Yinson Integrated Annual Report 2024

ACCOUNTABILITY | FINANCIAL STATEMENTS 263 NOTES TO THE FINANCIAL STATEMENTS For the financial year ended 31 January 2024 21. INVESTMENT IN ASSOCIATES (CONTINUED) In the current financial year, movement in the investment in associates includes the following: (i) On 9 February 2023, Yinson Venture Capital Pte. Ltd. (“YVCPL”) subscribed for 55,872 shares, each with a nominal value of NOK1.00 in Zeabuz AS (“Zeabuz”), representing 6.2% equity interest in Zeabuz for a total cash consideration of NOK5 million (RM2.2 million). On 11 July 2023, YVCPL has further subscribed for 55,872 new ordinary shares in Zeabuz for a total cash consideration of NOK5 million (RM2.2 million). As a result, YVCPL shareholding increased to 111,744 ordinary shares which represents 10.3% of the enlarged issued and paid-up share capital of Zeabuz. On 17 November 2023, a recent fundraise has diluted YVCPL’s equity interest in Zeabuz from 10.3% to 10%. The total number of shares held by YVCPL in Zeabuz remains unchanged at 111,744 ordinary shares. The Group has concluded that it has significant influence in Zeabuz, even though it holds less than 20% equity interest in this associate. Based on the agreement signed between the shareholders, YVCPL has board representation and the power to participate in policy-making decisions. (ii) On 18 April 2023, YVCPL has further subscribed for 192,069 Series B preference shares (“Series B Shares”), representing 4.64% equity interest in the share capital of OyikaPL for a total consideration of USD2 million (RM8.9 million) which is offset by the subscription amount against all amounts owing by OyikaPL to YVCPL under the Convertible Note issued on 13 September 2022. Following the subscription of Series B Shares, YVCPL’s interest in Series A Shares of OyikaPL decreased from 20.8% to 16.90%. As a result, including both Series A and Series B shares, YVCPL now owns 21.54% equity interest in OyikaPL. On 15 November 2023, additional shares were issued to an existing shareholder of OyikaPL. The number of Series A and Series B preference shares held by YVCPL remains unchanged. As a result, YVCPL’s interest in Series A shares of OyikaPL decreased from 16.90% to 16.57% and Series B shares decreased from 4.64% to 4.55%. In total, YVCPL now owns 21.12% equity interest in OyikaPL. (iii) On 26 April 2023, YR C&I Pte. Ltd. further subscribed 990,000 new ordinary shares of Plus Xnergy Assets Sdn Bhd at RM1.00 per share. The total cash consideration is RM1 million. Shareholding remains unchanged. (iv) On 7 May 2023, SCSL has exercised its call rights with respect to 2,115,488 ordinary shares in the share capital of SCSL pledged by TTB Holdings Company Ltd (“TTB”), a shareholder of SCSL in favour of SCSL (“Pledged Shares”). Pursuant to the exercise of the call rights, SCSL repurchased the Pledged Shares under the promissory note and loan agreement dated 12 September 2019, which resulted in an overall decrease of 2,115,488 ordinary shares in the share capital of SCSL. As a result, the equity interest in SCSL held by YVCPL has increased from 20% to 22.37%. The number of shares which YVCPL owns in SCSL remains unchanged at 3,994,052 ordinary shares. On 9 November 2023, YVCPL has acquired additional equity interests in SCSL by acquiring the entire equity interest of TTB for a purchase consideration of USD 1 million (RM4.7 million). As a result, the equity interest in SCSL held by YVCPL has increased from 22.37% to 44%. Arising from this increase in YVCPL’s shareholding and re-assessment of its shareholder rights based on the agreement signed between the shareholders, the Group has concluded that it has joint control in SCSL. Accordingly, the Group’s investment in SCSL of RM70.1 million was reclassified from associate to joint venture.

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