
the
artic
le
unde
r th
e In
tern
atio
nal
Con
vent
ion
on L
oad
Line
s, 1
966.
Com
plie
d
B - 8
1
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-8
2 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
Sea
Lion
C
onta
iner
Li
ne/
MTT
Se
mpo
rna
(Con
t’d)
Inte
rim
Inte
rnat
iona
l Se
wag
e Po
llutio
n Pr
even
tion
Cer
tific
ate
3651
1D
ate
of is
suan
ce:
31 M
arch
202
1
Valid
ity p
erio
d:31
Mar
ch 2
021
–31
Aug
ust 2
021
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3
Com
plie
d
Inte
rim
Inte
rnat
iona
l A
ir Po
llutio
n Pr
even
tion
Cer
tific
ate
n148
5484
-rak
Dat
e of
issu
ance
:31
Mar
ch 2
021
Valid
ity p
erio
d:31
Mar
ch 2
021
–31
Aug
ust 2
021
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Prev
entio
n of
Po
llutio
n fro
m S
hips
, 197
3.
Com
plie
d
Mar
pol
73/7
8 An
nex
V St
atem
ent
conc
erni
ng P
reve
ntio
n of
Pol
lutio
n by
G
arba
ge
3651
1D
ate
of is
suan
ce:
31 M
arch
2021
Valid
ity p
erio
d:31
Mar
ch20
21–
31 M
arch
202
6
Subj
ect t
o no
una
utho
rised
alte
ratio
n to
th
e lis
ted
equi
pmen
t occ
urs.
Com
plie
d
Inte
rim
Inte
rnat
iona
l A
nti-F
oulin
g S
yste
m C
ertif
icat
e36
511
Dat
e of
issu
ance
:31
Mar
ch20
21
Valid
ity p
erio
d:31
Mar
ch20
21–
31 A
ugus
t202
1
Nil
Com
plie
d
B -
82
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-8
3 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
ence
s/Pe
rmits
Lice
nce/
Perm
it/
Ref
eren
ceno
.D
ate
of is
suan
ce/
Valid
itype
riod
Maj
or c
ondi
tions
im
pose
dSt
atus
of
com
plia
nce
Sea
Lion
C
onta
iner
Li
ne/
MTT
Se
mpo
rna
(Con
t’d)
Inte
rnat
iona
l Ton
nage
Cer
tific
ate
3651
1D
ate
of is
suan
ce:
19 M
arch
202
1
Valid
ity p
erio
d:Va
lid u
ntil
othe
rwis
e w
ithdr
awn
Nil
Com
plie
d
Inte
rim D
ocum
ent o
f Com
plia
nce
for
the
Car
riage
of D
ange
rous
Goo
ds36
511
Dat
e of
issu
ance
:31
Mar
ch 2
021
Valid
ity p
erio
d:31
Mar
ch20
21–
31 A
ugus
t 202
1
Subj
ect
to t
he c
ompl
ianc
e of
th
e In
tern
atio
nal
Mar
itim
e D
ange
rous
G
oods
Cod
e fo
r in
divi
dual
su
bsta
nces
, m
ater
ials
or
ar
ticle
s.
Com
plie
d
Inte
rim
Inte
rnat
iona
l B
alla
st
Wat
er
Man
agem
ent C
ertif
icat
e36
511
Dat
e of
issu
ance
:31
Mar
ch 2
021
Valid
ity p
erio
d:31
Mar
ch 2
021
–31
Aug
ust 2
021
Subj
ect
to
surv
eys
in
acco
rdan
ce
with
th
e re
gula
tion
unde
r th
e In
tern
atio
nal
Con
vent
ion
for
the
Con
trol
and
Man
agem
ent
of
Ship
Ba
llast
W
ater
an
d Se
dim
ents
.
Com
plie
d
Inte
rim S
tate
men
t ofC
ompl
ianc
e on
In
vent
ory
of H
azar
dous
Mat
eria
ls36
511
Dat
e of
issu
ance
:31
Mar
ch 2
021
Valid
ity p
erio
d:31
Mar
ch 2
021
–31
Aug
ust 2
021
Nil
Com
plie
d
B -
83
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
B-8
4 C
ompa
ny/
Vess
el
App
rovi
ng
auth
ority
/ Is
suer
Type
of A
ppro
vals
/Lic
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2101
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plie
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B -
84
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
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o. 2
0190
1004
019
(131
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NEX
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Type
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ceno
.D
ate
of is
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:24
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to i
nspe
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cord
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w
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sta
ndar
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th
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ariti
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Labo
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and
val
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only
whe
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M
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ttach
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Com
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Reg
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onfir
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Effi
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anag
emen
t Pla
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I)
KLR
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:18
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:4
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1D
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Com
plie
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B -
85
Reg
istra
tion
No.
201
9010
0401
9 (1
3133
46-A
)R
egis
tratio
n N
o. 2
0190
1004
019
(131
3346
-A)
AN
NEX
UR
E B
:OU
R M
AJO
R L
ICEN
CES
, PER
MIT
S A
ND
APP
RO
VALS
(Con
t’d)
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ny/
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el
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rovi
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/ Is
suer
Type
of A
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rmits
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.D
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hest
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tific
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epub
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erio
d:1
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r 202
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Valid
for a
max
imum
of s
ix
mon
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bu
t th
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lidity
pe
riod
may
be
exte
nded
by
one
mon
th
if in
spec
tion
cann
ot b
e ca
rrie
d ou
t at t
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port
and
ther
e is
no
ev
iden
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of
infe
ctio
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ion.
Com
plie
d
Not
es:
(1)
It is
a c
ondi
tion
to th
e sh
ippi
ng a
gent
app
rova
l tha
t app
licat
ion
for
rene
wal
of t
he a
ppro
val s
hall
be s
ubm
itted
not
late
r th
an 1
4 da
ys b
efor
e th
e da
te o
f exp
iry o
f the
ex
istin
g ap
prov
al. M
TT S
hipp
ing
is c
omm
itted
to s
ubm
it th
e ap
plic
atio
n fo
r ren
ewal
in a
ccor
danc
e w
ith th
e co
nditi
on s
tipul
ated
ther
ein.
(2)
Add
ition
al s
tate
men
t of c
ompl
ianc
e re
quire
d pu
rsua
nt to
the
Mar
itim
e La
bour
Con
vent
ion
2006
, whi
ch c
ame
into
effe
ct in
201
3.
B -
86
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS
C - 1
1. MALAYSIA
Our business is regulated by, and in some instances required to be licensed under specific laws of Malaysia. The following is an overview of the material regulatory requirements governing our Group which are material to our business operation, and it does not purport to be an exhaustive description of all relevant laws and regulations which our business is subject to.
Customs Act 1967 (“Customs Act”)
A customs agent is referred to as any person approved under Section 90 of the Customs Act to undertake any customs transactions on behalf of another person. A customs agent may act on behalf of importers and exporters to carry out the business to relieve goods from customs control. A customs agent may be a shipping agent or forwarding agent or both.
Pursuant to the Customs Agent Guidelines issued by the Customs Department, any person that is solely registered as a shipping agent is not subject to any equity conditions pertaining to Bumiputera participation for shareholding, board of directors, management personnel and supporting staffs.
(Source: Panduan Ejen Kastam di bawah Seksyen 90 Akta Kastam 1967 (22 Februari 2021))
Income Tax Act 1967 (“ITA”)
Prior to YA 2012, 100% of the statutory income of a resident person derived from the business of transporting passengers or cargo by sea on a Malaysian ship or letting out on charter a Malaysian ship owned by him on a voyage or time charter basis shall be exempted from income tax. AMalaysian ship under the ITA means a sea-going ship registered under the Merchant Shipping Ordinance 1952, other than a ferry, barge, tug-boat, supply vessel, crew boat, lighter, dredger, fishing boat or other similar vessel. While the ITA was subsequently amended in 2012 to reduce thequantum of the said income tax exemption from 100% to 70% with effect from YA 2012, theimplementation of the 70% income tax exemption has been deferred to YA 2020 pursuant to three subsequent exemption orders passed.
The Ministry of Finance has subsequently in July 2020 informed the Ministry of Transport that the implementation of the 70% income tax exemption derived from shipping profits has been deferred to YA 2023, subject to certain conditions, among others, the Ministry of Transport imposing annual tonnage fee/tax to Malaysian shipowners by 1 January 2022.
In the event that both Malaysian ship and non-Malaysian ship are used in the business of a resident person, the statutory income tax exemption is restricted to the income derived from the Malaysian ship only.
(Source: Income Tax (Exemption) (No. 2) Order 2012 [P.U. (A) 167/2012], the Income Tax (Exemption) Order 2018 [P.U. (A) 38/2018 and the Income Tax (Exemption) (No. 2) 2018 [P.U. (A) 48/2018])
Merchant Shipping Ordinance 1952 (“MSO”)
The MSO is the principal legislation governing merchant shipping in Malaysia. The MSO provides for two types of ship registries, namely the domestic registry and the Malaysia International Ship Registry. In order to be registered as a Malaysian ship under the domestic registry, a ship needs to be wholly owned by either Malaysian citizens or a corporation incorporated in Malaysia in which the majority of directors and shareholders are Malaysians with principal office in Malaysia and management is carried out mainly in Malaysia. Prior to registration, the ship owner shall obtain a certificate specifying the ship’s tonnage and build and such other particulars descriptive of the identity of the ship. Upon being registered, the ship shall be issued with a certificate of registry. The registrar may issue in respect of any ship a provisional certificate of registry that shall be valid for a maximum period of one year before a permanent certificate of registry is issued.
C - 1
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS (Cont’d)
C - 2
If a ship is owned by a corporation which is incorporated in Malaysia and the office of suchcorporation is established in Malaysia, but the majority of the shareholding, including voting shares of such corporation are not held by Malaysians, the ship can still be registered as a Malaysian ship under the Malaysia International Ship Registry irrespective of where the ship was built. This is subject to the requirement that the ship is fitted with mechanical means of propulsion, is of not less than 1,600 gross tonnage and does not exceed the maximum age restrictions.
The Domestic Shipping Licensing Board is established pursuant to the MSO to regulate and control the licensing of ships engaged in domestic shipping which is prescribed under the MSO asthe use of ship to provide services, other than fishing, in Malaysian waters or the exclusiveeconomic zone, or for the shipment of goods or the carriage of passengers from or to any port or place in Malaysia or from any port or place in Malaysia to any place in the exclusive economic zone or vice versa. The MSO also provides that no ship, other than a Malaysian ship, may engage in domestic shipping and a ship must have a licence before it can engage in domestic shippingunless exempted under the MSO. A Malaysian ship of less than 15 net tonnage, among others, is exempted from having such domestic shipping licence.
The control of licensing of ships engaged in domestic shipping serves to implement the cabotage policy that was introduced in 1980. The cabotage policy aims to develop Malaysian ownership and local shipping by among others, minimising dependence on foreign vessels. Foreign vessels are not allowed to carry out domestic shipping activities in Malaysia, unless exempted. Notwithstanding the foregoing provisions, cabotage policy has gone through several partial liberalisations. Pursuant to the exemption orders issued by the Minister of Transport by virtue of the MSO, with effect from 1 June 2017, both Malaysian and non-Malaysian ships may provide transport of cargo services from any one port in Peninsular Malaysia to any one port in Sabah, Sarawak and Federal Territory of Labuan and vice versa, from any port in Sabah to another port in Sabah, and from any port in Sarawak to another port in Sarawak, without a domestic shipping licence.
(Source: Merchant Shipping Ordinance 1952 (Exemption Under Section 65U) [P.U. (B) 274/2017],Merchant Shipping Ordinance 1952 (Exemption Under Section 65U) [P.U. (B) 275/2017])
The MSO further prescribes that Malaysian ships registered under the MSO shall be issued with, among others, the following certificates:
(i) International Ship Security Certificate;
(ii) Safety Management Certificate;
(iii) Cargo Ships Safety Equipment Certificate;
(iv) Cargo Ships Safety Radio Certificate;
(v) Cargo Ship Safety Construction Certificate; and
(vi) Load Line Certificate.
Generally, these certificates shall remain in force for five years or such shorter period as may be specified therein. A Malaysian ship is prohibited from proceeding to sea without the relevant certificates prescribed under the MSO.
The MSO also provides that a seafarer who is engaged on board a ship shall hold a certificate that verifies his competency and qualification to work on a ship. The owner of every ship shall also enter into agreements with his seafarers in relation to, among others, the nature and duration of an intended voyage, capacity in which the seafarers are to serve and their wages.
C - 2
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS (Cont’d)
C - 3
International Conventions Adopted by Statues
International conventions relating to maritime law have been incorporated into Malaysian law in two ways, either by way of legislations embodying, in its own words, provisions having the effect of the convention or by legislations embodying the original text of the convention itself, usually in a schedule with separate changes to be made under Malaysian law for the satisfactory operation of the convention. Examples of some of these conventions are set out below:
(A) International Conventions Adopted by MSO
The following international conventions are the conventions which have been incorporated into Malaysian law by the MSO:
(i) International Convention for the Safety of Life at Sea 1974 (“SOLAS 1974”)
SOLAS 1974 specifies among others, minimum safety standards for the construction, equipment and operation of ships. The convention includes regulations concerning the survey of various types of ships and the issuing of documents signifying that the ships meet the requirements of the convention. SOLAS 1974 also stipulates requirements for stowage and securing of cargo or cargo units and structural requirements for bulk carriers. The International Ship and Port Facility Security Code (“ISPS Code”) came into force under Chapter XI-2/3 of SOLAS 1974.The ISPS Code constitutes the basis for a comprehensive mandatory security regime for international shipping. The ISPS Code outlines detailed maritime and port security related requirements which SOLAS 1974 contracting governments, port authorities and shipping companies must adhere to. The International Safety Management Code (“ISM Code”) came into force under Chapter IX of SOLAS 1974. The ISM Code provides an international standard for the safety management and operation of ships and for pollution prevention. It establishes safety management objectives and requires safety management systems to be established by persons who have assumed responsibilities for operating the ships. The procedures required by the ISM Code should be documented and compiled in a Safety Management Manual, a copy of which should be kept on board.
(Source: International Convention for the Safety of Life at Sea (SOLAS), 1974, the IMO)
(ii) International Regulations for Preventing Collisions at Sea 1972 (“COLREG 1972”)
COLREG 1972 has been adopted by Malaysia as a schedule to the Merchant Shipping (Collisions Regulations) Order 1984 issued pursuant to the MSO. COLREG 1972 sets out the rules for safe navigation and other requirements for safe conduct as well as the requirements for vessels operating in restricted visibility to prevent any collision involving a vessel. The regulations shall be complied with by all vessels upon the high seas and in all connected therewith and navigable by sea-going vessels.
(Source: Convention on the International Regulations for Preventing Collisions at Sea, 1972 (COLREGs), the IMO)
C - 3
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS (Cont’d)
C - 4
(iii) International Convention for the Prevention of Pollution from Ships 1973 (“MARPOL 1973”)
MARPOL 1973 the main international convention covering prevention of pollution of the marine environment by ships from operational or accidental causes. Among others, MARPOL 1973 renders it mandatory for new oil tankers to have double hulls. MARPOL 1973 also sets out certain requirements to control pollution of the sea by sewage, wherein discharge of sewage into the sea is prohibited unless the ship has in operation an approved sewage treatment plant. The convention also limits on sulphur oxide and nitrogen oxide emissions from ship exhausts and prohibits deliberate emissions of ozone depleting substances.
(Source: International Convention for the Prevention of Pollution from Ships (MARPOL), the IMO)
All vessels owned by our Group has obtained the following certificates issued pursuant to MARPOL 1973 for international shipping operations:
(i) International Oil Pollution Prevention Certificate;
(ii) International Air Pollution Prevention Certificate;
(iii) International Sewage Pollution Prevention Certificate; and
(iv) International Energy Efficiency Certificate.
The IMO regulates the emissions of sulphur oxides from ships first came into force in 2005 via Annex VI of MARPOL 1973. Since then, the limits on sulphur oxides have been progressively tightened. Since 1 January 2020, the limit for sulphur in fuel oil used on board ships operating outside designated emission control areas (i.e. the Baltic Sea area, the North Sea area, the North American area, (covering designated coastal areas off the United States and Canada) and the United States Caribbean Sea area (waters around Puerto Rico and the United States Virgin Islands) has beenreduced to 0.50% m/m (mass by mass) as opposed to the previous limit of 3.5%.
(Source: International Convention for the Prevention of Pollution from Ships (MARPOL), the IMO)
(iv) International Convention on Tonnage Measurement of Ships 1969 (“TONNAGE 1969”)
TONNAGE 1969 prescribes among others the standards wherein ships are to be surveyed and measured in relation to its gross and net tonnages.
(Source: International Convention on Tonnage Measurement of Ships, the IMO)
(v) International Convention on Load Lines 1966 (“ICLL 1966”)
ICLL 1966 prescribes the standards at which freeboards of ships are to be assigned and the load lines of ships are to be marked in accordance with the convention.
(Source: International Convention on Load Lines, the IMO)
C - 4
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS (Cont’d)
C - 5
(vi) Convention on Limitation of Liability for Maritime Claims 1976 (“LLMC 1976”)
LLMC 1976 prescribes that shipowners and salvors may limit their liability in respect of maritime claims in accordance with the rules of LLMC 1976.
The limit of liability for claims is calculated based on the tonnage of the ship. LLMC 1976 segregates the types of claims into two categories, (i) claims for loss of life orpersonal injury; and (ii) property claims (such as damage to other ships, property or harbour works). The limitation amount for claims for loss of life or personal injury istwice the limitation amount for property claims. However, shipowners and salvors are not entitled to limit their liability if it is proven that the loss resulted from theirpersonal act or omission, committed with the intent to cause such a loss or recklessly and with knowledge that such loss would probably result.
(vii) International Convention on Standards of Training, Certification and Watchkeeping for Seafarers 1978 (“STCW 1978”)
The STCW 1978 has been adopted by Malaysia pursuant to the Merchant Shipping (Training and Certification) Rules 1999 issued under the MSO. The STCW 1978prescribes minimum standards relating to training, certification and watchkeeping for seafarers which countries are obliged to meet.
(Source: International Convention on Standards of Training, Certification and Watchkeeping for Seafarers (STCW), the IMO)
(viii) International Convention on Oil Pollution Preparedness, Response and Co-operation (“OPRC 1990”)
Parties to the OPRC 1990 are required to establish measures for dealing with pollution incidents. Ships are required to carry a shipboard oil pollution emergency plan and are required to report incidents of oil pollution to coastal authorities.
(ix) Maritime Labour Convention 2006 (“MLC 2006”)
The MLC 2006 requires all ships of 500 gross tonnage or more plying internationally to hold a valid Maritime Labour Certificate. The MLC 2006 sets out the minimum requirements for working and living conditions for seafarers, including recruitment practices, conditions of employment, hours of work and rest, repatriation, annual leave, payment of wages, accommodation, health protection, occupational safety and health and medical care.
(x) Nairobi International Convention on the Removal of Wrecks 2007 (“WRC 2007”)
The WRC 2007 provides for the removal of wrecks which pose a hazard to the safety of navigation or to the marine and coastal environments. Wreck is defined as a sunken or stranded ship, any part of or an object on a sunken or stranded ship, any object that is lost at sea from a ship and is stranded, sunken or adrift or a ship that is reasonably expected to sink or to strand.
The WRC 2007 places the onus to remove the wreck on the shipowners and rendersshipowners financially liable for the costs of wreck removal. The shipowners are also required to maintain compulsory insurance or other financial security to cover liability under the WRC 2007.
C - 5
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS (Cont’d)
C - 6
(B) International Conventions Adopted by the Carriage of Goods by Sea Act 1950 (“CGSA”) and the Merchant Shipping Ordinance 1960 (Sabah) and the Merchant Shipping Ordinance 1960 (Sarawak) (collectively, the “MSO Sabah and Sarawak”)
The International Convention for the Unification of Certain Rules of Law relating to Bills of Lading, Brussels, 1924 (‘‘Hague Rules’’) have been adopted by Malaysia through the CGSA and the MSO Sabah and Sarawak. The provisions govern carriage of goods by sea in ships carrying goods from any port in Malaysia to any other port whether in or outside Malaysia. Every sea carriage document issued in Malaysia which contains or is evidence of any contract to which the Hague Rules apply shall contain an express statement that it is to have effect subject to the Hague Rules.
The provisions of CGSA and MSO Sabah and Sarawak also provide, among others, rules relating to bills of lading; and the rights, responsibilities and liabilities of a carrier and a shipper under a contract of carriage of goods by sea.
(C) International Conventions Adopted by the Merchant Shipping (Liability and Compensation for Oil and Bunker Oil Pollution) Act 1994 (“MSLCA")
The International Convention on Civil Liability for Bunker Oil Pollution Damage 2001 that has been adopted by the MSLCA. The MSLCA provides for the civil liability for oil and bunker oil pollution by merchant ships in Malaysian waters and for matters connected therewith. Under the MSLCA, the owner of a ship at the time of an incident, or where the incident consists of a series of occurrences having the same origin, at the time of the first occurrence, shall, except as otherwise provided for by the MSLCA, be liable for any pollution damage caused by the ship as a result of the incident in any area of Malaysia.
Competition Act 2010 (“CA”)
The CA prohibits anti-competitive agreements and the abuse of dominant position in the market.
A horizontal or vertical agreement between enterprises is prohibited insofar as the agreement has the object or effect of significantly preventing, restricting or distorting competition in any market for goods or services.
A horizontal agreement between enterprises which has the object to –
(i) fix, directly or indirectly, a purchase or selling price or any other trading conditions;
(ii) share market or sources of supply;
(iii) limit or control production, market outlets or market access, technical or technological development, or investment; or
(iv) perform an act of bid rigging,
is deemed to have the object of significantly preventing, restricting, or distorting competition in any market for goods or services. Any enterprise which is a party to an agreement which is prohibited under the foregoing provisions shall be liable for infringement of the prohibition.
In the event the Malaysian Competition Commission (“MyCC”) determines that there is an infringement of a prohibition under the CA, it –
(i) shall require that the infringement to be ceased immediately;
(ii) may specify steps which are required to be taken by the infringing enterprise, which appear to MyCC to be appropriate for bringing the infringement to an end;
C - 6
Registration No. 201901004019 (1313346-A)Registration No. 201901004019 (1313346-A)
ANNEXURE C: MATERIAL REGULATORY REQUIREMENTS (Cont’d)
C - 7
(iii) may impose a financial penalty; or
(iv) may give any other direction as it deems appropriate.
In 2012, ICSD and three other container depot operators (collectively, the “CDOs”) had respectively entered into an implementation, support and licence agreement (“ISLA”) with Containerchain (Malaysia) Sdn Bhd (“Containerchain”), a company providing information technology services to the shipping and logistics industry including container depot operators, whereby each of the CDOs agreed to use the Containerchain system for the management of empty containers at their respective depots for all container movements to and from their respective locations for a period of three years. The ISLA between Containerchain and ICSD was signed on 1 October 2012.
Pursuant to the ISLA, the CDOs were required to prepare a carrier access arrangement (“CAA”) for publication on Containerchain’s website. Each of these CAAs referred to the imposition of an increased depot gate charge (“DGC”) of RM25 and also contained a term providing for a common rebate to be offered by each of the CDOs of RM5 which would be refunded to the hauliers if the DGC payments were made within 14 days from the date of the invoice.
On 1 June 2016, the MyCC issued a decision containing a finding of infringements under the CA against Containerchain and the CDOs (“Decision”) which included the imposition of financial penalty and remedial actions to be complied by Containerchain and the CDOs within 30 days from the date of the Decision. ICSD had on 28 June 2016 paid the financial penalty of RM118,228.00 in full, and ceased and desisted from implementing the agreed rate for the DGC with effect from November 2014 (during the period when investigation was carried out by the MyCC). ICSD has also ceased from providing rebate to hauliers with effect from 1 July 2016.
The management of our Company and ICSD have taken the initiative to attend a briefing session in December 2019 pertaining to the legal requirements prescribed in the CA so as to create awareness and in turn, to ensure that the business conducts of our Group are and will be in compliance with the CA at all times.
ICSD has adopted among others the following measures to ensure the business conducts of ICSD are from time to time in compliance with the CA:
(i) Any future adjustments on the DGC shall be decided by the management of ICSD and approved by the board of directors of ICSD. Justifications to such adjustments must be properly recorded in writing and in the event of any adjustments of the DGC, ICSD shall notify its customers of the same in writing.
(ii) Any future adjustments on the DGC shall take place as and when the management of ICSD deems appropriate without any prior discussion with the other container depot operators.
Environmental Quality Act 1974 (“EQA”)
The EQA sets out provisions in respect of prevention, abatement, control of pollution and enhancement of the environment.
It is an offence under EQA for any person, unless licensed to do so, to among others –
(i) emit or discharge wastes into the atmosphere;
(ii) emit or cause or permit to be emitted any noise greater in volume, intensity or quality;
(iii) pollute or cause or permit to be polluted any soil or surface of any land; or
(iv) emit, discharge or deposit any wastes into any inland waters,
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in contravention of the acceptable conditions specified in EQA.
The EQA also empowers the Minister charged with the responsibility for environment protection to make regulations specifying acceptable conditions for the emission, discharge or deposit of environmentally hazardous wastes or the emission of noise into the environment. Among the regulations which have been issued includes the Environmental Quality (Scheduled Wastes) Regulations 2005 (“2005 Regulations”).
Pursuant to the 2005 Regulations, every scheduled waste generator shall notify the Director General of Environmental Quality of the new categories and quantities of scheduled wastes which are generated within 30 days of its generation.
Scheduled wastes shall only be disposed of at prescribed premises and be treated at prescribed premises or on-site treatment facilities. In addition, scheduled wastes shall be properly stored in containers which are clearly labelled and marked for identification and warning purposes, delivered to and received at prescribed premises for treatment and disposal.
Occupational Safety and Health Act 1994 (“OSHA”)
The OSHA sets out provisions for securing the safety, health and welfare of persons at work and for protecting others against risks to safety or health in connection with the activities of persons at work. Under OSHA, our Group, as the employer, has a duty to ensure, so far as is practicable, the safety, health and welfare at work of all its employees, and the matters to which such duty extends includes –
(i) the provision and maintenance of plants and systems of work that are, so far as is practicable, safe and without risks to health;
(ii) the provision of such information, instruction, training and supervision as is necessary to ensure, so far as is practicable, the safety and health at work of all its employees;
(iii) so far as is practicable, the maintenance of a place of work that is in a safe condition and without risks to health; and
(iv) the provision of adequate facilities with regards to the welfare of its employees at work.
Our Group also has a duty to formulate a general safety and health policy for its employees at work and to bring the policy and any revisions of such policy to the notice of all of its employees.Our Group is also under a duty to ensure, so far as is practicable, that it and other persons, not being its employees, who may be affected are not thereby exposed to risks to their safety or health from the conduct of their undertakings.
Foreign Exchange Control
The business of our Group is subject to the Malaysian foreign exchange policies, laws and regulations as we are receiving payments in foreign currency from non-residents such as our overseas customers and agents as well as in relation to our charter hire income. We are alsomaking payments in foreign currency to non-residents, among others, in respect of our purchases of vessels, containers, bunker fuel and spare parts of vessels, container leasing as well as payment of the salary of crew members and other vessels repair and dry docking expenses.
The foreign exchange policies in Malaysia support the monitoring of capital flows into and out of the country. The Financial Services Act 2013 (“FSA”) provides regulation and supervision of financial institutions, payment systems and other relevant entities and the oversight of the money market and foreign exchange market to promote financial stability.
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Pursuant to the Foreign Exchange Rules issued under the FSA by the Bank Negara Malaysia that sets out rules for payment in foreign currency between resident and non-resident, a resident is allowed to make or receive payment in foreign currency to or from a non-resident for any purpose, other than for –
(i) a foreign currency denominated derivative or Islamic derivative offered by a resident unless approved by Bank Negara Malaysia under Part B of Notice 5 or otherwise approved in writing by Bank Negara Malaysia;
(ii) a derivative or Islamic derivative which is referenced to ringgit unless approved by Bank Negara Malaysia under Part B of Notice 5 or otherwise approved in writing by Bank Negara Malaysia; or
(iii) an exchange rate derivative (being any derivatives which market price, value, delivery or payment obligation is derived from, referenced to or based on exchange rate) offered by a non-resident unless approved by Bank Negara Malaysia under Notice 1 or otherwise approved in writing by Bank Negara Malaysia
Our non-resident shareholders may receive and repatriate income earned in the form of dividends from Malaysia. The Foreign Exchange Rules allows non-residents to repatriate funds from Malaysia, including any income earned or proceeds from divestment of ringgit asset, provided that the repatriation is made in foreign currency and the conversion of ringgit into foreign currency is undertaken in accordance with Part B of Notice 1.
2. Hong Kong
Our business is also regulated by, and in some instances required to be licensed under specific laws of Hong Kong. The following is an overview of Hong Kong ordinances and subsidiary legislations that are relevant to our Group which are material to our business operation, and it does not purport to be an exhaustive description of all relevant laws and regulations which our business is subject to.
Merchant Shipping (Registration) Ordinance (Chapter 415 of the Laws of Hong Kong) (“MSRO”)
The MSRO provides for the registration of ships and mortgages of ships in Hong Kong. According to the MSRO, a ship subject to a demise charterparty may be registered in Hong Kong if the demise charterer or lessee of that ship is a “qualified person” as defined in the MSRO. There is no requirement that a ship operated by a qualified person must be registered in Hong Kong.
Qualified persons under the Merchant Shipping (Registration) Ordinance include:
(i) an individual who is a resident of Hong Kong and holds a valid Hong Kong identity card;
(ii) a company incorporated in Hong Kong; and
(iii) a company incorporated outside Hong Kong, but which has established a place of business in Hong Kong and has registered under the Companies Ordinance in Hong Kong as "an oversea company" with a place of business in Hong Kong.
Under the Merchant Shipping (Registration) Ordinance, there are subsidiary legislations which may be applicable to the Company which include, among others, Merchant Shipping (Registration) (Fees and Charges) Regulations (Chapter 415A of the Laws of Hong Kong), Merchant Shipping (Registration) (Ships' Names) Regulations (Chapter 415B of the Laws of Hong Kong) and the Merchant Shipping (Registration) (Tonnage) Regulations (Chapter 415C of the Laws of Hong Kong).
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Inland Revenue Ordinance (Chapter 112 of the Laws of Hong Kong) (“IRO”)
The IRO is an ordinance for the purposes of imposing taxes on property, earnings and profits in Hong Kong.
The IRO provides, among other things, that persons (which include corporations, partnerships, trustees and bodies of persons) carrying on any trade, profession or business in Hong Kong are chargeable to tax on all profits (excluding profits arising from the sale of capital assets) arising in or derived from Hong Kong from such trade, profession or business.
As at the LPD, the standard profits tax rate for corporations is at 16.5%. The IRO also contains provisions in relation to, among other things, permissible deductions for outgoings and expenses, set-offs for losses and allowances for depreciation.
Occupational Safety and Health Ordinance (Chapter 509 of the Laws of Hong Kong) (“OSHO”)
Employers must as far as reasonably practicable ensure the safety and health in their workplaces by:
(i) providing and maintaining plant and work systems that do not endanger safety or health;
(ii) (making arrangements for ensuring safety and health in connection with the use, handling, storage or transport of plant or substances;
(iii) providing all necessary information, instructions, training, and supervision for ensuring safety and health;
(iv) providing and maintaining safe access to and egress from the workplaces; and
(v) providing and maintaining a safe and healthy work environment.
Failure to comply with the above constitutes an offence of which the employer is liable on conviction to a fine of HKD200,000, and to imprisonment for 6 months in some cases. Failure to comply with notices against non-compliance issued by the relevant authorities also constitutes an offence that is punishable by a fine of up to HKD500,000 and imprisonment for up to 12 months.
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