| INTANGIBLE ASSET |
9. INTANGIBLE ASSET
| | |
Supply/Service Agreements | | |
Computer system | | |
Goodwill | | |
Total | |
| | |
RM | | |
RM | | |
RM | | |
RM | |
| December 31, 2025 | |
| | |
| | |
| | |
| |
| | |
| | |
| | |
| | |
| |
| Cost | |
| | |
| | |
| | |
| |
| As of July 1, 2025 and December 31, 2025 | |
| 31,864,594 | | |
| 78,000,000 | | |
| 29,884,537 | | |
| 139,749,131 | |
| | |
| | | |
| | | |
| | | |
| | |
| Accumulated amortization and impairment loss | |
| | | |
| | | |
| | | |
| | |
| As of July 1, 2025 | |
| (13,011,375 | ) | |
| (65,244,989 | ) | |
| (7,734,427 | ) | |
| (85,990,791 | ) |
| Charge for the period | |
| (1,593,230 | ) | |
| (2,343,656 | ) | |
| - | | |
| (3,936,886 | ) |
| As of December 31, 2025 | |
| (14,604,605 | ) | |
| (67,588,645 | ) | |
| (7,734,427 | ) | |
| (89,927,677 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net carrying amount | |
| | | |
| | | |
| | | |
| | |
| As of December 31, 2025 | |
| 17,259,989 | | |
| 10,411,355 | | |
| 22,150,110 | | |
| 49,821,454 | |
| | |
Supply/Service Agreements | | |
Computer system | | |
Goodwill | | |
Total | |
| | |
RM | | |
RM | | |
RM | | |
RM | |
| June 30, 2025 | |
| | |
| | |
| | |
| |
| | |
| | |
| | |
| | |
| |
| Cost | |
| | |
| | |
| | |
| |
| As of July 1, 2024 | |
| 31,864,594 | | |
| 108,183,437 | | |
| 29,884,537 | | |
| 169,932,568 | |
| Written off | |
| - | | |
| (30,183,437 | ) | |
| - | | |
| (30,183,437 | ) |
| As of June 30, 2025 | |
| 31,864,594 | | |
| 78,000,000 | | |
| 29,884,537 | | |
| 139,749,131 | |
| Accumulated amortization and impairment loss | |
| | | |
| | | |
| | | |
| | |
| As of July 1, 2024 | |
| (9,824,916 | ) | |
| (71,348,434 | ) | |
| - | | |
| (81,173,350 | ) |
| Charge for the year | |
| (3,186,459 | ) | |
| (15,744,999 | ) | |
| - | | |
| (18,931,458 | ) |
| Written off | |
| - | | |
| 29,893,433 | | |
| - | | |
| 29,893,433 | |
| Impairment loss | |
| - | | |
| (8,044,989 | ) | |
| (7,734,427 | ) | |
| (15,779,416 | ) |
| As of June 30, 2025 | |
| (13,011,375 | ) | |
| (65,244,989 | ) | |
| (7,734,427 | ) | |
| (85,990,791 | ) |
| Net carrying amount | |
| | | |
| | | |
| | | |
| | |
| As of June 30, 2025 | |
| 18,853,219 | | |
| 12,755,011 | | |
| 22,150,110 | | |
| 53,758,340 | |
The amortization for the six months ended
December 31, 2025 is RM 3,936,886 (December 31, 2024: RM 9,538,229). Supply/Service Agreements
Supply Agreement, Service Agreement and the Reseller
and Drone Service Agreement (“Supply/Service Agreements”) recognized in a business combination is a contract-based intangible
asset at the acquisition date and is initially measure at cost. After initial recognition, Supply/Service Agreement is measured at cost
less accumulated amortisation and accumulated impairment losses.
For the purpose of initial cost recognition, The
Group had appointed Independent Valuer (“the Valuer”) to value Supply/Service Agreement based on Discounted Cash Flow Valuation
Model (“DCF valuation model”), where the Valuer has adopted the mid-point cost of equity (“Ke”) as the discount
rate for future cash flows on June 3, 2022.
The initial cost recognition was taken the following
basis into consideration:
| ● | the
expected cash flows received by Digital Agrophonic Sdn. Bhd. (“DASB”) derived from the execution of the Supply/Service Agreements,
whereby DASB is authorised to sell, promote, market the products and drone services to customers net present value of such cash flows.
Subsequent to the execution of the Reseller and Drone Service Agreement, DASB has signed the Supply Agreement and Service Agreement for:- |
| | (i) | provision of all-in-one drone services to
streamline workflows on farms and plantation which includes but not limited to spraying pest protection solution for a variety of crops
for a period of ten (10) years; and | | | | | | | (ii) | purchase of Multi-Rotor Agricultural unmanned aeril vehicles (“UAV”) manufactured and marketed under the trademark of Guangzhou Xaircraft Technology Co. Ltd (“GXT”) for a period of ten (10) years and Multi-Rotor Agricultural UAVs from others suppliers from other countries. |
| ● | the
potential future economic benefits expected to derived from the Reseller and Drone Services Agreement for the next ten (10) years period
with an option to renew for another five (5) years; and |
| ● | rationale
and prospects of the Subscription. |
The calculation initial cost of Supply/Service
Agreement are most sensitive the following assumptions:
| (i) | Revenue
and income pursuant to the Reseller and Drone Service Agreement, the Supply Agreement, and the Service Agreement for the period from
ten (10) years, which is derived from 2 main sources as follows: |
| |
● |
Sale of Products – Multi-Rotor Agricultural UAVs. |
| |
|
|
| |
● |
Drone Services – Services of providing all-in-one drone services to streamline workflows on farms and plantations which includes but not limited to spraying pest protection solution for a variety of crops. |
| | | The selling price per unit of the products are approximately RM 5,800 per unit, inflated by 5% per annum for every 3-year intervals. Approximately 272 units is expected to be sold within these ten (10) years. |
| | | Drone Services provided will be charged at a rate of approximately RM 342,800 per month and shall be inflated by 5% per annum for every 3-years intervals. Approximately 608 times of the services is expected to be provided within these ten (10) years. |
| (ii) | There
will be no unusual events or transactions that will materially affect the operations or results of DASB. |
| (iii) | There
will be no legal proceedings against DASB which will adversely affect the activities or performance of DASB or give rise to any contingent
liabilities, which will materially affect the position or business of DASB. |
| (iv) | There
will be no adverse effects from weather conditions, industrial accidents or other similar occurrence, climatic diseases, wars, terrorist
attacks, and other natural risks, both domestically and internationally, that may affect the operations, income and expenditure of DASB. |
| (v) | DASB
meets all the regulations and standards prescribed by the authorities. |
| (vi) | There
will be not any substantial impairment to the carrying value of DASB’s non-current assets. |
| (vii) | Pre-tax
discount rate of 11.79% (June 30, 2024: 11.79%) per annum has been be applied in the determining the initial cost recognition. |
An intangible asset is derecognised on disposal,
or when no future economic benefits are expected from use or disposal. Gains or losses arising from derecognition of an intangible asset,
measured as the difference between the net disposal proceeds and the carrying amount of the asset, are recognised in profit or loss when
the asset is derecognised.
Computer system
Computer system comprise of source codes recognized
in a business combination at the acquisition date and source codes purchased from third parties, which were held for use in the production
or supply of goods or services to customers. The source codes are initially measure at cost. After initial recognition, source codes are
measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation is calculated to write down the cost
of the assets to their residual values on a straight line basis over their estimated useful lives. The estimated useful lives represent
common life expectancies applied in the various business segments of the Group. The principal annual rates used are between range of 10%
to 20%.
The computer system is written-off when it is
disposed of or when no future economic benefits are expected from its use or disposal, with any gain or loss recognized in the statements
of operations and other comprehensive loss. Goodwill
Goodwill recognised in a business combination
is an asset at the acquisition date and is initially measured at cost. After initial recognition, goodwill is measured at cost less accumulated
impairment losses.
For the purpose of impairment testing, goodwill
is allocated to the Group’s CGUs which represent the lowest level within the Group at which the goodwill is monitored for internal
management purposes. Goodwill is assessed annually for any indication of impairment.
The recoverable amounts of the CGUs have been
determined based on value in use (“VIU”) calculations. The VIU is calculated using the pre-tax cash flow projections based
on financial budgets approved by management covering a five-year period. VIU was determined by discounting the future cash flow generated
from the business operation of the CGUs.
The calculations of VIU for the CGUs are most
sensitive to the following assumptions:
The forecasted growth rates are determined based on past performance
of the CGUs.
Expenses are projected at annual increase of approximately 3.0% (June
30, 2024: 3.0%) per annum.
| (iii) | Pre-tax
discount rates |
Pre-tax discount rate of 13.2% (June 30, 2025:
11.34% to 13.2%) per annum has been applied in determining the recoverable amount of the CGUs.
Profit margins are projected based on the historical
profit margin achieved or predetermined profit margin for the CGUs.
With regards to the assessment of the value-in-use
of the CGU relating to goodwill, no impairment loss was recognized for the intangible assets on consolidation for current financial year
as its recoverable value was in excess of its carrying values.
|