2023 Annual Report
OVERVIEW Corporate Information 02 Corporate Structure 03 PERFORMANCE REVIEW Five-Year Financial Highlights 05 Chairman’s Statement 07 LEADERSHIP Board of Directors’ Profile 08 Key Senior Management’s Profile 12 Management Discussion and Analysis 13 CORPORATE GOVERNANCE Corporate Governance Overview Statement 18 Sustainability Report 23 Audit, Risk Management and Sustainability Committee Report 67 Statement on Risk Management and Internal Control 71 Additional Compliance Information 77 Statement of Directors’ Responsibilities 78 FINANCIAL STATEMENTS & OTHERS Financial Statements 79 Properties owned by ENRA Group 169 Analysis of Shareholdings 171 Analysis of Warrantholdings 174 Notice of Annual General Meeting 177 Form of Proxy what’s INSIDE OUR VISION OUR SHARED VALUES Through shared values, innovation and technology, ENRA will enable its people to create sustainable enterprise value in a manner that is responsible to its stakeholders, community and environment ETHICAL To make decisions that promote goodness and avoid harm NOBLE To behave in a manner that in respectful to others RELIABLE To keep and deliver promises that have been made ACCOUNTABLE To take ownership to all outcomes and never passing blame
02 OVERVIEW ENRA GROUP BERHAD ANNUAL REPORT 2023 CORPORATE INFORMATION BOARD OF DIRECTORS Datuk Ali bin Abdul Kadir Chairman, Independent Non-Executive Director Tan Sri Dato’ Kamaluddin bin Abdullah President & Group Chief Executive Officer Kok Kong Chin Executive Director Tan Sri Dato’ Seri Shamsul Azhar bin Abbas Senior Independent Non-Executive Director Dato’ Wee Yiaw Hin Independent Non-Executive Director Loh Chen Yook Independent Non-Executive Director Tunku Afwida binti Tunku Abdul Malek Independent Non-Executive Director AUDIT, RISK MANAGEMENT AND SUSTAINABILITY COMMITTEE Tan Sri Dato’ Seri Shamsul Azhar bin Abbas Chairman Dato’ Wee Yiaw Hin Member Tunku Afwida binti Tunku Abdul Malek Member Loh Chen Yook Member (appointed on 1 October 2022) BOARD NOMINATION AND REMUNERATION COMMITTEE Dato’ Wee Yiaw Hin Chairman Tan Sri Dato’ Seri Shamsul Azhar bin Abbas Member Tunku Afwida binti Tunku Abdul Malek Member EMPLOYEES’ SHARE SCHEME COMMITTEE Dato’ Wee Yiaw Hin Chairman Tan Sri Dato’ Seri Shamsul Azhar bin Abbas Member Tunku Afwida binti Tunku Abdul Malek Member COMPANY SECRETARY Chin Soo Ching @ Chen Soo Ching MAICSA 7042265 SSM PC No.: 202008002101 SHARE REGISTRAR Bina Management (M) Sdn Bhd Lot 10, The Highway Centre Jalan 51/205 46050 Petaling Jaya, Selangor Tel: +603-7784 3922 Fax: +603-7784 1988 REGISTERED OFFICE D3-U6-15, Block D3 Solaris Dutamas No. 1, Jalan Dutamas 1 50480 Kuala Lumpur Tel: +603-2300 3555 Fax: +603-2300 3550 Email: info@enra.my Website: www.enra.my AUDITORS BDO PLT LLP0018825-LCA & AF 0206 Level 8 BDO @ Menara CenTARa 360 Jalan Tuanku Abdul Rahman 50100 Kuala Lumpur PRINCIPAL BANKERS/ LENDERS CIMB Bank Berhad Malayan Banking Berhad Bank Kerjasama Rakyat Malaysia Berhad STOCK EXCHANGE LISTING Main Market of Bursa Malaysia Securities Berhad Stock Code: 8613 Stock Name: ENRA
03 OVERVIEW ENRA GROUP BERHAD ANNUAL REPORT 2023 CORPORATE STRUCTURE AS AT 15 JUNE 2023 ENRA GROUP BERHAD Entities are 100% owned unless otherwise stated. DIVISION PROPERTY DEVELOPMENT PROPERTY DEVELOPMENT ENERGY SERVICES ENRA LABUAN SDN. BHD. ENRA LAND SDN. BHD. Q HOMES SDN. BHD. MAKMUR HOMES SDN. BHD. 51% HAMPTONS HOMES SDN. BHD. ENRA PROPERTY (UK) LIMITED ENRA ENGINEERING & CONSTRUCTION SDN. BHD. ENRA ENERGY SOLUTIONS SDN. BHD. ENRA ENGINEERING AND FABRICATION SDN. BHD. 70% ENRA ENERGY SDN. BHD. ENERGY SERVICES ENRA IOL SDN. BHD. ENRA SPM SDN. BHD. HEXAGON MARINE LOGISTICS LABUAN LTD. ENRA SPM LABUAN LIMITED MSMENRA SDN. BHD. 70% 51% DV HOMES SDN. BHD. PROMINENT ARCHWAY SDN. BHD. MERPATI TPG SDN. BHD. BRP HOMES SDN. BHD. ABODE CALDECOTT SQUARE DEVELOPMENT LIMITED CALDECOTT SQUARE RUGBY LIMITED FITZROVIA DEVELOPMENTS LIMITED ABODE SENIOR LIVING LIMITED 75% 51% 60% HEXAGON ENERGY LOGISTICS SDN. BHD. ( Formerly known as ENRA OIL & GAS SERVICES SDN. BHD. )
04 OVERVIEW ENRA GROUP BERHAD ANNUAL REPORT 2023 DEFINITIONS GENERAL Board of Directors Board Bursa Securities Bursa Malaysia Securities Berhad ENRA Group or the Group ENRA Group Berhad and its group of subsidiaries and associate interests ENRA or the Company Specifically, ENRA Group Berhad, the investment holding company of the Group MMLR Main Market Listing Requirements MCCG 2021 Malaysian Code on Corporate Governance 2021 SC Securities Commission Malaysia FINANCIAL EI Exceptional Items FYE Financial Year Ending/Ended 31 March LATAMI Loss After Tax and Minority Interest LBT Loss Before Tax PATAMI Profit After Tax and Minority Interest PBT Profit Before Tax ROA Return on Assets ROE Return on Equity ENERGY SERVICES EES ENRA Energy Solutions Sdn. Bhd. (a subsidiary of ENRA Energy) Energy Services division ENRA Energy, ENRA Engineering & Construction Sdn. Bhd., and their respective subsidiaries and associate interests ENRA Energy ENRA Energy Sdn. Bhd. (a subsidiary of ENRA Group) ENRA Kimia ENRA Kimia Sdn. Bhd. (a former subsidiary of ENRA Energy) ENRA SPM ENRA SPM Sdn. Bhd. [a subsidiary of Hexagon Energy Logistics Sdn. Bhd. (fka ENRA Oil & Gas Services Sdn. Bhd.)] FSO Floating Storage and Offloading GPM Gulf Petroleum Myanmar ICE International Chemicals Engineering Pty. Ltd. (a subsidiary of ENRA Kimia) MRO Maintenance, repair and overhaul PCML PC Myanmar (Hong Kong) Limited Ratu ENRA ENRA SPM’s oil/chemical tanker, currently converted into an FSO vessel PROPERTY DEVELOPMENT ENRA Land ENRA Land Sdn. Bhd. (a subsidiary of ENRA Group Berhad) GDV Gross Development Value Property Development division ENRA Land, ENRA Labuan Sdn. Bhd., and their respective subsidiaries and associate interests Q Homes Q Homes Sdn. Bhd. (a subsidiary of ENRA Land) UK The United Kingdom
05 PERFORMANCE REVIEW ENRA GROUP BERHAD ANNUAL REPORT 2023 FIVE-YEAR FINANCIAL HIGHLIGHTS AS AT 31 MARCH 2023 FYE2019 FYE2020 FYE2021 Restated FYE2022 FYE2023 Continuing Operations - Revenue (RM’000) 164,706 226,646 55,302 62,707 30,479 - Gross profit/loss (RM’000) 32,569 43,927 16,693 19,853 (1,909) - PBT/(LBT) before EI (RM’000) 4,346 8,362 2,003 (4,092) (14,724) - (Loss)/Profit After Tax (RM’000) (26,317) 4,481 (8,053) 5,596 (39,537) - (LATAMI)/PATAMI (RM’000) (24,613) 2,480 (6,360) 7,319 (25,476) - (LATAMI)/PATAMI before EI (RM’000) (1,915) 2,480 3,380 (6,787) (12,231) - EPS (sen) (18.24) 1.84 (4.71) 5.42 (18.88) - EBITDA (RM’000) 12,827 36,475 2,518 15,615 (31,802) - EBITDA before EI (RM’000) 37,365 36,475 12,259 5,274 (7,049) Shareholders’ equity (RM’000) 123,075 121,825 114,256 111,307 87,286 Number of shares (‘000) (excluding treasury shares) 134,919 134,919 134,919 134,919 134,919 Net assets per share (RM) 0.91 0.90 0.85 0.82 0.65 Share price as at year end (RM) 1.15 1.20 0.62 0.87 0.75 Market capitalisation as at year end (RM’000) 155,156 161,902 83,649 117,379 101,189 Exceptional items (RM’000) (above RM1.0 million) Net realisable value write down for inventories 9,276 - - 241 13,481 Full impairment of the remaining balance of a trade receivables 15,262 - - - 723 Impairment on goodwill on acquisition - - 8,536 - 400 Mutual separation scheme - - 1,205 - - Gain on disposal of Subsidiaries - - - (19,588) - Impairment of Property Plant and Equipment - - - 9,006 - Mutual settlement on arbitration case - - - - 10,148 Total exceptional items 24,538 - 9,741 (10,341) 24,752 EBITDA working(RM’000) (LBT)/PBT (20,192) 8,362 (7,738) 6,249 (39,476) (+) Interest expense (including MFRS 116 and MFRS 16) 5,280 3,979 2,799 1,981 1,603 (+) Depreciation & amortisation (including MFRS116 + MFRS16) 27,739 24,134 7,457 7,385 6,071 EBITDA 12,827 36,475 2,518 15,615 (31,802)
06 PERFORMANCE REVIEW ENRA GROUP BERHAD ANNUAL REPORT 2023 FIVE-YEAR FINANCIAL HIGHLIGHTS AS AT 31 MARCH 2023 (Cont’d) REVENUE (RM'000) (LATAMI)/PATAMI before EI (RM'000) PBT/ (LBT) before EI (RM'000) EPS (Sen) 30,479 164,706 226,646 55,302 62,707 FYE 2019 FYE 2020 FYE 2021 Restated FYE 2022 FYE 2023 FYE 2019 FYE 2020 FYE 2021 Restated FYE 2022 FYE 2023 FYE 2019 FYE 2020 FYE 2021 Restated FYE 2022 FYE 2023 FYE 2019 FYE 2020 FYE 2021 Restated FYE 2022 FYE 2023 (14,724) 4,346 8,362 2,003 (4,092) (12,231) (1,915) 2,480 3,380 (6,787) (18.88) (18.24) 1.84 (4.71) 5.42
07 PERFORMANCE REVIEW ENRA GROUP BERHAD ANNUAL REPORT 2023 Dear Valued Shareholders, “I am pleased to present ENRA Group Berhad’s Annual Report for the financial year ended 31 March 2023.” CHAIRMAN’S STATEMENT The prevailing global economic challenges have resulted in a muted year, with ENRA operationally stable but experiencing significant impairments for some projects which we are defering until the market improves. Our Energy Services segment remained resilient in a volatile market, effectively supporting the entire Group. The Property Development segment on the other hand is experiencing significant headwinds and the team is expending efforts to refine our existing products to tackle a very challenging market. We have high hopes for our growing MRO division which we anticipate to be a key new business to the Group. Looking ahead, we remain cautious but believe that our stable financial position and asset base, diversified portfolio, and talented workforce position us well for future opportunities. We will continue to pursue and carefully evaluate opportunities and partnerships, invest in our people, and enhance operations. On behalf of the Board and Management, l extend our deepest appreciation to our stakeholders for their support. Together, we will drive ENRA Group forward, delivering long-term value to shareholders through prudent capital allocation. Datuk Ali bin Abdul Kadir Chairman 21 June 2023
08 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 DIRECTORS’ PROFILE Datuk Ali was appointed to the Board as Chairman on 1 June 2015. He had served on the Audit, Risk Management and Sustainability Committee from 2015 to 2022 until he stepped down in accordance with MCCG’s recommendation for the Chairman. He is a Fellow of the Institute of Chartered Accountants in England and Wales (“ICAEW”), member of the Malaysian Institute of Certified Public Accountants (“MICPA”) and the Malaysian Institute of Accountants (“MIA”). He is also an Honorary Fellow of the Institute of Chartered Secretaries & Administrators (UK). Datuk Ali is currently the Chairman of JcbNext Berhad and a Board member of Ekuiti Nasional Berhad and other private companies and foundations. He is also the Chairman of Amanah Lestari Alam and Persatuan Makanan Ehsan. Datuk Ali was appointed as Chairman of the Securities Commission of Malaysia on 1 March 1999 and served in that capacity until 29 February 2004. He also served on a number of national-level committees including the Foreign Investment Committee, the Oversight Committee of National Asset Management Company (Danaharta) and chaired the Financial Reporting Foundation. Prior to his appointment to the Securities Commission, he was the Executive Chairman and Partner of Ernst & Young and its related firms. He was the former President of the MICPA and co-chaired the Company Law Forum. He was appointed an Adjunct Professor in the Accounting and Business Faculty, University of Malaya (2008 till 2011) and was then appointed to the Advisory Board of the same Faculty until 2021. He was the Honorary Advisor to ICAEW-KL City Chapter from 2000 to 2021. Datuk Ali was awarded the Panglima Jasa Negara (PJN) by the Yang di-Pertuan Agong in 2001. In 2012, he was bestowed the Lifetime Achievement Award by ICAEW and the President’s Award by MICPA. He does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. He has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. He attended 9 Board meetings held during the financial year under review. DATUK ALI BIN ABDUL KADIR Chairman, Independent Non-Executive Director Male Malaysian 74 TAN SRI DATO’ KAMALUDDIN BIN ABDULLAH President & Group Chief Executive Officer Male Malaysian 56 Tan Sri Dato’ Kamaluddin was appointed to the Board on 20 April 2015 as a Non-Independent NonExecutive Director. He was redesignated as Executive Deputy Chairman of the Company on 1 June 2015 and subsequently as the President & Group Chief Executive Officer of the Company on 1 December 2021. He is also the Chairman of the Executive Committee. He graduated with a Bachelor of Arts (Hons) in Law from the University of Cambridge, United Kingdom. He is also a Barrister-at-law of the Middle Temple. He started his career with the Sime Darby Group, a major multi-national company, based in Malaysia. During his 5 years term with the Group, he served in the tyre manufacturing and plantations divisions covering the areas of marketing, corporate affairs, human resources, administration and legal affairs. After his stint in Sime Darby, he joined Dewina Berhad, a diversified food group listed on Bursa Securities and served as its Group Executive Director. He was also a major shareholder of Dewina Berhad. He does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. He has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. He attended all 10 Board meetings held during the financial year under review.
09 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 Mr. Kok was appointed to the Board on 26 February 2016 as a Non-Independent Non-Executive Director. He was redesignated as an Executive Director of the Company on 1 August 2016. He is a member of the Executive Committee. He graduated from the National University of Malaysia with a BBA (Hons) degree and holds an MBA from Schulich School of Business, York University, Canada. He has also completed the Advanced Leadership Programme by Judge Business School, University of Cambridge. He has over 30 years of experience in the areas of strategy, general management, private equity, corporate and investment banking. The key positions he has held include Head of Equity Markets and Derivatives, Co-Head of Investment Banking, Head of International Banking & Transaction Services of CIMB Investment Bank Berhad, Head of Regional Banking of CIMB Group Berhad, Independent Non-Executive Director of Ping Petroleum Ltd and Group Managing Director of Tropicana Corporation Berhad. Currently he is the Independent Non-Executive Chairman of Pekat Group Berhad. He does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. He has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. He attended all 10 Board meetings held during the financial year under review. KOK KONG CHIN Executive Director Male Malaysian 57 TAN SRI DATO’ SERI SHAMSUL AZHAR BIN ABBAS Senior Independent Non-Executive Director Male Malaysian 71 Tan Sri Dato’ Seri Shamsul Azhar was appointed to the Board on 15 June 2015. He is the Senior Independent NonExecutive Director of the Company. He is also the Chairman of the Audit, Risk Management and Sustainability Committee, a member of the Board Nomination and Remuneration Committee and Employees’ Share Scheme Committee. He holds a Master’s of Science in Energy Management from the University of Pennsylvania, United States of America, a Degree in Political Science from Universiti Sains Malaysia as well as a Technical Diploma in Petroleum Economics from Institute Francaise du Petrole in France. He joined Petroliam Nasional Berhad (“PETRONAS”) in 1975 and served in various capacities during his 40 years tenure with the organisation including his last held position as President and Chief Executive Officer of PETRONAS from 2010 to 2015. During the tenure of his leadership he guided PETRONAS in undertaking strategic landmark projects (both for PETRONAS and Malaysia), such as the Pengerang Integrated Refinery and Petrochemical Project (RAPID), the Bintulu Train 9 project, the construction of 2 PETRONAS Floating Liquified Natural Gas (“LNG”) facilities and Malaysia’s first Regasification terminal in Malacca. Tan Sri Shamsul was the President/Chief Executive Officer of MISC Berhad from 1 July 2004 until 31 December 2008 and was its Chairman from February 2010 to 1 August 2011. He also served as Pro-Chancellor of Universiti Teknologi PETRONAS, a member of the Board of Trustees of the Razak School of Government and the Chairman of the National Trust Fund of Malaysia. He was the Chairman of MMC Corporation Berhad and MMC Ports Holdings Sdn Bhd from 16 July 2015 to 31 August 2020 and the Chairman of Sapura Energy Berhad from 30 July 2020 to 7 May 2022. He is currently the Chairman of the Board of Deleum Berhad. He does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. He has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. He attended all 10 Board meetings held during the financial year under review. Directors’ Profile (Cont’d)
10 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 Dato’ Wee was appointed to the Board on 24 August 2016. He is a member of the Audit, Risk Management and Sustainability Committee and the Chairman of the Board Nomination and Remuneration Committee and the Employees’ Share Scheme Committee. He has more than 30 years of experience in the Oil & Gas Industry across the Exploration & Production (“E&P”) and Gas & LNG value chain. He spent 21 years in Shell in Malaysia and overseas where he took up a number of senior positions in countries including United Kingdom and South Africa. In Malaysia, he was Vice President, Upstream Asia and Managing Director of Shell Malaysia E&P Companies, 2006-2010. He joined PETRONAS as Executive Vice President and Chief Executive Officer of Upstream Business in May 2010. He retired from PETRONAS in April 2016. Presently, he also sits on the board of Cagamas Berhad, Anton Oilfield Services Group, which is listed on the Hong Kong Stock Exchange. He is an Audit Committee member of Anton Oilfield Services Group. He does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. He has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. He attended all 10 Board meetings held during the financial year under review. DATO’ WEE YIAW HIN Independent Non-Executive Director Male Malaysian 64 LOH CHEN YOOK Independent Non-Executive Director Male Malaysian 68 Mr. Loh was appointed to the Board on 1 June 2015 as a Non-Independent Non-Executive Director. Prior to the change in substantial shareholders of the Company following a mandatory general offer in 2015, Mr Loh was the Managing Director of the Company, then known as Perduren (M) Bhd, from the year 2007 to year 2014. He resigned from the Board on 20 April 2015 and was reappointed as Non-Executive Director on 1 June 2015 to the new Board of the Company which had assumed the new name, ENRA Group Berhad. With effect from 29 November 2018, Mr Loh was redesignated as an Independent Non-Executive Director. He is also a member of the Audit, Risk Management and Sustainability Committee. Mr Loh has over 30 years of experience in the property development, infrastructure, building construction as well as timber logging business. Currently, he is also the Chairman of Karyon Industries Berhad. He does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. He has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. He attended all 10 Board meetings held during the financial year under review. Directors’ Profile (Cont’d)
11 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 Directors’ Profile (Cont’d) Tunku Afwida was appointed to the Board on 8 March 2022. She is also a member of the Audit, Risk Management and Sustainability Committee, Board Nomination and Remuneration Committee and Employees’ Share Scheme Committee. She holds a Bachelor of Science (Honours) degree in Economics and Accountancy from City University London, UK, qualified as a Chartered Accountant from the ICAEW and is a member of the MIA. Tunku Afwida has held senior roles in investment banks. From 2006 until 2008, she was the Chief Executive Officer (“CEO”) and Executive Director (“ED”) of Kenanga Investment Bank Berhad. Prior to that, from 2003 to 2006, she was CEO and ED of MIMB Investment Bank Berhad (now known as Hong Leong Investment Bank Berhad) and from 1995 to 2003, she was ED/Chief Investment Officer of Commerce Asset Fund Managers Sdn Bhd. She was also a Director of Asia Equity Research Sdn Bhd from 2015 to 2022. She is currently the Chairman of Affin Hwang Investment Berhad and a Board member of Telekom Malaysia Berhad (“TM”), SAM Engineering & Equipment (M) Berhad and DXN Holdings Berhad. She is also a Director of GITN Sdn Bhd, a subsidiary of TM. She does not have any family relationship with any director and/or major shareholder of the Company, or any conflict of interests in any business arrangement involving the Company. She has not been convicted for any offences within the past 5 years nor has been imposed any public sanction or penalty by the relevant regulatory bodies during the financial year under review. She attended 9 Board meetings held during the financial year under review. TUNKU AFWIDA BINTI TUNKU ABDUL MALEK Independent Non-Executive Director Female Malaysian 57
12 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 KEY SENIOR MANAGEMENT’S PROFILE Qualifications • Bachelor of Accounting, University of Malaya, Malaysia • Chartered Global Management Accountant (CIMA) • Member of MIA Working Experience • MSM Trading International DMCC (MTID) Dubai, UAE – Head of Finance (2016 - 2019) • MSM Malaysia Holdings Berhad, Malaysia – Accountant (2011 - 2015) • Felda Holdings Berhad – Finance Executive (2008 - 2011) Directorship/Relevant Appointments (outside ENRA) • N/A Qualifications • Masters in Accounting & Business, Aston Business School • Bachelor’s Degree with Honours in Computer Science, University of Warwick Working Experience • Maestro Capital Sdn Bhd, a boutique M&A advisory firm (2010 - 2014) • CIMB Investment Bank Berhad (2006 - 2009) Directorship/Relevant Appointments (outside ENRA) • N/A Qualifications • Bachelor of Science, Industrial Design, Faculty of Mechanical Engineering UTM Skudai, Johor. Working Experience • MTU Services (M) Sdn Bhd - Chief Operating Officer (2019 - 2022) - Director Operations (2014 - 2018) - General Manager, Service Centre (2009 - 2014) • Motor Teknologi and Industri Sdn Bhd - Chief Operating Officer (2019 - 2022) • Central Management and Cataloguing Agency, CMCA - Chief Operating Officer (2019 - 2022) Directorship/Relevant Appointments (outside ENRA) • N/A AMIR RUQAIMI BIN NGAH Chief Financial Officer DANIEL LAU LEE HOONG Chief Investment Officer IKHLAS BIN ZAINAL Chief Executive Officer of ENRA Energy Solutions Sdn Bhd Date of Appointment : 1 February 2021 Nationality: Malaysian Age/Gender 38/Male Date of Appointment : 25 November 2021 Nationality: Malaysian Age/Gender 40/Male Date of Appointment : 1 January 2023 Nationality: Malaysian Age/Gender 40/Male ADDITIONAL INFORMATION ON THE KEY SENIOR MANAGEMENT Family Relationship with any Directors and/or Major Shareholder None of the Key Senior Management have family relationship with any other Directors and/or Major Shareholders of the Company. Conflict of Interest None of the Key Senior Management have any conflict of interest with the Company. Conviction for Offences (within the past 5 years, other than traffic offences) None of the Key Senior Management have any conviction for offences (other than traffic offence, if any) and have not been imposed of any public sanction or penalty by the relevant regulatory bodies during the financial year.
13 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 MANAGEMENT DISCUSSION AND ANALYSIS FINANCIAL SNAPSHOT FOR THE YEAR UNDER REVIEW FYE 2022 RM mil Change % FYE 2023 RM mil Remarks Revenue 62.71 (51.41) 30.47 Energy Services 57.12 (58.58) 23.66 Redeployment of Vessel from September 2022 Property Development 2.68 109.33 5.61 Recognition of sale of land and continuing progress of Taman Iram Perdana MRO 2.91 (58.76) 1.20 Completion of previous long-term contract and contribution from ad hoc services and solutions Gross Profit/(Loss) 19.86 (109.62) (1.91) Energy Services 18.44 (114.26) (2.63) Vessel downtime for five months to prepare for next deployment Property Development 0.51 15.69 0.59 Primarily generated from sale of land MRO 0.91 (85.71) 0.13 In line with change in revenue PATAMI/(LATAMI) 7.32 n.m. (25.48) Impairment on EPUK land and settlement of PT CMS litigation ROE 6.6% n.m. (29.2)% ROA 3.9% n.m. (16.6)% Note: The FYE 2022 numbers for the Energy Services division have been segmented further to reflect the diversification into MRO. KEY HIGHLIGHTS FOR THE YEAR i. Diversification of business into the MRO segment, allowing ENRA to develop a new area of growth; ii. Hexagon Energy Logistics Sdn. Bhd. (formerly known as ENRA Oil & Gas Services Sdn. Bhd.) entered into a 5-year Bareboat Charter (“BBC”) for Ratu ENRA with 7Seas Maritime Transportation – FZCO (“7Seas”) amounting to ~RM41 million; and iii. Maiden project at Taman Iram Perdana, Teluk Panglima Garang, was physically completed on time and is now undergoing utilities installation in the lead-up to issuance of Certificate of Completion and Compliance. ENRA Group Berhad concludes the financial year ended 31 March 2023 by diversifying into the MRO segment and continuing to grow and streamline its existing businesses.
14 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 FINANCIAL PERFORMANCE ENRA’s FYE 2023 total revenue decreased by 51.41% due to our divestment from ENRA Kimia in FYE 2022 and a period of downtime in preparing Ratu ENRA for redeployment in May FYE 2023. The Group's PATAMI for the year had declined due to a major impairment exercise on our EPUK land located in Rugby and the settlement of outstanding litigation. ENERGY SERVICES After the MRO division was diversified into its own core business, the Energy Services division’s main business is the provision of energy logistics services and solutions entailing vessel-based storage and transportation. This division continues to be the main contributor for the Group and generated RM23.66 million of revenue and RM2.63 mil of gross loss for FYE 2023. The downtime of the Ratu ENRA vessel during the five months in between contracts incurred running costs and maintenance expenses which resulted in a gross loss. Combined with the settlement of the PT CMS litigation amounting to USD3.35 million, the division experienced a loss before tax of RM15.23 million. ENRA SPM is set to complete its FSO and SPM contract in the Yetagun Oil Field with GPM following a contract extension which will continue into the second quarter of the next financial year. The team has been able to manage the operations of the Vessel smoothly while maintaining a good safety track record. Management Discussion and Analysis (Cont’d) FYE 2022 FYE 2023 RM57.12 mil RM18.44 mil RM23.00 mil RM23.66 mil (RM2.63 mil) Revenue Gross Profit/(Gross Loss) PBT/(LBT) (RM15.23 mil) REVENUE PATAMI/(LATAMI) FYE 2022 FYE 2023 ENERGY SERVICES RM62.71 mil RM30.47 mil FYE 2022 FYE 2023 RM7.32 mil (RM25.48 mil)
15 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 PROPERTY DEVELOPMENT Revenue for the Property Development division improved from RM2.68 million in 2022 to RM5.61 million in 2023 primarily attributable to the disposal of Hamptons land for RM4.50 million. The remaining revenue was generated from the completion of construction for Taman Iram Perdana. Despite the increase in revenue, gross profit remained stable because the profit margin from the sale of land was low. This division incurred an LBT due to the impairment exercise carried out on our EPUK land in Rugby. Construction on the foundation for our second project, Taman Vista Impian, Dengkil began in July 2022. To date this development has attracted a significant level of interest and we hope to officially launch it for sales in early FYE 2024. Our development in Rugby, UK continued to face headwinds from fluctuating exchange rates, and supply and logistical considerations, which did not exist prior to the pandemic. We continued to refine various ideas to develop the land in order to maintain the feasibility of this project – a process which is still ongoing. MRO SERVICES The Group continues to expend efforts to develop this business segment especially following the strategic decision to diversify our core business into the MRO segment. Revenue for the MRO Services division decreased from RM2.91 million in 2022 to RM1.20 million in 2023 as a result of a lower activity with our primary clients. We continue to build our track record with the major international oil company IOC through servicing more of their diesel engines. After diversification had been approved, we had been active in setting up a team and planning the set-up of a new facility. PROPERTY DEVELOPMENT Management Discussion and Analysis (Cont’d) FYE 2022 FYE 2022 FYE 2023 FYE 2023 RM2.68 mil RM2.91 mil RM0.51 mil RM0.91 mil (RM1.50 mil) (RM0.02 mil) RM5.61 mil RM1.20 mil RM0.59 mil RM0.13 mil (RM15.44 mil) (RM1.07 mil) MRO SERVICES Revenue Revenue Gross Profit/(Gross Loss) Gross Profit/(Gross Loss) PBT/(LBT) PBT/(LBT)
16 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 Management Discussion and Analysis (Cont’d) FINANCIAL POSITION OVERVIEW ENRA ends the financial year with a positive balance sheet: • Net assets have decreased from RM111.3 million as at 31 March 2022 to RM87.3 million as at 31 March 2023; • Gearing has remained low, 0.16 times in FYE 2023 compared to 0.03 times in FYE 2022; • Cash and cash equivalents have decreased from RM20.3 million in FYE 2022 to RM12.8 million in FYE 2023, which is still sufficient to support our existing working capital needs. Our Group’s balance sheet remains healthy and our maintenance of low gearing has ensured our current favourable position. FUTURE PROSPECTS The general economic environment, including Malaysia’s, is expected to remain challenging due to prevailing inflation, high interest rates and a variety of geopolitical uncertainties. Energy Services The Energy Services division, which is now exclusively focused on energy logistics, is poised for a promising outlook in the upcoming year. This division has been operating Ratu ENRA and a Single Point Mooring system (“SPM”) for an 8-month contract ending June 2023, which has been extended for another 3 weeks as part of a disconnection process. After a planned dry dock, Ratu ENRA will be chartered on a bareboat basis for a 5+5-year period. Given the current elevated oil prices and prevailing geopolitical environment, the logistics of oil, gas and related cargo for storage or transport purposes is anticipated to be in high demand, which bodes well for this division. Furthermore, as we continue to expand the business, management will continue to explore SPM opportunities within the South East Asian region as well as the Middle East. This would not only be limited to leasing but will also include the provisioning and fabrication of new SPM systems. Property Development The property sector as a whole is experiencing various challenges, notably escalating material costs which has placed significant strain on our contractors and necessitated revisions to our existing construction contracts. To address these concerns, we have implemented an industrialised building system (IBS) to effectively manage costs and optimised manpower requirements. In order to support our target market, we also have introduced competitive pricing schemes and benefits. Management is currently assessing the feasibility of our Rugby project and considering its sale. The planning approval for the project, encompassing extra-care residences and care homes, remains valid. Despite the aforementioned challenges, we are actively exploring opportunities and adopting an objective perspective to decide between development and sale. Moving forward, the Group has determined that our resources should be consolidated and focused on projects primarily within Malaysia. Therefore, this division will prioritise on completing all existing projects before embarking on the development of new sites. Our team remains open to exploring potential opportunities both within and beyond the affordable housing market, provided they are viable.
17 LEADERSHIP ENRA GROUP BERHAD ANNUAL REPORT 2023 Management Discussion and Analysis (Cont’d) MRO Services Following the Group’s diversification into the business, ENRA is set to increase business activities within this division as a whole. The focus for the upcoming year will be to cement our position in this industry through active efforts in business development. The division has begun a business development and marketing drive of its services and solutions to both the Government and commercial sectors. The division has also hired a team of trained and qualified technicians, as well as investing in its first Service Centre. In addition, to ensure sustainable supply chain management and to address clients’ obsolescence issues commonly encountered with aging capital assets, the Company has established a broad network of reliable vendors to supply parts and provide technical assistance to prospective customers. In order to achieve our growth targets for the upcoming year, our MRO division will be immediately targeting the servicing of Diesel Engines (encompassing maintenance, servicing, machining, repairs and ancillary services) across various sectors such as oil & gas, agriculture, marine and transportation, amongst others. CONCLUSION ENRA remains vigilant through our discipline in managing costs and our adherence to risk mitigation. Through our diversification, ENRA will aim to establish stable revenue streams across multiple divisions so as not to be reliant on just one sector. Management is optimistic that we will be able to organically grow our current core businesses whilst continuing to explore other opportunities that may be beneficial to the Group. Overall, whilst the immediate future presents some challenges, management is confident that the Group will be able to weather the challenges. We have taken initiatives to ensure that our foundation is stable for growth ahead. Our Energy Services division has ensured the redeployment of Ratu ENRA after the current contract which will provide a strong baseline to support the Group. In addition, we have identified opportunities for our SPM product within Southeast Asia and the Middle East which we will continue to explore. For our Property Development division, we are hopeful and anticipating a resolution to our efforts to develop the Rugby land and our existing projects in Malaysia. Finally, we are pleased with our new team in the MRO Services division and are looking forward to growth arising from their active business development and our new facility.
18 CORPORATE GOVERNANCE ENRA GROUP BERHAD ANNUAL REPORT 2023 CORPORATE GOVERNANCE OVERVIEW STATEMENT The Board of ENRA is committed to ensuring that high standards of corporate governance (“CG”) principles and practices are applied throughout the Group as a fundamental part of discharging its responsibilities to safeguard shareholders’ investments and protect the interests of all stakeholders. This Corporate Governance Overview Statement is prepared in compliance with the MMLR of Bursa Securities and takes guidance from the key CG principles as set out in the MCCG 2021. This statement is supplemented with the Corporate Governance Report (“CG Report”) which provides the details on how the Company has applied each Practice of good governance with the relevant provisions as prescribed in the MCCG 2021 during the financial year ended 31 March 2023. The CG Report is available on the Company’s website at www.enra.my. This Corporate Governance Overview Statement should also be read in conjunction with the other statements in the Annual Report, namely, the Statement on Risk Management and Internal Control, the Audit, Risk Management and Sustainability Committee Report and the Sustainability Report as the depth of certain CG practices may be better explained in the context of the respective statements. PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS I. Board Responsibilities The Board has the overall responsibility for the sustainability, governance, strategic leadership and direction, the conduct of the Group’s businesses, risk management and internal controls, investor relations, management succession plan and business operations of the Group. Beyond the matters reserved for the Board’s decision, the Board has delegated the authority to achieve the corporate objectives and day-to-day management of the business of the Group to the Executive Committee comprising the President & Group Chief Executive Officer and the Executive Director. There is a formalised Limits of Authority which defines the applicable limits specifically reserved for the Board’s approval and those delegated to the Executive Committee, the President & Group Chief Executive Officer, the Executive Director and Management. These authority limits are reviewed and revised as and when required, to ensure an optimum structure for efficient and effective decision-making in the Group. The Executive Directors remain accountable to the Board for the authority that is delegated to them for the performance of the Group. The Board places great importance on sustainability and had taken the necessary steps to ensure high standards of environmental, social and governance across the Group’s operations. This includes formalizing policy, guidelines, frameworks, and processes relating to, amongst others, ENRA’s capital allocation management and investment appraisal practices in managing future risks and opportunities as the Group continues to build a responsible and sustainable business. Further information on ENRA’s sustainability agenda and initiatives for the year under review are disclosed in the Sustainability Report section of this Annual Report. While the Board is responsible for creating the framework and policies within which the Group should be operating, the Management is accountable for the execution of the expressed policies and attainment of the Company’s corporate objectives. This demarcation complements and reinforces the supervisory role of the Board. The roles of the Chairman and the President & Group Chief Executive Officer are distinct and separate to engender accountability to facilitate a clear division of responsibilities. The Chairman is responsible for ensuring Board effectiveness and standards of conduct while the President & Group Chief Executive Officer is responsible for the overall management of the Group, including smooth running of the businesses and implementation of strategies and policies. In carrying out its function, the Board has delegated specific responsibilities to Board Committees, namely, the Audit, Risk Management and Sustainability Committee (“ARMSC”), the Board Nomination and Remuneration Committee (“BNRC”) and the Employees’ Share Scheme Committee (“ESSC”). In order to ensure that the direction and control of the Group remain with the Board, the Board has defined the terms of reference for each Committee and receives reports from the Board Committees of their proceedings and deliberations together with their recommendations and relevant decisions. The Chairman of the respective Board Committees will report to the Board on the outcome of these meetings. These Board Committees were formed in order to enhance business and operational efficiency and efficacy but the Board remains fully responsible for the direction and control of the Company and the Group. The ultimate responsibility for the final decision on all matters lies with the Board. The terms of reference for the ARMSC, the BNRC and the ESSC can be found on the Company’s website (www.enra.my).
19 CORPORATE GOVERNANCE ENRA GROUP BERHAD ANNUAL REPORT 2023 Corporate Governance Overview Statement (Cont’d) PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) I. Board Responsibilities (Cont’d) The Board has adopted a Board Charter, which sets out its roles, functions, composition, operation and process giving consideration to the principles of good corporate governance and requirements of the MMLR of Bursa Securities. The Board Charter which serves as a source of reference for all Directors will be reviewed and updated periodically in accordance with the needs of the Company and any new regulations that may have an impact on the discharge of the Board’s responsibilities. The Board has also adopted a Directors’ Code of Ethics, which outlines the conduct required of the Board members individually in order for them to discharge their duties in a professional, honest and ethical manner. A Code of Business Conduct which is applicable to employees within the Group was adopted and it governs the desired standards of behavior and ethical conduct expected from each individual to whom the Code applies. The Board has also put in place a Whistleblowing Policy, which sets out the principle and grievance procedures for employees to raise genuine concerns of possible improprieties perpetrated within the Group. The Whistleblowing Policy is intended to directly support the Company and the Group’s Core Values, Code of Business Conduct and other governance requirements and compliance requirements and to encourage and enable employees, directors, shareholders or any parties with a business relationship with the Company to raise concerns regarding any illegal conduct or malpractice at the earliest opportunity without being subject to victimization, harassment or discriminatory treatment and to have such concerns properly investigated within the Company and the Group prior to seeking resolution outside the Company. A disclosure of wrongdoing or improper conduct may be made orally or in writing (via such channels as a letter or electronic mail). Subsequent to the introduction of Corporate Liability Provision for bribery and corruption under Section 17A of the Malaysian Anti-Corruption Commission Act 2009 (“MACC Act”), the Board had in May 2020 adopted ENRA Group’s Anti-Corruption Policy & Procedure which sets out the policies and procedures towards compliance with the MACC Act. The Company has further enhanced its Anti-Corruption Policy & Procedure by developing the Gifts and Hospitality Reporting Guidelines to set out quantitative guidance for the acceptable standard and to maintain the high level of integrity and public trust in the conduct of ENRA Group’s businesses associated gifts and hospitality. In line with new Paragraph 15.01A of the MMLR of Bursa Securities, a formal Directors’ Fit & Proper Policy for appointment and re-election/ re-appointment of Directors was adopted on 24 November 2022. During the financial year, the Board had also adopted a Sustainability (ESG) Policy which sets out guidance on how to conduct the business responsibly so that the Company create long-term value for its stakeholders and improve its long term performance and resilience. The details of the Board Charter, Directors’ Code of Ethics, Code of Business Conduct, Whistleblowing Policy, Anti-Corruption Policy & Procedure, the Gifts and Hospitality Reporting Guidelines, the Directors’ Fit & Proper Policy and the Sustainability (ESG) Policy are available on the Company’s website (www.enra.my). The Directors have unrestricted access to all information pertaining to the Group’s business and affairs to enable them to carry out their duties effectively and diligently. The Board also has unrestricted access to the service of the Company Secretary who is qualified to act under Section 235(2) of the Companies Act 2016. The Company Secretary provides advisory services to the Board in relation to corporate governance matters and compliance with the relevant policies and procedures. II. Board Composition The strength of the Board lies in the composition of its members, who have a wide range of expertise, extensive specialised experience in ENRA’s various business areas and diverse backgrounds. As of the date of this Statement, the Board consists of seven (7) members comprising five (5) Independent Non-Executive Directors and two (2) Executive Directors (including the President and Group Chief Executive Officer) which meets the requirement of Practice 5.2 of the MCCG 2021 where at least half of the Board comprises Independent Directors and in line with the requirements of Paragraph 15.02 of the MMLR of Bursa Securities.
20 CORPORATE GOVERNANCE ENRA GROUP BERHAD ANNUAL REPORT 2023 PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) II. Board Composition (Cont’d) Directors collectively bring with them not only the industry knowledge but also a wide range of experience and expertise in areas such as finance, engineering, strategic planning, economics and project management. There is no individual Director or group of Directors who dominates the Board’s decision-making. The NonExecutive Directors contribute significantly in areas such as policy and strategy, performance monitoring, allocation of resources as well as improving governance and controls. The Independent Non-Executive Directors apply objective and independent judgement to the decision-making process of the Board and provide the check and balance. Accordingly, and taking into account the experience, qualifications, capabilities and knowledge of the Company’s Independent Non-Executive Directors, the Board is satisfied that the current Board composition fairly reflects the interests of the Company’s minority shareholders and is adequate to ensure that the highest standards of corporate governance, ethical conduct and integrity are maintained by the Company for the benefit of all stakeholders. Nonetheless, the Board takes cognizant of the recommendation to have gender diversity on the Board. The Board through the BNRC is taking steps to ensure that women candidates are sought as part of its recruitment exercise when vacancies on the Board arise. At present, Tunku Afwida binti Tunku Abdul Malek, the only women representative on the Board, constituting 14% of the Board Composition. The BNRC analysed and discussed the evaluation report on the effectiveness of the Board and Board Committees on an annual basis. The BNRC reviews the comments and areas of improvement highlighted in the evaluation reports. All the Directors had participated in the Board and Board Committees assessment and evaluation process for the financial year 2023. The performance evaluation of the Board for the financial year ended 31 March 2023 included a review of the performance of the Board in addressing the Company’s material sustainability risks and opportunities to drive Environmental, Social and Governance (“ESG”) strategy and implementation. The size and composition of the Board and its Board Committees will be reviewed annually to determine if the Board and the Board Committees have the right size and sufficient diversity that fit the Company’s objectives and strategic goals. III. Remuneration The BNRC is responsible for recommending to the Board the appropriate remuneration of the Directors to ensure that the Group attracts and retains Directors of the necessary caliber, experience, knowledge and quality needed to manage the Group successfully. The BNRC considers the principles recommended by the MCCG 2021 in determining the Executive Directors’ remuneration, whereby the Executive Directors’ remuneration is designed to link rewards to the Group’s performance. The remuneration of the Non-Executive Directors is determined in accordance with their experience and the level of responsibilities assumed as well as their contribution to the Company. The determination of the remuneration of the Non-Executive Directors is a matter for the Board to consider and individual Directors do not participate in decisions regarding their own remuneration package, and are subject to the prior approval of shareholders at the Annual General Meeting of the Company. The Company reimburses reasonable expenses incurred by the Non-Executive Directors in the course of their duties as Directors. During the financial year ended 31 March 2023, the BNRC had undertaken the following activities in relation to remuneration matters: - (a) Considered and recommended the remuneration of the Non-Executive Directors for shareholders’ approval at the 30th Annual General Meeting of the Company. (b) Reviewed and recommended the performance bonus and annual salary increment for the employees. (c) Reviewed the scorecard achievements and recommended the proposed profit share allocation for the Executive Directors. Corporate Governance Overview Statement (Cont’d)
21 CORPORATE GOVERNANCE ENRA GROUP BERHAD ANNUAL REPORT 2023 PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) III. Remuneration (Cont’d) The Board has a formalised Remuneration Policy for Directors and Senior Management which outlines the principles for the BNRC to determine and propose an appropriate level of remuneration for the Directors and Senior Management. The policy is available on the Company’s website at www.enra.my. Details of the remuneration of the Directors of the Company for the financial year ended 31 March 2023 are provided in Practice 8.1 of the CG Report. PRINCIPLE B – EFFECTIVE AUDIT AND RISK MANAGEMENT I. Audit, Risk Management and Sustainability Committee The Board has established an ARMSC to provide robust and comprehensive oversight on the financial reporting matters as well as the external audit, internal audit and sustainability processes. The ARMSC comprises four (4) members, all of whom are Independent Non-Executive Directors. The Company also complies with Practice 9.1 of the MCCG 2021 that the Chairman of the ARMSC is not the Chairman of the Board. In line with the requirements of Paragraph 15.09 (1)(c)(i) of the MMLR of Bursa Securities, one (1) of the members of ARMSC is a member of the Malaysian Institute of Accountants and a qualified Chartered Accountant with the Institute of Chartered Accountants in England and Wales (ICAEW). The Board upholds the integrity of financial reporting by the Company. As such, it has established procedures, via the ARMSC, in assessing the suitability and independence of the external auditors. Such procedures entail the provision of written assurance by the external auditors, confirming that they are, and have been, independent throughout the conduct of the audit engagement with the Company in accordance with the independence criteria set out by the Malaysian Institute of Accountants. The ARMSC has met with the external auditors without the presence of the Executive Directors and Management twice during the financial year ended 31 March 2023. The ARMSC is satisfied in its review that the provision of non-audit services by Messrs. BDO PLT to the Group for the financial year ended 31 March 2023 did not in any way impair their objectivity and independence as external auditors of the Company. On an annual basis, the ARMSC reviews and monitor the suitability and independence of the external auditors. The ARMSC is satisfied with the competence and independence of the external auditors and had recommended the re-appointment of Messrs. BDO PLT as external auditors for shareholders’ approval at the 30th Annual General Meeting. II. Risk Management and Internal Control Framework The Board is ultimately responsible for the establishment of a sound framework to manage risks. The President & Group Chief Executive Officer oversees these risk management processes and activities and reports to the Board. The Management assists the Board in the implementation of the Board’s policies and procedures on risk management and internal control. The Board acknowledges its responsibility for the Group’s systems of internal control and risk management and for reviewing the effectiveness of those systems. Such systems are designed to manage rather than eliminate the risk of failure to achieve business objectives. Any system can only provide reasonable but not absolute assurance against material misstatement, loss or fraud. The Statement on Risk Management and Internal Control as set out on pages 71 to 76 in this Annual Report provides an overview of the management of risks and the state of internal controls within the Group. The Company has in its employment, an internal auditor (“Internal Auditor”) who reports directly to the Chairman of the ARMSC. The internal audit function reviews the controls and processes of the organisation in accordance with the approved audit plan which adopts a risk-based approach toward planning and audit execution. The scope of work covered by the internal audit function during the financial year is set out on page 70 of this Annual Report. Corporate Governance Overview Statement (Cont’d)
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