ANNUAL REPORT 2022

MOOREAST ANNUAL REPORT 2022

Contents

Corporate Profile 5

Our Facility 6

Chairman’s Statement 10

Financial Highlights 12

Corporate Information 14

Group Structure 15

Board of Directors 16

Management Team 18

Corporate Governance Report 20

Additional Information on Directors Nominated

for Re-election 40

Shareholdings Statistics 93

Notice of Annual General Meeting & Proxy Form 95

This Annual Report has been prepared by the Company and its contents have been
reviewed by the Company’s Sponsor, W Capital Markets Pte Ltd (the “Sponsor”).

This Annual Report has not been examined or approved by the Singapore Exchange
Securities Trading Limited (the “SGX-ST”) and the SGX-ST assumes no responsibility for
the contents of this Annual Report, including the correctness of any of the statements
or opinions made or reports contained in this Annual Report.

The contact person for the Sponsor is Ms Sheila Ong, Registered Professional,
W Capital Markets Pte. Ltd., 65 Chulia Street, #43-01 OCBC Centre, Singapore 049513,
telephone (65) 6513 3543.

3
Mooreast supplied
anchoring solution
for offshore
floating wind project.
Image credit to NEDO Kitakyushu
Project
 MOOREAST ANNUAL REPORT 2022

Corporate Profile
Listed on the SGX Catalist Board since November 2021, Mooreast is a total mooring solutions specialist, serving
mainly the offshore oil & gas (“O&G”), marine and offshore renewable energy industries, with operations primarily
in Singapore, and through its wholly-owned subsidiaries, Mooreast Europe, a European office in Rotterdam, the
Netherlands and Mooreast UK, an office in Scotland.

Mooreast’s solutions include the design, engineering, fabrication, supply and logistics, installation and commissioning
of mooring systems. Mooreast is applying its experience and expertise in mooring solutions to floating renewable
energy projects, in particular floating offshore wind farms. It has successfully participated in developmental and
prototype projects for floating offshore wind turbines in Japan and Europe.

Products and Services

Total Mooring Solutions

Mooreast provides the design, engineering, fabrication, supply, mobilisation,
demobilisation and logistics, installation and commissioning services
of mooring systems to the offshore O&G and marine industries. We also
provide leasing services for mooring systems.

Renewable Energy
Amid concerns of climate change, Mooreast is serving the renewable energy
sector through the provision of design, engineering, fabrication, supply
mobilisation, demobilisation and project logistics services, installation and
commissioning services for mooring systems for floating wind projects,
offshore Solar photovoltaic (“PV”) projects and tidal turbine projects.

Yard
Our Yard services include on-board fabrication, repairs and testing of
equipment for marine vessels that dock at its waterfront site. Established
in October 2021, the Yard Division is a new business segment that leverages
the Group’s yard facilities after the Group relocated to the new premises at
51 Shipyard Road.

Rigging & Heavy Lifting

Mooreast provides rigging and heavy lifting equipment such as steel ropes,
synthetic ropes and chains to customers in the offshore O&G, marine,
renewable energy and the construction industries in Singapore.

Marine Supplies & Services

The provision of mooring component products, such as anchors, chains,
mooring fenders, wire ropes, synthetic mooring ropes, shackles and
connectors, deck fittings and other equipment, to the marine industry.

5
Our Facility

Our Facility (51 Shipyard Road)

51 Shipyard Road was acquired by Mooreast in July 2021. With a usable floor space of 323,000 sqft, the facility features
three main buildings which are used for steel fabrication, warehousing and office functions.

The facility’s 200m water-front berth enabled Mooreast to set up our Yard business segment – which offers on-board
fabrication, repairs and testing of components for marine vessels that dock.

During the year, Mooreast upgraded quayside to provide shore power to vessels, thereby reducing their carbon
footprint. We will continue to enhance the yard in order to widen its range of services and continue to generate
synergistic value with other business divisions and propel Mooreast towards serving the offshore renewable energy
sector.

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 MOOREAST ANNUAL REPORT 2022

Hosting Singapore Deputy Prime Minister and Minister for Finance Lawrence Wong
On 9 February 2023, Mooreast had the honour of hosting DPM Lawrence Wong at our facility at 51 Shipyard Road.

Mr Sim Koon Lam and Mr Jaymes Sim gave DPM Wong a tour of the yard, and shared about the Group’s business. They
also shared how Mooreast’s expansive range of mooring solutions and products position the Group as a leading turnkey
solutions provider, and how we can represent the Singapore brand in the global floating renewable energy sector.

DPM Lawrence Wong standing in front of our proprietary Mooreast Team is honoured to have DPM Wong visit
MA5S anchor. 51 Shipyard Road.

Mooreast’s Chairman, Mr Joseph Ong, presenting a plaque to DPM Wong to commemorate the visit.

Image credit to Ministry of Communications and Information (MCI).

7
The first full financial year since our successful
Initial Public Offering on 24 November 2021 has
been a truly eventful year in our transformation
into a provider of mooring and rigging solutions
for the offshore floating renewable energy sector. 
Mr Joseph Ong
Non-Executive Chairman and Lead Independent Director
Chairman’s Statement

Dear Shareholders,
On behalf of the Board of Directors (the “Board”) of Our Transformation into a Mooring Solutions
Mooreast Holdings Ltd. (“Mooreast” or the “Company” Provider for Floating Renewable Energy
and together with its subsidiaries, the “Group”), I am
On 30 May 2022, the Company outlined several post-IPO
pleased to present our annual report for the financial
strategies to strengthen Mooreast’s foothold within the
year ended 31 December 2022 (“FY2022”).
global floating offshore renewable energy sector. In so
The first full financial year since our successful Initial doing we are leveraging 30 years of mooring experience
Public Offering (“IPO”) on 24 November 2021 has been a to deliver value-added solutions to this new growth area.
truly eventful year in our transformation into a provider
These strategies include expanding our product portfolio
of mooring and rigging solutions for the offshore floating
to cater to the evolving needs of our renewable energy
renewable energy sector.
customers, forming partnerships with international
FY2022 Financial Performance companies in the sector, as well as upgrading our facility
to generate synergy within our business segments, while
Despite movement restrictions and supply chain strengthening our capabilities within the Yard division.
disruptions caused by the pandemic, Mooreast recorded
improved performance in all business segments as Hence, the year under review is significant as we have
revenue soared 96% to $27.8 million in FY2022 from $14.2 already begun executing these strategies and harvesting
million a year ago. the early fruits, as reflected in our financial performance
and foray into the European market.
Our Yard division, which offers onboard fabrication,
repairs and testing of components for marine vessels, Allow me to outline several of the key developments.
recorded a full year of operations following our relocation
to 51 Shipyard Road completed in October 2021, and
Overseas Expansion
contributed revenue of $7.0 million in FY2022 (FY2021: The emphasis on clean, renewable energy in response
$0.6 million). Having upgraded our waterfront berth, we to climate change has accelerated with an increasing
have been able to expand our capabilities, and expect to number of large-scale commercial wind farms emerging
grow the business as we build the division’s reputation in Europe.
within this market.
In response, the Group has begun to lay the foundation
Our core Mooring division also saw a strong recovery, to better serve our European customers. We
with FY2022 revenue growing 63% to $12.7 million from incorporated Mooreast UK Co Ltd (“Mooreast UK”) in
$7.8 million in FY2021, driven by fresh projects and July 2022 to allow us to capture fresh opportunities such
higher sales of mooring equipment and fabricated as the electrification of offshore platforms via renewable
goods and completion of higher-value projects, despite sources of energy.
the challenging operating environment.
On 16 February 2023, Mooreast signed a Collaboration
Revenue for our Renewable Energy division increased Agreement with non-profit organisation ETZ Ltd of
almost six-fold to $1.8 million in FY2022 from $0.3 million Scotland to explore the establishment of a manufacturing
a year ago. This underscores the growth potential of this facility in Aberdeen. The signing of the agreement in
division amid increasing emphasis on renewable energy Singapore was witnessed by Mr Ivan McKee, Scotland’s
worldwide, in particular floating offshore wind farms. We Minister for Business, Trade, Tourism and Enterprise.
secured our first commercial floating wind project since The facility will produce subsea foundations, as well as
listing, to provide 15 midwater arch buoys to Japan’s first consolidate and assemble mooring components for the
commercial-scale floating wind farm. floating offshore renewable energy sector in Scotland
and other parts of Europe.
Accordingly, FY2022 gross profit increased 81% to $10.9
million from $6.0 million a year ago. Consequently,
Mooreast recorded a net profit after tax of $1.4 million
in FY2022, reversing the net loss of $1.0 million in FY2021
(excluding one-time IPO expenses of $1.3 million).

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 MOOREAST ANNUAL REPORT 2022

The Road Ahead

Despite several headwinds on the horizon, we remain
cautiously optimistic financial performance will improve,
as the global business momentum continues to recover.

In Singapore, we are further enhancing our

manufacturing facility at 51 Shipyard Road in order to
offer a wide range of services, and generate synergy
within our business segments. We are also building
upon the success of our Yard division to grow market
share within the marine and offshore services sector.

The Group will also focus efforts on implementing our

growth strategies, growing our customer base, and
forming new partnerships with players in the offshore
renewable sector as we diversify into the sector.

Appreciation
To our customers and business partners, I would like to
thank you for your loyalty and contributions throughout
the year.

I would also like to convey my thanks to the Mooreast

staff, whose hard work and commitment have been
integral to the growth of the Group. In particular, I would
like to express my appreciation to Mr Sim Koon Lam,
whose strong leadership and foresight have allowed us
to make progress in our diversification journey, even as
we navigate through the challenges of the pandemic.

I would also like to welcome new addition to the

management team.

Mr Barry Silver joins us as Managing Director of

Mooreast UK, bringing over 24 years of international
offshore energy experience. He has sat on the board of Together, we look
several offshore energy companies in Europe, Singapore forward to seizing new
and Australia, and we are confident his sharp business
acumen will drive growth in our UK operations.
opportunities and building
upon our achievement
Last but not least, I would like to thank our shareholders
for their continued support throughout the year. to further enhance
Together, we look forward to seizing new opportunities shareholder value.
and building upon our achievement to further enhance
shareholder value.

Mr Joseph Ong
Non-Executive Chairman
and Lead Independent Director
12 April 2023

11
Financial Highlights

Revenue

30,000

27,838
25,000

20,000

19,678

15,000

14,200

10,000

5,000

0
FY2022 FY2021 FY2020

Profit/(loss) before tax ($’000)

5,000

4,000 4,617

3,000

2,000
1,998
1,000

-1,000
(2,109)
-2,000

-3,000
FY2022 FY2021 FY2020

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 MOOREAST ANNUAL REPORT 2022

Profit/(loss) after tax ($’000)

5,000

4,000

3,000 3,787

2,000

1,000
1,373

-1,000

(2,296)
-2,000

-3,000
FY2022 FY2021 FY2020

FY2022 FY2021 FY2020

$’000 $’000 $’000
Income
Revenue 27,838 14,200 19,678
Profit/(loss) before tax 1,998 (2,109) 4,617
Profit/(loss) after tax 1,373 (2,296) 3,787
Financial position
Total assets 74,865 76,171 34,040
Total liabilities 51,636 54,385 8,453
Total equity 23,229 21,787 25,587
Selected ratio Cents Cents Cents
Net asset per ordinary share 9.0 8.4 9.9
Basic earnings/(loss) per share* 0.53 (7) 11

*The earnings per share is computed by dividing the profit/(loss) after tax attributable to shareholders of the Company against the
weighted average number of shares, taking into account share split for the respective reporting periods.

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Corporate Information
Board of Directors Registered Office
Mr Ong Yong Loke Joseph 51 Shipyard Road
(Non-Executive Chairman Mooreast Offshore Base Singapore 628139
and Lead Independent Director)
Tel: +65 6542 8001
Mr Sim Koon Lam Fax: +65 6542 0207
(Deputy Chairman, Executive Director www.mooreast.com
and Chief Executive Officer)

Mrs Elaine Sim

Sponsor
(Executive Director) – appointed 3 March 2022
W Capital Markets Pte. Ltd.
Ms Lee Sok Koon
65 Chulia Street
(Independent Director)
#43-01 OCBC Centre
Mr Zulkifly Bin Zakaria Singapore 049513
(Independent Director)

Auditor
Audit & Risk Committee
Ernst & Young LLP
Ms Lee Sok Koon (Chairman) One Raffles Quay
Level 18 North Tower
Mr Ong Yong Loke Joseph
Singapore 048583
Mr Zulkifly Bin Zakaria
Partner-in-charge: Mr Ng Boon Heng
(a practising member of the Institute of Singapore
Chartered Accountants)
Nominating Committee
Since financial year ended 31 December 2021
Mr Ong Yong Loke Joseph (Chairman)

Mr Sim Koon Lam

Share Registrar and Share Transfer Office
Ms Lee Sok Koon
Boardroom Corporate & Advisory Services Pte. Ltd.
Mr Zulkifly Bin Zakaria
1 Harbourfront Avenue
#14-07 Keppel Bay Tower
Singapore 098632
Remuneration Committee
Mr Zulkifly Bin Zakaria (Chairman)
Investor Relations
Mr Ong Yong Loke Joseph
WeR1 Consultants Pte Ltd
Ms Lee Sok Koon
1 Raffles Place
#02-01 One Raffles Place Mall
Singapore 048616
Company Secretary
Ms Yap Peck Khim (Associate member of CSIS)

Company Registration Number

202120164D

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 MOOREAST ANNUAL REPORT 2022

Group Structure
The structure of our Company and our subsidiaries as at the date of this annual report
is as follows:

Mooreast Holdings Ltd

Singapore

100% 100% 100%

Mooreast Asia Pte Ltd Mooreast Renewables Pte Ltd Mooreast Rigging Pte Ltd
Singapore Singapore Singapore

100% 100%
Mooreast Europe BV Mooreast UK Co Limited
The Netherlands Scotland

15
Board of Directors

Mr Ong Yong Loke Joseph Mr Sim Koon Lam Mrs Elaine Sim
(“Joseph Ong”) Executive Director, CEO and Deputy Executive Director
Non-Executive Chairman Chairman
and Lead Independent Director

Mr Ong Yong Loke Joseph was With over 35 years of business and Mrs Elaine Sim joined Mooreast
appointed as the Non-Executive technical experience in the O&G in 2005, and was appointed as
Chairman and Lead Independent industry, Mr Sim Koon Lam founded Executive Director on 3 March 2022.
Director on 28 October 2021. He is Mooreast Asia Pte Ltd in 2010. Mr Sim
Mrs Sim is responsible for overseeing
the Chairman of the Nominating joined the Singapore subsidiary of
the commercial, human resource,
Committee and a member of Vryhof Anchors B.V. as its Regional
administration and information
the Audit & Risk Committee and Director in 1993 and oversaw its
technology functions of the Group.
Remuneration Committee. upstream diversification efforts,
She is also responsible for strategising
including the setup of its fabrication
Since 1981, Mr Ong has served in and implementing improvements
workshop at the Loyang Offshore
a number of senior capacities in to our Group’s key processes, to
Supply Base in Singapore. He
Tan Chong International Limited, a continually raise our Group’s standards
acquired the company from Vryhof
company listed on the Hong Kong of quality and service.
Anchors in 2010.
Exchange, including most recently
As the management representative
as its Managing Director until 2016. As CEO, Mr Sim’s core responsibilities
of the Group, Mrs Sim works together
He continues to serve as a Non- include operations management
with Mooreast’s ISO committee
executive Director of the company. and business development. With
to ensure the Group meets the
His previous work experience over 35 years of operational and
standards for quality management
includes appointments with the management experience in Marine,
and safety; Mooreast currently holds
Singapore Ministry of Defence from Offshore and Oil & Gas Industries,
the ISO 9001, ISO14001, ISO45001 and
1973 to 1978 and Straits Steamship Mr Sim has navigated through the
ISO/TS 29001 certification.
Co Limited from 1978 to 1981. multiple booms and busts in the
industry, and grown Mooreast to Mrs Sim graduated with a
Mr Ong holds a Degree of Bachelor of
where it is today. Mr Sim is a member Bachelor of Arts (Hons) in Business
Science, having obtained a Diploma
of the Nominating Committee. Administration, University of
in Quantity Surveying from the
Portsmouth, UK in 1998.
College of Estate Management, in the Mr Sim has attended an Advanced
University of Reading in the United Executive Course Programme,
Kingdom in 1971 on a scholarship from sponsored by ESG SG-ScaleUp
the Singapore Government. He is a programme, with immersion courses
member of the Singapore Institute of conducted by Wharton School of
Surveyors and Valuers. University Pennsylvania, USA, and
local workshop run by McKinsey
Consultants & PwC Singapore.

16
 MOOREAST ANNUAL REPORT 2022

Ms Lee Sok Koon Mr Zulkifly Bin Zakaria

(“Constance Lee”) (“Zulkifly”)
Independent Director Independent Director

Ms Lee Sok Koon was appointed was responsible for the financial Mr Zulkifly Bin Zakaria was
as an Independent Director on 28 matters, corporate governance, tax, appointed as an Independent
October 2021. She is the Chairman legal, corporate communications Director on 28 October 2021. He is
of the Audit & Risk Committee and internal audit functions of the Chairman of the Remuneration
and a member of the Nominating these companies for more than 20 Committee and a member of the
Committee and Remuneration years. From 1975 to 1983, she was an Nominating Committee and Audit &
Committee. auditor with Coopers & Lybrand in Risk Committee.
Singapore and London (now part of
Ms Lee serves as Non-executive Mr Zulkifly has considerable
PriceWaterhouseCoopers).
Independent Director of several experience in senior capacities
SGX-listed companies, including SBS Ms Lee graduated with a Bachelor within UMW Holdings Berhad
Transit Ltd, Japan Foods Holding of Accountancy (Hons) from the from 1994 to 2011, one of the
Ltd. and Lum Chang Holdings then University of Singapore in 1975. largest government-linked public
Limited. She is also an honorary She is a member of the Institute of companies in Malaysia. This includes
member of the Fundraising Singapore Chartered Accountants acting as the Group Treasurer for
Committee of Singapore Arts and a member of the Institute of UMW Holdings Berhad, Executive
School Ltd, Singapore’s first pre- Directors in Singapore. Director of UMW Corporation Sdn
tertiary specialised arts school, and Bhd and President of UMW Oil & Gas
an Independent Director of NUS Berhad.
America Foundation, Inc., a tax-
From 1976 to 1994, Mr Zulkifly was in
exempt public charity in the United
the banking industry and had stints
States of America.
in the Malaysian offices of Deutsche
Ms Lee was the Director of Bank AG (formerly European Asian
Operations in the Development Bank, including a stint at its head
Office of the National University office in Germany) and Bank Islam
of Singapore from 2012 to 2017. Malaysia Berhad and ABN AMRO
Prior to this appointment, she was Bank N.V.
a consultant for Morning Services
Mr Zulkifly graduated with a Diploma
Pte Ltd, a family office, in 2011.
in Banking Studies from the MARA
From 1984 to 2010, Ms Lee held
University of Technology in 1976. He
various senior positions at Lum
subsequently obtained his Master
Chang Holdings Limited and L.C.
of Business Administration from
Development Ltd (now known as AF
the University of Wales, United
Global Limited), public companies
Kingdom, in 1998.
which are listed on the SGX-ST. She

17
Management Team

Mr Roderick Ruinen Mr Barry James Silver Mr Balakrishna Menon

Technical Director (“Barry Silver”) (“Balu”)
& Managing Director of Managing Director of Engineering Director
Mooreast Europe Mooreast UK

Based in the Netherlands, Mr Mr Barry James Silver serves as Mr Balakrishna Menon brings with
Roderick Ruinen serves as the Group Managing Director at Mooreast UK, him 35 years of experience in marine
Technical Director, overlooking and is responsible for establishing design, offshore engineering and
the structural and geotechnical and managing Mooreast’s facility project engineering management.
engineering of anchoring solutions, in the UK to address the floating
Mr Balu started his career involved
as well as Managing Director of offshore wind and renewables
in shipbuilding, floater designs, drill
Mooreast Europe, where he is market, as well as business
ship mooring and riser systems
responsible for the day to day development to support Mooreast’s
and shipbuilding CAD/CAM
running of the European operations. international growth.
developments. Prior to joining our
He has more than 25 years of With over 24 years of business, Group, from 2012 to 2019, he was
experience in the offshore mooring technical and operational experience Head of Turret Mooring Services
and anchoring industry. Before in offshore energy markets, Mr Silver at Bumi Armada (Singapore)
joining Mooreast, Mr Ruinen was the brings a wealth of international Pte Ltd. From 2010 to 2012, he
Technical Director of Vryhof Anchors experience to Mooreast, having was Engineering Manager at
BV, where he was responsible for served in senior management, BW Offshore Singapore Pte Ltd.
the management of the technical operational and commercial roles. From 2001 to 2010, he was Turret
department, the intellectual Mr Silver has experience at the Manager & Vice President of
property portfolio and supervision of board level with several offshore Technology at Prosafe Production
the production department. energy companies based in Europe, Singapore Pte Ltd.
Singapore and Australia.
Mr Ruinen holds a Master of Science Mr Balu holds a Master of Science
(Civil Engineering) degree from the Aside from industry roles, Mr Silver degree in Offshore Marine
Delft University of Technology, The was formally a Non-executive Technology from the University of
Netherlands. Director of Inner Ninja Foundation, Strathclyde, U.K. fully sponsored by
a not-for-profit organisation British Chevening scholarships and
addressing mental health and a Bachelor of Technology degree in
suicide prevention matters and is a Naval Architecture and Shipbuilding
member of the Australian Institute from Cochin University of Science
of Company Directors (MAICD). and Technology, India.

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 MOOREAST ANNUAL REPORT 2022

Ms Low Wei Yee Mr Jaymes Sim

(“Yvonne Low”) Head Commercial
Financial Controller

Ms Yvonne Low has more than Mr Jaymes Sim joined Mooreast in

10 years of accounting and 2011 and is responsible for overseeing
auditing experience across various the sales and marketing function of
industries, specifically in healthcare, the Group. Over the years, he has
manufacturing, e-commerce and assisted in expanding the Group’s
the public sector. commercial activities and increasing
the range of solutions offered.
Prior to joining our Group, she was
a Financial Planning and Analysis Mr Jaymes Sim is now taking the lead
Manager at Giti Tire Pte Ltd. From 2011 as the Group’s head of commercial
to 2021, she was an auditor with BDO and is directly contributing to the
LLP and then Ernst & Young LLP. efforts in increasing the Group’s
Renewable Energy business.
Ms Low graduated with a Bachelor
of Business (majoring in Accounting Mr Jaymes Sim graduated with a
and Finance) from the University Bachelor of Commerce (majoring
of Technology, Sydney in 2009, Ms in Management & Marketing) from
Low is also a registered professional the Murdoch University in Western
Accountant and holds memberships Australia.
with Singapore and Australia
professional accountancy bodies.

19
Corporate Governance Report
The Board of Mooreast Holdings Ltd. (the “Company”) and its subsidiaries (the “Group”) as well as its Management
are committed to ensuring high standards of corporate governance so as to ensure transparency, to protect
shareholders’ interests and promote investors’ confidence.

This report describes the Group’s corporate governance structures and practices that were adopted and in place
throughout the financial year ended 31 December 2022, with specific reference made to the principles of the revised
Code of Corporate Governance 2018 (the “Code”).

The Board is pleased to confirm that for the financial year ended 31 December 2022, the Company has adhered to
the principles and provisions as set out in the Code. Where there are deviations from the recommendations of the
Code, reasons and explanations in relation to the Company’s practices are provided, where appropriate.

BOARD MATTERS
The Board’s Conduct of Affairs
Principle 1: The Company is headed by an effective Board which is collectively responsible and works with
Management for the long-term success of the Company.

The Board is entrusted with the responsibility of the overall management of the Company. The principal function
of the Board is to protect and enhance long-term value and returns for its shareholders. Besides carrying out its
statutory responsibilities, the Board’s role is to:

a) provide entrepreneurial leadership, and set strategic objectives, which should include appropriate focus on value
creation, innovation and sustainability;
b) ensure that the necessary resources are in place for the Company to meet its strategic objectives;
c) establish and maintain a sound risk management framework to effectively monitor and manage risks, and to
achieve an appropriate balance between risks and company performance;
d) constructively challenge Management and review its performance;
e) instill an ethical corporate culture and ensure that the Company’s values, standards, policies and practices are
consistent with the culture; and
f) ensure transparency and accountability to key stakeholder groups.

The Board exercises objective judgment independently from Management on corporate affairs of the Group and no
individual or small group of individuals dominate the decisions of the Board. All Directors are expected to exercise
due diligence and independent judgment in dealing with the business affairs of the Group and are obliged to act in
good faith and to take objective decisions in the interests of the Group.

Each Director is required to promptly disclose any conflict or potential conflict of interest, whether direct or indirect,
in relation to a transaction or proposed transaction with the Group as soon as it is practicable after the relevant facts
have come to his/her knowledge. In the event that any Director faces a conflict of interest, he/she will voluntarily
recuse himself/herself from any discussion and decision involving the issue of conflict.

Board members are apprised of the business and operations of the Company on a regular basis either through
formal or informal meetings and discussions. They are also encouraged to attend seminars and receive training to
improve themselves in the discharge of their duties as Directors. The Company works closely with professionals to
update its Directors with changes to relevant laws, regulations and accounting standards.

When a new Director is appointed, the Company will conduct a comprehensive and tailored induction before joining
the Board, including onsite visits. This is to provide the new Director with background information about the Group’s
structure and core values, its strategic direction and corporate governance practices as well as industry-specific
knowledge. The orientation program gives the new Director an understanding of the Group’s businesses to enable
him to assimilate into his new role. It also allows the new Director to get acquainted with the Management, thereby
facilitating interaction and independent access to the Management. The Company will also provide the newly
appointed Directors with a formal letter setting out the duties and obligations of a Director.

The Directors are provided with continuous briefings and updates in areas such as changes in company law, changes
in SGX listing rules, corporate governance practices and changes in financial reporting standards, so as to enable
them to make well-informed decisions. New releases issued by the Singapore Exchange Securities Trading Limited
(“SGX-ST”) and Accounting Corporate Regulatory Authority Limited (“ACRA”) which are relevant to the Directors are
also circulated to the Board.

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 MOOREAST ANNUAL REPORT 2022

The Board as a whole is updated on corporate governance, industry specific knowledge and the key changes in the
relevant regulatory requirements and financial reporting standards, so as to enable them to properly discharge their
duties.

The Company will make arrangements for a Director who has no prior experience as a Director of a listed company,
to attend the Listed Entity Director (“LED”) Programme conducted by the Singapore Institute of Directors (“SID”). All
current Directors have completed the relevant training under the LED Programme organised by SID. All Directors
are informed and encouraged to attend seminars, conference and training courses at the Company’s expenses that
will assist them in executing their obligations to the Company and effectively discharge their duties as Directors.
They can also request for further explanations, briefings or information on any aspect of the Company’s operations
or business issues from Management.

The external auditors had briefed the Audit & Risk Committee and the Board on the developments in financial
reporting and governance standards. The Chief Executive Officer also updated the Board on business and strategic
developments pertaining to the Group’s business. In addition, all the Directors have completed the mandated
sustainability training course organised by SID and the Institute of Singapore Chartered Accountants (ISCA) as
required by the enhanced SGX sustainability reporting rules announced in December 2021.

The Group has adopted internal guidelines governing matters that require the Board’s approval.

The matters requiring the Board’s approval include:

• Overseeing the processes for evaluating the adequacy of internal controls, risk management, financial reporting
and compliance;
• The Group’s business strategy and objectives, budget and forecasts;
• Announcement of half-year and full year results, and release of annual report;
• The determination of any interim and final dividends;
• Convening of shareholders’ meetings;
• Material acquisition/investment, divestment or capital expenditure;
• Considering sustainability issues such as environmental and social factors as part of its strategic formulation; and
• Corporate or financial restructuring.
The Board reviews these internal guidelines to ensure their relevance to the operations of the Group.

To assist the Board in the execution of its duties, the Board has established various Board Committees, namely the
Nominating Committee (“NC”), the Remuneration Committee (“RC”) and the Audit & Risk Committee (“ARC”). Each
of these committees is empowered to make decisions on matters within its terms of reference. The composition
of each Board Committee, the key terms of reference and a summary of each Board Committee’s activities can be
found in this report.

All the Board Committees are actively engaged and play an important role in ensuring good corporate governance
in the Company. Minutes of all Board Committee meetings held are made available to the Board members. The
Board acknowledges that while these Board Committees have the authority to examine specific issues and reports
back to the Board with their decisions and recommendations, the ultimate responsibility on all matters lies with the
Board.

A schedule of all Board and Board Committee meetings as well as the Annual General Meeting for the next calendar
year is planned in advance. Board papers for Board meetings were sent to the Board in advance in order for the
Directors to be adequately prepared for meetings, including all relevant documents, materials, background or
explanatory information relating to the matters to be brought before the Board.

The Board and ARC will meet at least two times a year. In addition to the scheduled meetings, ad-hoc board briefings,
conference calls and physical meetings are held as warranted by particular circumstances or as deemed appropriate
by the Board members. To ensure maximum Board participation, the Company’s Constitution permits meetings of
the Directors to be conducted by telephone or other methods of simultaneous communication by electronic means.
When a physical Board meeting is not possible, timely communication with members of the Board can be achieved
through electronic means or via circulation of written resolutions for approval by the relevant members of the Board
or Board committees. The Board and Board Committees may also make decisions through circulating resolutions.

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Corporate Governance Report
The attendances of the Directors at meetings of the Board, Board Committees and Annual General Meeting, as well
as the frequency of such meetings held during the financial year ended 31 December 2022 are as follows:

Annual
Audit & Risk Nominating Remuneration General
Board Committee Committee Committee Meeting
No. of meetings held 4 4 2 2 1
No. of meetings attended
by the Directors
Ong Yong Loke Joseph 4 4 2 2 1
Sim Koon Lam 4 N.A. 2 N.A. 1
Mrs Elaine Sim 3 N.A. N.A. N.A. 1
Lee Sok Koon 3 3 2 2 1
Zulkifly Bin Zakaria 4 4 2 2 1

Prior to each Board or Board Committee meeting, notice of the meeting containing the agenda for the meeting is
circulated to the Directors or the relevant Board Committee members. The Board is also furnished with Board papers
prior to any Board or Board Committee meeting. These papers are issued in sufficient time to enable the Directors
and/or Board Committees to obtain additional information or explanations from the Management, if necessary. The
Board papers include minutes of the previous meeting, reports relating to investment proposals, budgets, financial
results announcements and reports from committees, internal and external auditors. Any additional material or
information requested by the Directors is promptly furnished.

If a Director is unable to attend a Board or Board Committee meeting, he/she will still receive all the papers and
materials for discussion at that meeting. He/She will review them and advise the Chairman of the Board or the Board
Committee of his/her views and comments on the matters to be discussed so that they can be conveyed to other
members at the meeting.

The Directors may communicate directly with the Management team on all matters whenever they deem necessary.
All Directors have unrestricted access to the Group’s records and information. The Directors also have separate
and independent access to the Company Secretary, the Company’s external auditors, internal auditors and other
professional advisors, where relevant. The Company Secretary attends Board and Board Committee meetings and is
responsible for ensuring that Board procedures are followed and minutes of all meetings are recorded and circulated
to the Board and the committees. The Company Secretary also assists the Chairman and CEO, the Chairman of
each committee and Management in the development of the agendas for the various Board and Board Committee
meetings. The appointment and removal of the Company Secretary are subject to the approval of the Board.

The Company currently does not have a formal procedure for Directors to seek independent professional advice
for the furtherance of their duties. However, Directors may, on a case-to-case basis, propose to the Board for such
independent professional advice, the cost of which may be borne by the Company.

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Board Composition and Guidance

Principle 2: The Board has an appropriate level of independence and diversity of thought and background in its
composition to enable it to make decisions in the best interests of the Company.

The Company endeavours to maintain a strong and independent element on the Board. As at the date of this report,
the Board consists of five Directors, of whom three are Independent Non-executive Directors. The Chairman of the
Board is an Independent Non-executive Director. Accordingly, the Company is in compliance with the requirement
of the Code. As the majority of the members of the Board are Independent Non-executive Directors, there is a strong
and independent element on the Board.

The Board comprises the following members:

Name Position
Ong Yong Loke Joseph Non-Executive Chairman and Lead Independent Director
Sim Koon Lam Executive Director, CEO and Deputy Chairman
Mrs Elaine Sim Executive Director
Lee Sok Koon Independent Non-Executive Director
Zulkifly Bin Zakaria Independent Non-Executive Director

The NC reviews annually the independence of each Director, adopting the guidelines and definitions in the Code
and the Catalist Rules. In addition, each Director is required to complete a checklist to confirm his/her independence.

Mr Ong Yong Loke Joseph, Ms Lee Sok Koon and Mr Zulkifly Bin Zakaria are considered to be independent as they
have no relationship with the Company, its related corporations, substantial shareholders or its officers that could
interfere or be reasonably perceived to interfere with the exercise of their independent business judgment with a
view to the best interests of the Company.

Matters requiring the Board’s approval are discussed and deliberated with participation from each member of the
Board and all major decisions are made without any one individual influencing or dominating the decision-making
process.

The ARC and RC consist of all Independent Directors while the NC consists of a majority of Independent Directors.
All the Board Committee meetings are chaired by Independent Directors. Decisions made at these meetings are
achieved by majority consensus. Management will put up proposals or reports for Board approval, for example,
proposals relating to specific proposed transactions or general business direction or strategy of the Group. The
Independent Directors evaluate the proposals made by Management and provide guidance on relevant aspects of
the Group’s business.

The current composition of the Directors in the Board and its Board Committee is as follows:-

Name of Directors NC ARC RC

Ong Yong Loke Joseph C M M
(Non-Executive Chairman & Lead Independent Director)
Sim Koon Lam M – –
(Executive Director, CEO & Deputy Chairman)
Mrs Elaine Sim – – –
(Executive Director)
Lee Sok Koon M C M
(Independent Non-Executive Director)
Zulkifly Bin Zakaria M M C
(Independent Non-Executive Director)

C - Chairman
M - Member

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Corporate Governance Report
When reviewing and assessing the composition of the Board and making recommendations to the Board for the
appointment of Directors, the NC will consider all aspects of diversity in order to arrive at an optimum balanced
composition of the Board and to allow for informed and constructive discussion and effective decision making at
meetings of the Board and its Board Committees.

The Board recognises that diversity of the Board is essential to contribute to sustainable development and growth
of the Group. The Company has adopted a Board Diversity Policy which endorses the principle that its Board should
have a balance of skills, knowledge, experience and diversity of perspectives appropriate to its business so as to
mitigate against groupthink and to ensure that the Group has the opportunity to benefit from all available talents. In
reviewing the Board composition and succession planning, the NC considers the benefits of all aspects of diversity,
including diversity of gender, age, independence and other relevant factors. These differences will be considered
in determining the optimum composition of the Board and when possible, should be balanced appropriately. The
Company will adhere to its Board diversity objectives for any search of new Directors.

The Board currently comprises business leaders and professionals with financial, risk management and business
management qualifications and backgrounds. The Board has two female members, and Directors with ages ranging
from 50 to more than 70 years old. The members of the Board with their combined business, management and
professional experience, knowledge and expertise, provide the core competencies to allow for diverse and objective
perspectives on the Group’s business and direction. Further information on the individual Directors’ background,
experience and skills can be found in the ‘Board of Directors’ section in this report.

Having considered the scope and nature of the operations of the Group, the Board is satisfied that the current
composition mix and size of the Board provide for diversity and allow for informed and constructive discussion and
effective decision making at meetings of the Board and its Board Committees. The Board will however continue to
review opportunities to refresh the Board with a view to expanding the skills, experience and diversity of the Board
as a whole.

The Independent Non-executive Directors will meet on a need-to basis amongst themselves and with the Company’s
external auditors and internal auditors without the presence of Management to discuss matters such as the Group’s
financial performance, corporate governance and risk management initiatives, board processes and any audit
observations. The outcome or suggestion arising from such meetings will be provided to the Board and/or Chairman
as appropriate.

Chairman and Chief Executive Officer

Principle 3: There is a clear division of responsibilities between the leadership of the Board and Management,
and no one individual has unfettered powers of decision-making.

The roles and responsibilities of the Chairman and CEO are held by separate individuals to ensure an appropriate
balance of power, increased accountability and greater capacity of the Board for independent decision-making.

The roles of the Chairman and Chief Executive Officer are separated and their responsibilities are clearly defined to
ensure a balance of power and authority within the Company.

The Chief Executive Officer, Mr Sim Koon Lam, has full executive responsibilities of the overall business and
operational decisions of the Group.

The overall role of the Independent Non-Executive Chairman, Mr Ong Yong Loke Joseph, is to lead and ensure the
effectiveness of the Board and this includes promoting a culture of openness and debate at the Board, facilitating
the effective contribution of all Directors and promoting high standards of corporate governance. The Chairman of
the Board is also the Lead Independent Director.

The Chairman sets the tone of the Board meetings to encourage participation and constructive discussions on
the agenda topics. He leads the Board in its discussions and deliberations, facilitates effective contribution by the
Directors and ensures the timeliness of information flow between the Board and Management.

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 MOOREAST ANNUAL REPORT 2022

The Non-executive Chairman’s duties and responsibilities includes:-

a) Leading the Board to ensure it is effective in its role;

b) Setting directions and agendas for the Company and scheduling of meetings to enable the Board to perform its
duties responsibly;
c) Ensuring the proper conduct of meetings and accurate documentation of the proceedings;
d) Ensuring the smooth and timely flow of information between the Board and Management;
e) Ensuring compliance with internal polices and guidelines of the Company and high standards of corporate
governance;
f) Ensuring effective communication with shareholders through investors’ relationship channels and timely
announcements of Company’s development; and
g) Encouraging constructive relations between the Board and Management as well as between all Directors.

The foregoing responsibilities of the Non-executive Chairman and CEO are endorsed by the Board. The Chairman
and the CEO are not immediate family members. The separation of the roles of the Chairman and the CEO and the
clarity of roles provide a healthy professional relationship between the Board and Management, and facilitate robust
deliberations on the business activities of the Group and the exchange of ideas and views to help shape the strategic
process.

In addition to the above duties, the Non-executive Chairman will assume duties and responsibilities as may be
required from time to time.

The Board is satisfied that there is a clear division of responsibilities between the leadership of the Board and the
executives responsible for managing the Group’s business and no one individual should represent a considerable
concentration of power.

Board Membership
Principle 4: The Board has a formal and transparent process for the appointment and re-appointment of
Directors, taking into account the need for progressive renewal of the Board.

The NC is established and it comprises 4 members, the majority of whom, including the Chairman, are Independent
Non-executive Directors. The Non-executive Chairman and Lead Independent Director, Mr Ong Yong Loke Joseph,
is the Chairman of the NC.

Chairman Ong Yong Loke Joseph (Lead Independent Director)

Member Sim Koon Lam (Executive Director, CEO & Deputy Chairman)
Member Lee Sok Koon (Independent Non-Executive Director)
Member Zulkifly Bin Zakaria (Independent Non-Executive Director)

The NC held two meetings during the financial year ended 31 December 2022. The NC Chairman reports formally to
the Board on its proceedings after the meeting on all matters within its duties and responsibilities.

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Corporate Governance Report
The NC is established for the purposes of ensuring that there is a formal and transparent process for all Board
appointments. It has adopted written terms of reference defining its membership, administration and duties. Some
of the duties of the NC include:

(a) making recommendations to the Board on relevant matters relating to:

• the review of Board succession plans for the Directors and Key Management Personnel; and
• the review of training and professional development programmes for our Directors, in particular, ensuring
that new Directors are aware of their duties and obligations;
(b)
identifying suitable candidates, reviewing, making recommendations and approving nominations for the
positions of Director or alternate Director (whether appointment or re-appointment) and membership of Board
committees (including the ARC, the RC and NC), as well as appraising the qualifications and experience of any
proposed new appointments to the Board and recommending to the Board whether the nomination should be
supported;
(c) ensuring that the Board and Board Committees comprise Directors who, as a group, provide the appropriate
balance and mix of skills, knowledge, experience, and other aspects of diversity such as gender and age, so as to
avoid group-think and foster constructive debate;
(d) reviewing and determining on an annual basis, and as and when circumstances require, if a Director is independent,
taking into account the circumstances set forth in the Code, the Practice Guidance to the Code, the Catalist Rules
and any other salient factors;
(e) reviewing other directorships held by each Director and deciding if the Director is able to and has been
adequately carrying out his/her duties as a Director, taking into account the Director’s number of directorships
and other principal commitments and establish guidelines on what a reasonable and maximum number of such
directorships and principal commitments for each Director (or type of Director) should be;
(f) reviewing and recommending the appointment of executive officers; and
(g) reviewing and approving the employment of persons related to the Directors and/or substantial shareholders and
the proposed terms of their employment.

A summary of the activities carried out by the NC during the financial year ended 31 December 2022 is set out below:

• reviewed the criteria for evaluation of the performance of the Board and Board Committees;
• reviewed the Board’s and Board Committees’ performance for the financial year ended 31 December 2022;
• reviewed and determined the independence of Independent Directors; and
• reviewed and recommended the nomination for appointment and re-appointment of Directors.

Process for selection and appointment of new Directors

The NC is responsible for identifying candidates and reviewing all nominations for the appointment of new Directors.

New appointments to the Board are first considered and reviewed by the NC. Potential candidates are sourced
through contacts or recommendations from the Company’s Sponsor and the Directors. An external consultant may
be engaged to source for qualified candidates, if required. The NC evaluates the suitability of candidates taking into
account, his/her character, knowledge, expertise, experience and, his/her ability and willingness to commit time to
the Company, and how he/she will complement and augment the competencies of the current Board. Upon the
identification of a suitable candidate, the NC will make the recommendation to the Board for approval of his/her
appointment as Director.

When a new Director is appointed, the Company will conduct a comprehensive orientation program. This is to
provide the new Director with background information about the Group’s structure and core values, its strategic
direction and corporate governance practices as well as industry-specific knowledge. The orientation program gives
the new Director an understanding of the Group’s businesses to enable him to assimilate into his new role. It also
allows the new Director to get acquainted with the Management, thereby facilitating interaction and independent
access to the Management. The Company will also provide the newly appointed Directors with a formal letter setting
out the duties and obligations of a Director.

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 MOOREAST ANNUAL REPORT 2022

Process for re-appointment of Directors

The role of NC also includes the reviewing of the re-nomination of Directors who retire by rotation, taking into
consideration the Director’s integrity, independence, contribution and performance. The Constitution of the Company
requires one-third of the Directors to retire and subject themselves to re-election by the shareholders in every Annual
General Meeting (“AGM”). In addition, the Company shall require all Directors (including the Managing Director) to
submit themselves for re-nomination and re-election at least once every three years. The Constitution of the Company
also provides that a new Director appointed by the Board must retire and submit himself/herself for re-election at the
next AGM following his/her appointment. Thereafter, he/she is subject to be re-elected at least once every three years.
A Director who is due for retirement, shall abstain from voting on any resolution in respect of his/her re-nomination as
a Director. In this aspect, the NC has recommended and the Board has agreed for Mr Ong Yong Loke Joseph and Mr
Zulkifly Bin Zakaria to retire and seek re-election at the forthcoming AGM.

On an annual basis, the NC determines whether or not a Director is independent, taking into account the definition
in the Code and the Catalist Rules.

Each Independent Non-executive Director is required to complete a Director’s independence form annually to
confirm his/her independence based on the guidelines as set out in the Code and the Catalist Rules.

The NC has carried out a review on the independence of each Independent Director based on the foregoing
considerations, the respective Director’s independence form and their actual performance on the Board and Board
Committees. Having carried out their review, the NC is satisfied that the three Directors, who are non-executive, are
independent.

The NC has reviewed and ascertained that Mr Ong Yong Loke Joseph, Ms Lee Sok Koon and Mr Zulkifly Bin Zakaria
continue to remain independent having considered their confirmation that they do not have any relationship with
the Company, its related companies, substantial shareholders, or officers that could interfere, or be reasonably
perceived to interfere, with the exercise of the Directors’ independent business judgement with a view to the best
interests of the Company and Group, and the other considerations set out in the Catalist Rules.

The Board recognises that the Independent Directors may over time develop significant insights in the Group’s
businesses and operations, and can continue to provide noteworthy and valuable contribution to the Board. The
independence of the Independent Directors must be based on the substance of their professionalism, integrity,
objectivity and not merely based on the number of years which they have served on the Board. As such, the Board
has not set a term of office for each of its Independent Directors but shall comply with the Listing Rule requirements.
Under Catalist Rules 406(3)(d)(iv), a Director will no longer be independent if he has been a Director for an aggregate
period of more than 9 years. None of our Independent Directors have served as Director for more than 9 years.

The NC has recommended to the Board as a guide that Independent Directors should limit their board representations
in other listed companies to two if a Director is in full-time employment or five if a Director is not in full-time
employment, including that of the Company. This is to ensure that the Directors have adequate time to carry out
their duties as a Director of the Company and contribute to the performance of the Board and the Company. For the
period under review, no Director has exceeded such limit. The NC has reviewed and is satisfied that sufficient time
and attention are being given by the Directors to the affairs of the Group, notwithstanding that some of the Directors
have other board representations or principal commitments.

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Corporate Governance Report
The details of the Board members’ directorship including the year of initial appointment and date of last re-election are disclosed
as follows:
Previous Directorship and
major appointments in other
Name of Date of initial Date of last companies
Director Appointment appointment re-election Present Directorship in other companies (FY2020 to FY2022)

Ong Yong Non-Executive 28 October N.A. Tan Chong International Limited* –

Loke Joseph Chairman 2021 Tyre Pacific (HK) Limited*
and Lead
Independent Ethoz Auto Leasing Ltd.*
Director Ethoz Capital Ltd.*
Ethoz Protect Pte. Ltd.
Sweets Pte Ltd
Xiamen Golden Dragon Auto Seat Co. Ltd.

Sim Koon Executive 8 June 2021 29 April – –

Lam Director, CEO 2022
and Deputy
Chairman

Mrs Elaine Executive 3 March 2022 29 April – –

Sim Director 2022

Lee Sok Independent 28 October 29 April Japan Foods Holding Ltd.* Director on board Singapore
Koon Non-Executive 2021 2022 Lum Chang Holdings Limited* Arts School Limited from 22
Director August 2011 to 31 January 2020
SBS Transit Ltd*
NUS America Foundation, Inc

Zulkifly Bin Independent 28 October N.A. Hiap Huat Holdings Berhad* IDC Jadi Sdn. Bhd.
Zakaria Non-Executive 2021 Sunview Group Berhad* Malaysia China Business
Director Council
Federal International Holdings Berhad*
Lagardere Travel Retail Malaysia Sdn. Bhd. Drilltec Offshore Sdn. Bhd.

Gradz Engineering Services Sdn. Bhd. Tanjung Drilltec Sdn. Bhd.

PKEINPk Sdn. Bhd. Semantan Technologies

Corporation Sdn. Bhd.
Malaysia-China Friendship Association
Nautilus Oilfield Service Sdn. Bhd.
Mutiara Le-dang Sdn. Bhd.
Kumpulan Perubatan Ar Ridzuan Sdn. Bhd.

*Listed Company

The Board is also advised by the Sponsor on the appointment of Directors as required under Catalist rule 226(2)(d).

Board Performance
Principle 5: The Board undertakes a formal annual assessment of its effectiveness as a whole, and that of each
of its board committees and individual Directors.

The Board, through the NC, has used its best effort to ensure that Directors appointed to the Board and the Board
Committees, whether individually or collectively, possess the background, experience and the relevant skills set
which are critical to the Group’s business. It has also ensured that each Director, with his special contributions, brings
to the Board an independent and objective perspective to enable sound, balanced and well-considered decisions
to be made.

The NC has established a formal review process to assess the performance and effectiveness of the Board as a whole
and of its Board Committees.

The NC assesses the performance of the Board and its Board Committees annually, using objective and appropriate
criteria which were recommended by the NC and approved by the Board. During the financial year under review,
all the Directors completed a Board Evaluation Questionnaire designed to seek their view on the various aspects of
the Board and its Board Committees’ performance and competencies so as to assess the overall effectiveness of the
Board and its Board Committees. To ensure confidentiality, the completed evaluation forms were submitted to the
Company Secretary for collation. The consolidated responses were presented to the NC for review and discussion to
determine the areas for improvement and enhancement of the effectiveness of the Board and its Board Committees.

Following its review, the NC is of the view that the Board and its Board Committees operate effectively and that each
Director is contributing to the overall effectiveness of the Board and its Board Committees.

The Board has not engaged any external consultant to conduct an assessment of the effectiveness of the Board and
the contribution by each individual Director to the effectiveness of the Board. However, the NC will consider such an
engagement as and when necessary.

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Remuneration Matters
Procedures for Developing Remuneration Policies

Principle 6: The Board has a formal and transparent procedure for developing policies on Director and executive
remuneration, and for fixing the remuneration packages of individual Directors and Key Management
Personnel. No Director is involved in deciding his or her own remuneration.

The RC is established and it comprises 3 Non-Executive and Independent Directors.

Chairman Zulkifly Bin Zakaria

Member Ong Yong Loke Joseph
Member Lee Sok Koon

The RC is established for the purposes of ensuring that there is a formal and transparent procedure for fixing the
remuneration packages of individual Directors and Key Management Personnel. The overriding principle is that
no Director should be involved in deciding his/her own remuneration and the level of remuneration should be
appropriate to attract, retain and motivate the Executive Directors to run the Company successfully and ensure that
they are fairly rewarded for their individual contributions to overall performance.

The RC will work within the principle that the remuneration should be structured so as to link rewards to corporate
and individual performance.

The RC has adopted written terms of reference that defines its membership, roles and functions and administration.
The duties of the RC are as follows:

(a) reviewing and recommending to the Board, for endorsement:

• a comprehensive remuneration policy, and general framework and guidelines for remuneration for the Board,
the CEO and other persons having authority and responsibility for planning, directing and controlling the
activities of the Company (“Key Management Personnel”); and

• the specific remuneration packages for each of the Directors and Key Management Personnel;

(b) ensuring the remuneration policies and systems of the Group, as approved by the Board, support the Group’s
objectives and strategies, and are consistently administered and being adhered to within the Group;

(c) considering all aspects of remuneration (including but not limited to, Directors’ fees, salaries, allowances, bonuses,
options, share-based incentives and awards, benefits-in-kind and termination payments) and termination terms,
to ensure they are fair and that the level and structure of remuneration are appropriate and proportionate to the
sustained performance and value creation of the Group, taking into account the strategic objectives;

(d) in the case of service contracts, reviewing the obligations arising in the event of termination of an Executive
Director or Key Management Personnel’s service contract, to ensure that such service contracts contain fair and
reasonable termination clauses;

(e) reviewing the terms of performance-related remuneration scheme or incentive schemes (if any) and determining
the eligibility criteria of the employees who can participate in such scheme;

(f) proposing, for adoption by the Board, measurable, appropriate and meaningful performance targets for assessing
the performance of the Key Management Personnel, individual Director and of the Board as a whole; and

(g) conducting an annual review of the remuneration, bonuses, pay increase and/or promotions of employees who
are related to the Group’s Directors and/or Substantial Shareholders.

A summary of the activities carried out by the RC during the financial year ended 31 December 2022 is set out below:

i) reviewed and recommended to the Board the annual remuneration (including variable bonus to be granted) of
the Executive Directors, the CEO and the Key Management Personnel; and

ii) reviewed and recommended to the Board the Directors’ fee for the financial year ending 31 December 2023.

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Corporate Governance Report
There is a formal and transparent process for developing executive remuneration and for determining the
remuneration packages of individual Directors. No Director is involved in deciding his/her own remuneration. The
RC’s recommendations are submitted for endorsement by the Board.

The RC reviews all matters concerning the remuneration of the Independent Non-executive Directors to ensure that
remuneration commensurate with their contributions, responsibilities and market benchmarks.

None of the Independent Non-executive Directors has service contracts or consultancy arrangements with the
Company. They are paid Directors’ fees based on a structured fee framework reflecting the responsibilities and time
commitment of each Director.

The RC may from time to time when it is appropriate, refer to market reports on average remuneration or seek
external expert or independent professional advice in framing the Group’s remuneration policy. For the financial
year ended 31 December 2022, the RC has not sought external advice nor appointed remuneration consultants in
considering the remuneration of Directors and Key Management Personnel.

Level and Mix of Remuneration

Principle 7: The level and structure of remuneration of the Board and Key Mannagement Personnel are
appropriate and proportionate to the sustained performance and value creation of the Company, taking into
account the strategic objectives of the Company.

The Company adopts a remuneration framework that combines fixed and variable components of remuneration
and share incentive schemes to attract, retain and motivate Directors to provide good stewardship of the Group, and
Key Management Personnel to successfully manage the Group for the long term.

The remuneration framework of the Executive Directors, CEO and Key Management Personnel comprises mainly
a fixed component and a variable component. In developing the framework, the RC will take into consideration
factors, such as the Company’s performance, the economic scenario, market practices, the individual’s duties and
responsibilities and his contribution to the Group.

Fixed and Variable Components

The remuneration packages of Executive Directors and Key Management Personnel comprise compensation in the
form of a fixed monthly salary and a variable or discretionary performance bonus. Fixed salaries are determined
based on the scope, criticality and complexity of each role, the individual’s experience, competencies and market
competitiveness. The variable component is determined based on the performance of the Group as a whole
and performance of the individual Executive Director or Key Management Personnel. Individual performance is
assessed based on annual appraisal of employees using selected key performance indicators such as core values,
competencies, key result areas, performance rating, and potential of the employees. A significant and appropriate
proportion of the performance bonuses for Executive Directors and Key Management Personnel is structured so
as to link rewards to performance at both the corporate and individual level. Performance-related remuneration is
aligned with the interests of shareholders and other stakeholders and promote the long-term success of the Group.

Long-term Incentive Scheme

The Company has in place long-term incentive schemes such as Mooreast Performance Share Plan and Mooreast
Share Option Scheme as set out in the Company’s Offer Document dated 17 November 2021. Both schemes are
administered by the RC. Currently, no share awards or share options have been granted under the two schemes
since their commencement.

The allocation of share-based components to employees is guided by a framework administered by the RC. An
employee’s sustained performance and potential for growth are among the key considerations for granting such
incentives to employees, in particular, to Key Management Personnel. In addition, Executive Directors and Key
Management Personnel are encouraged to hold their shares beyond the vesting period, subject to the need to
finance any cost of acquiring the shares and associated tax liabilities.

The Company had entered into separate Service Agreements with the Executive Directors. The service agreements
may be terminated by not less than six months’ notice in writing served by either party on the other. The Group
does not use contractual provisions to reclaim incentive components of remuneration from Executive Directors and
Key Management Personnel in exceptional circumstances of misstatement of financial results, or of misconduct
resulting in financial loss to the Company. The Group believes that such exceptional events could tantamount to
breach of fiduciary duties of the Executive Directors and Key Management Personnel, which would provide the
Group with legal remedies.

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Independent Non-executive Directors’ fees are subject to the approval of the shareholders at the AGM. The RC is
mindful that the remuneration for Independent Directors should not be excessive so as to compromise or reasonably
be perceived to compromise their independence. The RC is of the view that the remuneration of the Independent
Directors is appropriate to their level of contributions, taking into account factors such as effort and time spent and
the role and responsibilities of the Independent Directors, and the said remuneration does not compromise their
independence.

No member of the RC is involved in deliberating and deciding in respect of any remuneration, compensation or any
form of benefits to be granted to him/her. The Board concurred with the RC that the proposed fees for financial year
ending 31 December 2023 are appropriate and not excessive, taking into consideration the level of contributions by
the Directors and factors such as effort and time spent for serving on the Board and Board Committees as well as
the responsibilities and obligations of the Directors.

Disclosure on Remuneration
Principle 8: The Company is transparent on its remuneration policies, level and mix of remuneration, the
procedure for setting remuneration, and the relationships between remuneration, performance and value
creation.

Remuneration of Directors and CEO of the Company

The breakdown of the total remuneration of the Directors of the Company for the financial year ended 31 December
2022 is set out below:

Salary & fixed Total

Name of Director allowance ($) Bonus ($) Director’s fees ($) remuneration ($)
Ong Yong Loke Joseph – – 40,000 40,000
Sim Koon Lam 307,200 22,000 – 329,200
Mrs Elaine Sim 281,100 31,200 – 312,300

Lee Sok Koon – – 35,000 35,000

Zulkifly Bin Zakaria – – 35,000 35,000

• The salary and bonus amounts shown are inclusive of Singapore Central Provident Fund (CPF) contributions.
• The Director’s fees for FY2022 was approved at the Annual General Meeting held on 29 April 2022.

Remuneration of Key Management Personnel of the Group

The remuneration policy for Key Management Personnel takes into consideration the responsibility and performance
of individual personnel. The following table sets out the remuneration of the Key Management Personnel by band
(who are not Directors and CEO of the Company) for the financial year ended 31 December 2022.

Remuneration band Number of Key Management Personnel

$250,000 and below 6

In considering the disclosure of remuneration of the Key Management Personnel of the Company, the Company
has regarded the industry conditions in which the Group operates as well as the confidential nature of such
remuneration. The Company believes that full detailed disclosure of the remuneration of each Key Management
Personnel on a named basis as recommended by the Code would be prejudicial to the Company’s interests and
hamper its ability to retain and nurture the Company’s talent pool. The aggregate remuneration of the top 6 Key
Management Personnel (who are not Directors or the CEO) for the financial year ended 31 December 2022 is
$835,000. Save as disclosed above, there are no other Key Management Personnel.

Save as disclosed above, there are no employees who are substantial shareholders of the Company, or are immediate
family members of a Director, the CEO or a substantial shareholder of the Company and whose remuneration
exceeds $100,000.

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Corporate Governance Report
Accountability and Audit
Risk Management and Internal Controls

Principle 9: The Board is responsible for the governance of risk and ensures that Management maintains a
sound system of risk management and internal controls, to safeguard the interests of the Company and its
stakeholders.

The Board is responsible for the governance of risks and the overall internal controls framework. It ensures the
Management maintains a good sound system of risk management and internal controls to safeguard Shareholders’
interests and the Company’s assets and determines the nature and extend of the significant risks which the Board
is willing to take in achieving the Company’s strategic objectives.

The Board is assisted by the ARC which conducts reviews of the adequacy and effectiveness of the Group’s internal
controls and risk management systems. Management reports to the ARC on the Group’s risks profile, and evaluates
results and counter measures to mitigate identified potential risks.

The Group has appointed RSM Risk Advisory Pte. Ltd. as internal auditors to evaluate and test the effectiveness of
internal controls in selected areas that are in place in major operating companies in Singapore as well as overseas.
The internal audit review was conducted with a view to identify control gaps in the current business processes, ensure
that operations were conducted within the policies and procedures laid down and identify areas for improvements,
where controls can be strengthened. RSM Risk Advisory Pte. Ltd. has also assisted the Group in establishing an
Enterprise Risk Management Framework to, inter alia, (i) identify key risks, (ii) rate, prioritise and mitigate tier-one
risks, and (iii) establish a risk register and risk profile.

In addition, the external auditors will also highlight internal control weaknesses which have come to their attention
in the course of their statutory audit. All external and internal audit findings and recommendations were reported to
the ARC. There were no high-risk weaknesses identified. Management will implement the recommendations from
the auditors to further strengthen the Group’s internal controls system.

For the financial year ended 31 December 2022, the Board had received assurance from CEO and the FC that:-
• The financial records of the Group have been properly maintained and the financial statements for financial year
ended 31 December 2022 give a true and fair view of the Group’s operations and finances; and
• The internal controls systems (including financial, operational, compliance and information technology controls)
and risk management systems in place within the Group are adequate and effective.

Based on the Risk Management framework and internal controls established and maintained in the Group, work
performed by the internal auditors, the statutory audit undertaken by the external auditors, and the written
representation from the CEO and the FC providing assurance on the Group’s risk management and internal control
systems and that the financial records have been properly maintained and the financial statements give a true and
fair view of the Group’s operations and finances, the Board, with the concurrence of the ARC, is satisfied that the
Group’s risk management and internal control framework and systems were adequate and effective for the financial
year ended 31 December 2022 to address financial, operational, compliance and information technology risks.

The internal controls and risk management systems established by the Group provide reasonable, but not absolute,
assurance that the Group will not be adversely affected by any event that can be reasonably foreseen as it strives
to achieve its business objectives. The Board also notes that no system of internal controls and risk management
can provide absolute assurance in this regard, or absolute assurance against the occurrence of material errors, poor
judgement in decision-making, human error, fraud or other irregularities.

The Board remains committed to improve the Group’s internal controls and will not hesitate to take necessary
actions to ensure the adequacy and effectiveness of the Group’s internal controls and risk management systems.

32
 MOOREAST ANNUAL REPORT 2022

Audit & Risk Committee

Principle 10: The Board has an Audit & Risk Committee with written terms of reference which discharges its
duties objectively.

The ARC comprises 3 members, all of whom, including the Chairman are Non-Executive and Independent Directors.

Chairman Lee Sok Koon

Member Ong Yong Loke Joseph

Member Zulkifly Bin Zakaria

The Chairman of the ARC, Ms Lee Sok Koon, has extensive experience in finance, commerce and industry. The other
members of the ARC possess experience in finance and business management. At least two members have the
appropriate accounting or related financial management experience or expertise.

The Board is of the opinion that the members of the ARC have sufficient financial management expertise and
experience in discharging their duties. None of the members of the AC is a former partner or Director of the
Company’s external or internal auditors.

As a sub-committee of the Board of Directors, the ARC assists the Board in discharging their responsibility to
safeguard the Group’s assets, maintain adequate accounting records, and develop and maintain effective systems of
internal control, with the overall objective of ensuring that Management creates and maintains an effective control
environment in the Group. The ARC also reviews and supervises the internal audit functions of the Group.

The ARC provides a channel of communication between the Board, Management and the external auditors on
matters relating to audit.

The ARC has adopted written terms of reference defining its membership, administration and duties. The duties and
responsibilities of the ARC include:

(a) assisting the Board in fulfilling its responsibility for overseeing the integrity of the Company’s system of accounting
and financial report and in maintaining a high standard of transparency and reliability in its corporate disclosures;
(b) reviewing with the FC and the external auditor and recommending to the Board significant financial reporting
issues and judgments to ensure the integrity of the financial statements and any announcements relating to
financial performance;
(c) reviewing the periodic financial statements and results announcements before submission to the Board for
approval, focusing in particular on changes in accounting policies and practices, major risk areas, significant
adjustments resulting from the audit, the going concern statement, compliance with financial reporting
standards and compliance with the Catalist Rules and any other relevant statutory or regulatory requirements
and monitoring cash flows;
(d) reviewing and reporting to the Board, at least annually, the adequacy and effectiveness of the internal control
systems, including financial, operational, compliance and information technology controls, and risk management
policies and systems;
(e) discussing with the external auditor if it becomes aware of any suspected fraud or irregularity, or suspected
infringement of any Singapore laws or regulations or Catalist Rules, which has or is likely to have a material impact
on our operating results or financial position, and at appropriate times, report the matter to the Board and the
Sponsor;
(f) monitoring and reviewing the implementation of the external auditors’ and internal auditors’ recommendations
for internal control weaknesses; reviewing the adequacy and effectiveness, independence, scope and results of
the external audit (including the audit plan and the audit reports as well as the external auditors’ evaluation of the
system of internal accounting controls, with the external auditors, as well as the assistance given by management
to the external auditors) and the internal audit function;
(g) reviewing the statements to be included in the Annual Report by the Board concerning the adequacy and
effectiveness of the internal controls, including financial, operational, compliance and information technology
controls, and risk management systems;
(h) meeting with the external auditors, and with the internal auditors, in each case without the presence of management,
at least annually and reviewing the co-operation extended to the internal auditors and the external auditors;

33
Corporate Governance Report
(i) reviewing and approving all hedging policies and types of hedging instruments to be implemented, if any;
(j) reviewing any Interested Person transactions as defined in the Catalist Rules;
(k) where applicable, deciding on the appointment, termination and remuneration of the head of the internal audit
function;
(l) approving the hiring, removal, evaluation and compensation of the accounting or auditing firm or corporation to
which the internal audit function is outsourced (if any) or ensuring that the internal audit function is adequately
resourced and staffed with persons with the relevant qualifications and experience and that the internal auditors
comply with the standards set by nationally or internationally recognised professional bodies, where applicable;
(m) where applicable, ensuring that the internal audit function has unfettered access to all our Group’s documents,
records, properties and personnel, including our ARC, and has appropriate standing within our Group;
(n) making recommendations to our Board on the proposals to Shareholders on the appointment and removal of
the external auditors, and the remuneration and terms of engagement of the external auditors;
(o) reviewing any actual or potential conflicts of interest as well as any other such conflicts that may involve the
Directors as disclosed by them to the Board, exercising Directors’ fiduciary duties in this respect;
(p) reviewing and establishing procedures for receipt, retention and treatment of complaints received by the Group,
including criminal offences involving the Group or its employees’ questionable accounting, auditing, business,
safety or other matters that impact negatively on our Group and ensuring that arrangements are in place for the
independent investigations of such matter and for appropriate follow-up;
(q) reviewing the policy and arrangements for concern about possible improprieties in financial reporting or other
matters to be safely raised, independently investigated and appropriately followed up on;
(r) ensuring that the Group publicly disclose, and clearly communicate to the employees the existence of a whistle-
blowing policy and the procedures for raising concerns about possible improprieties in financial reporting or
other matters to be safely raised;
(s) reviewing the assurance from our CEO and our FC on the financial records and financial statements of our Group;
(t) given the Group’s overseas operations and expansion plans, reviewing and discussing with the internal and
external auditors any suspected infringement of any relevant laws, rules, and regulations (including overseas
jurisdictions);
(u) reviewing transactions falling within the scope of Chapter 10 of the Catalist Rules;
(v) setting out a framework to resolve or mitigate any potential conflicts of interest and monitoring compliance with
the framework;
(w) reviewing the Group’s key financial risk areas, with a view to providing an independent oversight on the Group’s
financial reporting. The outcome of such review shall be disclosed in the annual reports or if the findings are
material, immediately announced via SGXNET;
(x) considering the independence of the external auditor, taking into account the non-audit services provided by the
external auditor and the fees paid for such non-audit services;
(y) reviewing the risk management structure, process, and activities on an annual basis to mitigate and manage risk
at acceptable levels as determined by the Board; and
(z) undertaking other functions/duties/reviews/projects as may be required by statute or the Catalist Rules and by
such amendments made from time to time, or as may be requested by the Board and report its findings from
time to time on matters arising and requiring the attention of the ARC.

Each member of the ARC shall abstain from discussing and voting on any resolutions in respect of any matter in
which he/she has an interest.

Apart from the duties listed above, the ARC shall commission and review the findings of internal investigations
into matters where there is any suspected fraud or irregularity, or failure of internal controls or infringement of any
Singapore law, rule or regulation which has or is likely to have a material impact on the Group’s operating results
and/or financial position.

In discharging the above duties, the ARC confirms that it has full access to and co-operation from Management
and is given full discretion to invite any Director to attend its meetings. In addition, the ARC has also been given
reasonable resources to enable it to perform its functions properly.

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 MOOREAST ANNUAL REPORT 2022

Whistle Blowing Channels

The Company has put in place a whistle blowing framework (“Whistle Blowing Policy”) where the employees of
the Group or any other person may, in confidence, raise concerns about possible corporate improprieties on matters
of financial reporting or other matters. A dedicated secured email address ([email protected]) has been
setup to allow whistle blowers to contact the ARC directly.

Details of the Whistle Blowing Policy and arrangements have been made available to all employees of the Group.
The Company is committed to ensuring that the identity of the whistleblower is kept confidential and ensuring
the protection of the whistleblower against detrimental or unfair treatment. The ARC will ensure that independent
investigations and any appropriate follow-up actions are carried out.

There were no reported incidents pertaining to whistle blowing during the financial year ended 31 December 2022.

The ARC is responsible for oversight and monitoring of whistleblowing and will report to the Board on such matters
at the Board meetings.

External Audit

The ARC reviews the scope and results of the audit carried out by the external auditors, the cost effectiveness
of the audit, and the independence and objectivity of the external auditors. The ARC undertook a review of the
independence and objectivity of the external auditors, Ernst & Young LLP (“EY”), through discussions with external
auditors, as well as reviewing the non-audit services provided and the fees paid to them. A breakdown of the fees
in total for audit and non-audit services is set out below. Based on the review, the ARC is of the opinion that EY is
independent for the purpose of the Group’s statutory audit. In reviewing the nomination of EY for re-appointment
for the financial year ending 31 December 2023, the ARC has considered the adequacy of resources, experience and
competence of EY, and has taken into account the Accounting and Corporate Regulatory Authority’s (“ACRA”) Audit
Quality indicators Framework relating to EY at the firm level and on the audit engagement level. Consideration was
also given to the experience of the engagement partner and key team members in handling the audit. The ARC is
of the view that the non-audit services provided by EY during the financial year ended 31 December 2022 did not
prejudice their objectivity and independence. On the basis of the above, the ARC is satisfied with the standard and
quality of work performed by EY. It has recommended to the Board the nomination of EY for reappointment as
external auditors at the forthcoming AGM of the Company.

A breakdown of the audit and non-audit fee charged to the Group by EY for the financial year ended 31 December
2022 is set out below:-

Service category Fees paid/Payable ($)

Audit Services 145,000
Non-Audit Services 4,000
Total Fees 149,000

EY confirmed that the firm has remained as an independent public accountants within the meaning of Rule 12 of
the Companies Act 1967 of Singapore and the Accountants (Public Accountants) Rules for the audit of the Group for
financial year ended 31 December 2022.

The Group confirms that it has compiled with Rules 712 and 715 of the Catalist Rules of the SGX-ST in relation to the
appointment of its external auditors.

Internal Audit

The ARC is aware that internal audit function is essential to assist in obtaining the assurance it requires regarding the
effectiveness of the system of internal control.

The Group has outsourced its internal audit function to RSM Risk Advisory Pte. Ltd. (“RSM”) to assist the Group in
reviewing the design and effectiveness of key internal controls which address financial, operational, compliance
and information technology risks and the Group’s risk management policy and system as a whole. RSM has staffed
the internal audit team with persons with the relevant qualifications and experience, and carries out its function
according to International Standards for the Professional Practice of Internal Auditing set by the Institute of Internal
Auditors. The ARC has assessed the adequacy, effectiveness and independence of the internal auditor and is satisfied
that the internal auditor is independent, effective and adequately resourced.

35
Corporate Governance Report
The Internal Auditor has unfettered access to all the Group’s documents, records, properties and personnel, including
access to the ARC.

The ARC reviews and approves the annual internal audit plan and the appointment and remuneration of the internal
auditor. The internal auditor reports directly to the ARC on audit matters and to the CEO on administrative matters.

A summary of the activities carried out by the ARC during the financial year ended 31 December 2022 is set out below

i) Reviewed the Group’s financial performance, internal and external audit reports;
ii) Reviewed with the Management and the external auditors, the financial results of the Group before submitting
them to the Board for its approval and announcement of the financial results;
iii) Conducted an annual review of the volume of non-audit services provided by the external auditors to ensure
that the nature and extent of such services will not prejudice the independence and objectivity of the auditors
before recommending their re-nomination to the Board. The ARC is satisfied with their independence and has
recommended the re-appointment of the external auditors at the forthcoming Annual General Meeting of the
Company;
iv) Reviewed the adequacy of the resources, experience of the external auditors and of the audit engagement partner
assigned to the audit. The ARC is satisfied that the external auditors are able to meet their audit obligations;
v) The ARC met with the internal auditors and the external auditors, without the presence of Management; and
vi) The external auditors updated the ARC on changes and updates to the accounting standards, and other issues
which might have a direct impact on the financial statements of the Group.

Shareholder Rights and Engagement

Shareholder Rights and Conduct of General Meetings

Principle 11: The Company treats all shareholders fairly and equitably in order to enable them to exercise
shareholders’ rights and have the opportunity to communicate their views on matters affecting the Company.
The Company gives shareholders a balanced and understandable assessment of its performance, position and
prospects.

Shareholders Rights

The Company believes in regular, effective and fair communication with members of the investment community and
investing public and has adopted a comprehensive policy to provide clear, timely and fair disclosure of information
about the Group’s business developments and financial performance that could have a material impact on the price
or value of its shares.

Shareholders are informed of general meetings through notices published in the Company’s announcements
via SGXNET as well as through the Company’s official website and the reports/circulars sent to all shareholders.
Resolutions tabled at general meetings are passed through a process of voting by poll which procedures are clearly
explained by the scrutineers at such general meetings.

The Constitution of the Company allows an individual shareholder to appoint not more than two proxies to attend
and vote on his or her behalf at the general meetings. Member who is a relevant intermediary may appoint more
than two proxies to attend, speak and vote at the shareholders’ meetings, but each proxy must be appointed to
exercise the rights attached to a different share or shares held by such member. Where such member’s form of proxy
appoints more than two proxies, the number of class of shares in relation to which each proxy has been appointed
shall be specified in the form of proxy.

Conduct of General Meetings

The Company’s annual report which gives shareholders a balanced and understandable assessment of its
performance, position and prospects, shall be made available on its corporate website. The notice will be made
available on the SGXNET and the Company’s website.

Participation of shareholders is encouraged at the Company’s general meetings. Resolutions tabled at general
meetings are on each substantially separate issue. Each item of special business included in the notice of meeting
will be accompanied by the relevant explanatory notes. This is to enable the shareholders to understand the nature
and effect of the proposed resolutions.

To facilitate voting by shareholders, the Company’s Constitution allows shareholders to appoint up to two proxies
to attend and vote at the same general meeting. The Board of Directors (including the Chairman of the respective
Board committees), Management, as well as the external auditors will attend the Company’s Annual General Meeting
to address any questions that shareholders may have.

36
 MOOREAST ANNUAL REPORT 2022

The Board is of the view that absentia voting at general meeting may only be possible following careful study to
ensure that the integrity of the information and authentication of the identify of shareholders through the web is
not compromised.

Due to the COVID-19 pandemic, the AGM 2022 held on 29 April 2022 was conducted by way of electronic means.
The shareholders were invited to submit their questions for the AGM in advance of the meeting. All the Directors
(including the Chairpersons of the ARC, RC and NC) and the external auditors, Ernst & Young Singapore, were virtually
present at the Company’s AGM 2022.

With the resumption of the AGM 2023 in physical format, all Directors will endeavour to be present at the AGM 2023
to address shareholders’ questions relating to the work of the Board and the Board Committees.

The Company’s external auditors will also be present and are available to assist the Directors in addressing any
relevant queries by the shareholders relating to the conduct of the audit and the preparation and content of the
auditors’ report.

All resolutions at general meetings of the Company will be put to vote by poll so as to better reflect shareholders’
shareholding interest and ensure greater transparency. The results of the poll voting on each resolution tabled will
be announced after the general meetings via SGXNET and the Company’s website.

The Company does not have a fixed dividend policy at present. The frequency and amount of dividends declared each
year will take into consideration the Group’s profit growth, cash position, projected capital requirements for business
growth and other factors as the Board may deem appropriate. No dividend has been declared or recommended for
the financial year ended 31 December 2022 as the Group continues to operate prudently and intends to conserve cash.

Engagement with Shareholders

Principle 12: The Company communicates regularly with its shareholders and facilitates the participation of
shareholders during general meetings and other dialogues to allow shareholders to communicate their views
on various matters affecting the Company.

The Company endeavours to communicate regularly, effectively and fairly with its shareholders. Timely, as well as,
detailed disclosure is made to the public in compliance with SGX-ST guidelines. The Company does not practise
selective disclosure. All price sensitive information is announced on the SGXNET on a timely basis.

Financial results are published via SGXNET and are usually followed by a news release. Price sensitive information is
first publicly released, either before the Company meets with any group of investors or analysts or simultaneously
with such meetings. Financial results are announced or issued within the mandatory period and are available on the
Company’s website. The Company does not practise selective disclosure.

Shareholders are encouraged to attend and raise questions to the Directors at the Company’s general meetings.
At these meetings, shareholders are given the opportunity to express their views and raise issues either formally
or informally. These meetings provide opportunities for the Board to engage with shareholders and solicit their
feedback.

The Company has engaged WeR1 to manage its investor relations to enable effective communication between
the Company and investors. WeR1 may also organise meetings with investors and analysts who wish to seek a
better understanding of the Group’s business and operations. Through these meetings, the Group may also solicit
feedback from investors on a range of issues which will provide valuable insights on investors’ sentiments. When
opportunities arise, the Company may also provide shareholders insights on the Group’s business, operations and
prospects through media interviews. The Company also maintains a corporate website at https://mooreast.com
where the public can access investor-related information of the Group.

Engagement with Stakeholders

Principle 13: The Board adopts an inclusive approach by considering and balancing the needs and interests of
material stakeholders, as part of its overall responsibility to ensure that the best interests of the Company are
served.

The Board considers ongoing stakeholder engagement as an important activity to develop effective management
strategies and pursue sustainable business practices. The Company’s approach to stakeholder engagement is to
ensure that it has a good understanding of the key stakeholders’ concern and expectation, and develop practical
and responsive sustainability strategies. In its pursuit of sustainable business practices, the Group has regularly
engaged its stakeholders in the implementation of various initiatives and programs that ensure the sustainability of
its business, the environment, and society.

37
Corporate Governance Report
The stakeholders have been identified as entities or individuals who are either directly or indirectly involved in the
Group’s business, have specific interests in the Group and may be significantly impacted by how the Group operates.
The key stakeholders include the shareholders, customers, employees, non-governmental organisations, industry
groups, and government agencies. The Company identifies and prioritises issues based on the impact of its business
on stakeholders or the potential impact on its business from stakeholders’ view and action.

Having identified the stakeholders and the material issues, it has provided the necessary guidance on the key areas
of focus and the prioritisation of resources for the various sustainability initiatives.

We will be releasing our second Sustainability Report concurrently and in conjunction with this Annual Report.
Please refer to the Sustainability Report for further details.

The Company will make available all media releases, financial results, annual reports, SGXNET announcements and
other corporate information relating to the Group in its corporate website at https://mooreast.com.

OTHER CORPORATE GOVERNANCE MATTERS

Dealing in Securities
(Rule 1204(19) of the Catalist Rules)

The Company has adopted a Code of Best Practices on dealing in the securities of the Company (“COBP”) to provide
guidance to all Directors and employees of the Group, while in possession of price-sensitive information.

The Company, its Directors, Officers and employees should not deal in the Company’s securities on short-term
considerations and are prohibited from dealing in the securities of the Company during the period beginning one
month before the announcement of the half-year and full-year financial results respectively, and ending on the date
of the announcement of the results.

The Company, Directors, and officers of the Group are also required to adhere to the provisions of the Securities and
Futures Act, Companies Act, the Catalist Rules and any other relevant regulations with regard to their securities
transactions.

Directors, Officers and employees of the Group are also expected to observe insider-trading laws at all times even
when dealing with securities within the permitted trading period, when they are in possession of unpublished
material price-sensitive information.

The Company has complied with the Code for the financial year ended 31 December 2022.

Interested Person Transactions

(Rule 907 of the Catalist Rule)

The Company has adopted internal guidelines in respect of any transactions with interested persons and has set out
the procedures for review and approval of the Company’s interested person transactions. The main objective is to
ensure that all interested person transactions are conducted on arm’s length basis and on normal commercial terms
and will not be prejudicial to the interests of our shareholders.

The Company monitors all its interested person transactions closely and all interested person transactions are
subject to review by the ARC on a quarterly basis.

The Group does not have a general mandate from its shareholders for the interested person transactions. There
were no interested person transactions (“IPT”) which were more than $100,000 entered into during the period under
review.

Pursuant to Rule 1204(8) of the Catalist Rules of the SGX-ST, save for the service agreement entered into between the
Company and Mr Sim Koon Lam, the Deputy Chairman and CEO (as disclosed in the Company’s Offer Document
dated 17 November 2021) and Mrs Elaine Sim, there were no material contracts involving the interests of any Director,
CEO or controlling shareholder either still subsisting at the end of the financial year or if not then subsisting, entered
into since the end of the previous financial year.

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 MOOREAST ANNUAL REPORT 2022

Use of IPO proceeds

As at the date of this Report, the use of IPO proceeds is as follows:

Use of net Amount allocated Balance as at Amount Amount utilised Balance as at the
proceeds as per offer 24 Feb 2023 reallocated $’000 date of this report
document $’000 $’000 $’000
$’000

Develop and grow 500 169 – – 169

our Renewable
Division

Development 4,000 1,572 – (166) 1,406

of facilities and
capacity of 51
Shipyard Road
and scale up
of operations &
invest in plant,
machineries &
equipment

To explore 1,000 1,000 – – 1,000

opportunities in
M&A & strategic
alliances

General corporate 1,243 958 – (220)(1) 738

and working
capital purposes

IPO expenses 1,804 – – – –

pursuant to listing

Gross proceeds 8,547 3,699 – (386) 3,313

from the invitation

Note:
(1) Approximately $0.2 million was utilised as working capital of the Company to pay its ongoing professional expenses, Directors’
remuneration and other corporate and administrative expenses.

The Company has also received $10 million from EDBI, which together with the unutilised IPO proceeds, is currently
placed in fixed deposit and pending deployment of fund.

The Company will continue to make periodic announcements on the utilisation of the remaining proceeds as and
when such balance of the proceeds is materially disbursed.

Non-sponsor fees
(Rule 1204(21) of the Catalist Rule)

The continuing sponsor of the Company is W Capital Markets Pte. Ltd. (the “Sponsor”).

For the financial year ended 31 December 2022, no fees relating to non-sponsorship activities or services were paid
to the Sponsor.

Appointment of auditors
The Group has complied with Rules 712 and 715 of the Catalist Rules of the SGX-ST in relation to its auditors.

39
Additional Information on Directors Nominated for Re-election

Pursuant to Rule 720(6) of the SGX-ST Catalist Rules, the information as set out in Appendix 7F to the SGX-ST
Catalist Rules relating to Mr Ong Yong Loke Joseph and Mr Zulkifly Bin Zakaria, being the Directors who are retiring
in accordance with the Company’s Constitution at the forthcoming AGM, is set out below:

Name of Director Ong Yong Loke Joseph Zulkifly Bin Zakaria

Date of Appointment 28 October 2021 28 October 2021
Date of last re-appointment N.A. N.A.
(if applicable)
Age 74 69
Country of principal Singapore Malaysia
Residence
The Board’s comments on this The NC has recommended and The NC has recommended and the
appointment (including rationale, the Board has agreed for Mr Ong Board has agreed for Mr Zulkifly
selection criteria, and the search Yong Loke Joseph to retire and seek Bin Zakaria to retire and seek re-
and nomination process) re-election at the forthcoming AGM. election at the forthcoming AGM.
Whether appointment is executive, Non-Executive Non-Executive
and if so, the area of responsibility
Mr Ong Yong Loke Joseph is the Mr Zulkifly Bin Zakaria is the
Non-Executive Chairman and Lead Chairman of the Remuneration
Independent Director. He is also Committee. He is also a member
the Chairman of the Nominating of the Nominating Committee and
Committee and a member of Audit & Risk Committee.
the Audit & Risk Committee and
Remuneration Committee.
Job Title Non-Executive Chairman Independent and Non-Executive
(e.g. Lead ID, AC Chairman, AC and Lead Independent Director Director
Member etc.)
Chairman of Nominating Chairman of Remuneration
Committee Committee
Professional Qualifications Bachelor of Science (Diploma in Master of Business Administration,
Quantity Survey) University of University of Wales, United
Reading, United Kingdom Kingdom
Member, Singapore Institute of Diploma in Banking Studies, MARA
Surveyors and Valuers University of Technology
Working experience and occupa- Please refer to the Board of Please refer to the Board of
tion(s) during the past 10 years Directors section in the Company’s Directors section in the Company’s
2022 Annual Report. 2022 Annual Report.
Shareholding interest in the listed 300,000 shares Nil
issuer and its subsidiaries
Any relationship (including imme- Nil Nil
diate family relationships) with any
existing Director, existing
executive officer, the issuer and/
or substantial shareholder of the
listed issuer or of any of its principal
subsidiaries
Conflict of interest Nil Nil
(including any competing business)
Undertaking (in the format set out Yes Yes
in Appendix 7.7) under Rule 720(1)
has been submitted to the listed
issuer
Other Principal Commitments
including Directorships
Past (for the last 5 years) Directorships Directorships
- IDC Jadi Sdn. Bhd.
Malaysia China Business Council
Drilltec Offshore Sdn. Bhd.
Tanjung Drilltec Sdn. Bhd.
Semantan Technologies
Corporation Sdn. Bhd.

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 MOOREAST ANNUAL REPORT 2022

Name of Director Ong Yong Loke Joseph Zulkifly Bin Zakaria

Present Directorships Directorships
Tan Chong International Limited Hiap Huat Holdings Berhad
Tyre Pacific (HK) Limited Sunview Group Berhad
Ethoz Auto Leasing Ltd. Federal International Holding
Ethoz Capital Ltd. Berhad
Ethoz Protect Pte. Ltd. Lagardere Travel Retail Malaysia
Sdn. Bhd.
Sweets Pte Ltd
Gradz Engineering Services
Xiamen Golden Dragon Auto Seat Sdn. Bhd.
Co. Ltd.
PKEINPk Sdn. Bhd.
Malaysia-China Friendship
Association
Nautilus Oilfield Service Sdn. Bhd.
Mutiara Ledang Sdn. Bhd.
Kumpulan Perubatan Ar Ridzuan
Sdn. Bhd.

Disclose the following matters concerning an appointment of Director, Chief Executive Officer, Chief
Financial Officer, Chief Operating Officer, General Manager or other officer of equivalent rank. If the answer
to any question is “yes”, full details must be given.

Name of Director Ong Yong Zulkifly Bin

Loke Zakaria
Joseph
(a) Whether at any time during the last 10 years, an application or a petition under any No No
bankruptcy law of any jurisdiction was filed against him or against a partnership
of which he was a partner at the time when he was a partner or at any time within
2 years from the date he ceased to be a partner?
(b) Whether at any time during the last 10 years, an application or a petition under No No
any law of any jurisdiction was filed against an entity (not being a partnership) of
which he was a Director or an equivalent person or a key executive, at the time
when he was a Director or an equivalent person or a key executive of that entity or
at any time within 2 years from the date he ceased to be a Director or an equivalent
person or a key executive of that entity, for the winding up or dissolution of that
entity or, where that entity is the trustee of a business trust, that business trust,
on the ground of insolvency?
(c) Whether there is any unsatisfied judgment against him? No No
(d) Whether he has ever been convicted of any offence, in Singapore or elsewhere, No No
involving fraud or dishonesty which is punishable with imprisonment, or has
been the subject of any criminal proceedings (including any pending criminal
proceedings of which he is aware) for such purpose?
(e) Whether he has ever been convicted of any offence, in Singapore or elsewhere, No No
involving a breach of any law or regulatory requirement that relates to the
securities or futures industry in Singapore or elsewhere, or has been the subject of
any criminal proceedings (including any pending criminal proceedings of which
he is aware) for such breach?
(f) Whether at any time during the past 10 years, judgement has been entered against No No
him in any civil proceedings in Singapore or elsewhere involving a breach of any
law or regulatory requirement that relates to the securities of futures industry in
Singapore or elsewhere, or a finding of fraud, misrepresentation or dishonesty
on his part, or he has been the subject of any civil proceedings (including any
pending civil proceedings of which he is aware) involving an allegation of fraud,
misrepresentation and dishonesty on his part.
(g) Whether he has ever been convicted in Singapore or elsewhere of any offence in No No
connection with the formation or management of any entity or business trust?
(h) Whether he has ever been disqualified from acting as a Director or an equivalent No No
person of any entity (including the trustee of a business trust), or from taking part
directly or indirectly in the management of any entity or business trust?

41
Additional Information on Directors Nominated for Re-election

Name of Director Ong Yong Zulkifly Bin

Loke Zakaria
Joseph
(i) Whether he has ever been the subject of any order, judgment or ruling of any No No
court, tribunal or governmental body, permanently or temporarily enjoining him
from engaging in any type of business practice or activity?
(j) Whether he has ever, to his knowledge, been concerned with the management or No No
conduct, in Singapore or elsewhere, of the affairs of :-
i. any corporation which has been investigated for a breach of any law or regulatory
requirement governing corporations in Singapore or elsewhere; or
ii. any entity (not being a corporation) which has been investigated for a breach
of any law or regulatory requirement governing such entities in Singapore or
elsewhere; or
iii. any business trust which has been investigated for a breach of any law or
regulatory requirement governing business trusts in Singapore or elsewhere; or
iv. any entity or business trust which has been investigated for a breach of any
law or regulatory requirement that relates to the securities or futures industry
in Singapore or elsewhere in connection with any matter occurring or arising
during that period when he was so concerned with the entity or business trust?
(k) Whether he has been the subject of any current or past investigation or disciplinary No No
proceedings, or has been reprimanded or issued any warning, by the Monetary
Authority of Singapore or any other regulatory authority, exchange, professional
body or government agency, whether in Singapore or elsewhere?
Any prior experience as a Director of a listed Company? Yes Yes
If yes, please provide details of prior experience. Mr Ong Mr Zulkifly
If no, please state if the Director has attended or will be attending training on the Yong Loke Bin Zakaria
roles and responsibilities of a Director of a listed issuer as prescribed by the Exchange. Joseph is is currently
Please provide details of relevant experience and the Nominating Committee’s currently a a Director
reasons for not requiring the Director to undergo training as prescribed by the Director of of Mooreast
Exchange (if applicable). Mooreast Holdings
Holdings Ltd.
Ltd.

42
 MOOREAST ANNUAL REPORT 2022

Directors’ statement
For the financial year ended 31 December 2022

The Directors are pleased to present their statement to the members together with the audited consolidated
financial statements of Mooreast Holdings Ltd. (the “Company”) and its subsidiaries (collectively, the “Group”) and
the statement of financial position and statement of changes in equity of the Company for the financial year ended
31 December 2022.

Opinion of the Directors

In the opinion of the Directors,

(i) the accompanying statements of financial position, consolidated statement of comprehensive income,
statements of changes in equity and consolidated cash flow statement together with the notes thereto are
drawn up so as to give a true and fair view of the financial position of the Group and of the Company as at 31
December 2022 and of the financial performance, changes in equity of the Group and of the Company and cash
flows of the Group for the year ended on that date, and

(ii) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its
debts as and when they fall due.

Directors

The Directors of the Company in office at the date of this statement are:

Ong Yong Loke Joseph

Sim Koon Lam

Mrs Elaine Sim

Lee Sok Koon

Zulkifly Bin Zakaria

Arrangements to Enable Directors to Acquire Shares and Debentures

Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose
objects are, or one of whose objects is, to enable the Directors of the Company to acquire benefits by means of the
acquisition of shares or debentures of the Company or any other body corporate.

43
Directors’ statement
For the financial year ended 31 December 2022

Directors’ interests in shares and debentures

The following Directors, who held office at the end of the financial year, had, according to the register of Directors’
shareholdings required to be kept under Section 164 of the Singapore Companies Act 1967, an interest in shares of
the Company and its related corporations (other than wholly-owned subsidiaries) as stated below:

Direct interest Deemed interest

Name of Director At beginning At end of the At beginning At end

of the financial financial year of the financial of the
year or date of year or date of financial year
appointment, if appointment, if
later later
Ultimate holding
company
Feng Tai
Investment Pte. Ltd
Sim Koon Lam 6 6 − −
Mrs Elaine Sim 4 4 − −
The Company
Mooreast Holdings
Ltd.
Ong Yong Loke − 300,000 − −
Joseph
Sim Koon Lam − 394,900 190,634,061 190,634,061
Mrs Elaine Sim − − 190,634,061 190,634,061

Sim Koon Lam and Mrs Elaine Sim are deemed interested in the Company’s shares by virtue of his/her shareholding
in the ultimate holding company, Feng Tai Investment Pte. Ltd.

There was no change in any of the above-mentioned interests in the Company between the end of the financial year
and 21 January 2023.

Except as disclosed in this statement, no Director who held office at the end of the financial year had interest in
shares, share options, warrants or debentures of the Company, or of related corporations, either at the beginning of
the financial year or at the end of the financial year.

Mooreast Performance Share Plan

On 28 October 2021, the shareholders of the Company approved the Mooreast Performance Share Plan. Awards
granted under the Mooreast Performance Share Plan will be principally performance-based, incorporating an
element of stretched targets for senior executives and significantly stretched targets for key senior management
and Directors aimed at delivering long-term shareholder value.

The plan is administered by the Remuneration Committee. No awards have been granted since the adoption of the
scheme.

44
 MOOREAST ANNUAL REPORT 2022

Mooreast Share Option Scheme

On 28 October 2021, the shareholders of the Company approved the adoption of a share option scheme known as
the Mooreast Share Option Scheme (“Scheme”). The Scheme will provide an opportunity for eligible employees to
participate in the equity of the Company, and is designed to primarily reward and retain Directors and employees
whose services are vital to the Company’s well-being and success.

The plan is administered by the Remuneration Committee. No share options under the Scheme have been granted
since the adoption of the scheme.

Audit Committee

The Audit Committee (“AC”) carried out its functions in accordance with Section 201B (5) of the Singapore Companies
Act 1967, including the following:

• Reviewed the audit plans of the internal and external auditors of the Group and the Company, and reviewed the
internal auditors’ evaluation of the adequacy and effectiveness of the Group’s system of internal controls and the
assistance given by management to the external and internal auditors;

• Reviewed findings and recommendations of the internal and external auditors relating to the internal control
systems of the Group and management responses and actions to correct any deficiencies;

• Reviewed the half-yearly and annual financial statements, results of the audit and the auditors’ report on the
annual financial statements of the Group and the Company before their submission to the Board of Directors;

• Reviewed the adequacy and effectiveness of the Group’s material internal controls, relating to financial,
operational, compliance and information technology controls and risk management;

• Met with the internal and external auditors, other committees, and management in separate executive sessions
to discuss any matters that these groups believe should be discussed privately with the AC;

• Reviewed legal and regulatory matters that may have a material impact on the financial statements, related
compliance policies and programmes and any reports received from regulators;

• Reviewed the independence and objectivity of the external auditor and the nature and extent of non-audit
services provided by the external auditor;

• Recommended to the Board of Directors the external auditor to be nominated, approved the compensation of
the external auditor, and results of the audit;

• Reported actions and minutes of the AC to the Board of Directors with such recommendations as the AC
considered appropriate; and

• Reviewed interested person transactions in accordance with the requirements of the Singapore Exchange
Securities Trading Limited’s Listing Manual.

45
Directors’ statement
For the financial year ended 31 December 2022

Audit Committee (cont’d)

The AC, having reviewed all non-audit services provided by the external auditor to the Group, is satisfied that the
nature and extent of such services would not affect the independence of the external auditor. The AC has also
conducted a review of interested person transactions.

The AC convened four meetings during the year with full attendance from all members for three of the said meetings.
The AC has also met with internal and external auditors, without the presence of the Company’s management, at
least once a year.

Further details regarding the AC are disclosed in the Report on Corporate Governance.

Auditor

Ernst & Young LLP have expressed their willingness to accept reappointment as auditor.

On behalf of the Board of Directors,

Sim Koon Lam Lee Sok Koon

Director Director

Singapore

27 March 2023

46
 MOOREAST ANNUAL REPORT 2022

Independent auditor’s report

For the financial year ended 31 December 2022
Independent auditor’s report to the members of Mooreast Holdings Ltd.

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Mooreast Holdings Ltd. (the “Company”) and its subsidiaries (collectively,
the “Group”), which comprise the statements of financial position of the Group and Company as at 31 December
2022, the statements of changes in equity of the Group and Company, and consolidated statement of comprehensive
income and consolidated cash flow statement of the Group for the financial year then ended, and notes to the
financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying consolidated financial statements of the Group, the statement of financial position,
the statement of comprehensive income and the statement of changes in equity of the Company are properly drawn
up in accordance with the provisions of the Singapore Companies Act 1967 (the “Act”) and Singapore Financial
Reporting Standards (International) (“SFRS(I)”) so as to give a true and fair view of the consolidated financial position
of the Group and the financial position of the Company as at 31 December 2022 and of the consolidated financial
performance, consolidated changes in equity and consolidated cash flows of the Group and changes in equity of the
Company for the year ended on that date.

Basis for opinion

We conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section
of our report. We are independent of the Company in accordance with the Accounting and Corporate Regulatory
Authority (“ACRA”) Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA
Code”) together with the ethical requirements that are relevant to our audit of the financial statements in Singapore,
and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ACRA Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of higher significance in our audit
of the financial statements of the current period. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters. For each matter below, our description of how our audit addressed the matter is provided in that
context.

We have fulfilled our responsibilities described in the Auditor’s Responsibilities for the Audit of the Financial Statements
section of our report, including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond our assessment of the risks of material misstatement of the financial statements.
The results of our audit procedures, including the procedures performed to address the matters below, provide the
basis for our audit opinion on the accompanying financial statements.

Recoverability of trade receivables

As at 31 December 2022, the carrying amount of the Group’s trade receivables, net of allowance for expected credit
losses (“ECL”) of $409,083 amounted to $8,634,004, which represented 12% of its total assets.

Due to the inherent risk surrounding the industries which the Group operates in, there are increased risks in collection
of trade receivables. The Group determines the ECL of trade receivables by making debtor-specific assessment of
expected impairment loss for overdue trade receivables and using a provision matrix for remaining trade receivables
that is based on its historical credit loss experience, debtors’ ability to pay and forward-looking information specific
to the debtors and economic environment that the debtors’ operation is in. This assessment requires management
to exercise significant judgement. Accordingly, we determined this as a key audit matter.

47
Independent auditor’s report
For the financial year ended 31 December 2022
Independent auditor’s report to the members of Mooreast Holdings Ltd.

Key audit matters (cont’d)

Recoverability of trade receivables (cont’d)

Our audit procedures included, amongst others, obtaining an understanding of the Group’s processes and key
controls relating to the monitoring of trade receivables and considered their trade receivables ageing process
to identify collection risks. We reviewed the reasonableness of significant judgement used by the management
in assessing the recoverability of trade receivables and management’s assessment of the recoverability of long
outstanding and overdue trade receivables. We tested the reasonableness of management’s assumptions and
inputs used in the ECL model by comparing to historical credit loss rates, and reviewed data and information that
management has used, including consideration of forward-looking information based on specific economic data.
We checked the arithmetic accuracy of management’s computation of ECL. We reviewed the trade receivables
ageing analysis and checked to subsequent receipts from major debtors. We obtained documentary evidence,
representation and explanations from management to assess the recoverability of long outstanding debts, where
applicable. In addition, we reviewed the adequacy of the disclosures relating to impairment of trade receivables and
credit risk in Note 12 and Note 28(a) to the consolidated financial statements respectively.

Other information

Management is responsible for other information. The other information comprises the information included in the
annual report, but does not include the financial statements and our auditor’s report thereon.

Our opinion on the financial statements 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, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial statements 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.

Responsibilities of management and Directors for the financial statements

Management is responsible for the preparation of financial statements that give a true and fair view in accordance
with the provisions of the Act and SFRS(I), and for devising and maintaining a system of internal accounting
controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised
use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the
preparation of true and fair financial statements and to maintain accountability of assets.

In preparing the financial statements, management is responsible for assessing the Group’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 management either intends to liquidate the Group or to cease operations, or has no realistic
alternative but to do so.

The Directors’ responsibilities include overseeing the Group’s financial reporting process.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
SSAs 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.

48
 MOOREAST ANNUAL REPORT 2022

As part of an audit in accordance with SSAs, 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, 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 internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management.

• Conclude on the appropriateness of management’s 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 ability to continue as a going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements
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 auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and
whether the financial statements 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 consolidated financial statements. 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, related safeguards.

From the matters communicated with the Directors, we determine those matters that were of higher significance
in the audit of the financial statements of the current period and are therefore the key audit matters. We describe
these matters in our auditor’s 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.

Report on other legal and regulatory requirements

In our opinion, the accounting and other records required by the Act to be kept by the Company and by those
subsidiary corporations incorporated in Singapore of which we are the auditors have been properly kept in
accordance with the provisions of the Act.

The engagement partner on the audit resulting in this independent auditor’s report is Ng Boon Heng.

Ernst & Young LLP

Public Accountants and
Chartered Accountants

Singapore

27 March 2023

49
Consolidated statement of comprehensive income
For the financial year ended 31 December 2022

Group
2022 2021
Note $ $
Revenue 4 27,837,953 14,199,984
Cost of sales (16,973,814) (8,186,406)
Gross profit 10,864,139 6,013,578
Other items of income
Interest income 492,028 36,401
Other income 5 2,705,218 924,807
Other items of expense
Marketing and distribution (503,654) (195,202)
Administrative expenses (7,784,587) (6,816,076)
Interest expenses (1,772,647) (964,764)
Research and development expenses (857,880) −
Other expenses 5 (1,144,461) (1,107,785)
Profit/(loss) before tax 6 1,998,156 (2,109,041)
Income tax expense 9 (624,783) (187,316)
Profit/(loss) net of tax 1,373,373 (2,296,357)
Other comprehensive income:
Items that may be reclassified subsequently
to profit or loss
Foreign currency translation 68,988 39,752
Total comprehensive income for the
financial year attributable to shareholders
of the Company 1,442,361 (2,256,605)
Earnings per share attributable to ordinary
equity holders
Basic (cents) 8 0.53 (7)
Diluted (cents) 8 0.50 (7)

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

50
 MOOREAST ANNUAL REPORT 2022

Statements of financial position

As at 31 December 2022

Group Company
2022 2021 2022 2021
Assets Note $ $ $ $
Non-current assets
Right-of-use assets 16 31,659,485 33,098,422 − −
Plant and equipment 10 4,984,021 4,691,206 − −
Investment in subsidiaries 11 − – 10,587,175 10,587,175
Trade and other receivables 12 2,554,896 5,192,486 − −
39,198,402 42,982,114 10,587,175 10,587,175
Current assets
Inventories 13 6,264,583 8,609,437 − −
Trade and other receivables 12 6,641,776 3,428,178 1,578,097 44,572
Contract assets 4 2,017,795 50,778 − −
Prepaid operating expenses 1,637,510 794,059 26,033 26,584
Cash and bank balances 14 19,105,101 20,306,748 14,961,050 18,131,857
35,666,765 33,189,200 16,565,180 18,203,013
Total assets 74,865,167 76,171,314 27,152,355 28,790,188
Current liabilities
Trade and other payables 15 5,662,630 4,647,508 133,769 1,693,908
Amount due to a Director 15 − 2,000,000 − −
Contract liabilities 4 308,626 1,373,229 − −
Lease liabilities 16 884,298 712,508 − −
Income tax payable 1,052,912 355,368 − −
Loans and borrowings 17 1,059,322 1,172,341 − −
8,967,788 10,260,954 133,769 1,693,908
Net current assets 26,698,977 22,928,246 16,431,411 16,509,105
Non-current liabilities
Lease liabilities 16 9,964,984 10,674,567 − −
Deferred tax liabilities 19 581,498 704,626 − −
Provision for reinstatement 21 2,095,066 2,000,000 – −
Convertible notes 18 4,768,122 4,592,041 4,768,122 4,592,041
Loans and borrowings 17 25,258,765 26,152,543 − −
42,668,435 44,123,777 4,768,122 4,592,041
Total liabilities 51,636,223 54,384,731 4,901,891 6,285,949
Net assets 23,228,944 21,786,583 22,250,464 22,504,239

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

51
Statements of financial position
As at 31 December 2022

Group Company
2022 2021 2022 2021
Note $ $ $ $
Equity attributable to
shareholders of the Company
Share capital 20 23,635,984 23,635,984 23,635,984 23,635,984
Capital reserve 20 (9,587,174) (9,587,174) − −
Other reserve 18 407,204 407,204 407,204 407,204
Retained earnings/
(accumulated losses) 8,645,376 7,272,003 (1,792,724) (1,538,949)
Foreign currency
translation reserve 127,554 58,566 − −
Total equity 23,228,944 21,786,583 22,250,464 22,504,239
Total equity and liabilities 74,865,167 76,171,314 27,152,355 28,790,188

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

52
 MOOREAST ANNUAL REPORT 2022

Statements of changes in equity

For the financial year ended 31 December 2022

Retained Foreign
earnings/ currency
Capital (accumulated translation Total
Share capital reserve(1) Other reserve losses) reserve equity
$ $ $ $ $ $

Group (Note 20)

2022

Opening balance at 1 January 2022 23,635,984 (9,587,174) 407,204 7,272,003 58,566 21,786,583

Profit net of tax − − − 1,373,373 − 1,373,373

Foreign currency translation − − − − 68,988 68,988

Total comprehensive income for

the financial year − − − 1,373,373 68,988 1,442,361

Closing balance at
31 December 2022 23,635,984 (9,587,174) 407,204 8,645,376 127,554 23,228,944

2021

Opening balance at 1 January 2021 1,000,000 − − 24,568,360 18,814 25,587,174

Loss net of tax – − − (2,296,357) − (2,296,357)

Foreign currency translation – − − − 39,752 39,752

Total comprehensive income for

the financial year – − − (2,296,357) 39,752 (2,256,605)

Issuance of ordinary shares 23,202,153 − − − − 23,202,153

Issuance of convertible notes

(Note 18) – − 407,204 − − 407,204

Dividends on ordinary shares

(Note 22) – − − (15,000,000) − (15,000,000)

Share issuance expenses (Note 20) (566,169) − − − − (566,169)

Restructuring exercise (Note 20) – (9,587,174) − − − (9,587,174)

Closing balance
at 31 December 2021 23,635,984 (9,587,174) 407,204 7,272,003 58,566 21,786,583

(1) Capital reserve arose from restructuring exercise during financial year ended 2021.

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

53
Statements of changes in equity
For the financial year ended 31 December 2022

Share
capital Accumulated Other Total
$ losses reserve equity
Company (Note 20) $ $ $
2022
Opening balance as at 1 January 2022 23,635,984 (1,538,949) 407,204 22,504,239
Total comprehensive income
for the financial year – (253,775) – (253,775)
Closing balance at 31 December 2022 23,635,984 (1,792,724) 407,204 22,250,464

2021
Opening balance as at 8 June 2021
(date of incorporation) 1 – – 1
Total comprehensive income
for the financial year – (1,538,949) – (1,538,949)
Issuance of convertible notes (Note 18) – – 407,204 407,204
Issuance of new shares (Note 20) 24,202,152 – – 24,202,152
Share issuance expenses (Note 20) (566,169) – – (566,169)
Closing balance at 31 December 2021 23,635,984 (1,538,949) 407,204 22,504,239

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

54
 MOOREAST ANNUAL REPORT 2022

Consolidated cash flow statement

For the financial year ended 31 December 2022

2022 2021
Operating activities: $ $
Profit/(loss) before tax 1,998,156 (2,109,041)
Adjustments for:
Depreciation of plant and equipment 1,550,670 1,197,743
Depreciation of right-of-use assets 1,713,859 1,317,367
Gain on disposal of right-of-use assets – (15,130)
Gain on disposal of plant and equipment (1,331,211) (31,280)
Initial Public Offering (“IPO”) expenses – 1,270,973
Interest income (492,028) (36,401)
Interest expense 664,249 585,891
Interest expense on lease liabilities 482,317 264,801
Interest expense on convertible notes 626,081 114,072
Unrealised foreign exchange loss 67,420 258,671
Reversal of allowance for inventories obsolescence (13,594) (13,993)
Bad debts written off – 5,885
Allowance for expected credit losses 37,642 211,441
Operating cash flows before changes in working capital 5,303,561 3,020,999
Changes in working capital
Decrease/(increase) in inventories 2,358,448 (1,149,949)
(Increase)/decrease in trade and other receivables (2,304,503) 5,653,950
(Increase)/decrease in prepaid operating expenses (852,951) 91,986
(Decrease)/increase in trade and other payables (103,347) 1,213,615
Restricted cash (Note 14) (67,866) (38,845)
Cash flows from operations 4,333,342 8,791,756
Interest paid (1,349) (7,629)
Income tax paid (50,367) (865,674)
Net cash flows generated from operating activities 4,281,626 7,918,453
Investing activities
Purchase of plant and equipment (2,623,505) (1,912,559)
Purchase of right-of-use assets – (19,504,400)
Proceeds from disposal of plant and equipment 2,111,231 349,291
Interest received 159,853 36,401
Net cash flows used in investing activities (352,421) (21,031,267)
Financing activities
Interest paid on lease liabilities (482,317) (264,801)
Repayment of lease liabilities (803,215) (680,821)
Proceeds from loans and borrowings – 14,800,000
Interest paid on loans and borrowings (347,623) (84,476)
Repayment of loans and borrowings (1,083,300) (481,188)
IPO expenses paid – (1,837,142)
Amount due to a Director (2,000,000) –
Proceeds from issuance of convertible note – 5,000,000
Interest paid on convertible note (450,000) −
Proceeds from issuance of ordinary share – 13,547,000
Net cash flows (used in)/generated from financing activities (5,166,455) 29,998,572
Net (decrease)/increase in cash and cash equivalents (1,237,250) 16,885,758

Effect of exchange rate changes on cash and cash equivalents (32,263) 41,981

Cash and cash equivalents at 1 January 20,244,039 3,316,300

Cash and cash equivalents at 31 December (Note 14) 18,974,526 20,244,039

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

55
Notes to the financial statements
For the financial year ended 31 December 2022

1 Corporate information

Mooreast Holdings Ltd. (the “Company”) is a limited liability company incorporated and domiciled in Singapore
and is listed on the Catalist Board of Singapore Exchange Securities Trading Limited (“SGX-ST”). The immediate and
ultimate holding company is Feng Tai Investment Pte. Ltd., a private limited company incorporated in Singapore.

The registered office and principal place of business of the Company is located at 51 Shipyard Road, Mooreast
Offshore Base, Singapore 628139.

The principal activity of the Company is that of investment holding. The principal activities of the subsidiaries are
disclosed in Note 11 to the financial statements.

2 Summary of significant accounting policies

2.1 Basis of preparation

The consolidated financial statements of the Group and the statement of financial position and statement
of changes in equity of the Company have been prepared in accordance with Singapore Financial Reporting
Standards (International) (“SFRS(I)”).

The consolidated financial statements have been prepared on a historical cost basis except as disclosed in the
accounting policies below.

The consolidated financial statements are presented in Singapore dollars (“SGD” or “$”), which is also the
functional currency of the Company, except when otherwise indicated.

The Group has prepared the financial statements on the basis that it will continue to operate as a going concern.

2.2 Changes in accounting policies

The accounting policies adopted are consistent with those of the previous financial year except in the current
financial year, the Group has adopted all the new and revised standards which are effective for annual financial
periods beginning on or after 1 January 2022. The adoption of these standards did not have any material effect on
the financial performance or position of the Group and the Company.

2.3 Standards issued but not yet effective

The Group has not adopted the following standard and amendments applicable to the Group that have been
issued but not yet effective:

Effective for annual periods

Description beginning on or after
Amendments to SFRS(I) 1-1 and SFRS(I) Practice Statement 2: 1 January 2023
Disclosure of Accounting Policies
Amendments to SFRS(I) 1-8: Definition of Accounting Estimates 1 January 2023
Amendments to SFRS(I) 1-12: Deferred Tax related to Assets 1 January 2023
and Liabilities arising from a Single Transaction
Amendments to SFRS(I) 1-1: Classification of Liabilities as Current 1 January 2024
or Non-current
Amendments to SFRS(I) 1-1: Non-current Liabilities with Covenants 1 January 2024
Amendments to SFRS(I) 16: Lease Liability in a Sale and Leaseback 1 January 2024

The Directors expect that the adoption of the standards and amendments above will have no material impact on
the financial statements in the period of initial application.

56
 MOOREAST ANNUAL REPORT 2022

2 Summary of significant accounting policies (cont’d)

2.4 Basis of consolidation and business combinations

(a) Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiaries
as at the end of the reporting period. Control is achieved when the Group is exposed, or has rights, to variable
returns from its involvement with the investee and has the ability to affect those returns through its power
over the investee. Specifically, the Group controls an investee if, and only if, the Group has:

• Power over the investee

(i.e., existing rights that give it the current ability to direct the relevant activities of the investee);

• Exposure, or rights, to variable returns from its involvement with the investee; and

• The ability to use its power over the investee to affect its returns.

Generally, there is a presumption that a majority of voting rights results in control. To support this presumption
and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers
all relevant facts and circumstances in assessing whether it has power over an investee, including:

• The contractual arrangement(s) with the other vote holders of the investee;

• Rights arising from other contractual arrangements; and

• The Group’s voting rights and potential voting rights.

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the
Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets,
liabilities, income and expenses of a subsidiary acquired or disposed of during the year are included in the
consolidated financial statements from the date the Group gains control until the date the Group ceases to
control the subsidiary.

Profit or loss and each component of other comprehensive income (“OCI”) are attributed to the equity holders
of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling
interests having a deficit balance.

When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting
policies in line with the Group’s accounting policies. All intra-group assets and liabilities, equity, income,
expenses and cash flows relating to transactions between members of the Group are eliminated in full on
consolidation.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction.

If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities,
non-controlling interest and other components of equity, while any resultant gain or loss is recognised in
profit or loss. Any investment retained is recognised at fair value.

57
Notes to the financial statements
For the financial year ended 31 December 2022

2 Summary of significant accounting policies (cont’d)

2.4 Basis of consolidation and business combinations (cont’d)

(b) Business combinations and goodwill

Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured
as the aggregate of the consideration transferred, which is measured at acquisition date fair value, and the
amount of any non-controlling interests in the acquiree. For each business combination, the Group elects
whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share
of the acquiree’s identifiable net assets. Acquisition-related costs are expensed as incurred and included in
administrative expenses.

The Group determines that it has acquired a business when the acquired set of activities and assets include
an input and a substantive process that together significantly contribute to the ability to create outputs.
The acquired process is considered substantive if it is critical to the ability to continue producing outputs,
and the inputs acquired include an organised workforce with the necessary skills, knowledge, or experience
to perform that process or it significantly contributes to the ability to continue producing outputs and is
considered unique or scare or cannot be replaced without significant cost, effort or delay in the ability to
continue producing outputs.

When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and
pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host
contracts by the acquiree.

Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the
acquisition date. Contingent consideration classified as equity is not remeasured and its subsequent
settlement is accounted for within equity. Contingent consideration classified as an asset or liability that is a
financial instrument and within the scope of SFRS(I) 9 Financial Instruments, is measured at fair value with
the changes in fair value recognised in the statement of profit or loss in accordance with SFRS(I) 9. Other
contingent consideration that is not within the scope of SFRS(I) 9 is measured at fair value at each reporting
date with changes in fair value recognised in profit or loss.

Goodwill is initially measured at cost (being the excess of the aggregate of the consideration transferred and
the amount recognised for non-controlling interests and any previous interest held over the net identifiable
assets acquired and liabilities assumed). If the fair value of the net assets acquired is in excess of the aggregate
consideration transferred, the Group re-assesses whether it has correctly identified all of the assets acquired
and all of the liabilities assumed and reviews the procedures used to measure the amounts to be recognised
at the acquisition date. If the reassessment still results in an excess of the fair value of net assets acquired over
the aggregate consideration transferred, then the gain is recognised in profit or loss.

After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose
of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to
each of the Group’s cash-generating units that are expected to benefit from the combination, irrespective of
whether other assets or liabilities of the acquiree are assigned to those units.

Where goodwill has been allocated to a cash-generating unit (“CGU”) and part of the operation within that unit
is disposed of, the goodwill associated with the disposed operation is included in the carrying amount of the
operation when determining the gain or loss on disposal. Goodwill disposed in these circumstances is measured
based on the relative values of the disposed operation and the portion of the cash-generating unit retained.

2.5 Foreign currency

The Group’s consolidated financial statements are presented in Singapore Dollars, which is also the Company’s
functional currency. For each entity, the Group determines the functional currency and items included in the
financial statements of each entity are measured using that functional currency.

58
 MOOREAST ANNUAL REPORT 2022

2 Summary of significant accounting policies (cont’d)

2.5 Foreign currency (cont’d)

(a) Transactions and balances

Transactions in foreign currencies are initially recorded by the Group’s entities at their respective functional
currency spot rates at the date the transaction first qualifies for recognition. Monetary assets and liabilities
denominated in foreign currencies are translated at the functional currency spot rates of exchange at the
reporting date. Non-monetary items that are measured in terms of historical cost in a foreign currency are
translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured
at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is
determined.

Differences arising on the settlement or translation of monetary items are recognised in the profit or loss
with the exception of monetary items that are designated as part of the hedge of the Group’s net investment
in a foreign operation. These are recognised in OCI until the net investment is disposed of, at which time,
the cumulative amount is reclassified to profit or loss. Tax charges and credits attributable to exchange
differences on those monetary items are also recognised in OCI.

(b) Consolidated financial statements

On consolidation, the assets and liabilities of foreign operations are translated into SGD at the rate of exchange
prevailing at the reporting date and their statements profit or loss are translated at the exchange rates
prevailing at the date of the transactions. The exchange differences arising on the translation for consolidation
are recognised in OCI. On disposal of a foreign operation, the component of OCI relating to that particular
foreign operation is reclassified to profit or loss.

2.6 Plant and equipment

All items of plant and equipment are initially recorded at cost. Subsequent to recognition, plant and equipment
are measured at cost less accumulated depreciation and any accumulated impairment losses. The cost of
plant and equipment includes its purchase price and any costs directly attributable to bringing the asset to the
location and condition necessary for it to be capable of operating in the manner intended by management.
Dismantlement, removal or restoration costs are included as part of the cost of plant and equipment if the
obligation for dismantlement, removal or restoration is incurred as a consequence of acquiring or using the plant
and equipment.

Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:

Motor vehicles 6 years

Furniture and fittings 3 years

Workshop and office equipment 3 to 15 years

Computers and software 3 years

Renovation 3 to 10 years

Rental equipment 3 to 10 years

Fully depreciated assets still in use are retained in the financial statements until they are no longer in use and no
further charge for depreciation is made in respect of these assets.

The carrying values of plant and equipment are reviewed for impairment when events or changes in circumstances
indicate that the carrying value may not be recoverable.

The residual values, useful life and depreciation method are reviewed at each financial year-end, and adjusted
prospectively, if appropriate.

An item of plant and equipment is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal. Any gain or loss arising on derecognition of the asset is included in profit or
loss in the financial year the asset is derecognised.

59
Notes to the financial statements
For the financial year ended 31 December 2022

2 Summary of significant accounting policies (cont’d)

2.7 Leases

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys
the right to control the use of an identified asset for a period of time in exchange for consideration.

Group as a lessee

The Group applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use
assets representing the right to use the underlying assets.

(i) Rights-of-use assets

The Group recognises right-of-use assets at the initial application or commencement date of the lease (i.e., the
date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of
right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease
payments made at or before the commencement date less any lease incentives received. Right-of-use assets
are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the
assets, as follows:

Leasehold property The lower of remaining lease period and 22 years

Motor vehicles 5 years

Workshop equipment 3 to 20 years

Software 3 years

If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects the
exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. The right-
of-use assets are also subject to impairment. Refer to the accounting policies in Note 2.8.

(ii) Lease liabilities

At the initial application or commencement date of the lease, the Group recognises lease liabilities measured
at the present value of lease payments to be made over the lease term. The lease payments include fixed
payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments
that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The
lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the
Group and payments of penalties for terminating the lease, if the lease term reflects the Group exercising
the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as
expenses (unless they are incurred to produce inventories) in the period in which the event or condition that
triggers the payment occurs.

In calculating the present value of lease payments, the Group uses its incremental borrowing rate at initial
application or lease commencement date because the interest rate implicit in the lease is not readily
determinable. After the commencement date, the amount of lease liabilities is increased to reflect the
accretion of interest and reduced for the lease payments made.

In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the
lease term, a change in the lease payments (e.g., changes to future payments resulting from a change in an
index or rate used to determine such lease payments) or a change in the assessment of an option to purchase
the underlying asset.

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 MOOREAST ANNUAL REPORT 2022

2 Summary of significant accounting policies (cont’d)

2.7 Leases (cont’d)

Group as a lessee (cont’d)

(iii) Short-term leases and leases of low-value assets

The Group applies the short-term lease recognition exemption to its short-term leases of machinery and
equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and
do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases
of office equipment that are considered to be low value. Lease payments on short-term leases and leases of
low value assets are recognised as expense on a straight-line basis over the lease term.

Group as a lessor

Leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of an
asset are classified as operating leases. Rental income arising is accounted for on a straight-line basis over the
lease terms and is included in revenue in the statement of profit or loss due to its operating nature. 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.

2.8 Impairment of non-financial assets

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any
indication exists, or when an annual impairment testing for an asset is required, the Group estimates the asset’s
recoverable amount.

An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs of disposal
and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that
are largely independent of those from other assets or group of assets. Where the carrying amount of an asset or
cash-generating unit exceeds its recoverable amount, the asset is considered impaired and is written down to its
recoverable amount.

Impairment losses of continuing operations are recognised in profit or loss, except for assets that are previously
revalued where the revaluation was taken to OCI. In this case, the impairment is also recognised in OCI up to the
amount of any previous revaluation.

A previously recognised impairment loss is reversed only if there has been a change in the assumptions used to
determine the asset’s 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, had no impairment loss been recognised previously. Such
reversal is recognised in profit or loss unless the asset is carried at a revalued amount, in which case the reversal
is treated as a revaluation increase.

2.9 Subsidiaries

A subsidiary is an investee that is controlled by the Group. The Group controls an investee when it is exposed, or
has rights, to variable returns from its involvement with the investee and has the ability to affect those returns
through its power over the investee.

In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost less
impairment losses.

2.10 Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or
equity instrument of another entity.

(a) Financial assets

Initial recognition and measurement

Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value
through OCI, and fair value through profit or loss.

61
Notes to the financial statements
For the financial year ended 31 December 2022

2 Summary of significant accounting policies (cont’d)

2.10 Financial instruments (cont’d)

(a) Financial assets (cont’d)

Initial recognition and measurement (cont’d)

The classification of financial assets at initial recognition depends on the financial asset’s contractual
cash flow characteristics and the Group’s business model for managing them. With the exception of trade
receivables that do not contain a significant financing component or for which the Group has applied
the practical expedient, the Group initially measures a financial asset at its fair value plus, in the case of a
financial asset not at fair value through profit or loss, transaction costs. Trade receivables that do not contain
a significant financing component or for which the Group has applied the practical expedient are measured
at the transaction price.

In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it
needs to give rise to cash flows that are ‘solely payments of principal and interest’ (“SPPI”) on the principal
amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level.
Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or
loss, irrespective of the business model.

The Group’s business model for managing financial assets refers to how it manages its financial assets in
order to generate cash flows. The business model determines whether cash flows will result from collecting
contractual cash flows, selling the financial assets, or both. Financial assets classified and measured at
amortised cost are held within a business model with the objective to hold financial assets in order to collect
contractual cash flows while financial assets classified and measured at fair value through OCI are held within
a business model with the objective of both holding to collect contractual cash flows and selling.

Purchases or sales of financial assets that require delivery of assets within a time frame established by
regulation or convention in the market place (regular way trades) are recognised on the trade date (i.e., the
date that the Group commits to purchase or sell the asset).

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in four categories:

• Financial assets at amortised cost (debt instruments);

• Financial assets at fair value through OCI with recycling of cumulative gains and losses (debt instruments);

• Financial assets designated at fair value through OCI with no recycling of cumulative gains
and losses upon derecognition (equity instruments); or

• Financial assets at fair value through profit or loss.

The Group has no financial assets carried at fair value through OCI for both debt and equity instruments, and
no financial assets carried at fair value through profit or loss.

Financial assets at amortised cost (debt instruments)

The Group measures 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

• That 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 rate (“EIR”)
method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is
derecognised, modified or impaired.

The Group’s financial assets at amortised cost includes trade and other receivables and cash and bank
balances.

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 MOOREAST ANNUAL REPORT 2022

2 Summary of significant accounting policies (cont’d)

2.10 Financial instruments (cont’d)

(a) Financial assets (cont’d)

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets)
is primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:

• The rights to receive cash flows from the asset have expired; or

• The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay
the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement;
and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group
has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred
control of the asset.

When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-
through arrangement, it evaluates if, and to what extent, it has retained the risks and rewards of ownership.

When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor
transferred control of the asset, the Group continues to recognise the transferred asset to the extent of its
continuing involvement. In that case, the Group also recognises an associated liability. The transferred asset
and the associated liability are measured on a basis that reflects the rights and obligations that the Group has
retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the
lower of the original carrying amount of the asset and the maximum amount of consideration that the
Group could be required to repay. 

(b) Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss,
loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as
appropriate.

All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and
payables, net of directly attributable transaction costs.

The Group’s financial liabilities include trade and other payables, convertible notes, lease liabilities and loans
and borrowings.

Subsequent measurement

For purposes of subsequent measurement, financial liabilities are classified in two categories:

• Financial liabilities at fair value through profit or loss; or

• Financial liabilities at amortised cost.

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial
liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing
in the near term. This category also includes derivative financial instruments entered into by the Group
that are not designated as hedging instruments in hedge relationships as defined by SFRS(I) 9. Separated
embedded derivatives are also classified as held for trading unless they are designated as effective hedging
instruments.

Gains or losses on liabilities held for trading are recognised in the statement of profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at
the initial date of recognition, and only if the criteria in SFRS(I) 9 are satisfied. The Group has not designated
any financial liability as at fair value through profit or loss.

Financial liabilities at amortised cost (loans and borrowings)

63
Notes to the financial statements
For the financial year ended 31 December 2022

2 Summary of significant accounting policies (cont’d)

2.10 Financial instruments (cont’d)

(b) Financial liabilities (cont’d)

Subsequent measurement (cont’d)

Financial liabilities at amortised cost (loans and borrowings) (cont’d)

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or
costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement
of profit or loss.

This category generally applies to loans and borrowings (Note 17).

Derecognition

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 the derecognition of the original liability and the recognition of a new liability. The difference in
the respective carrying amounts is recognised in the statement of profit or loss.

(c) Offsetting of financial instruments

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

2.11 Convertible notes

Compound financial instruments issued by the Group comprise convertible notes denominated in Singapore
dollars that can either be converted to ordinary shares or to be repaid in cash at any time on or after maturity at
a 20% premium.

The host debt component of a compound financial instrument is initially recognised at the fair value of a similar
liability that does not have an equity conversion option. The equity component is initially recognised at the
difference between the fair value of the compound financial instrument as a whole and the fair value of the
liability component.

Interest related to the financial liability is recognised in profit or loss.

Subsequent to initial recognition, the liability component of a compound financial instrument is measured at
amortised cost using the effective interest method. The equity component of a compound financial instrument
is not remeasured.

2.12 Impairment of financial assets

The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair
value through profit or loss and financial guarantee contracts. 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 expects to
receive, discounted at an approximation of the original effective interest rate.

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 recognised for credit losses expected
over the remaining life of the exposure, irrespective of timing of the default (a lifetime ECL).

For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does
not track changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting
date. The Group has 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.

The Group considers a financial asset in default when contractual payments are 90 days past due. However, in
certain cases, the Group may also consider a financial asset to be in default when internal or external information
indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into
account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable
expectation of recovering the contractual cash flows.

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 MOOREAST ANNUAL REPORT 2022

2 Summary of significant accounting policies (cont’d)

2.13 Cash and bank balances

Cash and bank balances comprise cash at bank and on hand and demand deposits that are readily convertible
to known amounts of cash and which are subject to an insignificant risk of changes in value.

2.14 Inventories

Inventories are stated at the lower of cost and net realisable value. Costs incurred in bringing the inventories to
their present location and condition are accounted for, as follows:

• Raw materials: purchase cost on a first-in-first-out basis

• Finished goods and work in progress: cost of direct materials and labour and a proportion of manufacturing
overheads based on the normal operating capacity, but excluding borrowing costs

Where necessary, allowance is provided for damaged, obsolete and slow moving items to adjust the carrying
value of inventories to the lower of cost and net realisable value.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of
completion and the estimated costs necessary to make the sale.

2.15 Provisions

General

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past
event, 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.

Provision for reinstatement

The Group recognised a provision for reinstatement cost when there is obligation to restore the property,
plant and equipment to its original condition upon termination of the contract leases. The reinstatement cost
is estimated when modifications are performed on the properties, based on quotation from contractor. The
provision for reinstatement cost is reviewed annually and adjusted as appropriate.

2.16 Employee benefits

(a) Defined contribution plans

The Group participates in the national pension schemes as defined by the laws of the countries in which it has
operations. In particular, the Singapore company in the Group makes contributions to the Central Provident
Fund scheme in Singapore, a defined contribution pension scheme. Contributions to defined contribution
pension schemes are recognised as an expense in the period in which the related service is performed.

(b) Employee leave entitlement

Employee entitlements to annual leave are recognised as a liability when they are accrued to the employees.
The undiscounted liability for leave expected to be settled wholly before twelve months after the end of the
reporting period is recognised for services rendered by employees up to the end of the reporting period.

2.17 Revenue recognition

Revenue is measured based on the consideration to which the Group expects to be entitled in exchange for
transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties.

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

65
Notes to the financial statements
For the financial year ended 31 December 2022

2 Summary of significant accounting policies (cont’d)

2.17 Revenue recognition (cont’d)

(a) Sales of goods

Revenue is recognised when the goods are delivered to the customer and all criteria for acceptance have
been satisfied. The amount of revenue recognised is based on the contracted price per the purchase order.

(b) Rendering of services

Revenue from operator services, and repair and maintenance are recognised upon satisfaction of performance
obligation when services are rendered to customers over time.

(c) Rental income

Rental income arising from operating leases on rental equipment is recognised over time on a straight-line
basis over the lease term.

2.18 Interest income

Interest income is recognised in the consolidated statement of comprehensive income for all interest-bearing
financial instruments using the effective interest method.

2.19 Taxes

(a) Current income tax

Current income tax assets and liabilities for the current and prior periods are measured at the amount
expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute
the amount are those that are enacted or substantively enacted at the end of the reporting period, in the
countries where the Group operates and generates taxable income.

Current income taxes are recognised in profit or loss except to the extent that the tax relates to items
recognised outside profit or loss, either in OCI or directly in equity. Management periodically evaluates
positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to
interpretation and establishes provisions where appropriate.

(b) Deferred tax

Deferred tax is provided using the liability method on temporary differences at the end of the reporting
period between the tax bases of assets and liabilities and their carrying amounts for financial reporting
purposes.

Deferred tax liabilities are recognised for all temporary differences, except:

- Where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in
a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; and
- In respect of taxable temporary differences associated with investments in subsidiaries, where the timing
of the reversal of the temporary differences can be controlled and it is probable that the temporary
differences will not reverse in the foreseeable future.

Deferred tax assets are recognised for all deductible temporary differences, the carry forward of unused tax
credits and unused tax losses, to the extent that it is probable that taxable profit will be available against
which the deductible temporary differences, and the carry forward of unused tax credits and unused tax
losses can be utilised except:

- Where the deferred tax asset relating to the deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time of the
transaction, affects neither the accounting profit nor taxable profit or loss; and
- In respect of deductible temporary differences associated with investments in subsidiaries, deferred tax
assets are recognised only to the extent that it is probable that the temporary differences will reverse in
the foreseeable future and taxable profit will be available against which the temporary differences can be
utilised.

66
 MOOREAST ANNUAL REPORT 2022

2 Summary of significant accounting policies (cont’d)

2.19 Taxes (cont’d)

(b) Deferred tax (cont’d)

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced
to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part
of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at the end of each
reporting period and are recognised to the extent that it has become probable that future taxable profit will
allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
substantively enacted at the end of each reporting period.

Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred
tax items are recognised in correlation to the underlying transaction either in OCI or directly in equity and
deferred tax arising from a business combination is adjusted against goodwill on acquisition.

The Group offsets deferred tax assets and deferred tax liabilities if and only if it has a legally enforceable right
to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities
relate to income taxes levied by the same taxation authority on either the same taxable entity or different
taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realise the
assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred
tax liabilities or assets are expected to be settled or recovered.

(c) Sales tax

Revenues, expenses and assets are recognised net of the amount of sales tax except:

- Where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation
authority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as part
of the expense item as applicable; and

- Receivables and payables that are stated with the amount of sales tax included.

The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of
receivables or payables in the statement of financial position.

2.20 Government grants

Government grants are recognised where there is reasonable assurance that the grant will be received and
all attached conditions will be complied with. When the grant relates to an expense item, it is recognised as
income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are
expensed. When the grant relates to an asset, it is recognised as income in equal amounts over the expected
useful life of the related asset.

When the Group receives grants of non-monetary assets, the asset and the grant are recorded at nominal
amounts and released to profit or loss over the expected useful life of the asset, based on the pattern of
consumption of the benefits of the underlying asset by equal annual instalments.

2.21 Share capital and share issue expenses

Proceeds from issuance of ordinary shares are recognised as share capital in equity. Incremental costs directly
attributable to the issuance of ordinary shares are deducted against share capital.

2.22 Earnings per share

The Group presents basic and diluted earnings per share data for its ordinary shares. Basic earnings per share is
calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted
average number of ordinary shares outstanding during the year, adjusted for own shares held. Diluted earnings
per share is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted
average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive
potential ordinary shares.

2.23 Borrowing costs

All borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying
asset are recognised in profit or loss in the period in which they are incurred.

67
Notes to the financial statements
For the financial year ended 31 December 2022

2 Summary of significant accounting policies (cont’d)

2.24 Contingencies

A contingent liability is:

(a) a possible obligation that arises 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
Group; or

(b) a present obligation that arises from past events but is not recognised because:

(i) It is not probable that an outflow of resources embodying economic benefits will be required to settle the
obligation; or

(ii) The amount of the obligation cannot be measured with sufficient reliability.

A contingent asset is a possible asset that arises 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 Group.

Contingent liabilities and assets are not recognised on the balance sheet of the Group, except for contingent
liabilities assumed in a business combination that are present obligations and which the fair values can be
reliably determined.

2.25 Related parties

A related party is defined as follows:

(a) A person or a close member of that person’s family is related to the Group and Company if that person; or

(i) Has control or joint control over the Company;

(ii) Has significant influence over the Company; or

(iii) Is a member of the Key Management Personnel of the Group or Company or of a parent of the Company.

(b) An entity is related to the Group and the Company if any of the following conditions applies; or

(i) The entity and the Company are members of the same group (which means that each parent, subsidiary
and fellow subsidiary is related to the others);

(ii) One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member
of a group of which the other entity is a member).

(iii) Both entities are joint ventures of the same third party.

(iv) One entity is a joint venture of a third entity and the other entity is an associate of the third entity.

(v) The entity is a post-employment benefit plan for the benefit of employees of either the Company or an
entity related to the Company. If the Company is itself such a plan, the sponsoring employers are also
related to the Company.

(vi) The entity is controlled or jointly controlled by a person identified in (a).

(vii) A person identified in (a) (i) has significant influence over the entity or is a member of the Key Management
Personnel of the entity (or of a parent of the entity).

3 Significant accounting judgements and estimates

The preparation of the Group’s financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts of the revenues, expenses, assets and liabilities, and the disclosure
of contingent liabilities at the end of reporting period. 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 periods.

68
 MOOREAST ANNUAL REPORT 2022

3 Significant accounting judgements and estimates (cont’d)

3.1 Judgements made in applying accounting policies

Management is of the opinion that there were no significant judgements made in applying the accounting
policies in the consolidated financial statements.

3.2 Key sources of estimation uncertainty

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date,
that have a significant risk of causing material adjustment to the carrying amounts of assets and liabilities within
the next financial year, are described below. The Group based its assumptions and estimates on parameters
available when the consolidated financial statements were prepared. Existing circumstances and assumptions
about future developments, however, may change due to market changes or circumstances arising beyond the
control of the Group. Such changes are reflected in the assumptions when they occur.

(a) Useful lives and residual value of rental equipment

The cost of rental equipment is depreciated on a straight-line basis over their estimated economic useful
lives. The Group reviews the estimated useful lives and residual value of its rental equipment at the start of
each reporting period. In determining the residual values and useful lives of rental equipment, management
considers factors such as market prices of used rental equipment, expected usage levels, maintenance
and repair cost, technical or commercial obsolescence. Changes in these factors could potentially impact
the economic useful lives and residual value of these assets, and thereby resulting in changes in future
depreciation charges. Such changes are accounted for prospectively.

The carrying amounts of the Group’s rental equipment at the end of the reporting period are disclosed in Note
10 of the financial statements.

(b) Impairment of investment in subsidiaries

The Company assesses at the end of each reporting period whether there is any objective evidence that the
investments in subsidiaries are impaired. Management considers factors such as the historical and current
performances, estimated value and probability of future cash flows.

When value in use calculations are undertaken, management must estimate the expected future cash flows
from the subsidiaries using suitable discount rates to calculate the present value of those cash flows. The
carrying amount of the Company’s investments in subsidiaries at the reporting date are disclosed in Note 11.

(c) Allowance for expected credit losses of trade and other receivables

The Group uses a provision matrix to calculate ECLs for trade and other receivables. The provision rates are
based on days past due for groupings of various customer segments that have similar loss patterns.

The provision matrix is initially based on the Group’s historical observed default rates. The Group will calibrate
the matrix to adjust historical credit loss experience with forward-looking information. At every reporting date,
historical default rates are updated and changes in the forward-looking estimates are analysed.

The assessment of the correlation between historical observed default rates, forecast economic conditions
and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast
economic conditions. The Group’s historical credit loss experience and forecast of economic conditions may
also not be representative of customer’s actual default in the future. The carrying amount of the Group’s trade
and other receivables and information about the ECL are disclosed in Note 12 and Note 28(a).

(d) Allowance for slow-moving and obsolete inventories

The Group carries out inventories review on a product-by-product basis to determine the allowance for slow-
moving and inventories obsolescence and whether inventories are stated at the lower of cost and net realisable
value. For the purpose of determining whether inventories are stated at the lower of cost and net realisable
value, management’s estimates of the net realisable value of the inventories at the end of the reporting period
are based primarily on the latest selling prices and the market conditions. The carrying amount of the Group’s
inventories stated at net realisable value at the end of the reporting period is disclosed in Note 13.

(e) Leases – Estimating the incremental borrowing rate

The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental
borrowing rate (“IBR”) to measure lease liabilities. The IBR is the rate of interest that the Group would have to
pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar
value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Group
‘would have to pay’, which requires estimation 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 IBR using observable inputs
(such as market interest rates) when available and makes certain adjustments for entity-specific estimates.

69
Notes to the financial statements
For the financial year ended 31 December 2022

4 Revenue

(a) Disaggregation of revenue

Group
2022 2021
$ $
Sale of goods 15,905,160 7,921,682

Rental of equipment 4,039,955 4,826,110

Services rendered 7,892,838 1,452,192
27,837,953 14,199,984
Timing of transfer of goods or services
At a point in time 12,121,285 7,921,682
Over time 15,716,668 6,278,302
27,837,953 14,199,984

(b) Contract assets and liabilities

Information about trade receivables, contract assets and contract liabilities from contracts with customers
are disclosed as follows:

Group
31 December 31 December 1 January
2022 2021 2021
$ $ $
Receivables from contracts with customers 8,634,004 5,190,525 8,220,778
Contract assets 2,017,795 50,778 60,934
Contract liabilities 308,626 1,373,229 546,853

Contract assets primarily relate to the Group’s right to consideration for goods or services provided but not yet
billed at reporting date. They are transferred to receivables when the rights became unconditional.

Contract liabilities primarily relate to the Group’s obligation to transfer goods or services to customers for
which the Group has received advances from customers. Contract liabilities are recognised as revenue as the
Group performs under the contract.

Significant changes in contract liabilities are explained as follows:

Group
2022 2021
$ $
Revenue recognised that was included in the contract liabilities balance
at the beginning of the year 1,317,499 157,138

70
 MOOREAST ANNUAL REPORT 2022

5 Other income/(expenses)

Group
2022 2021
$ $
Gain on disposal of right-of-use assets – 15,130
Gain on disposal of plant and equipment 1,331,211 31,280
Gain on foreign exchange – 63,530
Sales of scrap metal 202,420 180,331
Government grants 1,138,710 553,679
Reversal of allowance for inventories obsolescence 13,594 13,993
Others 19,283 66,864
Other income 2,705,218 924,807

Legal and other professional fees (472,506) (585,974)

Allowance for expected credit losses (Note 12) (37,642) (211,441)
Property tax (502,136) (143,806)
Donations (10,307) (67,092)
Bad debts written off – (5,885)
Others (121,870) (93,587)
Other expenses (1,144,461) (1,107,785)

Government grants received in current year mainly relate to cash grants received from the government in
Singapore to support high-growth companies raising capital in public equity market and to support companies
to develop innovative technology and products.

6 Profit/(loss) before tax

The following items have been included in arriving at profit/(loss) before tax:

Group
2022 2021
$ $
Inventories recognised as an expense in cost of sales (Note 13) 10,946,149 5,617,250
IPO expenses – 1,270,973
Staff costs (Note 7) 5,106,677 3,172,349
Transport expenses 440,847 149,392
Depreciation of plant and equipment (Note 10) 1,550,670 1,197,743
Depreciation of right-of-use assets (Note 16) 1,713,859 1,317,367
Reversal of allowance for inventories obsolescence (Note 13) (13,594) (13,993)
Interest expenses:
- Lease liabilities (Note 16) 482,317 264,801
- Loans and borrowings (Note 17) 424,126 90,548
- Convertible notes (Note 18) 626,081 114,072
- Significant financing component from contract with customers 143,708 487,714

71
Notes to the financial statements
For the financial year ended 31 December 2022

7 Staff costs

Group
2022 2021
$ $
Salaries and bonuses 3,967,171 2,499,194
CPF contributions 373,364 267,123
Others 766,142 406,032
5,106,677 3,172,349

Included in staff costs are Key Management Personnel remuneration, as disclosed in Note 23 to the financial
statements.

8 Earnings per share

Basic earnings per share are calculated by dividing profit for the financial year, net of tax, attributable to
shareholders of the Company by the weighted average number of ordinary shares outstanding during the
financial year.

Diluted earnings per share are calculated by dividing profit for the financial year, net of tax, attributable to
shareholders of the Company by the weighted average number of ordinary shares outstanding during the financial
year plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive
potential ordinary shares into ordinary shares. In prior year, diluted earnings per share is the same as basic earnings
per share as the effect of conversion of the conversion of the convertible notes is anti-dilutive.

The following table reflects the profit and share data used in the computation of basic and diluted earnings per
share for the years ended 31 December:

2022 2021
$ $
Profit/(loss) for the financial year attributable to ordinary equity holders
for basic and diluted earnings 1,373,373 (2,296,357)

No. of shares No. of shares

Weighted average number of ordinary shares for basic EPS 259,000,000 34,122,019
Weighted average number of ordinary shares for diluted EPS 276,482,517 51,604,536

*As the Company was only incorporated on 8 June 2021, for the purpose of comparison, the basic and diluted
earnings per share have been computed based on weighted-average number of ordinary shares for the 12-month
period ended 31 December 2021.

72
 MOOREAST ANNUAL REPORT 2022

9 Income tax expense

Major components of income tax expense

The major components of income tax expense for the financial years ended 31 December 2022 and 2021 are:

Group
2022 2021
$ $
Current income tax:
- Current year 807,863 267,386
- Over provision in respect of prior year (59,952) (20,474)
747,911 246,912

Deferred tax:

- Origination and reversal of temporary differences (123,128) (98,096)

- Under provision in respect of prior year − 38,500
(123,128) (59,596)
Income tax expense recognised in profit or loss 624,783 187,316

Relationship between tax expense and accounting profit/(loss)

A reconciliation between tax expense and the product of accounting profit/(loss) multiplied by the applicable
corporate tax rate for the financial years ended 31 December 2022 and 2021 are as follows:

Group
2022 2021
$ $
Profit/(loss) before tax 1,998,156 (2,109,041)
Tax at statutory rate of 17% (2021: 17%) 339,687 (358,537)
Non-deductible expenses 451,078 459,984
Income not subject to tax (140,903) (58,200)
Deferred tax assets not recognised 37,545 190,281
Utilisation of previously unrecognised tax losses (13,010) −
Effect of partial tax exemption and tax relief (17,425) (18,312)
(Over)/under provision in respect of previous year (59,952) 18,026
Effects of higher tax rates in Netherlands and Scotland (5,420) (46,312)
Others 33,183 386
Income tax expense recognised in profit or loss 624,783 187,316

As at 31 December 2022, the Group has unutilised tax losses of approximately $1,018,000 (2021: $921,000) available
for offset against future taxable profits, for which no deferred tax asset is recognised due to uncertainly of its
recoverability. The use of these tax losses is subject to agreement of the tax authority and compliance with the
relevant provisions of the respective countries’ Corporate Income Tax Act.

73
Notes to the financial statements
For the financial year ended 31 December 2022

10 Plant and equipment

Workshop
Motor Furniture and office Computers Rental
vehicles and fittings equipment and software Renovation equipment Total
Group $ $ $ $ $ $ $

Cost:

At 1 January 2021 339,683 25,645 2,842,998 389,956 1,152,372 8,576,137 13,326,791

Additions 226,500 60,866 172,420 48,992 861,928 541,853 1,912,559

Disposals – (14,485) (662,021) (97,418) (1,431,153) (158,893) (2,363,970)

At 31 December 2021
and 1 January 2022 566,183 72,026 2,353,397 341,530 583,147 8,959,097 12,875,380

Additions 192,800 – 813,477 247,233 167,424 1,202,571 2,623,505

Disposals (237,328) – – – – (2,160,578) (2,397,906)

At 31 December 2022 521,655 72,026 3,166,874 588,763 750,571 8,001,090 13,100,979

ACcumulated depreciation:

At 1 January 2021 299,232 25,618 2,059,361 320,351 1,130,032 5,197,796 9,032,390

Charge for the financial year 24,155 7,337 151,194 47,076 63,792 904,189 1,197,743

Disposals – (14,479) (654,892) (96,725) (1,140,287) (139,576) (2,045,959)

At 31 December 2021
and 1 January 2022 323,387 18,476 1,555,663 270,702 53,537 5,962,409 8,184,174

Charge for the financial year 52,540 20,303 238,041 84,231 181,144 974,411 1,550,670

Disposals (237,325) – – – – (1,380,561) (1,617,886)

At 31 December 2022 138,602 38,779 1,793,704 354,933 234,681 5,556,259 8,116,958

Net carrying amount:

At 31 December 2022 383,053 33,247 1,373,170 233,830 515,890 2,444,831 4,984,021

At 31 December 2021 242,796 53,550 797,734 70,828 529,610 2,996,688 4,691,206

74
 MOOREAST ANNUAL REPORT 2022

11 Investment in subsidiaries

Group
2022 2021
$ $
Unquoted shares, at cost 10,587,175 10,587,175

Details of the subsidiaries at 31 December are as follows:

Name of subsidiaries Principal activities Percentage of

(Country of (Place of business) Cost equity held by the Group
incorporation)
2022 2021 2022 2021
$ $ % %

Mooreast Asia Pte Ltd Provision of mooring 10,587,174 10,587,174 100 100
(Singapore, incorporated systems and related
on 16 March 2010)2 services (Singapore)

Mooreast Rigging Pte. Ltd Building of ships & other −1 −1 100 100
(Singapore, incorporated ocean-going vessels
on 14 July 2016)2 including selling of
marine equipment and
accessories (Singapore)

Mooreast Renewables Engineering design & −1 −1 100 100

Pte Ltd (Singapore, consultancy services in
incorporated on 10 energy management &
September 2018)2 clean energy systems
(Singapore)

Held through Mooreast Asia Pte Ltd:

Mooreast Europe B.V (The Consultancy services in 16,587 16,587 100 100
Netherlands, incorporated and trading of marine
on 29 August 2014)3 related equipment and
accessories (Europe)

Held through Mooreast Renewables Pte Ltd:

Mooreast UK Co Limited Provision of mooring 244,650 − 100 −
(Scotland, incorporated on solutions for the Floating
4 July 2022)3 Renewable Energy
Industry (United Kingdom)

(1) Amount less than $1

(2) Audited by Ernst & Young LLP, Singapore
(3) Reviewed by Ernst & Young LLP, Singapore for the purpose of group consolidation

75
Notes to the financial statements
For the financial year ended 31 December 2022

12 Trade and other receivables

Group Company
2022 2021 2022 2021
$ $ $ $
Non-current assets
Trade receivables 2,554,896 2,329,903 – –
Other receivables – 2,862,583 – –
2,554,896 5,192,486 – –
Current assets
Trade receivables 6,079,108 2,860,622 – –
Deposits 98,953 11,648 11,348 11,348
GST receivables 73,614 271,248 – 32,780
Other receivables 390,101 284,660 75,978 444
Amount due from subsidiaries – – 1,490,771 −
6,641,776 3,428,178 1,578,097 44,572
Total trade and other receivables 9,196,672 8,620,664 1,578,097 44,572
Add: Cash and cash equivalents (Note 14) 18,974,526 20,244,039 14,961,050 18,131,857
Less: GST receivables (73,614) (271,248) – (32,780)
Total financial assets carried at amortised cost 28,097,584 28,593,455 16,539,147 18,143,649

Trade receivables

Trade receivables are non-interest bearing and are generally on 30 to 90 days’ terms. They are recognised at their
original invoice amount which represents their fair values on initial recognition.

Other receivables

Included in other receivables is compensation of $81,736 (2021: $3,121,027) due from a customer for the premature
termination of a contractual agreement.

Trade and other receivables denominated in a foreign currency other than the respective functional currencies
of the Group and its subsidiaries at 31 December is as follow:

Group
2022 2021
$ $
United States Dollars 5,759,784 7,155,741

ECL of trade and other receivables

The movement in allowance for expected credit losses of trade and other receivables computed based on lifetime
ECL are as follows:
Group
2022 2021
Movement in allowance accounts: $ $
At 1 January 371,441 160,000
Addition:
- Trade receivables 109,083 140,000
- Other receivables – 71,441
Reversal of allowance for expected credit losses (71,441) –
At 31 December 409,083 371,441

76
 MOOREAST ANNUAL REPORT 2022

13 Inventories Group
2022 2021
$ $
Raw materials, at cost 2,001,024 2,725,198
Work-in-progress, at cost 90,604 42,893
Finished goods, at cost 4,179,190 5,624,565
Consumables, at cost 80,880 317,490
6,351,698 8,710,146
Less: Allowance for inventories obsolescence (87,115) (100,709)
6,264,583 8,609,437
Movement in allowance account:
At 1 January 100,709 186,236
Reversal of allowance for inventories obsolescence (13,594) (13,993)
Inventories written off – (71,534)
At 31 December 87,115 100,709

Statement of comprehensive income:

Inventories recognised as an expense in cost of sales 10,946,149 5,617,250

The reversal of allowance for inventories obsolescence was made when the related inventories were sold above
their carrying amount.

14 Cash and bank balances

Group Company
2022 2021 2022 2021
$ $ $ $
Cash at bank 19,103,945 20,306,542 14,961,050 18,131,857
Cash on hand 1,156 206 − −
19,105,101 20,306,748 14,961,050 18,131,857
Less: Restricted cash (130,575) (62,709) − −
Cash and cash equivalents 18,974,526 20,244,039 14,961,050 18,131,857

Restricted cash of $130,575 (2021: $62,709) represents cash at bank that has been set aside, at the subsidiary level,
as performance guarantee for ongoing contracts.

Cash and cash equivalents denominated in foreign currencies other than the respective functional currencies of
the Company and its subsidiaries at 31 December are as follows:

Group
2022 2021
$ $
United States Dollars 1,807,590 1,083,087
EURO 9,901 21,124

77
Notes to the financial statements
For the financial year ended 31 December 2022

15 Trade and other payables Group Company

2022 2021 2022 2021
$ $ $ $
Trade payables 3,597,987 3,471,534 – –
Other payables:
Sundry payables 343,842 545,310 6,420 7,890
GST payables 7,540 – 7,279 –
Accruals 1,713,261 630,664 120,070 102,150
Amount due to a subsidiary – – – 1,583,868
Total trade and other payables 5,662,630 4,647,508 133,769 1,693,908
Add: Amount due to a Director – 2,000,000 – –
Add: Lease liabilities (Note 16) 10,849,282 11,387,075 – –
Add: Loans and borrowings (Note 17) 26,318,087 27,324,884 – –
Add: Convertible notes (Note 18) 4,768,122 4,592,041 4,768,122 4,592,041
Less: GST Payables (7,540) – (7,279) –
Total financial liabilities carried
at amortised cost 47,590,581 49,951,508 4,894,612 6,285,949

Trade payables

Trade payables are non-interest bearing. Trade payables are normally settled on 60 days’ terms.

Trade and other payables denominated in foreign currencies other than the respective functional currencies of
the Group and its subsidiaries as at 31 December are as follow:

Group
2022 2021
$ $
United States Dollars 1,838,983 2,078,659
Euro 252,129 358,735
British Pound 278,275 –

Amount due to a Director

Amount due to a Director is unsecured, non-trade in nature, non-interest bearing and has been repaid in full
during the year.

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 MOOREAST ANNUAL REPORT 2022

16 Leases

The Group has lease contracts for various items of leasehold property, motor vehicles and workshop equipment
used in its operations. Leases of leasehold property, motor vehicles and workshop equipment generally have
lease terms between 3 to 22 years. The Group’s obligations under its leases are secured by the lessor’s title to the
leased assets.

Set out below are the carrying amounts of right-of-use assets recognised and the movements during the year:

Leasehold Motor Workshop

property vehicles equipment Software Total
Group $ $ $ $ $
As at 1 January 2021 1,854,159 48,158 799,139 − 2,701,456
Additions 30,466,024 – 2,620,173 − 33,086,197
Depreciation (1,174,705) (16,477) (126,185) − (1,317,367)
Disposal (1,371,864) – – (1,371,864)
As at 31 December 2021
and 1 January 2022 29,773,614 31,681 3,293,127 - 33,098,422
Lease modification 17,154 – – − 17,154
Additions 217,240 – − 40,528 257,768
Depreciation (1,466,693) (16,477) (219,431) (11,258) (1,713,859)
As at 31 December 2022 28,541,315 15,204 3,073,696 29,270 31,659,485

The Group’s leasehold property is located at 51 Shipyard Road, Mooreast Offshore Base, Singapore 628139.

Set out below are the carrying amounts of lease liabilities and the movements during the period:

2022 2021
Group $ $
As at 1 January 11,387,075 1,873,093
Lease modification 17,154 –
Accretion of interest 482,317 264,801
Additions 248,268 11,581,797
Disposal – (1,386,994)
Payments (1,285,532) (945,622)
As at 31 December 10,849,282 11,387,075

Current 884,298 712,508

Non-current 9,964,984 10,674,567

The maturity analysis of lease liabilities is disclosed in Note 28(b).

The following are the amounts recognised in profit or loss:

2022 2021
$ $
Depreciation of right-of-use assets 1,713,859 1,317,367
Interest expense on leases liabilities 482,317 264,801
Total amount recognised in profit or loss 2,196,176 1,582,168

The Group had total cash outflows for leases of $1,285,532 (2021: $945,622) in 2022.

79
Notes to the financial statements
For the financial year ended 31 December 2022

16 Leases (cont’d)

The reconciliation of lease liabilities arising from financing activities is as follows:

Non-cash changes

Accretion of Lease
1 January Cash flows interests Addition modification Others 31 December
$ $ $ $ $ $ $

Group
2022
Lease liabilities
Current 712,508 (1,285,532) 482,317 118,700 – 856,305 884,298

Non-current 10,674,567 – – 129,568 17,154 (856,305) 9,964,984

11,387,075 (1,285,532) 482,317 248,268 17,154 – 10,849,282

Non-cash changes

Accretion of
1 January Cash flows interests Addition Disposal Others 31 December
$ $ $ $ $ $ $

Group
2021
Lease liabilities
Current 634,925 (945,622) 264,801 671,300 (157,992) 245,096 712,508

Non-current 1,238,168 – – 10,910,497 (1,229,002) (245,096) 10,674,567

1,873,093 (945,622) 264,801 11,581,797 (1,386,994) – 11,387,075

The “Others” column includes the effect of reclassification of non-current portion of lease liabilities to current due to the passage of time.

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 MOOREAST ANNUAL REPORT 2022

17 Loans and borrowings Group

31 December 31 December
2022 2021
$ $
Current
Commercial property loan (secured) 976,747 1,166,269
Shareholder loan 82,575 6,072
1,059,322 1,172,341
Non-current
Commercial property loan (secured) 12,258,765 13,152,543
Shareholder loan 13,000,000 13,000,000
25,258,765 26,152,543
Total loans and borrowings 26,318,087 27,324,884

The maturity analysis of loans and borrowings is disclosed in Note 28(b).

Commercial property loan (secured)

On 14 July 2021, Mooreast Asia Pte Ltd acquired a leasehold property at 51 Shipyard Road. The aggregate
consideration paid for the acquisition was $18,500,000 and was financed through a combination of commercial
property loan amounting to $14,800,000 and internal funding of $3,700,000.

The loan is secured by an all-monies legal mortgage over the property and a personal guarantee provided
by Mr Sim Koon Lam. The loan is repayable in 144 monthly instalments between 14 July 2021 to 30 June 2033.
The interest rate payable on the loan is at 0.80% per annum above 3-month Singapore Inter-Bank Offer Rate (“3M
SIBOR”) for Year 1.

Shareholder loan

On 28 October 2021, the then shareholder approved an interim dividend pay-out of $15,000,000 of which $2,000,000
is shown as amount due to a Director (Note 15) and the remaining $13,000,000 has been converted to an interest-
bearing loan due to the sole shareholder (“Shareholder loan”). The interest rate payable on the Shareholder loan
for each 6-month interest rate period (such period an “Interest Rate Period”) is a percentage equal to 0.1% above
(a) in respect of the first Interest Rate Period, the 6-month Compounded Singapore Overnight Rate Average
(“Compounded SORA”); and (b) in respect of each successive Interest Rate Period, the Compounded SORA
published on the business day immediately following the last day of the previous Interest Rate Period.

The reconciliation of loans and borrowings arising from financing activities is as follows:

Non-cash changes
1 January Cash flows Interest Others 31 December
$ $ $ $ $
Group
2022
Commercial property loan
(secured)
Current 1,166,269 (1,413,920) 330,620 893,778 976,747
Non-current 13,152,543 – – (893,778) 12,258,765
14,318,812 (1,413,920) 330,620 – 13,235,512
Shareholder loan
Current 6,072 (17,003) 93,506 – 82,575
Non-current 13,000,000 – – – 13,000,000
13,006,072 (17,003) 93,506 – 13,082,575
Total loans and borrowings 27,324,884 (1,430,923) 424,126 – 26,318,087

The “Others” column includes the effect of reclassification of non-current portion of loans and borrowings to
current due to the passage of time. The Group classifies interest paid as cash flows used in financing activities.

81
Notes to the financial statements
For the financial year ended 31 December 2022

17 Loans and borrowings (cont’d)

The reconciliation of loans and borrowings arising from financing activities is as follows:
Non-cash changes
1 January Cash flows Interest Addition Others 31 December
$ $ $ $ $ $
Group
2021
Commercial property loan
(secured)
Current – (565,664) 84,476 1,063,232 584,225 1,166,269
Non-current – – – 13,736,768 (584,225) 13,152,543
– (565,664) 84,476 14,800,000 – 14,318,812
Shareholder loan
Current – – 6,072 – – 6,072
Non-current – – – 13,000,000 – 13,000,000
– – 6,072 13,000,000 – 13,006,072
Total loans and borrowings – (565,664) 90,548 27,800,000 – 27,324,884

The “Others” column includes the effect of reclassification of non-current portion of loans and borrowings to current due to the
passage of time. The Group classifies interest paid as cash flows used in financing activities.

18 Convertible notes

On 2 November 2021, the Company had entered into the Convertible Notes Agreement with EDB Investments Pte. Ltd. (“EDBI”)
to issue two series of unsecured convertible notes as follow:

(a) CN1

The first series of the EDBI Convertible Note (“CN1”) was issued for a principal amount of $5,000,000 and will automatically
convert into share of the Company two business days prior to the listing date, 24 November 2021. The conversion was completed
on 22 November 2021.

(b) CN2

The second series of the EDBI Convertible Note (“CN2”) was issued on 22 November 2021 for a principal amount of $5,000,000.
Principal terms of CN2 as below:

Interest rate: 9% per annum

Interest payment term: Yearly

Maturity date: 22 November 2026

Mainboard transfer long stop date: 22 May 2025

Automatic conversion date upon 22 May 2025

mainboard transfer:

Voluntary conversion period 22 May 2025 to 22 November 2026

Conversion price $0.286 per ordinary share of the Company

No. of shares to be issued on conversion 17,482,517

Early redemption period 22 May 2025 to 22 November 2026

Redemption amount: 120% of the aggregate sum of the principal amount

and all accrued and unpaid interest on redemption date

The conversion option of the convertible notes is accounted for as equity instrument and is determined after deducting the
fair value of the liability component from the total fair value amount of the convertible notes at the date of issuance. The
residual amount represents the value of the conversion option, which is credited directly to equity as other reserve of the
Company and the Group.

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 MOOREAST ANNUAL REPORT 2022

18 Convertible notes (cont’d)

(b) CN2 (cont’d)

The liability component of the convertible notes is carried as a non-current liability at amortised cost basis
until it is extinguished on conversion or redemption.

The movement of the convertible notes was as follows: Group and Company
Equity component 2022 2021
$ $
As at 1 January 407,204 –
Issuance of convertible note – 407,204
As at 31 December 407,204 407,204
Liability component
As at 1 January 4,592,041 –
Issuance of convertible notes – 4,477,969
Interest expense 626,081 114,072
Payments (450,000) –
As at 31 December 4,768,122 4,592,041

19 Deferred tax liabilities

Deferred tax as at 31 December relates to the following:

Group
Consolidated statement of
Consolidated balance sheet comprehensive income
2022 2021 2022 2021
$ $ $ $
Deferred tax liabilities:
Differences in depreciation for tax purposes 598,511 723,865 (125,354) (40,357)
Provisions (9,180) (9,444) 264 (9,444)
Allowance for expected credit losses
of financial assets (42,330) (42,575) 245 (42,575)
Unremitted foreign income 34,497 32,780 1,717 32,780
581,498 704,626
Deferred tax expense (123,128) (59,596)

The movement of deferred tax liabilities for the financial years are summarised as follows:

Group
2022 2021
$ $
At 1 January 704,626 764,222
Reversal to consolidated statement of comprehensive income (123,128) (59,596)
At 31 December 581,498 704,626

83
Notes to the financial statements
For the financial year ended 31 December 2022

20 Share capital

Group Company
Amount Amount
No. of shares ($) No. of shares ($)
Issued and fully paid ordinary shares:
As at 1 January 2022 and 31 December 2022 259,000,000 23,635,984 259,000,000 23,635,984

As at 1 January 2021* 1,000,000 1,000,000 – –

Issuance of shares at date of incorporation of
the Company (a) 1 1 1 1
Restructuring exercise (990,001) 9,587,174 (c) 9,999 10,587,174 (b)
Share split (d)
190,624,061 – 190,624,061 –
Issuance of shares (e)
29,515,939 5,067,978 29,515,939 5,067,978
220,150,000 15,655,153 220,150,000 15,655,153
Issuance of shares pursuant to Initial Public
Offering (f) 38,850,000 8,547,000 38,850,000 8,547,000
Share issuance expenses – (566,169) – (566,169)

* Represents the share capital of Mooreast Asia Pte. Ltd. prior to the restructuring of the Group for the purpose of
listing on the Catalist Board.

(a) The Company was incorporated on 8 June 2021 with a paid-up capital of $1.00 comprising one share, which
was held by Feng Tai Investment Pte. Ltd., a company incorporated in Singapore.

(b) On 28 October 2021, the Company entered into a restructuring agreement with Mr Sim Koon Lam, who was
the sole shareholder of Mooreast Asia Pte Ltd, to acquire entire issued and paid-up capital of Mooreast Asia
Pte Ltd for an aggregate consideration of $10,587,174 by issue and allotment of an aggregate of 9,999 new fully
paid-up shares to Mr Sim Koon Lam.

(c) This pertains to the difference between the aggregate consideration of $10,587,174 mentioned in Note (b)
above, and the opening balance as at 1 January 2021.

(d) On 16 November 2021, pursuant to the sub-division of each of the shares, 10,000 shares in the capital of the
Company were spilt into 190,634,061 shares, resulting in increase of 190,624,061 shares.

(e) Under the terms of the Convertible Note Agreement, the first series of EDBI Convertible Notes with principal
amount equivalent to $5,000,000 was converted to 29,515,939 new shares at a price per share calculated based
on the issue price less discount rate of 23% on 22 November 2021. The fair value of the shares issued was
determined at $5,067,978.

(f) Pursuant to Initial Public Offering exercise on 24 November 2021, the Company issued 38,850,000 ordinary
shares at $0.22 each.

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. The ordinary shares have no par value.

21 Provision for reinstatement

Provision for reinstatements relates to reinstatement costs of leasehold property. The provision was made based
on the estimated cost of reinstating the leased premises when the leases expire, taking into consideration current
market assessment of the time value of money.

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 MOOREAST ANNUAL REPORT 2022

22 Dividends

The following exempt (one-tier) dividends were declared and paid by the Group:

Group
2022 2021
Dividends on ordinary shares $ $
- interim exempt (one-tier) dividends for $nil per share (2021: $15.00 per share) − 15,000,000

This relates to the dividend declared by Mooreast Asia Pte. Ltd. prior to the Group’s restructuring for the purpose
of the Company’s listing. $2,000,000 of the dividend has been repaid in full as of current year end (Note 15),
whereas $13,000,000 has been converted to shareholder loan (Note 17).

23 Related parties transactions

(a) Sales and purchase of goods and services

In addition to the related party information disclosed elsewhere in the financial statements, the following
significant transactions between the Group and related parties took place at terms agreed between the parties
during the financial year:
Group
2022 2021
$ $
IPO expenses paid on behalf by a subsidiary (Note 6) − 1,270,973

(b) Compensation of Key Management Personnel:

Key Management Personnel of the Group are those persons having the authority and responsibility for planning,
directing and controlling the activities of the Group. The Executive Directors of the Group are considered as Key
Management Personnel of the Group.

Key Management Personnel compensation comprises:

Group
2022 2021
Key Management Personnel remuneration: $ $
- Salaries and bonuses 1,408,586 787,453
- CPF contributions 229,904 92,157
- Salaries and bonus paid to a spouse of a Director − 120,925
- CPF contributions paid to a spouse of a Director − 12,240
Comprises amounts paid to:
Directors’ of the Company:
- Salaries and bonuses 615,353 186,099
- CPF contributions 26,121 9,113

24 Commitments

Operating lease commitments – as lessor

The Group has entered into leases of certain of its plant and equipment. Future minimum rental receivables
under non-cancellable operating lease at the end of the reporting period are as follows:

Group
2022 2021
$ $
Not later than one year 81,292 301,442
Later than one year but not later than five years 23,234 67,785
104,526 369,227

85
Notes to the financial statements
For the financial year ended 31 December 2022

25 Contingencies

Guarantee Group
2022 2021
$ $
Banker’s guarantee 83,390 533,574

The Group has provided guarantees to its subsidiary for the performance of ongoing contracts.

26 Segment information

For management purposes, the Group is organised into business units based on their products and services, and
has six reportable operating segments as follows:

i) The mooring division is the provision of design, engineering, fabrication, supply and installation and
commissioning services for mooring systems to the offshore oil and gas (“O&G”) and marine industries. The
Group also provide leasing services for mooring systems.

ii) The rigging and heavy lifting division is the provision of rigging and heavy lifting equipment to customers
in the offshore O&G, marine, renewable energy and the construction industries in Singapore, including steel
ropes, synthetic ropes and chains.

iii) The marine supplies and services division is the provision of mooring component products, such as synthetic
ropes, shackles, chains, anchors and deck fittings to the marine industry.

iv) The renewable energy division is the provision of design, engineering, fabrication, supply and installation
and commissioning services for mooring systems for floating wind projects, offshore solar photovoltaic (“PV”)
projects and tidal turbine projects.

v) The yard division is the provision of on-board fabrication, repairs and testing of equipment for marine vessels
that dock at its waterfront site. This is a new business segment which leverages on the Group’s yard facilities
after the Group relocated to the new premises at 51 Shipyard Road in October 2021.

vi) The corporate level is involved in group-level corporate services and treasury functions.

No operating segments have been aggregated to form the above reportable operating segments.

Management monitors the operating results of its business units separately for the purpose of making decisions
about resource allocation and performance assessment. Segment performance is evaluated based on operating
profit or loss which in certain respects, as explained in the table below, is measured differently from operating
profit or loss in the consolidated financial statements.

Per
Marine consolidated
Rigging and supplies and Renewable financial
Mooring heavy lifting services energy Yard Corporate Elimination statements
$ $ $ $ $ $ $ $

For year ended

31 December 2022

Revenue from external

customers 12,733,164 3,751,715 2,579,369 1,759,867 7,013,838 − − 27,837,953

Intersegment revenue 1,759,734 − − − − − (1,759,734) −

Total revenue 14,492,898 3,751,715 2,579,369 1,759,867 7,013,838 − (1,759,734) 27,837,953

Results:

Depreciation 1,584,931 197,364 69,260 69,260 835,393 508,321 − 3,264,529

Interest income 345,045 2,411 − − − 197,295 (52,723) 492,028

Interest expense 401,826 43,288 41,917 43,984 435,840 858,527 (52,735) 1,772,647

Segment profit/(loss) 4,716,477 6,700 (14,581) 13,210 752,411 (3,459,067) (16,994) 1,998,156

Segment assets: 15,605,303 3,957,567 1,346,894 1,592,290 4,669,821 51,070,791 (3,377,499) 74,865,167

Segment liabilities
(exclude tax
payables and
deferred tax
liabilities: 2,544,151 509,106 164,420 495,106 3,110,471 47,494,599 (4,316,040) 50,001,813

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 MOOREAST ANNUAL REPORT 2022

26 Segment information (cont’d) Per

Marine consolidated
Rigging and supplies and Renewable financial
For year ended Mooring heavy lifting services energy Yard Corporate Elimination statements
31 December 2021 $ $ $ $ $ $ $ $

Revenue from external 7,794,590 3,193,707 2,280,826 328,415 602,446 – – 14,199,984

customers

Intersegment revenue 422,731 – – – – – (422,731) –

Total revenue 8,217,321 3,193,707 2,280,826 328,415 602,446 – (422,731) 14,199,984

Results:

Depreciation (1,003,303) (121,353) (11,887) (53,366) (94,311) (1,230,890) – (2,515,110)

Interest income – – – – – 86,171 (49,770) 36,401

Interest expense – – – – – (1,014,576) 49,812 (964,764)

Segment profit/(loss) 4,342,000 785,755 506,896 262,399 248,099 (8,205,432) (48,758) (2,109,041)

Segment assets: 50,629,195 3,223,855 953,945 – 13,396 21,350,923 – 76,171,314

Segment liabilities
(exclude tax payables
and deferred tax
liabilities: 4,936,517 653,290 375,377 – – 47,359,553 – 53,324,737

Geographical information Group

revenue Non-current assets
2022 2021 2022 2021
$ $ $ $
Singapore 14,075,530 6,685,849 36,326,922 37,789,628
Europe 5,594,164 40,433 316,584 −
Asia Pacific (excluding Singapore) 6,955,359 6,735,827 – –
Middle East 770,141 737,875 − −
Oceania 442,759 − − −
27,837,953 14,199,984 36,643,506 37,789,628

Segment revenue is based on the countries in which customers are invoiced. Non-current assets information consists of plant
and equipment and right-of-use assets as presented in the statements of financial position and are based on the geographical
location of the entities.

27 Fair value of financial instruments

(a) Fair value hierarchy

The Group categories fair value measurement using a fair value hierarchy that is dependent on the valuation inputs used as
follows:

- Level 1 - Quoted prices (unadjusted) in active market for identical assets or liabilities that the Group can access at the
measurement date;

- Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
(i.e. as prices) or indirectly (i.e. derived from prices); and

- Level 3 - Unobservable inputs for the asset or liability.

Fair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the same level of the fair
value hierarchy as the lowest level input that is significant to the entire measurement.

(b) Assets and liabilities by classes that are not measured at fair value and whose carrying amounts are reasonable
approximation of fair value

The carrying amounts of cash and bank balances, trade and other receivables and trade and other payables are reasonable
approximation of fair values, due to their short-term nature.

87
Notes to the financial statements
For the financial year ended 31 December 2022

28 Financial risk management objectives and policies

The Group and Company are exposed to financial risks arising from its operations and the use of financial
instruments. The key financial risks include credit risk, interest rate risk, liquidity risk and foreign currency risk.
The Directors review and agree policies and procedures for the management of these risks. It is, and has been
throughout the current and previous financial year, the Group’s and Company’s policy that no derivatives shall
be undertaken except for the use as hedging instruments where appropriate and cost-efficient. The Group and
Company do not apply hedge accounting.

There has been no change to the Group’s and Company’s exposure to these financial risks or the manner in
which it manages and measures the risks.

The following sections provide details regarding the Group’s and Company’s exposure to the above-mentioned
financial risks and the objectives, policies and processes for the management of these risks:

(a) Credit risk

Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default
on its obligations. The Group’s and Company’s exposure to credit risk arises primarily from trade receivables
and amounts due from subsidiaries. For cash at bank balances, the Group minimise credit risk by dealing
exclusively with high credit rating counterparties.

The Group’s objective is to seek continual revenue growth while minimising losses incurred due to increased
credit risk exposure. The Group trades only with recognised and creditworthy third parties. It is the Group’s
policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In
addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to
bad debts is not significant.

The Group considers the probability of default upon initial recognition of asset and whether there has been a
significant increase in credit risk on an ongoing basis throughout each reporting period.

The Group has determined the default event on a financial asset to be when the counterparty fails to make
contractual payments, within 90 days when they fall due, which are derived based on the Group’s historical
information.

Additionally, the Group determined that its financial assets are credit-impaired when:

- There is significant difficulty of the debtor;

- A breach of contract, such as a default or past due event;

- It is becoming probable that the borrower will enter bankruptcy or other financial reorganisation; or

- There is a disappearance of an active market for that financial asset because of financial difficulty.

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 MOOREAST ANNUAL REPORT 2022

28 Financial risk management objectives and policies (cont’d)

(a) Credit risk (cont’d)

Financial assets are written off when there is no reasonable expectation of recovery, such as a debtor failing
to engage in a repayment plan with the Group. Where financial assets have been written off, the Group
continues to engage enforcement activity to attempt to recover the receivable due. Where recoveries are
made, these are recognised in profit or loss.

The Group has applied the simplified approach to providing for impairment for ECLs prescribed by SFRS(I)
9, which permits the use of the lifetime expected loss provision for impairment of all trade receivables. To
measure the ECLs, trade and other receivables have been grouped based on the days past due. The provision
rates are determined based on the Company’s historical observed default rates. The loss allowance provision
as at 31 December also incorporated forward looking information. The expected credit losses of trade and
other receivables are disclosed in Note 12.

The maximum exposure to credit risk for each class of financial assets is the carrying amount of that class of
financial instrument presented on the balance sheet.

Summarised below is the information about the credit risk exposure on the Group’s trade receivables using
provision matrix:-

Gross carrying Loss allowance Carrying

Group amount provision amount
2022 $ $ $
Current 4,686,162 − 4,686,162
Past due:
- 1 to 30 days 1,159,725 − 1,159,725
- 31 to 60 days 307,137 − 307,137
- 61 to 90 days 196,436 − 196,436
- More than 90 days 2,693,627 (409,083) 2,284,544
9,043,087 (409,083) 8,634,004

Gross carrying Loss allowance Carrying

Group amount provision amount
2021 $ $ $
Current 49,446 − 49,446
Past due:
- 1 to 30 days 1,101,930 − 1,101,930
- 31 to 60 days 767,047 − 767,047
- 61 to 90 days 166,636 − 166,636
- More than 90 days 3,405,466 (300,000) 3,105,466
5,490,525 (300,000) 5,190,525

89
Notes to the financial statements
For the financial year ended 31 December 2022

28 Financial risk management objectives and policies (cont’d)

(a) Credit risk (cont’d)

Concentration of credit risk

The Group determines concentrations of credit risk by monitoring the country profile of its trade receivables
on an ongoing basis. The credit risk concentration profile of the Group’s trade receivables at the end of the
reporting period is as follows:
Group
2022 2021
By country $ % $ %
Singapore 2,010,501 23 1,279,649 25
Europe 2,048,527 24 390,834 8
Asia Pacific (excluding Singapore) 4,413,048 51 3,282,796 63
Middle East 3,004 − 4,819 −
America − − 232,427 4
Oceania 158,924 2 − −
8,634,004 100 5,190,525 100

At the end of the reporting period, 31% (2021: 60%) of the Group’s trade receivables were due from 1 (2021: 1)
major customer located in Asia Pacific.

(b) Liquidity risk

Liquidity risk is the risk that the Group and Company will encounter difficulty in meeting financial obligations
due to shortage of funds. The Group’s and Company’s exposure to liquidity risk arises primarily from the
mismatches of the maturities of financial assets and liabilities. The Group’s and Company’s objective is to
maintain a balance between continuity of funding and flexibility through the use of stand-by credit facilities.

The Group assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.
Access to sources of funding is sufficiently available and debt maturing within 12 months can be rolled over
with existing lenders.

Analysis of financial instruments by remaining contractual maturities

The table below summarises the maturity profile of the Group’s and Company’s financial assets and liabilities
at the end of the reporting period based on contractual undiscounted repayments obligations.

One year One to

2022 or less five years Total
Group $ $ $
Financial assets:
Trade and other receivables,
excluding GST receivables (Note 12) 6,568,162 2,554,896 9,123,058
Cash and cash equivalents (Note 14) 18,974,526 – 18,974,526
Total undiscounted financial assets 25,542,688 2,554,896 28,097,584
Financial liabilities:
Trade and other payables (Note 15) 5,662,630 – 5,662,630
Lease liabilities (Note 16) 1,346,909 14,439,757 15,786,666
Shareholder loan (Note 17) 82,575 13,000,000 13,082,575
Loans and borrowings (Note 17) 1,632,976 15,513,270 17,146,246
Convertible notes (Note 18) 450,000 7,350,000 7,800,000
Total undiscounted financial liabilities 9,175,090 50,303,027 59,478,117
Total net undiscounted financial assets/(liabilities) 16,367,598 (47,748,131) (31,380,533)

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 MOOREAST ANNUAL REPORT 2022

28 Financial risk management objectives and policies (cont’d)

(b) Liquidity risk (cont’d)

One year One to
2021 or less five years Total
Group $ $ $
Financial assets:
Trade and other receivables, 3,156,930 5,192,486 8,349,416
excluding GST receivables (Note 12)
Cash and cash equivalents (Note 14) 20,244,039 – 20,244,039
Total undiscounted financial assets 23,400,969 5,192,486 28,593,455
Financial liabilities:
Trade and other payables (Note 15) 4,647,508 – 4,647,508
Amount due to a Director (Note 15) 2,000,000 – 2,000,000
Lease liabilities (Note 16) 1,185,831 15,596,056 16,781,887
Shareholder loan (Note 17) 6,072 13,000,000 13,006,072
Loans and borrowings (Note 17) 1,335,891 14,027,699 15,363,590
Convertible notes (Note 18) 450,000 7,800,000 8,250,000
Total undiscounted financial liabilities 9,625,302 50,423,755 60,049,057
Total net undiscounted financial assets/(liabilities) 13,775,667 (45,231,269) (31,455,602)

One year One to

2022 or less five years Total
Company $ $ $
Financial assets:
Trade and other receivables, 1,578,097 – 1,578,097
excluding GST receivables (Note 12)
Cash and cash equivalents (Note 14) 14,961,050 – 14,961,050
Total undiscounted financial assets 16,539,147 – 16,539,147
Financial liabilities:
Trade and other payables, 126,490 – 126,490
excluding GST payables (Note 15)
Convertible notes (Note 18) 450,000 7,350,000 7,800,000
Total undiscounted financial liabilities 576,490 7,350,000 7,926,490
Total net undiscounted financial assets/(liabilities) 15,962,657 (7,350,000) 8,612,657

One year One to

2021 or less five years Total
Company $ $ $
Financial assets:
Trade and other receivables, excluding GST receiva- 11,792 – 11,792
bles (Note 12)
Cash and cash equivalents (Note 14) 18,131,857 – 18,131,857
Total undiscounted financial assets 18,143,649 – 18,143,649
Financial liabilities:
Trade and other payables (Note 15) 1,693,908 – 1,693,908
Convertible notes (Note 18) 450,000 7,800,000 8,250,000
Total undiscounted financial liabilities 2,143,908 7,800,000 9,943,908
Total net undiscounted financial assets/(liabilities) 15,999,741 (7,800,000) 8,199,741

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Notes to the financial statements
For the financial year ended 31 December 2022

28 Financial risk management objectives and policies (cont’d)

(c) Foreign currency risk

The Group has exposure to foreign currency risk primarily with respect to United States Dollars (“USD”) and
EURO (“EUR”). The Group does not use forward currency contracts to minimise its currency exposures.

The following table demonstrates the sensitivity of the Group’s profit/(loss) net of tax to a reasonably possible
change in the USD and EUR exchange rates against the functional currency of the Group, with all other
variables held constant:
Group
Profit/(loss) net of tax
increase/(decrease)
2022 2021
$ $
USD/SGD - strengthened 3% (2021: 2%) 127,260 (112,126)
- weakened 3% (2021: 2%) (127,260) 112,126
EUR/SGD - strengthened 2% (2021: 3%) 2,373 (8,707)
- weakened 2% (2021: 3%) (2,373) 8,707

(d) Interest rate risk

The Group’s and Company’s exposure to market risk for changes in interest rates relates primarily to loans
and borrowings and convertible notes. The Group and Company seek to minimise its interest rate exposure
by obtaining the most favourable interest rate available. The convertible notes are at fixed interest rate.

Sensitivity analysis for interest rate risk

At the end of the reporting period, if SGD interest rates had been 50 (2021: 50) basis points lower/higher with
all other variables held constant, the Group’s loss before tax would have been $66,000 (2021: $74,000) lower/
higher, arising mainly as a result of lower/higher interest expense on floating rate borrowings.

29 Capital management

The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and
healthy capital ratios in order to support its business and maximise shareholders’ value.

The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions.
To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholder, return
capital to shareholder or issue new shares. No changes were made in the objectives, policies or processes during
the financial years ended 31 December 2022 and 31 December 2021.

30 Authorisation of financial statements

The financial statements of the Group for the financial year ended 31 December 2022 were authorised for issue
in accordance with a resolution of the Directors on 27 March 2023.

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 MOOREAST ANNUAL REPORT 2022

Shareholdings statistics
As at 16 March 2023

Share capital

Number of Issued Shares: 259,000,000

Class of shares: Ordinary shares
Voting rights: 1 vote for each ordinary share
Number of treasury shares: Nil

Distribution of shareholdings

No. of No. of
Size of shareholdings shareholders % shares %
1–99 0 0.00 0 0.00

100–1,000 73 16.82 71,600 0.03

1,001–10,000 181 41.71 813,900 0.31
10,001–1,000,000 170 39.17 15,939,900 6.16
1,000,001 and above 10 2.30 242,174,600 93.50
TOTAL 434 100.00 259,000,000 100.00

Shareholding held by the public

Based on the information available to the Company as at 16 March 2023, approximately 14% of the issued ordinary
shares of the Company is held in the hands of the public as defined in the Listing Manual Section B: Rules of Catalist
of the Singapore Exchange Securities Trading Limited (the “Rules of Catalist”). Accordingly, Rule 723 of the Catalist
Rules is complied with.

Twenty largest shareholders

No. Name No. of shares %

1 Feng Tai Investment Pte Ltd 190,634,061 73.60
2 EDB Investments Pte Ltd 29,515,939 11.40
3 HSBC (Singapore) Nominees Pte Ltd 7,373,000 2.85
4 DBS Nominees (Private) Limited 3,612,500 1.39
5 ICH Capital Pte Ltd 2,536,100 0.98
6 Chen Xiong Zhao 1,900,000 0.73
7 Chua Guek Liang 1,900,000 0.73
8 Yohanes Chandra Ekajaya 1,900,000 0.73
9 Citibank Nominees Singapore Pte Ltd 1,547,000 0.60
10 BPSS Nominees Singapore (Pte) Ltd 1,256,000 0.48
11 Raffles Nominees (Pte) Limited 811,800 0.31
12 Loh Tee Yang 643,800 0.25
13 Sunil Kumar 438,200 0.17
14 Ifast Financial Pte Ltd 420,500 0.16
15 Sim Koon Lam 394,900 0.15
16 Goh Guan Siong (Wu Yuan Xiang) 350,300 0.14
17 Lee Peng Sharmayne Mrs Sharmayne Shum 350,000 0.14
18 Tan Swee Miang 310,000 0.12
19 OCBC Securities Private Limited 302,000 0.12
20 Ting Sian Teng Elgin 300,000 0.12
246,496,100 95.17

93
Shareholdings statistics
As at 16 March 2023

Substantial shareholders as at 16 March 2023

Direct Deemed
interest interest
No. Name of shareholders No. of shares No. of shares Total %*
1. Feng Tai Investment Pte. Ltd. 190,634,061 – 190,634,061 73.60
2. Sim Koon Lam 1
394,900 190,634,061 191,028,961 73.75
3. Mrs Elaine Sim 2
– 190,634,061 190,634,061 73.60
4. EDB Investments Pte Ltd 29,515,939 – 29,515,939 11.40
5. EDBI Pte Ltd / Economic Development – 29,515,939 29,515,939 11.40
Board of Singapore3

*Percentage is calculated based on the total number of issued ordinary shares as at 16 March 2023.

Note:

1. Mr Sim Koon Lam (“Mr Sim”), holds 60% of the issued capital of Feng Tai Investment Pte. Ltd. (“Feng Tai”).
By virtue of Section 4 of the Securities and Futures Act 2001 (“SFA”), Mr Sim is deemed to be interested in the
190,634,061 ordinary shares held by Feng Tai.

2. Mrs Elaine Sim (“Mrs Sim”), holds 40% of the issued capital of Feng Tai. By virtue of Section 4 of the SFA,
Mrs Sim is deemed to be interested in the 190,634,061 ordinary shares held by Feng Tai.

3. EDB Investments Pte Ltd (“EDB Investments”) is the direct shareholder of Mooreast Holdings Ltd. EDBI Pte Ltd
(“EDBI”) is the fund manager of EDB Investments. Both EDBI and EDB Investments are wholly-owned by the
Economic Development Board of Singapore (“EDB”). Accordingly, EDB and EDBI are deemed interested in the
29,515,939 ordinary shares held by EDB Investments.

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 MOOREAST ANNUAL REPORT 2022

Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN that the 2nd Annual General Meeting (“AGM”) of the Company will be convened and
held at 51 Shipyard Road Singapore 628139 on Friday, 28 April 2023 at 9:30 a.m. to transact the following business:

Ordinary Business

1 To receive and adopt the Directors’ Statement and Audited Financial Statements Resolution 1
of the Company for the financial year ended 31 December 2022 together with the
Auditors’ Report thereon.
2 To re-elect the following Directors who retire by rotation in accordance with the Resolution 2
Constitution of the Company and who, being eligible, offer themselves for re-election:
(a) Mr Ong Yong Loke Joseph [Regulation 94]
(b) Mr Zulkifly Bin Zakaria [Regulation 94] Resolution 3
3 To approve the Directors’ fees of $110,000 for the financial year ending Resolution 4
31 December 2023.
4 To re-appoint Ernst & Young LLP as auditors of the Company and to authorise the Resolution 5
Directors to fix their remuneration.

Special Business
To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without amendments:

5 Authority to allot and issue shares Resolution 6

That pursuant to Section 161 of the Companies Act 1967 of Singapore (“Companies
Act”) and Rule 806 of the Singapore Exchange Securities Trading Limited (the
“SGX-ST”) Listing Manual Section B: Rules of Catalist (“Catalist Rules”), authority
be and is hereby given to the Directors of the Company to allot and issue shares
and/or convertible securities in the capital of the Company (whether by way of
rights, bonus or otherwise) at any time and upon such terms and conditions and
for such purposes and to such persons as the Directors of the Company may in
their absolute discretion deem fit provided that:
(i) the aggregate number of shares and/or convertible securities to be issued
pursuant to this resolution must not be more than one hundred per cent (100%)
of the total number of issued shares excluding treasury shares and subsidiary
holdings of the Company (as calculated in accordance with sub-paragraph (ii)
below), of which the aggregate number of shares and/or convertible securities
to be issued other than on a pro-rata basis to existing shareholders of the
Company must not be more than fifty per cent (50%) of the total number
of issued shares excluding treasury shares and subsidiary holdings of the
Company (as calculated in accordance with sub-paragraph (ii) below);
(ii) (subject to such manner of calculations as may be prescribed by the SGX-ST),
for the purpose of determining the aggregate number of shares that may be
issued under sub-paragraph (i) above, the total number of issued shares
excluding treasury shares and subsidiary holdings shall be based on the total
number of issued shares excluding treasury shares and subsidiary holdings of
the Company at the time this resolution is passed after adjusting for:
(a) new shares arising from the conversion or exercise of any convertible
securities;
(b) new shares arising from exercising share options or vesting of share awards
provided the options or awards were granted in compliance with Part VIII of
Chapter 8 of the Catalist Rules; and
(c) any subsequent bonus issue, consolidation or sub-division of shares.
Adjustments in accordance with sub-paragraphs (a) and (b) above are only
to be made in respect of new shares arising from convertible securities, share
options or share awards which were issued and outstanding or subsisting at
the time of the passing of the resolution approving this resolution;
(iii) in exercising the authority conferred by this resolution, the Company shall
comply with the provisions of the Catalist Rules for the time being in force
(unless such compliance has been waived by the SGX-ST), the Companies Act
and the Company’s Constitution; and
(iv) unless revoked or varied by the Company in a general meeting, the authority
conferred by this resolution shall continue in force until the conclusion of the
next AGM of the Company or the date by which the next AGM of the Company
is required by law to be held, whichever is the earlier.

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Notice of Annual General Meeting

6 Grant awards and to allot and issue shares in accordance with Mooreast Resolution 7
Performance Share Plan
That pursuant to Section 161 of the Companies Act and the Catalist Rules,
approval be and is hereby given to the Directors to:
(i) offer and grant awards in accordance with the provisions of the Mooreast
Performance Share Plan (the “Performance Share Plan”); and
(ii) allot and issue from time to time such number of fully paid-up shares in the
capital of the Company as may be required to be allotted and issued pursuant
to the vesting of awards under the Performance Share Plan, provided alway
that the aggregate number of Shares issued and/or issuable pursuant to the
Performance Share Plan, the Share Option Scheme (as defined below) and
any other share based incentive schemes of the Company shall not exceed
15% of the total number of issued shares in the capital of the Company
(excluding treasury shares and subsidiary holdings, if any) from time to time.
7 Grant Options and to allot and issue shares in accordance with Mooreast Resolution 8
Share Option Scheme
That pursuant to Section 161 of the Companies Act and the Catalist Rules,
approval be and is hereby given to the Directors of the Company to:
(i) offer and grant Options in accordance with the provisions of the Mooreast
Share Option Scheme (the “Share Option Scheme”); and
(ii) allot and issue from time to time such number of fully paid-up shares as may
be required to be allotted and issued pursuant to the exercise of the options
under the Share Option Scheme, provided always that the aggregate number
of Shares issued and/or issuable pursuant to the Share Option Scheme, the
Performance Share Plan and any other share based incentive schemes of the
Company shall not exceed 15% of the total number of issued shares (excluding
treasury shares and subsidiary holdings, if any) from time to time.
8 To transact any other business which may be properly transacted at an AGM of
the Company.

By order of the board

Yap Peck Khim
Company Secretary

12 April 2023

Explanatory notes
Resolution 2

Mr Ong Yong Loke Joseph shall, upon re-election as Director of the Company, remain as a Lead Independent
Non-executive Director, Chairman of the Nominating Committee, a member of the Audit & Risk Committee and a
member of the Remuneration Committee and shall be considered independent for the purpose of Rule 704(7) of
the Rules of Catalist.

Resolution 3

Mr Zulkifly Bin Zakaria shall, upon re-election as Director of the Company, remain as an Independent Non-executive
Director, Chairman of the Remuneration Committee, a member of the Audit & Risk Committee and a member of the
Nominating Committee and shall be considered independent for the purpose of Rule 704(7) of the Rules of Catalist.

Resolution 6

Resolution 6 is to empower the Directors of the Company from the date of this AGM until the date of the next
AGM, to allot and issue shares and convertible securities in the Company. The number of shares and convertible
securities, which the Directors may allot and issue under this Resolution shall not exceed hundred per cent (100%) of
the total number of issued shares (excluding treasury shares and subsidiary holdings, if any) at the time of passing
this Resolution. For allotment and issue of shares and convertible securities other than on a pro-rata basis to all
shareholders of the Company, the aggregate number of shares and convertible securities to be allotted and issued
shall not exceed fifty per cent (50%) of the total number of issued shares (excluding treasury shares and subsidiary
holdings, if any). This authority will, unless revoked or varied at a general meeting, expire at the next AGM, or by the
date by which the next AGM is required by law to be held, whichever is earlier.

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 MOOREAST ANNUAL REPORT 2022

Resolution 7

Resolution 7 is to empower the Directors to grant awards and to allot and issue shares pursuant to the Performance
Share Plan. The grant of awards under the Performance Share Plan will be made in accordance with the provisions
of the Performance Share Plan. The aggregate number of shares which may be issued pursuant to the Performance
Share Plan and the Share Option Scheme shall not exceed fifteen per cent (15%) of the total number of issued Shares
(excluding treasury shares and subsidiary holdings, if any) from time to time.

Resolution 8

Resolution 8 is to empower the Directors to offer and grant options, and to allot and issue shares pursuant to the
Share Option Scheme. The grant of options under the Scheme will be made in accordance with the provisions of the
Share Option Scheme. The aggregate number of shares which may be issued pursuant to the Performance Share
Plan and Share Option Scheme shall not exceed fifteen per cent (15%) of the total number of issued shares (excluding
treasury shares and subsidiary holdings, if any) from time to time.

Notes
1 The members of the Company are invited to attend the AGM physically. There will be no option for members to
participate virtually. Copies of this Notice of AGM, Proxy Form and the Annual Report are available to members
by electronic means via publication on the Company’s website at the URL https://mooreast.com/ and on the SGX
website at the URL https://www.sgx.com/securities/company-announcements.

2 Members (including Central Provident Fund (“CPF”) Investment Scheme members (“CPF Investors”) and/or
Supplementary Retirement Scheme investors (“SRS Investors”)) may participate in the AGM by:

(a) attending the AGM in person;

(b) raising questions at the AGM or submitting questions in advance of the AGM; and/ or

(c) voting at the AGM (i) themselves personally; or (ii) through their duly appointed proxy(ies).

CPF Investors and SRS Investors who wish to appoint the Chairman of the AGM (and not third-party proxy(ies)) as
proxy should approach their respective CPF Agent Banks or SRS Operators to submit their votes by 9:30 a.m. on
18 April 2023, being seven (7) working days prior to the date of the AGM.

Please bring along your NRIC/passport so as to enable the Company to verify your identity. Members are requested
to arrive early to facilitate the registration process and are advised not to attend the AGM if they are feeling unwell.
Members are strongly encouraged to exercise social responsibility to rest at home and consider appointing a
proxy(ies) to attend the AGM. We encourage members to mask up when attending the AGM.

3 A member who is not a Relevant Intermediary is entitled to appoint not more than two (2) proxies to attend, speak
and vote on his/her/its behalf at the AGM. A member of the Company which is a corporation is entitled to appoint its
authorised representative or proxy to vote on its behalf. A proxy need not be a member of the Company.

Where such member appoints two (2) proxies, the proportion of his shareholding to be represented by each proxy
shall be specified. If no proportion is specified, the Company shall be entitled to treat the first named proxy as
representing the entire number of shares entered against his name in the Depository Register and any second
named proxy as an alternate to the first named.

4 A member who is a Relevant Intermediary is entitled to appoint more than two (2) proxies to attend, speak and
vote at the AGM, but each proxy must be appointed to exercise the rights attached to a different share or shares
held by such member. Where such member appoints more than two (2) proxies, the number and class of shares
in relation to which each proxy has been appointed shall be specified in the form of proxy.

“Relevant Intermediary” has the meaning prescribed to it in Section 181 of the Companies Act:

(a) a banking corporation licensed under the Banking Act 1970 of Singapore, or a wholly-owned subsidiary of
such a banking corporation, whose business includes the provision of nominee services and who holds shares
in that capacity;
(b) a person holding a capital markets services licence holder to provide under the Securities and Futures Act
and who holds shares in that capacity; and
(c) Central Provident Fund (“CPF”) Board established by the Central Provident Fund Act 1953 of Singapore, in
respect of shares purchased under the subsidiary legislation made under that Act providing for the making of
investments from the contributions and interest standing to the credit of members of the Central Provident
Fund, if the Board holds those shares in the capacity of an intermediary pursuant to or in accordance with the
subsidiary legislation.

97
Notice of Annual General Meeting
5 A member can appoint the Chairman of the Meeting as his/her/its proxy but this is not mandatory.

If a member wishes to appoint the Chairman of the Meeting as proxy, such member (whether individual or
corporate) must give specific instructions as to voting for, voting against, or abstentions from voting on, each
resolution in the instrument appointing the Chairman of the Meeting as proxy. If no specific direction as to voting
or abstentions from voting in respect of a resolution in the form of proxy, the appointment of the Chairman of the
AGM as proxy for that resolution will be treated as invalid.

6 The Proxy Form must be submitted to the Company in the following manner:

(a) if submitted by hand or by post, to the office of the Company’s Share Registrar, Boardroom Corporate &
Advisory Services Pte Ltd, at 1 Harbourfront Avenue, Keppel Bay Tower, #14- 07, Singapore 098632; or

(b) if submitted electronically, be submitted via email to the Company’s Share Registrar at
[email protected]

in either case, not less than 72 hours before the time appointed for holding the AGM (and any adjournment
thereof), i.e. by no later than 9:30 a.m. on 25 April 2023.

A member who wishes to submit an instrument of proxy by (a) or (b) must complete and sign the Proxy Form,
before submitting it by hand or by post to the address provided above, or before scanning and sending it by email
to the email address provided above. Members are strongly encouraged to submit the completed proxy forms
electronically by email.

If a proxy is to be appointed, the instrument appointing the proxy must be signed by the appointer on his/her/
its attorney duly authorised in writing. Where the instrument appointing a proxy is executed by a corporation, it
must be executed either under its common seal or under the hand of any officer or attorney duly authorised. The
Proxy Form has been uploaded together with the Notice of AGM on SGXNet on the same day.

Where this instrument appointing a proxy or proxies is signed on behalf of the appointer by an attorney, the
power of attorney or a notarially certified copy thereof (failing previous registration with the Company) must be
lodged with this instrument of proxy, failing which this instrument of proxy may be treated as invalid.

Members (whether individual or corporate) appointing a proxy must give specific instructions as to his/her/its
manner of voting, or absentations from voting, in the Proxy Form, failing which the appointment may be treated
as invalid.

The Company shall be entitled to reject a Proxy Form if it is incomplete, improperly completed, illegible or where
the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the
instrument (such as in the case where the appointor submits more than one instrument of proxy).

In the case of Shares entered in the Depository Register, a Depositor’s name must appear on the Depository
Register maintained by CDP as at 72 hours before the time fixed for holding the AGM in order for the Depositor to
be entitled to appoint the proxy.

7 Member’s Queries

Members may raise questions at the AGM or submit questions related to the resolutions to be tabled
for approval at the AGM, in advance of the AGM, in the following manner by 9:30 a.m. on 21 April 2023
(the “Cut-off Time”):

(a) in hard copy by sending personally or by post and lodging the same at the office of the Company’s Share
Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., at 1 Harbourfront Avenue, Keppel Bay Tower,
#14-07, Singapore 098632; or

(b) by email to Boardroom Corporate & Advisory Services Pte. Ltd. at [email protected]

For verification purpose, when submitting any questions by post or via email, members MUST provide the
Company with their particulars (comprising full name (for individuals)/company name (for corporates), email
address, contact number, NRIC/passport number/company registration number, shareholding type and number
of shares held).

The Company will endeavour to address substantial and relevant questions (determined by the Company in its
sole discretion) to the resolutions at the AGM and upload the Company’s responses on the SGX website. Members
may also ask questions during the AGM.

The minutes of the AGM will be published on SGXNet within one (1) month after the date of the AGM.

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 MOOREAST ANNUAL REPORT 2022

8 COVID-19 Measures

The Company will continue to monitor the ongoing COVID-19 situation and reserves the right to take further
measures as appropriate and at short notice, in order to comply with the various government and regulatory
advisories from time to time. Any changes to the manner of conduct of the AGM will be announced on SGXNet
at the URL https://www.sgx.com/securities/company-announcements. Members are advised to check the SGXNet
regularly for updates on the AGM.

Personal data privacy

By submitting an instrument appointing the Chairman of the Meeting as the proxy(ies) to attend, speak and vote at
the AGM and/or any adjournment thereof, a member of the Company (i) consents to the collection, use and disclosure
of the member’s personal data by the Company (or its agents or service providers) for the purpose of the processing,
administration and analysis by the Company (or its agents or service providers) of proxies and representatives appointed
for the AGM (including any adjournment thereof) and the preparation and compilation of the attendance lists, minutes
and other documents relating to the AGM (including any adjournment thereof), and in order for the Company (or
its agents or service providers) to comply with any applicable laws, listing rules, take-over rules, regulations and/or
guidelines (collectively, “Purposes”), (ii) warrants that where the member discloses the personal data of the member’s
proxy(ies) and/or representative(s) to the Company (or its agents or service providers), the member has obtained the
prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by the Company (or its
agents or service providers) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and (iii)
agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands, losses and
damages as a result of the member’s breach of warranty.

This Notice has been prepared by the Company and its contents have been reviewed by the Company’s Sponsor, W Capital Markets
Pte Ltd (the “Sponsor”).

This Notice has not been examined or approved by the Singapore Exchange Securities Trading Limited (the “SGX-ST”) and the SGX-
ST assumes no responsibility for the contents of this Notice, including the correctness of any of the statements or opinions made or
reports contained in this Notice.

The contact person for the Sponsor is Ms Sheila Ong, Registered Professional, W Capital Markets Pte. Ltd., 65 Chulia Street, #43-01
OCBC Centre, Singapore 049513, telephone (65) 6513 3543.

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Annual General Meeting Proxy Form
Important
1 An investor who holds shares under the Supplementary Retirement Scheme (“SRS Investor”) (as may be
applicable) may attend and cast their votes at the virtual AGM personally. SRS Investors who are unable to
attend the AGM but would like to vote, may inform their SRS Operators to appoint the Chairman of the AGM to
act as their proxy, in which case, the SRS Investors shall be precluded from attending the AGM.

2 This Proxy Form is not valid for use by SRS Investors and shall be ineffective for all intents and purposes if used or
purported to be used by them.

I/We _______________________________ NRIC/Passport number/Co. Reg. No. _________________________________________

of ________________________________________________________________________________________________________________
being a member/members of Mooreast Holdings Ltd. (the “Company”) hereby appoint:

Name NRIC/Passport No. Proportion of shareholdings

Address Email Address^ No. of shares %

and/or (delete as appropriate)

Name NRIC/Passport No. Proportion of shareholdings

Address Email Address^ No. of shares %

or failing which, the Chairman (“Chairman”) of the 2nd Annual General Meeting of the Company (the “AGM”), as
my/our proxy to attend, speak and to vote for *me/us on *my/our behalf at the AGM of the Company to be held at 51
Shipyard Road Singapore 628139 on 28 April 2023 at 9:30 a.m. and at any adjournment thereof.

*I/We direct *my/our proxy(ies) to vote for, or against, or abstain from voting on the resolutions to be proposed at
the AGM as indicated hereunder.

No. Resolutions For Against Abstain

Ordinary business
1 To receive and adopt the Directors’ Statement, Audited Financial
Statements and Auditor’s Report
2 To re-elect Mr Ong Yong Loke Joseph as Director
3 To re-elect Mr Zulkifly Bin Zakaria as Director
4 To approve the Directors’ fees payable by the Company
5 To re-appoint Ernst & Young LLP as Auditors
Special business
6 To authorise the Directors to allot and issue new shares
7 To authorise the Directors to grant awards and issue shares in accordance
with the Mooreast Performance Share Plan
8 To authorise the Directors to grant options and issue shares in accordance
with the Mooreast Share Option Scheme

* If you wish to exercise all your votes “For”, “Against” or “Abstain”, please indicate with a “√” in the box provided. Alternatively, please indicate the number
of shares as appropriate. If no specific direction as to voting is given, the proxy/proxies (except where the Chairman of the AGM is appointed as my/our
proxy) will vote or abstain from voting at his/her/their discretion on any matter arising at the AGM and at any adjournment thereof. In the absence of
specific directions in respect of a resolution, the appointment of the Chairman of the AGM as my/our proxy for that resolution will be treated as invalid.

Dated this _________ day of ______________ 2023 Total number of shares held

______________________________________________

Signature(s) of member(s) or common seal

IMPORTANT: PLEASE READ NOTES OVERLEAF BEFORE COMPLETING THIS FORM

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 MOOREAST ANNUAL REPORT 2022

1 Please insert the total number of shares held by you. If you have shares entered against your name in the Depository
Register (as defined in Section 81F of the Securities and Futures Act 2001 of Singapore), you should insert that
number of shares. If you have shares registered in your name in the Register of Members of the Company, you
should insert that number of shares. If you have shares entered against your name in the Depository Register and
shares registered in your name in the Register of Members, you should insert the aggregate number of shares
against your name in the Depository Register and registered in your name in the Register of Members. If no
number is inserted, this form of proxy will be deemed to relate to all the shares held by you.

2 A member of the Company may physically attend and vote at the AGM, or:

(a) a member of the Company entitled to attend and vote at the AGM and who is not a relevant intermediary
is entitled to appoint not more than two (2) proxies to attend and vote in his/her stead. Where such member
appoints more than one(1) proxy, he/she shall specify the proportion of his/her shareholdings to be represented
by each proxy. If no percentage is specified, the first named proxy shall be deemed to represent 100% of the
shareholding and the second name proxy shall be deemed to be an alternate to the first named proxy; and
(b) a member of the Company entitled to attend and vote at the AGM and who is a relevant intermediary is
entitled to appoint more than two (2) proxies to attend and vote at the AGM of the Company, but each such
proxy must be appointed to exercise the rights attached to a different share or shares held by such member.
Where such member appoints more than one (1) proxy, the number of shares in relation to which each proxy
has been appointed shall be specified in the proxy form. In such event, the relevant intermediary shall submit
a list of its proxies together with the information required in this proxy form to the Company.

A “relevant intermediary” means:

(a) a banking corporation licensed under the Banking Act 1970 or a wholly-owned subsidiary of such a banking
corporation, whose business includes the provision of nominee services and who holds shares in that capacity;
(b) a person holding a capital markets services licence to provide custodial services for securities under the
Securities and Futures Act 2001 and who holds shares in that capacity; or
(c) the Central Provident Fund Board established by the Central Provident Fund Act 1953, in respect of shares
purchased under the subsidiary legislation made under that Act providing for the making of investments from
the contributions and interest standing to the credit of shareholders of the Central Provident Fund, if the Board
holds those shares in the capacity of an intermediary pursuant to or in accordance with that subsidiary
legislation.

3 In appointing a proxy, if no specific directions as to voting is given by a member, the proxy/proxies (except where
the Chairman of the AGM is appointed as the member’s proxy) will vote or abstain from voting at his/her/their
discretion on any matter arising at the AGM and at any adjournment thereof. In the absence of specific direction
as to the voting is given by a member, the appointment of the Chairman of the AGM as the member’s proxy for
the relevant resolutions will be treated as invalid.

4 SRS investors who wish to appoint the Chairman of the AGM as proxy should approach their respective SRS
operators to submit their votes by 9:30 a.m. on 18 April 2023 (being at least seven (7) working days before the date
of the AGM) to allow sufficient time for their respective SRS operators to in turn submit a proxy form to appoint
the Chairman of the AGM to vote on their behalf by the cut-off date.

5 A proxy need not be a member of the Company.

6 The duly executed Proxy Form must be submitted to the Company in the following manner:

(a) if submitted by hand or by post, to be lodged with the Company’s Share Registrar, Boardroom Corporate &
Advisory Services Pte Ltd, at 1 Harbourfront Avenue, Keppel Bay Tower, #14-07, Singapore 098632; or
(b) if submitted electronically, be submitted via email to the Company’s Share Registrar at
[email protected]

in either case, not less than 72 hours before the time appointed for holding the AGM (and at any adjournment
thereof). Members are strongly encouraged to submit completed Proxy Forms electronically via email.

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Annual General Meeting Proxy Form
7 This instrument of proxy must be signed by the appointor or of his/her/its attorney duly authorised in writing and
where such instrument is executed by a corporation, it must be executed either under its common seal or signed
on its behalf by a duly authorised officer or attorney.

Where the instrument appointing a proxy or proxies is submitted by email, it must be authorised in the following
manner:

(a) by way of the affixation of an electronic signature by the appointor or his duly authorised attorney or, as the
case may be, an officer or duly authorised attorney of a corporation; or
(b) by way of the appointor or his duly authorised attorney or, as the case may be, an officer or duly authorised
attorney of a corporation signing the instrument under hand and submitting a scanned copy of the signed
instrument by email.

8 Where this instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney, the
power of attorney or a notarially certified copy thereof (failing previous registration with the Company) must be
lodged with this instrument of proxy, failing which this instrument of proxy may be treated as invalid.

9 A corporation which is a member may authorise by a resolution of its Directors or other governing body such
person as it thinks fit to act as its representative at the AGM in accordance with Section 179 of the Companies Act
1967 of Singapore.

10 The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly
completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of
the appointor specified in the instrument appointing the Chairman of the AGM as the proxy.

11 In the case of members of the Company whose shares are entered against their names in the Depository
Register, the Company may reject any instrument appointing the Chairman of the AGM as the proxy lodged
if such members are not shown to have shares entered against their names in the Depository Register as at 72
hours before the time appointed for holding the AGM as certified by The Central Depository (Pte) Limited to the
Company.

Personal data privacy

By submitting an instrument appointing a proxy(ies) and/or representative(s), the member accepts and agrees to
the personal data privacy terms set out in the Notice of AGM dated 12 April 2023.

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