CONTENTS 01 Corporate Profile 02 Vision, Mission and Core Values 03 Letter to Shareholders 06 Operations and Financial Review 09 Business Operations 12 Key Financial Highlights 13 Board of Directors and Key Management 16 Summary of Oil and Gas Reserves and Resources 17 Financial Contents This annual report has been prepared by CapAllianz Holdings Limited (the “Company”) and its contents have been reviewed by the Company’s sponsor, ZICO Capital Pte. Ltd. (the “Sponsor”), in accordance with Rule 226(2)(b) of the Singapore Exchange Securities Trading Limited (“SGX-ST”) Listing Manual Section B: Rules of Catalist. This annual report has not been examined or approved by the SGX-ST and the SGX-ST assumes no responsibility for the contents of this annual report including the correctness of any of the statements or opinions made or reports contained in this annual report. The contact person for the Sponsor is Ms Goh Mei Xian, Director, ZICO Capital Pte. Ltd. at 77 Robinson Road, #06-03 Robinson 77, Singapore 068896, telephone (65) 6636 4201.
CORPORATE PROFILE CapAllianz Holdings Limited 共享资本集团 (“CapAllianz” or the “Company” and together with its subsidiaries, the “Group”) is an investment holding company that oversees and manages a portfolio of investments. The Group’s goal is to harness the strengths of its experienced team to identify and invest in promising businesses, as well as improve the business operations of investee companies, in order to maximise investment returns on its investment portfolio. The Group’s current investment portfolio comprises (i) a wholly-owned subsidiary that focusses on software and application development as well as information technology consulting with the goal of providing artificial intelligence technical services, and (ii) a 20% equity interest in onshore oil concessions located at Phetchabun Basin, Thailand. The onshore oil concessions have generated consistent income from existing oilproducing wells. With substantial proven reserves for production and significant potential exploration upside, this investment holds the promise of value enhancement and sustainable long-term growth as the joint operators of the concessions continue to work towards unlocking the untapped reserves. The Group aims to achieve sustainable, long-term growth in the financial performance of its investee companies in the investment portfolio. CapAllianz is listed on the Catalist board of the Singapore Exchange Securities Trading Limited under stock code 594. CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 01
VISION, MISSION AND CORE VALUES CORE VALUES Good Corporate Governance The Group is committed to upholding the best practices in corporate transparency and disclosures. The Board of Directors of the Company will continuously enhance the Group’s corporate governance framework and processes through effective oversight, and observe high standards of transparency, accountability, and integrity in managing the Group’s business to create value for stakeholders and safeguard the Group’s assets. Responsible Investing The Group will carry out preliminary assessments on proposed investing opportunities based on proposed investment criteria, policies, and guidelines and will engage external independent professionals where necessary to carry out extensive due diligence on the identified proposed investing opportunities. The Group will also avoid investing in companies that are involved in known breaches of human rights, labour laws, environmental laws, or anti-corruption laws. Prudent Risk Management The Group takes great care in identifying and managing potential risks to ensure that all investment decisions made are in the best interests of the Company and its shareholders. VISION The Group aspires to be an eminent investment group based on the collective strengths of our team and stakeholders. MISSION The Group seeks to invest responsibly with the goal of providing steady and long-term income and capital growth for our shareholders. CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 02
LETTER TO SHAREHOLDERS CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 03 DEAR FELLOW SHAREHOLDERS, In the financial year ended 30 June 2024 (“FY2024”), we expanded our investment portfolio to include the technical services business segment after we identified the Group’s strategic growth direction. We have also brought on board professionals who have the expertise and experience in these specialised fields of digital development and information technology (“IT”) to expedite our foray into this new area of business. We signed a technical service agreement with GPT Desk Pte. Ltd. (“GPT Desk”) in September 2023 to provide operational, technical, and maintenance services for the “GptDesk. AI” platform, an artificial intelligence (“AI”) large language processing model developed by GPT Desk. This collaboration marked the Group’s entry into this highly specialised field within the digital development and IT sectors, and it continues to create recurring service revenue for the Group. Our pursuit of a new sustainable business to balance our risk exposure and expand our earnings base resulted in a maiden revenue contribution of US$1.35 million from the technical services segment in FY2024. The oil and gas segment, however, declined on the back of lower production volume, and our 20% stake in the Thailand onshore oil concessions saw a 16.2% year-on-year decrease from 39,293 barrels in FY2023 to 32,928 barrels in FY2024. This resulted in a decline in revenue by 17.4% year-on-year, from US$3.32 million in FY2023 to US$2.74 million in FY2024, despite a relatively stable average oil price of US$85.63 per barrel. For FY2024, the Group registered 25.4% year-on-year growth in revenue to US$4.09 million, up from US$3.32 million in FY2023, where contribution from the technical services segment consist of 33.0% of the overall revenue. Our conscientious cost management resulted in doubling our gross profit from US$0.82 million in FY2023 to US$1.58 million in FY2024, and correspondingly, our gross margin increased from 24.6% in FY2023 to 38.5% in FY2024. As the Group refocused on cultivating sustainable businesses, we narrowed our loss after income tax from US$1.65 million in FY2023 to US$0.56 million in FY2024. The Group maintained a positive working capital position of US$1.15 million as at 30 June 2024 and net asset value per share of 0.41 US cents (equivalent to approximately S$0.0056) as at 30 June 2024, based on 8.55 billion ordinary shares in issue. The establishment of the technical services segment provides us greater oversight and control over the business, allowing us to balance our risk exposure in the oil and gas segment, which remains volatile. We believe this strategy will continue to propel the Group on the recovery path to profitability, building bridges to future possibilities.
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 04 LETTER TO SHAREHOLDERS POWERING GROWTH THROUGH INNOVATION Our success with GPT Desk in the digital development and IT sectors has led us to establish a wholly-owned subsidiary, Future AI Pte. Ltd. (“Future AI”), in early May 2024, to pursue additional business opportunities in the specialised areas of AI software and application development and IT consulting. The Group’s initial discussions with Shenzhen Shoutou Industrial Co., Ltd. (“SSI”) for the provision of AI technical services resulted in a one-year technical service agreement for a fee of S$1.00 million (inclusive of all taxes) to provide technical services to SSI’s downstream partners since 27 May 2024. We believe that our entry into this business is timely and is wellpositioned to benefit from the growing digital transformation trend as individuals and businesses adopt digitalisation and automation technologies at a faster rate. According to research studies, the global digital transformation market size is estimated at US$791.4 billion for 2024. Revenue from digital transformation technologies is expected to expand at a compound annual growth rate of 12.58% to reach US$2,639.4 billion in 2034.(1) The establishment of the technical services segment provides us greater oversight and control over the business, allowing us to balance our risk exposure in the oil & gas segment, which remains volatile. We believe this strategy will continue to propel the Group on the recovery path to profitability, building bridges to future possibilities. ACKNOWLEDGEMENTS AND APPRECIATION We acknowledge and appreciate the invaluable guidance and contribution of our fellow directors in the past year. On behalf of the Board, we would like to convey our appreciation to our management and staff for their commitment and efforts. We are also appreciative and thankful for the unwavering support of our business partners, shareholders, and bankers. We aim to expand our newly established technical services business to capitalise on the worldwide digital transformation trend. We believe that our determination to overcome challenges and deliver stable and sustainable value for our stakeholders will motivate the Group forward. MR. YU JINFENG （于金峰） Chairman and Non-Executive Independent Director MR. LIU QIANG（刘强） Executive Director and Chief Executive Officer (1) Digital Transformation Market Outlook (2024 to 2034) https://www.factmr.com/report/digital-transformation-market#:~:text=Digital%20Transformation%20 Market%20Outlook%20(2024,US%24%202%2C639.4%20billion%20by%202034.
Building Bridges to FUTURE POSSIBILITIES The establishment of the technical services segment provides us greater oversight and control over the business, allowing us to balance our risk exposure in the oil & gas segment. We believe this strategy will continue to propel the Group on the recovery path to profitability, building bridges to future possibilities. 技术服务分部的成立为集团提供了更大的业务监督和 控 制，使我们能够平衡石油和天然气分部的风险敞口。我 们相信，这战略将继续推动集团走上盈利复苏之路，为 未来的可能性架起桥梁。 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 05 为未来搭建桥梁
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 06 OPERATIONS AND FINANCIAL REV I EW Despite the challenging economic and business environment, the Group remained committed to strengthening its fundamentals and expanding its revenue base in the financial year ended 30 June 2024 (“FY2024”). The Group’s pursuit of a new sustainable business in the digital development and information technology sector to enhance its investment portfolio resulted in a maiden revenue contribution of US$1.35 million from the technical services segment in FY2024. This was mainly due to the technical service agreement entered with GPT Desk Pte. Ltd. (“GPT Desk”) in September 2023, under which the Group is required to provide operation and maintenance services of an artificial intelligence (“AI”) language processing platform developed by GPT Desk and receive a monthly service fee. The global economic slowdown and geopolitical tensions, which led to a weaker demand for crude oil, continued to undermine the oil and gas segment. Consequently, the disequilibrium in demand and supply resulted in the oil price moving downwards despite the Petroleum Exporting Countries and leading oilproducing ally countries (collectively referred to as “OPEC+”) actively managing the oil production volume to stabilise the oil prices. The Group registered 25.4% year-on-year growth in revenue from US$3.32 million in FY2023 to US$4.09 million in FY2024, where maiden revenue from the technical services segment bolstered the lower revenue of the oil and gas segment. Revenue generated from the oil and gas segment was mainly due to the sale of oil produced from its 20%-owned Thailand onshore oil concessions. The reduction in the production volume by 16.2% year-on-year, from 39,293 barrels in FY2023 to 32,928 barrels in FY2024, with a relatively consistent average oil price from US$85.00 per barrel in FY2023 to US$85.63 per barrel in FY2024, resulted in a decline in revenue by 17.4% year-on-year, from US$3.32 million in FY2023 to US$2.74 million in FY2024. The cost of sales rose by 0.6% year-on-year, from US$2.50 million in FY2023 to US$2.51 million in FY2024. The rise was mostly due to manpower costs incurred in FY2024 for the technical services segment, which were largely offset by lower costs of sales for the oil and gas segment on the back of lower production volume and material costs, as well as non-cash depletion of the oil and gas properties. Gross profit increased from US$0.82 million in FY2023 to US$1.58 million in FY2024. Correspondingly, gross margin increased from 24.6% in FY2023 to 38.5% in FY2024. Other income increased by US$8,000 year-on-year from US$5,000 in FY2023 to US$13,000 in FY2024. The increase was due to a reversal of over accrued expenses and government grants, of which the respective amounts were insignificant. Administrative expenses increased by 5.32% year-on-year from US$2.12 million in FY2023 to US$2.24 million in FY2024. This was mainly due to depreciation of right-of-use assets for the new office and higher staff costs for the year under review. Finance costs fell by 21.5% year-on-year, from US$0.41 million in FY2023 to US$0.32 million in FY2024. This was mainly due to a decrease in the unwinding of a discount on provisions for restoration costs related to the 20%-owned Thailand onshore oil concessions of US$0.10 million, which was partially offset by an increase in interest expense on other payables of US$0.01 million. Other gains/(losses) of US$0.05 million recorded in FY2024 was mainly due to a net foreign exchange loss because of the strengthening of the Singapore dollar against the US dollar during the financial year under review. This was a reversal from other gains of US$0.02 million in FY2023, where there was a net foreign exchange gain of US$0.03 million due to the weakening of the Singapore dollar against the US dollar in FY2023, as well as a gain on recovery of loans to then associated companies, which related to the reversal of overprovision of impairment loss on other receivables due from then associated companies, amounting to US$171,000. The gain was partially offset by (i) loss on disposal of other property, plant and equipment; (ii) net fair value changes in investment securities carried at fair value through profit or loss; and (iii) provision of impairment on other receivables, totalling US$0.01 million.
07 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 OPERATIONS AND FINANCIAL REV I EW The income tax credit of US$0.3 million recorded in FY2024 arose from the write-back of tax provision for the 20%-owned Thailand onshore oil concessions. After taking into account the tax credit, the Group narrowed its net loss attributable to shareholders from US$1.65 million in FY2023 to US$0.56 million in FY2024. FINANCIAL POSITION ANALYSIS The Group maintained a positive working capital position of US$1.15 million as at 30 June 2024, as compared to US$1.34 million as at 30 June 2023. Net asset value per share maintained at 0.41 US cents (equivalent to approximately S$0.0056) as at 30 June 2024 and 30 June 2023 respectively, based on 8.55 billion shares in issue. Non-current assets decreased by US$0.67 million from US$71.51 million as at 30 June 2023 to US$70.84 million as at 30 June 2024. The decrease was mainly attributable to the decrease in oil and gas properties of US$1.49 million due to the reclassification of exploration, evaluation and development assets. The decrease was partially offset against the increase in (i) oil and gas properties of US$0.62 million due to the reclassification of exploration, evaluation and development assets after the depletion of oil and gas properties; and (ii) the right-of-use assets of US$0.20 million due to the renewal of lease for the Company’s office. Current assets increased by US$0.37 million from US$4.39 million as at 30 June 2023 to US$4.76 million as at 30 June 2024. The increase was due to the increase in trade and other receivables of US$0.43 million, which was partially offset by the decrease in cash and cash equivalents of US$0.08 million. Non-current liabilities decreased by US$0.31 million from US$37.43 million as at 30 June 2023 to US$37.12 million as at 30 June 2024. This was mainly due to (i) the decrease in trade and other payables of US$0.50 million due to the reclassification from non-current liabilities to current liabilities; and (ii) deferred tax liabilities of US$0.42 million in relation to the 20%-owned Thailand onshore oil concessions. This decrease was partially offset against (i) the increase in provision for restoration costs related to the 20%-owned Thailand onshore oil concessions of US$0.40 million; and (ii) lease liabilities of US$0.21 million due to the renewal of lease for the Company’s office. Current liabilities increased by US$0.56 million from US$3.05 million as at 30 June 2023 to US$3.61 million as at 30 June 2024. This was mainly due to the increase in trade and other payables, which was largely attributable to the increase in working capital loan, accruals, other payables and management fee payable to the main operator and the 60% interest holder of the Thailand onshore oil concessions. CASH FLOW ANALYSIS The Group’s cash and cash equivalents decreased from US$1.32 million as at 1 July 2023 to US$1.25 million as at 30 June 2024. Net cash used in the Group’s operating activities was US$0.92 million in FY2024, as compared to net cash generated from operating activities of US$0.78 million in FY2023. The Group recorded operating cash inflows before working capital changes of US$0.59 million. The movements of the cash in operating activities in FY2024 comprised (i) the increase in trade and other receivables of US$1.29 million; and (ii) the increase in trade and other payables of US$0.08 million. Income tax of US$0.12 million was paid in FY2024. Net cash generated from investing activities amounted to US$0.48 million in FY2024. This was mainly due to the repayment of loan from disposal of the associate company, Preferred Mart Pte. Ltd. of US$0.61 million, which was partially offset by (i) the additions to oil and gas properties of US$0.12 million resulting from evaluation work performed related to the 20%-owned Thailand onshore oil concessions; and (ii) the additions to other property, plant and equipment of US$0.02 million. Net cash generated from financing activities amounting to US$0.36 million in FY2024. This arose from the amount due to non-related parties of US$0.63 million, which was partially offset by the repayment of lease liability of office rental of US$0.16 million.
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 08 OPERATIONS AND FINANCIAL REV I EW PLANS AHEAD (I) Technical Services The Group made its successful breakthrough into the digital development and information technology sectors to broaden its investment portfolio and earnings base through a technical service agreement in the first quarter of FY2024. This technical service agreement signed with GPT Desk Pte. Ltd. (“GPT Desk”) on 7 September 2023 is to collaborate on technology development as well as operation and maintenance services of the “GptDesk.AI” platform, an artificial intelligence (“AI”) large language processing model developed by GPT Desk. It is still in effect and generates recurring revenue for the Group. Building on this success, the Group went on to sign a non-binding memorandum of understanding with Shenzhen Shoutou Industrial Co., Ltd. (“SSI”) for the provision of AI technical services and established a wholly-owned subsidiary, Future AI Pte. Ltd. (“Future AI”) to focus on software and application development and information technology consulting in early May 2024. This subsequently resulted in a one-year technical service agreement with SSI for a fee of S$1.00 million (inclusive of all taxes) to provide technical services to SSI’s downstream partners, starting 27 May 2024. The Group believes that it is well-positioned to capitalise on the rising trend of global digital transformation, which was valued at US$2.27 trillion in 2023. The market is expected to expand from US$2.71 trillion in 2024 to US$12.35 trillion by 2032, with a compound annual growth rate of 20.9%.(1) The strengthening of the technical services business segment through the pursuit of higher business possibilities is likely to continue to lower risks and stabilise the sustainability of the Group. (II) Oil and Gas The oil & gas business segment continues to serve as the foundation for the Group’s pursuit of new strategic business opportunities, allowing it to focus on long-term growth and expanding its earnings base in a bid to meet the goal of delivering value to its stakeholders. The Joint Operators of the Thailand Operations continue to work towards improving the oil output and efficiency from current producing wells in FY2024 after the conclusion of their planned drilling campaign in the second half of FY2023. These additional workovers started in mid-May 2024, and some of the new wells are still undergoing testing. The expenses related to plans for additional workovers and tests, as well as new drilling campaigns aimed at increasing oil reserves and oil production volume in the long run, are expected to be fully covered by the positive cash flow generated from the sale of oil drawn from the existing producing wells and bank facilities available to the Thailand Operations. Average oil prices continued to descend in FY2024 and are likely to remain volatile due to ongoing geopolitical uncertainties and economic challenges. The increasing penetration of liquefied natural gas trucks and electric vehicles is also resulting in a weaker demand for crude oil. OPEC+ output cutbacks, implemented since 2022 to stabilise the market, are expected to last until the end of 2025.(2) CORPORATE DEVELOPMENTS The Group endeavours to strengthen its fundamentals for sustainable growth and development. Some of the recent notable developments are as follows: 1) On 15 September 2023, the completion of the disposal of its associated company, Preferred Mart Pte. Ltd. The Group no longer holds any other active investment under the investment and trading business segment. 2) On 27 May 2024, the Company announced that its wholly-owned subsidiary, Future AI, entered into a oneyear technical service agreement with SSI to provide AI technology technical services to SSI’s downstream partners. 3) On 22 July 2024, the Company announced a proposed placement to issue approximately 650.9 million new shares at S$0.002 per share to raise approximately S$1.3 million (equivalent to approximately US$0.96 million) to improve the Group’s financial position to meet anticipated general working capital requirements and provide capital to the Group to fund acquisition of potential assets as and when opportunities arise as part of the Group’s strategy for long-term business growth. The proposed placement was completed on 5 August 2024. Please refer to the Company’s announcements published on SGXNet for more information on the above corporate developments. (Reference: (1) https://www.fortunebusinessinsights.com/digital-transformation-market-104878) (Reference: (2) https://www.businesstimes.com.sg/international/global/opec-again-lowers-2024-2025-global-oil-demand-growth-view)
09 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 BUSINESS OPERATIONS The Group maintains its commitment to long-term growth through the oversight and management of a portfolio of investments in which it leverages the strengths of its experienced team to identify and invest in promising businesses, as well as improve the business operations of investee companies, in order to maximise investment returns on its portfolio. With the completion of the disposal of its associated company, Preferred Mart Pte. Ltd., the Group currently does not hold any other active investment and the investment and trading-related segment is dormant for now. The Group will continue to source for new business opportunities to invest in to deliver value to its shareholders. The Group’s current investment portfolio focusses on two active business segments: (I) technical services, and (II) oil and gas. I. TECHNICAL SERVICES The Group effectively broadened its investment portfolio and earnings base by entering the digital development and information technology sectors in financial year ended 30 June 2024 (“FY2024”). In September 2023, the Group signed a technical service agreement with GPT Desk Pte. Ltd. (“GPT Desk”) to collaborate on technology and development, as well as operation and maintenance services of the “GptDesk. AI” platform, an artificial intelligence large language processing model developed by GPT Desk. The provision of a suite of technical services in support of the GPT Desk resulted in a consistent and recurring service fee for the Group. This success enables the Group to enter into a nonbinding memorandum of understanding with Shenzhen Shoutou Industrial Co., Ltd. (“SSI”) in early May 2024 for the provision of artificial intelligence technical services, as well as the establishment of a wholly-owned subsidiary, Future AI Tech Pte. Ltd. (“Future AI”), which focusses on software and application development and information technology consulting. On 26 May 2024, Future AI signed a one-year technical service agreement with SSI, starting 27 May 2024, for a service fee of S$1 million to provide the following services to SSI: (a) provide SSI with system development and operation services, including technology development, system operation and maintenance, project consulting, so as to form SSI’s full-case consulting service capability in the field of artificial intelligence business; (b) set up a full-time technical and operation and maintenance team for SSI, and provide SSI with platform development, construction, maintenance, upgrading and corresponding incubation and operation services in phases; (c) deploy models, system functions and technologies including P-Prompt tuning, finetuning, model merging, domain migration according to SSI’s business needs; (d) provide private deployment and model customisation services for SSI’s customers according to SSI’s business needs; (e) provide SSI with systematic full-case consulting and landing counselling services according to SSI’s needs, including but not limited to commercial toplevel construction, model design, strategic planning, brand marketing, project roadshow, channel construction; (f) manage the project in the preliminary preparation stage, conduct market research and development trend analysis, system architecture planning, product positioning of the basic operational work, and cooperate with SSI to complete the corresponding work arrangements; (g) be granted by SSI a limited, royalty-free, nontransferable, non-exclusive right to use (i) SSI’s trademarks, trade names, service marks and domain names; (ii) any visual display of such trademarks, trade names, service marks and domain names, including corporate logos, designs, symbols, word marks, images, colours and colour schemes, trade dress and features; (iii) any other publicity rights or proprietary marks owned or used by SSI or its affiliates; and (iv) any other indicia of publicity rights or proprietary rights owned or used by SSI or its affiliates; and (h) ensure that the Company’s services do not contain any content or links to content that violates the relevant laws and regulations of Singapore, international treaties recognised or acceded to by Singapore, public order, and morals, as well as other legitimate rights and interests. The Group believes that its business expansion into digital development and information technology is strategic, and it will continue to seek out new business opportunities to strengthen its fundamentals.
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 10 BUSINESS OPERATIONS II. OIL AND GAS The geopolitical uncertainty and global economic slowdown continue to influence demand and supply in the oil and gas industry, resulting in volatility of the crude oil prices. Average crude oil prices have been on a downtrend as oil-producing countries, in addition to the Organisation of the Petroleum Exporting Countries and leading oilproducing ally countries (collectively referred to as “OPEC+”), continued to increase production levels postpandemic. However, OPEC+ recently agreed to delay a planned oil output increase for October and November in 2024 to maintain the demand and manage the supply of oil in a bid to narrow oil price fluctuations. The Group maintains its 20% equity interest in the Thailand onshore oil concessions located in the Phetchabun Basin (the “Thailand Operations”), which is a highly prolific onshore basin located roughly 300km north of Bangkok, Thailand. The Thailand Operations comprise three producing concessions – SW1, L44/43, and L33/43, which are within the basin limits and cover an aggregate area of 1,078 km2. The Group’s partners in the Thailand Operations are ECO Orient Energy (Thailand) Limited, ECO Orient Resources (Thailand) Limited, and the Berlanga Group (together with the Group, collectively known as the “Joint Operators”). The production licence for SW1 concession was renewed for another 10 years from July 2016, while production licences for L44/43 and L33/43 concessions will expire in 2032. Currently, there are 13 production licences and approximately 29 producing wells, covering an area of 124.7 km2 within the Thailand Operations. The Joint Operators continue to work towards improving the oil output and efficiency from current producing wells through workovers. These additional workovers began in mid-May 2024, and the wells are still currently being tested. One of the wells showed sand accumulation, and a sand filter was effectively installed. These additional workovers are expected to be funded by the positive cash flow generated by the oil sales from existing oil-producing wells and bank facilities made available to the Thailand Operations. In FY2024, the Thailand Operations continued to generate positive net cash flows for the Group. While the Group recorded an approximately 16.2% year-onyear decrease for its net working interest production volume from 39,293 barrels in the financial year ended 30 June 2023 (“FY2023”) to 32,928 barrels in FY2024, the relatively consistent average oil prices during FY2024 buoyed the positive returns. In FY2024, the average oil price remained relatively consistent at US$85.63 per barrel, up from the average of US$85.00 per barrel in FY2023. The Joint Operators had commissioned the independent qualified person, Chapman Petroleum Engineering Ltd (“Chapman”), to prepare and issue two updated appraisal reports for the oil reserves of the Thailand Operations as at 31 December 2023 (collectively known as the “2023 Reserves Statement1”). The 2023 Reserves Statement reflects gross 2P oil and gas reserves attributable to the Thailand Operations of approximately 12.2 million barrels and 503 thousand barrels of oil equivalent, respectively. This equates to a pre-tax net present value of 10% of approximately US$370.00 million in 2023 compared to US$377.00 million in 2022. The overall increase in net attributable 2P oil reserves to the Group was approximately 6.6% or 2.4 million barrels as compared to a year ago. The favourable production analysis was primarily due to new reserves added from successful workover and newly identified prospects in the area of the Thailand Operations, which was partially offset against the normal depletion of oil reserves due to oil production. Note: 1 The Group is the holder of 20% of the working interest in the Thailand Operations and as a minority stakeholder, the Group is reliant upon the operator of the Thailand Operations for all technical reporting. The 2023 Reserves Statement was prepared in accordance with the standards set out in the Canadian Oil and Gas Evaluation Handbook prepared jointly by the Society of Petroleum Evaluation Engineers and the Canadian Institute of Mining, Metallurgy and Petroleum. As such, the 2023 Reserves Statement was not prepared in accordance with any of the standards of reporting specified under the Singapore Exchange Securities Trading Limited Listing Manual Section B: Rules of Catalist.
Innovating for ENDURINGSUCCESS The Group’s entry into AI software and application development and IT consulting business is timely and is well-positioned to benefit from the growing digital transformation trend. 集团进军人工智能软件和应用开发以及信息技术咨询业 务恰逢其时，并已做好充分准备，从日益增长的数字化 转型趋势中获益。 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 11 以创新促进持久成功
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 12 KEY FINANCIAL HIGHLIGHTS REVENUE US$4.09 MILLION FY2023: US$3.3 million EBITDAX(1) US$0.8 MILLION FY2023: US$0.3 million NET CASH FLOWS (USED IN)/PROVIDED BY OPERATING ACTIVITIES (US$0.92 MILLION) FY2023: US$0.78 million PRODUCTION VOLUME 32,928 BARRELS FY2023: 39,293 barrels CONSOLIDATED INCOME STATEMENT (US$’000) FY2024 (JULY’23 - JUNE’24) FY2023 (JULY’22 - JUNE’23) Revenue 4,087 3,315 Gross profit 1,575 817 Net loss after tax (557) (1,649) AS AT 30 JUNE 2024 AS AT 30 JUNE 2023 Non-current assets 70,837 71,510 Current assets 4,761 4,391 Non-current liabilities 37,119 37,425 Current liabilities 3,607 3,047 Equity attributable to owners of the parent 34,872 35,429 NAV per share (US cents) 0.41 0.41 BALANCE SHEET (US$’000) Note: (1) Earnings before interest, taxation, depreciation, amortisation and exploratory expenses (if applicable).
13 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 BOARD OF DIRECTORS Mr. Yu Jinfeng was appointed to the Board as Chairman of the Board and Non-Executive Independent Director of the Company on 1 May 2022. He is also the Chairman of the Remuneration Committee as well as a member of the Audit Committee and the Nominating Committee of the Company. Mr. Yu brings along his wealth of experience and expertise in the field of information technology to the Board. He has a strong background and knowledge in software programming, research and development, and system architecture design, having participated in developing software and applications for numerous projects during his past employment. Mr. Yu had previously served as Senior Software Engineer and Technical Lead in various technology companies such as Bitmaintech Pte Ltd and Singpilot Pte. Ltd. Currently, he is serving as a Technical Lead at a block chain technology firm in Singapore. Mr. Yu holds a Bachelor in Electrical Engineering from University of Science and Technology of China and a Master in Engineering Degree, Software Engineering from Peking University. Mr. Liu Qiang was appointed to the Board as Executive Director and Chief Executive Officer of the Company on 1 May 2022. Mr. Liu is responsible for managing and overseeing the dayto-day operations and financial position of the Group, as well as exercising control over the quality and timeliness of information flow between the Board and the management of the Company. Operationally, Mr Liu focuses on sourcing for new business opportunities including but not limited to metaverse or blockchain, as well as information technology related businesses and investments. Mr. Liu had previously served as Chairman of the Board of Directors and Executive Director of Dinghe Mining Holdings Limited, and other management positions in various organisations. He had also served as the Vice President and Chief Technical Officer of Asia Television Holdings Limited prior to joining the Group. Mr. Liu has participated in and organised a number of cross-border investment projects, and has substantial experience in mergers and acquisitions, information technology, blockchain and other related fields. Mr. Liu currently also serves as an independent non-executive director on the board of China Ocean Group Development Limited, which is listed on the Hong Kong Stock Exchange. Mr. Liu holds a Bachelor in Materials Engineering from Shijiazhuang Tiedao University and a Master in Resource Development Planning from China University of Mining and Technology-Beijing. MR. YU JINFENG CHAIRMAN AND NON-EXECUTIVE INDEPENDENT DIRECTOR MR. LIU QIANG EXECUTIVE DIRECTOR AND CHIEF EXECUTIVE OFFICER
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 14 BOARD OF DIRECTORS Mr. Zhao JiAn was appointed to the Board as a Non-Executive Independent Director of the Company on 31 March 2021. He is the Chairman of the Nominating Committee as well as a member of the Audit Committee and the Remuneration Committee of the Company. Mr. Zhao has more than 21 years of experience in the area of information technology. He has profound knowledge and a wealth of experience in computer networking, wireless communications, and multimedia technologies. He had previously served as Senior Software Expert in Motorola Technology China, HiSilicon Semiconductors and Luokung Technology Corp. He is currently Chief Technology Officer of a startup company focusing in artificial intelligence and robotics in China. Mr. Zhao holds a Ph.D. in Computer Science and Technology from Hong Kong University of Science and Technology and a Master in Computer Science and Technology from Institute of Computer Mathematics and Science, Engineering, Computing, Chinese Academy of Sciences. Ms. Lim Hwee Yong, Nana was appointed to the Board as a Non-Executive Independent Director of the Company on 31 March 2021. She is a member of the Remuneration Committee, the Audit Committee and the Nominating Committee of the Company. Ms. Lim has more than 23 years of experience in areas including accounting, auditing and business advisory. She is currently a Forensic Accountant. Ms. Lim holds a Bachelor of Accountancy from Nanyang Technological University and a Master of Commerce (Information Systems) from University of Queensland. She is a Chartered Accountant of the Institute of Singapore Chartered Accountants and a certified information systems auditor of the Information Systems Audit & Control Association. Ms. Huang Lin was appointed to the Board as a Non-Executive Independent Director of the Company on 29 June 2022. She is the Chairman of the Audit Committee as well as a member of the Remuneration Committee and the Nominating Committee of the Company. Ms. Huang has more than 14 years of experience in supervisory framework, financial technology, risk management and business modelling. She has excellent knowledge of a financial institution’s operations, regulatory requirements and risk management controls and procedures in Singapore. Ms. Huang had previously served as an Assistant Director of the Insurance Department under the Financial Supervision Group in the Monetary Authority of Singapore, as an Associate Director in finexis advisory Pte Ltd, as well as a Chief Sales Officer of Bancassurance in a financial insurance company. She is currently working as a Financial Advisory Manager with Financial Alliance Pte Ltd. Ms. Huang holds a Bachelor of Arts in Economics and a Bachelor of Science in Chemistry from Peking University as well as a Master of Social Science in Applied Economics from National University of Singapore. MR. ZHAO JIAN NON-EXECUTIVE INDEPENDENT DIRECTOR MS. LIM HWEE YONG NANA NON-EXECUTIVE INDEPENDENT DIRECTOR MS. HUANG LIN NON-EXECUTIVE INDEPENDENT DIRECTOR
15 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 KEY MANAGEMENT Dr. Morris has been associated with the Group since May 2011. He utilises his wide-ranging technical expertise and experience to monitor and advise the Group on exploration assets and production operations. As both a field- and officebased geologist and geophysicist, as well as an exploration and production manager, he has amassed more than 36 years of professional hydrocarbon exploration and production experience across the globe. He has relevant experience in New Zealand, Australia, Papua New Guinea, China, Thailand, India, Cuba, and the USA. He has also participated in field research in Antarctica. He has been an active member of the American Association of Petroleum Geologists (AAPG) for 40 years. DR. BRUCE MORRIS TECHNICAL ADVISOR
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 16 SUMMARY OF OIL AND GAS RESERVES AND RESOURCES GROSS ATTRIBUTABLE TO LICENCE NET ATTRIBUTABLE TO THE COMPANY CATEGORY (MMBBL OR MBOE) (MMBBL OR MBOE ) CHANGE FROM PREVIOUS UPDATE % RISK FACTORS REMARKS Reserves Oil Reserves (Mmbbl) 1P 3.74 0.75 5.27 – Please refer to note 1 below 2P 12.20 2.44 6.56 – 3P 13.02 2.60 6.30 – Gas Reserves (Mboe) 1P – – (100.00) – Please refer to note 1 below 2P 503.00 100.60 – – 3P 503.00 100.60 – – Natural Gas Liquids Reserves 1P – – – – – 2P – – – – – 3P – – – – – Contingent Resources Oil 1C – – – – – 2C – – – – – 3C – – – – – Natural Gas 1C – – – – – 2C – – – – – 3C – – – – – Natural Gas Liquids 1C – – – – – 2C – – – – – 3C – – – – – Prospective Resources Oil Low Estimate – – – – – Best Estimate – – – – – High Estimate – – – – – Natural Gas Low Estimate – – – – – Best Estimate – – – – – High Estimate – – – – – Legend: 1C: Low estimate of contingent resources 2C: Best estimate of contingent resources 3C: High estimate of contingent resources 1P: Proved 2P: Proved + Probable 3P: Proved + Probable + Possible Mboe: Thousands barrels of oil equivalent MMbbl: Millions of barrels Note 1: The Group is the holder of 20% of the working interest in the three producing onshore oil concessions in Phetchabun Basin, Thailand (the “Concessions”) and as a minority stakeholder, the Group is reliant upon the operator and holder of 60% of the working interest in the Concessions (namely ECO Orient Resources (Thailand) Limited) for all technical reporting. Name of Qualified Person: Bruce Douglas Morris (PhD) Date: 30 September 2024 Professional Society Affiliation / Membership: American Association of Petroleum Geologists and South East Asia Petroleum Exploration Society DATE OF REPORT: 30 June 2024 DATE OF PREVIOUS REPORT: 30 June 2023 NAME OF ASSET/ COUNTRY: SW1,L44/43,L33/43, Thailand
18 Corporate Governance Report 52 Directors’ Statement 56 Independent Auditor’s Report 63 Consolidated Statement of Comprehensive Income 64 Balance Sheets 66 Consolidated Statement of Changes in Equity 67 Consolidated Statement of Cash Flows 69 Notes to the Financial Statements 131 Statistics of Shareholdings 133 Notice of Annual General Meeting Proxy Form FINANCIAL CONTENTS
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 18 CORPORATE GOVERNANCE REPORT CapAllianz Holdings Limited (the “Company”, and together with its subsidiaries, the “Group”) is committed to ensure high standards of corporate governance for the protection of interests of the Company’s shareholders (“Shareholders”) and to promote investors’ confidence. This Corporate Governance Report describes the corporate governance practices adopted by the Company for the financial year ended 30 June 2024 (“FY2024”) with specific reference made to each of the principles of the Singapore Code of Corporate Governance 2018 (the “Code”), which forms part of the continuing obligations of the Singapore Exchange Securities Trading Limited (“SGX-ST”) Listing Manual Section B: Rules of Catalist (“Catalist Rules”). The Company confirms that, for FY2024, it has complied substantially with the principles and provisions set out in the Code. Where there are deviations from the Code, appropriate explanations are provided. The Company will continue to enhance its corporate governance practices appropriate to the conduct and growth of its business and review such practices on an ongoing basis to ensure compliance with the Catalist Rules. BOARD MATTERS THE BOARD’S CONDUCT OF AFFAIRS Principle 1: The company is headed by an effective Board which is collectively responsible and works with Management for the long-term success of the company. Principal Duties of the Board The primary function of the board of directors (the “Board” or “Directors”) of the Company is to provide entrepreneurial leadership so as to protect and enhance long-term value and returns for its shareholders. Besides carrying out its statutory responsibilities, the Board’s role includes the following: (i) setting overall business direction and provide guidance on corporate strategic plans; (ii) ensure that necessary resources are in place for the Company to meet its objectives; (iii) monitoring financial performance including review and approval of interim and annual financial reports; (iv) reviewing the adequacy and integrity of the Company’s internal controls, risk management systems, financial reporting systems and monitoring the performance of the Group and the Company’s management (“Management”); (v) assuming responsibility for corporate governance; (vi) monitoring and approving major funding, investment, acquisitions, disposals and divestment proposals; and (vii) reviewing interested person transactions. All Directors objectively discharge their duties and responsibilities at all times as fiduciaries in the best interests of the Group and hold Management accountable for performance. The Company has established a Code of Business Conduct and Ethics that sets the principles of the code of business conduct and ethics which applies to all employees of the Group. Such a code of business conduct and ethics sets appropriate tone-fromthe-top and desired organizational culture and ensures proper accountability within the Group. All Directors are required to disclose their interests in the Group including any interested person transaction with the Group. Directors facing conflicts of interest in relation to any matter will recuse themselves from discussions and decisions involving the conflicted-related matters.
19 CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 CORPORATE GOVERNANCE REPORT Delegation by the Board The Board is supported by the Audit Committee (“AC”), the Nominating Committee (“NC”) and the Remuneration Committee (“RC”) (collectively, the “Board Committees”). The Board Committees were formed with clear written terms of reference setting out their compositions, authorities and duties. The members of the Board Committees are drawn from the members of the Board and each of these Board Committees operates under the delegated authority from the Board. Any change to the terms of reference for any Board Committee requires the specific written approval of the Board. The responsibilities and authority of the Board Committees set out in their respective terms of reference were revised for alignment with the Code. The composition, description, terms of reference and summary of activities of each Board Committee are set out in this Corporate Governance Report. All the Board Committees are actively engaged and play an important role in ensuring good corporate governance in the Company and within the Group. The Board Committees report its activities regularly to the Board. Minutes of the Board Committee meetings are available to all Board members. The Board acknowledges that while these various Board Committees have the authority to examine issues and report back to the Board with their decisions and recommendations, the ultimate responsibility on all matters lies with the Board. The Board Committees have explicit authority to investigate any matter within their terms of reference, have full access to and co-operation by Management, have resources to enable them to discharge their functions properly and full discretion to invite any Director of senior Management to attend their meetings. Board and Board Committees Meetings The Board meets regularly and whenever deemed necessary and appropriate. Telephonic attendance is allowed under the Company’s Constitution. When a physical meeting is not possible, timely communication with members of the Board can be achieved through electronic means. The Board and Board Committees may also make decisions through circular resolutions. The attendance of each Director at all Board and Board Committee meetings as well as general meetings of the Company held during FY2024 is set out below: BOARD AUDIT COMMITTEE NOMINATING COMMITTEE REMUNERATION COMMITTEE ANNUAL GENERAL MEETING HELD ON 27 OCTOBER 2023 Number of meetings held: 2 2 1 1 1 Attendance: Pang Kee Chai, Jeffrey(1) 1 1 1 – – Lim Hwee Yong Nana 2 2 1 1 1 Zhao JiAn 2 2 1 1 1 Liu Qiang 2 2 - 1 1 Yu Jinfeng 2 2 1 1 1 Huang Lin 2 2 1 1 1 Note: (1) Mr Pang Kee Chai, Jeffrey resigned as the Vice Chairman of the Board and Executive Director of the Company with effect from 1 October 2023.
CAPALLIANZ HOLDINGS LIMITED ANNUAL REPORT 2024 20 CORPORATE GOVERNANCE REPORT While the Board considers Directors’ attendance at board meetings important, it should not be the only criterion used to measure their contributions. The Board also takes into account the contributions by Board members in other forms, including periodical reviews and the provisions of guidance and advice on various matters relating to the Group. The Board also considers the Directors’ other listed company board representations and other principal commitments to ensure they are able to and have been adequately carrying out their duties as Directors of the Company, as well as sufficient time and attention are given to the affairs of the Company. Directors’ Orientation and Training The Company does not have a formal training programme for its Directors. Regular training will be arranged and funded by the Company for all Directors, from time to time. All Directors are also updated on an on-going basis by way of circulars or via Board and Board Committee meetings on matters relating to the changes to relevant laws, regulations and accounting and governance standards so as to enable them to make well-informed decisions and to properly discharge their duties as Board or Board Committee members. During FY2024, Directors are provided with briefings and updates as and when necessary on (i) the developments in new and revised financial reporting standards that are relevant to the Group, as well as governance standards by the Company’s external auditors; (ii) regulatory announcements, guidance and/or amendments to the Catalist Rules and the Code by the Company Secretary and the Company’s sponsor; and (iii) changes in the relevant laws and regulations pertaining to the Group’s business and changing commercial risks and business conditions of the Group by the Management during the Board Committee meetings. In addition, all Directors have attended the prescribed sustainability training courses organised by the relevant training providers as required under the enhanced sustainability reporting rules announced by the SGX-ST in December 2021. Newly appointed Directors would receive a formal letter setting out the Director’s duties and obligations and the Company would arrange orientation programs to enable the newly appointed Directors to familiarise themselves with the Group’s business and governance practices. The Company will also arrange and fund such trainings for first-time Directors (being a director who has no prior experience as a director of a company listed on the SGX-ST) in relation to the roles and responsibilities of a director of a listed company, organised by the Singapore Institute of Directors (“SID”) as required under Rule 406(3)(a) of the Catalist Rules, as well as other courses relating to areas such as accounting, legal and industry specific knowledge as and where appropriate. No new Director was appointed during FY2024. Matters Requiring Board’s Approval All material transactions require the Board’s approval. Material transactions are those which do not ordinarily fall within the normal day-to-day operations of the Group, which include amongst others, investments, acquisitions and disposals, annual budgets, approval of annual reports and audited financial statements, declaration of dividends, convening of general meetings and approval of interested person transactions. Access to Information The Board and Board Committees are furnished with adequate and accurate information prior to any meeting so as to facilitate the Directors in the proper and effective discharge of their duties. Board papers are prepared for each Board and Board Committee meeting. The Board papers include sufficient information from the Management on financial, business and corporate issues to enable the Directors to be properly briefed on issues to be considered at the Board and Board Committee meetings. Information about the Company and the Group are freely available to each Board member. The Management will supply any additional information that the Board requires. The Management and the senior executive officers of the Company and the Group are invited by the Board to attend the Board meetings to present their proposals or to answer any questions that Board members may have.
capallianz.listedcompany.comRkJQdWJsaXNoZXIy NTkwNzg=