JOE HOLDING BERHAD

ANNUAL REPORT 2023

ANNUAL REPORT 2023

JOE HOLDING BERHAD

REGISTRATION NO. 199901018997 (493897-V)

LOT 5031 & 5032, JALAN TERATA, OFF JALAN MERU T : (03) 3392 7180 (8 LINES)/3392 9423/3392 9508
41050 KLANG, SELANGOR DARUL EHSAN, MALAYSIA F : (03) 3392 7237
E : [email protected]

www.joeholding.com.my

JOE_AR(23)Cov_FINAL.indd 1 25/07/2023 11:02 AM

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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

Table of
Contents

Corporate Information .......... 2 Statement on

Risk Management and
Group Financia Highlights ..... 3 Internal Control .................... 35-38
Corporate Structure .............. 4 Directors’
Responsibility Statement ...... 39
Board of Directors ................ 5-6
Financial Statements ............ 40
Management
Discussion and Analysis ....... 7-10 List of Properties .................. 123
Sustainability Statement ....... 11-19 Analysis of Shareholdings ..... 124-125
Corporate Governance Analysis of Warrant A ............ 126-127
Overview Statement ............. 20-29
Analysis of Warrant B ............ 128-129
Additional Compliance
Information Disclosures ........ 30-31 Notice of
Annual General Meeting ........ 130-133
Audit and Risk Management
Committee Report ................ 32-34 Proxy Form
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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

CORPORATE
INFORMATION

BOARD OF
DIRECTORS
Koo Kien Yoon Yee Yit Yang
Executive Director Independent Non-Executive Director

Tang Boon Koon Datuk Salmah Hayati Binti Ghazali

Senior Independent Independent Non-Executive Director
Non-Executive Director

AUDIT AND RISK MANAGEMENT COMPANY SECRETARY SHARE REGISTRAR

COMMITTEE
Tan Kok Siong Workshire
Datuk Salmah Hayati Binti Ghazali, (SSM PC No.202008001592 & Share Registration Sdn Bhd
Chairman LS0009932) A3-3-8, Solaris Dutamas
Tang Boon Koon, Member Wong Yuet Chyn No. 1, Jalan Dutamas 1
(SSM PC No.202008002451 & 50480 Kuala Lumpur
Yee Yit Yang, Member
MAICSA 7047163) W.P. Kuala Lumpur
Tel : +603 6413 3271
NOMINATION COMMITTEE Fax : +603 6413 3270
REGISTERED OFFICE
Tang Boon Koon, Chairman
A3-3-8, Solaris Dutamas PRINCIPAL BANKERS
Datuk Salmah Hayati Binti Ghazali,
No. 1, Jalan Dutamas 1
Member
50480 Kuala Lumpur United Overseas Bank
Yee Yit Yang, Member W.P. Kuala Lumpur (Malaysia) Berhad
Tel : +603 6413 3271
AmBank (Malaysia) Berhad
Fax : +603 6413 3270
REMUNERATION COMMITTEE

Tang Boon Koon, Chairman STOCK EXCHANGE LISTING

PRINCIPAL PLACE OF BUSINESS
Datuk Salmah Hayati Binti Ghazali,
Member Main Market of Bursa Malaysia
Lot 5031 – 5032, Jalan Teratai
Securities Berhad
Yee Yit Yang, Member Off Jalan Meru
Stock Name : JOE
41050 Klang, Selangor Darul Ehsan
Stock Code : 7096
Tel : +603 3392 9688 Sector : Industrial Products &
EMPLOYEES’ SHARE OPTION Website : www.joeholding.com.my Services
SCHEME COMMITTEE

Koo Kien Yoon, Chairman EXTERNAL AUDITORS

Tang Boon Koon, Member
Lee Chin Wee, Member UHY (AF 1411)
Suite 11.05, Level 11
The Gardens South Tower
Mid Valley City, Lingkaran Syed Putra
59200 Kuala Lumpur
W.P. Kuala Lumpur
Tel : +603 2279 3088
Fax : +603 2279 3099
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

GROUP FINANCIAL
HIGHLIGHTS
FOR THE PAST FIVE FINANCIAL YEARS ENDED 31ST MARCH 2023

2019 2020 2021 2022 2023

RM’000 RM’000 RM’000 RM’000 RM’000

Revenue 42,895 29,205 25,232 18,788 21,069

Profit / (Loss) before tax 3 (647) (982) (32,599) (38,240)

Profit / (Loss) after tax attributable to (594) (1,037) (1,387) (32,857) (38,878)
shareholders

Shareholders’ fund 106,351 105,314 174,783 218,404 179,526

Earnings/(Loss) per share based on profit/ (0.06) (0.11) (0.12) (1.15) (1.27)
(loss) after tax and minority interests (sen)

Net assets per share (RM) 0.11 0.11 0.11 0.07 0.06

REVENUE PROFIT / (LOSS) BEFORE TAX

(RM’000) (RM’000)

42,895 29,205 25,232 18,788 21,069 3 (647) (982) (32,599) (38,240)

2019 2020 2021 2022 2023 2019 2020 2021 2022 2023

SHAREHOLDERS’ FUND
(RM’000)

106,351 105,314 174,783 218,404 179,526

2019 2020 2021 2022 2023

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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

CORPORATE
STRUCTURE

100% 100% 100% 100% 100%

GPA PLASTIC JOE HOLDING (M)

GP AUTOBAT JOE Glove GP Marketing
INDUSTRIES INVESTMENT
SDN BHD Sdn Bhd Sdn Bhd
SDN BHD LIMITED

100%

GPA PLASTIC
GPA TRADING
INDUSTRIES
SDN BHD
SDN BHD

70% 100% 100%

Hasrat
GP PRODUCTS Mestika GP DYNAMIC
SDN BHD Sdn Bhd SDN BHD

60%

GP FIRSTPOWER
TECHNOLOGIES
SDN BHD

100%

GPA
TECHNOLOGIES
SDN BHD
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

Board of
Directors
KOO KIEN YOON
Executive Director Male l Aged 47 l Malaysian

Mr Koo Kien Yoon (“Mr Koo”) was appointed to Mr Koo currently sits on the Board of Lambo Group
the Board of the Company on 27 August 2020 as Berhad and Vsolar Group Berhad as an Executive
Executive Director. He is the chairman of Employees’ Director, and Sinaran Advance Group Berhad as
Share Option Scheme Committee. Non-Independent Non- Executive Director.

Mr Koo served as Public Relations Officer of Ipoh Mr Koo does not have any conflict of interest with the
Specialist Centre from 1996 to 1997. Subsequently, he Company and no conviction of any offence within
served as a Product Manager of Amer Sports Malaysia the past five years. There is no sanction or penalty
Sdn Bhd from November 2011 to November 2012 and imposed on him by relevant regulatory bodies.
Business Development Director of VRC Sdn Bhd and
VRC ENT from June 2010 to March 2012. He was a Mr Koo does not has any family relationship with any
Freelance Consultant of Soo Minn Korea from 2008 to other Director and/or any major shareholder of the
2010, Business Development Manager of Polyflo Sdn Company.
Bhd from 2004 to 2007, Product Manager of Radcoflex
Sdn Bhd from 2000 to 2004 and Marketing Executive Mr Koo has attended all five (5) Board Meetings held
of Polyflo Sdn Bhd from 1997 to 2000. He has been a during the financial year.
Director at Jeratek Sdn Bhd from December 2012 until
2013 and was an Executive Director at Biosis Group
Berhad from 5 March 2013 until 2016. He is managing
a retail chain since 2016.

Tang Boon Koon

Senior Independent Non-Executive Director Male l Aged 52 l Malaysian

Mr Tang Boon Koon (“Mr Tang”) was appointed Mr Tang currently sit on the Board of mTouche
to the Board on 22 August 2020 as Independent Technology Berhad, Permaju Industries Berhad,
Non-Executive Director and subsequently being re- Meridian Berhad and Pasukhas Group Berhad as
designated to Senior Independent Non-Executive the Executive Director.
Director on 28 August 2020. He is the chairman of
Remuneration Committee, Nomination Committee, a Before Mr Tang joined mTouche Technology Berhad,
member of Audit and Risk Management Committee Permaju Industries Berhad, Meridian Berhad and
and Employees’ Share Option Scheme Committee Pasukhas Group Berhad as an Executive Director, he
was the Chief Operation Officer of MyKris Limited, a
Mr Tang graduated from Wawasan Open University company listed in New Zealand Alternative Exchange
with a Commonwealth Executive Master of Business (NZAX) and Asia Operation Director based in Hong
Administration (CeMBA) degree and has also obtained Kong SAR for Nucleus Electronics Ltd, a company
Diploma in Electronics and Electrical Engineering from listed in Singapore.
Federal College of Technology. Furthermore, he has
also attended the Mandatory Accreditation Program Mr Tang does not have any conflict of interest with
for Directors of Public Listed Companies (Pursuant the Company and no conviction of any offence
to Paragraph 15.09 of Bursa Securities Listing within the past five years, other than traffic offences
Requirements) and Corporate Directors’ Training (if any). There is no sanction or penalty imposed on
Program for The Companies Commission of Malaysia. him by relevant regulatory bodies.

Mr Tang has more than 30 years of working Mr Tang does not have any family relationship with
experience in the Information, Communication any other Director and/or any major shareholder of
& Technology industry, and was an all-rounder the Company.
from technical, marketing, business development,
operation to corporate management and finance. He Mr Tang has attended all five (5) Board Meetings
has held a number of senior management positions held during the financial year.
in various public listed companies in Malaysia, Hong
Kong and New Zealand with business activities
covering a wide range of industries.
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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

Board of Directors
CONT’D

Yee Yit Yang

Independent Non-Executive Director Male l Aged 55 l Malaysian

Mr Yee Yit Yang (“Mr Yee”) was appointed to the is principally involved in property investment and
Board on 11 January 2021 as an Independent Non- health care business as Head of Corporate Finance.
Executive Director. He is a member of Audit and Risk During his stay with them, he had completed a fund-
Management Committee, Nomination Committee raising exercise for the purpose of consolidation the
and Remuneration Committee. property investment division as well as acquisition
of a renowned healthcare company based in USA.
Mr Yee is a member of the Australian CPA and
Malaysia Institute of Accountants. He graduated Currently, Mr Yee is involved in a private corporate
with Bachelor of Economics (Major: Accounting & consultancy business. He also sits on the board of AE
Finance) from Latrobe University, Autralia. Multi Holdings Berhad, Key Alliance Group Berhadand
Bioalpha Holdings Berhad as Independent Non-
Mr Yee began his career with Deloitte Tohmatsu, an Executive Director.
international accounting firm upon his graduation
in Australia in 1990. After spending approximately Mr Yee does not have any conflict of interest with
3 years with them, he joined the corporate finance the Company and no conviction of any offence
division of Affin Investment Bank in which he was within the past five years, other than traffic offences
involved in various assignments, such as IPO, (if any). There is no sanction or penalty imposed on
regional mergers and acquisitions as well as fund him by relevant regulatory bodies.
raising for both listed and non-listed companies. After
approximately 7 years with Affin Investment Bank, he Mr Yee does not have any family relationship with
left to join a leading listed supermarket chain stores any other Director and/or any major shareholder of
in Malaysia as Head of Corporate Planning. During the Company.
his tenure with them, he was instrumental in raising
the corporate profile by raising funds for the purpose Mr Yee has attended all five (5) Board Meetings held
of acquisition of related business. In 2008, he left during the financial year.
the Group to join another listed company, which

Datuk Salmah Hayati Binti Ghazali

Independent Non-Executive Director Female l Aged 67 l Malaysian

Datuk Salmah Hayati Binti Ghazali (“Datuk Currently, Datuk Salmah serves as advisor to two entities
Salmah”) was appointed to the Board on 3 April namely Malaysia Multimedia University, Entrepreneur
2023 as an Independent Non-Executive Director. Development Centre and Takex Sdn. Bhd. She was the
She is the Chairman of Audit and Risk Management former Board Member of UniKL Resources Sdn. Bhd.,
Committee, a member of Nomination Committee Pelaburan MARA Berhad, Kolej Polytech MARA Sdn.
and Remuneration Committee. Bhd. and Asia Aerotechnic Sdn. Bhd.

Datuk Salmah graduated with Master in Business Datuk Salmah also sits on the board of Vsolar Group
Administration, Universiti Teknologi MARA, Bachelor in Berhad and Lambo Group Berhad as Independent
Business Administration, Universiti Teknologi MARA/ Non-Executive Director.
Ohio University, Diploma in Public Administration,
Institiut Teknologi MARA. Datuk Salmah does not have any conflict of interest
with the Company and no conviction of any offence
Datuk Salmah is a retired civil servant, over 40 years within the past five years, other than traffic offences
of working experience with Majlis Amanah Rakyat (if any). There is no sanction or penalty imposed on
(MARA) a government agency and Universiti Kuala her by relevant regulatory bodies.
Lumpur (UniKL), a MARA wholly owned university.
Her last position in MARA was Deputy Director Datuk Salmah does not have any family relationship
General (Entrepreneurship) and at UniKL as Deputy with any other Director and/or any major shareholder
President for Management Services. of the Company.

Since her appointment as Director on 3 April 2023,

Datuk Salmah has not attended any Board Meeting
held during the financial year.
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

MANAGEMENT
DISCUSSION AND ANALYSIS
BUSINESS OVERVIEW AND OPERATION REVIEW

Since its establishment in 1968, the Group has been engaged in the production of automotive batteries in Malaysia,
catering to Japanese and European automobile models. Currently, the Group primarily focuses on the automotive batteries
and Valve Regulated Lead Acid (VRLA) batteries market.

During 2022, worldwide economies experienced a resurgence and gathered strength as the impact of the COVID-19
pandemic diminished, leading to the reopening of borders and the adaptation to a changed environment. However, the
emergence of the Russia-Ukraine conflict caused disruptions in global supply chains, resulting the global growth slowed
in 2022 to 3.2%, more than 1 percentage point weaker than expected at the end of 2021.

Focusing on Malaysia, the country underwent a shift towards the endemic phase starting from April 1, 2022, as the
government gradually eased lockdown measures. This transition led to the reopening of international borders and the
resumption of most business operations. Consequently, with the increased level of economic activity, Malaysia experienced
a significant growth in its gross domestic product (GDP), expanding by 8.7% in 2022. This growth surpassed the previous
year's economic expansion of 3.1% and our revenue exhibited a noticeable increase of 12%.

The Total Industry Volume (“TIV”) has surpassed 700,000 units which was a new record; an all-time high TIV of 720,658
units registered in 2022. This is due to the sales tax exemptions expiring on 30 June 2022 as well as low TIV in year 2021
due to full movement control order in year 2021.

Despite the positive statistics reported by the Malaysian Automotive Association (MAA), the Group’s automotive batteries
segment has encountered significant difficulties exacerbated by the arrival of numerous foreign brands in the market. The
intense competition has led to a slight decrease in revenue for this segment, with FY2023 revenue amounting to RM15.3
million compared to the previous financial year’s revenue of RM15.4 million, reflecting a marginal decline of 0.8%.

For the non-automotive batteries segment, revenue rise slightly to RM3.9 million during the financial year as compared
to last financial year of RM2.9 million. This segment continued to focus on sealed lead acid batteries and introduced new
product lines comprising motorcycle batteries and automotive lubricants.

The Group is currently prioritising efforts towards rebuilding the brand and implementing promotional activities in order
to expand its reach to a broader market. Moving ahead, fluctuations in lead prices and foreign exchange rates will
persistently impact the overall cost of importing goods, consequently influencing our trading margin.
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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

MANAGEMENT DISCUSSION AND ANALYSIS

CONT’D

YEAR-ON-YEAR FINANCIAL REVIEW

Financial Performance of the Group

Financial Results FYE 31 March 2023 FYE 31 March 2022 Variance

RM’000 RM’000 RM’000 %
Revenue
- Automotive 15,324 15,455 (131) (0.8)
- VRLA Batteries 3,894 2,892 1,002 34.6
- Others 1,851 441 1,410 319.7
21,069 18,788 2,281 12.1
Loss before taxation (38,240) (32,599) (5,641) (17.3)

The Group’s revenue derived from both local sales and exports. For the current financial year under review, the Group’s
revenue soared by 12.1% from RM18.8 million in FY2022 to RM21.1 million in FY2023.While the automotive segment
experienced a slight decline in revenue due to changes in consumer spending power and fluctuation of interest rates which
influence the automotive sector’s revenue, the VRLA batteries and others segment showed significant revenue growth.
The positive growth of VRLA batteries showed the rising in demand could be driven by factors such as technological
advancements, expanding markets or changing in consumer preferences. Furthermore, rental income also serves as a
significant contributor to enhancing the overall revenue.

In FY2023, the Group recorded an increased loss before tax of RM38.2 million compared to a loss of RM32.6 million
in FY2022. The current year performance was affected by adjustments on fair value loss on investment in securities of
RM28.3 million due to the overall decreased in the FTSE Bursa Malaysia Ace (FTFBMMES) index to 5,619 from 5,227 a
year ago.

Financial Results FYE 31 March 2023 FYE 31 March 2022 Variance

RM’000 RM’000 RM’000 %
Non-current assets 104,802 68,529 36,273 52.9
Current assets 150,708 170,759 (20,051) (11.8)
Non-current liabilities 8,421 4,419 4,002 90.57
Current Liabilities 62,574 11,682 50,892 435.65
Equity 184,515 223,187 (38,672) (17.3)

The Group’s non-current assets increased from RM68.5 million in FY2022 to RM104.8 million in FY2023 due to acquisition
of machineries, investment property as well as additional investment securities. Whereas the Group’s current assets
narrowed marginally from RM170.8 million in FY2022 to RM150.7 million in FY2023 was mainly due to funds used in
acquiring machineries, investment property and investment securities.

The Group’s liabilities increased by approximately RM54.9 million due to an additional loan obtained from a financial
institution.

No new issuance of shares during the FY, the decrease in equity is mainly due to losses incurred during the financial year.
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

MANAGEMENT DISCUSSION AND ANALYSIS

CONT’D

Cash Flows FYE 31 March 2023 FYE 31 March 2022 Variance

RM’000 RM’000 RM’000 %
Net cash generated from/ 6,636 34,097 27,461 80.54
(used in) operating activities
Net cash used in investing (113,358) (32,711) 80,647 246.54
activities
Net cash generated from 38,668 73,115 (34,447) (47.12)
financing activities
Net increase/ (decrease) In (68,054) 74,501 (142,555) (191.35)
cash and cash equivalents
Cash and cash equivalents at 133,356 58,855 74,501 126.59
the beginning of the year
Cash and cash equivalents at 65,302 133,356 (68,054) (51.04)
the end of the year

The Group’s reported a net decline in cash and cash equivalents of RM68.05 million is mainly attributed to acquisition of
investment securities of RM45 million, purchase of property, plant, and equipment of RM16.9 million and acquisition of
investment properties of RM9.5 million.

The directors are cognisant on the current state of economy, therefore, are conservatively utilising the funds to support
the Group business’s operation as well as the Group’s expansion plan into the Glove industry.

FUTURE PROSPECTS

Malaysia’s economy grew by 5.6% in the first quarter of 2023 (Q1 2023), supported by continued easing of containment
measures, more vibrant economic and social activities which are in line with strong domestic and external demand, as
well as labour market recovery. The Malaysian economy is expected to maintain its recovery momentum in 2023/24. Bank
Negara Malaysia (“BNM”) has projected Malaysia’s economy to grow between 4%-5% in 2023.

Nevertheless, there are potential downside risks to growth posed by recent global events. The International Monetary
Fund on the April 2023 World Economic Outlook downgraded the baseline global growth from 3.4% in 2022 to 2.8%
in 2023 before settling at 3.0% in 2024. Geopolitical tensions have caused economic pressure on multiple fronts, most
notably an increase in global inflation as commodity prices continue to rise. The sharp rise in inflationary pressures,
particularly in the US, has prompted several central banks to raise policy rates at a faster pace, potentially leading to
tighter global financial conditions. Commodity and food price increases, as well as labour shortages, may limit Malaysia’s
growth potential. BNM has raised the OPR by 4 times during the FY by 125 basis points to 3% from its all-time low of
1.75% driven by a recent surge in price pressures and further supply chain constraints as well as higher foreign exchange
pressures.

Business prospects for 2023/2024 remain challenging. Picking up from where we left in the financial year ended 31 March
2023, the Group is still bracing with the challenges happened in the previous years while encountering more uncertainties,
disruptions and volatilities as the global economy will remain to be influenced by economic uncertainty surrounded with
increasing interest rate and depreciating ringgit Malaysia. The surge in material prices, fluctuating exchange rates and
disruptions in the global supply chain have already taken a toll on the global economy.
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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

MANAGEMENT DISCUSSION AND ANALYSIS

CONT’D

(i) Battery Industry

Based on the MAA’s forecast below, the TIV is expected to continue to improve as the economy gradually recovers.

Forecast Year 2024 2025 2026 2027

Passenger vehicles 590,850 602,630 615,322 628,733
Commercial vehicles 65,650 67,000 68,370 70,000
Total Industry Volume 656,500 669,630 683,692 698,733
Growth 1.0% 2.0% 2.1% 2.2%

The automotive industry revealed that the total industry volume for full year of 2022 records all time high of 720,658
vehicles sold in Malaysia due to Sales Tax exemptions therefore MAA has chosen to be bearish with its forecast
for 2023. The MAA has forecasted a near 10% drop for year 2023 due International Monetary Fund (IMF) had
projected global economic growth would slow from 3.2% in 2022 to 2.7% in 2023, which has sparked concerns
of a recession, although the Malaysia economy is expected to expand 4-5%. Furthermore, MAA has forecasted a
marginal growth of 1.0% to 2.2% over the period of 2024 to 2027.

(ii) Glove Industry

To cushion the potential impact from the potential uncertainties, the Group had various capital raising exercises such
as private placements and rights issues raised a total of RM142.8 million to venture into the glove business. The
amounts raised would enable the Group to have a better financial footing in meeting future challenges, especially in
our newly ventured glove business.

According to Malaysian Rubber Glove Manufacturers Association (MARGMA), the global demand for rubber gloves
is expected to return to growth in year 2023 after contraction to an estimated 399 billion pieces in year 2022 from
the peak of 492 billion in year 2021 due to Covid-19 pandemic. MARGMA expects glove demand to expand in the
range of 12% - 15% to 399 billion pieces. Malaysia produces an estimated 240 billion pieces of gloves in 2022,
command a 65% market shares followed by China of 20%, Thailand of 10%, and Indonesia of 3%.

While diversifying to include the Glove Business, the Group also intends to turnaround its existing core business of
trading automotive batteries, related components, and automotive lubricants. Moving forward, the Group will focus
on improving its business strategy by streamlining its operations, pursue improvements in their products and services
coupled with other initiatives such as brand rebuilding and continuous improvement to enhance its value chain and
operating efficiencies. The Group also intends to continue to market and create brand awareness in the domestic market
as well as the international market.

The Group has promptly taken steps to review the business processes of the Group and will continue to be steadfast in
pursuing continuous improvements in its products and services, improvement in efficiencies and our long-term strategies
to strengthen and expand our presence in the existing and new markets to ensure sustainable growth and development.

Premised on the above as well as the outlook and prospects of the rubber glove exports in Malaysia, outlook and
prospects of the global rubber glove market and demand for the rubber gloves and strong commitment from our Group’s
management team and support from our stakeholders, we believe we will be able to weather the challenges ahead of us
and cautiously optimistic about the Group’s prospects. While this will not only ensure progress of the business, it will also
mean a healthier recognition of revenue in the book.
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

SUSTAINABILITY
STATEMENT
OUR APPROACH

Sustainability has always been a pillar of JOE Holding (“JOE”) and its subsidiary companies (“the Group”) culture as we
strive to achieve continuous growth and profitability in a safe, caring and sustainable environment. We recognise that the
sustainability practices are one of the important criteria in investors’ investment decisions.

In line with Bursa Malaysia Securities Berhad’s Sustainability Reporting Guide (2nd Edition), the Group’s sustainability
practices are to ensure that economic, environmental, and social (“EES”) risks and opportunities are tied in with our
governance framework and social responsibilities. This enables our corporate success and behaviour to be judged and
measured by the public.

Our mission, as a responsible corporate citizen, is to ensure high standards of governance across our business to promote
responsible business practices, manage environmental impacts, and meet the social needs of the community in which we
operate, which is in line with our corporate culture.

Embrace Sustainability in
Organization Culture

Capitalise on Latest
Technology and Information

Our Policy on
Sustainability Strengthen the Core
Businesses and Diversification

Build Regional Global Connectivity

Foster a High Performance Partnership

The Group continued success in maintaining a sustainable business and generating long-term shareholder value is
influenced by several internal and external factors. Each material factor presents unique risks and opportunities to our
organisation and is a key consideration in our approach to strategy formulation and execution as it substantially influences
the assessments and decisions of our stakeholders. We regularly review these factors to assess their impact on our
business model over the near, medium, and long term.
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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

SUSTAINABILITY STATEMENT
CONT’D

Economic

THREE (3)
SUSTAINABILITY Environmental
PILLARS

Social

Sustaining Conserving our Building a resilient

our economy environment workforce

- Delivering sustainable - Protecting and - Ensuring a positive

returns to our preserving our workplace for our
shareholders environment employees
- Delivering quality - Compliance with the - Instill health &
products and services environmental laws safety culture in our
to achieve customers' and regulations workplace
satisfaction
Serving our community
- Contributing to the
well-being of the
community around us

OUR SCOPE OF REPORTING

The statement covers JOE and its subsidiaries. The information disclosed in this Statement encompasses our core
activities related to automotive batteries. This report covers data that had been compiled internally from 1 April 2022 to
31 March 2023.

SUSTAINABILITY GOVERNANCE

Our Sustainability Governance Structure

Our vision and mission are the cornerstones of our commitment to the sustainability of the Group. Our core values are the
guiding principles that we uphold in day-to-day operations and conduct ourselves to support our vision and shape our culture.

Sustainability is embedded in our organisational approach and is led from the top. The Board of Directors (“Board”) plays a
vital guidance and oversight role in advancing sustainability across the organisation with the assistance of Key Management
to oversee the implementation of the organisation’s sustainability approach and ensure that key targets are being met.

The Board also acknowledges that risk management and internal control are integral to our corporate governance, and it
is responsible for establishing a sound risk management framework and internal control system as well as to ensure their
adequacy and effectiveness. The review of the adequacy and effectiveness of the risk management framework and the
system of internal control is delegated by the Board to the Audit and Risk Management Committee. Aside from that, the
Group’s performance is also tracked with the assistance of the Nomination Committee and Remuneration Committee.
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

SUSTAINABILITY STATEMENT
CONT’D

Oversees the Group’s sustainability

initiatives and endorses the
proposed sustainability initiatives
Board of Directors and material sustainability matters
related to the Group

Audit and Risk

Remuneration Nomination
Management
Committee Committee Committee

Review the Group’s Assists the Board Oversees matters related

processes for producing in developing and to the proposing suitable
timely and accurate establishing competitive new candidates for
financial data, its internal remuneration policies and appointment to fill the
controls and independence packages seats of Board and Senior
of the Group’s external and Management
internal auditors.
Review the adequacy and
effectiveness of the risk
management framework
and the system of
internal control

The responsibility of the Board to promote and embed sustainability in the Group includes overseeing the following:

• Stakeholders’ engagement
• Materiality assessment and identification of sustainability risks and opportunities relevant to us
• Management of material sustainability risks and opportunities

Ethical Business Practices, Whistle Blowing and Anti-Corruption & Anti-Bribery Policy

The Board recognises the importance of ethical business conduct across the operations in preserving the Group’s
reputation and thereby to increase our stakeholders’ trust and confidence. A Code of Conduct and Ethics is established
to achieve a standard of ethical behaviour based on trustworthiness and values that can be accepted and uphold a spirit
of responsibility. We are committed to acting professionally, fairly, and with integrity in all our business dealings and
relationships.

Our WhistleBlowing Policy that has been uploaded on our website, provides all stakeholders with a direct channel for
reporting instances of misconduct that contradict to our Code of Conduct and Ethics and/or other non-compliance
offences. The policy ensures confidentiality for those filling out the reports, who can voice their concerns without fear of
reprisal.

In line with Section 17(A) of the Malaysian Anti-Corruption Commission (Amendment) Act 2018, the Group has also
developed the Anti-Corruption measures that will also enable the incorporation of the responsibilities for sustainability
into the day-to-day operations of the Group. We are committed to a zero-tolerance approach in our efforts to prevent
corruption and bribery practices. We conduct our business ethically as well as in conformity with all applicable laws.

Good governance is the bedrock of our business that led by ethical business practices and integrity. We have embedded
the highest standards of governance in our business not only by complying with the law but also through processes and
directives that continue to reinforce the principles.
14
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

SUSTAINABILITY STATEMENT
CONT’D

STAKEHOLDER ENGAGEMENT

We continued to engage our stakeholders actively throughout the fiscal year as part of our sustainability assessment
process. Engagement with stakeholders allows us to gain a more complete understanding of our materiality issues and
matters, we are also able to capture the key aspects and impacts of our sustainability journey. We engage our stakeholders
through multiple channels involved in our business activities.

The table below lists our key stakeholder groups and their respective areas of interest as well as methods by which we
engage them.

STAKEHOLDERS ENGAGEMENT METHODS ENGAGEMENT AREAS

Shareholders • Annual & Extraordinary General • Financial and operational performance
Meetings • Return on investments
• Bursa announcements • Business strategy/ key transactions
• Quarterly report • Corporate governance
• Annual report • Risk management
• Corporate website
• Press releases
Government / • Compliances with laws and • Operation regulations
Regulators Regulations • Bursa listing requirements
• Audit/ Inspections • Department of Environment
• Meetings/ Briefing • Companies Act
• Labour law
• Taxations
Board of directors • Board meetings • Corporate strategy
• Corporate governance
Employees • Trainings • Remuneration policy
• Performance appraisal • Career development
• Employee engagement activities • Performance review
• Meetings/ Briefing/ Discussions • Fair employment practices
• Day to day operations • Occupational Safety and Health
• Operational matters
• Employee welfare
Financial Institutions • Bursa announcements • Financial and operational performance
• Quarterly report • Funding requirement
• Annual report
• Corporate website
Customers • Quality review • Customer satisfactions
• Corporate website • Quality assurance
• Meetings • Business practices and ethics
• Advertisement and marketing • Competitive pricing
promotions
• Corporate events/ Exhibition
Suppliers • Quality review • Products’ quality and safety
• Meetings • Legal compliances
Communities • Community events • Social contribution
• Job opportunities
• Donation and financial aid
Analyst / Media • Annual & Extraordinary General • Financial and operational performance
Meetings • General announcements
• Press releases
 15
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

SUSTAINABILITY STATEMENT
CONT’D

MATERIALITY MATRIX

The matrix presents the Group’s most significant materiality topics and aspects, which have been approved by
Management and the Board of Directors.

Below is the Group’s Materiality Matrix:

STAKEHOLDERS PERSPECTIVE

High
Medium
Low

Low Medium High

Business Continuity Plan Emission and/ or waste Talent Management

management
Succession Plan Information Technology
Training and development

MATERIAL SUSTAINABILITY MATTERS

We conducted a materiality assessment, collecting views from our stakeholders on key material sustainability matters
that may have a significant EES impact on our business or substantively influence the assessment and decisions of our
stakeholders.

The following are the material sustainability matters that being identified:

• Shareholders • Energy and Water • Training & Talent

• Customers & services Saving Initiatives Management
• Suppliers • Waste Management • Occupational Safety
Environment

and Health
Economic

• Labour Practices
• Community
Social

Engagement
16
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

SUSTAINABILITY STATEMENT
CONT’D

ECONOMIC

Shareholders

Our shareholders are the ultimate owners of the Company and as such, they are entitled to timely and quality information
on the Group’s financial performance and position. Apart from the Annual General Meeting where shareholders
are encouraged to ask questions to the Board and Executive Management on business operations and the financial
performance and position of the Group, the Group’s corporate website is at www.joeholding.com.my also provides a
link to investor relations, where quarterly and annual financial statements, announcements, financial information, annual
reports, circulars or statements to shareholders, and other pertinent information are uploaded on a timely basis when
available.

Although engagement is largely governed by the Malaysian Code of Corporate Governance and the Listing Requirements
by Bursa Malaysia, the Group enjoys indirect economic impacts of a goodwill, trust, and loyalty and a mutually beneficial
investment relationship.

Customers & Services

The Group is committed to see that not only our shareholders’ interests are taken care of but also those of our customers
and suppliers. The Group values its customers as they are a major reason for its profitability. The Group places great
importance on providing quality assurance for our products. We strive for product excellence, prompt delivery, and
service at competitive pricing through continual improvement in our business and operations processes.

PRODUCTS QUALITY

Reduce scraps to the minimum

Minimize warranty claims
Improve productivity and efficiency
Enhance customer satisfaction
Reduce production defects to the minimum
Achieve quality objectives and targets

In order to ensure that our products are of consistent standard and quality, the Group is in compliance with all relevant
laws and regulations governing safety and quality.

Suppliers

To our suppliers, we are committed to enhancing our processes and engaging with our suppliers to identify and manage
risks, underpinned by values of integrity and transparency. We look to create value, by looking for opportunities to
collaborate and share best practices with our suppliers. Our suppliers are filtered through careful selection, ensuring only
those with specific criteria met are engaged.
 17
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

SUSTAINABILITY STATEMENT
CONT’D

ENVIRONMENT

Energy & Water Saving Initiatives

As a Group with its foundations in the environment protection, the Group is aware of the interaction and tender balance
between the built and natural environments. Although we generally do not generate any major environmental concerns,
the Group is conscious of complying with all applicable environmental law, guidelines, and regulations.

Action has also been taken internally to reduce the overall energy consumed by lighting. Where lighting in and around
our office facilities and corridors need to be replaced, we have converted them to LED. The process is on-going and on
stages. Furthermore, the Group will initiate the provision of reminders to switch off lighting, air-conditioner, and computer
when not in use.

Water is a limited resource, and as the world continues to advance and the global population continues to grow, an
increasing strain is being placed on the supply of clean water. Water conservation is therefore an area that our Group is
working hard on, both improving the efficiency with which we use our water, as well as working to educate our employees
and the public about the need to conserve it.

Waste Management

We recognise the importance of environmental protection for the long-term sustainability of our businesses. We practise
3Rs (Reduce, Reuse, and Recycle) principle of reducing waste, reusing, and recycling resources and products. The Group
will continue with its compliance in respect of the scheduled and non-scheduled waste disposal processes in accordance
with Government regulations on environmental conservation. Our waste disposal processes are strictly adhere to
regulations imposed by the Department of Environment. Old batteries and other lead wastes are properly stored, filtered,
and collected for disposal by the Government’s approved agents responsible for the disposal of toxic wastes.

Various initiatives have been taken to promote recycling habits and responsible waste management among our staff. We
minimize waste through the reuse of pallets and carton boxes.

Paper recycling initiatives are already in progress by encouraging the employees to prioritize electronic means to share
and store documents, and to reduce printing or photocopying; otherwise, to use double-sided printing. Additionally, the
Group distributes memo via emails, instead of papers. Other materials, such as furniture and fixtures are recycled or
reused where possible.

All the measures taken have successfully inculcated environmental awareness in our employees and allowed us to reduce
our environmental footprint.

SOCIAL

Training & Talent Management

Employees are our greatest assets. Therefore, cultivating a conducive, high-performance workplace culture that
enables employees to thrive is material for optimising the fullest capabilities of employees. We will continue to focus on
human capital development to nurture our employees to their full potential. Training programs for skill development and
improvement are conducted for our employees so that they can execute their roles and responsibilities efficiently as well
as for their personal career development.

We are made up of people with vast experience and industry backgrounds. Building capability is key; hence, we proactively
provide opportunities for growth and development for talent in the organisation through targeted development plans and
succession planning. To ensure our long-term sustainability, we continuously invest time and effort in recruiting (internal
and external), upskilling, engaging and rewarding the talents of the organisation accordingly.
18
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

SUSTAINABILITY STATEMENT
CONT’D

For critical and leadership roles, succession planning is vital to our long-term performance as part of our Group’s
sustainability strategy. Our Nomination Committee will review the Group’s human resources plan, including the
succession management framework and activities, human resources initiatives such as jobs and salary review, and the
annual manpower budget. The succession planning across the Group is implemented in stages and training programs are
designed specifically for management staff.

Maintaining work-life balance and physical and mental health is important for employee well-being and it can contribute
to greater productivity and performance. In this context, motivation and recreation are also an essential part of the
Group’s responsibility to our employees.

Occupational Safety and Health

The Group recognises that the safety and well-being of its employees are the foundation of its success. Hence, we strive
to provide a safe and healthy environment for our employees and to ensure safe practices in all aspects of our business
operations.

In view of the ongoing outbreak of COVID-19 cases, which affects the health and well-being of the society at large, we
have focused on strengthening the preventive measures within the Group to curb the outbreak by applying specific SOPs
to safeguard the health and safety of our employees. We have implemented a ‘Work from Home’ policy, replaced physical
meetings with virtual meetings, as well as COVID-19 swab test for employees to ensure the safety of employees. Asides,
our essential workers deserve the most accolades, we ensure protective masks are put on and body temperatures
checked before entering business premises. We also practice social distancing with at least one meter, hand sanitisation,
registration of visitors. We encouraged our employees to get their vaccination shots to achieve herd immunity in tandem
with the national COVID-19 vaccination program.

Labour Practices

We comply with the requirements of the Employment Act 1955 and the Minimum Wages order 2022. We are committed to
provide and respect fundamental human rights and safeguard against violation of human rights. The freedoms enshrined
in this include freedom from forced and child labour, adherence to minimum wages and fair compensation and the
provision of reasonable working hours as stipulated by the Labour Law.

We guarantee an anti-discriminatory and anti-harassment workplace, one that is safe and healthy, and above all, ethical
in conduct. Employees are not restricted from unionising and are afforded the freedom of association per local laws and
practice.

Employee being recruited based on the suitability of an individual employee’s skills and expertise, educational qualifications,
and capability to match the position requirements. We embrace diversity within our workforce, which comprises a mix of
employees from different genders, age groups, and ethnicity. We believe in practicing non-discrimination regardless of
race, national origin, religion, or marital status.

Community Engagement

We strongly believe in giving back to society. We organise periodical battery checks for road users, especially during
festive periods. In addition to that, we conduct maintenance work and clear of the drainage system within the factories’
vicinity.

As we are deeply rooted in the community, we operate in which we actively engage in community outreach programs and
activities. We respect local culture and customs. We are proud of having the privilege to serve various segments of the
community by providing for social empowerment and helping to make a positive difference for people across all walks
of life.
 19
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

SUSTAINABILITY STATEMENT
CONT’D

OUR COMMITMENT

As a responsible corporate citizen, the Group shall endeavour to undertake sustainable and responsible practices to add
value to sustainable business growth, environmental stewardship, and social responsibility.

Rewarding Advancing Sustaining

our our long-term
shareholders business value

Investing
Contributing
in our
to our
human
society
resources
20
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

corporate governance
overview statement
The Board of Directors (“Board”) of JOE Holding Berhad (“JOE” or the “Company”) recognise the importance of maintaining
corporate governance best practices and continues to be committed to ensuring that a high standard of corporate
governance is practiced throughout the Group and its subsidiaries (“Group”) as a fundamental part of discharging its
responsibilities to protect and enhance long-term shareholder value while safeguarding the interests of all stakeholders.

This Statement provides an overview on the application of the principles as set out in the Malaysian Code on Corporate
Governance (“MCCG”) and the extent to which the Company has complied with the three (3) key principles of the MCCG,
Companies Act, 2016 (“Act”) as well as the Main Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities
Berhad (“Bursa Securities”) during the financial year ended 31 March 2023 (“FYE 2023”).

This Statement is to be read together with the Corporate Governance Report 2023 (“CG Report”) of the Company which
is available on the Company’s website at www.joeholding.com.my. The detailed explanation on the application of the
corporate governance practices is reported under the CG Report.

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS

PART 1 - BOARD RESPONSIBILITIES

Board Leadership on Objectives and Goals

The Board collectively leads and is responsible for the long-term success of the Group by providing leadership and
direction as well as supervision of the management of the Company. Generally, the Board has primary responsibility for
the governance and management of the Company, and fiduciary responsibility for the financial and organisational health
of the Company

An effective Board is one that is made up of a combination of Executive Director with intimate knowledge of the business
and Non-Executive Directors from diverse industry/business background to bring broad business and commercial
experience to the Group.

The responsibilities of the Board are stated in the Board Charter, which is available on the Company’s website at www.
joeholding.com.my.

Broadly, the Board of the Company assumes the following principal roles and responsibilities in discharging its fiduciary
duties:
• to set strategic aims of the Company to ensure that the Company meet its objectives and review the Management’s
performance
• to take responsibility together with the Management for the governance of sustainability in the Company including
setting the Company’s sustainability strategies, priorities and targets
• to carry out performance evaluations of the Board and Management including a review of the performance of the
Board and Management in addressing the Company’s material sustainability risks and opportunities
• to review and approve strategic initiatives including corporate business restructuring or streamlining and strategic
alliances
• to ensure that the Company has appropriate corporate governance structures in place, including standards of
ethical behaviour and promoting a culture of corporate responsibility
• to approve the nomination, selection, succession policies, and remuneration packages for the Board, Board
Committee members, Nominee Directors on the functional Boards of the subsidiaries and the Principal Officers,
the annual manpower budget for the Group, managing succession planning, appointing, training, fixing the
compensation of, and where appropriate, replacing the Management or key personnel
• to review the adequacy and integrity of the Group’s internal control systems and management of information systems,
including systems for compliance with applicable laws, regulations, rules, directives and guidelines (including the
securities laws, the Act and MMLR)
• to review and approve the Financial Statements encompassing annual audited accounts and quarterly reports,
dividend policy, credit facilities from financial institutions and guarantees
• to review and approve the Audit and Risk Management Committee Report and Statement of Risk Management and
Internal Control for the Annual Report
• to prepare a Corporate Governance Overview Statement in compliance with the MCCG for the Annual Report to
approve the appointment of external auditors and set their related audit fees
 21
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

corporate governance overview statement

CONT’D

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d)

PART 1 - BOARD RESPONSIBILITIES (CONT’D)

Board Leadership on Objectives and Goals (Cont’d)

The roles and responsibilities of the Independent Directors and Managing Directors/Executive Directors are clearly
defined and adequately segregated. Their roles and responsibilities are clearly stated in the Board Charter. All the
Independent Non-Executive Directors are independent of the Executive Directors, management and major shareholders
of the Company, and are free from any business or other relationship with the Group that could materially interfere with
the exercise of their independent judgment. This offers a strong check and balance on the Board’s deliberations.

The Board is supported by the following four (4) board committees with delegated responsibilities to assist the Board in
carrying out its fiduciary duties:

(a) Audit and Risk Management Committee (“ARMC”)

(b) Nomination Committee (“NC”)
(c) Remuneration Committee (“RC”)
(d) Employees’ Shares Option Scheme Committee

The powers delegated to the board committees are set out in the Terms of Reference of each of the board committees as
approved by the Board. A copy of the Terms of Reference of the board committees is available on the Company’s website
at www.joeholding.com.my.

All the board committees are actively engaged and act as oversight committees. They evaluate and recommend matters
under their purview for the Board to consider and approve. The Board receives updates from the respective Chairman of
the board committees on matters that have been discussed and deliberated at the respective meetings.

The Board may form such other committees from time to time to promote operational efficiency. Notwithstanding these
committees, the ultimate responsibility for decision still lies with the Board.

Chairman and Executive Director

The positions of the Chairman and Executive Director are held by different individuals with distinct and separate roles to
enhance governance and transparency. This is to ensure that no individual has unfettered powers of decision-making and
also to comply with good principles of Corporate Governance.

Mr. Koo Kien Yoon, the Executive Director of the Company is involved in leadership roles overseeing the day-to-
day operations and management within the specific areas of expertise and/or assigned responsibilities. He is further
responsible for implementing strategic plans and policies set by the Board.

Chairman of the Board should not be a member of the Board Committees

The Board has yet to appoint a chairman. However, the Board will always be mindful to adhere to Practice 1.4 of the
MCCG, which states that the Chairman of the Board should not be a member of the ARMC, NC or RC.

Qualified and Competent Company Secretaries

The Board is supported by two (2) suitably qualified and competent Company Secretaries. The Company Secretaries
play an advisory role to the Board and they are responsible to ensure all Board procedures and Board management
matters are in line as well as in compliance with MMLR, relevant laws and regulations. The Company Secretaries ensure
that discussions at Board and Board Committee meetings are well documented, and subsequently communicated to the
relevant party for appropriate action. The Company Secretaries are constantly kept themselves abreast of the evolving
capital market environment, regulatory changes and developments in corporate governance by attending relevant
trainings from time to time.

The Company Secretaries have attended all the Board and Board Committees meetings to ensure that the meetings are
properly convened, and proper records of the proceedings are taken into record.
22
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

corporate governance overview statement

CONT’D

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d)

PART 1 - BOARD RESPONSIBILITIES (CONT’D)

Board Leadership on Objectives and Goals (Cont’d)

Access to Information and Advice

The Board recognised that decisions making process is highly dependent on the quality of information furnished.
Therefore, the Board expects and receives adequate, timely and quality information on an ongoing basis to enable the
effective discharge of their duties. In addition, unless otherwise agreed, notice of each meeting confirming the venue,
time, date and agenda of the meeting together with relevant Board papers will be forwarded to each director no later than
seven (7) days before the date of the meeting. This is to ensure that Board papers comprising due notice of issues to be
discussed and supporting information and documentations were provided to the Board sufficiently in advance.

The deliberations of the Board in terms of the issues discussed during the meetings and the Board’s conclusions in
discharging its duties and responsibilities are recorded in the minutes of meetings by the Company Secretary and properly
documented and maintained at the Registered Office of the Company.

Every Director also has unhindered access to the advice and services of the Company Secretaries. The Company
Secretaries circulates relevant guidelines and updates on statutory and regulatory requirements from time to time for the
Directors’ reference.

Board Charter

The Board has adopted a Board Charter which provides Directors with greater clarity regarding the role of the Board,
the requirements of Directors in carrying out their roles and discharging their duties to the Company and the Board’s
operating practices.

The Board Charter is lastly reviewed and updated based on the latest MMLR and MCCG on 28 July 2023. The Board
Charter is available on the corporate website www.joeholding.com.my.

GOOD BUSINESS CONDUCT AND CORPORATE CULTURE

Code of Conduct and Whistle-blowing Policy

The Code of Conduct and Ethics is in place to govern the standards of ethics and good conduct expected from Directors,
Management and employees in discharging their duties and responsibilities and would help to prevent misconduct and
unethical practices and consequently.

The Board is committed in maintaining a corporate culture which engenders ethical conduct through its Code of Conduct
and Ethics, which summarises what the Company must endeavour to do proactively to increase corporate value, and
which describes the areas in daily activities that require caution to minimise any risks that may occur.

In addition, the Group have also recognised whistleblowing as an important mechanism in the prevention and detection
of improper conduct, harassment or corruption in the conduct of its businesses and operations. As such, the Board has
adopted a Whistle-Blowing Policy for the Group as a measure to develop, maintain and promote a high standard of ethical
values within the Group. The Whistle-Blowing Policy aims to provide an avenue for the Directors, employees and external
parties to raise concerns about possible improprieties, unethical or illegal activities within the Group which they become
aware of and to provide re-assurance that they will be protected from reprisals or being victimised for whistle-blowing in
good faith.

A copy of the Code of Conduct and Ethics and Whistle-Blowing Policy is available on the Company’s website at www.
joeholding.com.my.

Anti-Bribery and Anti-Corruption Policy

The Board is committed to conduct its business professionally, ethically and with the highest standard of integrity. Hence,
the Group has in place an Anti-Bribery and Anti-Corruption Policy to ensure employees of the Group discharge their
duties in an ethical, responsible, transparent, and efficient manner and free from corruption. Also, to create a working
environment that practices integrity work culture to enhance the trust and confidence of the Group’s stakeholders.

The Anti-Bribery and Anti-Corruption Policy is available at the Company’s website at www.joeholding.com.my.
 23
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

corporate governance overview statement

CONT’D

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d)

PART 2 - BOARD COMPOSITION

Composition of the Board

The Board is committed in ensuring that its composition not only reflects the diversity as recommended by MCCG,
as best as it can, but also the right mix of skills and balance to contribute to the achievement of the Group’s goal and
business objectives.

Currently, the Board consists of a total of 4 members, comprising (1) Executive Director, one (1) Senior Independent Non-
Executive Director and two (2) Independent Non-Executive Directors. The Company has complied with the Paragraph
15.02 of the MMLR of having at least two (2) or one third (1/3) of the Board comprising independent directors. In the event
of any vacancy of the Board, resulting in non-compliance with Paragraph 15.02 of the MMLR, the Company will fill the
vacancy within three (3) months.

The Board endeavours to fulfil the gender diversity provided by the latest MCCG and believes that with the current
composition and size of the Board is adequate to discharge its duties and responsibilities efficiently and competently.
The Board members have a diverse professional and entrepreneurial background, varied skills and experiences. With the
presence of Independent Non-Executive Directors, it provides the necessary checks and balances in the Board’s exercise
of its functions and independent evaluation of the Board’s decision-making process.

Re-election and Re-appointment of Directors

In accordance with the Constitution and in compliance with the MMLR, all the Directors are required to retire from office
at least once in every three (3) years and shall be eligible for re-election. The Constitution also provides that at least one-
third (1/3) of the Board shall retire at each Annual General Meeting (“AGM”) and may offer themselves for re-election.
To assist shareholders in their decision, sufficient information such as personal profile, attendance of meetings and the
shareholdings in the Group of each Director standing for election are furnished in the Annual Report accompanying the
Notice of the AGM.

In addition, the Constitution and MMLR also require the newly appointed Directors to hold office only until the next AGM
and shall be eligible for re-election.

Tenure of Independent Directors

As at the date of this CG Overview Statement, the Board has yet to adopt a policy at limiting the tenure of Independent
Directors. Nevertheless, the Company took note of the recommendation by MCCG, that the tenure of an Independent
Director should not exceed a term limit of nine (9) years. Upon completion of the nine (9) years, an Independent Director
may continue to serve on the Board as a Non-Independent Director. If the Board intends to retain such a Director as an
Independent Director beyond nine (9) years, the Board will need to justify the decision and seek shareholders’ approval at
a general meeting through a two-tier voting process.

Currently, none of the Independent Directors has served the Company for a cumulative term of nine (9) years.

Diverse Board and Senior Management Team

The appointments of our Board members and Senior Management are made based on merit, in the context of diversity
in skills, experience, age, background, gender, ethnicity and other factors which is in the best interests of our Group. The
Board recognises diversity in the boardroom as an essential component of a good corporate governance.

The decision on new appointment of Directors’ and Senior Management rest with the Board after considering the
recommendation of NC. In evaluating the suitability of candidates to the Board, NC will consider certain criteria such as
skills, knowledge, expertise, experience, integrity, commitment, background, boardroom diversity and the ability of the
candidate to discharge his/her duties as expected. For the appointment of Independent Directors, considerations will also
be given on whether the candidates meet the requirements for independence as defined in MMLR of Bursa Securities and
time commitment expected from them to attend to matters of the Company in general, including attending meetings of
the Board, Board Committees and AGM.
24
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

corporate governance overview statement

CONT’D

PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (cont’d)

PART 2 - BOARD COMPOSITION (CONT’D)

Audit and Risk Management Committee

The members of the ARMC and the activities undertaking by them during the FYE 2023 are set out in the ARMC Report
on page 32 to 34 in this Annual Report.

Nomination Committee

The present NC consists of all three (3) Independent Non-Executive Directors. The members of NC are as follows:

Attendance

Chairman : Tang Boon Koon 1/1

(Senior Independent Non-Executive Director)

Member : Yee Yit Yang (Appointed on 27 March 2023) –

(Independent Non-Executive Director)
Datuk Salmah Hayati Binti Ghazali (Appointed on 3 April 2023) –
(Independent Non-Executive Director)
Chu Chee Peng (Resigned on 31 December 2022) 1/1
(Independent Non-Executive Director)
Mohtar bin Abdullah (Resigned on 27 March 2023) 1/1
(Independent Non-Executive Director)

The NC has undertaken the following activities during the FYE 2023, in discharging its duties:

(a) Conducted an assessment on the performance and effectiveness of the individual Directors,
Board as a whole and Board Committees, and assess the independency of the independent directors;
(b) Review the composition of the Board and Board Committees; and
(c) Review and recommend the Directors who are subject for retirement.

Mr Yee and Datuk Salmah were appointed as members of the NC on 27 March 2023 and 3 April 2023 respectively, they
have not attended any NC meeting held during the financial year.

Remuneration Committee

The present RC consists of all three (3) Independent Non-Executive Directors. The members of RC are as follows:

Attendance

Chairman : Tang Boon Koon 1/1

(Senior Independent Non-Executive Director)

Member : Yee Yit Yang 1/1

(Independent Non-Executive Director)
Datuk Salmah Hayati Binti Ghazali (Appointed on 3 April 2023) –
(Independent Non-Executive Director)
Chu Chee Peng (Resigned on 31 December 2022) 1/1
(Independent Non-Executive Director)

Datuk Salmah was appointed as member of the RC on 3 April 2023, she has not attended any RC meeting held during
the financial year.

During the FYE 2023, the RC has reviewed and recommended Directors’ fees and benefits payable to the Directors of the
Group for Board’s approval.
 25
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

corporate governance overview statement

CONT’D

OVERALL BOARD EFFECTIVENESS

Annual Evaluation

The NC is required to assess the Board’s effectiveness in terms of the composition, roles and responsibilities, and whether
the Board Committees have discharged their duties in accordance with the terms of reference of the Board Committees.

During the FYE 2023, the NC has through the assistance of the company secretary conducted a set of assessments which
consisted of individual directors’ assessment, Board as a whole and also Board Committees. The NC had also assessed
the independence directors’ independency.

Based on the annual assessment conducted during the FYE 2023, the NC was satisfied with the existing Board composition
as well as the mix of qualifications, skills and experience among the Board Members and recommended to the Board the
re-election of retiring Directors at the Company’s forthcoming AGM. All assessments and evaluations carried out by the
NC in discharge of its functions were properly documented.

Board Meetings

The Board meets at least once on a quarterly basis and additional meetings are held as and when necessary. During the
FYE 2023, five (5) meetings were held and the attendance of each of the Board members as follows: -

Percentage of
Name of Directors Attendance Attendance

(a) Tan Sri Datuk Dzulkifli Bin Ahmad 5/5 100%

(Resigned on 5 April 2023)
(b) Koo Kien Yoon 5/5 100%
(c) Tang Boon Koon 5/5 100%
(d) Yee Yit Yang 5/5 100%
(e) Chu Chee Peng 4/4 100%
(Resigned on 31 December 2022)
(f) Mohtar Bin Abdullah 5/5 100%
(Resigned on 27 March 2023)
(g) Datuk Salmah Hayati Binti Ghazali – –
(Appointed on 3 April 2023)

Each Board member is expected to achieve at least 50% attendance of total Board Meetings in any applicable financial
year as stipulated in MMLR with appropriate leave of absence be notified to the Chairman and/or Company Secretary,
where applicable.

Based on the above, the Directors have demonstrated their ability to devote sufficient time and commitment to their roles
and responsibilities as Directors of the Company. The Board is satisfied with the level of time and commitment given
by the Directors of the Company towards fulfilling their duties and responsibilities. This is evidenced by the attendance
record of the Directors as set out in the section above.

Directors’ Training

The Board recognises the importance of continuous training for Directors to enable them to discharge their duties effectively.
The Directors undergo training programme and seminars from time to time and as when necessary, to constantly update
themselves and keep abreast with industrial sector issues, the current and future developments of the Group’s business
and industry that may affect their roles and responsibilities.

The Board is also updated by the Company Secretary on the latest update/amendments on MMLR, MCCG and other
regulatory requirements relating to the discharge of the Directors’ duties and responsibilities periodically.
26
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

corporate governance overview statement

CONT’D

OVERALL BOARD EFFECTIVENESS (cont’d)

Directors’ Training (Cont’d)

During the financial year under review, the Directors have attended the following training, seminars, and conferences:

Name of Director Seminars/Conferences/Training Programmes Attended Date

Koo Kien Yoon Key Amendments To Listing Requirements 2022 11 May 2022
Transactions & RTP Rules Simplified 13 June 2022
MFRS 16 : Disclosures - Best Practices 23 June 2022
Tax Webinar of Malaysia Budget2023 and Transfer Pricing 23 March 2023

Tang Boon Koon Compliance With LR-Reporting Of Financial Statements 15 November 2022

Chu Chee Peng Transactions & RTP Rules Simplified 13 June 2022

Yee Yit Yang Key Disclosure Obligations Of A Listed Company 13 April 2022 &
14 April 2022
Key Amendments To Listing Requirements 2022 11 May 2022
Compliance With LR - Reporting Of Financial Statements Tax and 15 November 2022
Budget Webinar 14 March 2023
Accounting for Biological Assets MFRS and MPERS 16 March 2023

Tan Sri Datuk Dzulkifli Bin Ahmad was unable to attend any training during the financial year under review, due to his busy
work schedule. However, he has constantly been updated with relevant reading materials and technical updates, which
enhance his knowledge and equip him with the necessary skills to effectively discharge his duties as the Director of the
Company.

PART 3 - REMUNERATION

The Board acknowledged the importance of fair remuneration for the purpose of attract and retain the right talent in the
Board and senior management.

In order to achieve the goals, the Company has established RC which is entrusted under the terms of reference to assist
the Board, amongst others, to recommend to the Board on the remuneration of the Executive Director by linking their
rewards to corporate and individual performance.

In the case of Non-Executive Directors, the level of remuneration shall reflect the experience and level of responsibilities
undertaken by the Non-Executive Directors concerned and is determined by the Board as a whole. All the Directors
concerned shall abstain from the deliberations and voting on his own remuneration package during the meeting.
 27
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

corporate governance overview statement

CONT’D

PART 3 - REMUNERATION (cont’d)

Directors’ Remuneration

The detailed breakdown of the Directors’ fees and other benefits paid to the Directors of the Company and Group for the
FYE 2023 are as follows:

Company Group
Salaries Salaries
and other and other
Fees emoluments Fees emoluments
Directors (RM) (RM) (RM) (RM)

Tan Sri Datuk Dzulkifli Bin Ahmad 360,000 6,500 360,000 6,500
Koo Kien Yoon 54,000 61,222 91,500 61,222
Tang Boon Koon 36,000 6,500 36,000 6,500
Chu Chee Peng 27,000 5,500 27,000 5,500
Yee Yit Yang 36,000 6,500 61,500 6,500
Mohtar Bin Abdullah 36,000 6,500 36,000 6,500
Datuk Salmah Hayati Binti Ghazali – – – –

Total 549,000 86,600 612,000 86,600

Remuneration of Senior Management

The remuneration paid to the Senior Management during the FYE 2023, are as follows:

Range of Remuneration Number of Senior Management

Below RM100,000 0
RM100,001 – RM300,000 2
RM300,001 – RM500,000 0

PRINCIPLE B – EFFECTIVE AUDIT AND RISK MANAGEMENT

AUDIT AND RISK MANAGEMENT COMMITTEE

Audit and Risk Management Committee

The ARMC is relied upon by the Board to, amongst others, provide advice in the areas of financial reporting, external
audit, internal control environment and internal audit process, review of related party transactions as well as conflict of
interest situation. The ARMC also undertakes to provide oversight on the risk management framework of the Group. The
current composition of ARMC comprises of three (3) members, all of whom are Independent Non-Executive Directors.
The Chairman of the ARMC is not the Chairman of the Board. Collectively, the members of the ARMC have the relevant
experience and expertise in finance and accounting, and have carried out their duties in accordance with the Terms of
Reference of the ARMC.

The Board through its ARMC ensures that the audited financial statements are prepared accordance with Malaysian
Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act
2016 in Malaysia. The ARMC provides assistance to the Board in fulfilling these statutory and fiduciary responsibilities with
regard to the financial reporting process, reviewing the scope of and results of internal and external auditing processes
and monitoring the effectiveness of the internal controls and risk management to ensure the Board makes proper informed
decisions and interests of shareholders are protected.
28
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

corporate governance overview statement

CONT’D

PRINCIPLE B – EFFECTIVE AUDIT AND RISK MANAGEMENT (cont’d)

AUDIT AND RISK MANAGEMENT COMMITTEE (CONT’D)

Audit and Risk Management Committee (Cont’d)

The Group recognises the need to uphold independence of its external auditors and that no possible conflict of interest
whatsoever should arise. The ARMC took note on the Practice 9.2 of the MCCG to have a policy that requires a former key
audit partner to observe a cooling-off period of at least three (3) years before being appointed as a member of the ARMC.

Further details on the work performed by ARMC in furtherance of its oversight role are set out in the ARMC Report on
pages 32 to 34 of this Annual Report.

Assessment on Suitability and Independence of External Auditors

During the FYE 2023, the ARMC has conducted an assessment on the External Auditors’ performance and ARMC has
recommended the re-appointment of the External Auditors based on the summary of the performance results.

The ARMC has included the following criteria in the assessment:

• The adequacy of the experience and resources of the External Auditors;
• The nature of the non-audit services and the fees payable for such services; and
• The level of independence of the External Auditors.

The ARMC, having assessed the performance and independence of the External Auditors for the FYE 2023 was satisfied
with their suitability and independence and recommended to the Board for their re-appointment as External Auditors at
the forthcoming AGM subject to the shareholder’s approval.

RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK

Establishment of Risk Management and Internal Control Framework & Internal Audit Function

The Board acknowledge their responsibility for maintaining a sound system of risk management and internal control of
the Group that provides reasonable assurance of effective and efficient business operations, compliance with laws and
regulations as well as internal procedures and guidelines.

The Group’s internal audit function has been outsourced to an external consultant who reports directly to ARMC. The
internal auditors adopt a risk-based approach towards the planning and conduct of audits, which are consistent with the
framework in designing, implementing and monitoring its internal control systems. An annual internal audit plan setting
out the internal audit work expected to be carried out annually, is tabled to the ARMC for review and approval.

The Statement on Risk Management and Internal Control set out on pages 35 to 38 of this Annual Report which provides
an overview of the Group’s approach to ensure the effectiveness of the risk management and internal processes within
the Group.

PRINCIPLE C – INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH

STAKEHOLDERS

COMMUNICATION WITH STAKEHOLDERS

The Company is committed to upholding high standards of transparency and promotion of investor confidence through
the provision of comprehensive, accurate and quality information on a timely and even basis. Shareholders are able to
obtain timely information from the Company’s website at www.joeholding.com.my.
 29
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

corporate governance overview statement

CONT’D

PRINCIPLE C – INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH

STAKEHOLDERS (cont’d)

CONDUCT OF GENERAL MEETINGS

Annual General Meeting

The Board has oversight that the general meetings are a crucial mechanism as it provides the Board an important forum
for shareholders communication. At each general meeting, the Board encourages shareholders to participate in question-
and-answer session in order to communicate their views and seek clarifications. The Board of Directors, Company
Secretary, senior management and External Auditors are present during the general meeting to address queries during
the meeting.

The Board is committed to issue the Company’s notice of AGM to the shareholders at least twenty-eight (28) days prior
to the meeting so that the shareholders are given sufficient time to consider the resolutions that will be discussed at the
AGM, wherever possible.

The tentative dates of the AGM will be discussed and fixed by the Board in advance to ensure that each of the Directors
is able to make the necessary arrangement to attend the planned AGM.

In line with Paragraph 8.29A of the MMLR, the Company will ensure that 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. At the same time, the Company will appoint at least one (1) scrutineer to validate the votes cast at the
General Meeting.

COMPLIANCE STATEMENT

The Board has deliberated, reviewed and approved this Statement, and considers that this overview statement provides
the information necessary to enable shareholders to evaluate how the MCCG has been applied. The Board considers
and is satisfied that the Group has fulfilled its obligation under the MCCG, MMLR and all applicable laws and regulations
throughout the FYE 2023.

This Statement was approved by the Board on 28 July 2023.

30
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

additional compliance -
information disclosures
AUDIT FEE AND NON-AUDIT FEES

The amount of audit fees and non-audit fees paid or payable to the Company’s External Auditors by the Group and the
Company for the financial year ended 31 March 2023 are as follows:

Group Company
Type of fees (RM) (RM)

Audit fees 94,000 35,000

Non-audit fees 5,000 5,000

Total 99,000 40,000

MATERIAL CONTRACTS

There were no material contracts outside the ordinary course of business entered into by the Company and its subsidiaries
involving Director’s and major shareholder’s interest which were still subsisting at the end of the financial year ended 31
March 2023 or entered into since the end of the previous financial year.

UTILISATION OF PROCEEDS

a. Private Placement of up to 30% of the total number of issued shares

On 1 September 2020, the Company proposed to undertake private placement of up to 30% of total number of
issued shares of the Company to independent third-party investors (“Private Placement up to 30%”). The Private
Placement up to 30% was completed on 15 December 2020 following the listing and quotation of 294,146,000
placement shares on the Main Market of Bursa Malaysia Securities Berhad (“Bursa Securities”), raising RM39.7
million for the Company.

As at 31 March 2023, the summary of the utilisation of proceeds were as follows:-

Intended Actual Actual Balance

Utilisation of timeframe proceeds raised utilisation available
proceeds for utilisation (RM’000) (RM’000) (RM’000)
Investment in the Glove Within 36 months 39,073 (14,532) 24,541
Business
Estimated expenses Within 1 month 620 (620) –
Total 39,693 (15,152) 24,541

b. Private Placement of up to 20% of the total number of issued shares

On 23 December 2020, the Company proposed to undertake private placement of up to 20% of total number of
issued shares of the Company to independent third-party investors (“Private Placement up to 20%”). The Private
Placement up to 20% was completed on 13 January 2022 following the listing and quotation of 254,926,000
placement shares on the Main Market of Bursa Securities, raising RM26.6 million for the Company.

As at 31 March 2023, the summary of the utilisation of proceeds were as follows:-

Intended Actual Actual Balance

Utilisation of timeframe proceeds raised utilisation available
proceeds for utilisation (RM’000) (RM’000) (RM’000)
Investment in the Glove Within 36 months 26,324 – 26,324
Business
Estimated expenses Within 1 month 300 (300) –
Total 26,624 (300) 26,324
 31
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

additional compliance - information disclosures

CONT’D

UTILISATION OF PROCEEDS (cont’d)

c. Rights Issue with Free Warrants

On 29 January 2021, the Company proposed to undertake Rights Issue with Free Warrants. The Rights Issue with
Free Warrants was completed on 28 May 2021 following the listing and quotation of 1,529,559,600 rights shares
and 917,735,760 warrants on the Main Market of Bursa Securities, raising RM76.47 million for the Company.

As at 31 March 2023, the summary of the utilisation of proceeds were as follows:-

Actual
Intended proceeds Actual Reallocation Balance
Utilisation of timeframe raised utilisation of Utilisation available
proceeds for utilisation (RM’000) (RM’000) (RM’000) (RM’000)
Investment in the Glove Within 36 months 40,000 – 158 40,158
Business
Working capital Within 36 months 35,678 – – 35,678
Estimated expenses Immediate 800 (642) (158) –
Total 76,478 (642) – 75,836

EMPLOYEES SHARE OPTION SCHEME (“ESOS”)

The ESOS of the Company was approved by the shareholders at the Extraordinary General Meeting held on 14 November
2020 and it is governed by the Bylaws.

The ESOS was implemented on 18 November 2020 and shall be in force for a period of five (5) years and may be extended
for such further period, at the sole and absolute discretion of the Board upon recommendation by the ESOS Committee,
provided always that the Initial Scheme period above and such extension of the scheme made pursuant to the Bylaws
shall not in aggregate exceed a duration of ten (10) years or such other period as may be prescribed by Bursa Securities
or any other relevant authorities from the effective date of the ESOS.

On 10 April 2023, the Company has granted 458,867,880 options at exercise price of RM0.015 under the ESOS to the
eligible employees of the Group. However, the offer lapsed due to no acceptance from the eligible employees.

RECURRENT RELATED PARTY TRANSACTIONS

No recurrent related party transaction for the financial year ended 31 March 2023.
32
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

audit and risk management

committee report
The Board of Directors (“Board”) is pleased to present the report of the Audit and Risk Management Committee (“ARMC”)
for the financial year ended 31 March 2023 (“FYE 2023”).

The ARMC with delegated oversight responsibilities assists the Board in ensuring that the paramount interest of the
shareholders and other stakeholders of the Company and its subsidiaries (“Group”) are well protected.

Composition

The ARMC of the Company consists of three (3) members, all of whom are Independent Non-Executive Directors. The
ARMC comprises of the following members:

Directors Designation
Datuk Salmah Hayati Binti Ghazali Chairman / Independent Non-Executive Director
(Appointed on 3 April 2023)
Mr. Tang Boon Koon Member / Senior Independent Non-Executive Director
Mr.Yee Yit Yang Member / Independent Non-Executive Director
Mr. Chu Chee Peng Chairman / Independent Non-Executive Director
(Resigned on 31 December 2022)
Encik Mohtar Bin Abdullah Chairman / Independent Non-Executive Director
(Appointed on 31 December 2022 &
Resigned on 27 March 2023)

The composition of the ARMC is in compliance with Paragraphs 15.09 and 15.10 of the Main Market Listing Requirements
(Listing Requirement) of Bursa Malaysia Securities Berhad (“Bursa Securities”) and the Malaysian Code on Corporate
Governance where all three (3) ARMC members are Independent Non-Executive Directors. None of the Independent Non-
Executive Directors are alternate directors and all members of the ARMC are financially literate and are able to analyse
and interpret financial statements in order to effectively discharge their duties and responsibilities as members of the
ARMC.

Term of Reference

The principal objective of the ARMC is to assist the Board in discharging its fiduciary responsibilities relating to financial
reporting process and internal control of the Group. The function of the ARMC is as set out in the Terms of Reference of
the ARMC which can be found on the Company’s website at www.joeholding.com.my/.

Meetings and Attendance

The ARMC held a total of five (5) meetings during the FYE 2023. The Directors of the Company, internal auditors, external
auditors and the relevant key personnel were invited to attend the meeting as and when necessary, in order to facilitate
direct communications in respect on matters of significant concern of interest. The details of the attendance of the ARMC
members are as follow:

Name Attendance
Datuk Salmah Hayati Binti Ghazali –
(Appointed on 3 April 2023) (Datuk Salmah was appointed as Chairman
of the ARMC on 3 April 2023, she has not
attended any ARMC meeting held during
the financial year.)
Mr. Tang Boon Koon 5/5
Mr. Yee Yit Yang 5/5
Mr. Chu Chee Peng (Resigned on 31 December 2022) 4/4
Encik Mohtar Bin Abdullah 1/1
(Appointed on 31 December 2022 & Resigned on 27 March 2023)
 33
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

audit and risk management committee report

CONT’D

Meetings and Attendance

The ARMC meetings were structured through the use of agendas and relevant meeting papers which were distributed to
the ARMC prior to the meetings. The Company Secretaries or the representatives were present at all the meetings. Upon
invitation, the executive Board members, members of management as well as representatives of the external auditors and
internal auditors also attended specific ARMC meetings to facilitate direct communication and to provide clarifications on
audit issues and the operations of the Group.

The external auditors will report their findings of the significant accounting and auditing issues to the ARMC for review,
deliberation and decision making. While, the finance team will present the unaudited quarterly financial statements,
as well as other financial reporting related matters for the ARMC’s deliberation and recommendation to the Board for
approval, where appropriate. The Chairman of the ARMC will report and highlight the key issues discussed at each ARMC
meeting to the Board accordingly.

Summary of Work

During the FYE 2023, the following activities were carried out by the ARMC:

(a) reviewed the unaudited quarterly financial statements of the Group to ensure adherence to the regulatory reporting
requirements and appropriate resolution prior to the Board’s approval;
(b) reviewed and confirmed the minutes of the ARMC meetings, and also distributed the minutes to the other members
of the Board;
(c) reviewed the external auditors’ reports on audit findings and the accounting issues arising from the audit before
appropriate audit adjustments were made to the Group’s financial statements for FYE 2023;
(d) discussed the Audit Planning Memorandum and Audit Review Memorandum from the external auditors;
(e) reviewed if there are any recurrent related party transactions to be entered into by the Group to ensure that the
transactions entered into were on arm’s length basis and on normal commercial terms and not detrimental to the
interests of minority shareholders every quarter;
(f) reviewed the internal audit report which outlined the recommendations towards correcting areas of weaknesses
and ensured that there were management action plans established for the implementation of the internal auditors’
recommendations;
(g) reviewed with the internal auditor, external auditors and the management, the adequacy of the existing policies,
procedures and systems of internal control of the Group.
(h) reviewed the re-appointment of external auditors and their audit fees, after taking into consideration the independence
and objectivity of the external auditors and the cost effectiveness of their audit, before the recommendation to the
Board for approval;
(i) reviewed with the external auditors and internal auditors, the Statement on Risk Management and Internal Control
of the Group for inclusion in the annual report;
(j) reviewed the ARMC report, Corporate Governance Overview Statement together with Corporate Governance
Report and Sustainability Statement for inclusion in the annual report; and
(k) reviewed the annual audited financial statements of the Company and of the Group prior to the Board’s consideration
and approval.
34
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

audit and risk management committee report

CONT’D

Internal Audit Function

The Internal Audit (“IA”) function is considered an integral part of the assurance framework within the Group. IA function
plays an intermediary role in that it assists in the discharge of the oversight function which is delegated by the Board to
the ARMC. It serves as a mean of obtaining sufficient assurance of regular review and/or appraisal of the adequacy and
effectiveness of the system of internal controls from the perspective of governance, risks and control.

The Group has outsourced its IA function to CAS Consulting Services Sdn Bhd (“CAS”), which has adequate resources
and appropriate standing to undertake its work independently and objectively to provide reasonable assurance to the
ARMC regarding the adequacy and effectiveness of risk management, internal control and governance systems.

The personnel conducting and carrying out the IA function are free from any relationship or conflict of interest or undue
influence of others which could impair their independence. CAS reports directly to the ARMC. Prior to the presentation
of report to the ARMC, comments from the management are obtained and incorporated into the internal audit findings
and reports.

Further details of the internal audit function and its activities are provided in the Statement on Risk Management and
Internal Control, set out in page 35 to 38 of this Annual Report 2023.

The ARMC and the Board are satisfied with the performance of the outsourced IA and have in the interest of greater
independence and continuity in the IA function, taken the decision to continue with the outsourcing of the IA function.

The total cost incurred for the IA function of the Group in respect of the FYE 2023 amounted to RM20,000. This ARMC
report was approved at the ARMC meeting held on 28 July 2023.
 35
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

statement on risk management

and internal control
This Statement on Risk Management and Internal Control which has been prepared in accordance with the Statement
on Risk Management and Internal Control: Guidelines for Directors of Listed Issuers (“Guidelines”) is made pursuant to
Paragraph 15.26(b) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad (“MMLR”).

BOARD’S RESPONSIBILITY

The Board of Directors (“Board”) acknowledges that risk management and internal control are integral to corporate
governance and that it is responsible for establishing a sound risk management framework and internal control system as
well as to ensure their adequacy and effectiveness. The Board recognises that the Group’s risk management framework
and internal control system are designed to manage the Group’s risks within its acceptable risk appetite, rather than to
eliminate the risk of failure to achieve the Group’s business and corporate objectives. As risks are inherent in all business
activities, the said framework and system provide reasonable, rather than absolute assurance against the risks of material
misstatement of financial information or against financial losses and fraud or breaches of laws or regulations. The Board
concedes its overall responsibility for the Group’s systems of internal control for articulating, implementing, and reviewing
the adequacy and integrity of those systems.

The Board confirms that there is an ongoing risk management process established to identify, evaluate, and manage
significant risks to mitigate the risks that may impede the achievement of the Group’s business and corporate objectives.

The review of the adequacy and effectiveness of the risk management framework and the system of internal control is
delegated by the Board to the Audit and Risk Management Committee (“ARMC”).

RISK MANAGEMENT PROCESS

The risk management framework adopts a structured and integrated approach in managing key business risks with the
aim of safeguarding the Group’s assets and shareholders’ interests.

The ARMC, on behalf of the Board, reviews the adequacy and effectiveness of the risk management process from time to
time. In this respect, it is assisted by the Executive Director together with key management to identify and assess risks as
well as to ensure that the risk management process is adequate and effective. All policies and procedures formulated to
identify, measure, and monitor various risk components are reviewed by the ARMC. Additionally, the ARMC reviews and
assesses the adequacy of the risk management policies and ensures that the infrastructure, resources, and systems are
in-place for implementing the risk management process.

The risk management process involves the key management in each functional or operating unit of the Group and
is managed by the ARMC with assistance from the Executive Director. The risks identified remain the foundation in
developing a risk profile and the action plans to assist Executive Management to manage and respond to these risks.

The Group’s risk management practices are business driven and the processes in identifying, evaluating, and managing
significant risks facing the Group are embedded into its culture and operations. These processes are driven by the
Executive Director together with key management and are responsive to changes in the business environment and are
communicated to all levels. Appropriate mitigating activities and control procedures are also put in place to deal with any
identified weaknesses.
36
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

statement on risk management and internal control

CONT’D

RISK MANAGEMENT PROCESS (cont’d)

The diagram below outlines the risk management process of the Group:

Scope, Context, Criteria

MONITORING & REVIEW

Risk Assessment
COMMUNICATION &
CONSULTATION

Risk Identification

Risk Analysis

Risk Evaluation

Risk Treatment

RECORDING & REPORTING

INTERNAL CONTROL SYSTEM

The Board acknowledges the importance of the internal audit function and is committed to articulating, implementing,
and reviewing the Group’s system of internal control. The internal audit function has been outsourced to an independent
professional service provider to assist the Board as well as the ARMC in discharging their responsibilities and duties. To
ensure independence, the internal auditors report directly to the ARMC.

During the financial year ended 31 March 2023 (“FYE 2023”), the internal audit of the Group was carried out in accordance
with a risk-based audit plan approved by ARMC. The internal audit provides an assessment of the adequacy, efficiency,
and effectiveness of the Group’s system of internal control to ensure that the internal controls are viable and robust.
The audit findings and where necessary, recommended improvements are presented to the ARMC during their quarterly
meetings. In addition, the internal auditors also carried out follow-up reviews to ensure their recommendations for
improvements to internal controls are implemented.

The key elements of the Group’s system of internal control include:

1. A well-defined organisation structure with clearly defined lines of responsibility, authority, and accountability;
2. Approval and authority limits are imposed on Executive Management in respect of day-to-day operations as well as
major non-operating transactions;
3. Formalised standard operating procedures are in place to ensure compliance with internal controls and the relevant
laws and regulations;
4. The Board and the ARMC meet at least every quarter to discuss the Group’s financial performance, business
operations and strategies, corporate updates, and internal audit findings, if any;
5. Regular training and development programs are attended by employees to enhance their knowledge and
competency;
6. Management financial statements and reports are prepared regularly for monitoring of actual performance by
Executive Management;
7. A fully independent ARMC comprising solely Independent Directors with full and unrestricted access to both internal
and external auditors; and
8. The quarterly financial results and yearly audited financial statements reviewed by the ARMC prior to their approval
by the Board.
9. The board adopted the three lines of defense as follow:
 37
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

statement on risk management and internal control

CONT’D

THE THREE LINES OF DEFENSE

Board of Directors/Audit Committee/Risk Management Committee

Senior Management

External Auditor

Regulator
1st Line of Defense 2nd Line of Defense 3rd Line of Defense

Management Risk and Internal

controls Compliance Audit

The first layer of defense is implemented by the unit, component or business function that performs daily operations
activities.
• Ensure the conductive control environment in their business unit; and
• Implement risk management policies on their roles and responsibilities.

The second layer of defense is executed by risk management and compliance function.
• Monitor and ensure that all business functions are being implemented in accordance with risk management policies
and standard operating procedures of the Group.

The third layer of defense is implemented by both internal and external auditors.
• Review and evaluate the design and implementation of risk management; and
• Ensure the effectiveness of the first layer of defense and second tier.

ASSURANCE

The Board has reviewed the adequacy and effectiveness of the Group’s risk management framework and system of
internal control for FYE 2023 and up to the date of this Statement and is of the view that the risk management process
and system of internal control are in place for the period.

Executive Director is accountable to the Board for identifying risks relevant to the business of the Group, implementing,
and maintaining sound risk management practices and internal controls and monitoring and reporting to the Board of
significant control deficiencies and changes in risks that could affect the Group’s objectives and performance.

Executive Director and Chief Financial Officer have provided assurance to the Board that the Group’s risk management
process and internal control system were operating adequately and effectively in all material aspects, and that there were
no material losses incurred as a result of any weaknesses in internal controls that would require disclosure in this Annual
Report.

The Board together with key management will continuously review and evaluate risks to ensure shareholders’ interests
and the Group’s assets are preserved.
38
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

statement on risk management and internal control

CONT’D

REVIEW OF THIS STATEMENT BY EXTERNAL AUDITORS

As required by Paragraph 15.23 of the MMLR, the external auditors have reviewed this Statement. Their review procedures
were performed in accordance with Audit and Assurance Practice Guide 3: Guidance for Auditors on the Review of
Statement on Risk Management and Internal Control (“AAPG 3”), issued by the Malaysian Institute of Accountants.

AAPG 3 does not require the external auditors to consider whether this Statement covers all risks and controls, or to form
an opinion on the adequacy and effectiveness of the Group’s risk management process and system of internal control.
AAPG 3 also does not require the external auditors to consider whether the processes described to deal with the material
internal control aspects of significant problems, if any, disclosed in this Annual Report will, in fact, remedy the problems.

Based on their review, the external auditors have reported to the Board that nothing has come to their attention that
causes them to believe that this Statement is not prepared in all material aspects, in accordance with the disclosures
required by Paragraphs 41 and 42 of the Guidelines, nor is it factually inaccurate.

This Statement on Risk Management and Internal Control was approved by the Board of Directors of the Company on
28 July 2023.
 39
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

directors’ responsibility
statement
IN RESPECT OF AUDITED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 MARCH 2023

The Directors are required by the Companies Act 2016 (the Act) and the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad to prepare the financial statements for each financial year in accordance with applicable
Malaysian Financial Reporting Standards, the International Financial Reporting Standards and requirements of the Act in
Malaysia.

The Directors are responsible to ensure that the audited financial statements give a true and fair view of the financial
position, financial performance and cash flows of the Group and the Company for the financial year ended 31 March
2023. Where there are new accounting standards or policies that become effective during the period, the impact of these
new treatments would be stated in the notes to the financial statements, accordingly.

In preparing the financial statements, the Directors have:

• adopted appropriate and relevant accounting policies and applied them consistently;
• made judgments and estimates that are reasonable and prudent;
• ensure that all applicable accounting standards have been followed; and
• prepared financial statements on a “going concern” basis as the Directors have a reasonable expectation, having
made enquiries, that the Group and the Company have adequate resources to continue operations for the foreseeable
future.

The Directors are responsible to ensure that the Group and the Company keep accounting records which disclose the
financial position of the Group and of the Company with reasonable accuracy, enabling them to ensure that the financial
statements comply with the Act.

The Directors have overall responsibility for taking such steps as are reasonably available to them to safeguard the assets
of the Group and of the Company to prevent and detect fraud and other irregularities.

This Statement is was approved by the Board on 28 July 2023.

 FINANCIAL
STATEMENT

Directors’ Report ........................ 041 Statements of

Financial Position ......................... 051
Statement by Directors ................ 046
Statements of Profit or Loss
Declaration by the Director .......... 046 and other Comprehensive
Income ........................................ 053
Independent Auditors’ Report ...... 047
Statements of
Changes in Equity ........................ 054

Statements of Cash Flows ........... 056

Notes to the
Financial Statements ................... 058
 41
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

directors’
REPORT
The Directors of Joe Holding Berhad hereby submit their report and the audited financial statements of the Group and of
the Company for the financial year ended 31 March 2023.

Principal Activity

The principal activity of the Company is investment holding.

The details of the Company’s subsidiary companies are as disclosed in Note 7 to the financial statements.

Results

The results of the Group and of the Company for the financial year are as follows:

Group Company
RM’000 RM’000

Loss for the year, net of tax (38,672) (80,651)

(Loss)/Profit attributable to:

Equity holders of the Company (38,878) (80,651)
Non-controlling interests 206 –

(38,672) (80,651)

In the opinion of the Directors, the results of operations of the Group and of the Company during the financial year have
not been substantially affected by any items, transactions or events of a material and unusual nature other than the
changes in accounting policies as disclosed in Note 2(a) to the financial statements and significant events during the
financial year as disclosed in Note 36 to the financial statements.

Reserves and Provisions

There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the
financial statements.

Dividends

No dividend has been paid or declared by the Company since the end of the previous financial year. The directors do not
recommend any dividend payment in respect of the current financial year.

Issue of Shares and Debentures

There were no new issue of shares or debentures during the financial year.

Share Options

No options have been granted by the Company to any parties during the financial year to take up unissued shares of the
Company.

No shares haven been issued during the financial year by virtue of the exercise of any option to take up unissued shares
of the Company. As at the end of the financial year, there were no unissued shares of the Company under options.
42
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

DIRECTORS’ report
CONT’D

Warrants 2015/2025

The Warrants 2015/2025 are listed on the Main Market of Bursa Malaysia Securities Berhad.

Each Warrant A carries the right to subscribe for 1 new ordinary share each in the Company at any time from 4 June 2015
up to the expiry date on 3 June 2025, at an exercise price of RM0.10 for each new share. Any Warrant not exercised by
the expiry of the exercise period will lapse and cease to be valid for all purposes. The Warrants 2015/2025 are constituted
by a Deed Poll dated 24 April 2015.

In accordance with the provisions of the Deed Poll constituting Warrants 2015/2025 dated 24 April 2015, the total number
of outstanding Warrants 2015/2025 and the exercise price of Warrants 2015/2025 will be adjusted as a result of the issue
of new ordinary shares with warrants as disclosed in Note 16 (b) to the financial statements.

Pursuant to the adjustment to the exercise price and number of outstanding warrants 2015/2025, the existing number
of 490,243,800 Warrants 2015/2025 have been adjusted to 611,774,754 Warrants 2015/2025, whereby the additional
121,530,954 Warrants 2015/2025 have been listed on the Main Market of Bursa Malaysia Securities Berhad on 28 May
2021, and the exercise price of Warrants 2015/2025 has been revised from RM 0.10 to RM 0.06. Each Warrant 2015/2025
carries the right to subscribe for 1 new ordinary share each in the Company at any time from 4 June 2015 up to the expiry
date on 3 June 2025.

The movements in the Company’s Warrants 2015/2025 are as follows:

Number of Warrants 2015/2025

At At
1.4.2022 Granted Exercised Lapsed 31.3.2023

Number of unxercised Warrants 611,774,754 – – – 611,774,754

There were no Warrants 2015/2025 exercised during the financial year.

The salient terms of the Warrants 2015/2025 are disclosed in Note 16(b) to the financial statements.

Warrants 2021/2024

On 28 May 2021, the Company completed the issue and listing of 1,529,559,600 new ordinary shares at RM0.05 each
together with 917,735,760 free detachable Warrants 2021/2024 on the Main Market of Bursa Malaysia Securities Berhad.

Each Warrant 2021/2024 carries the right to subscribe for 1 new ordinary share each in the Company at any time from
21 May 2021 up to the expiry date on 20 May 2024, at an exercise price of RM0.05 for each new share. Any Warrants
2021/2024 not exercised by the expiry of the exercise period will lapse and cease to be valid for all purposes. The
Warrants 2021/2024 are constituted by a Deed Poll dated 8 April 2021.

The movements in the Company’s Warrants 2021/2024 are as follows:

Number of Warrants 2021/2024

At At
1.4.2022 Granted Exercised Lapsed 31.3.2023

Number of unxercised Warrants 917,735,760 – – – 917,735,760

There were no Warrants 2021/2024 exercised during the financial year.

The salient terms of the Warrants 2021/2024 are disclosed in Note 16(b) to the financial statements.
 43
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

DIRECTORS’ report
CONT’D

Directors

The directors of the Company in office during the financial year and during the period from the end of the financial year
to the date of this report are:

Koo Kien Yoon

Tang Boon Koon
Yee Yit Yang
Datuk Salmah Hayati Binti Ghazali (Appointed on 3 April 2023)
Chu Chee Peng (Resigned on 31 December 2022)
Mohtar Bin Abdullah (Resigned on 27 March 2023)
Tan Sri Datuk Dzulkifli Bin Ahmad (Resigned on 5 April 2023)

The directors who held office in the subsidiaries of the Company during the financial year and up to the date of this report
are:

Poh Weng Choon

Gan Lock Yong @ Gan Choon Hur
Lee Chin Wee

The information required to be disclosed pursuant to Section 253 of the Companies Act, 2016 is deemed incorporated
herein by such reference to the financial statements of the respective subsidiary companies and made a part hereof.

Directors’ Interest in Shares

The directors holding office at the end of the financial year and their beneficial interest in the ordinary shares of the
Company and its related corporations during the financial year as recorded in register of directors’ shareholdings kept by
the Company under Section 59 of the Companies Act 2016, were as follows:

Number of ordinary shares

At At
01.04.2022 Bought Sold 31.03.2023

Interests in the Company

Direct interests
Koo Kien Yoon 100,000 – – 100,000
Tang Boon Koon 100,000 – – 100,000

By virtue of their interests in the shares of the Company, the above directors are also deemed to be interested in the
shares of all the subsidiary companies to the extent the Company has an interest.

None of the other directors in office held any interest in term of the ordinary shares and Warrants of the Company and its
related corporations at the end of the financial year.

Directors’ Benefits

Since the end of the previous financial year, none of the Directors of the Company has received or become entitled
to receive a benefit (other than a benefit included in the aggregate of remuneration received or due and receivable by
Directors as disclosed in the notes to the financial statements) by reason of a contract made by the Company or a
related corporation with the director or with a firm of which the Director is a member, or with a Company in which he has
a substantial financial interest.

During and at the end of the financial year, no arrangement subsisted to which the Company was a party whereby
directors of the Company might acquire benefits by means of the acquisition of shares in, or debentures of, the Company
or any other body corporate.
44
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

DIRECTORS’ report
CONT’D

Directors’ Remuneration

The details of the Directors’ remuneration paid/payable to the Directors of the Company during the financial year are as
follows:

Group Company
RM’000 RM’000

Company’s Directors
Executive Director
Salaries and other emoluments 55 55
Fee 92 54
Defined contribution plans 6 6

153 115

Non-executive Directos
Other emoluments 32 32
Fee 520 495

552 527

705 642

Indemnity and Insurance Costs

There was no indemnity given to or insurance effected for any Directors, officers and auditors of the Company in
accordance with Section 289 of the Companies Act, 2016.

Other Statutory Information

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

(a) to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for
doubtful debts and satisfied themselves that adequate allowance had been made for doubtful debts and there were
no bad debts to be written off; and

(b) to ensure that any current assets which were unlikely to be realised in the ordinary course of business including the
value of current assets as shown in the accounting records of the Group and of the Company have been written
down to an amount which the current assets might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:

(a) which would render it necessary to write off any bad debts or the amount of the allowance for doubtful debts in the
financial statements of the Group and of the Company inadequate to any substantial extent; or

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

(c) not otherwise dealt with in this report or the financial statements of the Group and of the Company which would
render any amount stated in the financial statements misleading; or

(d) which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the
Group and of the Company misleading or inappropriate.
 45
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

DIRECTORS’ report
CONT’D

Other Statutory Information

At the date of this report, there does not exist:

(a) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year
which secures the liabilities of any other person; or

(b) any contingent liability in respect of the Group or of the Company which has arisen since the end of the financial
year.

No contingent or other liability has become enforceable, or is likely to become enforceable, within the period of twelve
months after the end of the financial year which, in the opinion of the directors, will or may substantially affect the ability
of the Group and of the Company to meet their obligations when they fall due.

In the opinion of the Directors, no item, transaction or event of a material and unusual nature has arisen in the interval
between the end of the financial year and the date of this report which is likely to affect substantially the results of
operations of the Group and of the Company in the financial year in which this report is made.

Subsidiary Companies

The details of the subsidiary companies are disclosed in Note 7 to the financial statements.

Subsequent Event

The details of the significant event are disclosed in Note 36 to the financial statements.

Auditors’ Remuneration

The auditors’ remuneration of the Group and of the Company for the financial year is RM94,000 and RM35,000.

Auditors

The auditors, UHY have indicated their willingness to continue in office.

Signed on behalf of the Board, as approved by the Board in accordance with a resolution of the Directors,

KOO KIEN YOON

TANG BOON KOON

KUALA LUMPUR
46
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

STATEMENT BY
DIRECTORS
PURSUANT TO SECTION 251(2) OF THE COMPANIES ACT 2016

The Directors of Joe Holding Berhad state that, in their opinion, the accompanying financial statements are drawn up in
accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the provisions
of the Companies Act, 2016 in Malaysia so as to give a true and fair view of the financial position of the Group and of the
Company as of 31 March 2023 and of the financial performance and the cash flows of the Group and of the Company for
the year ended on that date.

Signed in accordance with a resolution of the Directors,

KOO KIEN YOON

TANG BOON KOON

KUALA LUMPUR

DECLARATION BY THE DIRECTOR PRIMARILY RESPONSIBLE FOR THE

FINANCIAL MANAGEMENT OF THE COMPANY
PURSUANT TO SECTION 251(1)(b) OF THE COMPANIES ACT 2016

I, Koo Kien Yoon, the Director primarily responsible for the financial management of Joe Holding Berhad, do solemnly
and sincerely declare that the accompanying financial statements are, in my opinion, correct and I make this solemn
declaration conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations
Act, 1960.

KOO KIEN YOON

Subscribed and solemnly declared by the abovenamed KOO KIEN YOON at Kuala Lumpur in Federal Territory, this

Before me,

COMMISSIONER FOR OATHS

 47
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

independent auditors’
report
to the members of JOE Holding Berhad
[Registration No.: 199901018997 (493897-V)] (Incorporated in Malaysia)

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Joe Holding Berhad, which comprise the statements of financial position
as at 31 March 2023 of the Group and of the Company, and the statements of profit and loss and other comprehensive
income, statements of changes in equity and statements of cash flows of the Group and of the Company for the financial
year then ended, and notes to the financial statements, including a summary of significant accounting policies, as set out
on pages 51 to 121.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Group and
of the Company as at 31 March 2023, and of their financial performance and their cash flows for the financial year then
ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the
requirements of the Companies Act, 2016 in Malaysia.

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 Auditors’ Responsibilities for the Audit
of the Financial Statements section of our 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 Company in accordance with the By-Laws (on Professional Ethics, Conduct and Practice)
of the Malaysian Institute of Accountants (“By-Laws”) and the International Ethics Standards Board for Accountants’
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 IESBA Code.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the Group and of the Company for the current financial year. These matters were addressed in the
context of our audit of the financial statements of the Group and of the Company as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.

Key Audit Matters How we addressed the key audit matters

1. Fair value assessment on investment properties

As disclosed in Notes 2(c) and 6 to the financial Our audit procedures included, amongst others, the
statements, the Group’s investment properties following:
are stated at fair value. As at 31 March 2023, the
carrying amount of investment properties stood at - Assessed and discussed with management their
RM65.1 million which represents approximately 25% process for reviewing the work of the independent
of the Group’s total assets. valuer;

The Group uses external independent valuers to - Evaluated the objectivity, independence and
determine fair values of the investment properties. capabilities of the professional valuer;
According to the appraisal performed by the
professional valuer, the fair value of investment - Assessed the appropriateness of the valuation
properties was valued at RM65.1 million as at 31 model, property related data, including estimates
March 2023. used by the professional valuer;

The valuation process involved significant - Assessed the reasonableness of the assumptions
judgements in determining the appropriate valuation used in the valuation and judgement made; and
methodology to be used, and in estimating the
underlying assumptions to be applied. The valuations - Reviewed and assessed the appropriateness
are highly sensitive to key assumptions applied and and adequacy of the disclosures in the financial
the price of comparable plots. statements.
48
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

independent auditors’ report

CONT’D

Report on the Audit of the Financial Statements (cont’d)

Key Audit Matters (Cont’d)

Key Audit Matters How we addressed the key audit matters

2. Investment securities

During the financial year, the Group has recognised Our audit procedures included, amongst others, the
fair value loss on investment securities of RM28.303 following:
million in the profit or loss, and as of 31 March 2023,
the carrying amount of the Group’s investment - Obtained an understanding and evaluated the
securities was RM31.846 million. The details of appropriateness of the Group’s policy on investment
investment securities are disclosed in Note 8(a) to in quoted shares.
the financial statements.
- Obtained confirmation replies from the share broking
As the investment activities require vast market firms to ensure the existence and accuracy of the
knowledge in securities and may expose the investments as of the reporting date;
Company to the volatilities of securities market,
comprehensive corporate governance oversight and - Sighted to the statement of accounts issued by
high level of risk management practice is required. the share broking firms and the Board of Directors’
resolution on approval of opening the securities
This is a key audit matter because the amount account;
involved is significant and may result in the Group
expose to the risk of loss from investment. - Agreed the values used in the fair value adjustments
to the quoted share prices as of the end of the
reporting period;

- Examined the arithmetical accuracy of the fair value

adjustments performed by the management at the
end of the reporting period; and

- Assessed the adequacy of the disclosure in the

financial statements.

Information Other than the Financial Statements and Auditors’ Report Thereon

The Directors of the Company are responsible for the other information. The other information comprises the information
included in annual report, but does not include the financial statements of the Group and of the Company and our
auditors’ report thereon.

Our opinion on the financial statements of the Group and of the Company does not cover the other information and we
do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements of the Group and of the Company, our responsibility is to read
the other information and, in doing so, consider whether the other information is materially inconsistent with the financial
statements of the Group and of the Company, or our knowledge obtained in the audit or otherwise appears to be materially
misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we
are required to report that fact. We have nothing to report in this regard.
 49
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

independent auditors’ report

CONT’D

Responsibilities of Directors for the Financial Statements

The Directors of the Company are responsible for the preparation of the financial statements of the Group and of the
Company that give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial
Reporting Standards and the requirements of the Companies Act, 2016 in Malaysia. The Directors are also responsible
for such internal control as the Directors determine is necessary to enable the preparation of financial statements of the
Group and of the Company that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements of the Group and of the Company, the Directors are responsible for assessing the
Group’s and the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or the
Company or to cease operations, or have no realistic alternative but to do so.

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and of the
Company as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’
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 financial statements.

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 scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements of the Group and of the Company,
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
Group’s and of the Company’s internal control.

• 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 Group’s or the Company’s ability to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the
financial statements of the Group and of the Company 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 or the Company to cease to continue as a going concern.
50
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

independent auditors’ report

CONT’D

Auditors’ Responsibilities for the Audit of the Financial Statements (cont’d)

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 scepticism throughout the audit. We also: (Cont’d)

• Evaluate the overall presentation, structure and content of the financial statements of the Group and of the Company,
including the disclosures, and whether the financial statements of the Group and of the Company represent the
underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities
within the Group to express an opinion on the 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.

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.

We also provide the Directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.

From the matters communicated with the Directors, we determine those matters that were of most significance in the
audit of the financial statements of the Group and of the Company for the current financial year and are therefore the
key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest
benefits of such communication.

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 266 of the Companies
Act, 2016 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of
this report.

UHY
Firm Number: AF 1411
Chartered Accountants

HO SIEW CHAN
Approved Number: 03485/02/2024 J
Chartered Accountant

KUALA LUMPUR

28 July 2023
 51
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

statements of
financial position
as at 31 March 2023

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

ASSETS
Non-Current Assets
Property, plant and equipment 4 7,388 5,359 27 27
Right-of-use assets 5 468 521 4 31
Investment properties 6 65,100 47,500 – –
Investment in subsidiary companies 7 – – 33,832 27,170
Other investments 8 31,846 15,149 – –
Amount due from subsidiary companies 9 – – 48,555 55,213
Goodwill 10 – – – –

104,802 68,529 82,418 82,441

Current Assets
Other investments 8 44,918 - - -
Inventories 11 5,412 4,135 – –
Trade receivables 12 4,288 6,011 – –
Other receivables 13 6,564 21,219 28 29
Amount due from subsidiary companies 9 – – 52,977 88,664
Tax recoverable 2,003 1,934 594 465
Fixed deposit with licensed banks 14 21,785 10,102 – –
Cash and bank balances 65,738 127,358 56,391 101,485

150,708 170,759 109,990 190,643

Total Assets 255,510 239,288 192,408 273,084

52
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

statements of financial position

CONT’D

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

EQUITY

Share capital 15 212,958 212,958 212,958 212,958
Reserves 16 (33,432) 5,446 (33,749) 46,902
Equity attributable to owners of the parent 179,526 218,404 179,209 259,860
Non-controlling interests 4,989 4,783 – –

Total Equity 184,515 223,187 179,209 259,860

LIABILITIES
Non-Current Liabilities
Lease liabilities 17 120 280 – 26
Deferred tax liabilities 18 4,507 4,139 – –
Borrowings 19 3,794 – – –

8,421 4,419 – 26

Current Liabilities
Trade payables 20 124 1,148 – –
Other payables 21 7,008 8,466 67 66
Contract liabilities 22 762 811 – –
Amount due to subsidiary companies 9 – – 13,127 13,127
Lease liabilities 17 368 255 5 5
Borrowings 19 54,312 1,002 – –

Total current liabilities 62,574 11,682 13,199 13,198

Total Liabilities 70,995 16,101 13,199 13,224

Total Equity and Liabilities 255,510 239,288 192,408 273,084

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

 53
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

statements of profit or loss and

other comprehensive income
for the financial year ended 31 March 2023

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

Revenue 23 21,069 18,788 – –

Cost of sales (16,738) (16,322) – –

Gross profit 4,331 2,466 – –

Other income 7,636 5,395 1,406 1,778

Net impairment losses of financial assets 280 (1,028) (80,872) –

Administrative expenses (15,178) (5,230) (1,193) (1,288)

Selling and distribution expenses (731) (813) (17) (15)

Other operating expenses (32,423) (33,249) (31) (416)

(Loss)/Profit from operation (36,085) (32,459) (80,707) 59

Finance costs 24 (2,155) (140) (1) (1)

(Loss)/Profit before tax 25 (38,240) (32,599) (80,708) 58

Taxation 26 (432) (251) 57 (115)

Loss for the financial year, representing

total comprehensive loss for the
financial year (38,672) (32,850) (80,651) (57)

Loss attributable to:

Owners of the Parent (38,878) (32,857) (80,651) (57)
Non-controlling interests 206 7 – –

(38,672) (32,850) (80,651) (57)

Total comprehensive loss attributable to:

Owners of the Parent (38,878) (32,857) (80,651) (57)
Non-controlling interests 206 7 – –

Total comprehensive loss for the financial year (38,672) (32,850) (80,651) (57)

Loss per share

Basic/Diluted (sen) 27 1.27 1.15

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

 Attributable to owners of the parent
54

Non-Distributable Distributable
Non-
Share Revaluation Warrant Discount Accumulated controlling Total
capital reserve reserve on shares losses Total interests equity
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Joe Holding Berhad

Group
statements of
Registration No. 199901018997 (493897-V)

At 1 April 2022 212,958 25,141 39,042 (4,902) (53,835) 218,404 4,783 223,187

Loss for the financial year, representing

total comprehensive loss for the
financial year – – – – (38,878) (38,878) 206 (38,672)
2023

for the financial year ended 31 March 2023

At 31 March 2023 212,958 25,141 39,042 (4,902) (92,713) 179,526 4,989 184,515
changes in equity

At 1 April 2021 170,620 25,234 4,902 (4,902) (21,071) 174,783 4,776 179,559
ANNUAL REPORT

Net loss for the financial year – – – – (32,857) (32,857) 7 (32,850)

Realisation of revaluaton surplus
on property, plant and equipment – (93) – – 93 – – –

Total comprehensive loss for the

financial year – (93) – – (32,764) (32,857) 7 (32,850)

Transaction with owners:

Issuance of shares pursuant to right issue 42,338 – – – – 42,338 – 42,338

Warrant reserve arising from right issue – – 34,140 – – 34,140 – 34,140

42,338 – 34,140 – – 76,478 – 76,478

At 31 March 2022 212,958 25,141 39,042 (4,902) (53,835) 218,404 4,783 223,187
 55
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

statements of changes in equity

CONT’D

(Accumulated
losses)/
Share Warrant Discount Retained Total
capital reserve on shares earnings equity
RM’000 RM’000 RM’000 RM’000 RM’000

Company

At 1 April 2022 212,958 39,042 (4,902) 12,762 259,860

Loss for the financial year,

representing total comprehensive
loss for the financial year – – – (80,651) (80,651)

At 31 March 2023 212,958 39,042 (4,902) (67,889) 179,209

At 1 April 2021 170,620 4,902 (4,902) 12,819 183,439

Loss for the financial year,

representing total comprehensive
loss for the financial year – – – (57) (57)

Transaction with owners:

Issuance of shares pursuant to

right issue 42,338 – – – 42,338
Warrant reserve arising from
right issue – 34,140 – – 34,140

42,338 34,140 – – 76,478

At 31 March 2022 212,958 39,042 (4,902) 12,762 259,860

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

56
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

statements of
cash flows
for the financial year ended 31 March 2023

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

Cash flows from operating activities

(Loss)/Profit before tax (38,240) (32,599) (80,708) 58

Adjustments for:

Amortisation of right-of-use assets 325 279 27 22
Bad debt written off – 51 – –
Depreciation of property, plant and equipment 1,561 766 4 2
Fair value (gain)/loss on:
- investment properties (981) (339) – –
- investment securities 28,303 32,118 – –
Finance costs 2,155 140 1 1
Finance income (2,969) (1,918) (1,406) (1,778)
Gain on disposal of investment securities – (2,560) – –
Impairment losses on:
- property, plant and equipment 6,200 55 – –
- trade receivables 265 1,028 – –
- amount due to subsidiary companies – – 80,872 –
Inventories written down – 1,374 – –
Provision for warranty claims 128 121 – –
Reversal of inventories written down (1,461) – – –
Provision for warranty claims written off (1,924) – – –
Reversal of impairment loss on trade
receivables (545) – – –
Unrealised loss/(gain) on foreign exchange 1,513 (39) – –

Operating loss before working capital

changes (5,670) (1,523) (1,210) (1,695)

Changes in working capital:

Inventories 183 (251) – –

Receivables 15,145 38,686 1 (30)
Payables (685) (1,134) 1 (30)
Contract liabilities (49) (395) – –

(30,324) 36,906 2 (60)

Cash (used in)/from operations (35,994) 35,383 (1,208) (1,755)

Interest received – – 1,406 1,778

Interest paid (2,155) (140) (1) (1)
Tax paid (133) (1,146) (72) (494)

(2,288) (1,286) 1,333 1,283

Net cash (used in)/ from operating activities 6,636 34,097 125 (472)
 57
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

statements of cash flows

CONT’D

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

Cash flows from investing activities

Additional of invesment securities (45,000) (37,310) – –
Additional of other investment (44,918) – – –
Acquisition of property, plant and
equipment (16,909) (5,220) (4) (29)
Acquisition of invesment properties (9,500) – – –
Advances to subsidiaries companies – – (45,189) (18,560)
Interest received 2,969 1,918 – –
Proceeds from disposal investment securities – 7,901 – –

Net cash from/(used in) investing activities 38,668 (32,711) (45,193) (18,589)

Cash flows from financing activities

Increased in fixed deposits pledged (10,683) (3,102) – –
Repayment of lease liabilities (319) (261) (26) (22)
Proceeds from issuance of shares – 42,338 – 42,338
Proceeds from issuance of warrants – 34,140 – 34,140
Drawdown of term loans 4,623 – – –
Increase of loan 45,047 – – –

Net cash from/(used in) financing activities 38,668 73,115 (26) 76,456

Net (decrease)/increase in cash and

cash equivalents (68,054) 74,501 (45,094) 57,395
Cash and cash equivalents at the
beginning of the financial year 133,356 58,855 101,485 44,090

Cash and cash equivalents at the

end of the financial year 65,302 133,356 56,391 101,485

Cash and cash equivalents at the

end of the financial year
comprises:
Fixed deposit pledged with licensed
banks 21,785 10,102 – –
Cash and bank balances 65,738 127,358 56,391 101,485
Bank overdrafts (8,436) (1,002) – –

79,087 136,458 56,391 101,485

Less: Fixed deposit pledged with
  licensed banks (13,785) (3,102) – –

65,302 133,356 56,391 101,485

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

58
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the
financial statements
31 March 2023

1. Corporate Information

The Company is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main
Market of Bursa Malaysia Securities Berhad.

The registered office of the Company was located at A3-3-8, Solaris Dutamas, No. 1, Jalan Dutamas 1, 50480
Kuala Lumpur, W.P. Kuala Lumpur. With effect from 30 November 2022, the Company’s registered office has been
relocated to A3-3-8, Solaris Dutamas, No.1, Jalan Dutamas 1, 50480 Kuala Lumpur.

The principal place of business of the Company are located at Lot 5031 and 5032, Jalan Teratai, Off Jalan Meru,
41050, Klang, Selangor Darul Ehsan.

The principal activity of the Company is investment holding. The principal activities of its subsidiary companies
are disclosed in Note 7 to the financial statements. There have been no significant changes in the nature of these
activities of the Company and its subsidiary companies during the financial year.

2. Basis of Preparation

(a) Statement of compliance

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

The financial statements of the Group and of the Company have been prepared under the historical cost
convention, unless otherwise indicated in the significant accounting policies below.

Adoption of new and amended standards

During the financial year, the Group and the Company have adopted the following amendments to MFRSs
and annual improvements to MFRSs issued by the Malaysian Accounting Standards Board (“MASB”) that are
mandatory for current financial year:

Amendments to MFRS 16 Covid-19-Related Rent Concessions

Amendments to MFRS 3 Reference to the Conceptual Framework
Amendments to MFRS 116 Property, Plant and Equipment – Proceeds before Intended Use
Amendments to MFRS 137 Onerous Contracts – Cost of Fulfilling a Contract
Amendments to MRFS 1, MFRS 9, Annual Improvement to MFRS Standards 2018-2020
MFRS 16 and MFRS 141

The adoption of the amendments to MFRSs and annual improvements to MFRSs did not have any significant
impact on the financial statements of the Group and of the Company.
 59
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

2. Basis of Preparation (cont’d)

(a) Statement of compliance (Cont’d)

Standards issued but not yet effective

The Group and the Company have not applied the following new MFRSs and amendments to MFRSs that
have been issued by the MASB but are not yet effective for the Group and the Company:

Effective dates
for financial
periods
beginning on
or after

MFRS 17 Insurance Contracts 1 January 2023

Amendments to MFRS 17 Insurance Contracts 1 January 2023
Amendments to MFRS 17 Initial application of MFRS 17 and 1 January 2023
  MFRS 9 – Comparative Information
Amendments to MFRS 101 Disclosure of Accounting Policies 1 January 2023
Amendments to MFRS 108 Definition of Accounting Estimates 1 January 2023
Amendments to MFRS 112 Deferred Tax related to Assets and Liabilities
  arising from a Single Transaction 1 January 2023
Amendments to MFRS 112 International Tax Reform – Pillar Two Model
  Rules Refer paragraph 98M of MFRS 112
Amendments to MFRS 107 Supplier Finance Arrangements 1 January 2024
and MFRS 7
Amendments to MFRS101 Classification of Liabilities as Current or 1 January 2024
 Non-current
Amendments to MFRS 16 Lease Liability in a Sale and Leaseback 1 January 2024
Amendments to MFRS 101 Non-current Liabilities with Covenants 1 January 2024
Amendments to MFRS 10 Sale of Contribution of Assets between an Deferred until
and MFRS 128   Investor and its Associate or Joint Venture further notice

The Group and the Company intend to adopt the above new MFRSs and amendments to MFRSs when they
become effective.

These new standards, amendments to published standards and interpretation will be adopted on the respective
effective dates. The Group and the Company has started a preliminary assessment on the effects of the above
new standard, amendments to published standards and interpretation and the impact is still being assessed.

(b) Functional and presentation currency

These financial statements are presented in Ringgit Malaysia (“RM”), which is the Company’s functional
currency. All financial information is presented in RM and has been rounded to the nearest RM except when
otherwise stated.
60
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

2. Basis of Preparation (cont’d)

(c) Significant accounting judgements, estimates and assumptions

The preparation of the Group’s financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure
of contingent liabilities at the reporting date. However, uncertainty about these assumptions and estimates
could result in outcomes that could require a material adjustment to the carrying amount of the asset or liability
affected in the future.

Judgements

The following are the judgements made by management in the process of applying the Group’s accounting
policies that have the most significant effect on the amounts recognised in the financial statements:

Satisfaction of performance obligations in relation to contracts with customers

The Group is required to assess each of its contracts with customers to determine whether performance
obligations are satisfied over time or at a point in time in order to determine the appropriate method for
recognising revenue. This assessment was made based on the terms and conditions of the contracts, and the
provisions of relevant laws and regulations.

The Group recognises revenue over time in the following circumstances:

(a) the customer simultaneously receives and consumes the benefits provided by the Group’s performance
as the Group performs;
(b) the Group does not create an asset with an alternative use to the Group and has an enforceable right to
payment for performance completed to date; and
(c) the Group’s performance creates or enhances an asset that the customer controls as the asset is created
or enhanced.

Where the above criteria are not met, revenue is recognised at a point in time. Where revenue is recognised
at a point in time, the Group assesses each contract with customers to determine when the performance
obligation of the Group under the contract is satisfied.

Determining the lease term of contracts with renewal and termination options -Group as lessee

The Group determines the lease term as the non-cancellable term of the lease, together with any periods
covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by
an option to terminate the lease, if it is reasonably certain not to be exercised.

The Group has several lease contracts that include extension and termination options. The Group applies
judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew or
terminate the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise
either the renewal or termination. After the commencement date, the Group reassesses the lease term if there
is a significant event or change in circumstances that is within its control and affects its ability to exercise or
not to exercise the option to renew or to terminate.

The Group includes the renewal period as part of the lease term for leases of land and building with non-
cancellable period included as part of the lease term as these are reasonably certain to be exercised because
there will be a significant negative effect on operation if a replacement asset is not readily available.
 61
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

2. Basis of Preparation (cont’d)

(c) Significant accounting judgements, estimates and assumptions (Cont’d)

Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the end of the
reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities within the next reporting period are set out below:

Useful lives of property, plant and equipment and right-of-use (“ROU”) assets

The Group regularly reviews the estimated useful lives of property, plant and equipment and ROU assets
based on factors such as business plan and strategies, expected level of usage and future technological
developments. Future results of operations could be materially affected by changes in these estimates brought
about by changes in the factors mentioned above. A reduction in the estimated useful lives of property, plant
and equipment and ROU assets would increase the recorded depreciation and decrease the value of property,
plant and equipment and ROU assets.

The carrying amount at the reporting date for property, plant and equipment and ROU assets are disclosed on
Notes 4 and 5 respectively.

Impairment of property, plant and equipment

The Group assesses whether there is any indication that property, plant and equipment are impaired at the
end of each reporting period. Impairment is measured by comparing the carrying amount of an asset with its
recoverable amount. The recoverable amount is measured at the higher of the fair value less cost to sell for that
asset and its value-in-use. The value-in-use is the net present value of the projected future cash flow derived
from that asset discounted at an appropriate discount rate. Projected future cash flows are calculated based
on historical, sector and industry trends, general market and economic conditions, changes in technology and
other available information. Changes to any of these assumptions would affect the amount of impairment. The
key assumptions used to determine the recoverable amounts is disclosed in Note 4.

Valuation of investment properties

The Group carries its investment properties at fair value, with changes in fair value being recognised in profit or
loss. The investment properties of the Group are held to earn rental income or for capital appreciation or both.
For the financial year ended 31 March 2023, the Group engaged independent valuation specialist to determine
fair value of such investment properties. The fair value was determined using sales comparison approach.

The key assumptions used to determine the fair value of the properties are provided in Note 6.

Fair value of financial instruments

Management uses valuation techniques in measuring the fair value of financial instruments where active
market quotes are not available. Details of the assumptions used are given in the Note 32(c) regarding financial
assets and liabilities. In applying the valuation techniques management makes maximum use of market inputs,
and uses estimates and assumptions that are, as far as possible, consistent with observable data that market
participants would use in pricing the instrument. Where applicable data is not observable, management uses
its best estimate about the assumptions that market participants would make. These estimates may vary from
the actual prices that would be achieved in an arm’s length transaction at the end of the reporting period.
62
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

2. Basis of Preparation (cont’d)

(c) Significant accounting judgements, estimates and assumptions (Cont’d)

Key sources of estimation uncertainty (Cont’d)

Impairment of investment in subsidiary companies

The Company reviews its investment in subsidiary companies when there are indicators of impairment.
Impairment is measured by comparing the carrying amount of an investment with its recoverable amount.
Significant judgement is required in determining the recoverable amount. Estimating the recoverable amount
requires the Company to make an estimate of the expected future cash flows from the cash-generating units
and also to determine a suitable discount rate in order to calculate the present value of those cash flows.

The carrying amount at the reporting date for investment in subsidiary companies is disclosed in Note 7 to the
financial statements.

Inventories valuation

Inventories are measured at the lower of cost and net realisable value. The Group estimates the net realisable
value of inventories based on an assessment of expected sales prices. Demand levels and pricing competition
could change from time to time. If such factors result in an adverse effect on the Group’s products, the Group
might be required to reduce the value of its inventories. The details of inventories are disclosed in Note 11.

Deferred tax assets

Deferred tax assets are recognised for all unused tax losses, unabsorbed capital allowances and other
deductible temporary differences to the extent that it is probable that taxable profit will be available against
which the unused tax losses, unabsorbed capital allowances and other deductible temporary differences can
be utilised. Significant management judgement is required to determine the amount of deferred tax assets
that can be recognised, based upon the likely timing and level of future taxable profits together with future tax
planning strategies.

The carrying value of recognised and unrecognised deferred tax assets are disclosed in Note 18 to the financial
statements.

Determination of transaction prices

The Group is required to determine the transaction price in respect of each of its contracts with customers. In
making such judgement the Group assesses the impact of any variable consideration in the contract, due to
discounts or penalties, the existence of any significant financing component and any non-cash consideration
in the contract.

There is no estimation required in determining the transaction price, as revenue from sale of goods or services
are based on invoiced values. Discounts are not considered as they are not only given in rare circumstances.

Discount rate used in leases

Where the interest rate implicit in the lease cannot be readily determined, the Group uses the incremental
borrowing rate to measure the lease liabilities. The incremental borrowing rate is the interest rate that the
Group would have to pay to borrow over a similar term, the funds necessary to obtain an asset of a similar
value to the right-of-use asset in a similar economic environment. Therefore, the incremental borrowing rate
requires estimation, particularly when no observable rates are available or when they need to be adjusted
to reflect the terms and conditions of the lease. The Group estimates the incremental borrowing rate using
observable inputs when available and is required to make certain entity-specific estimates.
 63
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

2. Basis of Preparation (cont’d)

(c) Significant accounting judgements, estimates and assumptions (Cont’d)

Key sources of estimation uncertainty (Cont’d)

Provision for warranty claims

Provision for warranty claims is established for sales recognised during the financial year. The Group issues
warranties under which the performance of its products delivered is generally guaranteed for a certain period
or term. The provision for warranty claims includes the expected costs of warranty obligations imposed by
contract for the subsequent financial period. The estimated future costs of these actions are principally based
on assumptions regarding the warranty costs of the goods, as well as historical claims experience for Group’s
products.

The carrying amount of provision for warranties are as disclosed in Note 21.

Contract liabilities

Contract liabilities arising from customer loyalty award credits of the Group, as disclosed in Note 22, pertains
to the fair value of the award credits awarded to distributors and dealers that could be redeemed for incentive
trip or other incentives within a stipulated period. The fair value of award credits is determined based on
management’s best estimates.

Contingencies

Contingent liabilities of the Group and of the Company are not recognised but disclosed, unless the possibility
of an outflow of resources embodying economic benefits is remote.

Contingent liabilities represent possible obligations that arise from past events and whose existence will be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within
the control of the entity. They are not recognised because it is not probable that an outflow of resources will be
required to settle the obligation and the amount of the obligation cannot be measured with sufficient reliability.

Inevitably, the determination that the possibility that an outflow of resources embodying economic benefits is
remote and that the occurrence or non-occurrence of one or more uncertain future events is not wholly within
the control of the Group and of the Company required significant judgement.

Contingent liabilities are as disclosed in Note 34.

Income taxes

Judgement is involved in determining the provision for income taxes. There are certain transactions and
computations for which the ultimate tax determination is uncertain during the ordinary course of business.

The Group recognises liabilities for expected tax issues based on estimates of whether additional taxes
will be due. Where the final tax outcome of these matters is different from the amounts that were initially
recognised, such differences will impact the income tax and deferred tax provisions in the period in which such
determination is made. As at 31 March 2023, the Group and the Company has tax recoverable of RM2.003
million (2022: RM1.934 million) and RM0.594 million (2022: RM0.465 million).
64
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

3. Significant Accounting Policies

The Group and the Company apply the significant accounting policies set out below, consistently throughout all
periods presented in the financial statements unless otherwise stated.

(a) Basis of consolidation

(i) Subsidiary companies

Subsidiary companies are all entities (including structured entities) over which the Group has control.
The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the entity.
Subsidiary companies are fully consolidated from the date on which control is transferred to the Group.
They are deconsolidated from the date that control ceases.

The Group applies the acquisition method to account for business combinations. The consideration
transferred for the acquisition of a subsidiary company is the fair values of the assets transferred, the
liabilities incurred to the former owners of the acquiree and the equity interests issued by the Group.
The consideration transferred includes the fair value of any asset or liability resulting from a contingent
consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed
in business combination are measured initially at their fair values at the acquisition date. The Group
recognises any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, either at
fair value or at the non-controlling interest’s proportionate share of the recognised amounts of acquiree’s
identifiable net assets.

Acquisition-related costs are expensed in profit or loss as incurred.

If the business combination is achieved in stages, the acquirer’s previously held equity interest in the
acquiree is re-measured at its acquisition-date fair value and the resulting gain or loss is recognised in
profit or loss.

If the initial accounting for a business combination is incomplete by the end of the reporting period
in which the combination occurs, the Group reports provisional amounts for the items for which the
accounting is incomplete. Those provisional amounts are adjusted during the measurement period (which
cannot exceed one year from the acquisition date), or additional assets or liabilities are recognised, to
reflect new information obtained about facts and circumstances that existed at the acquisition date, if
known, would have affected the amounts recognised at that date.

Any contingent consideration to be transferred by the Group is recognised at fair value at the acquisition
date. Contingent consideration classified as an asset or liability that is a financial instrument and within
the scope of MFRS 9 Financial Instruments is measured at fair value with the changes in fair value
recognised in profit or loss. Contingent consideration that is classified as equity is not re-measured, and
its subsequent settlement is accounted for within equity.

Inter-company transactions, balances and unrealised gains or losses on transactions between Group
companies are eliminated. Unrealised losses are eliminated only if there is no indication of impairment.
Where necessary, accounting policies of subsidiary companies have been changed to ensure consistency
with the policies adopted by the Group.

In the Company’s separate financial statements, investment in subsidiary companies are stated at cost
less accumulated impairment losses. On disposal of such investments, the difference between net
disposal proceeds and their carrying amounts are recognised in profit or loss. Where an indication of
impairment exists, the carrying amount of the investment is assessed and written down immediately to
its recoverable amount. See accounting policy Note 3(l)(i) to the financial statements on impairment of
non-financial assets.
 65
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(a) Basis of consolidation (Cont’d)

(ii) Changes in ownership interests in subsidiary companies without change of control

Transactions with non-controlling interests that do not result in loss of control are accounted for as
equity transactions – that is, as transactions with the owners in their capacity as owners. The difference
between fair value of any consideration paid and the relevant share acquired of the carrying value of net
assets of the subsidiary company is recorded in equity. Gains or losses on disposals to non-controlling
interests are also recorded in equity.

(iii) Disposal of subsidiary companies

If the Group loses control of a subsidiary company, the assets and liabilities of the subsidiary company,
including any goodwill, and non-controlling interests are derecognised at their carrying value on the
date that control is lost. Any remaining investment in the entity is recognised at fair value. The difference
between the fair value of consideration received and the amounts derecognised and the remaining
fair value of the investment is recognised as a gain or loss on disposal in profit or loss. Any amounts
previously recognised in other comprehensive income in respect of that entity are accounted for as if the
Group had directly disposed of the related assets or liabilities.

(iv) Goodwill on consolidation

The excess of the aggregate of the consideration transferred, the amount of any non-controlling interest
in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over
the fair value of the identifiable net assets acquired is recorded as goodwill. If the total consideration
transferred, non-controlling interest recognised and previously held interest measured at fair value is less
than the fair value of the net assets of the subsidiary company acquired (i.e., a bargain purchase), the
gain is recognised in profit or loss.

Following the initial recognition, goodwill is measured at cost less accumulated impairment losses.
Goodwill is not amortised but instead, it is reviewed for impairment annually or more frequent when
there is objective evidence that the carrying value may be impaired. See accounting policy Note 3(l)(i) to
the financial statements on impairment of non-financial assets.

(b) Foreign currency transactions and balances

Transactions in foreign currency are recorded in the functional currency of the respective Group entities
using the exchange rates prevailing at the dates of the transactions. At each reporting date, monetary items
denominated in foreign currencies are retranslated at the rates prevailing on that date. Non-monetary items
carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the
date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in
a foreign currency are not retranslated.

Exchange differences arising on the settlement of monetary items or on translating monetary items at the
reporting date are included in profit or loss.

Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit
or loss for the reporting period except for the differences arising on the translation of non-monetary items in
respect of which gains and losses are recognised in other comprehensive income. Exchange differences
arising from such non-monetary items are also recognised in other comprehensive income.
66
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(c) Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment
losses. The policy of recognition and measurement of impairment losses is in accordance with Note 3(l)(i) to
the financial statements on impairment of non-financial assets.

(i) Recognition and measurement

Cost includes expenditures that are directly attributable to the acquisition of the asset and any other costs
directly attributable to bringing the assets to working condition for its intended use, cost of replacing
components parts of the assets, and the present value of the expected cost for the decommissioning
of the assets after their use. 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. All other repair and maintenance costs are recognised in profit or loss as
incurred.

The cost of property, plant and equipment recognised as a result of a business combination is based
on fair value at acquisition date. The fair value of property is the estimated amount for which a property
could be exchanged on the date of valuation between a willing buyer and a willing seller in an arm’s
length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently
and without compulsion. The fair value of other items of plant and equipment is based on the quoted
market prices for similar items.

When significant parts 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.

Property, plant and equipment are derecognised upon disposal or when no future economic benefits
are expected from its use or disposal. Gains or losses arising on the disposal of property, plant and
equipment are determined as the difference between the disposal proceeds and the carrying amount of
the assets and are recognised in profit or loss.

(ii) Subsequent costs

The cost of replacing part 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 part will flow to
the Group and its cost can be measured reliably. The costs of the day-to-day servicing of property, plant
and equipment are recognised in the profit or loss as incurred.

(iii) Depreciation

Depreciation is recognised in the profit or loss on a straight-line basis to write off the cost of each asset
to its residual value over its estimated useful life.

Property, plant and equipment are depreciated based on the estimated useful lives of the assets as
follows:

Buildings 50 years
Office equipment 7 to 10 years
Plant, machinery and equipment 7 to 10 years
Renovation 7 years
Furniture and fittings 7 to 10 years
Motor vehicles 5 years
Moulds 15 years

Freehold land is not depreciated. The residual values, useful lives and depreciation method are reviewed
at the end of each reporting period to ensure that the amount, method and period of depreciation are
consistent with previous estimates the expected pattern of consumption of future economic benefits
embodied in the property, plant and equipment.
 67
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(d) Leases

As lessee

The Group and the Company recognise a ROU asset and a lease liability at the lease commencement date.
The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted
for any lease payments made at or before the commencement date, 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 site on
which it is located, less any lease incentives received.

The ROU asset is subsequently measured at cost less any accumulated depreciation, accumulated impairment
loss and, if applicable, adjusted for any remeasurement of lease liabilities. The policy of recognition and
measurement of impairment losses is in accordance with Note 3(l)(i) to the financial statements.

The ROU asset under cost model is depreciated using the straight-line method from the commencement
date to the earlier of the end of the useful life of the ROU asset or the end of the lease term. The estimated
useful lives of the ROU assets are determined on the same basis as those of property, plant and equipment as
follows:

Buildings 2 - 4 years

The ROU assets are subject to impairment.

The lease liability is initially measured at the present value of future lease payments at the commencement
date, discounted using the respective Group entities’ incremental borrowing rates. Lease payments included in
the measurement of the lease liability include fixed payments, any variable lease payments, amount expected
to be payable under a residual value guarantee, and exercise price under an extension option that the Group
and the Company are reasonably certain to exercise.

Variable lease payments that do not depend on an index or a rate and are dependent on a future activity are
recognised as expenses in profit or loss in the period in which the event or condition that triggers the payment
occurs.

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 rate, or if the Group or the Company
changes its assessment of whether it will exercise an extension or termination option.

Lease payments associated with short term leases and leases of low value assets are recognised on a straight-
line basis as an expense in profit or loss. Short term leases are leases with a lease term of 12 months or less
and do not contain a purchase option. Low value assets are those assets valued at less than RM20,000 each
when purchased new.
68
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(d) Leases (Cont’d)

As lessor

When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease or an
operating lease. Leases in which the Group or the Company does not transfer substantially all the risks and
rewards of ownership of an asset are classified as operating leases.

If the lease arrangement contains lease and non-lease components, the Group and the Company apply MFRS
15 Revenue from Contracts with Customers to allocate the consideration in the contract based on the stand-
alone selling price.

The Group and the Company recognise 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 and the
Company use the interest rate implicit in the lease to measure the net investment in the lease.

The Group recognises lease payments under operating leases as income on a straight-line basis over the
lease term unless another systematic basis is more representative of the pattern in which benefit from the use
of the underlying asset is diminished. The lease payment recognised is included as part of “Revenue”. Initial
direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the
leased asset and recognised over the lease term on the same basis as rental income. Contingent rents are
recognised as revenue in the period in which they are earned.

(e) Investment properties

Cost includes expenditure that is directly attributable to the acquisition of the investment property. The cost of
self-constructed investment property includes the cost of materials and direct labour, any other costs directly
attributable to bringing the investment property to a working condition for their intended use and capitalised
borrowing costs.

Subsequent expenditure is capitalised to the asset’s carrying amount only when it is probable that future
economic benefits associated with the expenditure will flow to the Group and the cost of the item can be
measured reliably. All other repairs and maintenance costs are expensed when incurred. When part of an
investment property is replaced, the carrying amount of the replaced part is derecognised.

Investment properties are valued by independent professionally qualified valuers, having appropriate
recognised professional qualifications and recent experience in the locations and segments of the investment
properties valued. The management team reviewed and discussed the valuations, including valuation
processes, performed by the independent valuers for financial reporting purposes.

Investment properties are derecognised when either they are disposed of or when they are permanently
withdrawn from use and no future economic benefit is expected from the disposal. Any gain or loss on the
retirement or disposal of an investment property is recognised in the profit or loss in the reporting period of
retirement or disposal.

Transfers are made to (or from) investment property only when there is a change in use. For a transfer from
investment property to owner-occupied property, the deemed cost for subsequent accounting is the fair value
at the date of change in use. If owner-occupied property becomes an investment property, the Group accounts
for such property in accordance with the policy stated under property, plant and equipment up to the date of
change in use.
 69
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(f) Financial assets (Cont’d)

Financial assets are recognised in the statements of financial position when, and only when, the Group or the
Company becomes a party to the contractual provisions of the financial instrument.

When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial
assets not at fair value through profit or loss (“FVTPL”), directly attributable transaction costs.

The Group and the Company determine the classification of their financial assets at initial recognition, and
the categories include other investment measured at FVTPL, trade and other receivables, amount due from
subsidiary companies, fixed deposits with licensed banks, cash and bank balances.

(a) Financial assets at amortised cost

The Group and the Company measure financial assets at amortised cost if both of the following conditions
are met:

• The financial asset is held within a business model with the objective to hold financial assets in
order to collect contractual cash flows; and

• The contractual terms of the financial asset give rise on specified dates to cash flows that are
solely payments of principal and interest on the principal amount outstanding.

Financial assets at amortised cost are subsequently measured using the effective interest (“EIR”) method
and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is
derecognised, modified or impaired.

(b) Financial assets at fair value through other comprehensive income (“FVTOCI”)

Debt instruments

A debt security is measured at FVTOCI if it meets both of the following conditions and is not designated
as at FVTPL:

• it is held within a business model whose objective is achieved by both collecting contractual cash
flows and selling financial assets; 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.

Equity instruments

On initial recognition of an equity investment that is not held for trading, the Group and the Company
may irrevocably elect to present subsequent changes in fair value in other comprehensive income on an
investment-by-investment basis.

Financial assets categorised as FVTOCI are subsequently measured at fair value, with unrealized gains
and losses recognised directly in other comprehensive income and accumulated under fair value reserve
in equity. For debt instruments, when the investment is derecognised or determined to be impaired,
the cumulative gain or loss previously recorded in equity is reclassified to the profit or loss. For equity
instruments, the gains or losses are never reclassified to profit or loss.

The Group and the Company have not designated any financial assets as FVTOCI.
70
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(f) Financial assets (Cont’d)

(c) Financial assets at fair value through profit or loss

All financial assets not classified as measured at amortised cost or FVTOCI, as described above, are
measured at FVTPL. This includes derivative financial assets (except for a derivative that is a financial
guarantee contract or a designated and effective hedging instrument). On initial recognition, the Group
may irrevocably designate a financial asset that otherwise meets the requirements to be measured at
amortised cost or at FVTOCI as at FVTPL if doing so eliminates or significantly reduces an accounting
mismatch that would otherwise arise.

Financial assets categorised as FVTPL are subsequently measured at their fair value with gains or losses
recognised in the profit or loss.

All financial assets, except for those measured at FVTPL and equity investments measured at FVTOCI,
are subject to impairment.

Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets
within the period generally established by regulation or convention in the marketplace concerned. All
regular way purchases and sales of financial assets are recognised or derecognised on the trade date
i.e., the date that the Group and the Company commit to purchase or sell the asset.

A financial asset is derecognised where the contractual right to receive cash flows from the asset has
expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount
and the sum of the consideration received for financial instrument is recognised in profit or loss.

(g) Financial liabilities

Financial liabilities are recognised when, and only when, the Group and the Company become a party to the
contractual provisions of the financial instruments. All financial liabilities are recognised initially at fair value
plus, in the case of financial liabilities not at fair value through profit or loss, directly attributable transaction
costs.

After initial recognition, financial liabilities that are not carried at fair value through profit or loss are subsequently
measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or
loss when the liabilities are derecognised, and through the amortisation process.

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms,
or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a
derecognition of the original liability and the recognition of a new liability, and the difference in the respective
carrying amounts is recognised in profit or loss.

(h) Financial guarantee contracts

A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse
the holder for a loss it incurs when the guaranteed debtor fails to make payment when due.

Financial guarantee contracts are recognised initially as financial liabilities at fair value, net of transaction
costs. Subsequent, the liability is measured at the higher of:

• The amount of the loss allowance, and

• The amount initially recognised less, when appropriate, the cumulative amount of income recognised in
accordance with the principles of MFRS 15 Revenue from Contracts with Customers.
 71
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(i) Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the statements of financial
position if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is
an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.

(j) Inventories

Inventories are stated at the lower of cost and net realisable value. Cost is determined on the weighted
average method and comprises the purchase price and incidentals incurred in bringing the inventories to their
present and condition.

Net realisable value represents the estimated selling price less the estimated costs of completion and the
estimated costs necessary to make the sale.

Where necessary, due allowance is made for all damaged, obsolete and slow-morning items.

(k) Cash and cash equivalents

Cash and cash equivalents comprise cash in hand, bank balances, demand deposits, bank overdrafts and
highly liquid investments that are readily convertible to known amount of cash and which are subject to an
insignificant risk of changes in value. For the purpose of statement of cash flows, cash and cash equivalents
are presented net of bank overdrafts and pledged deposits.

(l) Impairment of assets

(i) Non-financial assets

The carrying amounts of non-financial assets (except for inventories, deferred tax assets and investment
property measured at fair value) are reviewed at the end of each reporting period to determine whether
there is any indication of impairment. If any such indication exists, the asset’s recoverable amount
is estimated. For goodwill that have indefinite useful lives, or that are not yet available for use, the
recoverable amount is estimated each period at the same time.

For the purpose of impairment testing, assets are grouped together into the smallest group of assets
that generates cash inflows from continuing use that are largely independent of the cash inflows of other
assets or cash-generating units. Subject to operating segment ceiling test, for the purpose of goodwill
impairment testing, cash-generating units to which goodwill has been allocated are aggregated so that
the level at which impairment testing is performed reflects the lowest level at which goodwill is monitored
for internal reporting purposes. The goodwill acquired in a business combination, for the purpose of
impairment testing, is allocated to a cash-generating unit or a group of cash-generating units that are
expected to benefit from the synergies of the combination.

The recoverable amount of an asset or cash-generating unit is the greater of value-in-use and 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 cash-generating unit exceeds
its estimated recoverable amount. Impairment loss is recognised in profit or loss. Impairment losses
recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any
goodwill allocated to the cash-generating unit (group of cash-generating units) and then to reduce the
carrying amounts of the other assets in the cash-generating unit (group of cash-generating units) on a
pro rata basis.
72
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(l) Impairment of assets (Cont’d)

(i) Non-financial assets (Cont’d)

An impairment loss in respect of goodwill is not reversed. 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 only if there has been a change in
the estimates used to determine the recoverable amount since the last impairment loss was recognised.
The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount,
nor exceed the carrying amount that would have been determined, net of depreciation or amortisation,
had no impairment loss been recognised for asset in prior years. Such reversal is recognised in the profit
or loss.

(ii) Financial assets

The Group and the Company recognise an allowance for expected credit losses (“ECLs”) for all debt
instruments not held at FVTPL. ECLs are based on the difference between the contractual cash flows
due in accordance with the contract and all the cash flows that the Group and the Company expect to
receive, discounted at an approximation of the original effective interest rate. The expected cash flows
will include cash flows from the sale of collateral held or other credit enhancements that are integral to
the contractual terms.

ECLs are recognised in two stages. For credit exposures for which there has not been a significant
increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default
events that are possible within the next 12-months (“a 12-month ECL”). For those credit exposures for
which there has been a significant increase in credit risk since initial recognition, a loss allowance is
required for credit losses expected over the remaining life of the exposure, irrespective of the timing of
the default (“a lifetime ECL”).

For trade receivables, other receivables, and inter-company balances, the Group and the Company
apply a simplified approach in calculating ECLs. Therefore, the Group and the Company do not track
changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting
date. The Group and the Company have established a provision matrix that is based on its historical
credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic
environment.

(m) Share capital

An equity instrument is any contract that evidences a residual interest in the assets of the Group and the
Company after deducting all of its liabilities. Ordinary shares are equity instruments. Ordinary shares are
recorded at the proceeds received, net of directly attributable incremental transaction costs. Ordinary shares
are classified as equity.

Dividend distribution to the Company’s shareholders is recognised as a liability in the period they are approved
by the Board of Directors except for the final dividend which is subject to approval by the Company’s
shareholders.

(n) Warrant reserves

Warrant is classified as equity investment and its value is allocated base on the Black Scholes model. The
issuance of the ordinary shares upon exercise of warrants is treated as the subscription of ordinary shares for
the consideration equivalent to the exercise price of the warrants. Upon exercise of warrants, the proceeds
are credited to share capital. The warrants reserve in relation to the unexercised warrants at the expiry of the
warrants will be transfer to retained earnings.
 73
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(o) Provisions

Provisions are recognised when there is a present legal or constructive obligation as a result of a past event,
when it is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation and the amount of the obligation can be estimated reliably.

Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate.
If it is no longer probable that an outflow of economic resources will be required to settle the obligation, the
provision is reversed. If the effect of the time value of money is material, provisions are discounted using a
current pre-tax rate that reflects, where appropriate, the risks specific to the liability. When discounting is used,
the increase in the provision due to the passage of time is recognised as a finance cost.

Any reimbursement that the Group can be virtually certain to collect from a third party with respect to the
obligation is recognised as a separate asset. However, this asset may not exceed the amount of the related
provision. The expense relating to any provision is presented in the statements of profit or loss and other
comprehensive income net of any reimbursement.

Warranties

A provision for warranties is recognised when the underlying products are sold. The provision is measured based
on historical warranty data and a weighting of all possible outcomes against their associated probabilities.

(p) Contract liability

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.

(q) Revenue recognition

(i) Revenue from contracts with customers

Revenue is recognised when the Group satisfied a performance obligation (“PO”) by transferring a
promised good or service to the customer, which is when the customer obtains control of the good or
service. A PO may be satisfied at a point in time or over time. The amount of revenue recognised is the
amount allocated to the satisfied PO.

The Group recognises revenue from sale of goods.

Revenue from sale of goods is measured at the fair value of consideration received or receivable, net of
returns and allowances, trade discount and volume rebates. Revenue from sale of goods is recognised
when the transfer of significant risk and rewards of ownership of the goods to the customer, recovery
of the consideration is probable, the associated costs and possible return of goods can be estimated
reliably, and there is no continuing management involvement with the goods.

When the Group grants customer loyalty award credits as part of a sale transactions, the award credits
are accounted for as a separate identifiable component of the sales transactions. The fair value of the
consideration received or receivable is allocated between the award credits and the other components
of sale. The consideration allocated to the award credits is measured by reference to the fair values of
the incentive trip or other incentives that could be redeemed and taking into consideration an attrition
rate of award credits that would not be redeemed. The award credits are recognised as revenue in profit
or loss when they are redeemed or expired.
74
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(q) Revenue recognition (Cont’d)

(ii) Rental income

Rental income is accounted for on a straight-line basis over the lease terms. The aggregate costs of
incentives provided to lessees are recognised as a reduction of rental income over the lease term on a
straight-line basis.

(iii) Interest income

Interest income is recognised on an accrual basis using the effective interest method.

(r) Employee benefits

(i) Short-term employee benefits

Wages, salaries, bonuses and social security contributions are recognised as an expense in the
reporting period in which the associated services are rendered by employees of the Group. Short-term
accumulating compensated absences such as paid annual leave are recognised when services are
rendered by employees that increase their entitlement to future compensation absences. Short-term
non-accumulating compensated absences such as sick and medical leave are recognised when the
absences occur.

The expected cost of accumulating compensated absences is measured as additional amount expected
to be paid as a result of the unused entitlement that has accumulated at the end of the reporting period.

(ii) Defined contribution plans

As required by law, Companies in Malaysia contribute to the state pension scheme, the Employee
Provident Fund (“EPF”). Such contributions are recognised as an expense in the profit or loss as incurred.
Once the contributions have been paid, the Group has no further payment obligations.

(s) Government grant

Government grants are not recognised until there is reasonable assurance that the Group will comply with the
conditions attaching to them and that the grants will be received.

When the grant relates to an expense item, it is recognised in profit or loss on a systematic basis over the
periods in which the Group recognises as expenses the related costs for which the grants are intended to
compensate. Where the grant relates to an asset, it is recognised as deferred income and transferred to profit
or loss on a systematic basis over the useful lives of the related asset.

Government grants that are receivable as compensation for expenses or losses already incurred or for the
purpose of giving immediate financial support to the Group with no future related costs are recognised in profit
or loss in the period in which they become receivable.

Where the Group receives non-monetary government grants, the asset and the grant are recorded at nominal
amount and transferred to profit or loss on a systematic basis over the life of the depreciable asset by way of
a reduced depreciation charge.
 75
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

3. Significant Accounting Policies (cont’d)

(t) Income taxes

Tax expense in profit or loss comprises current and deferred tax. Current tax and deferred tax is 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 financial 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 on the liability method for all temporary differences between the carrying amount
of assets or liabilities in the statements of financial position and their tax base. Deferred tax is not recognised
for the temporary difference arising from the initial recognition of goodwill, the initial recognition of assets
or liabilities in a transaction which is not a business combination and that affects neither accounting profit
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 measurement of deferred tax is based on the expected manner of realisation or settlement of the carrying
amount of the assets and liabilities, at the end of the reporting period, except for investment properties carried
at fair value model. Where investment properties measured using fair value model, the amount of deferred tax
recognised is measured using the tax rates that would apply on sale of those assets at their carrying amounts
at the reporting date unless the property is depreciable and is held with the objective to consume substantially
all of the economic benefits embodied in the property over time, rather than through sale. Deferred tax assets
and liabilities are not discounted.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on
different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets
and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each
reporting period and are reduced to the extent that it is no longer probable that the related tax benefit will be
realised.

(u) Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision-maker. The chief operating decision-maker is responsible for allocating resources and
assessing performance of the operating segment and make overall strategic decisions. The Group’s operating
segments are organised and managed separately according to the nature of the products and services
provided, with each segment representing a strategic business unit that offers different products and serves
different markets.

(v) Contingencies

Where it is not probable that an inflow or outflow of economic benefits will be required, or the amount cannot
be estimated reliably, the asset or the obligation is disclosed as a contingent asset or contingent liability, unless
the probability of inflow or outflow of economic benefits is remote. Possible obligations, whose existence will
only be confirmed by the occurrence or non-occurrence of one or more future events, are also disclosed as
contingent assets or contingent liabilities unless the probability of inflow or outflow of economic benefits is
remote.
4. Property, Plant and Equipment
76

CONT’D
Plant,
machinery
Office and Furniture Motor
Equipment equipment Renovation and fittings vehicles Moulds Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Joe Holding Berhad

Group
Registration No. 199901018997 (493897-V)

2023

At cost
At 1 April 2022 2,704 37,468 8,130 377 829 4,481 53,989
Additions 74 14,470 2,237 – 128 – 16,909
2023

Transfer to investment properties – – (9,758) – – – (9,758)

Written off (188) – (244) (62) – – (494)

At 31 March 2023 2,590 51,938 365 315 957 4,481 60,646

ANNUAL REPORT

notes to the financial statements

Accumulated depreciation
At 1 April 2022 2,438 30,932 2,973 309 788 3,813 41,253
Charge for the financial year 53 1,456 5 1 46 – 1,561
Transfer to investment properties – – (2,639) – – – (2,639)

At 31 March 2023 2,491 32,388 339 310 834 3,813 40,175

Accumulated impairment losses

At 1 April 2022 243 6,160 244 62 – 668 7,377
Additions – 6,200 – – – – 6,200
Written off (188) – (244) (62) – – (494)

At 31 March 2023 55 12,360 – – – 668 13,083

Carrying amount
At 31 March 2023 44 7,190 26 5 123 – 7,388
4. Property, Plant and Equipment (cont’d)

Plant,
machinery Furniture
Freehold Office and and Motor
land Buildings Equipment equipment Renovation fittings vehicles Moulds Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group
2022

At cost/At revaluation
At 1 April 2021 28,900 23,418 2,672 37,468 2,945 374 829 4,481 101,087
Additions – – 32 – 5,185 3 – – 5,220
Transfer to investment
properties (28,900) (23,418) – – – – – – (52,318)

At 31 March 2022 – – 2,704 37,468 8,130 377 829 4,481 53,989

Representing
At cost – – 2,704 37,468 8,130 377 829 4,481 53,989

Accumulated depreciation
At 1 April 2021 – 4,818 2,344 30,932 2,688 307 742 3,813 45,644
Charge for the financial year – 339 94 – 285 2 46 – 766
Transfer to investment
properties – (5,157) – – – – – – (5,157)

At 31 March 2022 – – 2,438 30,932 2,973 309 788 3,813 41,253

2023
ANNUAL REPORT

Representing
At cost – – 2,438 30,932 2,973 309 788 3,813 41,253
Joe Holding Berhad

CONT’D
notes to the financial statements
Registration No. 199901018997 (493897-V)
77
4. Property, Plant and Equipment (cont’d)
78

CONT’D
Plant,
machinery Furniture
Freehold Office and and Motor
land Buildings Equipment equipment Renovation fittings vehicles Moulds Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Joe Holding Berhad

Group
Accumulated impairment
Registration No. 199901018997 (493897-V)

losses
At 1 April 2021 – – 188 6,160 244 62 – 668 7,322
Additions – – 55 – – – – – 55

At 31 March 2022 – – 243 6,160 244 62 – 668 7,377

2023

Representing
At cost – – 243 6,160 244 62 – 668 7,377
ANNUAL REPORT

notes to the financial statements

Carrying amount
At cost – – 23 376 4,913 6 41 – 5,359
 79
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

4. Property, Plant and Equipment (Cont’d)

Furniture Office
and fittings Equipment Renovation Total
RM’000 RM’000 RM’000 RM’000

Company
2023

At cost
At 1 April 2022 2 2 25 29
Additions – 4 – 4

At 31 March 2023 2 6 25 33

Accumulated depreciation
At 1 April 2022 – – 2 2
Charge for the financial year – – 4 4

At 31 March 2023 – – 6 6

Carrying amount
At 31 March 2023 2 6 19 27

2022
At cost
At 1 April 2021 – – – –
Additions 2 2 25 29

At 31 March 2022 2 2 25 29

Accumulated depreciation
At 1 April 2021 – – – –
Charge for the financial year – – 2 2

At 31 March 2022 – – 2 2

Carrying amount
At 31 March 2022 2 2 23 27

Impairment of property, plant and equipment

During the financial year, the recoverable amount of property, plant and equipment was reviewed. The recoverable
amount is determined based on the value in use calculation by discounting future cash flows using a pre-tax are
ranged from 14% to 15%. As a result, an impairment loss amounting to RM6.2 million was recognised in profit or
loss.

The Group has fully impaired certain property, plant, and equipment in its retail outlets. The impairment was made
as these outlets were making losses, with certain outlets had since ceased operation, and management were unable
to determine the recoverable amount of those assets.
80
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

5. Right-of-Use Assets

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

Buildings
At cost
At 1 April 920 383 53 –
Additions 272 537 – 53

At 31 March 1,192 920 53 53

Accumulated depreciation
At 1 April 399 120 22 –
Charge for the financial year 325 279 27 22

At 31 March 724 399 49 22

Carrying amount
At 31 March 468 521 4 31

6. Investment Properties

Group
2023 2022
RM’000 RM’000

At fair value
At 1 April 53,245 –
Addition 9,500 –
Transfer from property, plant and equipment 9,758 52,906
Fair value gain on investment proporties 981 339

At 31 March 73,484 53,245

Accumulated depreciation
At 1 April 5,745 –
Transfer from property, plant and equipment 2,639 5,745

At 31 March 8,384 5,745

Carrying amount
At 31 March 65,100 47,500
 81
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

6. Investment Properties (cont’d)

Fair value of investment properties

(a) The freehold land and buildings as at 31 March 2023 were revalued on 29 May 2023 by an independent
professional valuer.

(b) Fair value of the freehold land and buildings are categorised under level 3 of fair value. Level 3 of fair value is
determined by using the sales comparison approach. Sales price of comparable properties in close proximity
are adjusted for differences in key attributes such as property size. The most significant input into this valuation
approach is price per square foot of comparable properties.

The following table shows the significant unobservable inputs used in the valuation model:

Relationship of unobservable
Type Significant unobservable inputs and fair value measurement

Freehold land and buildings Sales price of comparable land and The higher the sales price of comparable
buildings land and buildings, the higher the fair
value

(c) Investment properties are leased to third parties. The following are recognised in profit or loss in respect of
investment properties:

Group
2023 2022
RM’000 RM’000

Fair value gain on investment proporties 981 339

Lease income 1,850 441

2,831 780

7. Investment in Subsidiary Companies

Details of the subsidiary companies are as follows:

Company
2023 2022
RM’000 RM’000

In Malaysia
Unquoted shares, at cost 34,417 27,759
Less: Accumulated impairment losses (589) (589)

33,828 27,170
Outside Malaysia
Unquoted shares, at cost 4 –

33,832 27,170

82
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

7. Investment in Subsidiary Companies (Cont’d)

Details of the subsidiary companies are as follows: (Cont’d)

Place of business/ Effective

Country of interests
Name of Company incorporation 2023 2022 Principal activities
% %

GP Autobat Sdn. Bhd. Malaysia 100 100 Provision of warehouse storage

  services

GP Marketing Sdn. Bhd. Malaysia 100 100 Marketing of automotive batteries

GPA Plastic Industries Malaysia 100 100 Manufacturing of plastic components

Sdn. Bhd.   and its related products. Ceased
  business operations since 2020 and
  remained dormant

GPA Trading Sdn. Bhd. * Malaysia 100 100 Marketing and trading of finished
  plastic products and battery water.
  Ceased business operations since
  2020 and remained dormant.

GP Products Sdn. Bhd. Malaysia 70 70 Marketing sealed lead acid batteries

  and other related downstream
  products. Ceased business
  operations since 2020 and
  remained dormant.

GPA Technologies Malaysia 70 70 Marketing of sealed lead acid batteries

Sdn. Bhd. #   and motorcycle batteries

Hasrat Mestika Sdn. Bhd. Malaysia 100 100 Trading of used motor vehicles. Ceased
  business since 2020 and remianed
  dormant.

GP FirstPower Malaysia 42 42 Manufacturing, supplying and

Technologies   distributing valve regulated lead
Sdn. Bhd. #   acid batteries and sealed lead acid
  batteries. The subsidiary has yet to
  commence business operation
  during the financial year.

GP Dynamic Sdn. Bhd. Malaysia 100 100 Trading of automobile batteries

  and related industrial products. The
  subsidiary has yet to re-commence
  business operation during the
  financial year.

JOE Glove Sdn. Bhd. Malaysia 100 100 Glove manufacturing. The subsidiary
  has yet to commence business
  operation during the financial year.

JOE Holding (M) British Virgin 100 – Investment holding

Investment Limited ^ Islands
 
* Interest held by GPA Plastic Industries Sdn. Bhd.
# Interest held by GP Products Sdn. Bhd.
^ The subsidiary was incorporated on 27 April 2022 and is consolidated based on management accounts
 83
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

7. Investment in Subsidiary Companies (Cont’d)

(a) Material partly-owned subsidiary companies

Set out below are the Group’s subsidiary companies that have material non-controlling interests (“NCI”):

The summarised financial information for the subsidiary company that has non-controlling interests that are
material to the Group is set out below:

Proportion of
ownership
interests and
voting rights Profit/(Loss)
held by NCI allocated to NCI Accumulated NCI
2023 2022 2023 2022 2023 2022
Name of Company % % RM’000 RM’000 RM’000 RM’000

GP Products Sdn. Bhd. 30 30 26 (4) 778 752

GPA Technologies Sdn. Bhd. 30 30 182 12 4,311 4,129
Other individually immaterial
subsidiary company (2) (1) (100) (98)

Total non-controlling interests 206 7 4,989 4,783

The summarised financial information below represents amounts before inter-company elimination.

(i) Summarised statements of financial position

GP Products GPA Technologies

Sdn. Bhd. Sdn. Bhd.
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

Non-current assets 501 503 4 7

Current assets 2,106 2,013 16,108 18,397
Non-current liabilities (2) (2) – –
Current liabilities (7) (7) (1,741) (4,642)

Net assets 2,598 2,507 14,371 13,762

(ii) Summarised statements of profit or loss and other comprehensive income

GP Products GPA Technologies

Sdn. Bhd. Sdn. Bhd.
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

Revenue – – 3,894 2,892

Net profit/(loss) for the financial year,
representing total comprehensive
income/ (loss) for the financial year 92 (13) 608 40
84
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

7. Investment in Subsidiary Companies (Cont’d)

(a) Material partly-owned subsidiary companies (Cont’d)

(iii) Summarised statements of cash flows

GP Products GPA Technologies

Sdn. Bhd. Sdn. Bhd.
2023 2022 2023 2022
RM’000 RM’000 RM’000 RM’000

Net cash generated from/

(used in) operating activities 93 (10) 877 642
Net increase/(decrease) in
cash and cash equivalents 93 (10) 877 642

(b) Incorporation of a subsidiary company

On 27 April 2022, the Company incorporated a wholly-owned subsidiary company in British Virgin Island
under the name of JOE Holding (M) Investment Limited (“JHIL”). The Company has subscribed for 1,000
ordinary shares of USD1 each representing 100% of the issued and authorised capital of JHIL for a total
consideration of USD1,000 (equivalent to approximately RM4,357). The intended principal activity of JHIL is
investment holding.

(c) Capitalisation of amount due from a subsidiary company

On 1 August 2022, the Company agreed for the amount due from GP Marketing Sdn. Bhd. (“GPM”) to be
settled by way of an allotment and issuance of 6,657,646 ordinary shares at an issue price of RM1 each in the
share capital of GPM to the Company. Consequently, GPM remained as a wholly owned subsidiary company
of the Company.

8. OTHER INVESTMENTS

Group
2023 2022
Note RM’000 RM’000

Non-Current Asset
Investment securities (a) 31,846 15,149

Current Asset
Cash deposit account (b) 44,918 –

76,764 15,149

(a) Investment securities

Group
2023 2022
RM’000 RM’000

At FVTPL
Quoted shares in Malaysia 31,846 15,149

The movement of the investment securities are as follows:

At 1 April 15,149 15,299
Addition 45,000 37,310
Disposal – (5,342)
Fair value loss on financial assets measured at fair value through profit or loss (28,303) (32,118)

At 31 March 31,846 15,149

 85
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

8. OTHER INVESTMENTS (cont’d)

The fair value of the quoted equity instruments is measured based on quoted market values as at 31 March
2023.

On 27 May 2022, JOE Holding (M) Investment Limited, a wholly-owned subsidiary company of the Company,
subscribed 150,000,000 ordinary shares in Bioalpha Holding Berhad (“Bioalpha”) for a total purchase
consideration of RM45,000,000 which representing 12.40% of the existing total number of issued shares in
Bioalpha.

Included in the investment securities is amount of RM18 million (2022: RM Nil) pledged for the loan facility as
disclosed in Note 19.

(b) These represent the cash deposit account opened with a financial services firm in Australia for investment
purposes. The interest rate of the cash deposit account during the financial year is 2.45% (2022: Nil) per
annum.

9. Amount due from/(to) Subsidiary Companies

Company
2023 2022
RM’000 RM’000

Amount due from subsidiary companies

Non-current
Quasi loans 48,555 55,213

Current
Non-trade balances 133,849 88,664
Less: Accumulated impairment losses (80,872) –

52,977 88,664

101,532 143,877

Amount due to subsidiary companies

Current
Non-trade balances (13,127) (13,127)

Quasi loans represent advances and payments made on behalf of which the settlement is neither planned nor likely
to occur in the foreseeable future. These amounts are, in substance, a part of the Company’s net investment in the
subsidiary companies. The quasi loans are stated at cost less accumulated impairment losses, if any.

The non-trade balances which arose mainly from advances and payments made on behalf, are unsecured, interest
free and repayable on demand.

Movements in the allowance for impairment losses are as follows:

Company
2023 2022
RM’000 RM’000

At 1 April – –
Impairment losses recognised in profit or loss 80,872 –

At 31 March 80,872 –

The impairment loss recognised in the amount due from subsidiaries was due to irrecoverable of outstanding
amount.

During the financial year, the recoverable amount of the amount due from subsidiary companies was estimated
based on net total assets of the respective subsidiary company. An impairment loss amounting to RM80.872 million
was recognised in the profit or loss of the Company.
86
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

10. Goodwill
Group
2023 2022
RM’000 RM’000

At cost 2,767 2,767

Less: Accumulated impairment losses (2,767) (2,767)

– –

11. Inventories
Group
2023 2022
RM’000 RM’000

At cost
Finished goods 5,412 4,135

Recognised in profit or loss

Inventories recognised as cost of sales 16,233 15,954
Write-down to net realisable value – 1,374
Reversal of inventories written down (1,461) –

12. Trade Receivables

Group
2023 2022
RM’000 RM’000

Trade receivables 6,361 8,364

Less: Accumulated impairment losses (2,073) (2,353)

4,288 6,011

The Group’s normal trade credit terms range from 30 to 120 days (2022: 30 to 120 days) Other credit terms are
assessed and approved on a case-to-case basis. They are recognised at their original invoice amounts which
represent their fair values on initial recognition.

Movements in the allowance for impairment losses of trade receivables are as follows:

Group
2023 2022
RM’000 RM’000

Credit impaired
At 1 April 2,353 3,223
Impairment losses recognised in profit or loss 242 1,028
Reversal (545) –
Written off – (1,898)

At 31 March 2,050 2,353

Lifetime allowance
At 1 April – –
Impairment losses recognised in profit or loss 23 –

At 31 March 23 –

2,073 2,353
 87
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

12. Trade Receivables (Cont’d)

The loss allowance account in respect of trade receivables used to record loss allowance. Unless the Group is
satisfied that recovery of the amount is possible, the amount considered irrecoverable is written off against the
receivable directly. Reversed of impairment loss on trade receivables was mainly due to collection from receivables
previously provided for doubtful debts.

Analysis of the trade receivables ageing are as follows:

Gross Loss Net

amount allowance amount
RM’000 RM’000 RM’000

Group

2023
Neither past due nor impaired 3,608 (23) 3,585
Past due not impaired:

Less than 30 days 399 – 399

31 to 90 days 123 – 123
More than 90 days 181 – 181

703 – 703
Credit impaired:
More than 90 days 2,050 (2,050) –

6,361 (2,073) 4,288

2022
Neither past due nor impaired 1,331 – 1,331
Past due not impaired:

Less than 30 days 859 – 859

31 to 90 days 996 – 996
More than 90 days 2,825 – 2,825

4,680 – 4,680
Credit impaired:
More than 90 days 2,353 (2,353) –

8,364 (2,353) 6,011

The receivables that are neither pass due nor impaired are creditworthy receivables with good payment records with
the Group.

As a 31 March 2023, trade receivables of RM0.703 million (2022: RM4.680 million) were past due but not impaired.
These relate to a number of independent customers for whom there is no history of default.
88
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

13. Other Receivables

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

Advance payment to trade

payables 930 1,306 – –
Other receivables 37 91 – –
Cash deposits placed in a
securities accounts (a) 84 84 – –
Deposits 195 196 22 22
Down payment for construction
of glove production line (b) 5,084 19,487 – –
Prepayments 234 55 6 7

6,564 21,219 28 29

Movements in the allowance for impairment losses of trade receivables are as follows:

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

At 1 April – 119 – –
Written off – (119) – –

At 31 March – – – –

(a) These represent the cash deposit placed in a securities account opened with a stock broking firm in Hong
Kong for investment purposes.

(b) Included the down payment made by a subsidiary company to a company (“Company A”), in which a Director
of the Company is also a director and has certain shareholdings, as part of the total cost contracted for the
construction of glove production line for RM85,980,280 in relation to the Group’s plan to diversify its business
into manufacturing and sale of rubber gloves (“Glove Business”) as approved by the shareholders of the
Company in the Extraordinary General Meeting held on 16 November 2020.

In the previous financial year, the Group has decided to relocate the glove production line to Chepor, Ipoh.
Therefore, Company A had agreed to refund the deposit to the above-mentioned subsidiary company.

The Group had received a refund of RM14.905 million (2022: RM14.403 million) during the financial year. The
Group expects to receive the refund of the remaining balance of RM5.084 within one year after the end of the
financial year.
 89
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

14. Fixed Deposits with Licensed Banks

Included in fixed deposits of the Group are amounts of RM13.785 million (2022: RM3.102 million) which are pledged
to a licensed bank as securities for banking facility granted to a subsidiary company of the Company.

The average interest rate of fixed deposits with a licensed bank during the financial year is ranged from 2.07% to
3.98% (2022: 1.92%) per annum. The maturities of deposits at the end of the financial year are ranging from 1 to 12
months (2022: from 3 to 12 months).

Group
2023 2022
RM’000 RM’000

Deposits with licensed banks 21,785 10,102

Less: Fixed deposits not for short term funding requirements (3,665) (3,102)

18,120 7,000

15. Share Capital

Group/Company
Number of ordinary shares Amount
2023 2022 2023 2022
Units ’000 Units ’000 RM’000 RM’000

Issued and fully paid

At 1 April 3,059,120 1,529,560 212,958 170,620
Issuance of shares pursuant to right issue – 1,529,560 – 42,338

At 31 March 3,059,120 3,059,120 212,958 212,958

In the previous financial year, the Company issued 1,529,559,600 new ordinary shares at RM0.05 each together with
917,735,760 free detachable Warrants 2021/2024.

The new ordinary shares issued during the financial year rank pari-passu in all respects with the existing ordinary
shares of the Company.

The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary
shares carry one vote per share without restrictions and rank equally with regards to the Company’s residual assets.
90
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

16. Reserves

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

Non-distributable
Revaluation reserve 25,141 25,141 – –
Warrant reserve 39,042 39,042 39,042 39,042
Discount on shares (4,902) (4,902) (4,902) (4,902)

59,281 59,281 34,140 34,140

Distributable
(Accumulated losses)/
Retained earnings (92,713) (53,835) (67,889) 12,762

(33,432) 5,446 (33,749) 46,902

(a) Revaluation reserves

The revaluation reserve related to the revaluation of property, plant and equipment immediately prior to its
reclassification as investment properties and revaluation of property, plant and equipment.

(b) Warrant reserve and discount on shares

The movement in the warrant reserve of the Group and of the Company are as follows:

Group/Company
2023 2022
RM’000 RM’000

At 1 April 39,042 4,902

Warrant reserve arising from right issue – 34,140

At 31 March 39,042 39,042

Warrants 2015/2025

The salient terms of the Warrants 2015/2025 are as follows:

(i) The exercise price is RM0.06 per ordinary share and each warrant will entitle the warrant holder to
subscribe for 1 new ordinary shares of the Company during the exercise period;

(ii) The exercise period is for a period of 10 years commencing on and including the date of allotment of
the warrants. Warrants not exercised during the exercise period will thereafter lapsed and ceased to be
valid;

(iii) The new ordinary shares to be issued pursuant to the exercise of the warrants will, upon allotment and
issue, rank pari-passu in all respects with then existing ordinary shares of the Company, except that
the holders of the new ordinary shares of the Company shall not be entitled to any dividends, rights,
allotment and/or other distribution, the entitlement date of which is on or before the date of allotment of
the ordinary shares of the Company pursuant to the exercise of the Warrants;

(iv) The warrants are constituted under a Deed Poll executed on 24 April 2015;
 91
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

16. Reserves (Cont’d)

(b) Warrant reserve and discount on shares (Cont’d)

Warrants 2015/2025 (Cont’d)

The salient terms of the Warrants 2015/2025 are as follows: (Cont’d)

(v) In the case of a members’ voluntarily winding up, or a compromise or arrangement between the Company
and its members or any class of them (whether or not in connection with a scheme for reconstruction
or amalgamation), every warrant holders as evidenced in the Record of Depositors shall be treated as
having the right to subscribed for new ordinary shares of the Company in accordance with the terms and
conditions of the Deed Poll, at any time within 6 weeks after passing of such resolution for a members’
voluntarily winding up of the Company, or within 6 weeks after the granting of the court order in respect
of the compromise or arrangement; and

(vi) The warrant holders are not entitled to any voting right or to participate in any distribution and/or after of
further securities in the Company until and unless such warrant holders exercise their warrants for new
ordinary share of the Company.

Warrants 2021/2024

On 28 May 2021, the Company completed the issue and listing of 1,529,559,600 new ordinary shares at
RM0.05 each together with 917,735,760 free detachable Warrants 2021/2024 on the Main Market of Bursa
Malaysia Securities Berhad.

Each Warrant 2021/2024 carries the right to subscribe for 1 new ordinary share each in the Company at any
time from 21 May 2021 up to the expiry date on 20 May 2024, at an exercise price of RM0.05 for each new
share. Any Warrants 2021/2024 not exercised by the expiry of the exercise period will lapse and cease to be
valid for all purposes. The Warrants 2021/2024 are constituted by a Deed Poll dated 8 April 2021.

The salient terms of the Warrants 2021/2024 are as follows:

(i) The exercise price is RM0.05 per ordinary share and each warrant will entitle the warrant holder to
subscribe for 1 new ordinary shares of the Company during the exercise period;

(ii) The exercise period is for a period of 3 years commencing on and including the date of allotment of
the warrants. Warrants not exercised during the exercise period will thereafter lapsed and ceased to be
valid;

(iii) The new ordinary shares to be issued pursuant to the exercise of the warrants will, upon allotment and
issue, rank pari-passu in all respects with then existing ordinary shares of the Company, except that
the holders of the new ordinary shares of the Company shall not be entitled to any dividends, rights,
allotment and/or other distribution, the entitlement date of which is on or before the date of allotment of
the ordinary shares of the Company pursuant to the exercise of the Warrants;

(iv) The warrants are constituted under a Deed Poll executed on 8 April 2021;

(v) In the case of a members’ voluntarily winding up, or a compromise or arrangement between the Company
and its members or any class of them (whether or not in connection with a scheme for reconstruction
or amalgamation), every warrant holders as evidenced in the Record of Depositors shall be treated as
having the right to subscribed for new ordinary shares of the Company in accordance with the terms and
conditions of the Deed Poll, at any time within 6 weeks after passing of such resolution for a members’
voluntarily winding up of the Company, or within 6 weeks after the granting of the court order in respect
of the compromise or arrangement; and

(vi) The warrant holders are not entitled to any voting right or to participate in any distribution and/or after of
further securities in the Company until and unless such warrant holders exercise their warrants for new
ordinary share of the Company.
92
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

16. Reserves (Cont’d)

(b) Warrant reserve and discount on shares (Cont’d)

As at 31 March 2023, the warrants remained unexercised. The number of warrants unexercised at the end of
the reporting period are as follows:

Number of unxercised Warrants

At At
1.4.2022 Granted 31.3.2023

Warrants 2015/2025 611,774,754 – 611,774,754

Warrants 2021/2024 917,735,760 – 917,735,760

Warrants were previously issued as part of the right issue of ordinary shares in financial year ended 31 March
2016. The fair value allocated to the warrants is derived by adjusting the proceeds of the issuance to the fair
value of the shares and warrants on a proportionate basis. The discount on shares is a reserve account that is
created to preserve the par value of the then ordinary shares.

17. Lease Liabilities

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

At 1 April 535 259 31 –

Additions 272 537 – 53
Payments (319) (261) (26) (22)

At 31 March 488 535 5 31

Presented by:
Non-currrent 120 280 – 26
Current 368 255 5 5

488 535 5 31

The maturity analysis of lease liabilities of the Group and of the Company at the end of the reporting period.

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

Within one year 383 299 5 27

Later than one year and not later than two years 122 110 – 5
Later than two years and not later than five years – 156 – –

505 565 5 32
Less: Future finance charges (17) (30) – (1)

Present value of lease liabilities 488 535 5 31

The Group and the Company lease buildings. Lease term are negotiated on an individual basis and contain a wide
range of different terms and conditions.

At the reporting date, the incremental borrowing rate applied to lease liabilities ranges from 3.4% to 5.4% (2022:
3.4% to 5.4%).
 93
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

18. Deferred Tax Liabilities

Group
2023 2022
RM’000 RM’000

At 1 April 4,139 4,168

Recognised in profit or loss 233 (29)
Under provision in prior year 135 –

At 31 March 4,507 4,139

The net deferred tax liabilities shown on the statements of financial position after appropriate offsetting are as
follows:

Group
2023 2022
RM’000 RM’000

Deferred tax liabilities 5,549 6,619

Deferred tax assets (1,042) (2,480)

4,507 4,139

The components and movements of deferred tax liabilities and assets during the financial year prior to offsetting are
as follows:

Revaluation
reserve of
Property, property,
plant and plant and
equipment equipment Total
RM’000 RM’000 RM’000

Group
Deferred Tax Liabilities
2023
At 1 April 2022 2,481 4,138 6,619
Recognised in profit or loss 1,041 235 1,276
Over provision in prior year (6) (2,340) (2,346)

At 31 March 2023 3,516 2,033 5,549

2022
At 1 April 2021 2,451 4,167 6,618
Recognised in profit or loss (30) (29) (59)
Under provision in prior year 60 – 60

At 31 March 2022 2,481 4,138 6,619

94
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

18. Deferred Tax Liabilities (Cont’d)

The components and movements of deferred tax liabilities and assets during the financial year prior to offsetting are
as follows: (Cont’d)

Unabsorbed Unabsorbed
capital tax
allowances losses Total
RM’000 RM’000 RM’000

Group
2023
Deferred Tax Assets
At 1 April 2022 (2,453) (27) (2,480)
Recognised in profit or loss (1,043) – (1,043)
Under provision in prior year 2,454 27 2,481

At 31 March 2023 (1,042) – (1,042)

2022
At 1 April 2021 (2,451) – (2,451)
Recognised in profit or loss (2) 33 31
Over provision in prior year – (60) (60)

At 31 March 2022 (2,453) (27) (2,480)

As at 31 March 2023, the Group has the following deferred tax assets which are not recognised in the financial
statements due to uncertainty in the availability of future taxable income:

Group
2023 2022
RM’000 RM’000

Unabsorbed tax losses 40,098 36,922

Unabsorbed capital allowances 10,194 8,596
Unabsorbed reinvestment allowances 3,877 3,877
Others 7 9

54,176 49,404
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

19. Borrowings

Group
2023 2022
Note RM’000 RM’000

Secured
Non-current
Term loans (b) 3,794 –

Current
Term loans (b) 829 –
Bank overdrafts (a) 8,436 1,002
Loan (c) 45,047 –

54,312 1,002

58,106 1,002

The maturity of bank borrowings is as follows:

Group
2023 2022
RM’000 RM’000

Within one year or repayable on demand 54,312 1,002

Later than one year and not later than two years 872 –
Later than two years and not later than five years 2,922 –

58,106 1,002

(a) Bank overdrafts

The bank overdrafts of the Group bore interest at effective interest rate ranging from 3.97% to 7.82% (2022:
9.07%) per annum.

(b) Term loans

The term loans of the Group bore interest at effective interest rates ranging from 5.04% to 5.07% per annum
at the end of the reporting period and are secured by:

(i) Fixed deposits of the Group as disclosed in Note 14; and

(ii) Corporate guarantee by the Company.

(c) Loan

The loan from a financial services firm of the Group bore interest at effective interest rate of 4.95%, secured
by a portfolio of the investment securities as disclosed in Note 8(a).
96
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

20. Trade Payables

The normal trade credit terms granted to the Group ranges from 30 to 90 days (2022: 30 to 90 days).

21. Other Payables

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

Other payables 1,286 1,116 13 17

Amount due to a Director 4 4 – –
Advance payment from trade receivables 336 310 – –
Accruals 660 606 54 49
Customs duties payable 3,001 3,001 – –
Deposits received 678 590 – –
Provision for warranties claims 1,043 2,839 – –

7,008 8,466 67 66

Amount due to a Director, which arose mainly from payments on behalf of the Group, is unsecured, interest free and
repayable on demand.

The details of the provisions for warranty claims of the Group are as follows:

Group
2023 2022
RM’000 RM’000

At 1 April 2,839 2,718

Additions 500 169
Utilisation (372) (48)
Written off (1,924) –

At 31 March 1,043 2,839

Provision for warranty claims relates mainly to automotive and sealed lead acid batteries sold and are made based
on estimates from historical information, and on rates determined by management as appropriate in light of the
likelihood of the relevant expenses expected to be incurred over the next financial year.
 97
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

22. Contract Liabilities

Contract liabilities of the Group are related to various unredeemed customer loyalty award credits as follows:

Group
2023 2022
RM’000 RM’000

Promotional incentives
At 1 April 811 1,206
Additions – 131
Utilisation/Expired (49) (526)

At 31 March 762 811

Contract liabilities primarily consist of various unredeemed customer loyalty award credits related to automotive
and sealed lead acid batteries sold and are made based on estimates from historical information, and on rates
determined by management as appropriate in light of the likelihood of the redemption of award credits expected to
take place over the next 1 to 2 financial years. The amount will be recognized as revenue when the award credits
are redeemed or expired.

Customer loyalty award programme of the Group consist of promotional incentives, whereby award credits granted
based on each sales transaction are available to be redeemed to pay for incentive trip or cash at respective
redemption rates.

23. Revenue

Group
2023 2022
RM’000 RM’000

Revenue from contracts with customers:

Trading of goods 19,219 17,821
Redemption/Expiry of customer loyalty award credits – 526

19,219 18,347

Revenue from other source:

Rental income 1,850 441

21,069 18,788

Timing of revenue recognition

At a point in time 19,219 18,347
Overtime 1,850 441

21,069 18,788
98
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

24. Finance Costs

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

Interest expenses on:

- bank overdrafts 173 102 – –
- lease liabilities 28 34 1 1
- term loans 1,954 – – –
- others – 4 – –

2,155 140 1 1

25. (Loss)/Profit Before Tax

(Loss)/ Profit before tax is derived after charging/(crediting) amongst other, the following items:

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

Amortisation of right-of-use assets 325 279 27 22

Auditors’ remuneration
- Statutory audits 94 85 35 35
- Non-audit services 5 5 5 5
Bad debt written off – 51 – –
Depreciation of property, plant and equipment 1,561 766 4 2
Fair value (gain)/loss on:
- investment properties (981) (339) – –
- investment securities 28,303 32,118 – –
Gain on disposal of
investment securities – (2,560) – –
Government grant income – (76) – –
Impairment losses on:
- property, plant and equipment 6,200 55 – –
- trade receivables 265 1,028 – –
- amount due from subsidiary companies – – 80,872 –
Interest income (2,969) (1,918) (1,406) (1,778)
Inventories written down – 1,374 – –
Lease expenses related to short-term lease 55 51 – –
Loss on foreign exchange
- realised 271 222 – –
- unrealised 1,513 (39) – –
Non-Executive Directors’
- fees 520 348 495 324
- other emoluments 32 20 32 20
Provision for warranty claims 128 121 – –
Reversal of impairment loss on trade receivables (545) – – –
Reversal of inventories written down (1,461) – – –
Provision for warranty claims written off (1,924) – – –
 99
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

26. Taxation

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

Current tax
Current year provision 356 604 115 407
Over provision in prior year (292) (324) (172) (292)

64 280 (57) 115

Deferred tax
Origination and reversal of temporary differences 233 (29) – –
Under provision in prior year 135 – – –

368 (29) – –

Tax expense for the financial year 432 251 (57) 115

Malaysian income tax is calculated at the statutory rate of 24% (2022: 24%) of the estimated assessable profits for
the financial year. Taxation for other jurisdiction is calculated at the rates prevailing in the respective jurisdictions.

A reconciliation of income tax expense on the (loss)/profit before taxation with the applicable statutory income tax
rate is as follows:

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

(Loss)/Profit before tax (38,240) (32,599) (80,708) 58

Taxation at statutory tax rate of 24% (2022: 24%) (9,178) (7,824) (19,370) 14
Income not subject to tax (928) (121) – –
Expenses not deductible for tax purposes 9,550 9,162 19,485 393
Deferred tax assets not recognised 1,145 (642) – –
Over provision of current tax in prior year (292) (324) (172) (292)
Under provsion of deferred taxat in prior year 135 – – –

Tax expense for the financial year 432 251 (57) 115

The Group has the following estimated unabsorbed capital allowances, unabsorbed tax losses and unabsorbed
reinvestment allowances available to carry forward to offset against future taxable profits. The said amount is
subject to approval by the tax authorities.

Group
2023 2022
RM’000 RM’000

Unabsorbed tax losses 40,098 36,922

Unabsorbed capital allowances 14,539 8,596
Unabsorbed reinvestment allowances 3,877 3,877

58,514 49,395
100
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

26. Taxation (Cont’d)

With effect from year of assessment of 2022, unabsorbed tax losses that were allowed to be carried forward up to
seven consecutive years was extended to a maximum 10 consecutive years of assessment under the current tax
legislation. The unabsorbed capital allowances do not expire under current tax legislation.

Pursuant to Section 44(F) of the Income Tax Act 1967, the unabsorbed tax losses can only be carried forward until
the following years of assessment.

Group
2023 2022
RM’000 RM’000

Unabsorbed tax losses to be carried forward until:

- YA 2028 32,244 32,244
- YA 2029 2,285 2,285
- YA 2030 872 872
- YA 2031 47 47
- YA 2032 1,474 1,474
- YA 2033 3,176 –

40,098 36,922

27. Loss Per Share

The basic loss per ordinary share is calculated based on the consolidated (loss)/profit for the financial year attributable
to owners of the parent over the weighted average number of ordinary shares in issue during the financial year as
follows:

Group
2023 2022
RM’000 RM’000

Loss for the financial year attributable to the owners of the Company (38,878) (32,857)

Group
2023 2022
Number of Number of
shares shares
‘000 ‘000

Weighted average number of ordinary shares in issue

Ordinary shares at beginning of the financial year 3,059,120 1,529,560
Effects of ordinary shares issued during the year – 1,324,221

Weighted average number of ordinary shares at the end of the financial year 3,059,120 2,853,781

Group
2023 2022

Basic loss per ordinary share (sen) 1.27 1.15

The diluted loss per ordinary share for current financial year will be the same as basic loss per ordinary share due to
anti-dilutive effect as diluted loss per ordinary share should not be higher than basic loss per share.
 101
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

28. Staff Costs

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

Salaries, wages and other emoluments 2,021 1,744 185 106

Fee 92 108 54 72
Defined contribution plans 278 240 22 12
Social security contributions 28 26 1 1
Other benefits 87 156 5 4

2,506 2,274 267 195

Included in staff costs is aggregate amount of remuneration received by and receivable by the Executive Directors
of the Company and of the subsidiary companies during the financial year as follows:

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

Company’s Director
Salaries and other emoluments 55 4 55 4
Fee 92 108 54 72
Defined contribution plans 6 – 6 –

153 112 115 76

Subsidiary companies’ Directors

Salaries, wages and other emoluments 548 469 – –
Defined contribution plans 51 44 – –
Social security contributions 2 1 – –

601 514 – –
102
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

29. Reconciliation of Liabilities Arising from Financing Activities

At At the
beginning of end of the
the financial Financing financial
year cash flows New lease year
RM’000 RM’000 RM’000 RM’000

Group

2023
Lease liabilities 535 (319) 272 488
Term loans – 4,623 – 4,623
Loan – 45,047 – 45,047

535 49,351 272 50,158

2022
Lease liabilities 259 (261) 537 535

Company

2023
Lease liabilities 31 (26) – 5

2022
Lease liabilities – (22) 53 31

30. Related Party Disclosures

(a) Identities of related parties:

Parties are considered to be related to the Group if the Group has the ability to directly 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 individual or other entities.

Related parties of the Group include:

(i) Subsidiary companies;

(ii) Entities in which directors of the Group are also directors and have substantial financial interest; and

(iii) Key management personnel of the Group and of the Company comprise persons having the authority
and responsibility for planning, directing and controlling the activities directly or indirectly.
 103
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

30. Related Party Disclosures (Cont’d)

(b) Significant related party transactions

Other than related party disclosure in Note 9 to the financial statement, the Group and the Company does not
have any related party transactions during the financial year.

(c) Compensation of Key Management Personnel

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

Directors’ salaries and other emoluments 636 537 87 23

Directors’ fees 612 456 549 396
Defined contribution plans 57 – 6 –
Social security contributions 2 – – –

1,307 993 642 419

31. Operating Segments

(a) Business Segments

Operating segments are prepared in a manner with the internal reporting provided to the Directors as the
chief operating decision maker in order to allocate resources to segments and to assess their performance.
For management’s purpose, the Group is organized into business units based on their products and services
provided.

The Group is organised into 4 main business segments:

Automotive batteries - Manufacture, assembly and sale of automotive batteries and components.

Valve Regulated Lead Acid - Manufacture, assembly and sales of sealed lead acid batteries.
(“VRLA”) batteries

Investment holding - Provision of warehouse storage service.

Others - Glove manufacturing and dormant subsidiary companies.

Assets, liabilities and expenses which are common and cannot be meaningfully allocated to the operating segments
are presented under unallocated items. Unallocated items comprise mainly income taxed and related expenses.

Other immaterial business segment – glove manufacturing is disclosed under “Others” which have no significant
financial impact to the Group during the financial year as it has yet to commence business operations.
31. Operating Segments (Cont’d)
104

CONT’D
(a) Business segment (Cont’d)

Adjustments
Automotive VRLA Investment Total and
batteries batteries holding Others segments eliminations Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Joe Holding Berhad

Group
Registration No. 199901018997 (493897-V)

2023
Revenue
External customers 15,324 3,894 1,851 – 21,069 – 21,069
2023

Results
Amortisation of right-of-use
assets (269) – (30) – (299) (26) (325)
Depreciation of property,
ANNUAL REPORT

plant and equipment (87) (5) (17) (1,447) (1,556) (5) (1,561)
Interest expenses (24) – (2,130) – (2,154) (1) (2,155)
notes to the financial statements

Interest income 142 74 1,347 – 1,563 1,406 2,969

Other non-cash items 1,355 524 (29,099) – (27,220) – (27,220)
Segment results 161 716 (31,362) (7,919) (38,404) 80,872 42,468

Unallocated expense (80,708)

Tax expense (432)

Loss for the financial year (38,672)

31. Operating Segments (Cont’d)

(a) Business segment (Cont’d)

Adjustments
Automotive VRLA Investment Total and
batteries batteries holding Others segments eliminations Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group
2023

Net asset
Segment assets 38,493 17,349 181,171 6,940 243,953 (180,851) 63,102

Unallocated assets 192,408

Total assets 255,510

Segment liabilities 5,504 754 215,636 15,051 236,945 (179,149) 57,796

Unallocated liabilities 13,199

70,995

Capital expenditures 26 – 2,403 14,476 16,905 4 16,909

2023
ANNUAL REPORT Joe Holding Berhad

CONT’D
notes to the financial statements
Registration No. 199901018997 (493897-V)
105
31. Operating Segments (Cont’d)
106

CONT’D
(a) Business segment (Cont’d)

Adjustments
Automotive VRLA Investment Total and
batteries batteries holding Others segments eliminations Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Joe Holding Berhad

Other non-cash items

Registration No. 199901018997 (493897-V)

Fair value gain/(loss) on:

- investment properties – – 981 – 981 – 981
- investment securities – – (28,302) – (28,302) – (28,302)
Impairment losses on:
- trade receivables (264) – – – (264) – (264)
2023

Reversal of inventories
written down 1,185 276 – – 1,461 – 1,461
Reversal of impairment
losses of trade
ANNUAL REPORT

receivables 545 – – – 545 – 545

Provision for warranty
notes to the financial statements

claims (128) – – – (128) – (128)

Unrealised gain on
foreign exchange 17 248 (1,778) – (1,513) – (1,513)

1,355 524 (29,099) – (27,220) – (27,220)

31. Operating Segments (Cont’d)

(a) Business segment (Cont’d)

Adjustments
Automotive VRLA Investment Total and
batteries batteries holding Others segments eliminations Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000

Group
2022
Revenue
External customers 15,455 2,892 441 – 18,788 – 18,788

Results
Amortisation of
right-of-use assets (257) – (22) – (279) – (279)
Depreciation of property,
plant and equipment (134) (12) (620) – (766) – (766)
Interest expenses (32) – (108) – (140) – (140)
Interest income 79 61 1,778 – 1,918 – 1,918
Other non-cash items (2,622) (195) (29,231) – (32,048) 240 (31,808)
Segment results (2,643) 159 (30,225) (187) (32,896) 239 (32,657)

Unallocated expense 58
Tax expense (251)

Loss for the financial year (32,850)

2023
ANNUAL REPORT Joe Holding Berhad

CONT’D
notes to the financial statements
Registration No. 199901018997 (493897-V)
107
31. Operating Segments (Cont’d)
108

CONT’D
(a) Business segment (Cont’d)

Adjustments
Automotive VRLA Investment Total and
batteries batteries holding Others segments eliminations Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Joe Holding Berhad

Group
Registration No. 199901018997 (493897-V)

2022
Net asset
Segment assets 38,644 19,670 108,390 188 166,892 (200,688) (33,796)

Unallocated assets 273,084

2023

Total assets 239,288

ANNUAL REPORT

Segment liabilities 5,815 3,670 111,130 381 120,996 (118,119) 2,877

notes to the financial statements

Unallocated liabilities 13,224

16,101

Capital expenditures 15 – 5,205 – 5,220 – 5,220

31. Operating Segments (Cont’d)

(a) Business segment (Cont’d)

Adjustments
Automotive VRLA Investment Total and
batteries batteries holding Others segments eliminations Consolidated
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
2022
Other non-cash items
Bad debt written off (38) – (13) – (51) – (51)
Fair value gain/(loss) on:
- investment properties – – 339 – 339 – 339
- investment securities – – (32,118) – (32,118) – (32,118)
Gain on disposal of:
- investment securities – – 2,560 – 2,560 – 2,560
Impairment losses on:
- property, plant and
   equipment (294) – – – (294) 240 (54)
- trade receivables (1,028) – – – (1,028) – (1,028)
Inventories written down (1,149) (225) – – (1,374) – (1,374)
Provision for warranty
claims (121) – – – (121) – (121)
Unrealised gain on
foreign exchange 8 30 1 – 39 – 39

(2,622) (195) (29,231) – (32,048) 240 (31,808)

2023
ANNUAL REPORT Joe Holding Berhad

CONT’D
notes to the financial statements
Registration No. 199901018997 (493897-V)
109
110
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

31. Operating Segments (Cont’d)

(b) Geographical segments

Although the Group’s business segments are managed on a worldwide basis, they operate in two main
geographical areas, namely (the Company’s home country) and Papua New Guinea.

Group
2023 2022
RM’000 RM’000

Revenue
Malaysia 20,750 18,213
Papua New Guinea 319 575

21,069 18,788

32. Financial Instruments

(a) Classification of financial instruments

Financial assets and financial liabilities are measured on an ongoing basis either at fair value or at amortised
cost. The principal accounting policies is Note 3 describe how the classes of financial instruments are
measured, and how income and expense, including fair value gains and losses, are recognised.

The following table analyses the financial assets and liabilities in the statements of financial position by the
class of financial instruments to which they are assigned, and therefore by the measurement basis:

At
amortised At
cost FVTPL Total
RM’000 RM’000 RM’000

Group
2023
Financial Assets
Trade receivables 4,288 – 4,288
Other receivables 5,400 – 50,318
Fixed deposits with licensed banks 21,785 – 21,785
Cash and bank balances 65,738 – 65,738
Other investments 44,918 31,846 76,764

142,129 31,846 173,975

Financial Liabilities
Trade payables 124 – 124
Other payables 5,629 – 5,629
Lease liabilities 488 – 488
Borrowings 54,312 – 54,312

60,553 – 60,553
 111
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(a) Classification of financial instruments (Cont’d)

The following table analyses the financial assets and liabilities in the statements of financial position by the
class of financial instruments to which they are assigned, and therefore by the measurement basis: (Cont’d)

At
amortised At
cost FVTPL Total
RM’000 RM’000 RM’000

2022
Financial Assets
Trade receivables 6,011 – 6,011
Other receivables 19,858 – 19,858
Fixed deposits with licensed banks 10,102 – 10,102
Cash and bank balances 127,358 – 127,358
Other investments – 15,149 15,149

163,329 15,149 178,478

Financial Liabilities
Trade payables 1,148 – 1,148
Other payables 5,317 – 5,317
Lease liabilities 535 – 535
Borrowings 1,002 – 1,002

8,002 – 8,002

At

amortised
cost
RM’000

Company
2023
Financial Assets
Other receivables 28
Amount due from subsidiary companies 101,532
Cash and bank balances 56,391

157,923

Financial Liabilities
Other payables 67
Amount due to subsidiary companies 13,127
Lease liabilities 5

13,199
112
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(a) Classification of financial instruments (Cont’d)

The following table analyses the financial assets and liabilities in the statements of financial position by the
class of financial instruments to which they are assigned, and therefore by the measurement basis: (Cont’d)

At

amortised
cost
RM’000

2022
Financial Assets
Other receivables 29
Amount due from subsidiary companies 143,877
Cash and bank balances 101,485

245,362

Financial Liabilities
Other payables 66
Amount due to subsidiary companies 13,127
Lease liabilities 31

13,224

(b) Financial risk management objectives and policies

The Group and the Company have exposure to the following risks from its use of financial instruments:

(i) Credit risk

Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial instrument
fails to meet its contractual obligations. The Group’s exposure to credit risk arises principally from its
customers and deposits with licensed banks. The Company’s exposure to credit risk arises principally
from loans and advances to subsidiary companies, fixed deposits with licensed banks and financial
guarantees given to banks for credit facilities granted to subsidiary companies. There are no significant
changes as compared to previous financial year.

(i) Receivables

Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing
basis.

Credit evaluations are performed on all new customers receiving credit over a certain amount to
mitigate the exposure to credit risk. Credit exposure of Overseas customers is minimal as most of
the overseas customers need to make full payment before the shipment of goods.

At each reporting date, the Group assess whether any of the trade receivables are credit impaired.

The gross carrying amount of credit impaired trade receivables are written off (either partially or
in full) when there is no realistic prospect of recovery. This is generally the case when the Group
determines that the receivable does not have assets or sources of income that could generate
sufficient cash flows to repay the amount subject to write off. Nevertheless, trade receivables that
are written off could still be subject to enforcement activities.
 113
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(i) Credit risk (Cont’d)

(i) Receivables (Cont’d)

Exposure to credit risk, credit quality and collateral

As at the end of the reporting period, the maximum exposure to credit risk arising from receivables
is represented by the carrying amounts in the statement of financial position.

Management has taken reasonable steps to ensure that trade 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 exposure of credit risk for trade receivables as at the end of the reporting period by geographic
region is as follows:

Group
2023 2022
RM’000 RM’000

Malaysia 4,284 2,175

India – 2,932
China – 900
Others 4 4

4,288 6,011

Concentration of credit risk

The Group’s major concentration of credit risk related to the amounts owing by 5 (2022: 5) major
customers which constituted approximately 53% (2022: 76%) of its trade receivable as at the end
of the reporting period.

Recognition and measurement of impairment losses

When an account is more than 120 days past due, the credit risk is considered to have increased
significantly since the initial recognition. The Group identifies as a default account if it is more than
120 days past due and the customer is having significant financial difficulties (analysed by financial
measures of reported losses, negative cash flows, and qualitative evaluation of the customer’s
characteristics). The Group classifies an impaired receivable when a customer is in default, in
liquidation or other financial reorganisation.

For each significant receivable that is credit-impaired, individual lifetime ECL is recognised using
the probability of default technique. The inputs used are: (i) the percent chance of default, and (ii)
the expected cash shortfalls. The lifetime ECL is measured at the probability-weighted expected
cash shortfalls by reference to the Group’s past experience, current conditions and forecast of
future economic benefits.

For significant receivables that are not individually credit-impaired and all other receivables, the
Group uses a provision matrix that categories based on ageing profiles. The collective lifetime ECLs
are measured based on the Group’s past lost rate experiences, current conditions and forecast
of future economic conditions. The past lost rates are adjusted upward in the measurement in
worsening current conditions and forecasts of future macroeconomic conditions. There is no
collective lifetime ECLs being recognised as at the end of the reporting period based on the
Group’s past lost rate experiences.
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notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(i) Credit risk (Cont’d)

(ii) Other receivables

Other receivables are normally with no fixed terms of repayment. The Group monitors the
recoverability of other receivables regularly.

(iii) Inter-company balances

The Company provides unsecured loans and advances to subsidiary companies. The Company
does not have a formal policy for managing credit risk arising from advances to subsidiary
companies as the company monitors the results of the subsidiary companies closely.

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.

Recognition and measurement of impairment losses

Generally, the Company considers loans and advances to subsidiary companies have low credit
risk. The Company assumes that there is a significant increase in credit risk when a subsidiary’s
financial position deteriorates significantly. As the Company is able to determine the timing of
payments of the subsidiary companies’ loans and advances when they are payable, the Company
considers the loans and advances to be in default only when the subsidiary companies are not able
to pay when demanded.

The Company determines the probability of default for these loans and advances individually using
internal information available.

As at the end of the reporting period, there was no indication of further impairment required for the
carrying amount of loans and advances to the subsidiary companies.

(ii) Liquidity risk

Liquidity risk refers to the risk that the Group or the Company will encounter difficulty in meeting its
financial obligations as they fall due. The Group’s and the Company’s exposure to liquidity risk arises
primarily from mismatches of the maturities of financial assets and liabilities.

The Group’s and the Company’s funding requirements and liquidity risk are managed with the objective
of meeting business obligations on a timely basis. The Group finances its liquidity through internally
generated cash flows and minimises liquidity risk by keeping committed credit lines available.
32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(ii) Liquidity risk (Cont’d)

The following table analyses the remaining contractual maturity for financial liabilities. The tables have been drawn up based on the undiscounted
cash flows of financial liabilities based on the earliest date on which the Group and the Company can be required to pay.

Total Total
On demand or contractual carrying
within 1 year 1 to 2 years 2 to 5 years cash flows amount
RM’000 RM’000 RM’000 RM’000 RM’000

Group
2023
Non-derivative financial liabilities
Trade payables 124 – – 124 124
Other payables 5,629 – – 5,629 5,629
Lease liabilities 383 122 – 505 488
Borrowings 54,526 1,043 3,156 58,725 54,312

60,662 1,165 3,156 64,983 60,553

2022
Non-derivative financial liabilities
Trade payables 1,148 – – 1,148 1,148
Other payables 5,317 – – 5,317 5,317
Lease liabilities 299 110 156 565 535
2023
ANNUAL REPORT

Borrowings 1,002 – – 1,002 1,002

7,766 110 156 8,032 8,002

Joe Holding Berhad

CONT’D
notes to the financial statements
Registration No. 199901018997 (493897-V)
115
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Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(ii) Liquidity risk (Cont’d)

Total Total
On demand or contractual carrying
within 1 year 1 to 2 years cash flows amount
RM’000 RM’000 RM’000 RM’000

Company
2023
Non-derivative financial liabilities
Other payables 67 – 67 67
Amount due to subsidiary
companies 13,127 – 13,127 13,127
Lease liabilities 5 – 5 5

13,199 – 13,199 13,199

2022
Non-derivative financial liabilities
Other payables 66 – 66 66
Amount due to subsidiary
companies 13,127 – 13,127 13,127
Lease liabilities 27 5 32 31

13,220 5 13,225 13,224

(iii) Interest rate risk

The Group’s and the Company’s fixed rate deposits placed with licensed banks are exposed to a risk of
change in their fair value due to changes in interest rates. The Group’s and the Company’s variable rate
borrowings are exposed to a risk of change in cash flows due to changes in interest rates.

The Group manages the interest rate risk of its deposits with licensed financial institutions by placing
them at the most competitive interest rates obtainable, which yield better returns than cash at bank and
maintaining a prudent mix of short and long-term deposits.
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(iii) Interest rate risk (Cont’d)

The Group manages its interest rate risk exposure from interest bearing borrowings by obtaining financing
with the most favourable interest rates in the market. The Group constantly monitors its interest rate risk
by reviewing its debts portfolio to ensure favourable rates are obtained. The Group does not utilise
interest swap contracts or other derivative instruments for trading or speculative purposes.

The interest rate profile of the Group’s and of the Company’s significant interest-bearing financial
instruments, based on carrying amounts as at the end of the reporting period was:

2023 2022
RM’000 RM’000

Group
Fixed rate instruments
Financial assets 66,703 10,102
Financial liabilities (45,535) (535)

(23,750) 9,567

Floating rate instruments

Financial liability (13,059) (1,002)

Company
Fixed rate instruments
Financial liability (5) (31)

Fair value sensitivity analysis for fixed rate instruments

The Group and the Company do 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.

Cash flow sensitivity analysis for floating rate instruments

A change in 1% interest rate at the end of the reporting period would have increased/(decreased) the
Group’s loss before tax by RM130,598 (2022: RM10,200) respectively, arising mainly as a result of higher
interest expense on floating rate loans and borrowings. This analysis assumes that all other variables
remain constant. The assumed movement in basis points for interest rate sensitivity analysis is based on
the currently observable market environment.
118
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(iv) Market risk

Market risk is the risk that changes in market prices, such as foreign currency risk that will affect the
Group’s financial position or cash flows.

(i) Foreign currency exchange risk

The Group is exposed to foreign currency risk on transactions that are denominated in currencies
other than the respective functional currencies of the Group entities. The currency giving rise to this
risk is primarily U.S. Dollar (“USD”).

The Group has not entered into any derivative instruments for hedging or trading purposes as the
net exposure to foreign currency risk is not significant. However, the exposure to foreign currency
risk is monitored from time to time by management.

The Board and the management will keep this policy under review and will take necessary action
to minimise the exposure of the 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 is as
follows:

Other
foreign
USD AUD currencies Total
RM’000 RM’000 RM’000 RM’000

Group
2023
Financial assets
Other investment – 44,918 – 44,918
Trade receivables 4 – – 4
Other receivables 837 – – 837
Cash and bank balances 2 – – 2

843 44,918 – 45,761

Financial liabilities
Trade payables (1) – (9) (10)
Other payables (295) – – (295)
Borrowings – (45,047) – (45,047)

(296) (45,047) (9) (45,352)

Net currency exposure 547 (129) (9) 409

 119
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

32. Financial Instruments (Cont’d)

(b) Financial risk management objectives and policies (Cont’d)

(iv) Market risk (Cont’d)

Market risk is the risk that changes in market prices, such as foreign currency risk that will affect the
Group’s financial position or cash flows. (Cont’d)

(i) Foreign currency exchange risk (Cont’d)

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 is as
follows: (Cont’d)

Other
foreign
USD AUD currencies Total
RM’000 RM’000 RM’000 RM’000

2022
Financial assets
Trade receivables 2,971 – – 2,971
Other receivables 1,080 – – 1,080
Cash and bank balances 174 6 – 180

4,225 6 – 4,231

Financial liabilities
Trade payables (1) – (9) (10)
Other payables (1,358) – – (1,358)

(1,359) – (9) (1,368)

Net currency exposure 2,866 6 (9) 2,863

Foreign currency risk sensitivity analysis

A 10% (2022: 10%) strengthening of Ringgit Malaysia (“RM”) against the USD at the end of the
reporting period would have increased post-tax profit by RM54,700 (2022: RM286,600). This
analysis is based on foreign currency exchange rate variances that the Group considered to
be reasonably possible at the end of the reporting period. This analysis assumes that all other
variables, in particular interest rates, remained constant and ignores any impact of forecasted
sales and purchases.

A 10% (2022: 10%) weakening of Ringgit Malaysia against the USD at the end of the reporting
period would have had equal but opposite effect on the amounts shown above, on the basis that
all other variables remained constant.

The above sensitivity analysis is unrepresentative of the inherent foreign currency risk because the
exposure at the end of the reporting period does not reflect the exposure during the year.

(c) Fair value of financial instruments

The carrying amounts of short-term receivables and payables, cash and cash equivalents and short-term
borrowings approximate their fair value due to the relatively short-term nature of these financial instruments,
except for the non-current portion of amount due from subsidiary companies, as it is not practical to estimate
the fair value due principally to a lack of fixed repayment term entered by the parties involved and without
incurring excessive costs.

The fair value of investment securities is measured based on level 1 fair value at the end of the reporting
period.
120
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notes to the financial statements

CONT’D

33. Material Litigation

Legal suit by Battery Solutions Sdn. Bhd. (“BSSB”) against a subsidiary

On 15 September 2015, GP Autobat Sdn. Bhd. (“GPA”) received a Writ of Summons together with a statement of
claim issued by High Court of Malaya, Kuala Lumpur in relation to a claim filed by BSSB amounting to RM1,213,990
for alleged breach of contract by failing and/or refusing to purchase the requisite amount of battery grid panels from
BSSB which resulted in BSSB suffering damages and losses. GPA has appointed the Group’s solicitors to challenge
the claim.

On 28 September 2016, the High Court of Malaya has delivered the judgement that GPA is liable to pay a sum of
RM1,213,990 to BSSB together with the interest at the rate of 5% per annum and cost for a sum of RM50,000. On
14 October 2016, GPA had filed an appeal with the Court of Appeal through its solicitors.

On 9 July 2018, the Court of Appeal has allowed GPA’s appeal against the decision of the High Court of Malaya. The
Court of Appeal awarded cost of RM80,000 to be paid by BSSB, subject to allocator fees.

On 22 January 2019, BSSB was granted the leave to appeal against the decision of the Court of Appeal. On 22
April 2019, the Federal Court has directed the parties to file their written submissions, bundle of authorities and core
bundles by 13 September 2019 has been postponed from 24 March 2020 to 24 August 2020 and subsequently to
25 November 2020. The Federal court has granted BSSB’s request for an adjournment of the hearing for appeal
which initially fixed for 25 November 2020 to 14 December 2020 by way of e-review for parties to obtain further
directions from the Federal Court.

On 14 December 2020, the Federal Court has fixed the new hearing date for the appeal on 15 April 2021. On 15 April
2021, BSSB obtained leave to appeal to the Federal Court against the Court of Appeal’s decision.

On 4 May 2021, the Federal Court allowed BSSB’s appeal and awarded costs of RM80,000 to BSSB. However,
the Federal Court did not agree with the judgement sum of RM1,213,990 awarded by the High Court. As such, the
Federal Court ordered the matter to be remitted back to the High Court for the assessment of damages.

On 6 May 2021, BSSB filed a notice to the registrar for damages to be assessed at the High Court BSSB appointed
its expert witness to assess the quantum of damages and claimed that damages should be assessed at the sum
of RM1,963,133 being the losses occasioned by the breach of contract. On the other hand, GPA’s expert witness
assessed damages in the sum of RM99,713.

On 6 May 2021, BSSB filed a notice to the registrar for damages to be assessed at the High Court BSSB appointed
its expert witness to assess the quantum of damages and claimed that damages should be assessed at the sum
of RM1,963,133 being the losses occasioned by the breach of contract. On the other hand, GPA’s expert witness
assessed damages in the sum of RM99,713.

The trial for the assessment of damages was completed on 2 March 2023. The Hearing of Oral Submissions by the
parties was completed on 22 May 2023.

The Decision on Assessment of Damages is fixed on 8 August 2023.

34. Contingent Liability

Group
2023 2022
RM’000 RM’000

Bank guarantee given by financial

institution to third party 199 199
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ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notes to the financial statements

CONT’D

35. Capital Management

The Group’s objectives when managing capital are to safeguard the Group’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.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.

The Group monitors capital using a gearing ratio. The Group’s policy is to maintain a prudent level of gearing ratio
that complies with debt covenants and regulatory requirements. The gearing ratios at the end of the reporting period
are as follows:

Group
2023 2022
RM’000 RM’000

Total loans and borrowings 58,594 1,537
Less: Deposits, bank and cash balances (87,523) (137,460)

Net debt (28,929) (135,923)

Total equity 184,515 223,187

Gearing ratio N/A N/A

N/A: gearing ratio may not provide a meaningful indicator of the risk of borrowings.

36. Subsequent Event

On 10 April 2023, the Company has granted 458,867,880 options at exercise price of RM0.015 to under its
Employees Share Options Scheme (“ESOS”) to the eligible employees of the Group. However, on 10 May 2023, the
offer lapsed due to no acceptance from the eligible employees.

37. Date of Authorisation for Issue

The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the
Directors on 28 July 2023.
122
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

list of
properties

Net Book
Tenure/
Land Area Value as at
Type of property and Approximate Date of Last
No. (m2) Existing use 31st March
location Age of Revaluation
2023
Building
(RM)
1 Industrial Land & Buildings
Lot 55632
Office & Freehold/ 31 March
Mukim of Kapar 20,718 36,600,000
warehouse 15 years 2023
District of Klang
Selangor Darul Ehsan
2 Industrial Land & Buildings
Lot 5033
Freehold/ 31 March
Mukim of Kapar 10,337 Warehouse 18,100,000
11 years 2023
District of Klang
Selangor Darul Ehsan
3 Commercial Lot
Four Storey
No.18, Jalan 24/70A Freehold/24 31 March
6,752 Terraced 5,200,000
Desa Sri Hartamas 50480, years 2023
Shop-Office
Kuala Lumpur
4 Commercial Lot
Four Storey
No.20, Jalan 24/70A Freehold/24 31 March
6,752 Terraced 5,200,000
Desa Sri Hartamas 50480, years 2023
Shop-Office
Kuala Lumpur
 123
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

analysis of
shareholdings
AS AT 30 JUNE 2023

SHARE CAPITAL

Total Number of Issued Shares : 3,059,119,200

Class of Shares : Ordinary shares
Voting Rights : One vote per ordinary share

SHAREHOLDING DISTRIBUTION SCHEDULE (AS PER THE RECORD OF DEPOSITORS)

No. of No. of % of
Shareholders Size of Shareholdings Shares Held Shares

60 Less than 100 2,280 0.00*

361 100 to 1,000 223,131 0.01
1,567 1,001 to 10,000 11,034,819 0.36
3,819 10,001 to 100,000 180,954,570 5.92
2,195 100,001 to less than 5% of issued shares 2,656,342,300 86.83
1 5% and above of the issued shares 210,562,100 6.88

8,003 TOTAL 3,059,119,200 100.00

* Less than 0.01%

LIST OF 30 LARGEST SECURITIES ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)

(WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME
REGISTERED HOLDER)

No. of
Name of Shareholders Shares Held %

1. CARTABAN NOMINEES (ASING) SDN BHD 210,562,100 6.88

EXEMPT AN FOR STANDARD CHARTERED BANK SINGAPORE
(EFGBHK-ASING)
2. HSBC NOMINEES (ASING) SDN BHD 152,185,250 4.97
EXEMPT AN FOR MORGAN STANLEY & CO. INTERNATIONAL PLC
(IPB CLIENT ACCT)
3. CHEETAH MARKETING SDN BHD 101,188,800 3.31
4. ACE EDIBLE OIL INDUSTRIES SDN BHD 94,993,800 3.11
5. CARTABAN NOMINEES (ASING) SDN BHD 92,000,000 3.01
BARCLAYS BANK PLC (RE EQUITIES)
6. LIM SIEW SOOI 75,000,000 2.45
7. MAYBANK SECURITIES NOMINEES (ASING) SDN BHD 75,000,000 2.45
PLEDGED SECURITIES ACCOUNT FOR ONG HAR HONG
8. HSBC NOMINEES (ASING) SDN BHD 70,526,400 2.31
EXEMPT AN FOR THE HONGKONG AND SHANGHAI BANKING
CORPORATION LIMITED (GCHK-LAZARUS)
9. CHEW BOON SENG 70,000,000 2.29
10. MIDF AMANAH INVESTMENT NOMINEES (ASING) SDN BHD 65,000,000 2.12
FOR LAZARUS SECURITIES PTY LTD
FOR LAZARUS CAPITAL PARTNERS GLOBAL EQUITIES FUND
11. RHB NOMINEES (TEMPATAN) SDN BHD 25,700,000 0.84
PLEDGED SECURITIES ACCOUNT FOR TEE TIAM HOCK
12. SIE LIANG CHAN 24,000,000 0.78
13. RHB NOMINEES (TEMPATAN) SDN BHD 22,000,000 0.72
PLEDGED SECURITIES ACCOUNT FOR YAP SU LING
14. LOH KOK WAI 21,515,300 0.70
15. LEE SING HONG 20,000,000 0.65
124
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

analysis of shareholdings
CONT’D

LIST OF 30 LARGEST SECURITIES ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)

(WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME
REGISTERED HOLDER) (CONT’D)

No. of
Name of Shareholders Shares Held %

16. QUEK YONG WAH 20,000,000 0.65

17. PUBLIC NOMINEES (TEMPATAN) SDN BHD 19,300,000 0.63
PLEDGED SECURITIES ACCOUNT FOR CHAN JIAN CHERN (E-TSA/KTI)
18. HSBC NOMINEES (ASING) SDN BHD 19,091,100 0.62
EXEMPT AN FOR BNP PARIBAS (LONPBCLR-3PTY)
19. AMSEC NOMINEES (TEMPATAN) SDN BHD 18,000,000 0.59
PLEDGED SECURITIES ACCOUNT FOR MID-EAST HOLDINGS SDN.BHD.
20. GOH CHING MUN 18,000,000 0.59
21. QUEK SOON TIANG 17,200,000 0.56
22. TYE LIM HUAT 16,000,200 0.52
23. RHB CAPITAL NOMINEES (TEMPATAN) SDN BHD 14,840,700 0.49
PHUA SIN MO
24. SEE TIAN CHWAN 14,500,000 0.47
25. RHB NOMINEES (TEMPATAN) SDN BHD 13,600,000 0.44
PLEDGED SECURITIES ACCOUNT FOR NG HIN SEONG
26. ROBERT TAN 13,600,000 0.44
27. MERCSEC NOMINEES (ASING) SDN BHD 13,181,800 0.43
GENERAL RESERVE OF DIGITAL ASSETS LIMITED
28. MOK YAU CHOY 13,180,000 0.43
29. TERAS LAYAR SDN BHD 12,081,000 0.39
30. ACE EDIBLE OIL INDUSTRIES SDN BHD 10,876,000 0.36

TOTAL 1,353,122,450 44.23

DIRECTORS’ SHAREHOLDINGS (BASED ON THE REGISTRAR OF DIRECTORS’ SHAREHOLDINGS)

NO. OF SHARES HELD

NAME OF DIRECTORS DIRECT % INDIRECT %

1. Mr. Koo Kien Yoon 100,000 0.00# – –

2. Mr. Tang Boon Koon 100,000 0.00# – –
3. Mr. Yee Yit Yang – – – –
4. Datuk Salmah Hayati Binti Ghazali – – – –

# Less than 0.01%

SUBSTANTIAL SHAREHOLDERS (BASED ON THE REGISTRAR OF SUBSTANTIAL SHAREHOLDERS)

NO. OF SHARES HELD

NAME OF SUBSTANTIAL SHAREHOLDER DIRECT % INDIRECT %

1. GALAXY COAST VENTURES LIMITED 178,000,078 5.82 – –

 125
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

analysis of
WARRANT A HOLDINGS
AS AT 30 JUNE 2023

No. of Warrants A : 611,774,754

Exercise Price of Warrants A : RM0.06
Exercise Period of Warrants A : 10 June 2015 to 3 June 2025
Voting Rights in the Meeting of : One vote per warrant holder on a show of hands
 Warrant A Holders One vote per warrant on poll
Number of Warrant A Holders : 2,130

WARRANT B DISTRIBUTION SCHEDULE

No. of No. of % of
Warrantholders Size of Warrantholdings Warrants A Held Warrants A

340 Less than 100 21,068 0.00*

52 100 to 1,000 25,853 0.00*
234 1,001 to 10,000 1,300,020 0.21
722 10,001 to 100,000 30,658,780 5.01
781 100,001 to less than 5% of warrants 547,698,003 89.53
1 5% and above of the warrants 32,071,030 5.24

2,130 TOTAL 611,774,754 100.00

* Less than 0.01%

LIST OF 30 LARGEST WARRANT A ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)

(WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME
REGISTERED HOLDER)

No. of
Name of Warrantholders Warrants Held %

1. PUBLIC NOMINEES (TEMPATAN) SDN BHD 32,071,030 5.24

PLEDGED SECURITIES ACCOUNT FOR MAK HON LEONG (E-KLC/JPR)
2. LIZALINA CHEW SIN WEI 15,599,373 2.55
3. GOH CHING MUN 11,231,100 1.84
4. CHUA LEE GUAN 7,347,635 1.20
5. NG HENG OON 7,003,420 1.14
6. MAYBANK SECURITIES NOMINEES (ASING) SDN BHD 7,000,000 1.14
MAYBANK SECURITIES PTE LTD FOR THAM WONG WENG EDWARD
7. TAN KHAY LONG 6,500,130 1.06
8. MAH CHEZ YONG 6,231,200 1.02
9 CHAN CHEE HONG 6,119,750 1.00
10. LEOW HO KENG 5,934,157 0.97
11. PUBLIC NOMINEES (TEMPATAN) SDN BHD 5,600,000 0.92
PLEDGED SECURITIES ACCOUNT FOR KHO CHONG YAU (E-TSA)
12. UOB KAY HIAN NOMINEES (TEMPATAN) SDN BHD 5,289,500 0.86
PLEDGED SECURITIES ACCOUNT FOR CHOW YING CHOON
13. SOON TECK SENG 5,126,300 0.84
14. LAM AH CHOI 5,001,590 0.82
15. KHOO CHIN LENG 5,000,000 0.82
126
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

analysis of warrant a holdings

CONT’D

LIST OF 30 LARGEST WARRANT A ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)

(WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME
REGISTERED HOLDER)

No. of
Name of Warrantholders Warrants Held %

16. LEE KHENG FONG 5,000,000 0.82

17. PUBLIC NOMINEES (TEMPATAN) SDN BHD 4,991,600 0.82
PLEDGED SECURITIES ACCOUNT FOR TEE BOON CHAI (E-KLG)
18. YAP SU LING 4,991,600 0.82
19. LIM SEONG TEIK 4,940,000 0.81
20. TAN TECK WEI 4,894,910 0.80
21. LOW TIAN SIONG 4,872,835 0.80
22. SOO AI LIN 4,804,415 0.79
23. GAN HOK MING 4,648,427 0.76
24. MAYBANK NOMINEES (TEMPATAN) SDN BHD 4,500,000 0.74
YIP SIEW KEE
25. MOHD RAFLEE BIN ABDULLAH 4,500,000 0.74
26. ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 4,474,750 0.73
PLEDGED SECURITIES ACCOUNT FOR LAI SAI CHEONG (7003484)
27. RHB CAPITAL NOMINEES (TEMPATAN) SDN BHD 4,367,650 0.71
PLEDGED SECURITIES ACCOUNT FOR WONG YUNG SOON (471299)
28. NG KENG CHOH 4,329,450 0.71
29. KEK WEE BENG 4,200,090 0.69
30. PUBLIC NOMINEES (TEMPATAN) SDN BHD 4,180,465 0.68
PLEDGED SECURITIES ACCOUNT FOR WONG CHEE BOON (E-IMO)

TOTAL 200,751,377 32.81

DIRECTORS’ WARRANTHOLDINGS (BASED ON THE REGISTRAR OF DIRECTORS’ SHAREHOLDINGS)

NO. OF WARRANTS HELD

NAME OF DIRECTORS DIRECT % INDIRECT %

1. Mr. Koo Kien Yoon – – – –

2. Mr. Tang Boon Koon – – – –
3. Mr. Yee Yit Yang – – – –
4. Datuk Salmah Hayati Binti Ghazali – – – –
 127
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

analysis of
WARRANT B HOLDINGS
AS AT 30 JUNE 2023

No. of Warrants B : 917,735,760

Exercise Price of Warrants B : RM0.05
Exercise Period of Warrants B : 21 May 2021 to 21 May 2024
Voting Rights in the Meeting of : One vote per warrant holder on a show of hands
 Warrant B Holders One vote per warrant on poll
Number of Warrant B Holders : 1,602

WARRANT B DISTRIBUTION SCHEDULE

No. of No. of % of
Warrantholders Size of Warrantholdings Warrants B Held Warrants B

20 Less than 100 1,050 0.00*

17 100 to 1,000 7,710 0.00*
191 1,001 to 10,000 1,087,700 0.12
803 10,001 to 100,000 35,963,140 3.92
568 100,001 to less than 5% of warrants 517,487,360 56.39
3 5% and above of the warrants 363,188,800 39.57

1,602 TOTAL 917,735,760 100.00

* Less than 0.01%

LIST OF 30 LARGEST WARRANT B ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)

(WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME
REGISTERED HOLDER)

No. of
Name of Warrantholders Warrants Held %

1. CARTABAN NOMINEES (ASING) SDN BHD 142,996,000 15.58

BARCLAYS BANK PLC (RE EQUITIES)
2. CARTABAN NOMINEES (ASING) SDN BHD 117,387,300 12.79
EXEMPT AN FOR STANDARD CHARTERED BANK SINGAPORE
(EFGBHK-ASING)
3. CGS-CIMB NOMINEES (ASING) SDN BHD 102,805,500 11.20
EXEMPT AN FOR CGS-CIMB SECURITIES (HONG KONG) LIMITED
(FOREIGN CLIENT)
4. M & A NOMINEE (TEMPATAN) SDN BHD 29,720,750 3.24
EXEMPT AN FOR SANSTON FINANCIAL GROUP LIMITED
(ACCOUNT CLIENT)
5. ACE EDIBLE OIL INDUSTRIES SDN BHD 19,062,300 2.08
6. LAI YEE VOON 17,823,300 1.94
7. CHIA TECK BENG 13,803,800 1.50
8. QUEK SOON TIANG 12,000,000 1.31
9 LEE KEE HUAT 11,000,000 1.20
10. DAVID WEE TIONG YONG 10,402,860 1.13
11. TYE LIM HUAT 9,600,000 1.05
12. WEE KOK CHUAN 9,268,300 1.01
13. MAYBANK NOMINEES (TEMPATAN) SDN BHD 8,000,000 0.87
YIP SIEW KEE
14. PUBLIC NOMINEES (TEMPATAN) SDN BHD 7,600,000 0.83
PLEDGED SECURITIES ACCOUNT FOR KHO CHONG YAU (E-TSA)
15. SIE LIANG CHAN 7,200,000 0.78
128
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

analysis of warrant b holdings

CONT’D

LIST OF 30 LARGEST WARRANT B ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)

(WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME
REGISTERED HOLDER) (CONT’D)

No. of
Name of Warrantholders Warrants Held %

16. ONG KIAN HUAT 7,194,860 0.78

17. RHB NOMINEES (TEMPATAN) SDN BHD
PLEDGED SECURITIES ACCOUNT FOR YAP SU LING 6,600,000 0.72
18. ACE EDIBLE OIL INDUSTRIES SDN BHD 6,332,100 0.69
19. LEE SING HONG 6,000,000 0.65
20. RHB CAPITAL NOMINEES (TEMPATAN) SDN BHD 5,904,420 0.64
PHUA SIN MO
21. TEH BEE GAIK 5,503,000 0.60
22. AMSEC NOMINEES (TEMPATAN) SDN BHD 5,400,000 0.59
PLEDGED SECURITIES ACCOUNT FOR MID-EAST HOLDINGS SDN.BHD.
23. GOH CHING MUN 5,400,000 0.59
24. MAYBANK NOMINEES (TEMPATAN) SDN BHD 5,208,000 0.57
NGEO KIAN BOON
25. WONG KEN-WYE 4,703,500 0.51
26. SIN KEK YONG 4,700,000 0.51
27. LEW ASSETS SDN BHD 4,590,000 0.50
28. CHEN CHENG WAH 4,500,000 0.49
29. OOI KHYE HOOI 4,388,800 0.48
30. ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 4,300,000 0.47
PLEDGED SECURITIES ACCOUNT FOR LAI SAI CHEONG (7003484)

TOTAL 599,394,790 65.31

DIRECTORS’ WARRANTHOLDINGS (BASED ON THE REGISTRAR OF DIRECTORS’ SHAREHOLDINGS)

NO. OF WARRANTS HELD

NAME OF DIRECTORS DIRECT % INDIRECT %

1. Mr. Koo Kien Yoon – – – –

2. Mr. Tang Boon Koon – – – –
3. Mr. Yee Yit Yang – – – –
4. Datuk Salmah Hayati Binti Ghazali – – – –
 129
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notice of
annual general meeting
NOTICE IS HEREBY GIVEN THAT the Twenty-Fourth (“24th”) Annual General Meeting (“AGM”) of JOE HOLDING
BERHAD (the “Company”) will be conducted virtually from the Broadcast Venue at Lot 4.1, 4th Floor, Menara Lien Hoe,
No 8, Persiaran Tropicana, 47410 Petaling Jaya, Selangor, Malaysia on Tuesday, 29 August 2023 at 11.00 a.m. or at any
adjournment thereof for the following purposes:

AS ORDINARY BUSINESS

1. To receive the Audited Financial Statements for the financial year ended 31 March (See Explanatory
2023 together with the Reports of the Directors and Auditors thereon. Note 10)

2. To re-elect Mr. Tang Boon Koon as Director who retires pursuant to Clause 98 of the Ordinary Resolution 1
Company’s Constitution and who being eligible, has offered himself for re-election. (See Explanatory
Note 11)

3. To re-elect Datuk Salmah Hayati Binti Ghazali as Director who retires pursuant to Ordinary Resolution 2
Clause 105 of the Company’s Constitution and who being eligible, has offered herself (See Explanatory
for re-election. Note 11)

4. To approve the payment of Directors’ fees amounting to RM792,000 to the Directors of Ordinary Resolution 3
the Company from the date of 24th AGM up to the conclusion of the 25th AGM.

5. To approve the payment of Directors’ benefits to the Directors of the Company up to an Ordinary Resolution 4
amount of RM72,000 from the date of 24th AGM up to the conclusion of the 25th AGM. (See Explanatory
Note 12)

6. To re-appoint Messrs UHY as Auditors of the Company and to hold office until the Ordinary Resolution 5
conclusion of the next AGM at such remuneration to be determined by the Directors
of the Company.

AS SPECIAL BUSINESS

To consider and if thought fit, to pass the following resolution:

7. Authority to Allot and Issue Shares pursuant to Sections 75 and 76 of the Ordinary Resolution 6
Companies Act 2016 (“CA 2016”) (“Proposed General Mandate”) (See Explanatory
Note 13)
“THAT subject always to Sections 75 and 76 of the CA 2016, the Constitution, the Main
Market Listing Requirements (“MMLR”) of Bursa Malaysia Securities Berhad (“Bursa
Securities”) and the approval of any governmental and/or regulatory authorities, the
Directors be and are hereby authorised to allot and issue shares in the Company at any
time and upon such terms and conditions and for such purposes as the Directors may,
in their absolute discretion deem fit, provided that the aggregate number of shares
to be issued pursuant to this resolution does not exceed 10% of the total number of
issued shares (excluding treasury shares) of the Company at the time of issuance and
such authority under this resolution shall continue in force until the conclusion of the
25th AGM or when it is required by law to be held, whichever is earlier, AND THAT the
Directors be and are empowered to obtain the approval for the listing of and quotation
for the additional shares so issued on Bursa Securities.

THAT the existing shareholders of the Company hereby waive their pre-emptive rights
to be offered new shares ranking equally to the existing issued shares in the Company
pursuant to Section 85 of the CA 2016 read together with Clause 15 of the Constitution
of the Company arising from any issuance of new shares of the Company pursuant to
Sections 75 and 76 of the CA 2016.

AND THAT the Directors of the Company be and are hereby authorised to implement,
finalise, complete and take all necessary steps and to do all acts (including execute
such documents as may be required), deeds and things in relation to the Proposed
General Mandate.”
130
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notice of annual general meeting

CONT’D

8. To transact any other business of which due notice shall have been given.

BY ORDER OF THE BOARD OF DIRECTORS

TAN KOK SIONG (LS0009932 & SSM PC No. 202008001592)

WONG YUET CHYN (MAICSA 7047163 & SSM PC No. 202008002451)
Company Secretaries

Kuala Lumpur
31 July 2023

Notes:

1. Please refer to the Administrative Guide for the procedures to register and participate in the virtual meeting.
Shareholders will not be allowed to attend the 24th AGM in person at the Broadcast Venue on the day of the
meeting.
2. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies (but not more than
two) to attend and vote instead of him. A proxy may but need not be a member of the Company. Where a member
appoints more than one proxy, he shall specify the proportion of his holdings to be represented by each proxy, failing
which the appointment(s) shall be invalid.
3. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly
authorised in writing or, if the appointor is a corporation, either under the corporation’s common seal or under
the hand of an officer or attorney duly authorised. The instrument appointing a proxy shall be deemed to confer
authority to demand or join in demanding a poll.
4. The Proxy Form shall be deposited with the Company’s Share Registrar, Workshire Share Registration Sdn. Bhd.
at A3-3-8, Solaris Dutamas, No. 1, Jalan Dutamas 1, 50480 Kuala Lumpur, W.P. Kuala Lumpur or email to infosr@
wscs.com.my or fax to 03-6413 3270 not less than 48 hours before the time appointed for holding the meeting or
any adjournment thereof.
5. Where a member of the Company is an authorised nominee as defined under the Securities Industry (Central
Depositories) Act 1991, it shall be entitled to appoint not more than two (2) proxies in respect of each securities
account it holds with ordinary shares of the Company standing to the credit of the said securities account.
6. Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central
Depositories) Act 1991, which holds ordinary shares in the Company for multiple beneficial owners in one securities
account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may
appoint in respect of each omnibus account it holds.
7. Where an authorised nominee or an exempt authorised nominee appoints more than one proxy, the proportion of
shareholdings to be represented by each proxy must be specified in the instrument appointing the proxies.
8. For purpose of determining who shall be entitled to attend this meeting, the Company shall be requesting Bursa
Malaysia Depository Sdn. Bhd. to make available to the Company, a Record of Depositors (“ROD”) as at 21 August
2023 and only a Depositor whose name appears on such ROD shall be entitled to attend this meeting or appoint
proxy to attend and/or vote in his/her behalf.
9. Pursuant to Paragraph 8.29A(1) of the MMLR of Bursa Securities, all resolutions set out in this Notice will be put to
vote by way of poll.
 131
ANNUAL REPORT Joe Holding Berhad
2023 Registration No. 199901018997 (493897-V)

notice of annual general meeting

CONT’D

Explanatory Notes to Ordinary Business:

10. Item 1 of the Agenda - Audited Financial Statements for the financial year ended 31 March 2023

This item of the Agenda is for discussion purposes only, as Section 340(1)(a) of the CA 2016 does not require the
shareholders to formally approve the Audited Financial Statements. Therefore, this item will not be put forward for
voting.

11. Ordinary Resolution 1 and 2 – Re-election of the Directors who retire pursuant to the Clauses 98 and 105 of
the Company’s Constitution

The Directors who are standing for re-election as the Directors of the Company pursuant to the following clauses
at the forthcoming 24th AGM and who are being eligible for re-election have offered themselves for re-election in
accordance with the Company’s Constitution:

(a) Mr. Tang Boon Koon pursuant to Clause 98 of the Company’s Constitution
(b) Datuk Salmah Hayati Binti Ghazali pursuant to Clause 105 of the Company’s Constitution
(collectively referred to as “Retiring Directors”)

The Board of Directors through the Nomination Committee has deliberated on the suitability of the Retiring Directors
to be re-elected as Directors. Upon deliberation, the Board (except for the Retiring Directors) collectively agreed
that the Retiring Directors meet the criteria of character, experience, integrity, competence and time commitment to
effectively discharge their respective roles as Directors of the Company and recommended the Retiring Directors to
be re-elected as the Directors of the Company.

12. Payment of Directors’ Benefits for the Directors

The Directors’ Benefits comprise of meeting allowance payable to the Directors, where applicable, for their
attendance of Board and Committee meetings from the date of 24th AGM up to the conclusion of the 25th AGM.

Explanatory Note to Special Business:

13. Authority to allot and issue shares pursuant to Sections 75 and 76 of the CA 2016

The proposed Ordinary Resolution 6 is for the purpose of renewing the general mandate for issuance of shares by
the Company under Sections 75 and 76 of the CA 2016. The proposed Ordinary Resolution 6, if passed, will give the
Directors of the Company authority to allot and issue shares at any time to such persons in their absolute discretion
without convening a general meeting provided that the aggregate number of the shares issued does not exceed
10% of the total number of issued shares of the Company.

The Proposed General Mandate will provide flexibility to the Company to raise additional funds expeditiously and
efficiently during this challenging time, to meet its funding requirements including but not limited to funding future
investment project(s), working capital and/or acquisitions.

By approving the allotment and issue of the Company’s shares pursuant to the Proposed General Mandate which
will rank equally with the existing issued shares in the Company, the shareholders of the Company are deemed to
have waived their pre-emptive rights pursuant to Section 85 of the CA 2016 and Clause 15 of the Constitution of the
Company to be first offered the Company’s Shares which will result in a dilution to their shareholdings percentage
in the Company.

As at the date of this notice, no shares had been allotted and issued since the general mandate granted to the
Directors at the last AGM held on 22 September 2022 and this authority will lapse at the conclusion of the 24th AGM
of the Company.

The Board, having considered the current and prospective financial position, needs and capacity of the Group, is of
the opinion that the Proposed General Mandate is in the best interests of the Company and its shareholders.
132
Joe Holding Berhad ANNUAL REPORT
Registration No. 199901018997 (493897-V) 2023

notice of annual general meeting

CONT’D

Explanatory Note to Special Business: (Cont’d)

14. Personal Data Privacy

By registering for the meeting via remote participation and electronic voting and/or submitting an instrument
appointing proxy(ies) and/or representatives to attend, speak and vote at the AGM and/or any adjournment thereof,
a member of the Company: (i) consents to the processing of the member’s personal data by the Company (or
its agents): (a) for processing and administration of proxies and representatives appointed for the AGM; (b) for
preparation and compilation of the attendance lists, minutes and other documents relating to the AGM (which
includes any adjournments thereof); and (c) for the Company’s (or its agents”) compliance with any applicable laws,
listing rules, regulations and/or guidelines (collectively “the Purpose”); (ii) warrants that he/she has obtained such
proxy(ies)’ and/or representative(s)’ prior consent for the Company’s (or its agents’) processing of such proxy(ies)’
and/or representative(s)’ personal data for the Purposes; and (iii) agrees that the member will indemnify the Company
for any penalties, liabilities, claims, demands, losses and damages as a result of the member’s breach of warranty.

Note: The term “processing” and “personal data” shall have the meaning as defined in the Personal Data Protection
Act, 2010.

STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING

Pursuant to Paragraph 8.27(2) of the MMLR of Bursa Securities:

1. Details of individual who are standing for election as Directors (excluding Directors for re-election).

No individual is seeking election as a Director at the 24th AGM of the Company.

2. General mandate for issue of securities in accordance with Paragraph 6.03 of the Listing Requirements of Bursa
Securities.

The details of the proposed authority for Directors of the Company to issue shares in the Company pursuant to
Sections 75 and 76 of the CA 2016 is set out under Explanatory Note 13.
 JOE HOLDING BERHAD
[Registration No. 199901018997 (493897-V)]
(Incorporated in Malaysia)
FORM OF PROXY
CDS Account No. – –
No. of Shares Held

I/We .....................................................................................................................................................................................................................................
(Full Name in Block Letters)

(NRIC No. / Passport No. / Company Registration No. ......................................................................................................................................................)

of .........................................................................................................................................................................................................................................
(full address)

Email Address ............................................................................................ Contact No......................................................................................................

being a member/members of JOE Holding Berhad, hereby appoint

Name of Proxy NRIC No./Passport No. % of Shareholding to be Represented

Address

Email Address Contact Number

and/or failing him/her

Name of Proxy NRIC No./Passport No. % of Shareholding to be Represented

Address

Email Address Contact Number

or failing him, the CHAIRMAN OF THE MEETING as my/our proxy to vote for me/us on my/our behalf at the 24th Annual General Meeting (“AGM”) of
the Company will be conducted virtually from the Broadcast Venue at Lot 4.1, 4th Floor, Menara Lien Hoe, No 8, Persiaran Tropicana, 47410 Petaling
Jaya, Selangor Darul Ehsan on Tuesday, 29 August 2023 at 11.00 a.m. or at any adjournment thereof.
ORDINARY RESOLUTIONS FOR AGAINST
1. To re-elect Mr. Tang Boon Koon as Director who retires pursuant to Clause 98 of the Company’s
Constitution
2. To re-elect Datuk Salmah Hayati Binti Ghazali as Director who retires pursuant to Clause 105 of the
Company’s Constitution
3. To approve the payment of Directors’ fees amounting to RM792,000 to the Directors of the Company
from the date of 24th AGM up to the conclusion of the 25th AGM
4. To approve the payment of Directors’ benefits to the Directors of the Company up to an amount of
RM72,000 from the date of 24th AGM up to the conclusion of the 25th AGM
5. To re-appoint Messrs UHY as Auditors of the Company
6. Authority to allot and issue shares pursuant to Sections 75 and 76 of the Companies Act 2016
* Delete if not applicable
(Please indicate with an “X” in the space provided on how you wish to cast your vote. If you do not do so, the proxy will vote or abstain from voting
at his discretion.)

Dated this ……....…..….day of ……………..........….. 2023.

Signature of Member(s)/Common Seal

Notes:
1. Please refer to the Administrative Guide for the procedures to register and participate in the virtual meeting. Shareholders will not be allowed to attend the 24th AGM in person at the
Broadcast Venue on the day of the meeting.
2. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies (but not more than two) to attend and vote instead of him. A proxy may but need not
be a member of the Company. Where a member appoints more than one proxy, he shall specify the proportion of his holdings to be represented by each proxy, failing which the
appointment(s) shall be invalid.
3. The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under the
corporation’s common seal or under the hand of an officer or attorney duly authorised. The instrument appointing a proxy shall be deemed to confer authority to demand or join in
demanding a poll.
4. The Proxy Form shall be deposited with the Company’s Share Registrar, Workshire Share Registration Sdn. Bhd. at A3-3-8, Solaris Dutamas, No. 1, Jalan Dutamas 1, 50480 Kuala
Lumpur, W.P. Kuala Lumpur or email to [email protected] or fax to 03-6413 3270 not less than 48 hours before the time appointed for holding the meeting or any adjournment
thereof.
5. Where a member of the Company is an authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991, it shall be entitled to appoint not more than two
(2) proxies in respect of each securities account it holds with ordinary shares of the Company standing to the credit of the said securities account.
6. Where a member of the Company is an exempt authorised nominee as defined under the Securities Industry (Central Depositories) Act 1991, which holds ordinary shares in the
Company for multiple beneficial owners in one securities account (“omnibus account”), there is no limit to the number of proxies which the exempt authorised nominee may appoint
in respect of each omnibus account it holds.
7. Where an authorised nominee or an exempt authorised nominee appoints more than one proxy, the proportion of shareholdings to be represented by each proxy must be specified in
the instrument appointing the proxies.
8. For purpose of determining who shall be entitled to attend this meeting, the Company shall be requesting Bursa Malaysia Depository Sdn. Bhd. to make available to the Company, a
Record of Depositors (“ROD”) as at 21 August 2023 and only a Depositor whose name appears on such ROD shall be entitled to attend this meeting or appoint proxy to attend and/
or vote in his/her behalf.
9. Pursuant to Paragraph 8.29A(1) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, all resolutions set out in this Notice will be put to vote by way of poll.

Personal Data Privacy

✄

By submitting an instrument appointing proxy(ies) and/or representative(s), the member accepts and agrees to the personal data privacy terms set out in the Notice of Annual General
Meeting dated 31 July 2023.
Fold this flap for sealing

Then fold here

AFFIX
STAMP

THE SHARE REGISTRAR OF

JOE HOLDING BERHAD
[Registration No. 199901018997 (493897-V)]
c/o Workshire Share Registration Sdn. Bhd.
A3-3-8, Solaris Dutamas
No. 1, Jalan Dutamas 1
50480 Kuala Lumpur
W. P. Kuala Lumpur

1st fold here

 JOE HOLDING BERHAD
ANNUAL REPORT 2023

ANNUAL REPORT 2023

JOE HOLDING BERHAD

REGISTRATION NO. 199901018997 (493897-V)

LOT 5031 & 5032, JALAN TERATA, OFF JALAN MERU T : (03) 3392 7180 (8 LINES)/3392 9423/3392 9508
41050 KLANG, SELANGOR DARUL EHSAN, MALAYSIA F : (03) 3392 7237
E : [email protected]

www.joeholding.com.my

JOE_AR(23)Cov_FINAL.indd 1 25/07/2023 11:02 AM