42 Jati Tinggi Group Berhad | Annual Report 2023

Sustainability
Statement

Jati Tinggi Group Berhad (“JTG” or “the Company”) and its subsidiary
(“the Group”, collectively) provide engineering services and solutions
for underground and overhead utilities, as well as substation engineering,
procurement, construction, and commissioning (EPCC). The Group is also
involved in the trading of equipment for substations.
Jati Tinggi Group Berhad | Annual Report 2023 43

Sustainability Statement

INTRODUCTION REPORTING PERIOD & CYCLE

We are pleased to present the Group’s inaugural Sustainability This statement reports the Group’s sustainability activities
Statement for the financial year ended 30 November ("FYE") from 1 December 2022 to 30 November 2023, unless stated
2023, which complements the rest of the sections of our first otherwise.
annual report namely Management Discussion and Analysis,
Corporate Governance Overview Statement and Statement As the Group embarks on its new journey as a Listed
on Risk Management and Internal Control following our Company since December 2023, this being the Group’s
listing on the ACE Market of Bursa Malaysia Securities maiden report, historical statistical data is only presented
Berhad (“Bursa Securities”) on 20 December 2023. for certain disclosures where data is available. JTG’s
sustainability reporting cycle is conducted annually.
ABOUT THIS STATEMENT
REPORTING SCOPE & BOUNDARIES
This Sustainability Statement offers a thorough insight
into the Group’s endeavours, achievements, potential This Sustainability Statement covers the Group’s business
risks, and growth opportunities within our operations in operations and activities in Malaysia, on the Company and
Malaysia. Encompassing all pertinent facets crucial to the its subsidiary, as well as on all aspects material to the Group.
Group, this statement underscores the significant impact
on our stakeholders from an Economic, Environmental, ASSURANCE
Social, and Governance (“EESG”) standpoint. Hence, all
our sustainability activities are carefully aligned with our Financial data disclosed in this statement is derived from the
business strategies and budget. Financial Statements section of this Annual Report 2023, is
audited by the Group’s External Auditors. The non-financial
REPORTING FRAMEWORK AND STANDARDS data and information presented have not been externally
assured.
The contents of this statement are prepared with reference
to: LIMITATIONS

While we have made all efforts to collect and present

accurate, relevant and meaningful quantitative and
qualitative data sourced from official company sources and
records, we are cognisant of gaps in data availability for
certain indicators. We are also taking the initiative to collect
 ACE Market Listing Requirements in relation to relevant and accurate data from the Group’s value chain. The
Sustainability Reporting Framework Group is constantly working to implement more robust data
tracking and gathering mechanisms for enhanced reporting
in the next reporting cycle.

FORWARD LOOKING STATEMENT

 Bursa Securities’ Sustainability Reporting Guide
(3rd Edition) This Sustainability Statement contains forward-looking
statements on the Group’s targets, future plans, operations,
and performance based on reasonable assumptions based
on current business trajectories. The Group’s business is
subject to risks and unforeseen events beyond our control,
as such, we advise readers not to rely solely on these
Malaysian Code on Corporate Governance (MCCG) statements, as actual results may differ.

FEEDBACK AND COMMENTS

This report is available for download at our corporate website

at www.jatitinggi.com. The Group welcomes feedback and
 United Nations Sustainable Development Goals
concerns, please direct your feedback, enquiries or details
(UNSDG)
to [email protected].
44 Jati Tinggi Group Berhad | Annual Report 2023

Sustainability Statement

OUR SUSTAINABILITY PRACTICE BOARD COMPOSITION

The Group acknowledges the significance of embracing The Board comprises seasoned professionals with
Economic, Environment, Social, and Governance (EESG) extensive expertise in their respective fields. In fulfilling the
practices, including environmentally responsible operations, MCCG recommendations, for FYE 2023, 4 out of JTG’s
fostering supportive workplaces for employees, and 6 directors during the reporting period are independent
upholding high standards of corporate governance. These and we have 2 female directors, which aligns with the 30%
practices are essential for creating sustainable value and female representation on the Board. Subsequently, on
maintaining our shareholders' and stakeholders' trust and 1 February 2024, 2 new independent directors joined the
confidence. Board, adding the board composition to 8 directors, of which
6 are independent. In addition, the women representatives
SUSTAINABILITY GOVERNANCE on the Board are now 3 out of the total 8 directors, hence
upholding the Board Gender Diversity Policy adopted by the
In managing the governance of sustainability matters, our Board.
focus will encompass several key areas, including:
-  Maintaining high standards of business ethics, MATERIAL MATTERS
integrity, and corporate governance practices.
- Establishing and continually enhancing appropriate The Group is committed to integrating Sustainability Matters
governance structures and processes. across EESG aspects in alignment with the United Nations
- Ensuring compliance with all applicable laws and Sustainable Development Goals (UNSDG).
regulations related to corporate governance.
-  Addressing verifiable complaints, grievances, As such, we intend to conduct a materiality assessment at
and conflicts through an open, transparent, and least once every three years to engage with our external and
consultative process. internal stakeholders to address issues that matter to them
- Implementing policies and procedures to guarantee and the business. We define material matters as issues that
the adequacy and integrity of the Group's internal significantly impact our sustainability performance.
control system.
Materiality Assessment Process
SUSTAINABILITY GOVERNANCE STRUCTURE The Group’s materiality process is as follows:

The Group recognises that strong corporate governance

and transparency are essential for responsible, sustainable Identify
growth. The Board leads JTG's sustainability efforts, Develop and list preliminary materiality matters on
overseeing its strategy, material EESG issues, work sustainability topics
plans, performance targets, and sustainability reporting.
To ensure our sustainability initiatives are effective, the
Group’s sustainability governance will be led by the Board Engagement
and to be supported by amongst others, the Sustainability Conduct survey via online and physical interviews with
Committee and Sustainability Working Group. key internal and external stakeholders to determine
ranking
STANDARDS AND CERTIFICATIONS
Develop
In our commitment to uphold product excellence, Jati
Stakeholders' ranking are collated and presented in the
Tinggi Holding Sdn Bhd (JTG’s wholly-owned subsidiary)
matrix mapped to the sustainability pillars
has obtained ISO 9001:2015 certification for its quality
management systems under the scope: provision of electrical
& telecommunication cabling, building of infrastructure (road Validate
and tunnelling) and related civil engineering works. The matrix is then reviewed and validated by the Board
and Sustainability Committee.
Jati Tinggi Group Berhad | Annual Report 2023 45

Sustainability Statement

At present, we are putting in place our Sustainability SOCIAL

Framework, which will include relevant policies, procedures, •  ensure a safe, healthy, and conducive work
materiality assessment criteria, performance indicators, environment for the Group’s employees;
reporting schedules, and forms and formats to ensure •  cultivate a diverse and inclusive culture that
compliance with the ACE Market Listing Requirements recognises and values individuality;
(“Listing Requirements”) of Bursa Securities. • ensure equal access to opportunities regardless of
one’s age, gender, ethnicity, religion, national origin,
disability, sexual orientation or any other relevant
characteristics;
• eliminate improper conduct and practices, including
but not limited to workplace bullying, discrimination
against individual differences, discriminatory and
sexual harassment, intimidation and victimisation;
• empower the Group’s workforce by supporting their
personal and professional growth;
• respect and uphold the fundamental workers’ rights
through the elimination of child labour and forced
OUR SUSTAINABILITY FOCUS labour of all forms; and
• contribute to the well-being and development of the
The Group focus its sustainability efforts on these four surrounding community through corporate social
broad categories: responsibility programmes, employee volunteerism,
job creation and donation.
ECONOMIC
•  conduct business in an open, transparent, and GOVERNANCE
accountable manner; • maintain high standards of business ethics, integrity,
•  support and contribute to the development and and corporate governance practices;
enhancement of infrastructure utilities to the nation •  establish and continually improve appropriate
through the provisions of its solutions and services governance structures and processes;
as well as the local economy through sourcing • comply with all applicable laws and regulations in
materials and equipment from local suppliers as far relation to corporate governance;
as is practicable; •  resolve verifiable complaints, grievances and
•  be committed to delivering high-quality and conflicts through an open, transparent and
sustainable solutions and services to ensure consultative process; and
continued commercial success by adhering to •  establish policies and procedures to ensure the
the quality management system to achieve total adequacy and integrity of the Group’s internal control
customer satisfaction; system.
• establish and continually improve the effectiveness
of the Group’s management system in all operations STAKEHOLDERS’ ENGAGEMENT
and service delivery according to the Group’s
customer requirements; and The Group is committed to ensuring sustainability and
•  engage in continuous, timely, transparent, and creating value for its stakeholders while providing insights
meaningful communication with shareholders and into the management of its material sustainability matters.
stakeholders to facilitate mutual understanding. These stakeholders encompass employees, customers,
shareholders, suppliers, government entities, investors,
ENVIRONMENTAL regulators, and the community. We achieve this by clarifying
•  be committed to environmental protection and our purpose, outlining our strategy for value creation, and
stewardship by minimising risks and impacts to the actively engaging with and addressing the expectations of
environment in the Group’s daily operations; our stakeholders.
• comply with all relevant environmental regulatory
and legal requirements; and
• ensure responsible waste management and disposal.
46 Jati Tinggi Group Berhad | Annual Report 2023

Sustainability Statement

STAKEHOLDERS’ ENGAGEMENT (CONT'D)

The following table highlights our stakeholder engagement activities for FYE 2023:

Stakeholders Key Concerns Engagement Approach Frequency of

Engagement
Government & • Adherence to relevant laws • On-site inspection • Annual
Regulators and regulations, including • Correspondence on regulations • As and when
compliance with labour, • Dialogue session required
environmental safety and health • Corporate website
regulations • Policies in place to comply with
• Corporate governance and relevant government laws and
compliances regulations
• Seminars or information sessions
held by authorities
• Formal meetings
• Emails and letters

Suppliers, • Competitive prices • Review and survey • As and when

Vendors & • Fair contract practices • Supplier/Vendor/Subcontractor required
Subcontractors • Continuity of business assessment
• Solution and service quality • Supplier’s/Vendor’s/
• Ethical labour practices subcontractor’s rating
• Responsible environmental • Meetings, briefings
initiatives • Engaged contractors on a need
• Payment terms basis
• Timely delivery • Transparent procurement
practices

Customers • Quality and reliable solutions and • Customer feedback channels • As and when
services • Customer satisfaction survey required
• Competitive prices • Corporate website
• On-time reliable delivery • Actively engaging and building
• Uphold labour rights and relationships
standards, health and safety, • Regular feedback and meetings
respect for human rights
• New technology/ R&D
• Solution/service quality
• Resolving complaints efficiently
• Ensuring on-time service
• Ensuring on-time solution
delivery
• Relationship building
• Health and Safety
Jati Tinggi Group Berhad | Annual Report 2023 47

Sustainability Statement

Stakeholders Key Concerns Engagement Approach Frequency of

Engagement
Employees • Safeguarding of human • Periodic meetings • Annual
rights, health and safety, and • Recreational events • As and when
creating a respectful workplace • Training including safety training required
environment and awareness
• Fair remuneration practices, with • Annual performance evaluation
competitive compensation and sessions
benefits • Reward and recognition
• Fair opportunities for career programme
growth, upskilling, and learning • Employee surveys
and development • Whistle-blowing policy

Investors/ • Healthy and consistent business • Annual General Meeting • Annual

Shareholders growth, including business • Corporate correspondence • As and when
expansion • Investor briefing required
• Group’s financial performance • Quarterly announcements/ • Quarterly
• Corporate governance meetings
• Regulatory compliance • Annual Report
• Bursa announcement
• Corporate website

Media/Analysts • Financial reporting • Analysts briefing and reports • As and when
• Business strategies • Press Release required
• Market presence • Media interview

Local • Donations and CSR initiatives • Charitable/community events such • As and when
Communities • Health, safety and environmental as fund-raising activities required
initiatives • Corporate website
• Social responsibility • Corporate social responsibility
• Environmental program
• Business opportunity
• Interact with local communities

ECONOMIC The Group maintains a strategy to drive profitable and

sustainable growth, aligned to achieving long-term success
The Group is unwavering in its commitment to advancing as a listed company. We are mindful that our performance
its sustainability agenda, driving economic growth, and has an impact on our ability to meet financial obligations to
generating lasting value for its stakeholders. Moreover, our stakeholders, such as payment of salaries to employees,
we are dedicated to uphold ethical standards across all tax disbursement to the government, economic returns to
our operations, encompassing corporate governance, risk shareholders, procurement from suppliers and donations,
mitigation, and adherence to relevant laws and regulations. sponsorships and internship opportunities to communities.

During the review period, more than 99% of our revenue was More details on the Group’s business and financial
generated from the provision of underground and overhead performance can be found in the Management Discussion
utilities engineering services and solutions, with the and Analysis section of this Annual Report on page 34 to 41.
Group’s main customers comprising contractors working
in the electricity supply industry in Peninsular Malaysia.
In FYE 2023, the Group recorded a total revenue of
RM115.04 million.
48 Jati Tinggi Group Berhad | Annual Report 2023

Sustainability Statement

Supply Chain Management Energy Management

Our core business lies mainly in the provision of infrastructure The Group is committed to reducing energy consumption
utilities engineering solutions for the electricity supply through various proactive measures. Amongst others,
industry in Malaysia. The Group’s operations are largely all lights are switched off during lunch hours and in any
site-based. We may engage subcontractors on a project spaces that are not in use, thereby minimising unnecessary
basis to carry out selected parts of our works, such as energy usage. The Group has also been using energy saving
soil testing, cabling works, cable termination and jointing, light bulbs and light-emitting diode (“LED”) for its energy
milling-and-paving, electrical and structural works. The efficiency and longer lifespan.
Group supports local suppliers and local procurement as
far as possible. From processing procurement to the final Water Consumption and Conservation
selection of bidder, the evaluation process and inventory
management follows the best practices and standards of The Group is committed to reduce water consumption,
procurement. prevent water wastage and water pollution, starting from
its head office. Regular monitoring of water meter readings
Product Quality and Customer Satisfaction helps to prevent excessive usage and detect any water loss
due to leaks. We will continue to implement various measures
A key to our continued success is the ability to source skilled, to ensure efficiency in minimising water wastage.
competent and ethical subcontractors and manage them
efficiently. To ensure that our deliverables meet customers’ Waste Management
expectations, we have established a quality management
system that is aligned with ISO 9001 standards. This is to The Group proactively handles its scheduled waste
ensure quality standards are maintained for project delivery generated from the work. Such initiatives include, amongst
activities. others, the waste is properly handled and disposed to the
customers’ designated waste disposal areas.
ENVIRONMENTAL
SOCIAL
In the Group’s commitment to environmental sustainability,
The Group prioritise the cultivation and sustenance of
the Group’s foremost priorities encompass a dedicated
meaningful connections with stakeholders alongside
focus on environmental protection and stewardship. The
the Group’s dedication to enhancing the well-being of
Group strives to minimise risks and mitigate environmental
communities. The Group’s commitment lies in fostering
impacts in its day-to-day operations. Adhering to a
enduring value for stakeholders through promoting diversity
stringent framework, the Group is unwaveringly dedicated
in the workplace, continually developing employee skills, and
to compliance with all pertinent environmental regulatory
nurturing relationships within the communities where we are
and legal requirements. A cornerstone of the Group’s
present.
approach involves responsible waste management and
disposal practices, ensuring that its actions align with
TALENT MANAGEMENT
sustainable principles. By incorporating these key aspects
into the Group’s operational ethos, the Group aims to
Talent is the fuel that ignites success in the ever-evolving
contribute positively to environmental preservation and
business landscape. Recognising this, the Group prioritises
foster a harmonious coexistence with the Group’s natural
attracting, developing, and retaining skilled individuals. The
surroundings.
Group has established a succession planning policy and
documented a succession planning matrix. The Group has a
Looking ahead, the Group’s plan involves implementing management succession plan consisting of (i) identification
monitoring measures across all project sites and workplaces of capabilities and talent needs; (ii) selection and recruitment;
to manage and avoid adverse environmental repercussions. (iii) career planning and development; (iv) performance
appraisal; and (v) continuous training and education, of its
personnel. Our approach to talent management places
emphasis on diversity and equality, fostering an inclusive
environment that mirrors the multicultural and multiethnic
fabric of Malaysia, with employees from various racial
backgrounds.
Jati Tinggi Group Berhad | Annual Report 2023 49

Sustainability Statement

TOTAL WORKFORCE

The Group currently has a total workforce of 88 employees. 98.86% of the Group’s workforce are Malaysian employees,
while the remaining 1.14% are expatriates (only 1 expatriate). The expatriate working in Malaysia has a valid working permit
and the Group is not in breach of any immigration laws.

Employees by Gender
Female

Gender Total No BOD Top Management (in figures) 25

Chief Management
Executive Committee /Senior
Management
Male 63 2 1 2 Male
Female 25 - - -
63
Grand Total 88 2 1 2

Employees by Age
60 years
Age Group Total No BOD Top Management (in figures) and above <20 years
Chief Management 3 0
Executive Committee /Senior
Management 50-59
years 20-29
< 20 years - - - -
years
20-29 years 28 - - - 10
30-39 years 34 - - 1 28
40-49 years 13 - - -
50-59 years 10 2 1 1 40-49
years
60 years and 3 - - -
above 30-39 years
13
Grand Total 88 2 1 2 34

Employees by Ethnicity

Ethnicity Total No BOD Top Management (in figures) Others

Indian
Chief Management
0
Executive Committee /Senior 12
Management
Bumiputera 52 - - -
Chinese 24 2 1 2
Indian 12 - - -
Others - - - - Chinese
Grand Total 88 2 1 2 Bumiputera
24

52
50 Jati Tinggi Group Berhad | Annual Report 2023

Sustainability Statement

TOTAL WORKFORCE (CONT'D)

None of the Group’s employees belong to any labour union. In the past three financial years, there has not been any major
industrial dispute involving our employees.

Furthermore, the Group has established a succession planning policy to identify key competencies and requirements for
managerial and senior management roles. This management succession plan ensures that the Group maintains a pool of
skilled individuals ready to assume leadership positions. The Group’s middle management team undergoes regular training
to equip them with the necessary knowledge and skills for future senior management roles.

New Hires

The Group is committed to nurturing a diverse and motivated workforce. The Group upholds principles of equal opportunity
and prioritises career advancement for all employees, irrespective of their backgrounds. Actively seeking local talent, the
Group prioritises fair and unbiased hiring processes. The Group offers growth avenues through mentoring programmes and
initiatives focused on diversity training. In the review period, the Group's new hires include:

Total New Hires By Gender Total New Hires By Employment Category

Male Female Total Executive Non- Total

No. 13 15 28 Executive

Total % 46% 54% 100% No. 23 5 28

Total % 82% 18% 100%

Non-Executive
Female
18%
54%

Executive
Male
82%
46%

Total New Hires By Age >56

41-55
0
Age Range No. of New Hire
5 <25
<25 7
26 – 35 14 36-40 7
36 – 40 2
2
41 – 55 5
>56 - 26-35
Total 28
14

Hiring procedure entails the Hiring Manager of the requesting department to fill in a Manpower Requisition Form providing a
job description for the vacant position. The Head of Department (“HOD”) shall verify the completeness and accuracy of the
information in the job description and sign-off on the form to facilitate new hires.
Jati Tinggi Group Berhad | Annual Report 2023 51

Sustainability Statement

TOTAL WORKFORCE (CONT'D)

Remuneration Packages

The Group offers attractive remuneration packages encompassing competitive salaries, comprehensive benefits, and
performance-based incentives. In addition, the Group provides professional development and advancement opportunities,
including training programmes and career progression pathways. The Group’s remuneration structure is designed to
recognise and reward employees for their contributions, fostering a culture of excellence and ensuring alignment with the
Group's goals and values.

Employee Benefits

The Group’s employee benefits include initiatives such as health and personal accident insurance coverage, leaves and
others.

Employee Appraisal

All employees are subjected to annual performance appraisals, which can be conducted any time of the year, to the discretion
of the human resources department. This appraisal is used to determine the need for, amongst others, promotions and
upskilling.

EMPLOYEE WELFARE

The Group acknowledges that its talents are its greatest asset. As such, the Group puts emphasis on employee welfare
by offering an inclusive and diversified workplace, continuous training, and competitive remuneration and benefits. All
employees are given a copy of the Employee Handbook upon joining.

Long Service Awards ("LSA")

The Group’s LSA recognise individuals' dedication to the company, starting from five years of service and beyond.

25 Years
Tenure LSA 2023 5 Years
0
5 Years 2 2
10 Years 2
20 Years
15 Years 1
20 Years 3 3
25 Years -
TOTAL 8
15 Years 10 Years

1 2

TRAINING & DEVELOPMENT

The Group offers a range of training and development programmes to assist employees in advancing their careers, including
on-the-job training, internal and external workshops, soft skill training and more.

To ensure effective planning and utilisation of resources, a budget is allocated for training purposes, and employees' training
needs are meticulously assessed and addressed. Additionally, the Group has implemented a training requisition form
through which employees can submit requests for additional training programs to enhance their skill sets.
52 Jati Tinggi Group Berhad | Annual Report 2023

Sustainability Statement

TOTAL WORKFORCE (CONT'D)

In addition, the Group also has a Continuing Education Policy to encourage the Company’s Board members to attend
appropriate continuing education programme. Each director is expected to attend at least one full day of programme each
year. Details of the Group’s employee training is shown below:

Employee Training

2023
NO. OF
NO. OF EVENT PARTICIPANT Training hours
External Public 28 98 1,054
Internal Internal Not Recorded Not Recorded Not Recorded
TOTAL 28 98 1,054

OCCUPATIONAL HEALTH AND SAFETY (OHSA)

The health and safety of the Group’s employees are paramount in the Group’s operations. As such, the Group has
implemented robust safety and health measures. The Group has established a policy to govern safety and health functions,
including quarterly safety spot checks to uphold a secure environment across the Group’s business premises. In addition,
the Group has developed an emergency response plan to prepare its employees for potential hazards adequately.

The Group’s commitment to health and safety extends to regular reviews of its practices to ensure alignment with industry
best practices. Furthermore, the Group actively engages its employees in health and safety through various platforms and
training programmes, fostering continuous education and awareness within our workforce.

The Group has operational safety policies in place, such as safety briefings for its projects. The Group also requires its
sub-contractors and suppliers to ensure health and safety procedures are adhered to. The Group’ project sites under the
TNB grid division are selected for audit by the TNB Safety Compliance Team (SAFCA) based on the TNB SAFCA procedures,
from time to time. The Group’s project sites are also subject to inspection by the local authorities and government agency to
ensure that they comply with the OSHA and its regulations.

In 2023, the Group recorded zero incidents of accidents, injuries or fatalities.

CORPORATE SOCIAL RESPONSIBILITY

The Group is dedicated to empowering the communities it operates in through various initiatives. Giving back to these
communities is deeply rooted in the Group's culture, and the Group offers support whenever needs arise through a variety
of platforms.

GOVERNANCE

TRANSPARENCY AND INTEGRITY

The Group maintains complete openness in our business disclosures and implements stringent measures to prevent
corruption, bribery, and other detrimental incidents that could impact the Group. We enforce a zero-tolerance stance
towards corruption and bribery, pledging to conduct our operations with utmost professionalism, transparency, integrity,
honesty, and accountability. Our adherence extends to full compliance with Bursa Securities’ Listing Requirements and
industry standards. Furthermore, we have adopted the Anti-Bribery and Corruption and Whistle-blowing policies to ensure
alignment with the Malaysian Anti-Corruption Commission Act 2009 and the Whistleblower Protection Act 2010. In addition,
we have also adopted a Personal Data Protection Notice, which complies with the Personal Data Protection Act 2010, to
protect personal data obtained from our customers, vendors, suppliers, service providers and employees.
Jati Tinggi Group Berhad | Annual Report 2023 53

Corporate Governance
Overview Statement

Jati Tinggi Group Berhad (“JTG” or “the Company”) was listed on the ACE Market of Bursa Malaysia
Securities Berhad (“Bursa Securities”) on 20 December 2023 (“Listing”).

The Board of Directors (“the Board”) of JTG is dedicated to upholding and sustaining good corporate
governance practices across the Company and its subsidiary (“the Group”). This dedication is aimed
at promoting business prosperity and corporate accountability, with the ultimate objective of realising
long-term shareholder value while taking into account the interest of other stakeholders. This
commitment aligns with the principles and practices as set out in the Malaysian Code on Corporate
Governance 2021 (“MCCG”), the ACE Market Listing Requirements (“Listing Requirements”) of
Bursa Securities and the Corporate Governance Guide.

The Board is pleased to set out below the Corporate Governance Overview Statement which describes the manner in which
the Group has applied the following principles of the MCCG during the financial year ended 30 November ("FYE") 2023:

A. Board leadership and effectiveness;

B. Effective audit and risk management; and
C. Integrity in corporate reporting and meaningful relationship with stakeholders.

This Corporate Governance Overview Statement should be read together with the Corporate Governance Report 2023
("CG Report") which is available on the Company’s corporate website at www.jatitinggi.com as well as via an announcement
on the website of Bursa Securities.

PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS

PART I – BOARD RESPONSIBILITIES

The Group is led and managed by an effective and experienced Board, comprising members with a wide range of experience
and qualifications.

The Board is supported by the following three (3) Board Committees with delegated responsibilities to oversee the Group’s
affairs and authorised to act on behalf of the Board in accordance with their respective Terms of Reference (“TOR”):

Board of Directors
Oversees the Company’s strategic direction, performance and affairs to foster the success of the Group
in delivering sustainable value over the long term to stakeholders

Audit and Risk Management Nomination Committee (“NC”) Remuneration Committee (“RC”)
Committee (“ARMC”) Assist the Board in reviewing the Assist the Board in reviewing
Assist the Board in fulfilling its employment terms of Executive the remuneration packages
responsibilities for the oversight Directors and Senior Management, for Executive Directors, Non-
of the financial reporting process, recommending nominations Executive Directors and Senior
internal control system, risk for new Directors, conducting Management of the Group with the
management policies and annual reviews to determine the aims to attract, retain and motivate
strategies, internal and external necessary mix of genders, skills, Directors and Senior Management
audit processes and any conflict of experience and other requisite to drive long term objectives.
interest situations and related party qualities of Directors, and annually
transactions. assessing the overall effectiveness
of the Board as a whole and the
respective Board Committees.
54 Jati Tinggi Group Berhad | Annual Report 2023

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART I – BOARD RESPONSIBILITIES (CONT’D)

The role of the Board Committees is to advise and make recommendations to the Board. Notwithstanding, the ultimate
responsibility for the final decision on all matters lies with the Board. The Chairman/Chairperson of these Board Committees
will provide highlights to the Board, and any further deliberation is made at the Board level, if required.

Separation of the Chairman and Managing Director Roles

The Board is led by an Independent Non-Executive Chairman, Datuk Ir. Mohd Aminuddin Bin Mohd Amin. He is responsible
for providing leadership and instilling good corporate governance and effectiveness of the Board. The positions of the
Chairman of the Board and the Managing Director are held by different persons. This is to ensure that there is a balance of
power and authority to promote accountability and unfettered powers in decision making. The Managing Director, Dato’ Seri
Lim Yeong Seong is responsible for the overall strategy and corporate direction of the Group, and implementing business
strategies to grow the Group and business.

The Board maintains the perspective that the Chairman of the Board should not be involved in any Board Committees. This is
to uphold checks and balances as well as objectivity. Having the Chairman of the Board who also sits on Board Committee(s)
gives rise to the risk of self-review and may impair the objectivity of the Chairman. Therefore, the Chairman of the Board is
not a member of any of the Board Committees which is in line with MCCG.

Company Secretaries

The Board is supported by two (2) external competent Company Secretaries, whom are either a member of the Malaysian
Institute of Chartered Secretaries and Administrators or a licensed secretary by Registrar of Companies. Both the Company
Secretaries are qualified under Section 235(2) of the Companies Act 2016 (“CA 2016”) and are experienced in discharging
their duties and responsibilities to the Board.

The Company Secretaries or the representatives of the Company Secretaries attended the Board and Board Committees’
meetings held during the FYE 2023 and ensure that the meetings are properly convened. Further, all deliberations and
decisions are properly minuted and filed.

All Directors have unrestricted access to the advice and services of the Company Secretaries to ensure the effective
functioning of the Board and its Board Committees, to be in line with the Board policies and procedures at all times as well as
comply with laws, rules, corporate governance best practices, procedures and regulations affecting the Company.

Board Charter

The Board has adopted a Board Charter that serves as a structured guide on matters relating to the Board. The Board
Charter is designed to provide guidance and clarity to Directors and Management with regards to the roles of the Boards
and its Board Committees, the role of the Chairman and Independent Directors, Managing Director, the requirements of
Directors in carrying out their roles and in discharging their duties towards the Company as well as the Board’s operating
practices. It also serves as a reference point for Board activities.

The Board will review and update the Board Charter from time to time to reflect the changes to the Company’s policies
and procedures to ensure the Board Charter remains consistent with the Board’s objectives, current laws and practices.
The Board Charter was last reviewed and revised in October 2022 and is available on the Company’s corporate website at
www.jatitinggi.com.
Jati Tinggi Group Berhad | Annual Report 2023 55

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART I – BOARD RESPONSIBILITIES (CONT’D)

Board Charter (Cont'd)

The Board has also put in place the following policies:

Code of Conduct and Ethics for Directors

The Company had set out a Code of Conduct and Ethics (“Code”) for its Directors to provide the fundamental
guiding principles and standards applicable to the Directors where such principles and standards are founded
on high standards of professional and ethical practices. This Code will be assessed periodically by the Board
in alignment with the Company’s needs.

Whistleblowing Policy

The Board had formalised a Whistleblowing Policy as the Group places high value on the level of trust and
integrity. Therefore, the Whistleblowing Policy provides an avenue for all Directors, officers and employees
of the Company to disclose or report any improper conduct and to provide protection for those who report
such allegations. The Board will review the Whistleblowing Policy annually and make modification if required
or appropriate.

Anti-Corruption Ethics and Compliance Policy (“Anti-Corruption Policy”)

The Board had established an Anti-Corruption Policy on 22 October 2022 that sets out the Group’s principles
and stance and adequate procedures against corruption and/or bribery activities in the conduct of its
businesses. The Anti-Corruption Policy applies to all individuals working at all levels and grades, including
Directors, Senior Managers, Managers, employees (whether full-time, part-time, contract or temporary),
consultants, contractors, trainees, seconded staffs, volunteers, interns, agents, sponsors, suppliers,
customers, any third parties and any other person associated with the Group. This Anti-Corruption Policy is to
outline the responsibilities of the Group and its employees and to provide guidance in observing and upholding
the Group’s position on bribery and corruption. The Anti-Corruption Policy will be assessed periodically in
alignment with the Group’s needs.

Directors’ Fit and Proper Policy

The Directors’ Fit and Proper Policy (“FAP Policy” or “the Policy”) was established and adopted to guide the
NC and the Board in their review and assessment of candidates that are to be appointed on the Board as well
as the Directors who are seeking for re-election, which are to be assessed individually and collectively. The
NC will review the Policy regularly to ensure it remains relevant and appropriate. Any amendments or revisions
required shall be recommended to the Board for approval.

Sustainability Governance

The Board believes that sustainable business practices are essential to the creation of long-term value, and
that running the business in a responsible manner in intrinsically tied to achieving operational excellence.

In terms of structural oversight over sustainability including strategies, priorities and targets, it is reposed at the
Board level with the Management being responsible for operational execution with respect to Environmental,
Social and Governance factors as part of the Group’s corporate strategy. The Board is committed to staying
abreast with the sustainability issues associated with the ever-evolving operating environment which are
relevant to its business.

The Board evaluates its understanding of sustainability issues critical to the Company’s performance as part
of its annual performance evaluation. The Company’s sustainability initiatives are set out in the Sustainability
Statement in this Annual Report.
56 Jati Tinggi Group Berhad | Annual Report 2023

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART II – BOARD COMPOSITION

Board Balance

The current composition of the Board comprises eight (8) Directors with two (2) Executive Directors and six (6) Independent
Non-Executive Directors, as follows:

Name Designation and Directorate Gender

Datuk Ir. Mohd Aminuddin Bin Mohd Amin Independent Non-Executive Chairman Male

Dato’ Seri Lim Yeong Seong Managing Director Male

Chin Jiunn Shyong Executive Director/ Chief Operating Officer Male

("COO")

Dato’ Ir. Lim Yew Soon Independent Non-Executive Director Male

Loo May Len Independent Non-Executive Director Female

Poon Lai Kit Independent Non-Executive Director Female

Dato’ Che Nazli Binti Jaapar* Independent Non-Executive Director Female

Dato’ Sri Dr. Mohd Nizom Bin Sairi* Independent Non-Executive Director Male

* Appointed as Independent Non-Executive Directors on 1 February 2024.

The Board currently maintains at least 30% women directors on the Board in line with the Practice 5.9 as set out in MCCG.
Gender diversity policy was adopted by the Group on 10 October 2022 which is intended for the Group to promote diversity
in the Boardroom and workforce of the Group. The Board is supportive of gender diversity and will endeavour to have greater
women representation on the Board based on effective blend of required skills, experience, expertise and knowledge in
areas identified and the needs of the Group. The NC reviews this policy from time to time to assess its effectiveness. Any
revisions to this policy as recommended by the NC will be submitted to the Board for consideration and approval.

The current Board composition also complies with Rule 15.02 of the Listing Requirements of Bursa Securities which requires
at least one-third (1/3) of the Board comprises Independent Directors.

A brief profile of each Director is presented in the Directors’ Profile section of the Annual Report.

Independence of the Board

The current Board has a well-balanced composition with an effective mix, ensuring that there is an effective and fair
representation and also a balance of power and authority on the Board. The Independent Directors make up more than
half of the Board and exceeds the minimum as mandated by the Listing Requirements which stipulate that at least two (2)
Directors or one-third (1/3) of the Board, whichever is higher, must be independent.

The presence of Independent Non-Executive Directors ensures that views, consideration, judgment and discretion exercised
by the Board in decision making remains objective and independent whilst assuring the interest of other parties such as
minority shareholders are fully addressed and adequately protected as well as being accorded with due consideration.

The Board will justify and seek shareholders’ approval in the event it retains an Independent Director who has served in
that capacity for a cumulative period of more than nine (9) years. As at the date of this statement, none of the Independent
Directors has served the Company beyond nine (9) years.
Jati Tinggi Group Berhad | Annual Report 2023 57

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART II – BOARD COMPOSITION (CONT’D)

Election and Re-election

Save for Dato’ Che Nazli Binti Jaapar and Dato’ Sri Dr. Mohd Nizom Bin Sairi who were appointed on 1 February 2024, all
Directors retired and were re-elected in the first Annual General Meeting (“AGM”) held on 19 May 2023 and are subject
to retirement by rotation pursuant to Clause 77(3) of our Constitution at the AGM of our Company in the financial years
subsequent to FYE 2023.

Upon the recommendation of the NC and the Board, Dato’ Seri Lim Yeong Seong (“Dato’ Seri Lim”) and Mr Chin Jiunn
Shyong (“Mr Chin”) will retire and seek for re-election at the forthcoming Second AGM (“2nd AGM”). The details of the
Directors standing for re-election are disclosed in the Directors’ Profile section of the Annual Report. Directors who are
appointed by the Board during a financial year are subjected to re-election by the shareholders at the next AGM to be
held following their appointments. At the 2nd AGM to be held on 31 May 2024, Dato’ Che Nazli Binti Jaapar and Dato’ Sri
Dr. Mohd Nizom Bin Sairi, who were appointed as directors of the Company on 1 February 2024, and being eligible, shall
stand for re-election pursuant to Clause 80 of the Company’s Constitution (collectively referred to as “Retiring Directors”).

The NC had conducted the fit and proper assessment and reviewed each of the Retiring Directors who are standing for
re-election at the Company’s forthcoming 2nd AGM. Based on the outcome of the assessment, the NC agreed that they
met the criteria of character, experience, integrity, competence and time to effectively discharge their respective roles as
Directors as prescribed by the Listing Requirements of Bursa Securities.

The Board concurred with the findings of the NC, recommends and supports the re-election of the Retiring Directors who
are seeking for re-election pursuant to Clause 77(3) and Clause 80 of the Company’s Constitution at the forthcoming
2nd AGM.

Board Meeting

The Board shall meet at least four (4) times a year with additional meetings to be convened as and when required. Meetings
of the Board and Board Committees are scheduled in advance to facilitate the Directors in planning. The Notice of the Board
Meeting is served at least seven (7) days prior to the Board Meeting.

Relevant Board Papers are usually circulated to all Directors at least seven (7) days prior to the Board Meeting so as to
accord sufficient time for the Directors to peruse the Board papers.

The Board conducted one (1) meeting during the FYE 2023 before the Company was listed on the ACE Market of Bursa
Securities on 20 December 2023. Attendance of the Directors at the Board and Board Committees meetings during
FYE 2023 are as follows:

Type of Meetings Board of Directors ARMC

Name of Directors No. of Meetings Attended
Datuk Ir. Mohd Aminuddin Bin Mohd Amin 1/1 N/A
Dato’ Seri Lim Yeong Seong 1/1 N/A
Chin Jiunn Shyong 1/1 N/A
Dato’ Ir. Lim Yew Soon 1/1 1/1
Loo May Len 1/1 1/1
Poon Lai Kit 1/1 1/1
Dato’ Che Nazli Binti Jaapar Not applicable ^
Not applicable^
Dato’ Sri Dr. Mohd Nizom Bin Sairi Not applicable^ Not applicable^

*
For the FYE 2023, the NC and RC did not have any meetings as the Company was listed on ACE Market of Bursa
Malaysia on 20 December 2023.
^
Appointed as Independent Non-Executive Directors and Members of ARMC on 1 February 2024.
58 Jati Tinggi Group Berhad | Annual Report 2023

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART II – BOARD COMPOSITION (CONT’D)

Board Meeting (Cont'd)

Overall, the Board is satisfied with the level of time commitment given by the Directors towards fulfilling their duties and
responsibilities. This is evidenced by the attendance record of the Directors as set out herein above.

Directors’ Continuous Professional Development

The NC has taken on the responsibility of evaluating and determining the specific and continuous training needs of the
Directors on a regular basis. The Directors are aware of their duty to undergo appropriate training from time to time to
enhance their knowledge in order to ensure that they are equipped to carry out their duties effectively.

During FYE 2023, the Directors have attended the following training programmes and are in compliance with Rule 15.08 of
the Listing Requirements of Bursa Securities:

Name of Directors Title Seminars/Conferences Attended

Datuk Ir. Mohd Aminuddin Bin Mohd Amin • Mandatory Accreditation Programme Part I (“MAP I”)
Dato’ Seri Lim Yeong Seong • MAP I
• OSH Coordinator (OSH-C)
• Managing Tax Compliance with Compassion Conference

Chin Jiunn Shyong • MAP I

• 
Practical Construction Contract Administration/Management
Training Course 2022/2023
• Kursus Integriti Dan Kod Etika Kontraktor

Dato’ Ir. Lim Yew Soon • MAP I

Loo May Len • MAP I

• ESG Reporting: A Key to Value Creation Today
• 2023 Budget Seminar
• Budget 2024 – Unleash the TIGER
• Webinar on Year 2024 Budget Highlights

Poon Lai Kit • MAP I

• Form EA & E
• Tax and Business Summit 2022
• Overview of E-Invoicing

Save for Dato’ Che Nazli Binti Jaapar and Dato’ Sri Dr. Mohd Nizom Bin Sairi who were appointed on 1 February 2024, during
the financial year under review, all Directors of the Company participated in the following briefing sessions facilitated by the
Company Secretaries before the Listing:
• Post-Listing Obligations of a Public Listed Company and Directors’ Roles and Responsibilities of a Public Listed
Company.
• The MCCG.
• Guidelines on Conduct of Directors of Listed Corporations and their subsidiaries.
Jati Tinggi Group Berhad | Annual Report 2023 59

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART III – NOMINATION

The Board established the NC on 10 October 2022. The NC is governed by its TOR approved by the Board which is available
on the Company’s website.

The Board through its NC, regularly assesses the optimum size, required mix of genders, skills, experience, independence
and diversity required collectively for the Board to effectively fulfil its role. The appointment of Board members is reviewed
by the NC and made via a formal and transparent process. In making these recommendations, the NC considers and
recommends to the Board an appropriate balance of skills, expertise, attributes, and core competencies that the Directors
would bring to the Board.

During the financial year under review, the NC comprises solely Independent Non-Executive Directors as follows:

NC Designation
Poon Lai Kit, Chairperson Independent Non-Executive Director

Dato’ Ir. Lim Yew Soon, Member Independent Non-Executive Director

Loo May Len, Member Independent Non-Executive Director

In evaluating the performance of the Non-Executive Chairman/Chairperson/Directors, certain criteria were established
and adopted, among others, attendance at Board or Board Committee meetings, key responsibilities of the Chairman/
Chairperson adequate preparation for Board and/or Board Committee meetings, regular contribution to Board or Board
Committee meetings, personal input to the role and other contributions to the Board or Board Committee as a whole.

In evaluating the performance of Executive Directors, the assessment was carried out against diverse key performance
indicators, amongst others, financial, strategic, conformance and compliance, business acumen/increasing shareholders’
wealth, succession planning and personal input to the role.

The Board has established a FAP Policy which provides a guide to the NC and the Board in their review and assessment of
the potential candidates for appointment to the Board of the Group as well as the retiring Director who seek for re-election
at the AGM.

Following the listing of the Company on the ACE Market of Bursa Securities on 20 December 2023, and subsequent to
FYE 2023, the NC and the Board carried out the annual assessment of the Board and Board Committees as a whole as well
as the individual Director’s performance on 24 January 2024.

Based on the outcome of the assessment, the Board is satisfied that the current mix of skills and experience of the Board
and the respective Board Committees as a whole had met the requirements of the Company and the overall performance of
the Board, the Board Committees and the members of the Board was effective and satisfactory. The results form the basis
of recommending the relevant Directors for re-election at the forthcoming 2nd AGM.

On 31 January 2024, the NC identified and recommended to the Board for approval on the appointment of both Dato’ Che
Nazli Binti Jaapar and Dato’ Sri Dr Mohd Nizom Bin Sairi as Directors and members of ARMC of the Company. The NC and
the Board conducted a thorough assessment of their suitability, taking into consideration factors such individual’s mix of skill,
functional knowledge, expertise, experience, professionalism, integrity, commitment, competency, track record and fit and
proper assessment in accordance with the FAP Policy. The NC and the Board also performed an independence evaluation of
both candidates, assessing their ability to fulfil the responsibilities and functions expected from Independent Non-Executive
Directors.
60 Jati Tinggi Group Berhad | Annual Report 2023

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART IV – REMUNERATION

The RC was established on 10 October 2022 to attract and retain Directors and Senior Management of the Company.
The RC is governed by its TOR approved by the Board which is available on the Company’s corporate website at
www.jatitinggi.com.

The RC comprises exclusively of Independent Non-Executive Directors as follows:

RC Designation
Dato’ Ir. Lim Yew Soon, Chairman Independent Non-Executive Director

Poon Lai Kit, Member Independent Non-Executive Director

Loo May Len, Member Independent Non-Executive Director

The Board, through RC has established a Directors Remuneration Policy Framework that outlines the principles and
guidelines adopted by the RC in discharging its responsibilities with regards to remuneration of Directors of the Group.

The remuneration of Executive Directors’ is designed to link rewards to the Company’s performance. Based on the current
structure and size of the Companies, the Company performance shall be referring to the consolidated profit before tax of
the just ended financial year. With the Executive Directors’ scope of duties and responsibilities, the RC adopts the guideline
in JTG in the review of annual bonus and salary increment of the Executive Directors.

All Directors are to be accorded annual director’s fee in their capacity as a Board member and the amount shall reflect
the expected responsibilities of Directors of a public listed company, taking into consideration prevailing market rates for
companies of similar nature or size. The remuneration of Independent Non-Executive Directors is determined in accordance
with level of responsibilities assumed in the board committees and their experiences.

The remuneration for Directors, which comprises of directors’ fees, salaries, bonuses and allowances as well as other
benefits-in-kind, must be recommended by the RC and subsequently be approved by the Board, subject to the provisions of
the Constitution. The directors’ fees must be further approved or endorsed by the shareholders in a general meeting. Each
Director shall abstain from the deliberation and voting on matters pertaining to their own remuneration.

After the Listing, the payment of director’s fees and meeting allowances for Non-Executive Directors are as follows:

Position Full Financial Year Director Fee (RM)

Chairman of the Board 48,000

Directors 36,000

All Independent Directors shall be entitled to a meeting allowance of RM500 per meeting.

The remuneration of the Directors on a named basis for FYE 2023 are disclosed in the CG Report which is available on the
Company’s corporate website at www.jatitinggi.com.
Jati Tinggi Group Berhad | Annual Report 2023 61

Corporate Governance
Overview Statement
PRINCIPLE A – BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D)

PART IV – REMUNERATION (CONT’D)

The Managing Director, Executive Director/COO, Chief Financial Officer and Commercial Senior Manager form the key
senior management team. Due to confidentiality and sensitivity of information, the Board is of the opinion that the detailed
disclosure of remuneration of the top four (4) key senior management on a named basis would not be in the best interest
of the Group given the industry’s competitiveness. Alternatively, the disclosure of key senior management remuneration
received during the financial year is categorised within the disclosure band as follows:

Range of Remuneration Group

No. of Key Senior Management Officer *
RM100,001 to RM150,000 1
RM250,001 to RM300,000 1
RM350,001 to RM400,000 1
RM550,001 to RM600,000 1

Note:
* inclusive of the Managing Director and one (1) Executive Director/COO. Their remuneration on a named basis for FYE
2023 are disclosed in the CG Report.

PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT

PART I – ARMC

The ARMC comprises exclusively of Independent Non-Executive Directors. Collectively, the ARMC members are financially
literate, possess commercial expertise skills and experience to enable them to discharge their duties and responsibilities
pursuant to the ARMC’s TOR.

The ARMC has responsibility for oversight of the Company’s financial statements, related party transactions, conflict of
interest situations, internal control system, risk management policies and strategies, the Company’s relationship with its
External and Internal Auditors, and the effectiveness of audit procedures both internally and externally.

A full ARMC Report enumerating its membership and a summary of its activities during the financial year is set forth in the
ARMC Report in this Annual Report.

The Board has the overall responsibility for the quality and completeness of the financial statements of the Company and the
Group, both on a quarterly and full year basis, and has a duty to ensure that those financial statements are prepared based
on appropriate and consistently applied accounting policies, supported by reasonably prudent judgment and estimates and
in accordance with the applicable financial reporting standards.

ARMC plays a crucial role in assisting the Board to scrutinise the information for disclosure to shareholders to ensure the
accuracy, adequacy, validity and timeliness of the financial statements.

ARMC is relied upon by the Board to, among others, provide advice in the areas of financial reporting, external audit, internal
control environment and internal audit process, review of related party transactions as well as conflict of interest situations.
ARMC also undertakes to provide oversight on the risk management framework of the Group.

None of the members of ARMC/Board were a former audit partner involved in auditing of the Group. In order to uphold
utmost independence, the Board has no intention to appoint any former audit partner as a member of the ARMC/Board.
62 Jati Tinggi Group Berhad | Annual Report 2023

Corporate Governance
Overview Statement
PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT (CONT’D)

PART I – ARMC (CONT’D)

ARMC is empowered by the Board to review any matters concerning the appointment and re-appointment, resignations or
dismissals of External Auditors and review and evaluate factors relating to the independence of the External Auditors. The
External Auditors are precluded from providing any services that may impair their independence or conflict with their role as
External Auditors.

The External Auditors of the Company, Messrs Crowe Malaysia PLT, have confirmed to the ARMC that they are, and have
been, independent throughout the conduct of the audit engagement in accordance with the terms of relevant professional
and regulatory requirements.

ARMC, having assessed the External Auditor’s performance and suitability based on the quality of services, sufficiency
of resources, communication and interaction and independence and objectivity, will recommend to the Board for
re-appointment of Messrs Crowe Malaysia PLT as External Auditors for the financial year ending 30 November 2024. In view
thereof, the Board has recommended the re-appointment of the External Auditors for the approval of shareholders at the
forthcoming 2nd AGM.

The Board and the Group have established a transparent and appropriate relationship with the Internal and External
Auditors. Such a relationship allows the Group to seek professional advice on matters relating to compliance and corporate
governance.

PART II – RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK

The Board acknowledges its overall responsibility of maintaining a sound system of risk management and internal control,
and for reviewing its adequacy and effectiveness. The Board had delegated the responsibility for reviewing the adequacy
and effectiveness of the risk management and internal control systems to the ARMC.

The internal audit function is outsourced to an independent professional firm, Sterling Business Alignment Consulting Sdn
Bhd, which is independent from the activities and operations of the Group. The Internal Auditors reports directly to the
ARMC to ensure that issues highlighted are addressed independently, objectively and impartially without any undue influence
of the Senior Management. Further details of the internal audit function are set out in the ARMC Report of this Annual Report.

Any significant issue affecting the existing risks or emerging risks as well as the changes to the action plans to address the
risks identified, will be discussed during the ARMC meetings and brought to the attention of the Board by the Chairperson
of the ARMC. Further details on the Risk Management and Internal Control of the Group are set out in the Statement on Risk
Management and Internal Control of this Annual Report.

PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS

PART I – ENGAGEMENT WITH STAKEHOLDERS

The Board is committed to provide effective communication to its shareholders and the general public regarding the
business, operations and financial performance of the Group and where necessary, information filed with regulators is in
accordance with all applicable legal and regulatory requirements.

The Board values the importance of dissemination of information on major developments of the Group to the shareholders,
potential investors and the general public in a timely and equitable manner. Quarterly results, announcements, annual
reports and circulars serve as the primary means of dissemination of information so that the shareholders are constantly
kept abreast of the Group’s progress and development. The Company’s corporate website at www.jatitinggi.com serves as
one of the most convenient ways for shareholders and members of the public to gain access to corporate information, Board
Charter and policies, announcements, news and events relating to the Group.
Jati Tinggi Group Berhad | Annual Report 2023 63

Corporate Governance
Overview Statement
PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT (CONT’D)

PART II – CONDUCT OF GENERAL MEETINGS

The Board will ensure that the general meetings of the Company are conducted in an efficient manner and serve as a mode
of shareholders’ communication. These include the supply of comprehensive and timely information to shareholders and
encouraging active participation at the general meetings.

The AGM remains a principal forum used by the Group for communication with its shareholders. Shareholders are
encouraged to ask questions regarding the resolutions being proposed at the meeting and also other matters pertaining
to the business activities of the Group. The Board, Senior Management and the External Auditors will be present to answer
and provide appropriate clarifications at the meeting. Shareholders are also invited to convey and share their inputs with the
Board. Where applicable, the Board will also ensure that each item of special business that is included in the notice of meeting
is accompanied by a full written explanation of that resolution and its effects to facilitate its understanding and evaluation.

The notice convening the 2nd AGM of the Company to be held on 31 May 2024 will be circulated to the shareholders at least
28 days before the AGM, which gives shareholders sufficient time to go through the Annual Report and make the necessary
attendance and voting arrangements.

The forthcoming 2nd AGM will be conducted virtually, i.e. through live streaming and online voting via Remote Participation
and Electronic Voting facilities to give shareholders and/or proxies an opportunity to participate in the AGM effectively.

The Board also ensures that the required infrastructure and tools are in place to enable the smooth broadcast of the virtual
general meeting and meaningful engagement with the shareholders.

The minutes of the 2nd AGM will be available on the Company’s corporate website at www.jatitinggi.com within
30 business days from the 2nd AGM.

STATEMENT BY THE BOARD ON CORPORATE GOVERNANCE OVERVIEW STATEMENT

The Company shall continue to strive for high standards of corporate governance throughout the Group, and the highest
level of integrity and ethical standards in all of its business dealings.

As JTG was only listed on the ACE Market of Bursa Securities on 20 December 2023, the Board will continue to enhance its
focus on the Company’s corporate governance practices for the financial year ending 30 November 2024. The Company
has in all material aspects satisfactorily complied with the principles and practices set out in the MCCG, except for the
departures set out in the CG Report.

This CG Overview Statement together with the CG Report were approved by the Board on 26 March 2024.
64 Jati Tinggi Group Berhad | Annual Report 2023

Audit and Risk Management

Committee Report
The Audit and Risk Management Committee (“ARMC”) was established on 10 October 2022 to
assist the Board of Directors (“the Board”) in discharging its statutory duties and responsibilities
which include, among others, providing additional assurance to the Board by giving an objective
and independent review of financial, operational, administrative and risk controls and procedures,
including establishing and maintaining internal controls, reinforce the independence of the Group’s
External Auditors, evaluate the quality of the internal audit function and oversee compliance with laws
and regulations together with observance of a proper code of conduct.

The ARMC is guided by its Terms of Reference, which can be accessed from the Company’s corporate
website at www.jatitinggi.com.

COMPOSITION

The ARMC comprises of five (5) members, all of whom are Independent Non-Executive Directors, which is in compliance
with the requirements of Rule 15.09 of the ACE Market Listing Requirements (“Listing Requirements”) of Bursa Malaysia
Securities Berhad (“Bursa Securities”) and Practice 9.4 under Principle B of the Malaysian Code on Corporate Governance
2021.

The members of the ARMC comprises the following Directors:

Name of ARMC Members Designation Directorate

Loo May Len Chairperson Independent Non-Executive Director

Dato’ Ir. Lim Yew Soon Member Independent Non-Executive Director

Poon Lai Kit Member Independent Non-Executive Director

Dato’ Che Nazli Binti Jaapar* Member Independent Non-Executive Director

Dato’ Sri Dr. Mohd Nizom Bin Sairi* Member Independent Non-Executive Director

* Appointed as Members of the ARMC on 1 February 2024.

The ARMC also meets the Listing Requirements which requires that at least one member of the Committee must fulfill the
financial expertise requisite of Rule 15.09(1)(c) of the Listing Requirements of Bursa Securities.

The Chairperson of the Committee, Ms Loo May Len, is a member of and a Chartered Accountant with the Malaysian Institute
of Accountants and a Fellow Member of the Chartered Institute of Management Accountants (CIMA). The ARMC members
come from different professional and business backgrounds with three (3) members having accounting background of
which two (2) are members of the Malaysian Institute of Accountants (“MIA”). None of the members were former key audit
partners of the Company’s existing External Auditors.
Jati Tinggi Group Berhad | Annual Report 2023 65

Audit and Risk Management

Committee Report
ATTENDANCE OF MEETINGS

The Company was listed on the ACE Market of Bursa Securities on 20 December 2023. The ARMC conducted one (1)
meeting during the financial year ended 30 November ("FYE") 2023 prior to the admission to the ACE Market of Bursa
Securities. The details of members’ attendance are as follows:

Name of Committee Members Meeting Attendance

Loo May Len, Chairperson 1/1

Dato’ Ir. Lim Yew Soon, Member 1/1

Poon Lai Kit, Member 1/1

Dato’ Che Nazli Binti Jaapar, Member* N/A

Dato’ Sri Dr. Mohd Nizom Bin Sairi, Member* N/A

* Appointed as Members of the ARMC on 1 February 2024.

Meetings may be attended by additional Board members and staff members upon invitation from the ARMC. The ARMC has
the authority to call meetings with the External Auditors, Internal Auditors, or both without the presence of executive Board
members or staff, if necessary.

The Company Secretaries took minutes at each ARMC meeting and tabled them for confirmation and adoption at the
following ARMC meeting. They were then brought to the Board for notation. The outcome of each ARMC meeting will be
reported by the ARMC Chairperson to the Board.

SUMMARY OF WORKS CARRIED OUT BY THE ARMC

The summary of the activities undertaken by the ARMC during FYE 2023, amongst others, included the following:

a) Reviewed the Management Accounts for the 10-months financial period ended 30 September 2023 for disclosure
in Section 12.2 – Capitalisation and Indebtedness in the Prospectus prior to the recommendation to the Board for
approval.

b) Monitor the related party transaction and conflict of interest situations entered and/or to be entered by the Group to
ensure the transactions entered into were at arm’s length basis and based on normal commercial terms and not more
favourable to the related parties than those generally available to the public.

c) Reviewed and recommended to the Board the Conflict of Interest Policy of the Group for approval and adoption.

d) Assessed and approved the policies and guidelines for managing risk within the Group as well as for determining the
risk appetite and tolerance of the Group.

After the FYE 2023, the ARMC further held two (2) meetings on 6 December 2023 and 24 January 2024 to discuss and
review the following:

a) Reviewed the unaudited quarterly financial results of the Company and the Group and the relevant announcement
in relation thereto, to ensure the report complies with the Listing Requirements of Bursa Securities and applicable
approved accounting standards, prior to the recommendation to the Board for consideration, approval and
subsequent release to Bursa Securities.

b) Reviewed and deliberated the Audit Planning Memorandum for FYE 2023 to ensure appropriate focus on the key risk
areas.
66 Jati Tinggi Group Berhad | Annual Report 2023

Audit and Risk Management

Committee Report
SUMMARY OF WORKS CARRIED OUT BY THE ARMC (CONT'D)

The summary of the activities undertaken by the ARMC during FYE 2023, amongst others, included the following: (Cont'd)

c) Reviewed the performance, independence and objectivity of the External Auditors. The External Auditors
also confirmed that they are independent of the Group and of the Company in accordance with the By-Laws
(on Professional Ethics, Conduct and Practice) of the MIA in relation to their audit for the FYE 2023 to the ARMC.

d) Reviewed the audit fees of the External Auditors prior to the Board’s approval.

e) Had a private session with the External Auditors without the presence of the Executive Directors and Senior
Management.

f) The Board at its meeting had approved the ARMC’s recommendation to re-appoint Crowe Malaysia PLT as External
Auditors of the Company and the Group for the financial year ending 30 November 2024, subject to the shareholders’
approval to be sought at the forthcoming 2nd Annual General Meeting.

g) Reviewed and discussed with the internal auditors, the internal audit plan and their fees prior to the Board’s approval.

INTERNAL AUDIT FUNCTION

The Group recognised that internal auditing is an important management tool and is one of the ways the Management of JTG
and its subsidiary (“the Group” collectively) maintain the integrity, efficiency and effectiveness of its financial, operational,
information systems, anti-corruption, whistle-blowing and governance processes and other management control systems.
The ARMC approved the Internal Audit Charter on 24 January 2024 defining the scope, responsibilities, and authority of the
Internal Audit Function.

The Group’s internal audit function is outsourced to Sterling Business Alignment Consulting Sdn. Bhd. (“Sterling” or
“the Internal Auditors”). The Internal Auditors report directly to the ARMC on the adequacy and effectiveness of the risk
management and internal control systems of the Group. The outsourced internal audit function is free from any relationship
or conflict of interest that could impair its objectivity and independence.

No internal audit work was performed during FYE 2023 as the Company was only listed on 20 December 2023.

No internal audit costs were incurred for the outsourcing of the internal audit function during the FYE 2023.

This Report was approved by the Board on 26 March 2024.

Jati Tinggi Group Berhad | Annual Report 2023 67

Statement on Risk Management

and Internal Control
INTRODUCTION

The Board of Directors (“the Board”) is pleased to provide Jati Tinggi Group Berhad and its subsidiary (“Group”)’s Statement
on Risk Management and Internal Control (“Statement”) which outlines the nature and scope of its risk management and
internal control of the Group during the financial year ended 30 November ("FYE") 2023. This Statement has been prepared
pursuant to Rule 15.26 (b) of the ACE Market Listing Requirements (“Listing Requirements”) of Bursa Malaysia Securities
Berhad ("Bursa Securities"), Guidance Note 11 of the Listing Requirements and as guided by the Statement on Risk
Management and Internal Control: Guidelines for Directors of Listed Issuers (“Guidelines”).

BOARD’S RESPONSIBILITY

The Board acknowledges its overall responsibility for maintaining a sound system of risk management and internal control,
and for reviewing its adequacy and effectiveness. The Board has delegated the responsibility for reviewing the adequacy and
effectiveness of the risk management and internal control systems to the Audit and Risk Management Committee (“ARMC”).

The ARMC was established to oversee the risk management matters within the Group, the roles and responsibilities of
the ARMC include amongst others, developing and recommending the Group’s risk management framework and policies,
reviewing and assessing the adequacy and effectiveness of the risk management structure, approved risk policies and
processes.

Due to inherent limitations in any risk management and internal control system, such a system put into effect by the
Management is designed to manage rather than eliminate risks that may impede the achievement of the Group’s business
objectives. Therefore, the risk management and internal control system can only provide reasonable and not absolute
assurance against material misstatement or loss.

The Management is responsible for implementing the Group’s policies and procedures on risk management and internal
control to identify, evaluate, measure, monitor and report risks as well as deficiencies and non-compliance with internal
controls.

KEY FEATURES OF THE GROUP’S RISK MANAGEMENT AND INTERNAL CONTROL SYSTEM

1. RISK MANAGEMENT

The Board regards the management of risks as an integral aspect of the daily operations of the Group. The Group had
established Risk Management Standard Procedures to empower people across the organisation in assessing and
managing risks with appropriate strategies in an enterprise-wide context. All risk management activity is intended to
align with corporate aims, objectives and priorities, aiming to protect and enhance the Group’s standing. Risk analysis
will be integrated into strategic planning, business planning and investment project appraisal procedures. This risk
management approach is intended to provide assurance on the reliability of systems and form the key means for
the Board to gain its direct assurance. Managers and staff at all levels are responsible for identifying, evaluating,
managing or reporting risks, and they will be equipped to fulfil these responsibilities. The reporting structure, roles
and responsibilities of the Board, Board Committees and Operational/Functional Unit Managers are clearly defined
to provide guidance to the Management.

The respective risk owners are assigned and responsible for identifying risks as well as ensuring that adequate
internal control is implemented to mitigate the risks faced by the Group. The key risk categories during the financial
year under review encompassed legal and regulatory, operational, and financial.

The abovementioned risk management practices of the Group serve as the on-going process used to identify,
evaluate and manage significant risks of the Group. The Board shall from time to time re-evaluate the existing risk
management practices, where appropriate and necessary.
68 Jati Tinggi Group Berhad | Annual Report 2023

Statement on Risk Management

and Internal Control
2. INTERNAL AUDIT SYSTEM

The Board, in its efforts to provide adequate and effective internal control, has appointed an independent consulting
firm, Messrs Sterling Business Alignment Consulting Sdn Bhd (“the Internal Auditors”) to review the adequacy and
integrity of its internal control system. The Internal Auditors reports directly to the ARMC during the ARMC meeting.

The ARMC is chaired by an Independent Non-Executive Director, and its members comprise solely Independent
Non-Executive Directors. The Internal Auditors is free from any relationships or conflicts of interest, which could
impair the objectivity and independence of the internal audit function. The Internal Auditors does not have any
direct operational responsibility or authority over any of the activities audited. The ARMC is of the opinion that the
outsourced internal audit function is effective and able to function independently.

Findings from the internal audit review conducted were discussed with the Management and subsequently presented
together with the Management’s response and proposed action plans, to the ARMC for their review and approval.

3. KEY ELEMENTS OF INTERNAL CONTROL

The other key elements of the Group’s internal control systems are as follows:

The Board and ARMC The Board and the ARMC meet at least four (4) times annually, with additional meetings
to be convened whenever necessary to ensure that the Directors maintain full and
effective control of all significant and operational issues.

Organisation Structure The Group has a formally defined organisation structure that sets out lines of
and Authorisation accountability. The delegation of authority is documented and sets out the decisions
Procedures that need to be taken and the appropriate authority levels of management, including
matters that require the Board’s approval. Key financial and procurement matters of
the Group required authorisation from the relevant level of management.

Information and Information critical to the achievement of the Group’s business objectives is
Communication communicated through established reporting lines across the Group. This is to ensure
that matters that require the Board and Senior Management’s attention are highlighted
for review, deliberation and decision on a timely basis.

Monitoring and Review Management accounts containing key financial results and operational performance
are presented to the Management for monitoring and review. The quarterly financial
statements are presented to the Board for their review, consideration and approval.

Anti-Corruption Ethics The Group has adopted an Anti-Corruption Ethics and Compliance Policy to ensure
and Compliance Policy that proper safeguards exist to mitigate the risks of corruption and to prevent
contravention of any requirement under Section 17A(5) of the Malaysian Anti-
Corruption Commission Act (“MACC Act”). The Anti-Bribery and Corruption Policy is
applicable to all Directors and employees of the Group and any third parties associated
with the Group. This represents the Group’s effort to prevent the occurrence of bribery
and corrupt practices in relation to the businesses of the Group.

Whistleblowing Policy The Group has established a Whistleblowing Policy to allow its employees to have
a channel to report and disclose any non-compliance or illegal activities within the
Group. The policy is made available on the Company’s website.
Jati Tinggi Group Berhad | Annual Report 2023 69

Statement on Risk Management

and Internal Control

ASSURANCE FROM THE MANAGEMENT

The Board has received assurance from the Managing Director and Chief Financial Officer that the Group’s risk management
and internal control system is operating adequately and effectively, in all material aspects, based on the risk management
and internal control system of the Group.

REVIEW OF THE STATEMENT BY THE EXTERNAL AUDITORS

As required by Rule 15.23 of the Listing Requirements of Bursa Securities, the External Auditors have reviewed this Statement
on Risk Management and Internal Control for inclusion in this Annual Report. Their reviews were performed in accordance
with Audit and Assurance Practice Guide 3 (AAPG3): Guidance for Auditors on Engagements to Report on the Statement
on Risk Management and Internal Control included in the Annual Report issued by the Malaysian Institute of Accountants.
Based on their reviews, nothing has come to their attention that causes them to believe that this Statement is not prepared,
in all material respects, in accordance with the disclosures required by paragraphs 41 and 42 of the Guidelines to be set out,
nor is factually inaccurate.

CONCLUSION

The Board is of the view that the risk management and internal control systems are functioning satisfactorily throughout
the financial year under review up to the date of this Statement and have not resulted in any material losses, contingencies
or uncertainties that would require separate disclosure in the Group’s annual report. Nevertheless, the Board shall continue
to take the appropriate and necessary measures to improve the Group’s risk management and internal control systems in
meeting the Group’s corporate objectives.

This statement was approved by the Board on 26 March 2024.

70 Jati Tinggi Group Berhad | Annual Report 2023

Additional Compliance
Information
1. UTILISATION OF PROCEEDS

The Company was listed on the ACE Market of Bursa Malaysia Securities Berhad ("Bursa Securities") on
20 December 2023 in conjunction with its Initial Public Offering (“IPO”), where the Company undertook, amongst
others, a public issue of 66,800,000 new ordinary shares in the Company at an issue price of RM0.27 per share,
raising gross proceeds of RM18.04 million.

The details of utilisation of the said proceeds raised from the IPO amounting to RM18.04 million as at
29 February 2024 were as follows:-

Estimated
Proposed Actual timeframe for
utilisation utilisation Balance utilisation from the
Details of utilisation RM’000 RM’000 RM’000 date of Listing
Repayment of bank borrowings 7,000 5,915 1,085 Within 12 months
General working capital 7,336 4,983 2,353 Within 18 months
Capital expenditure 200 - 200 Within 12 months
Estimated listing expenses 3,500 3,500 - Within 3 months
Total 18,036 14,398 3,638

2. AUDIT AND NON-AUDIT FEES

The amount of audit and non-audit fees paid/payable to the External Auditors by the Group and the Company for the
financial year ended 30 November ("FYE") 2023 are as follows: -

The Group The Company

RM RM
Audit fee 137,000 82,000
Non-Audit fee* 13,000 13,000

Note:
*  Non-audit fees comprise the review of Annual Report and Statement on Risk Management and Internal Control.

3. MATERIAL CONTRACTS INVOLVING DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTERESTS

There were no material contracts entered into by the Company and/or its subsidiary involving Directors’ and/or major
shareholders’ interest which were still subsisting as at the end of FYE 2023 or which were entered into since the end
of the previous financial year except as disclosed in the financial statements.

4. RECURRENT RELATED PARTY TRANSACTIONS (“RRPT”)

Save for the RRPT as disclosed in Note 33 to the financial statements, there was no other transactions entered into
with the related parties during FYE 2023.

The Company will be seeking shareholders’ mandate in respect of RRPT of a revenue or trading nature at the
forthcoming annual general meeting. The details of the proposed shareholders’ mandate for the RRPTs are set
out in the Circular to Shareholders dated 29 March 2024 which is available on Bursa Securities’ website and the
Company’s website.

5. EMPLOYEE SHARE SCHEME

The Company did not establish any employee share scheme and does not have any subsisting employee share
scheme during the FYE 2023.
Jati Tinggi Group Berhad | Annual Report 2023 71

Statement on Directors’ Responsibility

in Relation to the Audited Financial Statements
The Directors are required by the Companies Act 2016 (“the Act”) to prepare financial statements for each financial year
which give a true and fair view of the state of affairs of the Group and of the Company, and their financial results and cash
flows for the financial year.

In preparing the financial statements for the financial year ended 30 November 2023, the Directors have:

(i) adopted and consistently applied the appropriate accounting policies;

(ii) made judgements and estimates that are reasonable and prudent;
(iii) ensured that the applicable approved accounting standards in Malaysia and provisions of the Act are complied with;
and
(iv) ensured the financial statements have been prepared on a going concern basis.

The Directors are responsible for ensuring that the Group and the Company keep accounting records which disclose,
with reasonable accuracy, the financial position of the Group and the Company and which enable them to ensure that
the financial statements comply with the Act and applicable Malaysian Financial Reporting Standards approved by the
Malaysian Accounting Standards Board in Malaysia. The Directors are responsible for taking such steps as are reasonably
available to them to safeguard the assets of the Group and the Company and to prevent and detect fraud and as well as other
irregularities.

The Statement was approved by the Board of Directors on 26 March 2024.

72 Jati Tinggi Group Berhad | Annual Report 2023

Financial
Statements

Directors’ Report 73

Statement by Directors 80

Statutory Declaration 80

Independent Auditors’ Report 81

Statements of Financial Position 87

Statements of Profit or Loss and Other Comprehensive Income 89

Statements of Changes in Equity 91

Statements of Cash Flows 93

Notes to the Financial Statements 95

Jati Tinggi Group Berhad | Annual Report 2023 73
Registration No: 202101043655 (1443955 - H)

Director’s
JATI TINGGI GROUP BERHAD
(Incorporated in Malaysia)
Report
DIRECTORS’ REPORT

The directors hereby submit their report and the audited financial statements of the Group and of the
Company for the financial year ended 30 November 2023.

PRINCIPAL ACTIVITIES

The Company is principally engaged in the business of investment holding. The principal activities of the
subsidiary is set out in Note 5 to the financial statements. There have been no significant changes in the
nature of these activities during the financial year.

RESULTS

The The
Group Company
RM RM

Profit/(Loss) for the financial year 3,922,889 (1,518,736)

Attributable to:-
Owners of the Company 3,922,889 (1,518,736)

DIVIDENDS

No dividend was recommended by the directors for the financial year.

RESERVES AND PROVISIONS

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

ISSUES OF SHARES AND DEBENTURES

During the financial year:-

(a) the Company increased its issued and paid-up share capital from RM50 to RM26,000,050 by way of
issuance of 325,000,000 new ordinary shares for a cash consideration of RM0.08 per ordinary share
for the acquisition of Jati Tinggi Holding Sdn. Bhd.. The new ordinary shares issued rank pari passu in
all respects with the existing ordinary shares of the Company; and

(b) there were no issues of debentures by the Company.

Page 1
74 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Director’s ReportBERHAD
JATI TINGGI GROUP
(Incorporated in Malaysia)

DIRECTORS’ REPORT

OPTIONS GRANTED OVER UNISSUED SHARES

During the financial year, no options were granted by the Company to any person to take up any unissued
shares in the Company.

BAD AND DOUBTFUL DEBTS

Before the financial statements of the Group and of the Company were made out, the directors took
reasonable steps to ascertain that action had been taken in relation to the writing off of bad debts and the
making of allowance for impairment losses on receivables and satisfied themselves that there are no known
bad debts and that adequate allowance had been made for impairment losses on receivables.

At the date of this report, the directors are not aware of any circumstances that would require the writing off
of bad debts, or the additional allowance for impairment losses on receivables in the financial statements of
the Group and of the Company.

CURRENT ASSETS

Before the financial statements of the Group and of the Company were made out, the directors took
reasonable steps to ensure that any current assets, which were unlikely to be realised in the ordinary course
of business, including their value as shown in the accounting records of the Group and of the Company,
have been written down to an amount which they might be expected so to realise.

At the date of this report, the directors are not aware of any circumstances which would render the values
attributed to the current assets in the financial statements misleading.

VALUATION METHODS

At the date of this report, the directors are not aware of any circumstances which have arisen which render
adherence to the existing methods of valuation of assets or liabilities of the Group and of the Company
misleading or inappropriate.

CONTINGENT AND OTHER LIABILITIES

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

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

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

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

Page 2
Jati Tinggi Group Berhad | Annual Report 2023 75
Registration No: 202101043655 (1443955 - H)

Director’s ReportBERHAD
JATI TINGGI GROUP
(Incorporated in Malaysia)

DIRECTORS’ REPORT

CHANGE OF CIRCUMSTANCES

At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report
or the financial statements of the Group and of the Company which would render any amount stated in the
financial statements misleading.

ITEMS OF AN UNUSUAL NATURE

The results of the operations of the Group and of the Company during the financial year were not, in the opinion
of the directors, substantially affected by any item, transaction or event of a material and unusual nature.

There has not arisen in the interval between the end of the financial year and the date of this report any item,
transaction or event of a material and unusual nature likely, in the opinion of the directors, to affect substantially
the results of the operations of the Group and of the Company for the financial year in which this report is made.

DIRECTORS

The names of directors of the Company who served during the financial year and up to the date of this report
are as follows:-

Dato’ Seri Lim Yeong Seong

Chin Jiunn Shyong
Datuk Ir. Mohd Aminuddin Bin Mohd Amin
Dato’ Ir. Lim Yew Soon
Loo May Len
Poon Lai Kit
Dato’ Che Nazli Binti Jaapar (Appointed on 1.2.2024)
Dato’ Sri Dr Mohd Nizom Bin Sairi (Appointed on 1.2.2024)

The names of directors of the Company’s subsidiary who served during the financial year until the date of
this report are similar to those disclosed above.

Page 3
76 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Director’s ReportBERHAD
JATI TINGGI GROUP
(Incorporated in Malaysia)

DIRECTORS’ REPORT

DIRECTORS’ INTERESTS

According to the register of directors’ shareholdings, the interests of directors holding office at the end of the
financial year in shares of the Company and its related corporations during the financial year are as follows:-

< --------------------- Number of Ordinary Shares ------------------ >

At Allotted/ At
1.12.2022 Bought Sold 30.11.2023

The Company

Direct Interests

Dato’ Seri Lim Yeong Seong 480 75,000,000 - 75,000,480

Chin Jiunn Shyong 160 25,000,000 - 25,000,160

Indirect Interests

Dato’ Seri Lim Yeong Seong* - 200,000,000 - 200,000,000

Chin Jiunn Shyong^ 160 225,000,000 - 225,000,160

* Deemed interest by virtue of his direct substantial shareholding in Broad River Capital Sdn. Bhd. pursuant to
Section 8(4) of the Companies Act 2016.

^ Deemed interest by virtue of the shares held by his spouse pursuant to Section 59(11)(c) of the Companies
Act 2016 and his shareholding in Broad River Capital Sdn. Bhd. pursuant to Section 8(4) of the of the
Companies Act 2016.

By virtue of their shareholdings in the Company, Dato’ Seri Lim Yeong Seong and Chin Jiunn Shyong are
deemed to have interests in shares in its related corporations during the financial year to the extent of the
Company’s interests, in accordance with Section 8 of the Companies Act 2016.

The other directors holding office at the end of the financial year had no interest in shares of the Company or its
related corporations during the financial year.

DIRECTORS’ BENEFITS

Since the end of the previous financial year, no director has received or become entitled to receive any
benefit (other than directors’ remuneration as disclosed in the “Directors’ Remuneration” of this report) by
reason of a contract made by the Company or a related corporation with the director or with a firm of which
the director is a member, or with a company in which the director has a substantial financial interest except
for any benefits which may be deemed to arise from transactions entered into in the ordinary course of
business with companies in which certain directors have substantial financial interests as disclosed in Note
33(b) to the financial statements.

Neither during nor at the end of the financial year was the Group or the Company a party to any arrangements
whose object is to enable the directors to acquire benefits by means of the acquisition of shares in or
debentures of the Company or any other body corporate.

Page 4
Jati Tinggi Group Berhad | Annual Report 2023 77
Registration No: 202101043655 (1443955 - H)

Director’s ReportBERHAD
JATI TINGGI GROUP
(Incorporated in Malaysia)

DIRECTORS’ REPORT

DIRECTORS’ REMUNERATION
The details of the directors’ remuneration paid or payable to the directors of the Company during the financial
year are as follows:

The Group The Company

RM RM
Salaries, bonuses and other benefits 834,818 7,500
Defined contribution benefits 66,600 -
901,418 7,500

INDEMNITY AND INSURANCE COST

During the financial year, there was no indemnity given to or professional indemnity insurance effected for
directors, officers or auditors of the Company.

SUBSIDIARY

The details of the subsidiary’s name, place of incorporation, principal activities and percentage of issued
share capital held by the Company in the subsidiary is disclosed in Note 5 to the financial statements.

SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR

(a) On 26 September 2022, the shareholders of the Company entered into a conditional share sale
agreement to acquire the entire issued and paid-up capital of Jati Tinggi Holding Sdn. Bhd. of
RM1,000,000 compromising 1,000,000 ordinary shares for a total consideration of RM26,000,000 to
be satisfied by the issuance of 325,000,000 new ordinary shares at an issue price of RM0.08 per
ordinary share. The said acquisition was completed on 13 July 2023.

Upon completion of the acquisition, the Company became the holding company of Jati Tinggi Holding
Sdn. Bhd..

(b) On 12 May 2023, the Company obtained conditional approval from Bursa Malaysia Securities Berhad
(“Bursa Securities”) for its initial listing application on the ACE Market of Bursa Securities.

(c) On 17 August 2023, the Group entered into a sale and purchase agreement with a purchaser to
dispose of its freehold land and building for a cash consideration of RM16,000,000.

On 5 October 2023, the conditions precedent as stated in the said sale and purchase agreement have
been complied. The said disposal was completed on 7 February 2024.

Page 5
78 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Director’s ReportBERHAD
JATI TINGGI GROUP
(Incorporated in Malaysia)

DIRECTORS’ REPORT

SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR (CONT’D)

(d) On 30 November 2023, the Company launched its Prospectus and undertook the following listing
scheme:

(i) a public issue of 66,800,000 new ordinary shares (“Public Issue Shares”) of the Company at an
issue price of RM0.27 per Public Issue Share (“IPO Price”) allocated in the following manner
(“Public Issue”):

(i) 19,600,000 Public Issue Shares made available for application by the Malaysian Public;

(ii) 10,000,000 Offer Shares made available for application by the eligible directors and
employees of the Company and other persons who have contributed to the success of
the Group;

(iii) 23,200,000 Public Issue Shares made available by way of private placement to selected
investors; and

(iv) 14,000,000 Public Issue Shares made available for application by way of private
placement to Bumiputera investors approved by the Ministry of Investment, Trade and
Industry (“MITI”).

(ii) an offer for sale of 35,000,000 ordinary shares of the Company at an offer price of RM0.27 per
Offer Share by way of private placement of selected Bumiputera investors approved by MITI.

SIGNIFICANT EVENT OCCURRING AFTER THE REPORTING PERIOD

The listing of and quotation for the Company’s entire enlarged issued and paid-up share capital of
RM44,036,050 comprising 391,800,800 ordinary shares in the Company at an issue price of RM0.27 each
on the ACE Market of Bursa Securities was completed on 20 December 2023.

Page 6
Jati Tinggi Group Berhad | Annual Report 2023 79
Registration No: 202101043655 (1443955 - H)

Director’s ReportBERHAD
JATI TINGGI GROUP
(Incorporated in Malaysia)

DIRECTORS’ REPORT

AUDITORS

The auditors, Crowe Malaysia PLT, have expressed their willingness to continue in office.

The details of the auditors’ remuneration for the financial year are as follows:

The Group The Company

RM RM

Audit fees 137,000 82,000

Non-audit fees 13,000 13,000
150,000 95,000

Signed in accordance with a resolution of the directors dated 26 March 2024.

Dato’ Seri Lim Yeong Seong

Chin Jiunn Shyong

Page 7
 Registration No: 202101043655 (1443955 - H)
80 Jati Tinggi Group Berhad | Annual Report 2023

JATI TINGGI GROUP BERHAD

Registration No: 202101043655 (1443955 - H)
(Incorporated in Malaysia)
Statement by Directors
Pursuant
JATI TINGGIto Section
GROUP
(Incorporated in Malaysia)
251(2) of the Companies Act 2016
BERHAD
STATEMENT BY DIRECTORS
PURSUANT TO SECTION 251(2) OF THE COMPANIES ACT 2016

We, Dato’ Seri Lim

STATEMENT BYYeong Seong and Chin Jiunn Shyong, being two of the directors of Jati Tinggi Group Berhad,
DIRECTORS
state that, in the
PURSUANT TO SECTION opinion of the251(2)
directors,
OFtheTHEfinancial statementsACT
COMPANIES set out on pages 87 to 153 are drawn up in
2016
accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the
requirements
We, Dato’ SeriofLim theYeong
Companies
SeongActand2016
ChininJiunn
Malaysia so as
Shyong, to give
being a true
two of and fair view
the directors of JatiofTinggi
the financial position
Group Berhad,
of
state that, in the opinion of the directors, the financial statements set out on pages 87 to 153 are drawn upfor
the Group and of the Company as of 30 November 2023 and of its financial performance and cash flows in
the financial with
accordance yearMalaysian
ended on Financial
that date. Reporting Standards, International Financial Reporting Standards and the
requirements of the Companies Act 2016 in Malaysia so as to give a true and fair view of the financial position
Signed
of in accordance
the Group and of thewith a resolution
Company as ofof
30the directors 2023
November datedand
26 March 2024. performance and cash flows for
of its financial
the financial year ended on that date.

Signed in accordance with a resolution of the directors dated

Dato’ Seri Lim Yeong Seong Chin Jiunn Shyong

Dato’ Seri Lim Yeong Seong Chin Jiunn Shyong

Statutory Declaration
STATUTORY DECLARATION
PURSUANT TO SECTION 251(1)(b) OF THE COMPANIES ACT 2016
Pursuant to Section 251(1)(b) of the Companies Act 2016
STATUTORY
I, Lee Tuck Wai,DECLARATION
being the Chief Financial Officer primarily responsible for the financial management of Jati
Tinggi Group Berhad,
PURSUANT do solemnly
TO SECTION and sincerely
251(1)(b) OF THE declare that the financial
COMPANIES statements set out on pages 87 to
ACT 2016
153 are, to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously
believing theWai,
I, Lee Tuck declaration to be
being the true,Financial
Chief and by virtue of the
Officer Statutory
primarily Declarations
responsible Actfinancial
for the 1960. management of Jati
Tinggi Group Berhad, do solemnly and sincerely declare that the financial statements set out on pages 87 to
Subscribed
153 are, to and solemnly
the best of mydeclared
knowledgeby the
andabovementioned
belief, correct and I make this solemn declaration conscientiously
Lee Tuck Wai, NRIC Number: 641126-10-7365
believing the declaration to be true, and by virtue of the Statutory Declarations Act 1960.
at Kuala Lumpur
in the Federal
Subscribed andTerritory
solemnly declared by the abovementioned
on this
Lee Tuck Wai, NRIC Number: 641126-10-7365
at Kuala Lumpur
in the Federal Territory
on this 26 March 2024.

Lee Tuck Wai

Before me
Shaiful Hilmi Bin Halim Lee Tuck Wai
License No.: W 804
Before me
Commissioner for Oaths
ShaifulLumpur
Kuala Hilmi Bin Halim
License No.: W 804
Commissioner for Oaths
Kuala Lumpur

Page 8

Page 8
Jati Tinggi Group Berhad | Annual Report 2023 81

Independent
INDEPENDENT AUDITORS’ Auditors’
REPORT TOReport to the
THE MEMBERS OF members of
JATI TINGGI GROUP BERHAD
Jati Tinggi
(Incorporated Group Berhad
in Malaysia)
Registration No: 202101043655 (1443955 - H)

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS

Opinion

We have audited the financial statements of Jati Tinggi Group Berhad, which comprise the statements of
financial position as at 30 November 2023 of the Group and of the Company, and the statements of profit or
loss and other comprehensive income, statements of changes in equity and statements of cash flows of the
Group and of the Company for the financial year then ended, and notes to the financial statements, including
material accounting policy information, as set out on pages 87 to 153.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of
the Group and of the Company as at 30 November 2023, and of their financial performance and their cash
flows for the financial year then ended in accordance with Malaysian Financial Reporting Standards,
International Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia.

Basis for Opinion

We conducted our audit in accordance with approved standards on auditing in Malaysia and International
Standards on Auditing. Our responsibilities under those standards are further described in the Auditors’
Responsibilities for the Audit of the Financial Statements section of our report. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence and Other Ethical Responsibilities

We are independent of the Group and of the Company in accordance with the By-Laws (on Professional
Ethics, Conduct and Practice) of the Malaysian Institute of Accountants (“By-Laws”) and the International
Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards) (“IESBA Code”), and we have fulfilled our other ethical
responsibilities in accordance with the By-Laws and the IESBA Code.

Key Audit Matters

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

Page 9
82 Jati Tinggi Group Berhad | Annual Report 2023

Independent
INDEPENDENT AUDITORS’ Auditors’ Report
REPORT toMEMBERS
TO THE the members
OF of
Jati TinggiGROUP
JATI TINGGI Group Berhad
BERHAD
(Incorporated in Malaysia)
(CONT’D)

Registration No: 202101043655 (1443955 - H)

Key Audit Matters (Continued)

Revenue recognition
Refer to Note 26 to the financial statements

Key Audit Matter How our audit addressed the key audit matter

Revenue from construction contracts Our audit procedures included, among others:
amounting to approximately RM114.67
million represent 99% of the Group’s revenue • conducted and understand the internal control
for the financial year ended 30 November procedures by performing walkthrough test;
2023.
• reviewed major contracts at contract inception and
Revenue from construction contracts is identify their distinct performance obligations; and
recognised over time in the period in which the
services are rendered using the output by • evaluated the revenue from construction contracts
reference to the construction progress based has been rendered by reference to the
on the physical proportion of construction work construction progress based on the physical
certified by professional consultants. proportion of the construction work certified by
professional consultants.
This is an area of focus given that significant
judgement by the management is required in
determining the progress towards complete
satisfaction of the performance obligation.

Page 10
Jati Tinggi Group Berhad | Annual Report 2023 83

Independent
INDEPENDENT AUDITORS’ Auditors’ Report
REPORT toMEMBERS
TO THE the members
OF of
Jati TinggiGROUP
JATI TINGGI Group Berhad
BERHAD
(Incorporated in Malaysia)
(CONT’D)

Registration No: 202101043655 (1443955 - H)

Key Audit Matters (Continued)

Recoverability of trade receivables

Refer to Note 11 to the financial statements

Key Audit Matter How our audit addressed the key audit matter

As at 30 November 2023, the Group’s trade Our audit procedures included, among others:
receivables amounted to approximately
RM83.94 million net of impairment losses. • reviewed ageing analysis of trade receivables and
Trade receivables are a major component of tested the reliability thereof;
the financial position of the Group’s total
assets. • reviewed subsequent cash collections for major
receivables and overdue amounts;
We focused on this area due to the
magnitude of the amount involved and • tested the adequacy of the Group’s allowance for
judgements are required to assess the impairment losses on trade receivables by
allowance for impairment losses of trade assessing management’s policy; and
receivables.
• reviewed the adequacy of the Group’s disclosure in
this area.

Page 11
84 Jati Tinggi Group Berhad | Annual Report 2023

Independent
INDEPENDENT AUDITORS’ Auditors’ Report
REPORT toMEMBERS
TO THE the members
OF of
Jati Tinggi Group Berhad
JATI TINGGI GROUP BERHAD (CONT’D)
(Incorporated in Malaysia)
Registration No: 202101043655 (1443955 - H)

Information Other than the Financial Statements and Auditors’ Report Thereon

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

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

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

If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of the Directors for the Financial Statements

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

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

Page 12
Jati Tinggi Group Berhad | Annual Report 2023 85

Independent
INDEPENDENT AUDITORS’ Auditors’ Report
REPORT toMEMBERS
TO THE the members
OF of
Jati Tinggi Group Berhad
JATI TINGGI GROUP BERHAD (CONT’D)
(Incorporated in Malaysia)
Registration No: 202101043655 (1443955 - H)

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and
of the Company as a whole are free from material misstatement, whether due to fraud or error, and to issue
an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with approved standards on auditing in Malaysia and
International Standards on Auditing will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these financial
statements.

As part of an audit in accordance with approved standards on auditing in Malaysia and International
Standards on Auditing, we exercise professional judgement and maintain professional scepticism throughout
the audit. We also:-

• Identify and assess the risks of material misstatement of the financial statements of the Group and of
the Company, whether due to fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override
of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s and the Company’s internal control.

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

• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the Group’s or the Company’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in our
auditors’ report to the related disclosures in the financial statements of the Group and of the Company
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause
the Group or the Company to cease to continue as a going concern.

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

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the financial statements of the Group. We are
responsible for the direction, supervision and performance of the group audit. We remain solely
responsible for our audit opinion.

Page 13
86 Jati Tinggi Group Berhad | Annual Report 2023

Independent
INDEPENDENT AUDITORS’ Auditors’ Report
REPORT toMEMBERS
TO THE the members
OF of
Jati Tinggi Group Berhad
JATI TINGGI GROUP BERHAD (CONT’D)
(Incorporated in Malaysia)
Registration No: 202101043655 (1443955 - H)

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

We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.

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

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

OTHER MATTERS

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

Crowe Malaysia PLT Chong Wei-Chnoong

201906000005 (LLP0018817-LCA) & AF 1018 03525/08/2024 J
Chartered Accountants Chartered Accountant

Kuala Lumpur

26 March 2024

Page 14
Jati Tinggi Group Berhad | Annual Report 2023 87
Registration No: 202101043655 (1443955 - H)

Statements
JATI TINGGI GROUP ofBERHAD
Financial Position
as at 30 November 2023
(Incorporated in Malaysia)

STATEMENTS OF FINANCIAL POSITION AS AT 30 NOVEMBER 2023

The Group The Company

2023 2022 2023 2022
Note RM RM RM RM

ASSETS

NON-CURRENT ASSETS
Investment in a subsidiary 5 - - 26,000,000 -
Plant and equipment 6 2,537,059 2,406,852 - -
Investment property 7 - 8,334,732 - -
Right-of-use assets 8 528,531 1,993,808 - -
Intangible asset 9 140,538 270,265 - -

3,206,128 13,005,657 26,000,000 -

CURRENT ASSETS
Inventories 10 441,325 18,570 - -
Trade receivables 11 83,935,908 74,344,616 - -
Other receivables, deposits
and prepayments 12 10,408,107 9,162,685 505,380 440,335
Amount owing by a related
party 13 1,216,877 1,216,877 - -
Current tax assets 183,222 - - -
Fixed deposits with licensed
banks 14 3,734,331 3,487,176 - -
Cash and bank balances 19,741,159 13,795,721 50 50

119,660,929 102,025,645 505,430 440,385

Asset classified as held for
sale 15 8,248,522 - - -

TOTAL ASSETS 131,115,579 115,031,302 26,505,430 440,385

_______________________________________________________________________________________________
The annexed
The annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 15
88 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Statements
JATI TINGGI GROUP of Financial
BERHAD Position
as at 30 November 2023
(Incorporated in Malaysia)

STATEMENTS OF FINANCIAL POSITION AS AT 30 NOVEMBER 2023

The Group The Company

2023 2022 2023 2022
Note RM RM RM RM
EQUITY AND LIABILITIES

EQUITY
Share capital 16(a) 26,000,050 50 26,000,050 50
Invested capital 16(b) - 1,000,000 - -
Merger deficit 17 (25,000,000) - - -
Retained profits/
(Accumulated losses) 38,009,029 34,086,140 (2,608,178) (1,089,442)

TOTAL EQUITY 39,009,079 35,086,190 23,391,872 (1,089,392)

NON-CURRENT LIABILITIES
Lease liabilities 18 645,139 1,135,648 - -
Term loans 19 - 7,688,547 - -

645,139 8,824,195 - -

CURRENT LIABILITIES
Trade payables 20 53,496,154 35,559,704 - -
Other payables and accruals 21 5,272,114 16,800,350 553,217 159,825
Amount owing to related
parties 13 475,161 185,693 - -
Amount owing to a
subsidiary 22 - - 2,560,341 1,369,952
Lease liabilities 18 790,990 968,033 - -
Term loans 19 7,561,356 134,027 - -
Banker’s acceptances 23 7,315,000 5,580,000 - -
Trade financing 24 15,520,034 11,111,415 - -
Bank overdraft 25 1,030,552 428,987 - -
Current tax liabilities - 352,708 - -

91,461,361 71,120,917 3,113,558 1,529,777

TOTAL LIABILITIES 92,106,500 79,945,112 3,113,558 1,529,777

TOTAL EQUITY AND

LIABILITIES 131,115,579 115,031,302 26,505,430 440,385

_______________________________________________________________________________________________
The annexed
The annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 16
Jati Tinggi Group Berhad | Annual Report 2023 89
Registration No: 202101043655 (1443955 - H)

Statements
JATI TINGGI GROUP ofBERHAD
(Incorporated in Malaysia)
Profit or Loss and Other
Comprehensive Income
STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
for
FOR the financial
THE FINANCIAL year
YEAR ended
ENDED 30 November
30 NOVEMBER 2023 2023
The Group The Company
21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
Note RM RM RM RM

REVENUE 26 115,040,171 234,611,763 - -

COST OF SALES (99,472,794) (217,212,393) - -

GROSS PROFIT 15,567,377 17,399,370 - -

OTHER OPERATING
INCOME 1,866,594 2,697,962 - -

ADMINISTRATIVE
EXPENSES (8,441,017) (8,921,992) (1,518,736) (1,089,442)

OTHER EXPENSES (842,626) (709,829) - -

FINANCE COSTS (2,303,618) (1,412,240) - -

NET IMPAIRMENT GAIN

ON FINANCIAL ASSETS 27 76,179 2,159,304 - -
PROFIT/(LOSS) BEFORE
TAXATION 28 5,922,889 11,212,575 (1,518,736) (1,089,442)

INCOME TAX EXPENSE 29 (2,000,000) (2,080,868) - -

PROFIT/(LOSS) AFTER
TAXATION 3,922,889 9,131,707 (1,518,736) (1,089,442)

OTHER COMPREHENSIVE
INCOME - - - -

TOTAL COMPREHENSIVE
INCOME/(EXPENSES)
FOR THE FINANCIAL
YEAR/PERIOD 3,922,889 9,131,707 (1,518,736) (1,089,442)

_______________________________________________________________________________________________
The annexed
The annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 17
90 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Statements
JATI TINGGI GROUP of Profit
(Incorporated in Malaysia)
or Loss and Other
BERHAD

Comprehensive Income
STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
for
FORtheTHE financial
FINANCIAL YEAR yearENDED
ended 30 November
30 NOVEMBER 2023 2023
The Group The Company
21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
Note RM RM RM RM

PROFIT/(LOSS) AFTER
TAXATION/TOTAL
COMPREHENSIVE
INCOME/(EXPENSES)
ATTRIBUTABLE TO:
Owners of the Company 3,922,889 9,131,707 (1,518,736) (1,089,442)

EARNINGS PER SHARE

(SEN)
Basic 30 1.21 2.81

_______________________________________________________________________________________________

The annexed
The annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 18
Registration No: 202101043655 (1443955 - H)

JATI TINGGI GROUP BERHAD

(Incorporated in Malaysia)
Statements of Changes in Equity
STATEMENTS OF CHANGES
for the financial yearIN EQUITY
ended 30 November 2023
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

Share Invested Merger Retained Total

Capital Capital Deficit Profits Equity
The Group Note RM RM RM RM RM

At 1.12.2021 - 1,000,000 - 24,954,433 25,954,433

Profit after taxation/Total comprehensive income for the

financial period - - - 9,131,707 9,131,707
Jati Tinggi Group Berhad | Annual Report 2023

Contributions by and distributions to owners of the

Company:
- Incorporation of the Company 50 - - - 50

Balance at 30.11.2022/1.12.2022 50 1,000,000 - 34,086,140 35,086,190

Profit after taxation/Total comprehensive income for the

financial year - - - 3,922,889 3,922,889

Contributions by and distributions to owners of the

Company:
- Issuance of shares 16 26,000,000 (1,000,000) (25,000,000) - -

Balance at 30.11.2023 26,000,050 - (25,000,000) 38,009,029 39,009,079

_______________________________________________________________________________________________________________________________________________
The
The annexed
annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 19
91
92 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Statements of Changes in Equity

JATI TINGGI GROUP BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
STATEMENTS OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

Share Accumulated Total

Capital Losses Equity
The Company Note RM RM RM

At 21.12.2021 (date of incorporation) 50 - 50

Loss after taxation/Total comprehensive

expenses for the financial period - (1,089,442) (1,089,442)

Balance at 30.11.2022/1.12.2022 50 (1,089,442) (1,089,392)

Loss after taxation/Total comprehensive

expenses for the financial year - (1,518,736) (1,518,736)

Issuance of shares 16 26,000,000 - 26,000,000

Balance at 30.11.2023 26,000,050 (2,608,178) 23,391,872

The
The annexed
annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 20
Jati Tinggi Group Berhad | Annual Report 2023 93
Registration No: 202101043655 (1443955 - H)

Statements
JATI TINGGI GROUP BERHAD
of Cash Flows
(Incorporated in Malaysia)

for the financial

STATEMENTS OF CASH year
FLOWS ended 30 November 2023
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
RM RM RM RM

CASH FLOWS FROM/(FOR)

OPERATING ACTIVITIES

Profit/(Loss) before taxation 5,922,889 11,212,575 (1,518,736) (1,089,442)

Adjustments for:-
Amortisation of intangible asset 129,727 129,727 - -
Depreciation of investment
property 86,210 114,946 - -
Depreciation of plant and
equipment 767,064 437,122 - -
Depreciation of right-of-use asset 686,948 467,099 - -
Impairment loss on trade
receivables 72,348 - - -
Interest expense 2,303,618 1,412,240 - -
Plant and equipment written off 11 2 - -
Loss/(Gain) on disposal of plant
and equipment 72,300 (270) - -
Gain on lease modification (839) (2,183) - -
Interest income (91,420) (79,970) - -
Reversal of impairment loss on:
- trade receivables (148,527) (2,080,842) - -
- other receivables - (54,419) - -
- a related party - (24,043) - -
Operating profit/(loss) before
working capital changes 9,800,329 11,531,984 (1,518,736) (1,089,442)
(Increase)/Decrease in
inventories (422,755) 354,423 - -
Increase in trade and other
receivables (10,760,535) (18,093,439) (65,045) (440,335)
Increase in trade and other
payables 6,408,214 19,568,689 393,392 159,825
Increase in amount owing to
related parties 289,468 42,056 - -

CASH FROM/(FOR)
OPERATION 5,314,721 13,403,713 (1,190,389) (1,369,952)
Income tax paid (2,535,930) (3,164,215) - -

NET CASH FROM/(FOR)

OPERATING ACTIVITIES 2,778,791 10,239,498 (1,190,389) (1,369,952)

The
The annexed
annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 21
94 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Statements of Cash Flows

JATI TINGGI GROUP BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
STATEMENTS OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023 (CONT’D)

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
Note RM RM RM RM

CASH FLOWS FOR

INVESTING ACTIVITIES

Interest received 91,420 79,970 - -

Purchase of plant and equipment 31(a) (94,892) (1,547,833) - -
Addition of right-of-use assets 31(a) - (22,387) - -
Proceeds from disposal of plant
and equipment 198,850 400 - -
Increase in pledge fixed deposits
with licensed banks (257,155) (1,255,857) - -

NET CASH FOR INVESTING

ACTIVITIES (61,777) (2,745,707) - -

CASH FLOWS FROM

FINANCING ACTIVITIES

Advances from a subsidiary - - 1,190,389 1,369,952

Proceeds from issuance
of ordinary shares - 50 - 50
Repayment to directors - (10,257) - -
Net drawdown/(repayment) of
banker’s acceptances 31(b) 1,735,000 (496,000) - -
Net drawdown on trade financing 31(b) 4,408,619 6,877,516 - -
Repayment of lease liabilities 31(b) (961,924) (475,841) - -
Repayment of term loans 31(b) (261,218) (195,485) - -
Interest paid (2,303,618) (1,412,240) - -

NET CASH FROM FINANCING

ACTIVITIES 2,616,859 4,287,743 1,190,389 1,370,002

NET INCREASE IN CASH

AND CASH EQUIVALENTS 5,333,873 11,781,534 - 50

CASH AND CASH

EQUIVALENTS AT
BEGINNING OF THE
FINANCIAL YEAR/PERIOD 13,376,734 1,595,200 50 -

CASH AND CASH

EQUIVALENTS AT END OF
THE FINANCIAL
YEAR/PERIOD 31(c) 18,710,607 13,376,734 50 50

The
The annexed
annexed notes
notes form
form an
an integral
integral part
part of
of these
these financial
financial statements.
statements. Page 22
Jati Tinggi Group Berhad | Annual Report 2023 95
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGI toGROUP
the Financial
BERHAD Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

1. GENERAL INFORMATION

The Company is a public limited liability company, incorporated and domiciled in Malaysia. The
registered office and principal place of business are as follows:-

Registered office : 12th Floor, Menara Symphony,

No. 5 Jalan Prof. Khoo Kay Kim,
Seksyen 13, 46200 Petaling Jaya,
Selangor Darul Ehsan.

Principal place of business : No. 23 & 25, Jalan Temenggung 13/9,

Seksyen 9, Bandar Mahkota Cheras,
43200 Cheras,
Selangor Darul Ehsan.

The financial statements were authorised for issue by the Board of Directors in accordance with a
resolution of the directors dated 26 March 2024.

2. PRINCIPAL ACTIVITIES

The Company is principally engaged in the business of investment holding. The principal activities of
the subsidiary is set out in Note 5 to the financial statements. There have been no significant changes
in the nature of these activities during the financial year.

3. BASIS OF PREPARATION

The financial statements of the Group and of the Company are prepared under the historical cost
convention and modified to include other bases of valuation as disclosed in other sections under material
accounting policy information, and in compliance with Malaysian Financial Reporting Standards
(“MFRSs”), International Financial Reporting Standards and the requirements of the Companies Act 2016
in Malaysia.

3.1 During the current financial year, the Group has adopted the following new accounting standards
and/or interpretations (including the consequential amendments, if any):-

MFRSs and/or IC Interpretations (Including The Consequential Amendments)

Amendments to MFRS 3: Reference to the Conceptual Framework
Amendments to MFRS 116: Property, Plant and Equipment - Proceeds before Intended
Use
Amendments to MFRS 137: Onerous Contracts - Cost of Fulfilling a Contract
Annual Improvements to MFRS Standards 2018 - 2020

The adoption of the above accounting standards and/or interpretations (including the
consequential amendments, if any) did not have any material impact on the financial statements
of the Group and of the Company.

Page 23
96 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

3. BASIS OF PREPARATION (CONT’D)

3.2 The Group has not applied in advance the following accounting standards and/or interpretations
(including the consequential amendments, if any) that have been issued by the Malaysian
Accounting Standards Board (“MASB”) but are not yet effective for the current financial year:-

MFRSs and/or IC Interpretations (Including The Consequential

Amendments) Effective Date
MFRS 17: Insurance Contracts 1 January 2023
Amendments to MFRS 17: Insurance Contracts 1 January 2023
Amendment to MFRS 17: Initial Application of MFRS 17 and MFRS 9 -
Comparative Information 1 January 2023
Amendments to MFRS 101: Disclosure of Accounting Policies 1 January 2023
Amendments to MFRS 108: Definition of Accounting Estimates 1 January 2023
Amendments to MFRS 112: Deferred Tax related to Assets and
Liabilities arising from a Single Transaction 1 January 2023
Amendments to MFRS 112: International Tax Reform – Pillar Two Model
Rules 1 January 2023
Amendments to MFRS 16: Lease Liability in a Sale and Leaseback 1 January 2024
Amendment to MFRS 101: Classification of Liabilities as Current or Non-
current 1 January 2024
Amendments to MFRS 101: Non-current Liabilities with Covenants 1 January 2024
Amendments to MFRS 107 and MFRS 7: Supplier Finance
Arrangements 1 January 2024
Amendments to MFRS 121: Lack of Exchangeability 1 January 2025
Amendments to MFRS 10 and MFRS 128: Sale or Contribution of
Assets between an Investor and its Associate or Joint Venture Deferred

The adoption of the above accounting standards and/or interpretations (including the
consequential amendments, if any) is expected to have no material impact on the financial
statements of the Group and of the Company upon their initial application.

Page 24
Jati Tinggi Group Berhad | Annual Report 2023 97
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION

4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

Key Sources of Estimation Uncertainty

Management believes that there are no key assumptions made concerning the future, and other
key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a
material adjustment to the carrying amounts of assets and liabilities within the next financial year
other than as disclosed below:-

(a) Depreciation of Plant and Equipment, Investment Property and Right-of-Use Assets

The estimates for the residual values, useful lives and related depreciation charges for the
plant and equipment, investment property and right-of-use assets are based on commercial
factors which could change significantly as a result of technical innovations and competitors’
actions in response to the market conditions. The Group anticipates that the residual values
of its plant and equipment, investment property and right-of-use assets will be insignificant.
As a result, residual values are not being taken into consideration for the computation of the
depreciable amount. Changes in the expected level of usage and technological development
could impact the economic useful lives and the residual values of these assets, therefore
future depreciation charges could be revised. The carrying amounts of plant and equipment,
investment property and right-of-use assets as at the reporting date are disclosed in Notes
6, 7 and 8 to the financial statements respectively.

(b) Amortisation of Intangible Assets

The estimates for the residual values, useful lives and related amortisation charges for the
intangible assets are based on commercial factors which could change significantly as a
result of technical innovations and competitors’ actions in response to the market conditions.
The Group anticipates that the residual values of its intangible assets will be insignificant. As
a result, residual values are not being taken into consideration for the computation of the
amortisation amount. Changes in the expected level of usage and technological development
could impact the economic useful lives and the residual values of these assets, therefore
future amortisation charges could be revised. The carrying amount of intangible assets as at
the reporting date is disclosed in Note 9 to the financial statements.

(c) Impairment of Plant and Equipment, Investment Property, Right-of-Use Assets and
Intangible Assets

The Group determines whether an item of its plant and equipment, investment property, right-
of-use assets and intangible assets are impaired by evaluating the extent to which the
recoverable amount of the asset is less than its carrying amount. This evaluation is subject
to changes such as market performance, economic and political situation of the country. A
variety of methods is used to determine the recoverable amount, such as valuation reports
and discounted cash flows. For discounted cash flows, significant judgement is required in
the estimation of the present value of future cash flows generated by the assets, which
involve uncertainties and are significantly affected by assumptions used and judgements
made regarding estimates of future cash flows and discount rates. The carrying amounts of
plant and equipment, investment property, right-of-use assets and intangible assets as at the
reporting date are disclosed in Notes 6, 7, 8 and 9 to the financial statements respectively.

Page 25
98 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT’D)

Key Sources of Estimation Uncertainty (Cont’d)

(d) Write-down of Inventories

Reviews are made periodically by management on damaged, obsolete and slow-moving

inventories. These reviews require judgement and estimates. Possible changes in these
estimates could result in revisions to the valuation of inventories. The carrying amount of
inventories as at the reporting date is disclosed in Note 10 to the financial statements.

(e) Impairment of Trade Receivables

The Group uses the simplified approach to estimate a lifetime expected credit loss
allowance for all trade receivables. The Group develops the expected loss rates based on
the payment profiles of past sales and the corresponding historical credit losses, and
adjusts for qualitative and quantitative reasonable and supportable forward-looking
information. If the expectation is different from the estimation, such difference will impact
the carrying values of trade receivables. The carrying amount of trade receivables as at
the reporting date is disclosed in Note 11 to the financial statements.

(f) Impairment of Non-Trade Receivables

The loss allowances for non-trade financial assets are based on assumptions about risk
of default (probability of default) and expected loss rates if a default happens (loss given
default). It also requires the Group to assess whether there is a significant increase in
credit risk of the non-trade financial asset at the reporting date. The Group uses judgement
in making these assumptions and selecting appropriate inputs to the impairment
calculation, based on the past payment trends, existing market conditions and forward-
looking information. The carrying amounts of other receivables and amount owing by
related parties as at the reporting date are disclosed in Notes 12 and 13 to the financial
statements respectively.

(g) Revenue Recognition for Construction Contracts

The Group recognises construction revenue by reference to the construction progress

based on the physical proportion of contract work certified by professional consultants.
Significant judgement is required in determining the progress towards complete
satisfaction of the performance obligation based on the contract work certified to date
corroborated by the level of completion of the construction based on actual costs incurred
to date over the estimated total contract costs. The total estimated costs are based on
approved budgets, which require assessment and judgement to be made on changes in,
for example, work scope, changes in costs and costs to completion. In making the
judgement, management relies on past experience and the work of specialists.

Page 26
Jati Tinggi Group Berhad | Annual Report 2023 99
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT’D)

Key Sources of Estimation Uncertainty (Cont’d)

(h) Income Taxes

There are certain transactions and computations for which the ultimate tax determination
may be different from the initial estimate. The Group recognises tax liabilities based on its
understanding of the prevailing tax laws and estimates of whether such taxes will be due
in the ordinary course of business. Where the final outcome of these matters is different
from the amounts that were initially recognised, such difference will impact the income tax
expense and deferred tax balances in the period in which such determination is made.

(i) Discount Rates used in Leases

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

Page 27
100 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT’D)

Critical Judgements Made in Applying Accounting Policies

Management believes that there are no instances of application of critical judgement in applying
the accounting policies of the Group and of the Company which will have a significant effect on
the amounts recognised in the financial statements other than as disclosed below:-

(a) Classification between Investment Properties and Owner-occupied Properties

Some properties comprise a portion that is held to earn rentals or for capital appreciation
and another portion that is held for use in the production or supply of goods or services or
for administrative purposes. If these portions could be sold separately (or leased out
separately under a finance lease), of the Group and of the Company accounts for the
portions separately. If the portions could not be sold separately, the property is investment
property only if an insignificant portion is held for use in the production or supply of goods
or services or for administrative purposes.

(b) Lease Terms

Some leases contain extension options exercisable by the Group and the Company before
the end of the non-cancellable contract period. In determining the lease term,
management considers all facts and circumstances including the past practice and any
cost that will be incurred to change the asset if an option to extend is not taken. An
extension option is only included in the lease term if the lease is reasonably certain to be
extended (or not terminated).

4.2 BASIS OF CONSOLIDATION

The Group applies the acquisition method of accounting for those business combinations which
business combinations which were accounted for using merger method of accounting.

Under the merger method of accounting, the assets and liabilities of the merger entities are
reflected in the consolidated financial statements at their carrying amounts reported in the
individual financial statements. The consolidated statement of profit or loss and other
comprehensive income are the results of the merger entities for the full reporting period
(irrespective of when the combination takes place) and comparatives are presented as if the
entities had always been combined since the date for which the entities had come under
common control.

The difference between the cost of the merger and the share capital of the merger entities is
reflected within equity as merger reserve or merger deficit, as appropriate. The merger deficit is
adjusted against suitable reserves of the merger entities to the extent that laws or statues do
not prohibit the use of such reserves.

4.3 INVESTMENT IN A SUBSIDIARY

Investment in a subsidiary which is eliminated on consolidation, is stated in the separate financial

statements of the Company at cost less impairment losses, if any.

Page 28
Jati Tinggi Group Berhad | Annual Report 2023 101
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.4 FUNCTIONAL AND PRESENTATION CURRENCIES

The individual financial statements of each entity in the Group are presented in the currency of the
primary economic environment in which the entity operates, which is the functional currency.

The financial statements of the Group are presented in Ringgit Malaysia (“RM”), which is the
Group’s functional and presentation currency.

4.5 FINANCIAL INSTRUMENTS

(a) Financial Assets

Financial Assets Through Profit or Loss

The financial assets are initially measured at fair value. Subsequent to the initial recognition,
the financial assets are remeasured to their fair values at the reporting date with fair value
changes recognised in profit or loss. The fair value changes do not include interest and
dividend income.

Financial Assets At Amortised Cost

The financial assets are initially measured at fair value plus transaction costs except for
trade receivables without significant financing component which are measured at
transaction price only. Subsequent to the initial recognition, all financial assets are
measured at amortised cost less any impairment losses.

Financial Assets Through Other Comprehensive Income

The financial assets are initially measured at fair value plus transaction costs. Subsequent
to the initial recognition, the financial assets are remeasured to their fair values at the
reporting date with fair value changes taken up in other comprehensive income and
accumulated in the fair value reserve, except for the recognition of impairment, interest
income and foreign exchange difference of a debt instrument which are recognised directly
in profit or loss. The fair value changes do not include interest and dividend income.

(b) Financial Liabilities

Financial Liabilities Through Profit or Loss

The financial liabilities are initially measured at fair value. Subsequent to the initial
recognition, the financial liabilities are remeasured to their fair values at the reporting date
with fair value changes recognised in profit or loss. The fair value changes do not include
interest.

Page 29
102 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.5 FINANCIAL INSTRUMENTS (CONT’D)

(b) Financial Liabilities (Cont’d)

Financial Liabilities at Amortised Cost

The financial liabilities are initially measured at fair value less transaction costs.
Subsequent to the initial recognition, the financial liabilities are measured at amortised
cost.

(c) Equity

Ordinary Shares

Ordinary shares are recorded on initial recognition at the proceeds received less directly
attributable transaction costs incurred. The ordinary shares are not remeasured
subsequently.

(d) Financial Guarantee Contracts

Financial guarantee contracts are recognised initially as liabilities at fair value, net of
transaction costs. Subsequent to the initial recognition, the financial guarantee contracts
are recognised as income in profit or loss over the period of the guarantee or, when there
is no specific contractual period, recognised in profit or loss upon discharge of the
guarantee. If the debtor fails to make payment relating to a financial guarantee contract
when it is due and the Group, as the issuer, is required to reimburse the holder for the
associated loss, the reimbursement is recognised as a liability and measured at the higher
of the amount of loss allowance determined using the expected credit loss model and the
amount of financial guarantee initially recognised less cumulative amortisation.

Page 30
Jati Tinggi Group Berhad | Annual Report 2023 103
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.6 PLANT AND EQUIPMENT

All items of plant and equipment are initially measured at cost.

Subsequent to initial recognition, plant and equipment are stated at cost less accumulated
depreciation and any impairment losses.

Depreciation on plant and equipment is calculated using the straight-line method to allocate their
depreciable amounts over the estimated useful lives. The principal annual depreciation rates are:-

Furniture and fittings 10%

Office equipment 10%
Tools and equipment 10%
Motor vehicles 20%
Plant and machinery 10%
Computer systems 30%
Renovation 10%
Container 10%
Signboard 10%

4.7 INVESTMENT PROPERTIES

Investment properties are initially measured at cost. Subsequent to initial recognition, the
investment properties are stated at cost less accumulated depreciation and any impairment losses.

4.8 INTANGIBLE ASSETS

Intangible assets are initially measured at cost. Subsequent to the initial recognition, the intangible
assets are measured at cost less accumulated amortisation and any accumulated impairment
losses.

The intangible assets are amortised using the straight-line method to allocate their depreciable
amounts over the following periods:-

Software 5 years

Page 31
104 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.9 RIGHT-OF-USE ASSETS AND LEASE LIABILITIES

(a) Short-term Leases and Leases of Low-value Assets

The Group and the Company apply the “short-term lease” and “lease of low-value assets”
recognition exemption. For these leases, the Group and the Company recognise the lease
payments as an operating expense on a straight-line method over the term of the lease
unless another systematic basis is more appropriate.

(b) Right-of-use Assets

Right-of-use assets are initially measured at cost. Subsequent to the initial recognition, the
right-of-use assets are stated at cost less accumulated depreciation and any accumulated
impairment losses, and adjusted for any remeasurement of lease liabilities.

The right-of-use assets are depreciated using the straight-line method from the
commencement date to the earlier of the end of the estimated useful lives of the right-of-use
assets or the end of the lease term.

(c) Lease Liabilities

Lease liabilities are initially measured at the present value of the lease payments that are
not paid at the commencement date, discounted using the entities’ incremental borrowing
rate. Subsequent to the initial recognition, the lease liabilities are measured at amortised
cost and adjusted for any lease reassessment or modifications.

(d) Assets under Hire Purchase

Assets acquired under hire purchase are capitalised in the financial statements at the lower
of the fair value of the leased assets and the present value of the minimum lease payments
and, are depreciated in accordance with the policy set out in Note 4.6 above. Each hire
purchase payment is allocated between the liability and finance charges so as to achieve a
constant rate on the finance balance outstanding. Finance charges are recognised in profit
or loss over the period of the respective hire purchase agreements.

4.10 INVENTORIES

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

Page 32
Jati Tinggi Group Berhad | Annual Report 2023 105
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.11 CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash in hand, bank balances, demand deposits, and short-
term, highly liquid investments that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value with original maturity periods of three months or
less. For the purpose of the statements of cash flows, cash and cash equivalents are presented net
of bank overdrafts.

4.12 NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Non-current assets (or disposal group comprising assets and liabilities) that are expected to be
recovered primarily through sale rather than through continuing use are classified as held for sale.
Immediately before classification as held for sale, the non-current assets (or the disposal group)
are remeasured in accordance with the Group’s accounting policies. Upon classification as held for
sale, the non-current assets (or non-current assets of the disposal group) are not depreciated and
are measured at the lower of their previous carrying amount and fair value less cost to sell. Any
differences are recognised in profit or loss. In addition, equity accounting of equity-accounted
associates ceases once classified as held for sale or distribution.

A discontinued operation is a component of the Group’s business that represents a separate major
line of business or geographical area of operations that has been disposed of or is held for sale, or
is a subsidiary acquired exclusively with a view to resale. Classification as a discontinued operation
occurs upon disposal or when the operation meets the criteria to be classified as held for sale, if
earlier. When an operation is classified as a discontinued operation, the comparative statement of
profit or loss and other comprehensive income is restated as if the operation had been discontinued
from the start of the comparative period.

4.13 IMPAIRMENT

(a) Impairment of Financial Assets

The Group recognises a loss allowance for expected credit losses on investments in debt
instruments that are measured at amortised cost.

The expected credit loss is estimated as the difference between all contractual cash flows
that are due to the Group in accordance with the contract and all the cash flows that the
Group expects to receive, discounted at the original effective interest rate.

The amount of expected credit losses is updated at each reporting date to reflect changes
in credit risk since initial recognition of the respective financial instrument. The Group
always recognises lifetime expected credit losses for trade receivables using the simplified
approach. The expected credit losses on these financial assets are estimated using a
provision matrix based on the Group’s historical credit loss experience and are adjusted
for forward-looking information (including time value of money where appropriate).

Page 33
106 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.13 IMPAIRMENT (CONT’D)

(a) Impairment of Financial Assets (Cont’d)

For all other financial instruments, the Group recognises lifetime expected credit losses
when there has been a significant increase in credit risk since initial recognition. However,
if the credit risk on the financial instrument has not increased significantly since initial
recognition, the Group measures the loss allowance for that financial instrument at an
amount equal to 12-month expected credit losses.

The Group recognises an impairment gain or loss in profit or loss for all financial
instruments with a corresponding adjustment to their carrying amount through a loss
allowance account, except for investments in debt instruments that are measured at fair
value through other comprehensive income, for which the loss allowance is recognised in
other comprehensive income and accumulated in the fair value reserve, and does not
reduce the carrying amount of the financial asset in the statements of financial position.

(b) Impairment of Non-Financial Assets

The carrying values of assets, other than those to which MFRS 136 does not apply, are
reviewed at the end of each reporting period for impairment when there is an indication
that the assets might be impaired. Impairment is measured by comparing the carrying
values of the assets with their recoverable amounts. When the carrying amount of an
asset exceeds its recoverable amount, the asset is written down to its recoverable amount
and an impairment loss shall be recognised. The recoverable amount of an asset is the
higher of the asset’s fair value less costs to sell and its value in use, which is measured
by reference to discounted future cash flows using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset.
Where it is not possible to estimate the recoverable amount of an individual asset, the
Group determines the recoverable amount of the cash-generating unit to which the asset
belongs.

An impairment loss is recognised in profit or loss immediately.

When there is a change in the estimates used to determine the recoverable amount, a
subsequent increase in the recoverable amount of an asset is treated as a reversal of the
previous impairment loss and is recognised to the extent of the carrying amount of the
asset that would have been determined (net of amortisation and depreciation) had no
impairment loss been recognised. The reversal is recognised in profit or loss immediately.

Page 34
Jati Tinggi Group Berhad | Annual Report 2023 107
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.14 EMPLOYEE BENEFITS

(a) Short-term Benefits

Wages, salaries, paid annual leave and bonuses are measured on an undiscounted basis
and are recognised in profit or loss in the period in which the associated services are rendered
by employees of the Group.

(b) Defined Contribution Plans

The Group’s contributions to defined contribution plans are recognised in profit or loss in the
period to which they relate. Once the contributions have been paid, the Group has no further
liability in respect of the defined contribution plans.

4.15 INCOME TAXES

(a) Current Tax

Current tax assets and liabilities are the expected amount of income tax recoverable or
payable to the taxation authorities.

Current taxes are measured using tax rates and tax laws that have been enacted or
substantively enacted at the end of the reporting period and are recognised in profit or loss
except to the extent that the tax relates to items recognised outside profit or loss (either in
other comprehensive income or directly in equity).

(b) Deferred Tax

Deferred tax is recognised using the liability method for temporary differences other than
those that arise from the initial recognition of an asset or liability in a transaction which is not
a business combination and at the time of the transaction, affects neither accounting profit
nor taxable profit.

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

Deferred tax assets are recognised for all deductible temporary differences, unused tax
losses and unused tax credits to the extent that it is probable that future taxable profits will
be available against which the deductible temporary differences, unused tax losses and
unused tax credits can be utilised. The carrying amounts of deferred tax assets are reviewed
at the end of each reporting period and reduced to the extent that it is no longer probable
that the related tax benefits will be realised.

Current and deferred tax items are recognised in correlation to the underlying transactions either
in profit or loss, other comprehensive income or directly in equity.

Page 35
108 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.15 INCOME TAXES (CONT’D)

Current tax assets and liabilities or deferred tax assets and liabilities are offset when there is a
legally enforceable right to set off current tax assets against current tax liabilities and when the
deferred taxes relate to the same taxable entity (or on different tax entities but they intend to
settle current tax assets and liabilities on a net basis) and the same taxation authority.

4.16 CONTINGENT LIABILITIES

A contingent liability is a possible obligation that arises from past events and whose existence
will only be confirmed by the occurrence of one or more uncertain future events not wholly within
the control of the Company. It can also be a present obligation arising from past events that is
not recognised because it is not probable that an outflow of economic resources will be required
or the amount of obligation cannot be measured reliably.

A contingent liability is not recognised but is disclosed in the notes to the financial statements,
unless the probability of outflow of economic benefits is remote. When a change in the probability
of an outflow occurs so that the outflow is probable, it will then be recognised as a provision.

4.17 EARNINGS PER ORDINARY SHARE

Basic earnings per ordinary share is calculated by dividing the consolidated profit or loss
attributable to ordinary shareholders of the Group by the weighted average number of ordinary
shares outstanding during the reporting period, adjusted for own shares held.

Diluted earnings per ordinary share is determined by adjusting the consolidated profit or loss
attributable to ordinary shareholders of the Group and the weighted average number of ordinary
shares outstanding, adjusted for the effects of all dilutive potential ordinary shares.

4.18 OPERATING SEGMENTS

An operating segment is a component of the Group that engages in business activities from
which it may earn revenues and incur expenses, including revenues and expenses that relate
to transactions with any of the Group’s other components. An operating segment’s operating
results are reviewed regularly by the chief operating decision maker to make decisions about
resources to be allocated to the segment and assess its performance, and for which discrete
financial information is available.

Page 36
Jati Tinggi Group Berhad | Annual Report 2023 109
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.19 BORROWING COSTS

Borrowing costs that are not directly attributable to the acquisition, construction or production of
a qualifying asset are recognised in profit or loss using the effective interest method.

4.20 FAIR VALUE MEASUREMENTS

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants at the measurement date, regardless of whether
that price is directly observable or estimated using a valuation technique. The measurement
assumes that the transaction takes place either in the principal market or in the absence of a
principal market, in the most advantageous market. For non-financial asset, the fair value
measurement takes into account a market participant’s ability to generate economic benefits by
using the asset in its highest and best use or by selling it to another market participant that would
use the asset in its highest and best use.

For financial reporting purposes, the fair value measurements are analysed into level 1 to level
3 as follows:-

Level 1: Inputs are quoted prices (unadjusted) in active markets for identical asset or liability
that the entity can access at the measurement date;

Level 2: Inputs are inputs, other than quoted prices included within level 1, that are observable
for the asset or liability, either directly or indirectly; and

Level 3: Inputs are unobservable inputs for the asset or liability.

The transfer of fair value between levels is determined as of the date of the event or change in
circumstances that caused the transfer.

Page 37
110 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

4. MATERIAL ACCOUNTING POLICY INFORMATION (CONT’D)

4.21 REVENUE FROM CONTRACTS WITH CUSTOMERS

Revenue is recognised by reference to each distinct performance obligation in the contract with
customer and is measured at the consideration specified in the contract of which the Group
expects to be entitled in exchange for transferring promised goods or services to a customer,
net of sales and service tax, returns, rebates and discounts.

The Group recognises revenue when (or as) it transfers control over a product or service to
customer. An asset is transferred when (or as) the customer obtains control of that asset.

The Group transfers control of a good or service at a point in time unless one of the following
over time criteria is met:-

• The customer simultaneously receives and consumes the benefits provided as the Group
performs.

• The Group’s performance creates or enhances an asset that the customer controls as the
asset is created or enhanced.

• The Group’s performance does not create an asset with an alternative use and the Group
has an enforceable right to payment for performance completed to date.

Construction Services

Revenue from construction services is recognised over time in the period in which the services
are rendered using the output by reference to the construction progress based on the physical
proportion of construction work certified by professional consultants. Transaction price is
computed based on the price specified in the contract and adjusted for any variable
consideration such as incentives and penalties. Past experience is used to estimate and provide
for the variable consideration, using expected value method and revenue is only recognised to
the extent that it is highly probable that a significant reversal will not occur.

A receivable is recognised when the construction services are rendered as this is the point in
time that the consideration is unconditional because only the passage of time is required before
the payment is due. If the construction services rendered exceed the payment received, a
contract asset is recognised. If the payments exceed the construction services rendered, a
contract liability is recognised.

4.22 REVENUE FROM OTHER SOURCES AND OTHER OPERATING INCOME

(a) Interest Income

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

(b) Lease Income

Lease income from investment properties is accounted for on a straight-line method over
the lease term.

Page 38
Jati Tinggi Group Berhad | Annual Report 2023 111
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

5. INVESTMENT IN A SUBSIDIARY

The Company
2023 2022
RM RM

Unquoted shares, at cost

At 1 December - -
Addition during the financial year 26,000,000 -
At 30 November 26,000,000 -

Details of the subsidiary are as follows:

Percentage of
Principal Place of issued share capital
Business/Country held by Parent
Name of subsidiary of Incorporation 2023 2022 Principal activities

Subsidiary of the Company

Jati Tinggi Holding Malaysia 100% 100% Provision of underground and

Sdn. Bhd. overhead utilities engineering
services and solutions,
substation engineering,
procurement, construction
and commissioning (“EPCC”)
and trading of equipment for
substations.

Page 39
Registration No: 202101043655 (1443955 - H) 112

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

6. PLANT AND EQUIPMENT

At Depreciation At
1.12.2022 Additions Disposal Write Off Reclassification Charges 30.11.2023
The Group RM RM RM RM RM RM RM

2023

Carrying Amount

Furniture and fittings 218,292 - - - - (56,127) 162,165

Office equipment 150,822 11,348 - (11) - (35,792) 126,367
Tools and equipment 761,310 21,190 (271,150) - - (81,014) 430,336
Motor vehicles 156,508 333,030 - - 773,540 (287,001) 976,077
Plant and machinery 503,116 - - - - (77,363) 425,753
Computer systems 339,037 17,114 - - - (165,632) 190,519
Renovation 269,122 - - - - (62,555) 206,567
Container 3,497 12,210 - - - (1,052) 14,655
Signboard 5,148 - - - - (528) 4,620

2,406,852 394,892 (271,150) (11) 773,540 (767,064) 2,537,059

       

Page 40
Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

6. PLANT AND EQUIPMENT (CONT’D)

At Depreciation At
1.12.2021 Additions Disposal Write Off Reclassification Charges 30.11.2022
The Group RM RM RM RM RM RM RM

2022
Jati Tinggi Group Berhad | Annual Report 2023

Carrying Amount

Furniture and fittings 262,011 15,197 (130) - - (58,786) 218,292

Office equipment 160,451 30,381 - - - (40,010) 150,822
Tools and equipment 135,771 686,301 - - - (60,762) 761,310
Motor vehicles 4,091 163,475 - (2) 4 (11,060) 156,508
Plant and machinery 93,458 473,000 - - - (63,342) 503,116
Computer systems 213,170 267,383 - - - (141,516) 339,037
Renovation 303,317 26,966 - - - (61,161) 269,122
Container - 3,850 - - - (353) 3,497
Signboard - 5,280 - - - (132) 5,148

1,172,269 1,671,833 (130) (2) 4 (437,122) 2,406,852

Page 41
113
114 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

6. PLANT AND EQUIPMENT (CONT’D)

At Accumulated Carrying
Cost Depreciation Amount
The Group RM RM RM

2023

Furniture and fittings 627,963 (465,798) 162,165

Office equipment 641,778 (515,411) 126,367
Tools and equipment 580,584 (150,248) 430,336
Motor vehicles 3,766,264 (2,790,187) 976,077
Plant and machinery 819,141 (393,388) 425,753
Computer systems 1,189,228 (998,709) 190,519
Renovation 625,551 (418,984) 206,567
Container 16,060 (1,405) 14,655
Signboard 5,280 (660) 4,620

8,271,849 (5,734,790) 2,537,059

2022

Furniture and fittings 627,963 (409,671) 218,292

Office equipment 630,750 (479,928) 150,822
Tools and equipment 878,394 (117,084) 761,310
Motor vehicles 2,333,642 (2,177,134) 156,508
Plant and machinery 819,141 (316,025) 503,116
Computer systems 1,172,114 (833,077) 339,037
Renovation 625,551 (356,429) 269,122
Container 3,850 (353) 3,497
Signboard 5,280 (132) 5,148

7,096,685 (4,689,833) 2,406,852

Included in plant and equipment of the Group were motor vehicles held under hire purchase
arrangements with a total carrying amount of RM667,362 (2022 - RM911,741). These assets have had
been pledged as security for hire purchase payables of the Group as disclosed in Note 18(a) to the
financial statements.

Page 42
Jati Tinggi Group Berhad | Annual Report 2023 115
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

7. INVESTMENT PROPERTY

The Group
2023 2022
RM RM

Cost:-
At 1 December 9,062,747 9,062,747
Reclassified to asset held for sale (9,062,747) -
At 30 November - 9,062,747

Accumulated depreciation:-
At 1 December (728,015) (613,069)
Depreciation during the financial year (86,210) (114,946)
Reclassified to asset held for sale 814,225 -
At 30 November - (728,015)
- 8,334,732

Represented by:-
Freehold land - 3,315,464
Freehold building - 5,019,268
30 November - 8,334,732

Fair value N/A 15,000,000

(a) In the previous financial year, the investment property of the Group was leased to a customer
under operating lease with rentals payable monthly. The lease contained initial non-cancellable
periods of 3 years and an option that was exercisable by the customer to extend its lease for an
average of 3 years.

The Group requires 2 months of advanced rental payments from the customer. The lease did not
include residual value guarantee and variable lease payments that depend on an index or rate.

As at the reporting date, the future minimum rentals receivable under the non-cancellable
operating lease is as follows:-

2023 2022
RM RM

Within 1 year - 546,000

Between 1 and 2 years - 546,000
- 1,092,000

(b) The freehold land and freehold building have been charged to a licensed bank as security for
banking facilities granted to the Group as disclosed in Note 19 to the financial statements.

Page 43
116 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

7. INVESTMENT PROPERTY (CONT’D)

(c) The fair value of the investment property was within level 3 of the fair value hierarchy and was
arrived at by reference to market evidence of transaction prices for similar properties and was
performed by a registered valuer having appropriate recognised professional qualification and
recent experience in the locations and category of properties being valued. The most significant
input into this valuation approach was the price per square foot of comparable properties.
Adjustments are then made for differences in location, size, facilities available, market conditions
and other factors in order to arrive at a common basis.

Page 44
Registration No: 202101043655 (1443955 - H)

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

8. RIGHT-OF-USE ASSETS

Derecognition
At Due to Lease Depreciation At
1.12.2022 Additions Reclassification Modification Charges 30.11.2023
The Group RM RM RM RM RM RM
Jati Tinggi Group Berhad | Annual Report 2023

2023

Carrying Amount

Motor vehicles 773,540 - (773,540) - - -

Offices 218,132 68,718 - (73,507) (114,296) 99,047
Site stores 1,002,136 - - - (572,652) 429,484
1,993,808 68,718 (773,540) (73,507) (686,948) 528,531

Page 45
117
Registration No: 202101043655 (1443955 - H) 118

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

8. RIGHT-OF-USE ASSETS (CONT’D)

Derecognition
At Modification of Due to Lease Depreciation At
1.12.2021 Additions Lease Liabilities Modification Reclassification Charges 30.11.2022
The Group RM RM RM RM RM RM RM

2022

Carrying Amount

Motor vehicles 722,515 264,387 - - (4) (213,358) 773,540

Offices 38,211 197,650 92,850 - - (110,579) 218,132
Site stores 295,741 1,145,298 - (295,741) - (143,162) 1,002,136
1,056,467 1,607,335 92,850 (295,741) (4) (467,099) 1,993,808

Page 46
Jati Tinggi Group Berhad | Annual Report 2023
Jati Tinggi Group Berhad | Annual Report 2023 119
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

8. RIGHT-OF-USE ASSETS (CONT’D)

The Group’s leasing activities are summarised below:-

(i) Motor vehicles The Group has a number of motor vehicles under hire purchase for a period
ranging from 2 years to 5 years.

(ii) Offices The Group has leased a number of office premises for administration and
operation ranging from 1 year to 2 years, with an option to renew the leases
after that date.

(iii) Site stores The Group has leased a number of site stores that run for a period ranging
from 2 years to 3 years, with an option to renew the lease after that date. The
Group is not allowed to sublease the site stores.

9. INTANGIBLE ASSET

The Group
2023 2022
RM RM

Cost:-
At 1 December/30 November 648,635 648,635

Accumulated amortisation:-
At 1 December (378,370) (248,643)
Amortisation for the financial year (129,727) (129,727)

At 30 November (508,097) (378,370)

140,538 270,265

The intangible asset represents a software system in providing a central platform for underground
utilities date and professional mapping services. The amortisation charges is recognised in profit or
loss under the “Cost of Sales” line item.

Page 47
120 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

10. INVENTORIES

The Group
2023 2022
RM RM

Raw materials 441,325 18,570

Recognised in profit or loss:-

Inventories recognised as cost of sales 36,573,430 155,844,568

11. TRADE RECEIVABLES

The Group
2023 2022
RM RM

Trade receivables 84,615,101 75,099,988

Allowance for impairment losses (679,193) (755,372)

83,935,908 74,344,616

Allowance for impairment losses:-

At 1 December (755,372) (3,868,438)
Addition during the financial year (72,348) -
Reversal during the financial year 148,527 2,080,842
Written off during the financial year - 1,032,224

At 30 November (679,193) (755,372)

(a) The Group’s normal trade credit terms range from 30 to 60 (2022 - 30 to 60) days. Other credit
terms are assessed and approved on a case-by-case basis.

(b) Included in the trade receivables are retention sums totaling RM35,387,697 (2022 -
RM32,562,909). These retention sums are expected to be collected within the periods ranging
from 1 to 2 (2022 - 1 to 2) years.

Page 48
Jati Tinggi Group Berhad | Annual Report 2023 121
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

12. OTHER RECEIVABLES, DEPOSITS AND PREPAYMENTS

The Group The Company

2023 2022 2023 2022
RM RM RM RM

Other receivables 1,064,127 712,389 - -

Deposits 6,637,787 7,770,239 1,000 1,000
Prepayments 2,706,193 680,057 504,380 439,335

10,408,107 9,162,685 505,380 440,335

Allowance for impairment

losses:
At 1 December - (54,419) - -
Reversal during the financial
year - 54,419 - -

At 30 November - - - -

Included in deposits of the Group is an amount of RM6,022,359 (2022 - RM7,290,134) being part of
authorised deposits of the Group incurred on development projects which are refundable from the
project owners.

13. AMOUNTS OWING BY/(TO) RELATED PARTIES

The Group
2023 2022
RM RM

Amount Owing by A Related Party

Current
Trade balance 1,216,877 1,216,877

Allowance for impairment losses:-

At 1 December - (256,921)
Reversal during the financial year - 24,043
Written off during the financial year - 232,878
At 30 November - -

Amount Owing to Related Parties

Current
Trade balance (475,161) (185,693)

The trade balances are subjected to the normal trade credit terms ranging from 30 to 90 (2022 - 30)
days.

Page 49
122 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

14. FIXED DEPOSITS WITH LICENSED BANKS

(a) The fixed deposits with licensed banks of the Group at the end of the reporting period bore
effective interest rates ranging from 1.75% to 2.70% (2022 - 1.50% to 2.25%) per annum.
The fixed deposits have maturity periods ranging from 30 to 365 (2022 - 30 to 365) days.

(b) Included in the fixed deposits with licensed banks of the Group at the end of the reporting
period was amount of RM3,734,331 (2022 - RM3,477,176) which have been pledged to
licensed banks as security for banking facilities granted to the Group as disclosed in Note 23
to the financial statements.

15. ASSET CLASSIFIED AS HELD FOR SALE

The Group
2023 2022
RM RM

At 1 December - -
Reclassified from investment property 8,248,522 -

At 30 November 8,248,522 -

Asset classified as held for sale in the current financial year

(a) On 17 August 2023, the Group entered into a sale and purchase agreement with a purchaser
to dispose of its freehold land and building for a cash consideration of RM16,000,000.

(b) On 5 October 2023, the conditions precedent as stated in the said sale and purchase agreement
have been complied. The said disposal was completed on 7 February 2024.

Page 50
Jati Tinggi Group Berhad | Annual Report 2023 123
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

16. SHARE CAPITAL AND INVESTED CAPITAL

(a) Share Capital

The Group/TheCompany The Group/TheCompany

2023 2022 2023 2022
Number of Shares RM RM

Issued and Fully Paid-

Up

Ordinary Shares

At 1 December 2022/
21 December 2021
(date of incorporation) 800 50 50 50
Share split - 750 - -
Issuance of shares 325,000,000 - 26,000,000 -

At 30 November 325,000,800 800 26,000,050 50

During the financial year, the Company increased its issued and paid-up share capital from RM50
to RM26,000,050 by way of issuance of 325,000,000 new ordinary shares for a cash consideration
of RM0.08 per ordinary share for the acquisition of Jati Tinggi Holding Sdn. Bhd.. The new ordinary
shares issued rank pari passu in all respects with the existing ordinary shares of the Company.

(b) Invested Capital

The Group/TheCompany The Group/TheCompany

2023 2022 2023 2022
Number of Shares RM RM

Issued and Fully Paid-

Up

Ordinary Shares

At 1 December 1,000,000 1,000,000 1,000,000 1,000,000

Acquisition by the
Company (1,000,000) - (1,000,000) -

At 30 November - 1,000,000 - 1,000,000

Page 51
124 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

17. MERGER DEFICIT

The merger deficit arose from the difference between the carrying amount of the investment and the
nominal value of the shares of a subsidiary upon consolidation under the merger accounting principles.

18. LEASE LIABILITIES

The Group
2023 2022
RM RM

At 1 December: 2,103,681 1,075,648

Addition 368,718 1,708,948
Interest expense recognised in profit or loss 87,962 66,020
Changes due to lease modification - 92,850
Derecognition due to lease modification (74,346) (297,924)
Repayment of principal (961,924) (475,841)
Repayment of interest expense (87,962) (66,020)
At 30 November 1,436,129 2,103,681

Analysed by:-
Current liabilities 790,990 968,033
Non-current liabilities 645,139 1,135,648
1,436,129 2,103,681

(a) Included in lease liabilities of the Group is an amount of hire purchase payable of RM894,200
(2022 - RM875,589) and analysed as follows:-
The Group
2023 2022
RM RM

Minimum hire purchase payments:

- not later than 1 year 323,132 301,320
- later than 1 year and not later than 5 years 658,066 665,363
981,198 966,683
Less: Future finance charges (86,998) (91,094)
894,200 875,589

Page 52
Jati Tinggi Group Berhad | Annual Report 2023 125
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

19. TERM LOANS

The Group
2023 2022
RM RM

Current liabilities 7,561,356 134,027

Non-current liabilities - 7,688,547

7,561,356 7,822,574

(a) The term loans at the end of the reporting period bore effective interest rates ranging from 4.52%
to 4.92% (2022 - 4.27% to 4.67%) per annum.

(b) The term loans are secured by:-

(i) A legal charge over the freehold land and freehold building as disclosed in Notes 7 and 15
to the financial statements; and
(ii) Jointly and severally guarantee by certain directors of the Group.

20. TRADE PAYABLES

(a) The normal trade credit term granted to the Group range from 30 to 60 (2022 - 30 to 60) days.

(b) Included in the trade payables are retention sum payables totaling RM4,712,128 (2022 -
RM4,477,592). The retention sums are expected to be settled within the periods ranging from 1 to
2 (2022 - 1 to 2) years.

21. OTHER PAYABLES AND ACCRUALS

The Group The Company

2023 2022 2023 2022
RM RM RM RM

Other payables:-

Third parties 1,220,600 225,569 503,217 154,825

Advances from customers 108,841 108,000 - -

1,329,441 333,569 503,217 154,825

Deposits 1,120,000 - - -
Accruals 2,822,673 16,466,781 50,000 5,000
5,272,114 16,800,350 553,217 159,825

Page 53
126 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

22. AMOUNT OWING TO A SUBSIDIARY

The amount owing to a subsidiary is non-trade in nature, which represented unsecured interest-free
payment made on behalf. The amount is repayment on demand and is to be settled in cash.

23. BANKER’S ACCEPTANCES

(a) The banker’s acceptances of the Group at the end of the reporting period bore effective interest
rates ranging from 5.35% to 6.86% (2022 - 2.23% to 3.64%) per annum.

(b) The banker’s acceptances are secured by:-

(i) A legal charge over the freehold land and freehold building, registered under the
name of certain directors of the Group;
(ii) A third party legal charge over the leasehold land and buildings, registered under the
name of a related party of the Group;
(iii) Fixed deposits with licensed financial institution as disclosed in Note 14 to the
financial statements; and
(iv) Jointly and severally guarantee by certain directors of the Group.

24. TRADE FINANCING

(a) The trade financing of the Group at the end of the reporting period bore effective interest rates
ranging from 6.28% to 6.45% (2022 - 4.49% to 6.15%) per annum.

(b) The trade financing are secured by:-

(i) A legal charge over the freehold land and freehold building, registered under the
name of certain directors of the Group;
(ii) A third party legal charge over the leasehold land and buildings, registered under the
name of a related party of the Group;
(iii) A third party legal charge over a vacant industrial land, registered under the name of
a related party of the Group; and
(iv) Jointly and severally guarantee by certain directors of the Group.

25. BANK OVERDRAFT

(a) The bank overdraft of the Group was secured by a legal charge over the freehold land and
freehold building as disclosed in Notes 7 and 15 to the financial statements.

(b) The bank overdraft of the Group at the end of the reporting period bore floating interest rate of
7.22% to 7.89% (2022 - 6.64%) per annum.

Page 54
Jati Tinggi Group Berhad | Annual Report 2023 127
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

26. REVENUE

The Group
1.12.2022 1.12.2021
to to
30.11.2023 30.11.2022
RM RM
Revenue from Contracts with Customers

Revenue recognised over time

Construction contracts 114,668,212 227,539,247
Rendering of services 196,513 4,677,952
114,864,725 232,217,199
Revenue recognised at a point in time
Trading of goods 175,446 2,394,564
115,040,171 234,611,763

Represented by geographical markets:-

Malaysia 115,040,171 234,611,763

27. NET IMPAIRMENT GAIN ON FINANCIAL ASSETS

The Group
1.12.2022 1.12.2021
to to
30.11.2023 30.11.2022
RM RM

Impairment losses:
- trade receivables (Note 11) 72,348 -

72,348 -

Reversal of impairment losses:

- trade receivables (Note 11) (148,527) (2,080,842)
- other receivables (Note 12) - (54,419)
- amount owing by a related party (Note 13) - (24,043)
(76,179) (2,159,304)

Page 55
128 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

28. PROFIT/(LOSS) BEFORE TAXATION

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
RM RM RM RM

Profit/(Loss) before taxation is

arrived at after charging:-

Auditors’ remuneration:
- audit fees
- statutory 97,000 60,000 42,000 5,000
- special 40,000 - 40,000 -
- non-audit fees 13,000 - 13,000 -
Amortisation of intangible asset 129,727 129,727 - -
Depreciation:
- investment property 86,210 114,946 - -
- plant and equipment 767,064 437,122 - -
- right-of-use assets 686,948 467,099 - -
Directors’ remuneration
(Note 32) 901,418 884,471 7,500 4,000
Interest expense on lease
liabilities 87,962 66,020 - -
Interest expense on financial
liabilities that are not at fair
value through profit or loss:
- bank guarantee 425,499 294,913 - -
- banker’s acceptances 427,543 291,530 - -
- term loans 351,703 349,207 - -
- trade financing 902,942 350,131 - -
- others 107,969 60,439 - -
Lease expenses:
- short-term leases 634,635 778,379 - -
Plant and equipment written off 11 2 - -
Staff costs:
- salaries, bonuses and
allowances 7,387,370 7,586,965 - -
- defined contribution benefits 791,599 839,280 - -
- others 251,814 725,407 - -
Construction Industry - -
Development Board (“CIDB”)
levy fee 72,823 135,070
Loss/(gain) on disposal of plant
and equipment 72,300 (270) - -

Page 56
Registration No: 202101043655 (1443955 - H)
Jati Tinggi Group Berhad | Annual Report 2023 129
JATI TINGGI GROUP BERHAD
(Incorporated in Malaysia)
Notes to the Financial Statements
NOTES TO THE FINANCIAL STATEMENTS
for
FORthe
THE financial yearENDED
FINANCIAL YEAR ended 30 November
30 NOVEMBER 2023 2023

28. PROFIT/(LOSS) BEFORE TAXATION (CONT’D)

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
RM RM RM RM

Interest income on financial

assets that are not at fair
value through profit or loss:
- deposits from licensed banks (91,420) (79,970) - -
Lease income from investment
property (115,375) (548,910) - -
Gain on lease modification (839) (2,183) - -
Realised (gain)/loss on foreign
exchange (70,576) 4 - -

29. INCOME TAX EXPENSE

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
RM RM RM RM

Current tax expense 1,950,641 2,467,000 - -

Under/(over) provision in the
previous financial year 49,359 (386,132) - -

2,000,000 2,080,868 - -

Page 57
130 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

29. INCOME TAX EXPENSE (CONT’D)

A reconciliation of income tax expense applicable to the profit/(loss) before taxation at the statutory
tax rate to income tax expense at the effective tax rate of the Group and of the Company is as follows:-

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
RM RM RM RM

Profit/(Loss) before taxation 5,922,889 11,212,575 (1,518,736) (1,089,442)

Tax at the statutory tax rate of

24% (2022 - 24%) 1,421,493 2,691,018 (364,497) (261,466)

Tax effects of:-

Non-deductible expenses 498,277 665,953 364,497 261,466
Non-taxable income (16,938) (12,421)
Deferred tax assets not
recognised during the
financial year 47,809 - - -
Utilisation of deferred tax
assets previously not
recognised - (877,550) - -
Under/(over)provision of
current taxation in the
previous financial year 49,359 (386,132) - -

2,000,000 2,080,868 - -

Domestic income tax is calculated at the Malaysian statutory tax rate of 24% (2022: 24%) of the
estimated assessable profit for the financial year.

No deferred tax assets are recognised on the following items:

The Group
2023 2022
RM RM

Provision 461,431 262,227

Page 58
Jati Tinggi Group Berhad | Annual Report 2023 131
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

30. EARNINGS PER SHARE (SEN)

The Group
1.12.2022 1.12.2021
to to
30.11.2023 30.11.2022
RM RM

Profit after taxation attributable to the owners of the Company 3,922,889 9,131,707

Weighted average number of ordinary shares in issues:

Ordinary shares at 1 December 2022/21 December 2021

(date of incorporation) 800 800
Effect of new ordinary shares issued pursuant to:
- acquisition of subsidiary* 325,000,000 325,000,000
Weighted average number of ordinary shares for basic earnings
per computation 325,000,800 325,000,800

Basic earnings per ordinary share attributable to equity holders

of the Company (sen) 1.21 2.81

The Company has not issued any dilutive potential ordinary shares and hence, the diluted earnings
per share is equal to the basic earnings per share.

Note:-
*In the calculation of earnings per share for the financial year ended 30 November 2023, it is assumed
that 325,000,000 ordinary shares were in issue.

Page 59
132 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

31. CASH FLOW INFORMATION

(a) The cash disbursed for the purchase of plant and equipment and the addition of right-of-use
assets is as follows:-

The Group
2023 2022
RM RM

Plant and equipment

Cost of plant and equipment purchased 394,892 1,671,833

Less: Additions of new lease liabilities (300,000) (124,000)

94,892 1,547,833

Right-of-use assets

Cost of right-of-use assets acquired 68,718 1,607,335

Less: Additions of new lease liabilities (68,718) (1,584,948)
- 22,387

Page 60
Registration No: 202101043655 (1443955 - H)

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

31. CASH FLOW INFORMATION (CONT’D)

(b) The reconciliations of liabilities arising from financing activities are as follows:-

Term Lease Banker’s Trade

Loans Liabilities Acceptances Financing Total
The Group RM RM RM RM RM
Jati Tinggi Group Berhad | Annual Report 2023

2023

At 1 December 7,822,574 2,103,681 5,580,000 11,111,415 26,617,670

Changes in Financing Cash Flows

Proceeds from drawdown - - 29,376,000 51,085,420 80,461,420

Repayment of principal (261,218) (961,924) (27,641,000) (46,676,801) (75,540,943)
Repayment of interests (351,703) (87,962) (427,543) (902,942) (1,770,150)
(612,921) (1,049,886) 1,307,457 3,505,677 3,150,327
Non-cash Changes
Acquisition of new leases - 368,718 - - 368,718
Derecognition due to lease modification - (74,346) - - (74,346)
Interest expense recognised in profit or loss 351,703 87,962 427,543 902,942 1,770,150
351,703 382,334 427,543 902,942 2,064,522

At 30 November 7,561,356 1,436,129 7,315,000 15,520,034 31,832,519

Page 61
133
Registration No: 202101043655 (1443955 - H) 134

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

31. CASH FLOW INFORMATION (CONT’D)

(b) The reconciliations of liabilities arising from financing activities are as follows (Cont’d):-

Term Lease Banker’s Trade

Loans Liabilities Acceptances Financing Total
The Group RM RM RM RM RM

2022

At 1 December 8,018,059 1,075,648 6,076,000 4,233,899 19,403,606

Changes in Financing Cash Flows

Proceeds from drawdown - - 15,546,000 27,886,405 43,432,405
Repayment of principal (195,485) (475,841) (16,042,000) (21,008,889) (37,722,215)
Repayment of interests (349,207) (66,020) (291,530) (350,131) (1,056,888)
(544,692) (541,861) (787,530) 6,527,385 4,653,302
Non-cash Changes
Acquisition of new leases - 1,708,948 - - 1,708,948
Changes due to lease modification - 92,850 - - 92,850
Derecognition due to lease modification - (297,924) - - (297,924)
Interest expense recognised in profit or loss 349,207 66,020 291,530 350,131 1,056,888
349,207 1,569,894 291,530 350,131 2,560,762

At 30 November 7,822,574 2,103,681 5,580,000 11,111,415 26,617,670

Page 62
Jati Tinggi Group Berhad | Annual Report 2023
Jati Tinggi Group Berhad | Annual Report 2023 135
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

31. CASH FLOW INFORMATION (CONT’D)

(c) The cash and cash equivalents comprise the following:-

The Group The Company

2023 2022 2023 2022
RM RM RM RM

Fixed deposits with

licensed banks 3,734,331 3,487,176 - -
Cash and bank balances 19,741,159 13,795,721 50 50
Bank overdraft (1,030,552) (428,987) - -
22,444,938 16,853,910 50 50
Less: Fixed deposits
pledged to licensed
banks (Note 14) (3,734,331) (3,477,176) - -
18,710,607 13,376,734 50 50

32. KEY MANAGEMENT PERSONNEL COMPENSATION

The key management personnel compensation during the financial year are as follows:-

The Group The Company

21.12.2021
(date of
1.12.2022 1.12.2021 1.12.2022 incorporation)
to to to to
30.11.2023 30.11.2022 30.11.2023 30.11.2022
RM RM RM RM

Directors of the Company

Short-term employee benefits:

- salaries, bonuses and other
benefits 834,818 819,241 7,500 4,000
Defined contribution benefits 66,600 65,230 - -

Total directors’
remuneration (Note 28) 901,418 884,471 7,500 4,000

Page 63
136 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

33. RELATED PARTY DISCLOSURES

(a) Identities of Related Parties

Parties are considered to be related to the Group if the Group has the ability, directly or
indirectly, to control or jointly control the party or exercise significant influence over the party in
making financial and operating decisions, or vice versa, or where the Group and the party are
subject to common control.

In addition to the information detailed elsewhere in the financial statements, the Group has
related party relationships with its directors, key management personnel and entities within the
same group of companies.

(b) Significant Related Party Transactions and Balances

Other than those disclosed elsewhere in the financial statements, the Group also carried
out the following significant transactions with the related parties during the financial year:-

The Group
2023 2022
RM RM

Related parties
- Purchase of materials and services (1,049,851) (2,365,741)
- Short-term office leases paid or payable to directors of
the Company (396,345) (294,323)

The significant outstanding balances of the related parties (including the allowance for
impairment loss made) together with their terms and conditions are disclosed in the
respective notes to the financial statements.

Page 64
Jati Tinggi Group Berhad | Annual Report 2023 137
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

34. OPERATING SEGMENTS

Operating segments are prepared in a manner consistent with the internal reporting provided to the
directors as its chief operating decision maker in order to allocate resources to segments and to
assess their performance. For management purposes, the Group is organised into business units
based on their products provided.

The Group is organised into 2 main reportable segments as follows:-

(i) provision of underground utilities engineering services and solutions “U”

(ii) provision of substation Engineering, Procurement, Construction and Commissioning (“EPCC”)
services, trading of equipment for substations and street lighting services “O”

Assets, liabilities and expenses which are common and cannot be meaningfully allocated to the
reportable segments are presented under unallocated items.

Transactions between reportable segments are carried out on agreed terms between both parties. The
effects of such inter-segment transactions are eliminated on combination.

The Group
Malaysia Malaysia
(U) (O) Total
1.12.2022 to 30.11.2023 RM RM RM

External revenue 114,087,359 952,812 115,040,171

Inter-segment revenue - - -

Total revenue 114,087,359 952,812 115,040,171

Results

Segment profits/(loss) 8,359,361 (132,854) 8,226,507

Finance costs (2,303,618) - (2,303,618)
Profit/(loss) before taxation 6,055,743 (132,854) 5,922,889
Income tax expense (2,000,000)
Profit after taxation 3,922,889

Other information
Interest income 91,420 - 91,420
Interest expense (2,215,656) - (2,215,656)
Interest expense on lease liabilities (87,962) - (87,962)
Impairment loss on financial assets (72,348) - (72,348)
Amortisation of intangible asset (129,727) - (129,727)
Depreciation:
- investment property (86,210) - (86,210)
- plant and equipment (767,064) - (767,064)
- right-of-use assets (686,948) - (686,948)
Loss on disposal of plant and equipment (72,300) - (72,300)
Reversal of impairment loss on financial assets 148,527 - 148,527

Page 65
138 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

34. OPERATING SEGMENTS (CONT’D)

The Group
Malaysia Malaysia
(U) (O) Total
1.12.2021 to 30.11.2022 RM RM RM

External revenue 227,539,247 7,072,516 234,611,763

Inter-segment revenue - - -

Total revenue 227,539,247 7,072,516 234,611,763

Results

Segment profits 11,943,155 681,660 12,624,815

Finance costs (1,412,240) - (1,412,240)
Profit before taxation 10,530,915 681,660 11,212,575
Income tax expense (2,080,868)
Profit after taxation 9,131,707

Other information
Interest income 79,970 - 79,970
Interest expense (1,346,220) - (1,346,220)
Interest expense on lease liabilities (66,020) - (66,020)
Amortisation of intangible assets (129,727) - (129,727)
Depreciation:
- investment property (114,946) - (114,946)
- plant and equipment (437,122) - (437,122)
- right-of-use assets (467,099) - (467,099)
Gain on disposal of plant and equipment (270) - (270)
Reversal of impairment loss on financial assets 2,159,304 - 2,159,304

Page 66
Jati Tinggi Group Berhad | Annual Report 2023 139
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

34. OPERATING SEGMENTS (CONT’D)

The Group
2023 2022
RM RM
Assets

Segment assets 130,932,357 115,031,302

Unallocated assets:-
Current tax assets 183,222 -
131,115,579 115,031,302

Liabilities

Segment liabilities (92,106,500) (79,592,404)

Unallocated liabilities:-
Current tax liabilities - (352,708)
(92,106,500) (79,945,112)

The following are major customers with revenue equal to or more than 10% of the Group’s total
revenue:-

The Group
2023 2022 Segment
RM RM

Customer A 69,728,137 158,004,028 Malaysia (U)

Customer B 22,097,596 - Malaysia (U)
Customer C 12,256,296 62,663,840 Malaysia (U)

35. CONTINGENT LIABILITIES

No provision are recognised on the following matter as it is not probable that a future sacrifice of economic
benefits will be required or the amount is not capable of reliable measurement:-

The Group
2023 2022
RM RM

Performance guarantee extended to third parties 33,805,161 28,472,096

Page 67
140 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS

The Group’s activities are exposed to a variety of market risk (including foreign currency risk, interest rate
risk and equity price risk), credit risk and liquidity risk. The Group’s overall financial risk management
policy focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects
on the Group’s financial performance.

36.1 FINANCIAL RISK MANAGEMENT POLICIES

The Group’s policies in respect of the major areas of treasury activity are as follows:-

(a) Market Risk

(i) Foreign Currency Risk

The Group does not have any transactions or balances denominated in foreign
currencies and hence, is not exposed to foreign currency risk.

(ii) Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial
instrument will fluctuate because of changes in market interest rates. The Group’s
exposure to interest rate risk arises mainly from long-term borrowings with variable
rates. The Group’s policy is to obtain the most favourable interest rates available and
by maintaining a balanced portfolio mix of fixed and floating rate borrowings.

The Group’s fixed rate receivables and borrowings are carried at amortised cost.
Therefore, they are not subject to interest rate risk as defined in MFRS 7 since neither
carrying amounts nor the future cash flows will fluctuate because of a change in market
interest rates.

The Group’s exposure to interest rate risk based on the carrying amounts of the
financial instruments at the end of the reporting period are disclosed in Notes 19, 23,
24 and 25 to the financial statements.

Interest Rate Risk Sensitivity Analysis

The following table details the sensitivity analysis to a reasonably possible change in
the interest rates at the end of the reporting period, with all other variables held
constant:-

2023 2022
RM RM

Effects on Profit After Taxation

Increase of 100 basis points (238,845) (189,569)

Decrease of 100 basis points 238,845 189,569

Page 68
Jati Tinggi Group Berhad | Annual Report 2023 141
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(a) Market Risk

(iii) Equity Price Risk

The Group does not have any quoted investments and hence, is not exposed to
equity price risk.

(b) Credit Risk

The Group’s exposure to credit risk, or the risk of counterparties defaulting, arises mainly
from trade and other receivables. The Group manages its exposure to credit risk by the
application of credit approvals, credit limits and monitoring procedures on an ongoing
basis. For other financial assets (including cash and bank balances), the Group minimises
credit risk by dealing exclusively with high credit rating counterparties.

(i) Credit Risk Concentration Profile

The Group’s major concentration of credit risk relates to the amounts owing by three
(3) (2022 - two (2)) customers which constituted approximately 95% (2022 - 90%)
of its trade receivables at the end of the reporting period.

(ii) Maximum Exposure to Credit Risk

At the end of the reporting period, the maximum exposure to credit risk is
represented by the carrying amount of each class of financial assets recognised in
the statement of financial position of the Group after deducting any allowance for
impairment losses (where applicable).

(iii) Assessment of Impairment Losses

The Group has a formal credit policy in place and the exposure to credit risk is
monitored on an on-going basis through periodic review of the ageing of the trade
receivables. The Group closely monitors the trade receivables’ financial strength to
reduce the risk of loss.

At each reporting date, the Group assesses whether any of the financial assets at
amortised cost are credit impaired.

The gross carrying amounts of financial assets are written off against the associated
impairment, if any, when there is no reasonable expectation of recovery despite the
fact that they are still subject to enforcement activities.

Page 69
142 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(b) Credit Risk (Cont’d)

(iii) Assessment of Impairment Losses (Cont’d)

A financial asset is credit impaired when any of following events that have a
detrimental impact on the estimated future cash flows of the financial asset have
occurred:
- Significant financial difficulty of the receivable;
- A breach of contract, such as a default or past due event;
- Restructuring of a debt in relation to the receivable’s financial difficulty;
- It is becoming probable that the receivable will enter bankruptcy or other
financial reorganisation.

The Group considers a receivable to be in default when the receivable is unlikely to

repay its debt to the Group in full or is more than 90 days past due.

Trade Receivables

The Group applies the simplified approach to measure expected credit losses using
a lifetime expected credit loss allowance for all trade receivables.

Inputs, Assumptions and Techniques used for Estimating Impairment Losses

To measure the expected credit losses, trade receivables and contract assets have
been grouped based on shared credit risk characteristics and the days past due.
The contract assets relate to unbilled work in progress and have substantially the
same types of contracts. Therefore, the Group concluded that the expected loss
rates for trade receivables are a reasonable approximation of the loss rates for the
contract assets.

The Group measures the expected credit losses of certain major customers, trade
receivables that are credit impaired and trade receivables with a high risk of default
on individual basis.

The expected loss rates are based on the payment profiles of sales over 12 months
(2022 - 12 months) before the reporting date and the corresponding historical credit
losses experienced within this period. The historical loss rates were not adjusted to
reflect forward-looking information on macroeconomic factors affecting the ability of
the trade receivables to settle their debts as the Group has not identified any
forward-looking assumptions which correlate to the historical loss rate.

There are no significant changes in the estimation and assumptions as compared

to the previous financial year.

For construction contracts, the Group assessed the expected credit loss of each
customer individually based on their financial information and past trends of
payments as there are only a few customers. All of these customers have a low risk
of default as they have a strong capacity to meet their debts.

Page 70
Jati Tinggi Group Berhad | Annual Report 2023 143
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(b) Credit Risk (Cont’d)

(iii) Assessment of Impairment Losses (Cont’d)

Trade Receivables (Cont’d)

Allowance for Impairment Losses

Lifetime Lifetime
Gross Individual Collective Carrying
Amount Allowance Allowance Amount
The Group RM RM RM RM

2023

Current (not past due) 51,890,832 - (206,055) 51,684,777

1 to 30 days past due 8,776,933 - (47,951) 8,728,982
31 to 60 days past due 7,057,646 - (64,730) 6,992,916
61 to 90 days past due 3,664,628 - (38,339) 3,626,289
More than 90 days 13,152,714 - (249,770) 12,902,944
Credit impaired 72,348 (72,348) - -
Trade receivables 84,615,101 (72,348) (606,845) 83,935,908

2022

Current (not past due) 67,879,333 - (364,357) 67,514,976

1 to 30 days past due 5,310,516 - (57,256) 5,253,260
31 to 60 days past due - - - -
61 to 90 days past due 224,707 - (5,109) 219,598
More than 90 days 1,685,432 - (328,650) 1,356,782
Trade receivables 75,099,988 - (755,372) 74,344,616

The movements in the loss allowances in respect of trade receivables is disclosed

in Note 11 to the financial statements.

Page 71
144 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(b) Credit Risk (Cont’d)

(iii) Assessment of Impairment Losses (Cont’d)

Other Receivables and Amount Owing by Related Parties

The Group applies the 3-stage general approach to measuring expected credit
losses for its other receivables and amount owing by related parties balances.

Inputs, Assumptions and Techniques used for Estimating Impairment Losses

Under this approach, the Group assess whether there is a significant increase in
credit risk for receivables by comparing the risk of default as at the reporting date
with the risk of default as at the date of initial recognition. The Group considers
there has been a significant increase in credit risk when there are changes in
contractual terms or delay in payment. Regardless of the assessment, a significant
increase in credit risk is presumed if a receivable is more than 30 days past due in
making a contractual payment.

The Group uses 3 categories to reflect their credit risk and how the loss allowance
is determined for each category:-

Category Definition of Category Loss Allowance

Performing: Receivables have a low risk of 12-months

default and a strong capacity to expected credit
meet contractual cash flows losses

Underperforming: Receivables for which there is a Lifetime expected

significant increase in credit risk credit losses

Not performing: There is evidence indicating the Lifetime expected

receivable is credit impaired more credit losses
than 90 days past due

The Group measures the expected credit losses of receivables having significant
balances, receivables that are credit impaired and receivables with a high risk of
default on individual basis. Other receivables are grouped based on shared credit
risk characteristics and assessed on collective basis.

Loss allowance is measured on either 12-month expected credit losses or lifetime

expected credit losses, by considering the likelihood that the receivable would not
be able to repay during the contractual period (probably of default, PD), the
percentage of contractual cash flows that will not be collected if default happens
(loss given default, LGD) and the outstanding amount that is exposed to default risk
(exposure at default, EAD).

Page 72
Jati Tinggi Group Berhad | Annual Report 2023 145
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(b) Credit Risk (Cont’d)

(iii) Assessment of Impairment Losses (Cont’d)

Other Receivables and Amount Owing by Related Parties (Cont’d)

In deriving the PD and LGD, the Group considers the receivable’s past payment
status and its financial condition as at reporting date. The PD is adjusted to reflect
current and forward-looking information on macroeconomic factors affecting the
ability of the receivable to settle its debts.

There are no significant changes in the estimation techniques and assumptions as

compared to the previous financial year.

Allowance for Impairment Losses

Gross Lifetime Loss Carrying

Amount Allowance Amount
The Group RM RM RM

2023

Low credit risk 2,281,004 - 2,281,004

2022

Low credit risk 1,929,266 - 1,929,266

The movements in the loss allowances in respect of other receivables and related
parties are disclosed in Notes 12 and 13 to the financial statements.

Fixed Deposits with Licensed Banks, Cash and Bank Balances

The Group considers the licensed banks have low credit risks. In addition, some of
the bank balances are insured by Government agencies. Therefore, the Group is
of the view that the loss allowance is immaterial and hence, it is not provided for.

(c) Liquidity Risk

Liquidity risk arises mainly from general funding and business activities. The Group
practises prudent risk management by maintaining sufficient cash balances and the
availability of funding through certain committed credit facilities.

Page 73
Registration No: 202101043655 (1443955 - H) 146

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(c) Liquidity Risk (Cont’d)

Maturity Analysis

The following table sets out the maturity profile of the financial liabilities at the end of the reporting period based on contractual undiscounted
cash flows (including interest payments computed using contractual rates or, if floating, based on the rates at the end of the reporting period):-

Weighted Average Contractual Over

Effective Interest Carrying Undiscounted Within 1-5 5
Rate Amount Cash Flows 1 Year Years Years
The Group % RM RM RM RM RM

2023

Non-derivative Financial Liabilities

Lease liabilities 4.52 1,436,129 1,534,970 843,905 691,065 -
Term loans 4.52 - 4.92 7,561,356 7,567,091 7,567,091 - -
Banker’s acceptances 5.35 - 6.86 7,315,000 7,315,000 7,315,000 - -
Trade financing 6.28 - 6.45 15,520,034 15,520,034 15,520,034 - -
Bank overdraft 7.22 - 7.89 1,030,552 1,030,552 1,030,552 - -
Trade payables - 53,496,154 53,496,154 53,496,154 - -
Other payables and accruals - 4,152,114 4,152,114 4,152,114 - -
Amount owing to related parties - 475,161 475,161 475,161 - -
90,986,500 91,091,076 90,400,011 691,065 -

Page 74
Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

JATI TINGGI GROUP BERHAD

Notes to the Financial Statements
(Incorporated in Malaysia)
for the financial year ended 30 November 2023
NOTES TO THE FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(c) Liquidity Risk (Cont’d)

Maturity Analysis (Cont’d)

Jati Tinggi Group Berhad | Annual Report 2023

Weighted Average Contractual Over

Effective Interest Carrying Undiscounted Within 1-5 5
Rate Amount Cash Flows 1 Year Years Years
The Group % RM RM RM RM RM

2022

Non-derivative Financial Liabilities

Lease liabilities 4.01 - 6.46 2,103,681 2,245,498 1,050,519 1,194,979 -
Term loans 4.27 - 4.67 7,822,574 11,220,033 632,784 2,531,136 8,056,113
Banker’s acceptances 2.23 - 3.64 5,580,000 5,580,000 5,580,000 - -
Trade financing 4.49 - 6.15 11,111,415 11,111,415 11,111,415 - -
Bank overdraft 6.64 428,987 428,987 428,987 - -
Trade payables - 35,559,704 35,559,704 35,559,704 - -
Other payables and accruals - 16,800,350 16,800,350 16,800,350 - -
Amount owing to related parties - 185,693 185,693 185,693 - -
79,592,404 83,131,680 71,349,452 3,726,115 8,056,113

Page 75
147
148 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)

(c) Liquidity Risk (Cont’d)

Maturity Analysis (Cont’d)

Weighted
Average
Effective Contractual
Interest Carrying Undiscounted Within
Rate Amount Cash Flows 1 Year
The Company % RM RM RM

2023

Non-derivative Financial
Liabilities
Other payables and accruals - 553,217 553,217 553,217
Amount owing to a subsidiary - 2,560,341 2,560,341 2,560,341

3,113,558 3,113,558 3,113,558

2022

Non-derivative Financial
Liabilities
Other payables and accruals - 159,825 159,825 159,825
Amount owing to a subsidiary - 1,369,952 1,369,952 1,369,952

1,529,777 1,529,777 1,529,777

Page 76
Jati Tinggi Group Berhad | Annual Report 2023 149
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.2 CAPITAL RISK MANAGEMENT

The Group manages its capital by maintaining an optimal capital structure so as to support its
businesses and maximise shareholders’ value. To achieve this objective, the Group may make
adjustments to the capital structure in view of changes in economic conditions, such as adjusting
the amount of dividend payment, returning of capital to shareholders or issuing new shares.

The Group manages its capital based on debt-to-equity ratio that complies with debt covenants
and regulatory, if any. The debt-to-equity ratio is calculated as net debt divided by total equity.
The Group includes within net debt, loans and borrowings from financial institutions less cash
and cash equivalents. Capital includes equity attributable to the owners of the parent and non-
controlling interest. The debt-to-equity ratio of the Group at the end of the reporting period was
as follows:-

The Group
2023 2022
RM RM

Lease liabilities 1,436,129 2,103,681

Term loans 7,561,356 7,822,574
Banker’s acceptances 7,315,000 5,580,000
Trade financing 15,520,034 11,111,415
Bank overdraft 1,030,552 428,987
32,863,071 27,046,657

Less: Fixed deposits with licensed banks (3,734,331) (3,487,176)

Less: Cash and bank balances (19,741,159) (13,795,721)
Net debt 9,387,581 9,763,760

Total equity 39,009,079 35,086,190

Debt-to-equity ratio 0.24 0.28

There were changes in the approach to capital management during the financial year.

Page 77
150 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.3 CLASSIFICATION OF FINANCIAL INSTRUMENTS

The Group The Company

2023 2022 2023 2022
RM RM RM RM

Financial Assets

Amortised Cost
Trade receivables 83,935,908 74,344,616 - -
Other receivables 1,064,127 712,389 - -
Amount owing by a
related party 1,216,877 1,216,877 - -
Fixed deposits with
licensed banks 3,734,331 3,487,176 - -
Cash and bank balances 19,741,159 13,795,721 50 50

109,692,402 93,556,779 50 50

Financial Liability

Amortised Cost
Lease liabilities 1,436,129 2,103,681 - -
Term loans 7,561,356 7,822,574 - -
Banker’s acceptances 7,315,000 5,580,000 - -
Trade financing 15,520,034 11,111,415 - -
Bank overdraft 1,030,552 428,987 - -
Trade payables 53,496,154 35,559,704 - -
Other payables and
accruals 4,152,114 16,800,350 545,217 159,825
Amount owing to related
parties 475,161 185,693 - -
Amount owing to a
subsidiary - - 2,560,341 1,369,952

90,986,500 79,592,404 3,105,558 1,529,777

Page 78
Jati Tinggi Group Berhad | Annual Report 2023 151
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.4 GAINS OR LOSSES ARISING FROM FINANCIAL INSTRUMENTS

The Group
2023 2022
RM RM
Financial Assets

Amortised Cost
Net gains recognised in profit or loss 167,599 2,239,274

Financial Liabilities

Amortised Cost
Net losses recognised in profit or loss (2,241,984) (1,383,243)

36.5 FAIR VALUE INFORMATION

The fair values of the financial assets and financial liabilities of the Group which are maturing
within the next 12 months approximated their carrying amounts due to the relatively short-term
maturity of the financial instruments or repayable on demand terms.

As the Group does not have any financial instruments carried at fair value, the following table
sets out only the fair value profile of financial instruments that are not carried at fair value at the
end of the reporting period:-

Fair Value of Financial Instruments

not Carried at Fair Value Total Carrying
Level 1 Level 2 Level 3 Fair Value Amount
The Group RM RM RM RM RM

2023

Financial Liabilities
Term loans:
- floating rate - 7,561,356 - 7,561,356 7,561,356

2022

Financial Liabilities
Term loans:
- floating rate - 7,822,574 - 7,822,574 7,822,574

Page 79
152 Jati Tinggi Group Berhad | Annual Report 2023
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

36. FINANCIAL INSTRUMENTS (CONT’D)

36.5 FAIR VALUE INFORMATION (CONT’D)

Fair Value of Financial Instruments Not Carried at Fair Value

The fair values, which are for disclosure purposes, have been determined using the following
basis:-

(i) The fair value of the Group’s term loans that carry floating interest rates approximated
their carrying amounts as they are repriced to market interest rates on or near the
reporting date.

(ii) The fair value of banker’s acceptances and trade financing that carry fixed interest rates
are determined by discounting the relevant future contractual cash flows using current
market interest rates for similar instruments at the end of the reporting period. The interest
rates used to discount the estimated cash flows are as follows:-

2023 2022
% %

Banker’s acceptances 5.35 - 6.86 2.23 - 3.64

Trade financing 6.28 - 6.45 4.49 - 6.15

37. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR

(a) On 26 September 2022, the shareholders of the Company entered into a conditional share sale
agreement to acquire the entire issued and paid-up capital of Jati Tinggi Holding Sdn. Bhd. of
RM1,000,000 compromising 1,000,000 ordinary shares for a total consideration of
RM26,000,000 to be satisfied by the issuance of 325,000,000 new ordinary shares at an issue
price of RM0.08 per ordinary share. The said acquisition was completed on 13 July 2023.

Upon completion of the acquisition, the Company became the holding company of Jati Tinggi
Holding Sdn. Bhd..

(b) On 12 May 2023, the Company obtained conditional approval from Bursa Malaysia Securities
Berhad (“Bursa Securities”) for its initial listing application on the ACE Market of Bursa
Securities.

(c) On 17 August 2023, the Group entered into a sale and purchase agreement with a purchaser
to dispose of its freehold land and building for a cash consideration of RM16,000,000.

On 5 October 2023, the conditions precedent as stated in the said sale and purchase agreement
have been complied. The said disposal was completed on 7 February 2024.

Page 80
Jati Tinggi Group Berhad | Annual Report 2023 153
Registration No: 202101043655 (1443955 - H)

Notes
JATI TINGGIto the Financial
GROUP Statements
BERHAD
for the financial year ended 30 November 2023
(Incorporated in Malaysia)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE FINANCIAL YEAR ENDED 30 NOVEMBER 2023

37. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR (CONT’D)

(d) On 30 November 2023, the Company launched its Prospectus and undertook the following
listing scheme:

(i) a public issue of 66,800,000 new ordinary shares (“Public Issue Shares”) of the Company
at an issue price of RM0.27 per Public Issue Share (“IPO Price”) allocated in the following
manner (“Public Issue”):

(i) 19,600,000 Public Issue Shares made available for application by the Malaysian
Public;

(ii) 10,000,000 Offer Shares made available for application by the eligible directors
and employees of the Company and other persons who have contributed to the
success of the Group;

(iii) 23,200,000 Public Issue Shares made available by way of private placement to
selected investors; and

(iv) 14,000,000 Public Issue Shares made available for application by way of private
placement to Bumiputera investors approved by the Ministry of Investment, Trade
and Industry (“MITI”).

(ii) an offer for sale of 35,000,000 ordinary shares of the Company at an offer price of RM0.27
per Offer Share by way of private placement of selected Bumiputera investors approved
by MITI.

38. SIGNIFICANT EVENT OCCURRING AFTER THE REPORTING PERIOD

The listing of and quotation for the Company’s entire enlarged issued and paid-up share capital of
RM44,036,050 comprising 391,800,800 ordinary shares in the Company at an issue price of RM0.27
each on the ACE Market of Bursa Securities was completed on 20 December 2023.

39. COMPARATIVE FIGURES

The comparative figures of the Group were presented based on the financial statements of a
subsidiary accounted for using the pooling-of-interest method of accounting, as the subsidiary was
under common control by the same party both before and after the acquisition by the Company and
that control was not transitory.

Page 81
154 Jati Tinggi Group Berhad | Annual Report 2023

Analysis of
Shareholdings
Analysis of Shareholdings as at 29 February 2024
Issued Shares : 391,800,800
Class of Shares : Ordinary shares
Voting Rights : One (1) vote per ordinary share

Distribution of Shareholdings

Size of holdings No. of holders %* No. of shares %*

1 – 99 0 0.00 0 0.000
100 – 1,000 120 11.73 64,000 0.02
1,001 – 10,000 530 51.81 2,859,200 0.73
10,001 – 100,000 293 28.64 10,038,400 2.56
100,001 to less than 5% of issued shares 78 7.63 124,838,720 31.86
5% and above of issued shares 2 0.19 254,000,480 64.83
Total 1,023 100.00 391,800,800 100.00

* Based on the total number of issued shares of 391,800,800 ordinary shares in Jati Tinggi Group Berhad ("JTG") ("JTG Shares").

Substantial Shareholders
(as per Register of Substantial Shareholders as at 29 February 2024)

No. of shares held

Name
Direct %(1) Indirect %(1)
Broad River Capital Sdn Bhd 200,000,000 51.05 - -
Dato’ Seri Lim Yeong Seong 54,000,480 13.78 (2)
200,000,000 51.05
Chin Jiunn Shyong 18,000,160 4.59 (2)(3)
218,000,160 55.64
Lim Ming Hong 18,000,160 4.59 (2)
200,000,000 51.05

Notes:
(1) Based on issued share capital of 391,800,800 JTG Shares.
(2) The indirect interest of 200,000,000 ordinary shares are registered in the name of Broad River Capital Sdn Bhd.
Dato' Seri Lim Yeong Seong, Chin Jiunn Shyong and Lim Ming Hong are deemed interested by virtue of their substantial
shareholdings in Broad River Capital Sdn Bhd pursuant to Section 8(4) of the Companies Act 2016.
(3) The indirect interest of 18,000,160 ordinary shares are registered in the name of Lim Ming Hong. Chin Jiunn Shyong
is deemed interested by virtue of the shares held by his spouse, Lim Ming Hong pursuant to Section 59(11)(c) of the
Companies Act 2016.
Jati Tinggi Group Berhad | Annual Report 2023 155

Analysis of Shareholdings

Directors' Shareholdings
(as per Register of Directors' Shareholdings as at 29 February 2024)

No. of shares held

Name
Direct %(1) Indirect %(1)
Datuk Ir. Mohd Aminuddin Bin Mohd Amin 750,000 0.19 - -
Dato’ Seri Lim Yeong Seong 54,000,480 13.78 (2)
200,000,000 51.05
Chin Jiunn Shyong 18,000,160 4.59 (2)(3)
218,000,160 55.64
Dato' Ir. Lim Yew Soon 750,000 0.19 -
-
Loo May Len 200,000 0.05 - -
Poon Lai Kit 100,000 0.03 - -
Dato' Che Nazli Binti Jaapar - - - -
Dato' Sri Dr. Mohd Nizom Bin Sairi - - - -

Notes:
(1) Based on issued share capital of 391,800,800 JTG Shares.
(2) The indirect interest of 200,000,000 ordinary shares are registered in the name of Broad River Capital Sdn Bhd. Dato'
Seri Lim Yeong Seong and Chin Jiunn Shyong are deemed interested by virtue of their substantial shareholdings Broad
River Capital Sdn Bhd pursuant to Section 8(4) of the Companies Act 2016.
(3) The indirect interest of 18,000,160 ordinary shares are registered in the name of Lim Ming Hong. Chin Jiunn Shyong
is deemed interested by virtue of the shares held by his spouse, Lim Ming Hong pursuant to Section 59(11)(c) of the
Companies Act 2016.

List of Thirty Largest Shareholders as at 29 February 2024

No. Name No. of shares Percentage holding

(%)*
1. BROAD RIVER CAPITAL SDN BHD 200,000,000 51.05
2. LIM YEONG SEONG 54,000,480 13.78
3. CHIN JIUNN SHYONG 18,000,160 4.59
4. LIM MING HONG 18,000,160 4.59
5. MAYBANK NOMINEES (TEMPATAN) SDN BHD 10,000,000 2.55
PLEDGED SECURITIES ACCOUNT FOR TAN CHYI BOON
6. TA NOMINEES (TEMPATAN) SDN BHD 4,750,000 1.21
PLEDGED SECURITIES ACCOUNT FOR LEE HAI PENG
7. ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 4,000,000 1.02
PLEDGED SECURITIES ACCOUNT FOR LIM CHIN SIU(7003267)
8. PROVEN VENTURE CAPITAL PLT 4,000,000 1.02
9. KEJAYA KAYA SDN. BHD. 3,894,600 0.99
PLEDGED SECURITIES ACCOUNT FOR ER KIAN HONG
10. AMANAHRAYA TRUSTEES BERHAD 3,550,000 0.91
PMB SHARIAH AGGRESSIVE FUND
11. CITIGROUP NOMINEES (ASING) SDN BHD 3,353,800 0.86
UBS AG
12. CIMB GROUP NOMINEES (TEMPATAN) SDN BHD 3,050,000 0.78
CIMB ISLAMIC TRUSTEE BERHAD FOR PMB SHARIAH EQUITY
FUND
156 Jati Tinggi Group Berhad | Annual Report 2023

Analysis of Shareholdings

List of Thirty Largest Shareholders as at 29 February 2024 (Cont'd)

No. Name No. of shares Percentage holding

(%)*
13. CIMB ISLAMIC NOMINEES (TEMPATAN) SDN BHD 2,750,000 0.70
PMB INVESTMENT BERHAD FOR MAJLIS AMANAH RAKYAT
14. MAYBANK NOMINEES (TEMPATAN) SDN BHD 2,400,000 0.61
PLEDGED SECURITIES ACCOUNT FOR LOK BOON CHENG
15. HSBC NOMINEES (ASING) SDN BHD 2,150,000 0.55
J.P. MORGAN SECURITIES PLC
16. ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 1,700,000 0.43
PLEDGED SECURITIES ACCOUNT FOR CHIN WAI HON
(7006116)
17. AMANAHRAYA TRUSTEES BERHAD 1,600,000 0.41
PMB DANA AL-AIMAN
18. CHEW JYE YIN 1,514,600 0.39
19. KENANGA NOMINEES (TEMPATAN) SDN BHD 1,500,000 0.38
EXEMPT AN FOR PHILLIP SECURITIES PTE LTD (CLIENT AC-
COUNT)
20. CGS INTERNATIONAL NOMINEES MALAYSIA (TEMPATAN) 1,400,000 0.36
SDN. BHD.
PLEDGED SECURITIES ACCOUNT FOR CHIN WAI HON
(MY3984)
21. CARTABAN NOMINEES (ASING) SDN BHD 1,314,400 0.34
EXEMPT AN FOR BARCLAYS CAPITAL SECURITIES LTD (SBL/
PB)
22. RHB NOMINEES (TEMPATAN) SDN BHD 1,200,000 0.31
PLEDGED SECURITIES ACCOUNT FOR LOK AI TEE
23. KUA WEI CHING 1,095,000 0.28
24. WOO WEN BIN 1,085,000 0.28
25. TEOH YIN PING 1,010,000 0.26
26. ALLIANCEGROUP NOMINEES (TEMPATAN) SDN BHD 1,000,000 0.26
PLEDGED SECURITIES ACCOUNT FOR LAI CHENG KUAN
(8058893)
27. AMANAHRAYA TRUSTEES BERHAD 1,000,000 0.26
PMB DANA BESTARI
28. KEJAYA KAYA SDN. BHD. 1,000,000 0.26
29. M & A NOMINEE (TEMPATAN) SDN BHD 1,000,000 0.26
PLEDGED SECURITIES ACCOUNT FOR CHOW DAI YING (M&A)
30. NG KUAN HUA 1,000,000 0.26
Total 352,318,200 89.95

* Based on the total number of issued shares of 391,800,800 JTG Shares.

Jati Tinggi Group Berhad | Annual Report 2023 157

List of
Property
Audited Net
Book Value
Registered Date of Land Built-up as at
/ Beneficial Particulars of Revaluation Existing area area Age of 30 November
No. owner land title (Tenure) Description use (sq. m.) (sq. ft.) building 2023
1 JTHSB*# PT 4533, Mukim Freehold 1 unit of Industrial 4,832.04 73,986 26 RM8,248,522
Semenyih, 3-storey sq. m. sq. ft.
Daerah Ulu detached
Langat, factory cum
Selangor. office with a
single storey
No. 25, Jalan guardhouse
P4/6, Bandar
Teknologi
Kajang, 43500
Semenyih,
Selangor Darul
Ehsan

* JTHSB is a wholly-owned subsidiary of Jati Tinggi Group Berhad

#
property was disposed in February 2024.
158 Jati Tinggi Group Berhad | Annual Report 2023

JATI TINGGI GROUP BERHAD

(Registration No: 202101043655 (1443955-H))
(Incorporated in Malaysia)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN THAT the Second Annual General Meeting (“2nd AGM”) of Jati Tinggi Group Berhad (“JTG” or
“the Company”) will be conducted on a fully virtual basis for the purpose of considering and, if thought fit, passing, with or
without modifications the resolutions set out in this notice.

Day and Date : Friday, 31 May 2024

Time : 3.00 p.m.
Meeting platform : https://meeting.boardroomlimited.my
(Domain Registration No. with MYNIC – D6A357657)
Mode of
Communication :
i. Shareholders may type their questions in the chat box at any time during the live streaming of
the Annual General Meeting (“AGM”) via the meeting platform
ii. 
Submit questions by logging into the Boardroom Smart Investor Portal at
https://investor.boardroomlimited.com latest by Wednesday, 29 May 2024 at 3.00 p.m.

AGENDA

As Ordinary Business

1. To receive the Audited Financial Statements for the financial year ended 30 November 2023 together with the
Reports of the Directors and Auditors thereon.
(Please refer to Explanatory Note 1)

2. To approve the payment of Directors’ fees and benefits payable to the Directors of the Company and its subsidiary of
up to RM647,400.00 for the financial year ending 30 November 2024.
Ordinary Resolution 1
(Please refer to Explanatory Note 2)

3. To approve the payment of Directors’ fees and benefits payable to the Directors of the Company and its subsidiary of
up to RM332,000.00 for the period from 1 December 2024 until the conclusion of the AGM to be held in 2025.
Ordinary Resolution 2
(Please refer to Explanatory Note 3)

4. To re-elect Dato' Seri Lim Yeong Seong who is to retire pursuant to Clause 77(3) of the Company’s Constitution and
being eligible, has offered himself for re-election.
Ordinary Resolution 3
(Please refer to Explanatory Note 4)

5. To re-elect Chin Jiunn Shyong who is to retire pursuant to Clause 77(3) of the Company’s Constitution and being
eligible, has offered himself for re-election.
Ordinary Resolution 4
(Please refer to Explanatory Note 4)
Jati Tinggi Group Berhad | Annual Report 2023 159

Notice of 2nd
Annual General Meeting
6. To re-elect Dato’ Sri Dr. Mohd Nizom Bin Sairi who is to retire pursuant to Clause 80 of the Company’s Constitution
and being eligible, has offered himself for re-election.
Ordinary Resolution 5
(Please refer to Explanatory Note 4)

7. To re-elect Dato’ Che Nazli Binti Jaapar who is to retire pursuant to Clause 80 of the Company’s Constitution and
being eligible, has offered herself for re-election.
Ordinary Resolution 6
(Please refer to Explanatory Note 4)

8. To re-appoint Messrs Crowe Malaysia PLT as auditors of the Company for the financial year ending
30 November 2024 and to authorise the Directors to fix their remuneration.
Ordinary Resolution 7

As Special Business

To consider and, if thought fit, to pass the following resolutions:-

9. Authority to allot and issue new shares pursuant to Sections 75 and 76 of the Companies Act 2016.

“ THAT subject always to the Companies Act 2016 (“the Act”), the ACE Market Listing Requirements (“ACE LR”) of
Bursa Malaysia Securities Berhad (“Bursa Securities”), the Constitution of the Company and the approval of the
relevant government and/or regulatory authorities, where such approval is required, the Directors be and are hereby
empowered pursuant to Sections 75 and 76 of the Act to allot and issue new shares in the Company at any time
at such price, upon such terms and conditions, for such purposes as the Directors may in their absolute discretion
deem fit and expedient in the interest of the Company, provided that the aggregate number of shares to be issued
does not exceed ten per centum (10%) of the total number of issued shares (excluding treasury shares, if any) of the
Company for the time being as stipulated under Rule 6.04(1) of the ACE LR of Bursa Securities, subject always to the
approval of all relevant regulatory bodies being obtained for such allotment and issuance.

THAT such authority shall continue to be in force until the conclusion of the next AGM of the Company.

THAT the Directors be and are hereby also empowered to obtain the approval for the listing of and quotation for the
additional shares so issued on Bursa Securities.

THAT in connection with the above, pursuant to Section 85 of the Act and Clause 12(3) of the Constitution of the
Company, the shareholders do hereby waive the statutory pre-emptive rights of the new shares to be offered in
proportion of their holdings at such price and at such terms arising from any issuance of new shares above by the
Company.

AND THAT the new shares to be issued shall, upon allotment and issuance, rank equally in all respects with the
existing shares of the Company, save and except that they shall not be entitled to any dividends, rights, allotments
and/or any other forms of distribution that which may be declared, made or paid before the date of allotment of such
new shares.”
Ordinary Resolution 8
(Please refer to Explanatory Note 5)
160 Jati Tinggi Group Berhad | Annual Report 2023

Notice of 2nd
Annual General Meeting
Proposed New Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue and/or Trading
10. 
Nature (“Proposed New Shareholders’ Mandate”).

“ THAT authority be and is hereby given for the Company and/or its subsidiary (“the Group”) to enter or continue to

enter into any of the recurrent related party transactions (“RRPT(s)”) with the related parties as set out in Section
2.4 of the circular to shareholders of the Company in relation to the Proposed New Shareholders’ Mandate dated
29 March 2024 (“RRPT Circular”), provided that such transactions which are necessary for the Group’s day-to-day
operations are undertaken in the ordinary course of business, at arm’s length basis and on normal commercial terms,
which are consistent with the Group’s usual business practices and policies, and on transaction prices and terms not
more favourable to the related parties than those generally available to the public and are not to the detriment of the
minority shareholders of the Company.

THAT the authority conferred shall continue to be in force until:

i. the conclusion of the next AGM of the Company following the forthcoming 2nd AGM at which the ordinary
resolution for the Proposed New Shareholders’ Mandate is approved, at which time it will lapse, unless the
authority is renewed by a resolution passed at the next AGM; or
ii. the expiration of the period within which the next AGM of the Company is required to be held pursuant to
Section 340(2) of the Act (but shall not extend to such extension as may be allowed pursuant to Section
340(4) of the Act); or
iii. revoked or varied by resolution passed by the shareholders in general meeting,

whichever is the earlier.

AND THAT the Directors of the Company be and are hereby authorised to do all acts, deeds and things as they may

be deemed fit, necessary, expedient and/or appropriate in order to implement the Proposed New Shareholders’
Mandate with full power to assent to all or any conditions, variations, modifications and/or amendments in any manner
as may be required by any relevant authorities or otherwise and to deal with all matters relating thereto and to take
all such steps and to execute, sign and deliver for and on behalf of the Company all such documents, agreements,
arrangements and/or undertakings, with any party or parties and to carry out any other matters as may be required to
implement, finalise and complete, and give full effect to the Proposed New Shareholders’ Mandate in the best interest
of the Company.”
Ordinary Resolution 9
(Please refer to Explanatory Note 6)

11. To transact any other business for which due notice shall have been given in accordance with the Act.

BY ORDER OF THE BOARD

TAI YIT CHAN (MAICSA 7009143)

(SSM PC No.: 202008001023)

TAI YUEN LING (LS 0008513)

(SSM PC No.: 202008001075)

Company Secretaries

Selangor Darul Ehsan

Date: 29 March 2024

Jati Tinggi Group Berhad | Annual Report 2023 161

Notice of 2nd
Annual General Meeting
NOTES:-

1) A member of the Company entitled to attend and vote at this Meeting is entitled to appoint a proxy or attorney or
other duly authorised representative to attend and vote in his/her stead. A proxy may, but need not be a member of
the Company. A member may appoint any person to be his/her proxy. A member shall not be entitled to appoint more
than two (2) proxies to attend and vote at the same meeting. Where a member appoints more than one (1) proxy, the
appointment shall be invalid unless he/she specifies the proportions of his/her shareholdings to be represented by
each proxy.

2) A member of the Company who is an authorised nominee as defined in the Securities Industry (Central Depositories)
Act, 1991 (“SICDA”) may appoint at least one (1) proxy in respect of each securities account it holds in ordinary shares
of the Company standing to the credit of the said securities account.

3) For a member of the Company who is an exempt authorised nominee which holds ordinary shares in the Company
for multiple beneficial owners in one (1) securities account (“omnibus account”), there is no limit to the number of
proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. An exempt
authorised nominee refers to an authorised nominee as defined under SICDA which is exempted from compliance
with the provisions of subsection 25A(1) of SICDA.

4) Where a member or the authorised nominee appoints two (2) proxies, or where an exempt authorised nominee
appoints two (2) or more proxies, the proportion of shareholdings to be represented by each proxy must be specified
in the instrument appointing the proxies.

5) The appointment of a proxy may be made in a hard copy form or by electronic means in the following manner and
must be received by the Company not less than forty-eight (48) hours before the time appointed for holding the AGM
or adjourned general meeting at which the person named in the appointment proposes to vote.

a. In hard copy form

In the case of an appointment made in hard copy form, the original proxy form must be deposited with the
Share Registrar’s office, Boardroom Share Registrars Sdn Bhd (“Boardroom”) of the Company at 11th Floor,
Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan,
Malaysia.

b. By electronic means
The proxy form can be electronically lodged with Boardroom via Boardroom Smart Investor Portal at
https://investor.boardroomlimited.com. Please follow the procedures set out in the Administrative Guide for
such lodgement.

6) Please ensure ALL the particulars as required in the proxy form are completed, signed and dated accordingly.

7) Last date and time for lodging the proxy form is Wednesday, 29 May 2024 at 3.00 p.m.

8) Any authority pursuant to which such an appointment is made by a power of attorney must be deposited with the
Share Registrar of the Company at 11th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200
Petaling Jaya, Selangor Darul Ehsan, Malaysia not less than forty-eight (48) hours before the time appointed for
holding the AGM or adjourned general meeting at which the person named in the appointment proposes to vote. A
copy of the power of attorney may be accepted provided that it is certified notarially and/or in accordance with the
applicable legal requirements in the relevant jurisdiction in which it is executed.
162 Jati Tinggi Group Berhad | Annual Report 2023

Notice of 2nd
Annual General Meeting
NOTES (CONT'D):-

9) For a corporate member who has appointed an authorised representative, please deposit the ORIGINAL certificate
of appointment of authorised representative with the Share Registrar of the Company at 11th Floor, Menara Symphony,
No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia. The certificate of
appointment of authorised representative should be executed in the following manner:

a. If the corporate member has a common seal, the certificate of appointment of authorised representative
should be executed under seal in accordance with the constitution of the corporate member.
b. If the corporate member does not have a common seal, the certificate of appointment of authorised
representative should be affixed with the rubber stamp of the corporate member (if any) and executed by:
i. at least two (2) authorised officers, of whom one shall be a director; or
ii. any director and/or authorised officers in accordance with the laws of the country under which the
corporate member is incorporated.

10) Shareholders would need to register as a user on the Boardroom Smart Investor Portal first before they can request
for the Remote Participation User ID and password to virtually attend, participate, speak and vote at the 2nd AGM, in
accordance with the Administrative Guide.

11) For the purpose of determining a member who shall be entitled to attend and vote at the meeting, the Company shall
be requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company a Record of Depositors as at
24 May 2024 and only a depositor whose name appears on the Record of Depositors on this date shall be entitled to
attend the meeting or appoint proxies to attend and vote in his/her stead.

12) Pursuant to Rule 8.31A(1) of the ACE LR of Bursa Securities, all the resolutions set out in the notice of any general
meeting will be put to vote by poll.

EXPLANATORY NOTES:-

1. To receive the Audited Financial Statements

Agenda item no. 1 is meant for discussion only as the provision of Section 340 of the Act does not require a formal
approval of shareholders for the Audited Financial Statements. Hence, this item on the Agenda is not put forward for
voting.

2. Ordinary Resolution 1 on the Payment of Directors’ Fees and Benefits Payable

Section 230(1) of the Act provides amongst others, that the fees of the Directors and any benefits payable to the
Directors of a listed company and its subsidiaries shall be approved at a general meeting. In this respect, the Board
had recommended the payment of Directors’ fees and benefit payable to the Directors for shareholders’ approval at
the 2nd AGM in a resolution as follows:-

“To approve the payment of Directors’ fees and benefits payable to the Directors of the Company and its subsidiary
of up to RM647,400.00 for the financial year ending 30 November 2024.”

The payment of the Directors’ fees and benefit payable will only be made if the proposed Ordinary Resolution 1 has
been passed at the 2nd AGM pursuant to Clause 95(2) of the Company’s Constitution and Section 230(1) of the Act.

In the event that the proposed Directors’ fees and benefits payable during the above period exceed the estimated
amount sought at the 2nd AGM, approval will be sought at the next AGM for additional Directors’ fees and benefits
payable to meet the shortfall, prior to the payment is made.
Jati Tinggi Group Berhad | Annual Report 2023 163

Notice of 2nd
Annual General Meeting
EXPLANATORY NOTES (CONT'D):-

3. Ordinary Resolution 2 on the Payment of Directors’ Fees and Benefits Payable

Section 230(1) of the Act provides amongst others, that the fees of the Directors and any benefits payable to the
Directors of a listed company and its subsidiaries shall be approved at a general meeting. In this respect, the Board
had recommended the payment of Directors’ fees and benefit payable to the Directors for shareholders’ approval at
the 2nd AGM in a resolution as follows:-

“To approve the payment of Directors’ fees and benefits payable to the Directors of the Company and its subsidiary
of up to RM332,000.00 for the period from 1 December 2024 until the conclusion of the AGM to be held in 2025.”

The payment of the Directors’ fees and benefit payable will only be made if the proposed Ordinary Resolution 2 has
been passed at the 2nd AGM pursuant to Clause 95(2) of the Company’s Constitution and Section 230(1) of the Act.

In the event that the proposed Directors’ fees and benefits payable during the above period exceed the estimated
amount sought at the 2nd AGM, approval will be sought at the next AGM for additional Directors’ fees and benefits
payable to meet the shortfall, prior to the payment is made.

4. Ordinary Resolutions 3 to 6 on re-election of Directors

The profiles of the Directors who are standing for re-election as per Agenda items 4 to 7 are set out in the Directors'
Profile of the Annual Report 2023.

The Board had through the Nomination Committee, carried out the necessary assessment of the retiring Directors,
namely Dato’ Seri Lim Yeong Seong, Chin Jiunn Shyong, Dato’ Sri Dr. Mohd Nizom Bin Sairi and Dato’ Che Nazli Binti
Jaapar (collectively referred to as “Retiring Directors”). The Nomination Committee concluded that the Retiring
Directors have:

(i) met the criteria as prescribed under Rule 2.20A of the ACE LR of Bursa Securities on character, experience,
integrity, competence and time commitment to effectively discharge their roles as Directors;
(ii) met the fit and proper criteria pursuant to the Directors’ Fit and Proper Policy adopted; and
(iii) those who are Independent Directors remain independent.

The Directors named above, who are the members of Board have abstained from deliberation and decision on their
own eligibility and suitability to stand for re-election at the relevant Nomination Committee Meeting and Board of
Directors’ Meeting respectively.

5. Ordinary Resolution 8 on the Authority to allot and issue new shares pursuant to Sections 75 and 76 of the Act

The purpose of this general mandate, if passed, will enable the Directors to take swift action in case of a need to allot
and issue new shares in the Company for fund raising exercise including but not limited to further placement of shares
for purpose of funding current and/or future investment projects, working capital, repayment of bank borrowings,
operational expenditure, acquisitions and/or for issuance of shares as settlement of purchase consideration and
such authority shall continue to be in force until the conclusion of the next AGM of the Company. This is a new general
mandate upon the listing of the Company on the ACE Market of Bursa Securities. The general mandate is to provide
flexibility to the Company to issue new shares without the need to convene separate general meeting to obtain its
shareholders’ approval so as to avoid incurring additional costs and time. The Board of Directors of the Company
is of the view that the general mandate is in the best interest of the Company and its shareholders as the Company
may use this general mandate within the validity period to meet its financial needs to ensure long term sustainability
and interest of the Company and its shareholders. At as the date of this Notice, there is no decision to issue new
shares. Should there be a decision to issue new shares after the general mandate is sought, the Company will make
an announcement of the actual purpose and utilisation of proceeds arising from such issuance of shares.
164 Jati Tinggi Group Berhad | Annual Report 2023

Notice of 2nd
Annual General Meeting
EXPLANATORY NOTES (CONT'D):-

5. Ordinary Resolution 8 on the Authority to allot and issue new shares pursuant to Sections 75 and 76 of the Act
(Cont'd)

Pursuant to Section 85 of the Act read together with Clause 12(3) of the Constitution of the Company, shareholders
have pre-emptive rights to be offered any new shares in the Company which rank equally to the existing issued shares
in the Company or other convertible securities.

Section 85(1) of the Act provides as follows:

“85. Pre-emptive rights to new shares
(1) Subject to the constitution, where a company issues shares which rank equally to existing shares as to voting or
distribution rights, those shares shall first be offered to the holders of existing shares in a manner which would, if
the offer were accepted, maintain the relative voting and distribution rights of those shareholders.”

The proposed Ordinary Resolution 8, if passed, will exclude your pre-emptive right to be offered new shares and/or
convertible securities to be issued by the Company pursuant to the said Ordinary Resolution 8.

Clause 12(1) of the Constitution of the Company provides as follows:

“Without prejudice to any special rights previously conferred on the holders of any existing shares or class of shares but
subject always to the Act, the Listing Requirements and this Constitution, the Directors have the right to:
(a) Issue and allot shares in the Company; and
(b) grant rights to subscribe for shares or options over unissued shares in the Company.
If, by conditions of allotment of any shares, the whole or part of the amount or issue price thereof shall be payable by
instalments, every such instalment shall, when due, be paid to the Company by the person who for the time being and
from time to time shall be the registered holder of the share or his legal personal representative but this provision shall not
affect the liability of any allotee who may have agreed to pay the same.”

6. Ordinary Resolution 9 on Proposed New Shareholders’ Mandate

The proposed Ordinary Resolution 9, if passed, will allow the Group to enter or continue to enter into RRPTs of a
revenue or trading nature. This authority will, unless revoked or varied by the Company in general meeting, expire at
the next AGM of the Company. Please refer to the RRPT Circular dated 29 March 2024 for more information.

Personal data privacy:

By submitting an instrument appointing a proxy(ies) and/or representative(s) 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) for the purpose of the processing and administration by the Company (or its agents) 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) to comply with any applicable laws, listing rules, regulations and/or guidelines (collectively, the
“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), 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) 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.
Jati Tinggi Group Berhad | Annual Report 2023 165

JATI TINGGI GROUP BERHAD

Registration No. 202101043655 (1443955-H)
(Incorporated in Malaysia)

ADMINISTRATIVE GUIDE FOR THE

SECOND ANNUAL GENERAL MEETING (“2ND AGM” OR THE “MEETING”)

Day and Date : Friday, 31 May 2024

Time : 3.00 p.m.
Online Meeting platform : https://meeting.boardroomlimited.my
(Domain Registration No. with MYNIC – D6A357657)
Mode of Communication : i. Shareholders may type their questions in the chat box at any time during the live
streaming of the Annual General Meeting (“AGM”) via the meeting platform.
ii. Submit questions by logging into the Boardroom Smart Investor Portal (“BSIP”) at
https://investor.boardroomlimited.com latest by Wednesday, 29 May 2024 at 3.00 p.m.

1. Virtual Meeting

Jati Tinggi Group Berhad (“JTG” or “the Company”) will leverage on technology to facilitate communication and
engagement with shareholders by conducting the 2nd AGM on a fully virtual basis through live streaming and online
voting via the Remote Participation and Electronic Voting (“RPEV”) facilities in accordance with the Guidance Note
and Frequently Asked Questions (FAQs) on the Conduct of General Meetings for Listed Issuers (“SC Guidance”)
and all its subsequent revisions issued by the Securities Commission Malaysia. This is also in line with Practice
13.3 of the Malaysian Code on Corporate Governance 2021 which recommends that listed companies leverage on
technology to facilitate remote shareholders’ participation at general meetings.

According to the SC Guidance, an online meeting platform can be recognised as the meeting venue or place under
Section 327(2) of the Companies Act 2016 provided that the online platform is located in Malaysia. All meeting
participants including the Chairman of the meeting, board members, senior management and shareholders/ proxies/
corporate representatives/ attorneys are required to participate in the meeting online.

Kindly ensure that you are connected to the internet at all times in order to participate and vote when our virtual AGM
has commenced. It is your responsibility to ensure that connectivity for the duration of the meeting is maintained.
Kindly note that the quality of the live webcast as well as for the electronic voting (“e-Voting”) is dependent on the
bandwidth and stability of the internet connection of the participants.

2. Entitlement to Participate and Vote

Only shareholders whose names appear on the Record of Depositors as of 24 May 2024 (“General Meeting Record
of Depositors”) shall be entitled to participate and/or vote at the 2nd AGM via RPEV facilities or appoint proxy(ies) or
in the case of a corporation to appoint corporate representative(s) to participate and/or vote on his/her/their behalf by
returning the duly executed Proxy Form(s).

3. Proxy Form(s)

If you are unable to attend and participate at the 2nd AGM, you are encouraged to appoint a proxy or the Chairman of
the 2nd AGM as your proxy and indicate the voting instructions in the Proxy Form(s) in accordance with the notes and
instructions printed therein.

Please ensure that the ORIGINAL Proxy Form(s) is/are deposited at the Company’s Share Registrar not less than
forty-eight (48) hours before the time appointed for holding the 2nd AGM i.e. latest by Wednesday, 29 May 2024 at
3.00 p.m. Details of our Share Registrar can be found in item 11 below.

Alternatively, you may lodge your Proxy Form(s) electronically through the BSIP at https://investor.boardroomlimited.com
(Kindly refer to item 7 below).
166 Jati Tinggi Group Berhad | Annual Report 2023

4. Corporate Representative

For corporate shareholder who has appointed a representative(s) or attorney(s) to participate in the 2nd AGM, please
deposit the ORIGINAL Proxy Form(s), Certificate of Appointment or Power of Attorney, as the case may be, by hand
or post to our Share Registrar no later than Wednesday, 29 May 2024 at 3.00 p.m. Details of our Share Registrar
can be found in item 11 below.

Upon verification against the General Meeting Record of Depositors, an email containing the username and password
will be sent to the corporate representative(s) or attorney(s) by our Share Registrar. Please note that only one (1)
user name will be provided to each corporate representative(s) or attorney(s).

5. Revocation of Proxy

If you have submitted your Proxy Form(s) prior to the 2nd AGM and subsequently decide to appoint another person as
your proxy(ies) or wish to participate in the 2nd AGM yourself, please write in to [email protected]
or via BSIP (as the case maybe) to revoke the earlier appointed proxy(ies) not less than forty-eight (48) hours before
the 2nd AGM. Upon revocation, the proxy(ies) appointed by you previously will not be allowed to participate in the 2nd
AGM. In such event, you should notify your previous proxy(ies) accordingly.

6. Voting Procedure

Pursuant to Clause 61 of the Constitution of the Company and Rule 8.31A of the ACE Market Listing Requirements
of Bursa Malaysia Securities Berhad, voting at the 2nd AGM will be conducted by poll. The Company has appointed
our Share Registrar as the Poll Administrator to conduct the poll by way of e-Voting and SKY Corporate Services Sdn
Bhd as the Independent Scrutineer to verify the results of the poll.

The e-Voting session will commence at the start of the 2nd AGM at 3.00 p.m. on Friday, 31 May 2024 or such other
time as announced by the Chairman, and will continue until the time declared by the Chairman as the end of the
e-Voting session.

7. Registration and procedure for Remote Participation and submission of eProxy Form
The RPEV facilities are available to (i) individual shareholders; (ii) corporate shareholders; (iii) authorised nominees;
and (iv) exempt authorised nominees. You shall use the RPEV facilities to participate and vote remotely at the 2nd
AGM. You will be able to view a live webcast of the Meeting, pose questions and submit your votes in real-time whilst
the Meeting is in progress.

Kindly follow the steps below to register your participation as a shareholder or appoint proxy(ies) for the 2nd AGM:

Procedure Steps
Before the day of the 2nd AGM
1. Register/Sign-up (Note: If you have previously registered/signed-up with BSIP, you are not required to
as Online User register again. You may proceed to Step (2).)
with BSIP
a. Access the website https://investor.boardroomlimited.com
(For first-time b. Click ‘Register’ to sign up as an online user
registration only) c. Please select the account type i.e. sign up as ‘Individual Shareholder’ or
‘Corporate Holder’
d. Complete registration and upload softcopy of MyKad (front and back) or passport in
JPEG, PNG or PDF format. For Corporate Holder, please upload the authorization
letter (template available) for Corporate Holder.
e. Enter a valid mobile number and email address
f. You will receive an e-mail from our Share Registrar for e-mail address verification.
Click ‘Verify E-mail Address’ from the e-mail received to continue with the
registration
g. Once your email address is verified, you will be re-directed to BSIP for verification
of mobile number. Click ‘Request OTP Code’ and an OTP code will be sent to the
registered mobile number. You will need to enter the OTP Code and click ‘Enter’ to
complete the process
h. Your registration will be verified and approved within one (1) business day and an
email notification will be provided. You can login to BSIP with the email address
and password provided during the registration to proceed with the next step.
Jati Tinggi Group Berhad | Annual Report 2023 167

Procedure Steps
Before the day of the 2nd AGM (Cont’d)
2. Submit request The registration for RPEV facilities will open from Friday, 29 March 2024 until Friday,
for remote 31 May 2024, upon the commencement of the e-Voting session to be announced by
participation the Chairman of the 2nd AGM

Note: You must be The instrument appointing a proxy must be received latest by Wednesday, 29 May
a registered BSIP 2024 at 3.00 p.m.
user. If not, return
to Step (1) For Individual Shareholders and Corporate Shareholders

a. Log in to https://investor.boardroomlimited.com
b. Click ‘Meeting Event(s)’ and select from the list of companies - ‘JATI TINGGI
GROUP BERHAD 2ND ANNUAL GENERAL MEETING’ and click ‘Enter’
c. To attend the virtual 2nd AGM remotely
• Click ‘Register for RPEV’
• Read and accept the general terms and conditions and enter your CDS
account no. to submit your request
d. To appoint proxy(ies)
• Click ‘Submit eProxy Form’
• For Corporate Shareholder, select the company you would like to represent (if
represent more than one company)
• Read and accept the general terms and conditions and enter your CDS account
no. Then, insert your proxy(ies) details and voting instructions. If you wish your
proxy(ies) to act upon his/her discretion, please indicate “Discretionary”

For Authorised Nominees and Exempt Authorised Nominees

a. Login to https://investor.boardroomlimited.com using your user ID and password

created with BSIP from Step 1 above.
b. Click ‘Meeting Event(s)’ and select from the list of companies – ‘JATI TINGGI
GROUP BERHAD 2ND ANNUAL GENERAL MEETING’ and click ‘Enter’.
c. Click on ‘Submit eProxy Form’.
d. Select the company you would like to represent (if represent more than one
company).
e. Proceed to download the file format for ‘Submission of Proxy Form’.
f. Prepare the file for the appointment of proxy(ies) by inserting the required data.
g. Proceed to upload the duly completed proxy(ies) appointment file.
h. Review and confirm your proxy(ies) appointment and click ‘Submit’.
i. Download or print the eProxy Form as acknowledgement.

For Corporate Shareholders, Authorised Nominees/ Exempt Authorised Nominees and

Attorneys, you may also write to [email protected] and provide
the name of the shareholder, CDS account no. and the Certificate of Appointment of
Corporate Representative or Form(s) of Proxy or Power of Attorney (as the case may
be). A copy of MyKad or passport and a valid email address are required.

3. Verification and For Individual Shareholders, Corporate BSIP Account Users, Authorised
email notification Nominees/ Exempt Authorised Nominees and Attorneys

a. An email notification will be sent by our Share Registrar to notify that your request
for remote participation has been received for system verification
b. Upon verification against the General Meeting Record of Depositors, you will
receive an email from our Share Registrar on the day prior to the 2nd AGM, i.e.
Thursday, 30 May 2024 either approving or rejecting your request for remote
participation
c. If your registration is approved, the said email will provide the Meeting ID, username
and password for the 2nd AGM

On the day of the 2nd AGM

4. Log in a. The RPEV facilities will be accessible for log in on Friday, 31 May 2024 at
2.00 p.m., i.e. one (1) hour before the commencement of the 2nd AGM
b. Click the link provided in the email in Step (3)c to join the 2nd AGM. Insert the
Meeting ID and sign in with the username and password provided to you via the
same email
168 Jati Tinggi Group Berhad | Annual Report 2023

Procedure Steps
On the day of the 2nd AGM (Cont’d)
5. Participate a. Please follow the user guide in the email to view the live webcast, submit question(s)
and vote
b. To view the live webcast, select the broadcast icon
c. To ask a question during the 2nd AGM, select the messaging icon . Type your
question(s) in the chat box and click the send button to submit

6. Vote a. Once voting has commenced, the polling icon will appear with the resolutions
and voting choices until such time that the Chairman declares the end of the voting
session.
b. To vote, select your voting preference from the options provided. A confirmation
message will appear to indicate that your vote has been received.
c. To change your vote, re-select your voting preference.
d. If you wish to cancel your vote, please press ‘Cancel’.

7. End a. After closing of the voting session, Chairman will wait for polling results to be
furnished by the Independent Scrutineers and thereafter inform the shareholders/
participants whether the resolutions are carried.
b. Upon the announcement by the Chairman on the closure of the 2nd AGM, the live
webcast will end.

8. Submission of question(s)

Prior to the 2nd AGM

Submit question(s) in relation to the agenda items of the 2nd AGM by logging in to the BSIP at
https://investor.boardroomlimited.com using the same user ID and password provided in Step 1 latest by Wednesday,
29 May 2024 at 3.00 p.m. Click ‘Submit Questions’ after selecting “JATI TINGGI GROUP BERHAD 2ND ANNUAL
GENERAL MEETING” from ‘Corporate Meeting’;

During the 2nd AGM

Shareholders may also submit question(s) via the chat box at any time during the live streaming of the 2nd AGM at
https://meeting.boardroomlimited.my until such time as the Chairman decides.

The Chairman/Board/Management will endeavor to provide responses to the questions submitted/posed during the
2nd AGM session. However, if the responses could not be provided during the 2nd AGM due to time constraints, they
will be published in the minutes of the 2nd AGM of the Company which will be published on the Company’s website at
https://jatitinggi.com/

9. Gift Policy

There will be NO DISTRIBUTION of door gifts or e-vouchers for shareholders/proxies who participate in the Meeting.

10. No Recording or Photography

No recording or photography of the live streaming of the 2nd AGM proceedings is allowed without the prior written
permission of the Company.

11. Enquiries relating to the Meeting

If you have any enquiries, please contact the Company’s Share Registrar during office hours from Monday to Friday
(8.30 a.m. to 5.30 p.m.) (except weekend and public holidays) as set out below:

Boardroom Share Registrars Sdn Bhd

Address : 11th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim
Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia
General line : 603-7890 4700 (Helpdesk)
Fax number : 603-7890 4670
Email : [email protected]
Personal Data Policy

By registering for the remote participation and electronic voting meeting and/or submitting the instrument appointing a
proxy(ies) and/or representative(s), the member of the Company has consented to the use of such data for purposes of
processing and administration by the Company (or its agents); and to comply with any laws, listing rules, regulations and/
or guidelines. The member agrees that he/she will indemnify the Company in respect of any penalties, liabilities, claims,
demands, losses and damages as a result of the shareholder’s breach of warranty.
PROXY FORM

JATI TINGGI GROUP BERHAD No. of ordinary shares held CDS account no. of holder
Registration No. 202101043655 (1443955-H)
(Incorporated in Malaysia)

I/We, (name of shareholder as per NRIC/Passport, in capital letters)

NRIC No./ Passport No./Registration No. Tel:
of
(full address)
being a *member/members of JATI TINGGI GROUP BERHAD hereby appoint(s):-

Full Name NRIC No./Passport No. Proportion of Shareholdings

No. of Shares %
Email Address Contact No.

*and/ or (delete as appropriate)

Full Name NRIC No./Passport No. Proportion of Shareholdings
No. of Shares %
Email Address Contact No.

or failing *him/her, the Chairman of the meeting as *my/our proxy to attend and vote for *me/us on *my/our behalf at the Second
(“2nd”) Annual General Meeting (“AGM”) of the Company to be conducted on a fully virtual basis via online meeting platform
at https://meeting.boardroomlimited.my (Domain Registration No. with MYNIC – D6A357657) provided by Boardroom Share
Registrars Sdn Bhd on Friday, 31 May 2024 at 3.00 p.m. and at any adjournment thereof.

My/our proxy/proxies is/are to vote as indicated below.

Item Agenda
No.
1. To receive the Audited Financial Statements for the financial year ended 30 November 2023 together with the Reports of
the Directors and Auditors thereon.
Resolutions For Against
2. To approve the payment of Directors’ fees and benefits payable to the Directors
Ordinary
of the Company and its subsidiary of up to RM647,400.00 for the financial year
Resolution 1
ending 30 November 2024.
3. To approve the payment of Directors’ fees and benefits payable to the Directors
Ordinary
of the Company and its subsidiary of up to RM332,000.00 for the period from 1
Resolution 2
December 2024 until the conclusion of the AGM to be held in 2025.
4. To re-elect Dato' Seri Lim Yeong Seong who is to retire pursuant to Clause 77(3) of Ordinary
the Company’s Constitution and being eligible, has offered himself for re-election. Resolution 3
5. To re-elect Chin Jiunn Shyong who is to retire pursuant to Clause 77(3) of the Ordinary
Company’s Constitution and being eligible, has offered himself for re-election. Resolution 4
6. To re-elect Dato’ Sri Dr. Mohd Nizom Bin Sairi who is to retire pursuant to Clause
Ordinary
80 of the Company’s Constitution and being eligible, has offered himself for re-
Resolution 5
election.
7. To re-elect Dato’ Che Nazli Binti Jaapar who is to retire pursuant to Clause 80 of Ordinary
the Company’s Constitution and being eligible, has offered herself for re-election. Resolution 6
8. To re-appoint Messrs Crowe Malaysia PLT as auditors of the Company for the
Ordinary
financial year ending 30 November 2024 and to authorise the Directors to fix their
Resolution 7
remuneration.
Special Business
9. Authority to allot and issue new shares pursuant to Sections 75 and 76 of the Ordinary
Companies Act 2016. Resolution 8
10. Proposed New Shareholders’ Mandate for Recurrent Related Party Transactions Ordinary
of a Revenue and/or Trading Nature Resolution 9
(Please indicate with an “X” in the appropriate box against the resolutions on how you wish your proxy to vote. The proxy is to vote
on the resolutions set out in the Notice of 2nd AGM as you have indicated. If no specific instruction as to voting is given, this form
will be taken to authorise the proxy to vote at his/her discretion.)

*Strike out whichever is not applicable.

*If you wish to appoint other person(s) to be your proxy/proxies, kindly delete the words “the Chairman of the Meeting or failing
him/her” and insert the name(s) of the person(s) desired.

Signature/Common Seal of Shareholder Date:

NOTES:-

1) A member of the Company entitled to attend and vote at this Meeting is entitled to appoint a proxy or attorney or other duly
authorised representative to attend and vote in his/her stead. A proxy may, but need not be a member of the Company. A
member may appoint any person to be his/her proxy. A member shall not be entitled to appoint more than two (2) proxies to
attend and vote at the same meeting. Where a member appoints more than one (1) proxy, the appointment shall be invalid
unless he/she specifies the proportions of his/her shareholdings to be represented by each proxy.

2) A member of the Company who is an authorised nominee as defined in the Securities Industry (Central Depositories) Act,
1991 (“SICDA”) may appoint at least one (1) proxy in respect of each securities account it holds in ordinary shares of the
Company standing to the credit of the said securities account.

3) For a member of the Company who is an exempt authorised nominee which holds ordinary shares in the Company for
multiple beneficial owners in one (1) securities account (“omnibus account”), there is no limit to the number of proxies
which the exempt authorised nominee may appoint in respect of each omnibus account it holds. An exempt authorised
nominee refers to an authorised nominee as defined under SICDA which is exempted from compliance with the provisions
of subsection 25A(1) of SICDA.

4) Where a member or the authorised nominee appoints two (2) proxies, or where an exempt authorised nominee appoints two
(2) or more proxies, the proportion of shareholdings to be represented by each proxy must be specified in the instrument
appointing the proxies.

5) The appointment of a proxy may be made in a hard copy form or by electronic means in the following manner and must be
received by the Company not less than forty-eight (48) hours before the time appointed for holding the AGM or adjourned
general meeting at which the person named in the appointment proposes to vote.

a. In hard copy form

In the case of an appointment made in hard copy form, the original proxy form must be deposited with the Share
Registrar’s office, Boardroom Share Registrars Sdn Bhd (“Boardroom”) of the Company at 11th Floor, Menara
Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia.

b. By electronic means
The proxy form can be electronically lodged with Boardroom via Boardroom Smart Investor Portal at https://investor.
boardroomlimited.com. Please follow the procedures set out in the Administrative Guide for such lodgement.

6) Please ensure ALL the particulars as required in the proxy form are completed, signed and dated accordingly.

7) Last date and time for lodging the proxy form is Wednesday, 29 May 2024 at 3.00 p.m.

8) Any authority pursuant to which such an appointment is made by a power of attorney must be deposited with the Share
Registrar of the Company at 11th Floor, Menara Symphony, No. 5, Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling
Jaya, Selangor Darul Ehsan, Malaysia not less than forty-eight (48) hours before the time appointed for holding the AGM or
adjourned general meeting at which the person named in the appointment proposes to vote. A copy of the power of attorney
may be accepted provided that it is certified notarially and/or in accordance with the applicable legal requirements in the
relevant jurisdiction in which it is executed.

9) For a corporate member who has appointed an authorised representative, please deposit the ORIGINAL certificate of
appointment of authorised representative with the Share Registrar of the Company at 11th Floor, Menara Symphony, No. 5,
Jalan Prof. Khoo Kay Kim, Seksyen 13, 46200 Petaling Jaya, Selangor Darul Ehsan, Malaysia. The certificate of appointment
of authorised representative should be executed in the following manner:

a. If the corporate member has a common seal, the certificate of appointment of authorised representative should be
executed under seal in accordance with the constitution of the corporate member.
b. If the corporate member does not have a common seal, the certificate of appointment of authorised representative
should be affixed with the rubber stamp of the corporate member (if any) and executed by:
i. at least two (2) authorised officers, of whom one shall be a director; or
ii. any director and/or authorised officers in accordance with the laws of the country under which the corporate
member is incorporated.

10) Shareholders would need to register as a user on the Boardroom Smart Investor Portal first before they can request for the
Remote Participation User ID and password to virtually attend, participate, speak and vote at the 2nd AGM, in accordance
with the Administrative Guide.

11) For the purpose of determining a member who shall be entitled to attend and vote at the meeting, the Company shall be
requesting Bursa Malaysia Depository Sdn Bhd to make available to the Company a Record of Depositors as at 24 May
2024 and only a depositor whose name appears on the Record of Depositors on this date shall be entitled to attend the
meeting or appoint proxies to attend and vote in his/her stead.

12) Pursuant to Rule 8.31A(1) of the ACE Market Listing Requirements of Bursa Malaysia Securities Berhad, all the resolutions
set out in the notice of any general meeting will be put to vote by poll.

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 2nd AGM dated 29 March 2024.
Fold this flap for sealing

Then fold here

AFFIX
STAMP

JATI TINGGI GROUP BERHAD

Registration No. 202101043655 (1443955-H)
C/O Boardroom Share Registrars Sdn. Bhd.
Registration No. 199601006647 (378993-D)
11th Floor, Menara Symphony
No. 5, Jalan Prof. Khoo Kay Kim
Seksyen 13
46200 Petaling Jaya
Selangor Darul Ehsan
Malaysia

First fold here

 Jati Tinggi Group Berhad
202101043655 (1443955-H)

No. 23 & 25, Jalan Temenggung 13/9,

Bandar Mahkota Cheras, Sek. 9,
43200 Cheras, Selangor Darul Ehsan.

+603-9011 9998

[email protected]