TIDMORNT
RNS Number : 6888V
Orient Telecoms PLC
25 July 2018
24 July 2018
ORIENT TELECOMS PLC
("ORIENT" or the "Company")
FINAL RESULTS FOR THE YEARED 31 MARCH 2018
ORIENT is an information technology company that offers managed
services as its core business, which include managed services in
machine to machine networking, solutions for internet of things
(IOT), cyber security, big data solutions as well as full spectrum
of other managed services, announces its results for the year ended
31 March 2018.
Highlights for the period:
-- Orient Telecoms was admitted to the Official List (by way of
Standard Listing) and to trading on the London Stock Exchange's
main market for listed securities.
-- The Company has rolled-out a new product, which could
potentially disrupt and revolutionise the way in which SME's (Small
& Medium Sized Enterprises) manage and commercialise their
telecommunications requirements, office assets and equipment.
-- Sufficient funding in hand to support administration expenses
The annual report and accounts is available on the Company's
website at: www.orient-telecoms.com
The annual report and accounts for the year ended 31 March 2018
has been uploaded to the National Storage Mechanism and will be
available for viewing shortly at
http://www.morningstar.co.uk/uk/NSM
For more information please contact:
Orient Telecoms plc
Mark Pincock mark@orient-telecoms.com
CHAIRMAN'S STATEMENT
It gives me great pleasure to present the financial statements
of Orient Telecoms Plc. (the "Company" or "Orient Telecom") for
year ended 31(st) March, 2018.
As with most start-ups, Orient Telecoms' current year of
operation has been one of excitement and challenges, which has
included a steep learning curve for all concerned. After the
initial euphoria of completing the standard listing on the Main
Market of the London Stock Exchange ("Admission") we concluded the
recruitment of key senior management, and overcome the challenges
of filling some of the middle management positions.
Despite this early setback, in the subsequent to year end,
Orient Telecoms has contracted new Sales Managers who have
responded to the challenges of working for a start-up head-on and
it is safe to say that the entire Sales Team has exceeded
expectations and continues to do so with energy, passion and
integrity. All key attributes when competing in a highly
competitive market segment.
For FY2019, Orient Telecoms has also rolled-out a new product,
which could potentially disrupt and revolutionise the way in which
Small & Medium Sized Enterprises ("SME") manage and
commercialise their telecommunications requirements, office assets
and equipment.
For the customers, with this products, rather that engaging and
negotiating directly with up to a dozen different service providers
and vendors, all of whom will have different service levels,
contracts, delivery & payment terms, hotlines and
troubleshooting procedures, Orient Telecoms' Product is a one-stop,
added value product and service that can coordinate and manage all
their office requirements under one point of contact. Thus,
allowing SME's to focus their attention and energy on core business
activities such as developing and fine-tuning their products,
understanding their market better and satisfying the requirements
of their customers.
It should also be noted that Orient Telecoms has not embarked on
a grandiose general marketing campaign, preferring instead to
engage directly with potential customers on a one-to-one basis via
the use of Business Consultants armed with a Marketing Tool Kit and
instructed to conduct market research, identify potential leads and
act as Brand Ambassadors for the company. To date, this strategy
has proven successful and we will look to increase the number of
our Business Consultants if the right candidates can be found.
The first year has therefore been rewarding, yet despite minor
setbacks, the Management Team is optimistic about FY2019 and is
very much looking forward to leveraging on the good work that has
been done by the Sales and Marketing Teams during our first year of
operations.
Our strategy for FY2019 is to further increase the size of our
Sales and Marketing Teams and to continue to develop customer-led
end-to-end solutions in relation to outsourcing and managed
services in the information and communication technology
industry.
Following the Admission, the company has sufficient funds
available for FY2019 which include but are not limited to standard
corporate operations, contracted staff costs, Directors' fees and
other administrative expenses.
I look forward to the year ahead with gratitude to our
shareholders for their continued support and will update you as and
when new milestones are reached.
MARK PINCOCK
Director
24 July 2018
STRATEGIC REPORT
Strategy, objective and business model
The Company has been incorporated with the intention of
providing managed telecommunications services using the network
infrastructure owned by other network operators to enable cost
effective and rapid connectivity to large bandwidth consumers
initially in Singapore and subsequently within other Southeast
Asian countries. The Company aims to be a new regional network
telecommunications provider offering connectivity and selling
managed network services across Southeast Asia. The Company's
service offering and the construction of its overlay network will
require low capital expenditure and management believe this will
enable it to offer attractive pricing to customers in the
region.
On 25 October 2017, the Company was admitted to the Official
List (by way of Standard Listing) and to trading on the London
Stock Exchange's main market for listed securities.
Upon Admission, the Directors utilised their network of contacts
within the region and initiated discussions with several current
fibre optic infrastructure owners within the region in respect of
the use of their infrastructure. The Company has been working with
the relevant parties and are confident that managed communications
deals and revenue will flow into the Company by 3rd quarter
2018.
Fair review of business development and performance
As described in the Chairman's statement, the Company's cash
resources are sufficient for general corporate purposes and its
operational activities such as the Company's on-going operating
costs and expenses including Directors' fees and salaries.
The Company continues to keep administrative costs to a minimum
so that a substantial part of funds can be dedicated to the review
of and potentially investment in, suitable projects.
The administrative expense of approximately GBP186,000 (2016:
GBP171,000) and cash at bank balance of approximately GBP751,000
(2017: GBPnil) whilst staging the company for operational roll out
in FY 2019 with a motivated sales team and new managed services
product are regarded as the key performance indicators (KPIs) of
the Company.
Principal risks and uncertainties
The Directors have identified the following as the key risks
facing the business:
- The Telecommunication sector
The company operates in a highly competitive and saturated
market as the company does not involve in building its own network
infrastructure which would require significant capital expenditure.
The company will be dependent on entering into agreements with
licensed network operators in the territories in which it operates
in respect of their infrastructure in order to provide a managed
service offering to customers and developing its own overlay
network. The ability to establish a strong and diversified set of
agreements with network operators is important to enable the
company to be able to offer competitive solutions for its
customers.
In addition, a company's operation can be disrupted by a variety
of tasks and hazards which are beyond its control such as
governmental delays, increase in costs and the availability of
equipment or services.
- The Company's relationship with the Directors
The Company is dependent on the Directors to identify potential
business opportunities and to execute, and the loss of the services
of the Directors could materially affect it.
- Business Strategy
The Company is an entity with no operating history. The Company
may fail to execute its business plan or strategy that the Company
will be unable to secure a customer base or to complete a business
deal. This has been mitigated with experienced management, the
recruitment of a calibre sales team to secure revenue contracts and
the board's regular review of the company's business plan. The
Company is also confident that its product has a better edge to
support SMEs and will be able to support the target growth of the
Company.
Going concern
These financial statements have been prepared on a going concern
basis. After making due enquiry, the directors have a reasonable
expectation that the Company has adequate resources to continue in
operational existence. For this reason, they continue to adopt the
going concern basis in preparing the financial statements.
Capital and returns management
The Company expects that any returns for Shareholders would
derive primarily from capital appreciation of the Ordinary Shares
and any dividends paid pursuant to the Company's dividend
policy.
Year ended Period
31 March from
2018 26 February
2016
(inception)
to
31 March
2017
Notes GBP GBP
REVENUE - -
------------ -------------
- -
Administrative expenses 4 (185,783) (171,000)
------------ -------------
LOSS BEFORE TAXATION (185,783) (171,000)
Income tax expense 5 - -
------------ -------------
LOSS FOR THE PERIOD ATTRIBUTABLE
TO EQUITY HOLDERS OF THE
COMPANY (185,783) (171,000)
OTHER COMPREHENSIVE INCOME
Other comprehensive income - -
TOTAL COMPREHENSIVE LOSS
FOR THE PERIOD (185,783) (171,000)
============ =============
Basic and diluted loss
per share (pence) 6 (4.02) (34.2)
------------ -------------
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEARED 31 MARCH 2018
All amounts are derived from continuing operations.
STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2018
As at As at
31 March 31 March
2018 2017
Notes GBP GBP
CURRENT ASSETS
Bank 7 751,387 -
Other receivables 8 - 2,500
751,387 2,500
CURRENT LIABILITIES
Other payables 9 108,170 161,000
NET ASSETS/(LIABILITIES) 643,217 (158,500)
============= ==========
EQUITY ATTRIBUTABLE TO
EQUITY HOLDERS OF THE
COMPANY
Share capital 10 1,000,000 12,500
Accumulated loss (356,783) (171,000)
------------- ----------
TOTAL EQUITY 643,217 (158,500)
============= ==========
The notes to the financial statements form an integral part of
these financial statements.
Year ended Period from
31 March 26 February
2018 2016
(inception)
to
31 March
2017
Notes GBP GBP
Cash flow from operating
activities
Loss before tax (185,783) (171,000)
------------------- -------------
Changes in working capital
Other receivables 2,500 (2,500)
Other payables 34,670 161,000
------------------- -------------
37,170 158,500
------------------- -------------
Net cash outflow from
operating activities (148,613) (12,500)
------------------- -------------
Cash flow from financing
activities
Proceeds from issue of
share 900,000 12,500
------------------- -------------
Net cash inflow from financing
activities 900,000 12,500
Net movement in cash and 751,387 -
cash equivalents
Cash and cash equivalents - -
at beginning of period
------------------- -------------
Cash and cash equivalents 751,387 -
at end of period
=================== =============
STATEMENT OF CASH FLOWS
FOR THE YEARED 31 MARCH 2018
The material non-cash transaction are disclosed in note 10.
Share Accumulated Total
capital loss
GBP GBP GBP
Period from 26 February
2016 (inception) to
31 March 2017
Loss during the period - (171,000) (171,000)
---------- ------------ ----------
Total comprehensive
loss for the period - (171,000) (171,000)
---------- ------------ ----------
Transactions with owners
Shares issued on incorporation 12,500 - 12,500
---------- ------------ ----------
As at 31 March 2017 12,500 (171,000) (158,500)
---------- ------------ ----------
Loss during the year - (185,783) (185,783)
---------- ------------ ----------
Total comprehensive
loss for the period - (185,783) (185,783)
---------- ------------ ----------
Transactions with owners
Issue of new shares 987,500 - 987,500
---------- ------------ ----------
As at 31 March 2018 1,000,000 (356,783) 643,217
---------- ------------ ----------
STATEMENT OF CHANGES IN EQUITY
FOR THE YEARED 31 MARCH 2018
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEARED 31 MARCH 2018
1. GENERAL INFORMATION
The Company was incorporated in England and Wales on 26 February
2016, as a public company limited by shares under the Act. The
principal legislation under which the Company operates is the Act.
The registered office of the Company is at the offices of London
Registrar, Suite A, 6 Honduras St, London EC1Y 0TH United
Kingdom.
The Company was admitted to the Official List (by way of a
Standard Listing) and to trading on the London Stock Exchange's
main market for listed securities on 25 October, 2017.
2. ACCOUNTING POLICIES
The Board has reviewed the accounting policies set out below and
considers them to be the most appropriate to the Company's business
activities.
Basis of preparation
The financial statements have been prepared in accordance with
International Financial Reporting Standards (IFRS) as adopted for
use by the European Union (EU) and IFRIC interpretations applicable
to companies reporting under IFRS. The financial statements have
been prepared under the historical cost convention as modified for
financial assets carried at fair value.
The financial information of the Company is presented in British
Pound Sterling ("GBP").
Comparative figures
Comparative figures are stated for period from date of
incorporation on 26 February 2016 to 31 March 2017.
Going concern
The company meets its day to day working capital requirements
through existing cash reserves. As the company has yet to generate
any revenue or income, there can be considerable unpredictable
variations in the timing of cash flows. The Directors have
considered the planned activities for a twelve month period until
31 July 2019. In undertaking this assessment, they have considered
the expected revenue generation in the period and have assessed
that the company will have adequate working capital for the company
to be able to meet its liabilities as they fall due. Should there
be delays in revenue, the Company will manage the ongoing
commitments made by the company. At this present moment, the
Directors will not commit the company to any liabilities if it does
not have sufficient cash resources to meet.
At the balance sheet date, the Company had a cash surplus of
approximately GBP751,387, which the Directors believe will be
sufficient to pay its ongoing expenses and to meet its liabilities
as they fall due for a period of at least 12 months from the date
of approval of the financial statements. These financial statements
have been prepared on a going concern basis at the end of reporting
period.
After making this enquiry, the directors have a reasonable
expectation that the Company has adequate resources to continue in
operational existence. For this reason, they continue to adopt the
going concern basis in preparing the financial statements.
Standards and interpretations issued but not yet applied
A number of new standards, amendments to standards and
interpretations are effective for annual periods beginning on or
after 1 January 2018, and have not yet been early adopted in
preparing these financial statements. The Company has considered
the impact of these, including IFRS 9 and IFRS 15, and concluded
that none of these are expected to have a significant effect on the
financial position or results of the Company.
Cash and cash equivalents
The Company considers any cash on short-term deposits and other
short-term investments to be cash equivalents.
Taxation
The tax currently payable is based on the taxable profit for the
period. Taxable profit differs from net profit as reported in the
income statement because it excludes items of income or expense
that are taxable or deductible in other periods and it further
excludes items that are never taxable or deductible. The Company's
liability for current tax is calculated using tax rates that have
been enacted or substantively enacted by the balance sheet
date.
Deferred income tax is provided for using the liability method
on temporary timing differences at the balance sheet date between
the tax basis of assets and liabilities and their carrying amounts
for financial reporting purposes. Deferred income tax liabilities
are recognised in full for all temporary differences. Deferred
income tax assets are recognised for all deductible temporary
differences carried forward of unused tax credits and unused tax
losses to the extent that it is probable that taxable profits will
be available against which the deductible temporary differences and
carry-forward of unused tax credits and unused losses can be
utilised.
The carrying amount of deferred income tax assets is assessed at
each balance sheet date and reduced to the extent that it is no
longer probable that sufficient taxable profits will be available
to allow all or part of the deferred income tax asset to be
utilised. Unrecognised deferred income tax assets are reassessed at
each balance sheet date and are recognised to the extent that is
probable that future taxable profits will allow the deferred income
tax asset to be recovered.
Financial instruments
Financial assets and financial liabilities are recognised on the
statement of financial position when the company becomes a party to
the contractual provisions of the instrument.
Trade and other receivables
Trade and other receivables are measured at initial recognition
at fair value, and are subsequently measured at amortised cost less
any provision for impairment.
Trade and other payables
Trade and other payables are initially measured at fair value,
net of transaction costs, and are subsequently measured at
amortised cost, where applicable, using the effective interest
method, with interest expense recognised on an effective yield
basis.
3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of financial statements in compliance with IFRS
as adopted for use by the European Union requires the use of
certain critical accounting estimates or judgements. The directors
do not consider there to be any key sources of estimation and
uncertainty. In respect of critical judgements, the only key
judgement is the adoption of going concern on the basis for
preparing the financial statements, details of which are set out in
note 2.
4. LOSS BEFORE TAXATION
The loss before income tax is stated after charging:
Period
from
26 February
Year ended 2016
31 March (inception)
2018 to
31 March
2017
GBP GBP
Consultancy fee 42,140 100,000
Auditors' remuneration:
Fees payable to the Company's
auditor for the audit of
the Company's annual accounts 12,000 12,000
Fees payable to the Company's
auditor for other services:
Other transaction work 30,000 12,000
5. INCOME TAX EXPENSE
The corporation tax in the UK applied during the year was 19%
(2017: 20%).
The charge for the period can be reconciled to the loss in the
Statement of Comprehensive income as follow:
Period
from
26 February
Year ended 2016
31 March (inception)
2018 to
31 March
2017
GBP GBP
Loss before tax on continuing
operations (185,783) (171,000)
------------- -------------
Tax at the UK corporation
tax rate (35,299) (42,750)
Tax effect of expenses that
are not deductible in determining
taxable profit - -
Unutilised tax loss carry
forward 35,299 42,750
------------- -------------
Tax charge for the period - -
------------- -------------
The Company has accumulated tax losses of approximately
GBP357,000. No deferred tax asset has been recognised in respect of
the losses carried forward, due to the uncertainty as to whether
the Company will generate sufficient future profits in the
foreseeable future to prudently justify this.
6. LOSS PER SHARE
Basic loss per ordinary share is calculated by dividing the loss
attributable to equity holders of the Company by the weighted
average number of ordinary shares in issue during the period.
Diluted earnings per share is calculated by adjusting the weighted
average number of ordinary shares outstanding to assume conversion
of all dilutive potential ordinary shares. There are currently no
dilutive potential ordinary shares.
Loss per share attributed to ordinary shareholders
Year ended Period
31 March from
2018 26 February
2016
(inception)
to
31 March
2017
Loss for the year/period
(GBP) (185,783) (171,000)
Weighted average number
of shares (Unit) 4,621,918 500,000
Basic and diluted loss
per share (Pence) (4.02) (34.2)
7. BANK
Cash and cash equivalents are denominated in the following
currencies:
As at As at
31 March 31 March
2018 2017
GBP GBP
Great Britain Pound 707,716 -
Singapore Dollar 18,735 -
United States Dollar 24,937 -
---------- ----------
751,387 -
---------- ----------
8. OTHER RECEIVABLES
As at As at
31 March 31 March
2018 2017
GBP GBP
Other receivables - 2,500
------------ ----------
- 2,500
------------ ----------
9. OTHER PAYABLES
As at As at
31 March 31 March
2018 2017
GBP GBP
Amount due to related company 44,391 107,500
Accruals 53,530 34,500
Other payables 10,249 19,000
---------- ----------
108,170 161,000
---------- ----------
10. SHARE CAPITAL
Ordinary shares of GBP0.10 each
Number of Amount
shares GBP
Issued on incorporation
(partial paid up) 50,000 12,500
----------- -----------
At 31 March 2017 50,000 12,500
Additional payment of
the partial paid up shares - 37,500
Subdivision of ordinary 450,000 -
share
Issued of new ordinary
shares to ("OMSL") 500,000 50,000
Issued of new ordinary
shares on admission 9,000,000 900,000
At 31 March 2018 10,000,000 1,000,000
----------- -----------
On 26 February 2016, the Directors approved the issue of 50,000
ordinary shares in the Company to Orient Managed Services Limited
("OMSL") for GBP1 each, of which GBP12,500 have been paid and
called up. The remaining GBP37,500 have not been called up at 31
March 2017.
On 29 September 2017, the existing 50,000 ordinary shares of
GBP1.00 each was converted to 500,000 shares of GBP0.10 each and
balance of GBP37,500 being fully paid. A further 500,000 new
ordinary shares of GBP0.10 each were issued concurrently to the
existing shareholder. These ordinary shares were fully paid through
the conversion of the shareholder's loan owed by the Company,
amounted to GBP87,500.
On 25 October 2017, the Company was admitted to the Official
List (by way of a Standard Listing) and to trading on the London
Stock Exchange's Main Market. On admission, 9,000,000 shares of
GBP0.10 each were issued and fully paid. From listing total proceed
of GBP900,000, the Company received net proceed of GBP769,860,
after deduction of listing and broker cost.
At 31 March 2018, the total issued ordinary share of the Company
were 10,000,000.
11. EMPLOYEES AND DIRECTORS' EMOLUMENTS
Directors fee during the year
Year ended Period
31 March from
2018 26 February
2016
(inception)
to
31 March
2017
GBP GBP
Mark Richard Logan Pincock 6,986 -
Sayed Mustafa Ali 6,986 -
Ross Andrews 9,315 -
Leon Santos 6,986 -
----------- -------------
30,273 -
----------- -------------
The Directors' fees are payable to the third party companies in
respect of their services as the directors of the Company.
There is no employee employed by the Company other than its
directors. The average monthly number of employees, including
directors, during the year were 4 (2017: 2).
12. FINANCIAL RISK MANAGEMENT
The Company uses a limited number of financial instruments,
comprising cash, short-term deposits and various items such as
trade receivables and payables, which arise directly from
operations. The Company does not trade in financial
instruments.
Financial risk factors
The Company's activities expose it to a variety of financial
risks: currency risk, credit risk, liquidity risk and cash ow
interest rate risk. The Company's overall risk management programme
focuses on the unpredictability of financial markets and seeks to
minimise potential adverse effects on the Company's financial
performance.
a) Currency risk
The Company does not operate internationally and its exposure to
foreign exchange risk is limited to the transactions and balances
that are denominated in currencies other than Pounds Sterling. As
set out in note 7, the impact of any change in the foreign currency
will be minimal and not considered material.
b) Credit risk
The Company does not have any major concentrations of credit
risk related to any individual customer or counterparty. Credit
risk arises from cash and cash equivalents and deposits with banks
and financial institutions. The Group has taken necessary steps and
precautions in minimising the credit risk by lodging cash and cash
equivalents only with reputable licensed banks.
c) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient
cash and available funding through an adequate amount of committed
credit facilities. The Company ensures it has adequate resource to
discharge all its liabilities. The directors have considered the
liquidity risk as part of their going concern assessment. (See note
2).
Fair values
Management assessed that the fair values of cash and short-term
deposits, trade receivables, trade payables and other current
liabilities approximate their carrying amounts largely due to the
short-term maturities of these instruments.
13. CAPITAL MANAGEMENT POLICY
The Company's objectives when managing capital are to safeguard
the Company's ability to continue as a going concern in order to
provide returns for shareholders and benefits for other
stakeholders and to maintain an optimal capital structure to reduce
the cost of capital. The capital structure of the Company consists
of the equity attributable to equity holders of the Company which
comprises of issued share capital and reserves.
14. FINANCIAL INSTRUMENTS
The Company's principal financial instruments comprise other
receivables and other payables. The Company's accounting policies
and method adopted, including the criteria for recognition, the
basis on which income and expenses are recognised in respect of
each class of financial assets, financial liability and equity
instrument are set out in Note 2. The Company do not use financial
instruments for speculative purposes.
The principal financial instruments used by the Company, from
which financial instrument risk arises, are as follows:
As at As at
31 March 31 March
2018 2017
GBP GBP
Financial assets
Loans and receivables
Cash and cash equivalent 751,387 -
Other receivable - 2,500
Total financial assets 751,387 2,500
========== ==========
Financial liabilities measured
at amortised cost
Amount due to related company 44,391 107,500
Other payables 63,779 53,500
Total financial liabilities 108,170 161,000
========== ==========
There are no financial assets that are either past due or
impaired.
15. RELATED PARTY TRANSACTIONS
Key management are considered to be the directors and the key
management personnel compensation has been disclosed in note
11.
In 2017, Orient Managed Services Limited entered into an
agreement with a third party which provides consultancy services in
relation to the listing exercise of the Company. Orient Management
Services Limited is jointly owned by Mark Richard Logan Pincock and
Sayed Mustafa Ali, directors of the Company.
31 March 31 March
2018 2017
GBP GBP
Orient Managed Services
Limited
* Consultancy services charge for the period - 100,000
* Amount due to related party 44,391 107,500
The amount due to related party is interest-free and they are
payable on demand.
16. CONTROL
The directors consider there is no ultimate controlling
party.
17. SUBSEQUENT EVENTS
There were no subsequent events after the reporting period.
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END
FR FKPDNBBKKBOB
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