TIDMRADG
RNS Number : 9667T
Radiant Growth Investments Ltd
20 December 2012
Radiant Growth Investments Ltd
("Radiant Growth", or "the Company")
Annual Results
Posting of Notice of AGM
Radiant Growth is please to announce its first Annual Report for
the period 6 July 2011 to 31 July 2012.
Highlights:
-- Admitted to trading on AIM on 20 September 2012;
-- GBP3.11 million spent on investing activities; and
-- Net cash position as at 31 July 2012 approximately GBP3.24 million
The Company's first Annual General Meeting ("AGM") will be held
at the offices of the Company at Level 18, Menara Park, 12 Jalan
Yap Kwan Seng, 50450 Kuala Lumpur, Malaysia at 12.00 p.m. Malaysian
time on 5 January 2013. The Notice of AGM and form of proxy have
been sent to shareholders along with the Annual Report and
Accounts, all of which are available to view on the Company's
website at www.radgltd.com.
For further information please contact:
Radiant Growth Investments Limited
www.radgltd.com
Dato Sri' Dr Alex Teh Chee Teong, Director
Tel: + 6016 2086 666
Daniel Stewart & Company plc
www.danielstewart.co.uk
Antony Legge/James Felix
Tel: + 44 (0) 20 7776 6550
CHAIRMAN'S STATEMENT
I am pleased to report that this is the Company's first Annual
Report for the period from 6 July 2011 to 31 July 2012. In
September 2011, Radiant Growth Investments Limited (RADG) was
admitted to trading on AIM, a market operated by the London Stock
Exchange. The Company raised GBP7.1 million at the time of its
initial public offering (IPO) onto AIM, with a view to seeking
investments in the natural resources sector.
The AIM IPO has provided the Company with significant benefits
since admission, and in particular, access to raise capital when
required, in order to pursue investments in accordance with the
Company's investing policy.
My previous Chairman's statement explained the Company's
specific projects, including the Company's investment in Rancang
Istimewa Sdn Bhd ("RISB") and the leasing of land in the State of
Kelantan through an agreement with Swissbay Holdings Sdn Bhd for
the purpose of iron ore mining. Since the Company's interim results
on 30 April 2012, I am pleased to report the following update in
relation to the Company's current investments:
A deposit of RM3.52 million (GBP0.71 million) has been paid for
the purchase of iron ore, in installments of RM1.00 million
(GBP0.21 million), RM1.92 million (GBP0.39 million) and RM0.60
million (GBP0.11 million) between 15 March 2012 to 15 May 2012.
Radiant Growth is acting as an agent on the sale of iron ore to a
company based in China. The contract will be settled once goods
have been supplied in accordance with the contract which is
expected to be by March 2013.
The Company has proposed to invest GBP0.10 million for the
acquisition of 15% of Rancang Istimewa Sdn Bhd (RISB), a Malaysian
company that had originally been established to manage a multi buoy
mooring system that will be constructed at the Trans Thailand
Malaysia gas separation plant at Songkhla in Thailand and will
deliver Natural Gas Liquids directly to ocean-going tankers ("the
Project"). The Company has agreed to invest up to a further GBP1.10
million conditional upon inter alia the agreements for the project
being signed with Petroliam Nasional Berhad (Petronas), in
convertible preference shares in RISB. The total cost of the
project is estimated at approximately GBP20 million, to be funded
by debt, and is expected to take up to two years to complete. Under
the terms of the convertible preference shares, the Company will be
entitled to 50% of the after tax profits of RISB. Due to political
circumstances affecting the awarding of government grants for
private sector projects in Malaysia, progress in relation to the
project above has been slower than originally anticipated. In the
meantime, RISB has been looking at alternative projects and
recently secured a Power Plant project in Vietnam. The investment
has not yet materialised as Petronas is yet finalise and award the
project. In October 2011 the company deposited RM2.4 million
(GBP0.50 million) to provide funding to lobby the Project and a
further RM3.6 million (GBP0.70 million) was placed with RISB for
the purposes of the project, to be held in trust until the
conditions in the investment agreement have been met.
Amounts of RM4.9 million (GBP1.00 million) were deposited to
RISB in July 2012 for works carried out on the Power Plant project
in Vietnam. No investment agreement has been signed for this
project at the time of approval of the financial statements and
deposits are repayable within 12 months in the event that an
agreement is not approved by the directors.
The Company has discovered a potential opportunity to invest in
an iron ore mining project situated in Malaysia and entered into a
preliminary agreement with Swissbay Holdings Sdn Bhd (Swissbay), a
company incorporated in Malaysia, which has obtained preliminary
approval from the State of Kelantan to lease a piece of land
located in Malaysia, for the purpose of iron ore mining. The
consideration for entry into the agreement was RM1 million (GBP0.20
million). The advance has been used to help secure the lease and
associated mineral rights following which, work will be undertaken
to further evaluate the project. Swissbay is currently waiting for
the letter of approval from the State Government to lease the
Designated Land to be used for an iron ore mine. Once the
conditions of the agreement have been met the company has the right
to subscribe for 46% of the ordinary share capital of Swissbay
Holdings Sdn Bhd (Swissbay), a related party (see note 13 to the
financial statements).
I am encouraged by the multitude of viable investment
opportunities in the region in which the Company operates. In South
East Asia and China, the Board is currently evaluating a number of
projects which it considers have potential for significant growth
and shareholder return, in accordance with the Company's investing
policy.
The process of any extensive evaluation of the type of on-going
and potential projects where the Board believes is a strong growth
opportunity, can be a lengthy one. I am mindful of the trust that
the Company's shareholders have placed in our ability to source
attractive investment opportunities and it is the Board's intention
to proceed with any investment or commitment made, or intended to
make, with shareholders' funds with the utmost caution relying on
those individuals and companies with a proven track record of
advice.
Following admission, the Company had funds of approximately
GBP6.89 million. As described in further detail above, the Company
has used approximately GBP3.11 million for investing activities and
a further GBP0.54 million in the ordinary course of business. The
Company's net cash position as at 31 July 2012 had a cash surplus
of approximately GBP3.24 million. This cash will be used to finance
existing and future projects and our operating requirements.
Finally, I wish to thank my fellow Board members for their wise
counsel, insights and active participation in all Board
deliberations and policy decisions.
Dato' Sri Dr. Alex Teh Chee Teong
Chairman
Malaysia
19 December 2012
INVESTMENT POLICY
The Company's Investment Policy is to invest in or acquire one
or more companies, partnerships, joint ventures, or businesses in
the Asia Pacific region in the mining, oil and gas, energy and
utility and palm oil and other natural oil sectors. The investments
or acquisitions may be funded wholly by cash, the issue of new
shares or debt, or a mix thereof, as the Directors deem
appropriate. The Company's equity interest in a proposed investment
may range from a minority position to 100 per cent ownership; the
proposed investments may be either quoted or unquoted, although
will likely to be unquoted in the majority of cases.
The Company will specifically make investments which the
Directors believe offer high growth opportunities, utilising the
Company's access to capital markets to help fund the requirements
of the investment target. It is anticipated that the investments
will be held for the long term but the Directors will place no
minimum or maximum limit on the length of time that any investment
may be held, so that short term disposal of investments cannot be
ruled out in exceptional circumstances. The Company intends to
deliver Shareholder returns through capital growth. As such, the
Board do not envisage the distribution of dividends in the short to
medium term.
The Company intends to be an involved and active investor.
Accordingly, where necessary, the Company may seek participation in
the day to day management through board representatives in an
entity in which the Company invests with a view to seeking to
improve the performance and use of its assets in order to grow the
business. The Board may appoint consultants or independent industry
experts or other representatives to represent the Company in
managing the investments it makes and/or their business
operations.
The Directors are confident that the Investing Policy of the
Company can substantially be implemented within eighteen months of
Admission. If this is not the case, the Directors will seek the
consent of the Shareholders for its Investing Policy at the
Company's annual general meeting immediately following and on an
annual basis thereafter until such time that its Investing Policy
has substantially been implemented. If it appears unlikely that the
Investing Policy can be implemented at any time, the Directors may
consider returning any remaining funds to the Shareholders.
The Directors consider that as investments are made, and new
opportunities arise, further funding of the Company will be
required.
Statement of Comprehensive Income
for the period ended 31 July 2012
2012
Notes GBP'000
Revenue -
Administrative expenses (850)
Operating loss (850)
Finance income 22
Loss before tax 3 (828)
Income tax expense 6 -
Loss attributable to equity shareholders (828)
Other comprehensive income for the period -
Total comprehensive loss for the period attributable
to equity holders (828)
Loss per share
- Basic and diluted (pence per share) 7 (0.96)
The above items relate entirely to continuing operations.
Statement of Financial Position
at 31 July 2012
2012
Notes GBP'000
Assets
Current assets
Other receivables and deposits 8 3,110
Cash and cash equivalents 9 3,242
6,352
Total assets 6,352
Liabilities
Current liabilities
Trade and other payables 10 108
Total liabilities 108
Net assets 6,244
Equity and reserves
Share capital 11 6,899
Share based payment reserve 61
Retained losses (716)
Total equity 6,244
Statement of Changes in Equity
for the period ended 31 July 2012
Share based
Share payment Retained Total
Note capital reserved losses equity
GBP'000 GBP'000 GBP'000 GBP'000
At 6 July 2011 (date of incorporation) - - - -
Total comprehensive loss
for the period - - (828) (828)
Transactions with owners:
Shares issued 11 7,103 - - 7,103
Share issue costs 11 (204) - - (204)
Share based payment charge - 173 - 173
Transfer of share based payment
charge on
exercise of warrants - (112) 112 -
6,899 61 112 7,072
At 31 July 2012 6,899 61 (716) 6,244
Statement of Cash flows
for the period ended 31 July 2012
2012
Notes GBP'000
Cash flows from operating activities
Operating loss (828)
Adjustments for changes in working capital:
Increase in other receivables (1)
Increase in payables 108
Add: share based payment charge 173
Net cash used in operating activities (548)
Cash flows from investing activities
Loans made to third parties (3,109)
Net cash used in investing activities (3,109)
Cash flows from financing activities
Proceeds from issue of shares (net of issue costs) 11 6,899
Net cash generated from financing activities 6,899
Net increase in cash and cash equivalents 3,242
Opening cash and cash equivalents -
Cash and cash equivalents at end of period 9 3,242
Notes to the Financial Statements
for the period ended 31 July 2012
1 General information
Radiant Growth Investments Limited (the "Company") is a company
incorporated in Jersey under the Companies (Jersey) Law 1991 on 6
July 2011. The Company is governed by its articles of association
and the principal statute governing the Company is Jersey law. The
Company is domiciled and has its registered office in Jersey and
the Company's registration number is 108544.
The Company's place of business is Malaysia.
These financial statements are presented in Pounds Sterling
("GBP"), this being the Company's functional and presentational
currency, and rounded to the nearest thousand ("000"). The
functional currency of the entities in the Company is the Pound
Sterling ("GBP") because that is the currency of the primary
economic environment in which the Company operates and raises
funds.
Financial statements of the Company are prepared by and approved
by the Directors in accordance with International Financial
Reporting Standards, International Accounting Standards and their
interpretations issued or adopted by the International Accounting
Standards Board, as adopted by the European Union ("IFRSs"). The
Company's accounting reference date is 31 July.
These financial statements have been approved for issue by the
Board of Directors on 19 December 2012.
2 Summary of significant accounting policies
2.1 Basis of preparation
The principal accounting policies applied by the Company in the
preparation of these financial statements are set out below and
have been applied consistently.
The financial statements have been prepared on a going concern
basis and in accordance with IFRS.
2.2 Going concern
The financial statements of the Company are prepared on a going
concern basis. In common with many similar companies, the Company
raises finance for their investment activities mainly based in Asia
Pacific region.
The Company entered into a Standby Equity Distribution Agreement
(SEDA) in March 2012 with YA Global Master SPV, Ltd in which YA
Global Master has agreed to invest up to GBP5 million in share
capital of the Company. In April 2012 an initial GBP0.25 million
was received by the Company under the SEDA.
The Directors are of the opinion that the Company will have
sufficient cash to fund its activities based on forecast cash flow
information for a period in excess of twelve months from the date
of these financial statements' approval. Management continues to
monitor all working capital commitments and balances on a weekly
basis and believe that they have access to appropriate levels of
financing for the Company to continue to meet their liabilities as
they fall due at least the next twelve months and is trading as a
going concern.
2.3 Segmental reporting
For the purposes of IFRS 8 'Operating Segments' the Company
currently has one segment, being investing in the Natural Resources
sector in the Asia Pacific region. No further operating segment
financial information is therefore disclosed.
2.4 Foreign currency translation
(a) Functional and presentational currency
Items included in the financial statements of the entity are
presented in the currency of the primary economic environment in
which the entity operates (the "functional currency"). The
functional currency of the entity is Pounds Sterling ("GBP").
(b) Transactions and balances
Foreign currency transactions are translated into the functional
currency using the exchange rates prevailing at the dates of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at period
end exchange rates of the monetary assets and liabilities
denominated in foreign currencies are recognised in the Statement
of Comprehensive Income.
2.5 Cash and cash equivalents
Cash and cash equivalents (readily convertible into a known
amount of cash) include cash in hand and deposits held at call with
banks with an original maturity of three months or less. For the
purpose of the cash flow statement, cash and cash equivalents are
as defined above, net of outstanding bank overdrafts. Fixed
deposits secured against bank loans are shown separately on the
statement of financial position as they do not meet the definition
of cash and cash equivalents.
2.6 Loans and other receivables
Trade and other receivables are initially recognised at fair
value, which is usually the original invoiced amount plus
transaction costs, and subsequently carried at amortised cost using
the effective interest method less provisions made for impairment
of receivables.
2.7 Trade and other payables
Trade and other payables are initially recognised at fair value,
which is usually the original invoiced amount, and subsequently
carried at amortised cost using the effective interest method.
2.8 Taxation
Deferred tax is provided in full using the liability method, on
temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements.
Deferred tax is not accounted for if it arises from initial
recognition of an asset or liability in a transaction other than a
business combination that, at the time of the transaction, affects
either accounting nor taxable profit or loss. Deferred tax is
determined using tax rates that are expected to apply when the
related deferred tax asset is realised or when the deferred tax
liability is settled. Deferred tax assets are recognised to the
extent that it is probable that future taxable profits will be
available against which the temporary differences can be
utilised.
2.9 Equity instruments
Ordinary shares are classified as equity. Costs directly
attributable to the issue of new shares are shown in equity as a
deduction from the proceeds.
2.10 Share-based payments
The fair value of options and warrants granted is recognized as
an expense, with a corresponding increase in equity, over the
period that the holders become unconditionally entitled to the
options and warrants. The amount recognized as an expense is
adjusted to reflect the actual number of share options and warrants
that vest.
For equity settled share-based payment transactions other than
transactions with employees the Company measures the goods or
services received at their fair value, unless that fair value
cannot be estimated reliably. If this is the case the Company
measures their fair values and the corresponding increase in
equity, indirectly, by reference to the fair value of equity
instruments granted. Fair value is measured by use of an
appropriate model. In valuing equity-settled transactions, no
account is taken of any vesting conditions, other than conditions
linked to the price of the shares of Radiant Growth Investments
Limited. The charge is adjusted at each balance sheet date to
reflect the actual number of forfeitures and cancellations during
the period. The movement in cumulative charges since the previous
balance sheet is recognized in the statement of comprehensive
income, with a corresponding entry in equity.
2.11 Standards and Interpretations in issue not yet adopted
Certain changes to IFRS will be applicable for the Company's
accounts in future periods. To the extent that the Company has not
adopted these early in the current financial statements, they will
not affect the Company's reported profit or equity but they may
affect disclosures.
As at the date of approval of these financial statements, the
following standards and interpretations were in issue but not yet
effective:
IFRS 1- Amendments sever hyperinflation and removal of fixed
dates for first time adoption.
IFRS 9- Financial instruments
IFRS 10- Consolidated Financial Statements
IFRS 11- Joint Arrangements
IFRS 12- Disclosure of Interests in other entities
IFRS 13- Fair value measurement
IAS 1- (amended) - Presentation of items of other comprehensive
income
IAS 12- (amended) - Deferred tax: Recovery of underlying
Assets
IAS 19- (amended) - Employee Benefits
IAS 27- Separate Financial Statements
IAS 28- Investments in Associates and Joint Ventures
IFRS 7 (amended) - Financial instruments disclosures
Numerous other minor amendments to standards have been made as a
result of the IASB's annual improvement project.
The Directors do not anticipate that the adoption of these
standards in future periods will have a material impact on the
financial statements in the period of adoption and have decided not
to adopt them early.
2.12 Critical accounting judgments and key sources of estimation uncertainty
Estimates and judgements need to be regularly evaluated and are
based on historical experience and other factors, including
expectations of future events that are believed to be reasonable
under the circumstances. The Company makes estimates and
assumptions concerning the future. The resulting accounting
estimates will, by definition, rarely equal the related actual
results.
The estimates and underlying assumptions are reviewed on an
on-going basis. Revisions to accounting estimates are recognised in
the period in which the estimate is revised if the revision affects
only that period or in the period of the revision and future
periods if the revision affects both current and future
periods.
The estimates significant to the financial statements during the
period and at the period end are the consideration of impairment of
financial assets and share based payment calculation, as set out in
the relevant accounting policy.
3 Expenses by nature
2012
GBP'000
Included within administrative expenses are:
Staff expenses (note 4) 93
Foreign exchange losses 210
Listing fees expensed 204
Share-based payment expense (note 11) 173
Auditors' Remuneration
* Fees payable to the Company's auditor 10
4 Staff expenses
2012
GBP'000
Staff expenses 3
Directors' fees 90
93
The average number of employees (including executive directors)
employed by the Company during the period is 4.
5 Directors' Remuneration
Details of Directors' remuneration (who are considered to be the
key management personnel of the Company) are as follows:
Short term Bonus Others Total
Period to 31 July 2012: employment GBP'000 GBP'000 GBP'000
benefits
GBP'000
Dato' Sri Dr. Alex Teh
Chee Teong 70 - - 70
Geoffrey Baillie Fielding 10 - - 10
Mohd Anuar Bin Mohd Hanadzlah 10 - - 10
Aggregate remunerations 90 - - 90
6 Income tax expense
2012
GBP'000
Current tax charge -
Deferred tax -
-
The Company is incorporated in Jersey. No tax reconciliation
note has been presented as the income tax rate for Jersey companies
is 0%.
7 Loss per share
Basic
Basic loss per share is calculated by dividing the loss
attributable to equity holders of the Company by the weighted
average number of ordinary shares in issue during the period.
2012
Loss attributable to equity holders of the Company GBP828k
Weighted average number of ordinary shares in issue 86,257,501
Basic loss per share in pence (0.96)
Diluted
Potential ordinary shares of 730,555 have been excluded from the
computation of diluted EPS as the shares are anti-dilutive.
8 Other Receivables and Deposits
2012
GBP'000
Current
Deposits 3,109
Prepayments 1
3,110
A deposit of RM3.52 million (GBP0.71 million) has been paid for
the purchase of iron ore, in installments of RM1.00 million
(GBP0.21 million), RM1.92 million (GBP0.39 million) and RM0.60
million (GBP0.11 million) between 15 March 2012 to 15 May 2012.
Radiant Growth is acting as an agent on the sale of iron ore to a
company based in China. The contract will be settled once goods
have been supplied in accordance with the contract which is
expected to be by March 2013.
The Company has proposed to invest GBP0.10 million for the
acquisition of 15% of Rancang Istimewa Sdn Bhd (RISB), a Malaysian
company that had originally been established to manage a multi buoy
mooring system that will be constructed at the Trans Thailand
Malaysia gas separation plant at Songkhla in Thailand and will
deliver Natural Gas Liquids directly to ocean-going tankers ("the
Project"). The Company has agreed to invest up to a further GBP1.10
million conditional upon inter alia the agreements for the project
being signed with Petroliam Nasional Berhad (Petronas), in
convertible preference shares in RISB. The total cost of the
project is estimated at approximately GBP20 million, to be funded
by debt, and is expected to take up to two years to complete. Under
the terms of the convertible preference shares, the Company will be
entitled to 50% of the after tax profits of RISB. Due to political
circumstances affecting the awarding of government grants for
private sector projects in Malaysia, progress in relation to the
project above has been slower than originally anticipated. In the
meantime, RISB has been looking at alternative projects and
recently secured a Power Plant project in Vietnam. The investment
has not yet materialised as Petronas is yet finalise and award the
project. In October 2011 the company deposited RM2.4 million
(GBP0.50 million) to provide funding to lobby the Project and a
further RM3.6 million (GBP0.70 million) was placed with RISB for
the purposes of the project, to be held in trust until the
conditions in the investment agreement have been met.
Amounts of RM4.9 million (GBP1.00 million) were deposited to
RISB in July 2012 for works carried out on the Power Plant project
in Vietnam. No investment agreement has been signed for this
project at the time of approval of the financial statements and
deposits are repayable within 12 months in the event that an
agreement is not approved by the directors.
The Company has discovered a potential opportunity to invest in
an iron ore mining project situated in Malaysia and entered into a
preliminary agreement with Swissbay Holdings Sdn Bhd (Swissbay), a
company incorporated in Malaysia, which has obtained preliminary
approval from the State of Kelantan to lease a piece of land
located in Malaysia, for the purpose of iron ore mining. The
consideration for entry into the agreement was RM1 million (GBP0.20
million). The advance has been used to help secure the lease and
associated mineral rights following which, work will be undertaken
to further evaluate the project. Swissbay is currently waiting for
the letter of approval from the State Government to lease the
Designated Land to be used for an iron ore mine. Once the
conditions of the agreement have been met the company has the right
to subscribe for 46% of the ordinary share capital of Swissbay
Holdings Sdn Bhd (Swissbay), a related party (see note 13 to the
financial statements).
9 Cash and cash equivalents
2012
GBP'000
Cash at bank and in hand 1,742
Short-term deposits 1,500
3,242
Short-term deposits are monies held on money market accounts
with recognised bank.
10 Trade and other payables
2012
GBP'000
Non-trade
Other payables 21
Accruals 87
108
The carrying amounts of other payables and accruals equate to
their fair value and are repayable within 12 months of the period
end.
11 Share capital and share warrants
Number Nominal Total authorised
of shares value GBP capital
GBP
Authorised
At date of incorporation Unlimited No par Unlimited
value
Number
Issued and fully paid of shares GBP'000
At date of incorporation 2 -
Issue of shares
- 17 August 2011 (a) 39,999,998 400
- 30 September 2011 (b) 63,200,000 6,320
- 6 October 2011 (c) 750,000 75
- 4 November 2011 (d) 358,225 36
- 23 November 2011 (e) 225,000 22
- 25 April 2012 (f) 968,992 250
Issued share capital at 31 July
2012 105,502,217 7,103
Share issue costs deducted from
share capital (204)
6,899
All issued shares are fully paid. The Company has one class of
ordinary share that carries no right to fixed income and each share
carries the right to one vote at general meetings of the
Company.
(a) These shares were issued to form the initial founder share
capital of the Company at 1p, raising GBP400,000.
(b) Initial AIM admission which raised GBP6,320,000.
(c) Issued to Daniel Stewart Securities PLC at issue price of
10p. GBP75,000 was raised.
(d) Issued to Daniel Stewart Securities PLC at issue price of
10p. GBP35,823 was raised.
(e) Issued to Daniel Stewart Securities PLC at issue price of
10p. GBP22,500 was raised.
(f) Issued to YA Global Master SPV Ltd at issue price of 25.8p.
GBP250,000 was raised.
On 9 September 2011 the company entered into a deed of warrant
with Daniel Stewart, conditional upon Admission, to subscribe for
2% (2,064,000 shares) the aggregate value of the shares of the
company on Admission. The shares are exercisable at any time up to
five years from the date of Admission at the Placing price of
GBP0.10. These shares were granted for services rendered relating
to the AIM Admission.
During the period 1,333,225 share warrants were exercised at 10p
each, raising GBP0.133 million. Share warrants outstanding at 31
July 2012 were as follows:
Date of grant Number granted Exercise price Expiry date
20 September 2011 730,775 10p 20 September 2016
Using the Black Scholes method, the fair value of these warrants
was calculated to be GBP0.173 million and the charge was shown as
an expense in the income statement.
Share price at grant date GBP0.10
Exercise price GBP0.10
Expected volatility, per cent 122%
Warrant life, years 5
Expected dividends, per cent 0
Risk free interest rate, per cent 3%
Expected volatility is estimated by considering the Company's
share price since admission to AIM.
The weighted average share price at the date of exercise was
GBP0.34.
12 Contingencies
There were no contingent liabilities at 31 July 2012.
13 Related party transactions
During the period, the Company paid RM1 million (GBP0.20
million) to Swissbay Holding Sdn Bhd (Swissbay) a company
incorporated in Malaysia for the purpose of entering into an iron
ore mining agreement in which Dato' Sri Alex Teh, a director of the
Company is also a director of Swissbay (see also note 8 above).
The directors are of the opinion that the related party
transaction was entered into in the normal course of business and
was based on negotiated and mutually agreed terms.
14 Capital commitments
The Company had no contracted capital commitments at 31 July
2012.
15 Financial risk management
The Company's activities expose it to credit risk, liquidity
risk and market risk (including interest rate risk, currency risk
and commodity price risk). The Company's overall risk management
strategy seeks to minimise adverse effects from the volatility of
financial markets on the Company's financial performance.
The Board of Directors is responsible for setting the objectives
and underlying principles of financial risk management for the
Company. The Company management then establishes the detailed
policies such as risk identification and measurement, exposure
limits and hedging strategies, in accordance with the objectives
and underlying principles approved by the Board of Directors.
There has been no change to the Company's exposure to these
financial risks or the manner in which it manages and measures the
risk. Market risk exposures are measured using sensitivity analysis
indicated below.
Credit risk
Credit risk refers to the risk that counterparty will default on
its contractual obligations resulting in a loss to the Company. The
Company has adopted a policy of only dealing with creditworthy
counterparties and obtaining sufficient collateral where
appropriate, as a means of mitigating the risk of financial loss
from defaults. The Company performs on going credit evaluation of
its counterparties' financial condition. The Company does not hold
any collateral as security over its customers. The Company's major
classes of financial assets are loans made to third parties and
cash and cash equivalents.
As at the end of the financial period, the Company's maximum
exposure to credit risk is represented by the carrying amount of
each class of financial assets recognised in the statements of
financial position.
As at 31 July 2012, substantially all the cash and bank balances
as detailed in Notes 9to the financial statements, are held in
major financial institutions which are regulated and located in
Hong Kong, which management believes are of high credit quality.
The management does not expect any losses arising from
non-performance by these counterparties.
The carrying amount of financial assets represents the maximum
credit exposure. The maximum exposure to credit risk at the
reporting date of the Company is as follows:
2012
GBP'000
Other receivables and deposits 3,110
Cash and cash equivalents 3,242
6,352
Currency risk
Currency risk arises from a change in foreign currency exchange
rate, which is expected to have adverse effect on the Company in
the current reporting period and in future years.
The Company maintains its books and accounts in its functional
currency. As a result, the Company is subject to transaction and
translation exposures resulting from currency exchange rate
fluctuations. However, to minimise such foreign currency exposures,
the Company uses natural hedges between sales receipts and
purchases, and operating expenses disbursement. It is, and has been
throughout the current financial period the Company's policy that
no derivatives shall be undertaken except for the use as hedging
instruments where appropriate and cost-efficient. The Company does
not apply hedge accounting.
The Company incurs foreign currency risk on sales, purchases and
operating expenses that are denominated in currencies other than
the functional currency.
The Company's currency exposure is as follows:
2012
GBP'000
Financial assets
Deposits to third parties denominated in Malaysia
Ringgits (RM) 3,109
Bank balances denominated in Hong Kong Dollars (HK$) 507
Bank balances denominated in US Dollars (USD) 10
--------
Net currency exposure 3,626
------------------------------------------------------ --------
Sensitivity analysis
If the RM vary against the GBP by 10% with all other variables
including tax rate being held constant, the effect on the net
profit will be as follows:
2012
GBP'000
GBP against RM
- strengthen/weaken +/- 310
GBP against HKD
- strengthen/weaken +/- 56
GBP against USD
- strengthen/weaken +/- -
Interest rate risk
The Company monitors the interest rates on its interest bearing
assets closely to ensure favourable rates are secured.
As at the period ended, the Company's only interest-bearing
assets relate to bank balances held. A change in interest rates at
the reporting date would not materially affect profit or loss and
as such sensitivity analysis have not been disclosed.
Liquidity risk
Liquidity risk is the risk that the Company will encounter
difficulty in meeting financial obligations due to shortage of
funds. The Company's exposure to liquidity risk arises primarily
from mismatches of the maturities of financial assets and
liabilities. The Company's objective is to maintain a balance
between continuity of funding and flexibility through financial
support of shareholders and secures committed funding facilities
from financial institution.
The table below summarises the maturity profile of the Company's
financial liabilities at the reporting date based on contractual
undiscounted payments:
Less than Later than
one year one year Total
GBP'000 GBP'000 GBP'000
Other payables and accruals 108 - 108
108 - 108
------------- ----------- --------
Capital risk management
The Company's objectives when managing capital (defined as share
capital and reserves) are to safeguard the Company's ability to
continue as a going concern in order to provide returns for
shareholders and benefits for other stakeholders and to maintain an
optimal capital structure to reduce the cost of capital.
The Company has no borrowing and cash and cash equivalents
consist of the Company own cash at bank only.
16 Control
The Company is not controlled by any one party. Details of
significant shareholders are shown in the Directors' Report.
17 Subsequent events
There were no other material events subsequent to the end of the
period under review.
This information is provided by RNS
The company news service from the London Stock Exchange
END
FR TLBRTMBMBBLT
Radiant Gwth (LSE:RADG)
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Radiant Gwth (LSE:RADG)
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