Notes to the financial statements

 

These notes form an integral part of the financial statements.

 

The financial statements were authorised for issue by the Board of Directors on 26 March 2024.

 

 

1           Domicile and activities

 

Symphony International Holdings Limited ('the Company') was incorporated in the British Virgin Islands ('BVI') on 5 January 2004 as a limited liability company under the International Business Companies Ordinance. The address of the Company's registered office is Vistra Corporate Services Centre, Wickhams Cay II, Road Town, Tortola VG1110 British Virgin Islands effective 13 February 2017.  The Company does not have a principal place of business as the Company carries out its principal activities under the advice of its Investment Manager.

 

The principal activities of the Company are those relating to an investment holding company while those of its unconsolidated subsidiaries consist primarily of making strategic investments with the objective of increasing the net asset value through strategic long-term investments in consumer-related businesses, primarily in the healthcare, hospitality, lifestyle (including branded real estate developments), logistics, education and new economy sectors predominantly in Asia and through investments in special situations and structured transactions, which have the potential of generating attractive returns.

 

 

2           Basis of preparation

 

2.1           Statement of compliance

 

The financial statements have been prepared in accordance with IFRS Accounting Standards ('IFRS').

 

2.2           Basis of measurement

 

The financial statements have been prepared on a fair value basis, except for certain items which are measured on a historical cost basis. 

 

2.3           Functional and presentation currency

 

The financial statements are presented in United States dollars (US$'000), which is the Company's functional currency.  All financial information presented in United States dollars have been rounded to the nearest thousand, unless otherwise stated.

 

2.4           Use of estimates and judgements

 

The preparation of the financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions about the future, including climate-related risks and opportunities, that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses.  Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis and are consistent with the Company's risk management and climate-related commitments where appropriate.  Revisions to accounting estimates are recognised prospectively.

 

Information about assumptions and estimation uncertainties at the reporting date that have a significant risk of resulting in a material adjustment to the carrying amounts of assets within the next financial year are included in the following note:

 

·   Note 15 - Fair value of investments

 

Except as disclosed above, there are no other significant areas of estimation uncertainty or critical judgements in the application of accounting policies that have a significant effect on the amount recognised in the financial statements.

 

Uncertain economic environment

 

The uncertain economic environment has increased the estimation uncertainty in developing significant accounting estimates, predominantly related to financial assets at fair value through profit or loss ('FVTPL').

 

The estimation uncertainty is associated with:

·    the extent and duration of the expected economic downturn and subsequent recovery. This includes the impacts on liquidity, increasing unemployment, declines in consumer spending and forecasts for key economic factors;

·    the extent and duration of the disruption to business arising from the expected economic downturn; and

·    the effectiveness of government and central bank measures that have and will be put in place to support businesses and consumers through this disruption and economic downturn.

 

The Company has developed accounting estimates based on forecasts of economic conditions which reflect expectations and assumptions as at 31 December 2023 about future events that management believes are reasonable in the circumstances.

 

There is a considerable degree of judgement involved in preparing forecasts. The underlying assumptions are also subject to uncertainties which are often outside the control of the Company. Accordingly, actual economic conditions are likely to be different from those forecast since anticipated events frequently do not occur as expected, and the effect of those differences may significantly impact accounting estimates included in these condensed financial statements.

 

The impact of the uncertain economic environment on financial assets at FVTPL is discussed further in Note 15.

 

 

2.5           Changes in accounting policies

 

New accounting standards and amendments 

 

The Company has applied the following IFRSs, amendments to and interpretations of IFRS for the first time for the annual period beginning on 1 January 2023:

 

·      IFRS 17: Insurance Contracts

·      Amendments to IAS 12: Deferred tax related to Assets and Liabilities arising from a Single Transaction

·      Amendments to IAS 12: International Tax Reform - Pillar Two Model Rules

·      Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting Policies

·      Amendments to IAS 8: Definition of Accounting Estimates

 

Other than the below, the application of these amendments to accounting standards and interpretations did not have a material effect on the financial statements.

 

Global minimum top-up tax

 

The Amendments to IAS 12: International Tax Reform - Pillar Two Model Rules provide a temporary mandatory exception from deferred tax accounting for the top-up tax that may arise from the jurisdictional adoption of the Pillar Two model rules published by the Organisation for Economic Co-operation and Development, and require new disclosures about the Pillar Two tax exposure.

 

The mandatory exception is effective immediately and applies retrospectively. However, the amendments have no impact on the Company as the Company's revenue is less than EUR 750 million/year and it is not in scope of the Pillar Two model rules.

 

Material accounting policy information

 

The Company adopted Amendments to IAS 1 and IFRS Practice Statement 2: Disclosure of Accounting Policies for the first time in 2023. Although the amendments did not result in any changes to the accounting policies themselves, they impacted the accounting policy information disclosed in the financial statements.

 

The amendments require the disclosure of 'material', rather than 'significant', accounting policies. The amendments also provide guidance on the application of materiality to disclosure of accounting policies, assisting entities to provide useful, entity-specific accounting policy information that users need to understand other information in the financial statements.

 

Management reviewed the accounting policies and made updates to the information disclosed in Note 3 Material accounting policies (2022: Significant accounting policies) in certain instances in line with the amendments.

 

 

3           Material accounting policies

 

The accounting policies set out below have been applied consistently to all period presented in these financial statements, except as explained in Note 2.5, which address changes in accounting policies.

3.1           Subsidiaries

 

Subsidiaries are investees controlled by the Company.  The Company controls an investee if it is exposed to, or has rights to, variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee.

 

The Company is an investment entity and does not consolidate its subsidiaries and measures them at fair value through profit or loss. In determining whether the Company meets the definition of an investment entity, management considered the structure of the Company and its subsidiaries as a whole in making its assessment.

 

3.2           Functional currency

 

Items included in the financial statements of the Company are measured using the currency that best reflects the economic substance of the underlying events and circumstances relevant to the Company (the functional currency).

 

For the purposes of determining the functional currency of the Company, management has considered the activities of the Company, which are those relating to an investment holding company.  Funding is obtained in US dollars through the issuance of ordinary shares.

 

3.3           Foreign currency

 

Foreign currency transactions

 

Transactions in foreign currencies are translated to the functional currency of the Company at exchange rates at the dates of the transactions.  Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the year, adjusted for effective interest and payments during the year, and the amortised cost in foreign currency translated at the exchange rate at the end of the year.

 

Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are translated to the functional currency at the exchange rate at the date that the fair value was determined. Non-monetary items in a foreign currency that are measured in terms of historical cost are translated using the exchange rate at the date of the transaction.

 

Foreign currency differences arising on translation are generally recognised in profit or loss.

 

3.4           Financial instruments

 

(i)             Recognition and initial measurement

 

Non-derivative financial assets and financial liabilities

 

Trade receivables and debt investments issued are initially recognised when they are originated.   All other financial assets and financial liabilities are initially recognised when the Company becomes a party to the contractual provisions of the instrument.

 

A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus or minus, for an item not at FVTPL, transaction costs that are directly attributable to its acquisition or issue.  A trade receivable without a significant financing component is initially measured at the transaction price.

 

(ii)            Classification and subsequent measurement

 

Non-derivative financial assets

 

On initial recognition, a financial asset is classified as measured at: amortised cost; or FVTPL.

 

Financial assets are not reclassified subsequent to their initial recognition unless the Company changes its business model for managing financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change in the business model.

 

Financial assets at amortised cost

 

A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated as at FVTPL:

 

·    it is held within a business model whose objective is to hold assets to collect contractual cash flows; and

·    its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

 

Financial assets at FVTPL

 

All financial assets not classified as measured at amortised cost as described above are measured at FVTPL.  On initial recognition, the Company may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost as at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.

 

Financial assets: Business model assessment

 

The Company makes an assessment of the objective of the business model in which a financial asset is held at a portfolio level because this best reflects the way the business is managed and information is provided to management. 

 

The information considered includes:

·    the stated policies and objectives for the portfolio and the operation of those policies in practice.  These include whether management's strategy focuses on earning contractual interest income, maintaining a particular interest rate profile, matching the duration of the financial assets to the duration of any related liabilities or expected cash outflows or realising cash flows through the sale of the assets;

·    how the performance of the portfolio is evaluated and reported to the Company's management;

·    the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are managed;

·    how managers of the business are compensated - e.g. whether compensation is based on the fair value of the assets managed or the contractual cash flows collected; and

·    the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future sales activity.

 

Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not considered sales for this purpose, consistent with the Company's continuing recognition of the assets.

 

Financial assets that are held-for-trading or are managed and whose performance is evaluated on a fair value basis are measured at FVTPL.

 

Non-derivative financial assets: Assessment whether contractual cash flows are solely payments of principal and interest

 

For the purposes of this assessment, 'principal' is defined as the fair value of the financial asset on initial recognition.  'Interest' is defined as consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit margin.

 

In assessing whether the contractual cash flows are solely payments of principal and interest, the Company considers the contractual terms of the instrument.  This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash flows such that it would not meet this condition.  In making this assessment, the Company considers:

 

·    contingent events that would change the amount or timing of cash flows;

·    terms that may adjust the contractual coupon rate, including variable rate features;

·    prepayment and extension features; and

·    terms that limit the Company's claim to cash flows from specified assets (e.g. non-recourse features).

 

A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding, which may include reasonable compensation for early termination of the contract.  Additionally, for a financial asset acquired at a significant discount or premium to its contractual par amount, a feature that permits or requires prepayment at an amount that substantially represents the contractual par amount plus accrued (but unpaid) contractual interest (which may also include reasonable compensation for early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is insignificant at initial recognition.

 

Non-derivative financial assets: Subsequent measurement and gains and losses

 

Financial assets at amortised cost

 

These assets are subsequently measured at amortised cost using the effective interest method. The gross carrying amount is reduced by impairment losses.  Interest income, foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit or loss.

 

 

 

Financial assets at FVTPL

 

These assets are subsequently measured at fair value.  Net gains and losses, including any interest or dividend income, are recognised in profit or loss.

 

Non-derivative financial liabilities: Classification, subsequent measurement and gains and losses

 

Financial liabilities are classified as measured at amortised cost. Financial liabilities are initially measured at fair value less directly attributable transaction costs. They are subsequently measured at amortised cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognised in profit or loss.

 

(iii)           Derecognition

 

Financial assets

 

The Company derecognises a financial asset when:

 

·    the contractual rights to the cash flows from the financial asset expire; or

·    it transfers the rights to receive the contractual cash flows in a transaction in which either:

-    substantially all of the risks and rewards of ownership of the financial asset are transferred; or

-    the Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

 

Transferred assets are not derecognised when the Company enters into transactions whereby it transfers assets recognised in its statement of financial position, but retains either all or substantially all of the risks and rewards of the transferred assets. 

 

Financial liabilities

 

The Company derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire.  The Company also derecognises a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value.

 

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in profit or loss.

 

(iv)           Offsetting

 

Financial assets and financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realise the asset and settle the liability simultaneously.

 

(v)            Cash and cash equivalents

 

Cash and cash equivalents comprise cash balances and short-term deposits with maturities of three months or less from the date of acquisition that are subject to an insignificant risk of changes in their fair value, and are used by the Company in the management of its short-term commitments. 

(vi)           Share capital

 

Ordinary shares

 

Ordinary shares are classified as equity.  Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity. Income tax relating to transaction costs of an equity transaction is accounted for in accordance with IAS 12.

 

3.5           Impairment

 

(i)             Non-derivative financial assets

 

The Company recognises loss allowances for expected credit losses ('ECLs') on financial assets measured at amortised cost.

 

Loss allowances of the Company are measured on either of the following bases:

 

-     12-month ECLs: these are ECLs that result from default events that are possible within the 12 months after the reporting date (or for a shorter period if the expected life of the instrument is less than 12 months); or

-     Lifetime ECLs: these are ECLs that result from all possible default events over the expected life of a financial instrument.

 

General approach

 

The Company applies the general approach to provide for ECLs on all financial instruments.  Under the general approach, the loss allowance is measured at an amount equal to 12-month ECLs at initial recognition.

 

At each reporting date, the Company assesses whether the credit risk of a financial instrument has increased significantly since initial recognition.  When credit risk has increased significantly since initial recognition, loss allowance is measured at an amount equal to lifetime ECLs. 

 

When determining whether the credit risk of a financial asset has increased significantly since initial recognition and when estimating ECLs, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort.  This includes both quantitative and qualitative information and analysis, based on the Company's historical experience and informed credit assessment and includes forward-looking information.

 

If credit risk has not increased significantly since initial recognition or if the credit quality of the financial instruments improves such that there is no longer a significant increase in credit risk since initial recognition, loss allowance is measured at an amount equal to 12-month ECLs.

 

The Company considers a financial asset to be in default when:

-     the debtor is unlikely to pay its credit obligations to the Company in full, without recourse by the Company to actions such as realising security (if any is held); or

-     the financial asset is more than 90 days past due.

 

The maximum period considered when estimating ECLs is the maximum contractual period over which the Company is exposed to credit risk.

 

 

Measurement of ECLs

 

ECLs are probability-weighted estimates of credit losses. Credit losses are measured at the present value of all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash flows that the Company expects to receive).  ECLs are discounted at the effective interest rate of the financial asset.

 

Credit-impaired financial assets

 

At each reporting date, the Company assesses whether financial assets carried at amortised cost are credit-impaired. A financial asset is 'credit-impaired' when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have occurred.

 

Evidence that a financial asset is credit-impaired includes the following observable data:

 

-     significant financial difficulty of the debtor;

-     a breach of contract such as a default or being more than 90 days past due;

-     the restructuring of a loan or advance by the Company on terms that the Company would not consider otherwise;

-     it is probable that the debtor will enter bankruptcy or other financial reorganisation; or

-     the disappearance of an active market for a security because of financial difficulties.

 

Presentation of allowance for ECLs in the statement of financial position

 

Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount of these assets.

 

Write-off

 

The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is no realistic prospect of recovery.  This is generally the case when the Company determines that the debtor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the write-off.  However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Company's procedures for recovery of amounts due.

 

3.6           Dividend income

 

Dividend income is recognised in profit or loss on the date on which the Company's right to receive payment is established. For quoted equity securities, this is usually the ex-dividend date. For unquoted equity securities, this is usually the date on which the shareholders approve the payment of a dividend.

 

3.7           Finance income and finance costs

 

The Company's finance income and finance costs includes interest income and foreign currency gain or loss on financial assets and financial liabilities.

 

 

 

Interest income is recognised using the effective interest method. The 'effective interest rate' is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument to the gross carrying amount of the financial asset.

 

In calculating interest income, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit-impaired).  However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortised cost of the financial asset.  If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.

 

3.8           Earnings per share

 

The Company presents basic and diluted earnings per share data for its ordinary shares.  Basic earnings per share is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted-average number of ordinary shares outstanding during the year, adjusted for own shares held.  Diluted earnings per share is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted-average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all dilutive potential ordinary shares, which comprise share options granted to the Investment Manager.

 

3.9           Segment reporting

 

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company's other components.  Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker.  The chief operating decision maker has been identified as the Board of Directors of the Investment Manager that makes strategic investment decisions.

 

Segment results that are reported to the chief operating decision maker include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate expenses and other assets and payables.

 

3.10         New standards and interpretations not adopted

 

A number of new accounting standards and amendments to standards are effective for annual periods beginning after 1 January 2023 and earlier application is permitted. However, the Company has not early adopted the new or amended accounting standards in preparing these financial statements.

 

The following amendments to IFRSs are not expected to have a significant impact on the Company's financial statements.

 

·    Amendments to IAS 1: Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants

·    Amendments to IAS 7 and IFRS 17: Supplier Finance Arrangements

·    Amendments to IFRS 16: Lease Liability in a Sale and Leaseback

·    Amendments to IAS 21: Lack of Exchangeability

 

 

 

4           Financial assets at fair value through profit or loss

 

	Note	2023	2022
		US$'000	US$'000
Investments	17	372,655	478,226

 

5           Other receivables and prepayments

 

		2023	2022
		US$'000	US$'000
Other prepayments		65	75
Interest and other receivables		5	7
		70	82

 

6           Cash and cash equivalents

 

	2023	2022
	US$'000	US$'000
Fixed deposits with financial institutions and placements in money market funds	8,257	14,652
Cash at bank	836	3,921
	9,093	18,573

The effective interest rate on fixed deposits with financial institutions as at 31 December 2023 ranged from 2.40% to 5.18% (2022: 0% to 4.25%) per annum.  Interest rates reprice at intervals of seven days to one month.

 

 

7           Share capital

	2023	2022
	Number of shares	Number of shares
Fully paid ordinary shares, with no par value:
At 1 January and 31 December	513,366,198	513,366,198

Share capital in the statement of financial position represents subscription proceeds received from, and the amount of liabilities capitalised through, the issuance of ordinary shares of no par value in the Company, less transaction costs directly attributable to equity transactions.

 

The Company does not have an authorised share capital and is authorised to issue an unlimited number of no par value shares.

 

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholder meetings of the Company.  All shares rank equally with regard to the Company's residual assets.

8           Other payables

		2023	2022
		US$'000	US$'000
Accrued operating expenses		425	419

 

9           (Loss)/Profit before income tax

 

(Loss)/Profit before income tax includes the following:

 

		2023	2022
		US$'000	US$'000
Other operating income
Dividend income		11,864	14,500
Interest income from fixed deposits and placements in money market fund		416	249
		12,280	14,749
Other operating expenses
Audit fees paid to auditors of the Company and other firms affiliated with KPMG International Limited		351	326
Non-audit fees paid to auditors of the Company and other firms affiliated with KPMG International Limited		4	4
Exchange loss, net		337	4,313
Non-executive director remuneration		330	400

 

10         Income tax expense

 

The Company is incorporated in a tax-free jurisdiction, thus, it is not subject to income tax.

 

 

11         Earnings per share

 

		2023	2022
		US$'000	US$'000
Basic and diluted earnings per share are based on:
(Loss)/Profit for the year attributable to ordinary shareholders		(102,235)	7,592

 

 

 

 

 

 

 

 

Basic and diluted earnings per share

 

		Number of shares 2023	Number of shares 2022
Issued ordinary shares at 1 January and 31 December		513,366,198	513,366,198
Weighted average number of shares (basic and diluted)		513,366,198	513,366,198

 

At 31 December 2023 and 31 December 2022, there were no outstanding share options to subscribe for ordinary shares of no par value.

 

 

12         Significant related party transactions

 

Dividend income

 

During the financial year ended 31 December 2023, the Company recognised dividend income from its unconsolidated subsidiaries amounting to US$11,864,000 (2022: US$14,500,000).

 

Key management personnel compensation

 

Key management personnel of the Company are those persons having the authority and responsibility for planning, directing and controlling the activities of the Company.

 

During the financial year, directors' fees amounting to US$330,000 (2022: US$400,000) were declared as payable to four directors (2022: four directors) of the Company.  The remaining two directors of the Company are also directors of the Investment Manager who provides management and administrative services to the Company on an exclusive and discretionary basis.  No remuneration has been paid to these directors as the cost of their services form part of the Investment Manager's remuneration.

 

Other related party transactions

 

On 10 July 2007, the Company entered into an Investment Management and Advisory Agreement with Symphony Investment Managers Limited ('SIMgL') pursuant to which SIMgL would provide investment management and advisory services exclusively to the Company. On 15 October 2015, SIMgL was replaced by Symphony Asia Holdings Pte. Ltd. ('SAHPL') (with SAHPL and SIMgL, as the case may be, hereinafter referred to as the "Investment Manager"). The Company entered into an Investment Management Agreement with SAHPL, which replaced the Investment Management and Advisory Agreement (as the case may be, hereinafter referred to as the "Investment Management Agreement"). The key persons of the management team of the Investment Manager comprise certain key management personnel engaged by the Investment Manager pursuant to arrangements agreed between the parties.  They will (subject to certain existing commitments) devote substantially all of their business time as employees, and on behalf of the Investment Management Group, to assist the Investment Manager in its fulfilment of the investment objectives of the Company and be involved in the management of the business activities of the Investment Management Group. Pursuant to the Investment Management Agreement, the Investment Manager is entitled to the following forms of remuneration for the investment management and advisory services rendered.

a.     Management fees

 

Management fees of 2.25% per annum of the net asset value, payable quarterly in advance on the first day of each quarter, based on the net asset value of the previous quarter end. The management fees payable will be subject to a maximum amount of US$15,000,000 (2022: US$15,000,000) per annum. A minimum amount of US$6,000,000 (2022: US$6,000,000) per annum was removed in September 2023 following the Company's adoption of a new strategy.

 

In 2023, Management fees amounting to US$9,664,000 (2022: US$10,663,000) have been paid to the Investment Manager and recognised in the financial statements.

 

b.     Management shares

 

The Company did not issue any management shares during the year.  At the reporting date, an aggregate of 10,298,725 (2022: 10,298,725) management shares had been issued, credited as fully paid to the Investment Manager.

 

c.     Share options

 

There were no share options outstanding as at 31 December 2023 and at 31 December 2022.

 

The share options granted on 3 August 2008 expired on 3 August 2018. The share options granted on 22 October 2012 have been fully exercised. These share options cannot be reissued to the Investment Manager.

 

Other than as disclosed elsewhere in the financial statements, there were no other significant related party transactions during the financial year.

 

 

13         Commitments

 

In September 2008, the Company entered into a loan agreement with a joint venture, held via its unconsolidated subsidiary, to grant loans totaling THB140,000,000. As at 31 December 2022, US$3,467,000 (THB120,000,000) had been drawn down. The Company had committed to grant the remaining loan amounting to US$578,000 (THB20,000,000) at 31 December 2022, subject to terms set out in the agreement. In 2023, the Company sold its interest in the joint venture, including any loans, and all commitments were subsequently terminated.

 

The Company has committed to subscribe to Good Capital Fund I for an amount less than 1% of the net asset value as at 31 December 2023.  Approximately 86.49% of this commitment had been funded as at 31 December 2023 with 13.51% of the commitment subject to be called.

 

The Company has committed to subscribe to Good Capital Fund II for an amount less than 1% of the net asset value as at 31 December 2023.  Approximately 21.50% of this commitment had been funded as at 31 December 2023 with 78.50% of the commitment subject to be called.

 

The Company committed to incremental funding in Mavi Holding Pte. Ltd. that is subject to certain milestones being achieved. The total remaining contingent commitment amounts aggregate to less than 1% of the net asset value as at 31 December 2023.

 

In the general interests of the Company and its unconsolidated subsidiaries, it is the Company's current policy to provide such financial and other support to its group of companies to enable them to continue to trade and to meet liabilities as they fall due.

 

14         Operating segments

 

The Company has investment segments, as described below.  Investment segments are reported to the Board of Directors of Symphony Asia Holdings Pte. Ltd., the Investment Manager, who review this information on a regular basis. 

 

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.

 

Business activities which do not meet the definition of an operating segment have been reported in the reconciliations of total reportable segment amounts to the financial statements.

 

The following summary describes the investments in each of the Company's reportable segments.

 

Healthcare	Includes investments in ASG Hospital Private Limited (ASG) and Soothe Healthcare Private Limited (Soothe)
Hospitality	Minor International Public Company Limited (MINT)
Education	Includes investments in WCIB International Co. Ltd. (WCIB) and Creative Technology Solutions DMCC (CTS)
Lifestyle	Includes investments in Chanintr Living Ltd. (Chanintr), Wine Connection Group (WCG) and Liaigre Group (Liaigre)
Lifestyle/Real estate	Includes investments in Minuet Ltd, SG Land Co. Ltd., a property joint venture in Niseko, Hokkaido, Japan, Desaru Peace Holdings Sdn Bhd and Isprava Vesta Private Limited (Isprava)
Logistics	Indo Trans Logistics Corporation (ITL)
New economy	Includes Smarten Spaces Pte. Ltd. (Smarten), Good Capital Partners, Good Capital Fund I and Good Capital Fund II (collectively, Good Capital), August Jewellery Private Limited (Melorra), Kieraya Furnishing Solutions Private Limited (Furlenco), Catbus Infolabs Private Limited (Blowhorn), Meesho Inc. (Meesho), SolarSquare Energy Private Limited (Solar Square), Mavi Holding Pte. Ltd. (Mavi) and Epic Games, Inc.
Cash and temporary investments	Includes government securities or other investment grade securities, liquid investments which are managed by third party investment managers of international repute, and deposits placed with commercial banks