Exhibit 99.1
Basel Medical Group Ltd and its Subsidiaries
Unaudited Consolidated Financial Statements
For the financial period ended December 31, 2025
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND COMPREHENSIVE INCOME
For the financial period ended December 31, 2025 and 2024
| Note | July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | |||||||||||
| US$ | S$ | S$ | ||||||||||||
| Revenue | 4 | |||||||||||||
| Other income | 5 | |||||||||||||
| Consumables, medical supplies and other related expenses | ( | ) | ( | ) | ( | ) | ||||||||
| Employee benefit expenses | 7 | ( | ) | ( | ) | ( | ) | |||||||
| Depreciation expense | ( | ) | ( | ) | ( | ) | ||||||||
| Rent expense | ( | ) | ( | ) | ( | ) | ||||||||
| Other operating expense | ( | ) | ( | ) | ( | ) | ||||||||
| Finance cost | 6 | ( | ) | ( | ) | ( | ) | |||||||
| Profit/(Loss) before tax | 7 | ( | ) | |||||||||||
| Income tax expense | 8 | ( | ) | ( | ) | ( | ) | |||||||
| Profit/(Loss) after tax | ( | ) | ||||||||||||
| Foreign currency translation differences | ( | ) | ||||||||||||
| Total comprehensive income/(loss) for the period | ( | ) | ||||||||||||
| Profit/(loss) attributable to: | ||||||||||||||
| Owners of the Parent | ( | ) | ||||||||||||
| Non-controlling interest | ( | ) | ( | ) | ||||||||||
| ( | ) | |||||||||||||
| Total comprehensive income/(loss) attributable to: | ||||||||||||||
| Owners of the Parent | ( | ) | ||||||||||||
| Translation difference | ( | ) | ||||||||||||
| ( | ) | |||||||||||||
| Non-controlling interest | ( | ) | ( | ) | ||||||||||
| Total comprehensive income/(loss) for the year | ( | ) | ||||||||||||
| Earnings/(Loss) per ordinary share – basic and diluted | ) | |||||||||||||
| Weighted average number of shares – basic and diluted | ||||||||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 2 |
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED BALANCE SHEETS
As of December 31, 2025 and June 30, 2025
| Note | December 31, 2025 | December 31, 2025 | June 30, 2025 | |||||||||||
| US$ | S$ | S$ | ||||||||||||
| ASSETS | ||||||||||||||
| Non-current assets | ||||||||||||||
| Right-of-use-assets | 9 | |||||||||||||
| Property and equipment | 10 | |||||||||||||
| Investments | ||||||||||||||
| Deferred tax assets | ||||||||||||||
| Current assets | ||||||||||||||
| Inventories | 11 | |||||||||||||
| Trade and other receivables | 12 | |||||||||||||
| Cash and cash equivalents | 13 | |||||||||||||
| Amount due from related parties | 14 | |||||||||||||
| Amount due from third party | ||||||||||||||
| Deferred offering costs | ||||||||||||||
| Current tax assets | ||||||||||||||
| Total assets | ||||||||||||||
| LIABILITIES | ||||||||||||||
| Non-current liability | ||||||||||||||
| Deferred tax liabilities | ||||||||||||||
| Borrowings | 15 | |||||||||||||
| Current liabilities | ||||||||||||||
| Trade and other payables | 16 | |||||||||||||
| Borrowings | 15 | |||||||||||||
| Amount due to related parties | 14 | |||||||||||||
| Asset retirement obligation | ||||||||||||||
| Provision for income tax | ||||||||||||||
| Total liabilities | ||||||||||||||
| NET ASSETS | ||||||||||||||
| EQUITY | ||||||||||||||
| Capital attributable to equity holders of the Group | ||||||||||||||
| Share capital | 18 | |||||||||||||
| Merger reserve arising from group restructuring | ( | ) | ( | ) | ( | ) | ||||||||
| Retained earnings | ( | ) | ( | ) | ( | ) | ||||||||
| Translation reserve | ( | ) | ( | ) | ( | ) | ||||||||
| Share based payment reserve | ||||||||||||||
| Non-controlling interest | ||||||||||||||
| Total equity | ||||||||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 3 |
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
For the financial period ended December 31, 2025 and 2024
Share capital | Merger reserve | Translation reserve | Share based payment reserve | Retained earnings | Total attributable to owners of Company | Non-controlling interest | Total | |||||||||||||||||||||||||||
| US$ | US$ | US$ | US$ | US$ | US$ | US$ | US$ | |||||||||||||||||||||||||||
| As at July 1, 2025 | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| Foreign currency translation | ||||||||||||||||||||||||||||||||||
| Share based payment reserve | Note 22 | |||||||||||||||||||||||||||||||||
| Non-controlling interests arising on acquisition of subsidiaries | ||||||||||||||||||||||||||||||||||
| Profit for the year, representing total comprehensive income for the year | ( | ) | ||||||||||||||||||||||||||||||||
| As at December 31, 2025 | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 4 |
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
For the financial period ended December 31, 2025 and 2024
Share capital | Merger reserve | Translation reserve | Share based payment reserve | Retained earnings | Total attributable to owners of Company | Non-controlling interest | Total | |||||||||||||||||||||||||||
| S$ | S$ | S$ | S$ | S$ | S$ | S$ | S$ | |||||||||||||||||||||||||||
| As at July 1, 2025 | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| Foreign currency translation | ||||||||||||||||||||||||||||||||||
| Share based payment reserve | Note 22 | |||||||||||||||||||||||||||||||||
| Non-controlling interests arising on acquisition of subsidiaries | ||||||||||||||||||||||||||||||||||
| Profit for the year, representing total comprehensive income for the year | ( | ) | ||||||||||||||||||||||||||||||||
| As at December 31, 2025 | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 5 |
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
For the financial period ended December 31, 2025 and 2024
Share capital | Merger reserve | Translation reserve | Retained earnings | Total | ||||||||||||||||
| S$ | S$ | S$ | S$ | S$ | ||||||||||||||||
| As at July 1, 2024 | ( | ) | ||||||||||||||||||
| Foreign currency translation | ( | ) | ( | ) | ||||||||||||||||
| Loss for the period | ( | ) | ( | ) | ||||||||||||||||
| Total comprehensive loss for the period | ( | ) | ( | ) | ( | ) | ||||||||||||||
| As at December 31, 2024 | ( | ) | ( | ) | ||||||||||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 6 |
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
For the financial period ended December 31, 2025 and December 31, 2024
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Cash flows from operating activities | ||||||||||||
| Profit/(loss) before tax | ( | ) | ||||||||||
| Adjustments for: | ||||||||||||
| Interest expense | ||||||||||||
| Interest income | ( | ) | ( | ) | ( | ) | ||||||
| Depreciation of property and equipment | ||||||||||||
| Amortisation of right-of-use assets | ||||||||||||
| Operating cash flows before changes in working capital | ||||||||||||
| Changes in working capital: | ||||||||||||
| Trade and other receivables | ( | ) | ( | ) | ( | ) | ||||||
| Trade and other payables | ( | ) | ( | ) | ( | ) | ||||||
| Inventories | ( | ) | ||||||||||
| Cash (used in) operations | ( | ) | ( | ) | ( | ) | ||||||
| Income tax paid | ( | ) | ( | ) | ( | ) | ||||||
| Interest paid | ( | ) | ( | ) | ( | ) | ||||||
| Net cash (used in) operating activities | ( | ) | ( | ) | ( | ) | ||||||
| Cash flows from investing activities | ||||||||||||
| Acquisition of property and equipment | ( | ) | ( | ) | ( | ) | ||||||
| Acquisition of subsidiary | ( | ) | ( | ) | ||||||||
| Interest received | ||||||||||||
| Cash (used in)/generated from investing activities | ( | ) | ( | ) | ||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 7 |
Basel Medical Group Ltd and its Subsidiaries
UNAUDITED INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
For the financial period ended December 31, 2025 and December 31, 2024
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Cash flows from financing activities | ||||||||||||
| Deferred offering costs | ( | ) | ( | ) | ( | ) | ||||||
| -Increase/Decrease in amount due to related parties | ( | ) | ( | ) | ( | ) | ||||||
| Decrease in amount due from related parties | ( | ) | ( | ) | ||||||||
| -Decrease/Increase in amount due from third party | ( | ) | ( | ) | ||||||||
| Proceeds from borrowings | ||||||||||||
| Payment of principal portion of lease liabilities | ( | ) | ( | ) | ( | ) | ||||||
| Write off of Right-of-use assets | ||||||||||||
| Repayment of borrowings | ( | ) | ( | ) | ( | ) | ||||||
| Decrease in amount due to former director | ||||||||||||
| Non controlling interest contributions | ||||||||||||
| (Decrease) / Increase in share based payment reserve | ||||||||||||
| Net cash (used in)/generated from in financing activities | ( | ) | ( | ) | ||||||||
| Net increase in cash and cash equivalents | ( | ) | ( | ) | ||||||||
| Cash and cash equivalents at beginning of financial period | ||||||||||||
| Effects of currency translation on cash and cash equivalents | ( | ) | ||||||||||
| Cash and cash equivalents at end of financial year | ||||||||||||
The accompanying notes form an integral part of these consolidated financial statements.
| 8 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
These notes form an integral part of and should be read in conjunction with the accompanying consolidated financial statements.
| 1. | General |
Basel Medical Group Ltd. is incorporated and domiciled in British Virgin Islands (BVI) with operations conducted by its fully owned subsidiary, Basel Medical Group Pte. Ltd. (F.K.A Singmed Specialists Pte. Ltd.), based in Singapore at 6 Napier Road #03-07 Gleneagles Medical Centre, Singapore 258499, and certain other subsidiaries.
The principal activities of the Company pertain to investment holding.
Reorganization
In October 2020, as part of an internal reorganization, all of the shares in our operating subsidiaries were transferred by our founder, Dr. Kevin Yip, to Basel Medical Group Pte. Ltd. (F.K.A Singmed Specialists Pte. Ltd.) Subsequently, in June 2023, Dr. Kevin Yip entered into an agreement with Rainforest Capital VCC to transfer all the shares he held in Basel Medical Group Pte. Ltd. to Rainforest Capital VCC. Upon completion, Rainforest Capital VCC became the sole shareholder of Basel Medical Group Pte. Ltd., which holds the shares of all of our subsidiaries. Rainforest Capital VCC is a variable capital company incorporated in Singapore and is an investment fund managed by AIP Investment Partners Pte. Ltd., a licensed fund manager in Singapore.
On August 10, 2023, Basel Medical Group Ltd. was incorporated under the laws of the BVI as our holding Company to facilitate our initial public offering and the listing of Basel Medical Group Ltd.’s ordinary shares on Nasdaq, and in connection therewith, Rainforest VCC (an umbrella fund with multiple sub-funds), through its sub-fund, Basel Medical Fund, subscribed for ordinary shares in Basel Medical Group Ltd. amounting to US$ at a subscription price of US$ per share. In August 2023, all of the shares in Basel Medical Group Pte. Ltd. were transferred to Basel Medical Group Ltd. by Rainforest Capital VCC to prepare for our listing and offering.
Subsequently, between September 2023 and January and April 2024, Rainforest Capital VCC sold certain of the shares it held in Basel Medical Group Ltd. to certain other investors.
The consolidated financial statements of the Group were prepared on the basis as if the reorganisation became effective as of the beginning of the first period presented in the accompanying consolidated financial statements of the Group.
| 9 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 1. | General (Continued) |
The Group has the following subsidiaries as at December 31, 2025 and June 30, 2025:
| Name of entity | Principal activities |
Country of business and incorporation |
Proportion of ordinary shares held by Group | |||||
| December 31, 2025 | June 30, 2025 | |||||||
| % | % | |||||||
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| 10 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 1. | General (Continued) |
| Name of entity | Principal activities |
Country of business and incorporation |
Proportion of ordinary shares held by Group | |||||
| December 31, 2025 | June 30, 2025 | |||||||
| % | % | |||||||
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| 11 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 1. | General (Continued) |
| Name of entity | Principal activities |
Country of business and incorporation |
Proportion of ordinary shares held by Group | |||||
| December 31, 2025 | June 30, 2025 | |||||||
| % | % | |||||||
In April 2025, the Company completed the acquisition of Bethesda Medical Pte. Ltd. and Oasis Medical Clinic Pte. Ltd., which became subsidiaries of the Company. The Company incorporated an additional subsidiary, Basel Medflow Pte. Ltd. in May 2025. On June 23, 2025, Singapore Sports and Physiotherapy Centre Pte. Ltd. changed its corporate name to Pharma Avenue Pte. Ltd.
The following subsidiaries were also incorporated on June 18, 2025:
(a) SSOC Novena Pte Ltd
(b) SSOC Orchard Pte Ltd
(c) SSOC Farrer Park Pte Ltd
Eyetrust Medical Pte Ltd was incorporated on September 11, 2025 while Chartered Imaging Pte Ltd was incorporated on October 2025.
| 12 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information |
| 2.1 | Compliance with International Financial Reporting Standards (“IFRS”) |
The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (“IFRS”) and interpretations issued by the IFRS Interpretations Committee (“IFRS IC”) applicable to companies reporting under IFRS. The financial statements comply with IFRS as issued by the International Accounting Standards Board (“IASB”).
The ability of the Group to continue as going concern id dependent on: (Please refer to Note 27)
| (i) | the ability of its major shareholder to provide financial support | |
| (ii) | the ability of the Group to generate sufficient and sustainable operating profits and cash flows over the next 12 months from the date of these financial statements to meet its operating and financial obligations as and when they fall due; and | |
| (iii) | the ability of the Group to procure additional financing and to garner the continuous support of its existing financiers. |
| 2.2 | New and amended standards adopted by the Group |
The Group has applied the following amendments for the first time for their annual reporting period commencing July 1, 2025:
| ● | Classification of Liabilities as Current or Non-current and Non-current liabilities with covenants – Amendments to IAS 1; | |
| ● | Lease Liability in Sale and Leaseback – Amendments to IFRS 16; and | |
| ● | Supplier Finance Arrangements – Amendments to IAS 7 and IFRS 7. |
The amendments listed above did not have any impact on the amounts recognized in prior periods and are not expected to significantly affect the current or future periods.
| 2.3 | New standards and interpretations not yet adopted |
The Group has applied the following amendments for the first time for their annual reporting period commencing July 1, 2024:
| ● | Classification of Liabilities as Current or Non-current and Non-current liabilities with covenants – Amendments to IAS 1; | |
| ● | Lease Liability in Sale and Leaseback – Amendments to IFRS 16; and | |
| ● | Supplier Finance Arrangements – Amendments to IAS 7 and IFRS 7. |
The amendments listed above did not have any impact on the amounts recognized in prior periods and are not expected to significantly affect the current or future periods.
| 13 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.4 | Revenue from contracts with customers |
The Group is in the business of providing medical services to patients. Revenue from contracts with customers is recognized when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. Revenue is presented net of goods and services tax, rebates, and discounts.
Revenue from the rendering of medical services is recognized at the point in time when the entity satisfies the performance obligation by transferring a promised good or service to the customer, which is when the customer obtains control of the good or service. This is generally when the significant acts have been completed, ie, upon the completion of consultations, clinical treatments, medical tests and operations. The Group considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated. The amount of revenue recognized is the amount allocated to the satisfied performance obligation.
Transaction price is the amount of consideration in the contract to which the Group expects to be entitled in exchange for transferring the promised goods or services. In determining the transaction price for the rendering of medical services the Group considers the effects of variable consideration. Contracts with customers normally does not include any contractual adjustment such as right of return, volume discount etc. In rare circumstances where consideration is variable, the Group estimates the amount of consideration to which it will be entitled in exchange for rendering of service to the customer. The variable consideration is estimated at contract inception and constrained until it is highly probable that a significant revenue reversal in the amount of cumulative revenue recognized will not occur when the associated uncertainty with the variable consideration is subsequently resolved.
| 14 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.5 | Segment reporting |
Operating segments are reported in a manner consistent with the Group’s internal organizational structure as well as information about geographical areas, business segments and major clients in the consolidated financial statements for detailing the Group’s business segments. Based on the criteria established, the Group’s chief operating decision maker (“CODM”) has been identified as the Chief Executive Officer, who reviews consolidated results when making decisions about allocating resources and assessing performance of the Group.
As a whole and hence, the Group has only one reportable segment. The Group does not distinguish between markets or segments for the purpose of internal reporting. As the Group’s long-lived assets are substantially located in Singapore, no geographical segments are presented.
| 2.6 | Government grants |
Grants from the government are recognized as a receivable at their fair value when there is reasonable assurance that the grant will be received and the Group will comply with all the attached conditions.
Government grants receivable are recognized as income over the periods necessary to match them with the related costs which they are intended to compensate, on a systematic basis. Government grants relating to expenses are shown separately as other income.
Government grants relating to assets are deducted against the carrying amount of the assets.
| 2.7 | Group accounting |
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries. The financial statements of the subsidiaries used in the preparation of the consolidated financial statements are prepared as of the same reporting date as the Company. Consistent accounting policies are applied to like transactions and events in similar circumstances.
| (a) | Subsidiaries |
| (i) | Consolidation |
Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date on that control ceases.
| 15 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.7 | Group accounting (Continued) |
| (a) | Subsidiaries (Continued) |
| (i) | Consolidation (Continued) |
In preparing the consolidated financial statements, transactions, balances and unrealized gains on transactions between group entities are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment indicator of the transferred asset. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. Deferred tax relief on unrealized intra-Group profit is accounted for only to the extent that it is considered recoverable.
Non-controlling interests comprise the portion of a subsidiaries’ net results of operations and its net assets, which is attributable to the interests that are not owned directly or indirectly by the equity holders of the Group. They are shown separately in the consolidated statement of profit or loss and other comprehensive income, statement of changes in equity, and statement of financial position. Total comprehensive income is attributed to the non-controlling interests based on their respective interests in a Subsidiaries, even if this results in the non-controlling interests having a deficit balance.
| (ii) | Acquisitions |
The acquisition method of accounting is used to account for business combinations entered into by the Group.
The consideration transferred for the acquisition of a subsidiary or business comprises the fair value of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The consideration transferred also includes any contingent consideration arrangement and any pre-existing equity interest in the subsidiaries measured at their fair values at the acquisition date.
The fair value of contingent consideration liabilities is reassessed at each balance sheet date with changes recognized in the income statement. Payments of contingent consideration reduce the balance sheet liability and as a result are not recorded in the income statement. The part of each payment relating to the original estimate of the fair value of the contingent consideration on acquisition is reported within investing activities in the cash flow statement and the part of each payment relating to the increase in the liability since the acquisition date is reported within operating cash flows.
| 16 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.7 | Group accounting (Continued) |
| (a) | Subsidiaries (Continued) |
| (ii) | Acquisitions (Continued) |
Where the consideration transferred, together with the noncontrolling interest, exceeds the fair value of the net assets, liabilities and contingent liabilities acquired, the excess is recorded as goodwill. The costs of effecting an acquisition are charged to the income statement in the period in which they are incurred.
Goodwill is capitalized as a separate item in the case of subsidiaries and as part of the cost of investment in the case of joint ventures and associates. Goodwill is denominated in the currency of the operation acquired.
Where the cost of acquisition is below the Group’s interest in the net assets acquired, the difference is recognized directly in the income statement.
Where not all of the equity of a subsidiary is acquired the noncontrolling interest is recognized either at fair value or at the non-controlling interest’s share of the net assets of the subsidiary, on a case-by-case basis. Changes in the Group’s ownership percentage of subsidiaries are accounted for within equity.
Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited exceptions, measured initially at their fair values at the acquisition date.
On an acquisition-by-acquisition basis, the Group recognizes any non-controlling interest in the acquiree at the date of acquisition either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets.
The excess of (a) the consideration transferred, the amount of any non-controlling interest in the acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the (b) fair value of the identifiable net assets acquired is recorded as goodwill.
| 17 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.7 | Group accounting (Continued) |
| (a) | Subsidiaries (Continued) |
| (iii) | Disposal |
When a change in the Group’s ownership interest in a subsidiary result in a loss of control over the subsidiary, the assets and liabilities of the subsidiary including any goodwill are derecognized. Amounts previously recognized in other comprehensive income in respect of that entity are also reclassified to profit or loss or transferred directly to retained earnings if required by a specific Standard.
Any retained equity interest in the entity is remeasured at fair value. The difference between the carrying amount of the retained interest at the date when control is lost and its fair value is recognized in profit or loss.
| (b) | Transactions with non-controlling interests |
Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control over the subsidiaries are accounted for as transactions with equity owners of the Company. Any difference between the change in the carrying amounts of the non-controlling interest and the fair value of the consideration paid or received is recognized within equity attributable to the equity holders of the Company.
| 18 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.8 | Property and equipment |
All items of property and equipment are initially recorded at cost. Subsequent to recognition, property and equipment are measured at cost less accumulated depreciation and any accumulated impairment losses. The cost of property and equipment includes its purchase price and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Dismantlement, removal or restoration costs are included as part of the cost of property and equipment if the obligation for dismantlement, removal or restoration is incurred as a consequence of acquiring or using the property and equipment.
Depreciation is calculated using the straight-line method to allocate depreciable amounts over their estimated useful lives. The estimated useful lives are as follows:
| Useful lives | |
| Machinery | |
| Furniture and Fittings | |
| Medical equipment | |
| Renovation | |
| Air conditioner | |
| Computer and office equipment | |
| Software |
The residual values, estimated useful lives and depreciation method of property and equipment are reviewed, and adjusted prospectively, if appropriate.
Fully depreciated assets are retained in the consolidated financial statements until they are no longer in use.
An item of property and equipment is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss on derecognition of the asset is included in profit or loss in the year the asset is derecognized.
Subsequent expenditure relating to property and equipment that has already been recognized is added to the carrying amount of the asset only when it is probable that future economic benefits associated with the item will flow to the entity and the cost of the item can be measured reliably. All other repair and maintenance expenses are recognized in profit or loss when incurred.
On disposal of an item of property and equipment, the difference between the disposal proceeds and its carrying amount is recognized in profit or loss within “other losses”. Any amount in revaluation reserve relating to that item is transferred to retained profits directly.
| 19 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.9 | Financial instruments |
| (a) | Financial assets |
Initial recognition and measurement
Financial assets are recognized when, and only when the entity becomes party to the contractual provisions of the instruments.
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at FVPL are expensed in profit or loss.
Trade receivables are measured at the amount of consideration to which the Group expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third party, if the trade receivables do not contain a significant financing component at initial recognition.
Subsequent measurement
Investments in debt instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the contractual cash flow characteristics of the asset. The three measurement categories for classification of debt instruments are amortized cost, fair value through other comprehensive income (FVOCI) and FVPL. The Group only has debt instruments at amortized cost.
Financial assets that are held for the collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortized cost. Financial assets are measured at amortized cost using the effective interest method, less impairment. Gains and losses are recognized in profit or loss when the assets are derecognized or impaired, and through the amortisation process.
Investments in equity instruments
On initial recognition of an investment in equity instrument that is not held for trading, the Group may irrevocably elect to present subsequent changes in fair value in other comprehensive income which will not be reclassified subsequently to profit or loss. Dividends from such investments are to be recognized in profit or loss when the Group’s right to receive payments is established. For investments in equity instruments which the Group has not elected to present subsequent changes in fair value in other comprehensive income, changes in fair value are recognized in profit or loss.
| 20 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.9 | Financial instruments (Continued) |
| (a) | Financial assets (Continued) |
Derecognition
A financial asset is derecognized where the contractual right to receive cash flows from the asset has expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the consideration received and any cumulative gain or loss that had been recognized in other comprehensive income for debt instruments is recognized in profit or loss.
| (b) | Financial liabilities |
Initial recognition and measurement
Financial liabilities are recognized when, and only when, the Group becomes a party to the contractual provisions of the financial instrument. The Group determines the classification of its financial liabilities at initial recognition.
All financial liabilities are recognized initially at fair value plus in the case of financial liabilities not at FVPL, directly attributable transaction costs.
Subsequent measurement
After initial recognition, financial liabilities that are not carried at FVPL are subsequently measured at amortized cost using the effective interest method. Gains and losses are recognized in profit or loss when the liabilities are derecognized, and through the amortisation process.
Borrowings
Borrowings are presented as current liabilities unless the Group has an unconditional right to defer settlement for at least 12 months after the balance sheet date, in which case they are presented as non-current liabilities.
Borrowings are initially recognized at fair value (net of transaction costs) and subsequently carried at amortized cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognized in profit or loss over the period of the borrowings using the effective interest method.
| 21 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.9 | Financial instruments (Continued) |
| (b) | Financial liabilities |
Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. On derecognition, the difference between the carrying amounts and the consideration paid is recognized in profit or loss.
| 2.10 | Impairment of financial assets |
The Group recognizes an allowance for expected credit losses (“ECLs”) for all debt instruments not held at FVPL. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.
ECLs are recognized in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is recognized for credit losses expected over the remaining life of the exposure, irrespective of timing of the default (a lifetime ECL).
For trade receivables, the Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk, but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment which could affect debtors’ ability to pay.
The Group considers a financial asset in default when contractual payments are 30 days past due. However, in certain cases, the Group may also consider a financial asset to be in default when internal or external information indicates that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit enhancements held by the Group. A financial asset is written off when there is no reasonable expectation of recovering the contractual cash flows.
| 2.11 | Cash and cash equivalents |
For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents include cash on hand, deposits with financial institutions which are subject to an insignificant risk of change in value, and bank overdrafts. Bank overdrafts are presented as current borrowings on the balance sheet. For cash subjected to restriction, assessment is made on the economic substance of the restriction and whether they meet the definition of cash and cash equivalents.
| 22 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.12 | Inventories |
Inventories are stated at the lower of cost and net realisable value, Cost is calculated using the weighted average basis and includes all costs of purchase and other costs incurred in bringing the inventories to their present location and condition. Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.
Where necessary, allowance is provided for damaged, obsolete and slow-moving item to adjust the carrying value of inventories to the lower of cost and net realisable value.
| 2.13 | Offsetting of financial instruments |
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously.
| 2.14 | Provisions |
Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and the amount of the obligation can be estimated reliably.
Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.
Asset Retirement Obligation
The Group recognizes a liability and capitalize an expense in property and equipment if the Group has a present legal or constructive obligation to reinstate the leased premises to their original state upon expiry of the lease. The provision is made based on management’s best estimate of the expected costs to be incurred to reinstate the leased premises to their original state. The capitalized provision for reinstatement costs in property and equipment is amortized over the period of the lease.
| 23 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.15 | Impairment of non-financial assets |
The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, (or, where applicable, when an annual impairment testing for an asset is required), the Group makes an estimate of the asset’s recoverable amount.
The carrying values of all non-current assets are reviewed for impairment, either on a stand-alone basis or as part of a larger cash generating unit, when there is an indication that the assets might be impaired. Additionally, goodwill and intangible assets which are not yet available for use are tested for impairment annually.
Impairments of goodwill are not reversed.
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs of disposal and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. Where the carrying amount of an asset or cash-generating unit exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount.
Impairment losses are recognized in profit or loss.
A previously recognized impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognized. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized previously. Such reversal is recognized in profit or loss.
| 2.16 | Taxes |
| (a) | Current income tax |
Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authority. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date.
Current income taxes are recognized in profit or loss except to the extent that the tax relates to items recognized outside profit or loss, either in other comprehensive income or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
| 24 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.16 | Taxes (Continued) |
| (b) | Deferred tax |
Deferred tax is provided using the liability method on temporary differences at the end of the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current income tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
| (c) | Goods and Services Tax (“GST”) |
Revenues, expenses and assets are recognized net of the amount of GST except:
| ● | where the GST incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case the GST is recognized as part of the cost of acquisition of the asset or as part of the expense item as applicable; and |
| ● | receivables and payables that are stated with the amount of GST included. |
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position.
| 2.17 | Leases |
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
| (a) | As lessee |
The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets. The Group recognizes lease liabilities representing the obligations to make lease payments and right-of-use assets representing the right to use the underlying leased assets.
| 25 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.17 | Leases (Continued) |
| (a) | As lessee (Continued) |
Right-of-use assets
The Group recognizes right-of-use assets at the commencement date of the lease (i.e. the date the underlying asset is available for use). Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.
If ownership of the leased asset transfers to the Group at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset. The right-of-use assets are also subject to impairment. The accounting policy for impairment is disclosed in Note 2.15.
The Group’s right-of-use assets are presented in Note 9.
Lease liabilities
At the commencement date of the lease, the Group recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating the lease, if the lease term reflects the Group exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognized as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.
| 26 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.17 | Leases (Continued) |
| (a) | As lessee (Continued) |
Lease liabilities (Continued)
The Group’s lease liabilities are included in borrowings (Note 15).
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases of office premises (i.e. those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). Lease payments on short-term leases are recognized as expense on a straight-line basis over the lease term. The Group has no lease of low-value assets for the year.
| 2.18 | Currency translation |
| (a) | Functional and presentation currency |
Items included in the financial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The consolidated financial statements are presented in Singapore Dollar, which is the functional currency of the Group.
| (b) | Transactions and balances |
Transactions in a currency other than the functional currency (“foreign currency”) are translated into the functional currency using the exchange rates at the dates of the transactions. Currency exchange differences resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at the closing rates at the end of balance sheet date are recognized in profit or loss. Monetary items include primarily financial assets (other than equity investments), contract assets and financial liabilities.
When a foreign operation is disposed of or any loan forming part of the net investment of the foreign operation is repaid, a proportionate share of the accumulated currency translation differences is reclassified to profit or loss, as part of the gain or loss on disposal.
Foreign exchange gains and losses that relate to borrowings are presented in the income statement within “finance expense”. All other foreign exchange gains and losses impacting profit or loss are presented in the income statement.
| 27 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.18 | Currency translation (Continued) |
| (b) | Transactions and balances (Continued) |
Non-monetary items measured at fair values in foreign currencies are translated using the exchange rates at the date when the fair values are determined.
| (c) | Translation of Group entities’ financial statements |
The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
| (i) | assets and liabilities are translated at the closing exchange rates at the reporting date; |
| (ii) | income and expenses are translated at average exchange rates (unless the average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated using the exchange rates at the dates of the transactions); and |
| (iii) | all resulting currency translation differences are recognized in other comprehensive income and accumulated in the currency translation reserve. These currency translation differences are reclassified to profit or loss on disposal or partial disposal with loss of control of the foreign operation. |
Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and translated at the closing rates at the reporting date.
Translations of the consolidated balance sheets, consolidated statement of profit or loss and comprehensive income, consolidated statement of changes in shareholders’ equity and consolidated statements of cash flows from S$ into US$ as of and for the period ended December 31, 2025 are solely for the convenience of the reader and were calculated at the rate of S$1 = US$0.7777, as set forth in the statistical release of the Federal Reserve System on December 31, 2025. No representation is made that the S$ amounts could have been, or could be, converted, realized or settled into US$ at that rate on December 31, 2025, or at any other rate.
| 2.19 | Employee benefits |
| (a) | Defined contribution plans |
The Group makes contributions to the Central Provident Fund scheme in Singapore, a defined contribution pension scheme. Contributions to defined contribution pension schemes are recognized as an expense in the period in which the related service is performed.
| 28 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.19 | Employee benefits (Continued) |
| (b) | Short-term employee benefits |
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. A liability is recognized for the amount expected to be paid if the Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee, and the obligation can be estimated reliably.
| 2.20 | Derivative financial instruments |
A derivative financial instrument for which no hedge accounting is applied is initially recognized at its fair value on the date the contract is entered into and is subsequently carried at its fair value. Changes in its fair value are recognized in profit or loss. The Group does not apply hedge accounting for its derivative financial instruments.
| 2.21 | Earnings per share |
Basic earnings per share is computed by dividing net income attributable to the holders of ordinary shares by the weighted average number of ordinary shares outstanding during the period presented. Diluted income per share is calculated by dividing net income attributable to the holders of ordinary shares as adjusted for the effect of dilutive ordinary share equivalents, if any, by the weighted average number of ordinary shares and dilutive ordinary share equivalents outstanding during the period. However, ordinary share equivalents are not included in the denominator of the diluted earnings per share calculation when inclusion of such shares would be anti-dilutive, such as in a period in which a net loss is recorded.
| 2.22 | Share capital |
Proceeds from issuance of ordinary shares are recognized as share capital in equity. Incremental costs directly attributable to the issuance of ordinary shares are deducted against share capital.
| 2.23 | Merger reserve |
In a business combination under common control, any difference between the consideration paid and the carrying amounts of assets and liabilities received is presented as a change within equity and recorded under merger reserves.
| 2.24 | Deferred Offering cost |
The Company defers specific incremental costs directly attributable to an equity securities offering. These costs will be charged against the gross proceeds of the offering as a reduction of additional paid-in capital. If the Company does not complete the initial public offering, the deferred costs of the aborted offering will be deferred and charged against the proceeds of a subsequent offering.
| 29 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 2. | Material accounting policy information (Continued) |
| 2.24 | Deferred Offering cost (Continued) |
Any costs related to an aborted offering will be expensed in the period in which the Company elects to abort the offering.
Prior to the completion of the initial public offering, deferred offering costs, which mainly consist of direct incremental legal, auditing, accounting, consulting, and other fees relating to the initial public offering, are capitalized on the consolidated balance sheets.
| 2.25 | Dividend to Company’s shareholders |
Dividends to the Company’s shareholders are recognized when the dividends are approved for payment.
| 3. | Significant accounting judgements and estimates |
The preparation of the Group’s financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities at the end of each reporting period. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in the future periods.
| 3.1 | Judgements made in applying accounting policies |
Management is of the opinion that there are no significant judgements made in applying accounting estimates and policies that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.
| 3.2 | Key sources of estimation uncertainty |
The key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period are discussed below. The Group based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising beyond the control of the Group. Such changes are reflected in the assumptions when they occur.
| 30 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 3. | Significant accounting judgements and estimates (Continued) |
| 3.2 | Key sources of estimation uncertainty (Continued) |
| (a) | Estimated useful lives of property and equipment |
The Group depreciates the property and equipment over their estimated useful lives after taking into account of their estimated residual values. The estimated useful life reflects management’s estimate of the period that the Group intends to derive future economic benefits from the use of the Group’s property and equipment. The residual value reflects management’s estimated amount that the Group would currently obtain from the disposal of the asset, after deducting the estimated costs of disposal, as if the asset were already of the age and in the condition expected at the end of its useful life. Changes in the expected level of usage and technological developments could affect the economics, useful lives and the residual values of these assets which could then consequentially impact future depreciation charges. The carrying amounts of the Group’s property and equipment as at December 31, 2025 and June 30, 2025 were disclosed in Note 10.
| (b) | Inventory valuation method |
Inventory
write-down is made based on the current market conditions, historical experience and selling goods of similar nature. It could change
significantly as a result of changes in market conditions. A review is made periodically on inventories for excess inventories, obsolescence
and declines in net realisable value and an allowance is recorded against the inventory balances for any such declines. The realisable
value represents the best estimate of the recoverable amount and is based on the most reliable evidence available and inherently involves
estimates regarding the future expected realisable value. The carrying amount of the Company’s inventories as at December 31, 2025
was S$
| 31 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 3. | Significant accounting judgements and estimates (Continued) |
| 3.2 | Key sources of estimation uncertainty (Continued) |
| (c) | Allowance for expected credit losses of trade receivables |
The Group uses a provision matrix to calculate ECLs for trade receivables. The provision rates are based on days past due for groupings of various customer segments that have similar loss patterns.
The provision matrix is initially based on the Company’s historical observed default rates. The Company will calibrate the matrix to adjust historical credit loss experience with forward-looking information. At every reporting date, historical default rates are updated and changes in the forward-looking estimates are analysed.
The assessment of the correlation between historical observed default rates, forecast economic conditions and ECLs is a significant estimate. The amount of ECLs is sensitive to changes in circumstances and of forecast economic conditions. The Company’s historical credit loss experience and forecast of economic conditions may also not be representative of customer’s actual default in the future. The information about the ECLs on the Company’s trade receivables is disclosed in Note 22 (a). The carrying amount of the Company’s trade receivables as at the end of each reporting period were disclosed in Note 12.
| (d) | Allowance for expected credit losses of other receivables |
The Group assessed the latest performance and financial position of the counterparties, adjusted for the outlook of the industry in which the counterparties operate in, and concluded that there had been no significant increase in credit risk since initial recognition of the financial assets. Accordingly, the Group measured the impairment loss allowance using 12-month ECL and determined that the ECL is insignificant.
The
carrying amount of the Group’s other receivables as at December 31, 2025 were S$
| (e) | Leases – estimating the incremental borrowing rate |
The Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate to measure lease liabilities. The incremental borrowing rate is the rate of interest that the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The incremental borrowing rate therefore reflects what the Group ‘would have to pay’, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Group estimates the incremental borrowing rate using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates.
| 32 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 4. | Revenue |
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Type of service | ||||||||||||
| Rendering of services – Medical services | ||||||||||||
| Timing of transfer of service | ||||||||||||
| At a point in time | ||||||||||||
| 5. | Other income |
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Government grant | ||||||||||||
| Interest income | ||||||||||||
| Service income | ||||||||||||
| Waiver on acquisition of subsidiary | ||||||||||||
| Other income | ||||||||||||
Other income pertains to the reversal of long-outstanding payables which are no longer considered due. The reversal was made after management confirmed that no obligation remains, as no claims or demands have been received from the creditors.
| 33 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 6. | Finance cost |
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Interest expense on: | ||||||||||||
| - Bank borrowings | ||||||||||||
| - Bank charges | ||||||||||||
| - Lease liabilities | ||||||||||||
| 7. | Profit/(Loss) before tax |
Profit before tax has been arrived at after charging:
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Marketing and advertisement | ||||||||||||
| Legal and professional fees | ||||||||||||
| Insurance | ||||||||||||
| Transportation | ||||||||||||
| Short term lease expenses | ||||||||||||
| Depreciation of property and equipment | ||||||||||||
| Amortisation of right-of-use assets | ||||||||||||
| Employee benefit expenses | ||||||||||||
| - Director’s salaries and bonuses | ||||||||||||
| - Staff costs share based payment | ||||||||||||
| - Employees’ salaries and bonus | ||||||||||||
| - Employees’ CPF | ||||||||||||
| - Other staff expenses | ||||||||||||
| 34 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 8. | Income tax expense |
The major components of income tax expense recognized in profit or loss for the periods ended December 31, 2025 and 2024 were:
| July 1, 2025 to | July 1, 2025 to | July 1, 2024 to | ||||||||||
| December 31, 2025 | December 31, 2025 | December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Current income tax | ||||||||||||
| - Current year | ( | ) | ||||||||||
| - Deferred tax credit | ( | ) | ( | ) | ||||||||
| Income tax expense recognized in profit or loss | ( | ) | ||||||||||
Relationship between tax expense and accounting profit
A reconciliation between tax expense and the product of accounting profit multiplied by the applicable corporate tax rate for the financial periods ended December 31, 2025 and 2024 were as follows:
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Profit/(loss) before tax | 336,342 | (90,311 | ) | |||||||||
| Income tax using the statutory tax rate of
| 57,178 | (15,353 | ) | |||||||||
| Effects of: | ||||||||||||
| - Tax effect of items not separately disclosed | 118,706 | 14,965 | ||||||||||
| Income tax expense | 175,884 | (388 | ) | |||||||||
| 35 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 9. | Right of use assets |
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Cost | ||||||||||||
| At beginning of financial period/year | 6,735,197 | |||||||||||
| Additions | 2,143,178 | |||||||||||
| Acquisition | - | |||||||||||
| Written off | (985,876 | ) | ( | ) | ( | ) | ||||||
| Fair value reserve | - | |||||||||||
| At end of financial period/year | 7,892,499 | |||||||||||
| Accumulated Depreciation | ||||||||||||
| At beginning of financial period/year | 2,886,242 | |||||||||||
| Acquisition | - | |||||||||||
| Depreciation | 1,450,881 | |||||||||||
| Written off | (782,352 | ) | ( | ) | ( | ) | ||||||
| At end of financial period/year | 3,554,771 | |||||||||||
| Carrying amount | 4,337,728 | |||||||||||
In
April 2025, the Group acquired Bethesda Medical Pte. Ltd. and Oasis Medical Clinic Pte. Ltd. Upon acquisition, right-of-use assets with
a carrying amount of S$
| 36 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 10. | Property and equipment |
| Computer | ||||||||||||||||||||||||||||||||
| Furniture | Medical | Air | & office | |||||||||||||||||||||||||||||
| Machinery | & Fittings | equipment | Renovation | conditioner | equipment | Software | Total | |||||||||||||||||||||||||
| US$ | US$ | US$ | US$ | US$ | US$ | US$ | US$ | |||||||||||||||||||||||||
| Cost | ||||||||||||||||||||||||||||||||
| At July 1, 2024 | ||||||||||||||||||||||||||||||||
| Acquisition | ||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||
| Written off | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Fair value reserve | ||||||||||||||||||||||||||||||||
| At June 30, 2025 (Audited) | ||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||
| At December 31, 2025 | ||||||||||||||||||||||||||||||||
| Accumulated depreciation | ||||||||||||||||||||||||||||||||
| At July 1, 2024 | ||||||||||||||||||||||||||||||||
| Acquisition | ||||||||||||||||||||||||||||||||
| Depreciation | ||||||||||||||||||||||||||||||||
| Written off | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| At June 30, 2025 (Audited) | ||||||||||||||||||||||||||||||||
| Depreciation | ||||||||||||||||||||||||||||||||
| Currency translation differences | ||||||||||||||||||||||||||||||||
| At December 31, 2025 | ||||||||||||||||||||||||||||||||
| Net book values | ||||||||||||||||||||||||||||||||
| At June 30, 2025 (Audited) | ||||||||||||||||||||||||||||||||
| At December 31, 2025 | ||||||||||||||||||||||||||||||||
| 37 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 10. | Property and equipment (continued) |
| Computer | ||||||||||||||||||||||||||||||||
| Furniture | Medical | Air | & office | |||||||||||||||||||||||||||||
| Machinery | & Fittings | equipment | Renovation | conditioner | equipment | Software | Total | |||||||||||||||||||||||||
| S$ | S$ | S$ | S$ | S$ | S$ | S$ | S$ | |||||||||||||||||||||||||
| Cost | ||||||||||||||||||||||||||||||||
| At July 1, 2024 | ||||||||||||||||||||||||||||||||
| Acquisition | ||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||
| Written off | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Fair value reserve | ||||||||||||||||||||||||||||||||
| At June 30, 2025 -Audited | ||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||
| At December 31, 2025 | ||||||||||||||||||||||||||||||||
| Accumulated depreciation | ||||||||||||||||||||||||||||||||
| At July 1, 2024 | ||||||||||||||||||||||||||||||||
| Acquisition | ||||||||||||||||||||||||||||||||
| Depreciation | ||||||||||||||||||||||||||||||||
| Written off | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| At June 30, 2025 -Audited | ||||||||||||||||||||||||||||||||
| Depreciation | ||||||||||||||||||||||||||||||||
| At December 31, 2025 | ||||||||||||||||||||||||||||||||
| Net book values | ||||||||||||||||||||||||||||||||
| At June 30, 2025 (Audited) | ||||||||||||||||||||||||||||||||
| At December 31, 2025 | ||||||||||||||||||||||||||||||||
| 38 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 11. | Inventories |
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Statement of financial position: | ||||||||||||
| Medicine,drugs and medical devices | ||||||||||||
| Statement of comprehensive income: | ||||||||||||
| Inventories recognized as an expense in cost of sales | ||||||||||||
| 12. | Trade and other receivables |
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Trade receivables: | ||||||||||||
| - third parties | ||||||||||||
| Less: Allowance for expected credit loss | ( | ) | ( | ) | ( | ) | ||||||
| Deposits | ||||||||||||
| Prepayments | ||||||||||||
| Other receivables: | ||||||||||||
| - third parties | ||||||||||||
Trade receivables are unsecured, non-interest bearing and are generally on 30 days terms (June 30, 2025: 30 days).
There is no other class of financial assets that is past due and/or impaired except for trade receivables.
Trade and other receivables are denominated in Singapore Dollar.
| 39 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 12. | Trade and other receivables (Continued) |
The movement in allowance for expected credit losses of trade receivables computed based on lifetime ECL was as follows:
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Beginning of financial period/year | ||||||||||||
| Allowance for expected credit losses | ||||||||||||
| Less: Reversal of allowance for expected credit losses | ( | ) | ||||||||||
| End of financial period/year | ||||||||||||
| 13. | Cash and cash equivalents |
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Cash on hand | ||||||||||||
| Cash at banks | ||||||||||||
| 40 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 14. | Amount due from/to related parties |
Amount due from related parties
The following table sets out the amounts owed to the Group by Rainforest Capital VCC.
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Amount due from shareholder | ||||||||||||
Amount due to related parties
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Amount due to related parties | ||||||||||||
| Amount due to shareholder | ||||||||||||
| Amount due to related parties | ||||||||||||
Amount due to related parties consist of amount due to shareholder and related parties. The amounts are non-trade in nature, unsecured, interest-bearing, repayable on demand and is to be settled in cash.
| 41 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 15. | Borrowings |
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Current: | ||||||||||||
| - Bank overdraft | ||||||||||||
| - Lease liabilities | ||||||||||||
| - Bank borrowings | ||||||||||||
| Borrowings Current | ||||||||||||
| Non-current: | ||||||||||||
| - Lease liabilities | ||||||||||||
| - Bank borrowings | ||||||||||||
The breakdown of borrowings are as follows:
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Term loan #1 | ||||||||||||
| 42 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 15. | Borrowings (Continued) |
The details of borrowings are as follows:
| Term loan | Facility amount | Effective interest rate | Maturity date | |||||
| % p.a. | ||||||||
| Term loan #1 | S$ | Prime Rate + | ||||||
| Term loan | Facility amount | Effective interest rate | Maturity date | |||||||
| % p.a. | ||||||||||
| Term loan #13 | S$ | % | ||||||||
The
Group obtained a term loan facility from Green Link Digital Bank for working capital purposes. The loan bears interest at a floating
rate and is repayable by monthly instalments over a period of three years. The facility is secured by corporate guarantees from related
companies, a fixed deposit pledged with the bank, and charges over the Group’s bank accounts. The carrying amount of the loan as
at the reporting date was S$
| 43 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 15. | Borrowings (Continued) |
A reconciliation of liabilities arising from financing activities is as follows:
| Beginning | Proceed | Non-cash changes | ||||||||||||||||||||||||||||||
of financial | Cash | from bank | Accretion of | Fair value | End of financial | |||||||||||||||||||||||||||
| year | flows | borrowings | Addition | interests | Other | reserve | year | |||||||||||||||||||||||||
| US$ | US$ | US$ | US$ | US$ | US$ | US$ | US$ | |||||||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Bank overdraft | ( | ) | ||||||||||||||||||||||||||||||
| Lease liabilities | ||||||||||||||||||||||||||||||||
| - Current | ( | ) | ||||||||||||||||||||||||||||||
| - Non-current | ||||||||||||||||||||||||||||||||
| Bank borrowings | ||||||||||||||||||||||||||||||||
| - Current | ( | ) | ||||||||||||||||||||||||||||||
| - Non-current | ||||||||||||||||||||||||||||||||
| ( | ) | |||||||||||||||||||||||||||||||
| 44 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 15. | Borrowings (Continued) |
| Beginning | Proceed | Non-cash changes | ||||||||||||||||||||||||||||||
| of financial | Cash | from bank | Accretion of | Fair value | End of financial | |||||||||||||||||||||||||||
| year | flows | borrowings | Addition | interests | Other | reserve | year | |||||||||||||||||||||||||
| S$ | S$ | S$ | S$ | S$ | S$ | S$ | S$ | |||||||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Bank overdraft | ( | ) | ||||||||||||||||||||||||||||||
| Lease liabilities | ||||||||||||||||||||||||||||||||
| - Current | ( | ) | ||||||||||||||||||||||||||||||
| - Non-current | ||||||||||||||||||||||||||||||||
| Bank borrowings | ||||||||||||||||||||||||||||||||
| - Current | ( | ) | ||||||||||||||||||||||||||||||
| - Non-current | ||||||||||||||||||||||||||||||||
| ( | ) | |||||||||||||||||||||||||||||||
| 45 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 15. | Borrowings (Continued) |
| Beginning | Proceed | Non-cash changes | ||||||||||||||||||||||||||||||
| of financial | Cash | from bank | Accretion of | Fair value | End of financial | |||||||||||||||||||||||||||
| year | flows | borrowings | Addition | interests | Other | reserve | year | |||||||||||||||||||||||||
| S$ | S$ | S$ | S$ | S$ | S$ | S$ | S$ | |||||||||||||||||||||||||
| June 30, 2025 | ||||||||||||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Bank overdraft | ||||||||||||||||||||||||||||||||
| Lease liabilities | ||||||||||||||||||||||||||||||||
| - Current | ( | ) | ( | ) | ||||||||||||||||||||||||||||
| - Non-current | ||||||||||||||||||||||||||||||||
| Bank borrowings | ||||||||||||||||||||||||||||||||
| - Current | ( | ) | ||||||||||||||||||||||||||||||
| - Non-current | ( | ) | ||||||||||||||||||||||||||||||
| ( | ) | ( | ) | |||||||||||||||||||||||||||||
| 46 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 16. | Trade and other payables |
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Trade payables | ||||||||||||
| - third parties | ||||||||||||
| Accruals | ||||||||||||
| GST payables | ||||||||||||
| Other payables | ||||||||||||
| - third parties | ||||||||||||
Trade
payables are non-interest bearing and are normally settled on
Other payables are non-trade related, unsecured, non-interest bearing, repayable on demand and are to be settled in cash.
Trade and other payables are denominated in Singapore Dollar.
| 47 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 17. | Share capital |
The Company was established under the laws of BVI on August 10, 2023 with authorized share of ordinary shares amounting to S$ (US$) at a subscription price of US$ per share at the time of incorporation.
The Company is authorized to issue one class of ordinary share.
The holders of ordinary shares are entitled to receive dividends as and when declared by the Group. All ordinary shares carry one vote per share without restrictions. The ordinary shares have no par value.
In February 2025, following the Company’s initial public offering on Nasdaq, ordinary shares at a subscription price of US$ per share were issued.
In March 2025, following the exercise of the overallotment option by the underwriter, ordinary shares at a subscription price of US$ per share were issued.
As of December 31, 2025, ordinary shares of the Company were issued in total.
| 18. | Leases |
Company as a lessee
The Company has lease contracts for clinics. The Company’s obligations under these leases are secured by the lessor’s title to the leased assets. The Company is restricted from assigning and subleasing the leased assets.
The
Company also has certain leases of machinery with lease terms of
| (a) | Carrying amounts of right-of-use assets under leasing arrangements |
The carrying amounts of right-of-use assets under leasing arrangements are disclosed in Note 9.
| (b) | Lease liabilities |
The
carrying amount of lease liabilities (included under borrowings) and the movements during the year are disclosed in Note 15 and the maturity
analysis of lease liabilities is disclosed in Note 22 under liquidity risk. The Company adopt
| 48 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 18. | Leases (Continued) |
| (c) | Amounts recognized in profit or loss |
July 1, 2025 to December 31, 2025 | July 1, 2025 to December 31, 2025 | July 1, 2024 to December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Amortisation of right-of-use assets | ||||||||||||
| Interest expense on lease liabilities | ||||||||||||
| Lease expense not capitalized in lease liabilities: | ||||||||||||
| - Expense relating to short-term leases | ||||||||||||
| Total amount recognized in profit or loss | ||||||||||||
| (d) | Total cash outflow |
The
Company had total cash outflows for leases of S$
| (e) | Extension options |
The Company has several lease contracts that include extension options. These options are negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the Company’s business needs. Management exercises significant judgement in determining whether these extension options are reasonably certain to be exercised.
| 49 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 19. | Significant related party transactions |
In addition to the related party information disclosed elsewhere in the consolidated financial statements, the following transactions with related parties took place at terms agreed between the parties during the financial period:
| July 1, 2025 to | July 1, 2025 to | July 1, 2024 to | ||||||||||
| December 31, 2025 | December 31, 2025 | December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Investment funds owed to subsidiary | ||||||||||||
| Investment funds owed from shareholders | ||||||||||||
| Loan to shareholder | ||||||||||||
| Payments on behalf of related companies | ||||||||||||
| Other consultancy services to related companies | ||||||||||||
| Recharge of operating expenses to related companies | ||||||||||||
| Interest income on loan to related party | ||||||||||||
Compensation of key management personnel
| July 1, 2025 to | July 1, 2025 to | July 1, 2024 to | ||||||||||
| December 31, 2025 | December 31, 2025 | December 31, 2024 | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Salaries and bonuses | ||||||||||||
| 50 |
Basel Medical Group Ltd. and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For year ended June 30, 2025 and 2024
| 20. | Share based payment reserve |
In February 2025, the company entered into an employment contract with an employee in which the employee is entitled to S$ worth of the company’s share per month, based on the actual share price for the month. The movement and number of shares are as follows:
| Date | S$ | US$ | Share price | Number of shares | ||||||||||||
| As at July 1, 2024 | ||||||||||||||||
| Entitlement | ||||||||||||||||
| March 19, 2025 | ||||||||||||||||
| April 19, 2025 | ||||||||||||||||
| May 19, 2025 | ||||||||||||||||
| June 19, 2025 | ||||||||||||||||
| Total entitlement as at June 30, 2025 | ||||||||||||||||
| July 21, 2025 | ||||||||||||||||
| August 19, 2025 | ||||||||||||||||
| September 19, 2025 | ||||||||||||||||
| October 21, 2025 | ||||||||||||||||
| November 19, 2025 | ||||||||||||||||
| December 19, 2025 | ||||||||||||||||
| As at December 31, 2025 | ||||||||||||||||
As at December 31, 2025, the Group recognised share-based expense of S$ (US$) and the employee is entitled to shares and expected to be granted by December 31, 2026.
| 51 |
Basel Medical Group Ltd. and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For year ended June 30, 2025 and 2024
| 21. | Fair value of assets and liabilities |
Assets and liabilities not measured at fair value
Cash and cash equivalents, other receivables, amount due from/(to) related parties, other payables
The carrying amounts of these balances approximate their fair values due to the short-term nature of these balances.
Trade receivables and trade payables
The carrying amounts of these receivables and payables approximate their fair values as they are subject to normal trade credit terms.
Borrowings
The carrying amounts of borrowings approximate their fair values as they are subject to interest rates close to market rate of interests for similar arrangements with financial institutions.
| 52 |
Basel Medical Group Ltd. and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For year ended June 30, 2025 and 2024
| 22. | Financial risk management |
The Group’s activities expose it to a variety of financial risks from its operations. The key financial risks include credit risk, market risk (including foreign currency risk, interest rate risk) and liquidity risk.
The Directors review and agree policies and procedures for the management of these risks, which are executed by the management team. It is, and has been throughout the current and previous financial period/year, the Group’s policy that no trading in derivatives for speculative purposes shall be undertaken.
The following sections provide details regarding the Group’s exposure to the abovementioned financial risks and the objectives, policies and processes for the management of these risks.
There has been no change to the Group’s exposure to these financial risks or the manner in which it manages and measures the risks.
| a) | Credit risk |
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in a loss to the Group. The Group’s exposure to credit risk arises primarily from trade and other receivables.
| 53 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| a) | Credit risk (Continued) |
The Group has adopted a policy of only dealing with creditworthy counterparties. The Group performs ongoing credit evaluation of its counterparties’ financial condition and generally do not require a collateral.
The Group considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis throughout each reporting period.
The Group has determined the default event on a financial asset to be when internal and/or external information indicates that the financial asset is unlikely to be received, which could include default of contractual payments due for more than 60 days, default of interest due for more than 30 days or there is significant difficulty of the counterparty.
To minimise credit risk, the Group has developed and maintained the Group’s credit risk gradings to categorise exposures according to their degree of risk of default. The credit rating information is supplied by publicly available financial information and the Group’s own trading records to rate its major customers and other debtors. The Group considers available reasonable and supportive forward-looking information which includes the following indicators:
| - | Actual or expected significant adverse changes in business, financial or economic conditions that are expected to cause a significant change to the debtor’s ability to meet its obligations | |
| - | Actual or expected significant changes in the operating results of the debtor | |
| - | Significant increases in credit risk on other financial instruments of the same debtor | |
| - | Significant changes in the expected performance and behaviour of the debtor, including changes in the payment status of debtors in the Group and changes in the operating results of the debtor. |
Regardless of the analysis above, a significant increase in credit risk is presumed if a debtor is more than 30 days past due in making contractual payment.
The Group determined that its financial assets are credit-impaired when:
| - | There is significant difficulty of the debtor | |
| - | A breach of contract, such as a default or past due event | |
| - | It is becoming probable that the debtor will enter bankruptcy or other financial reorganisation | |
| - | There is a disappearance of an active market for that financial asset because of financial difficulty |
| 54 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| a) | Credit risk (Continued) |
The Group categorises a receivable for potential write-off when a debtor fails to make contractual payments more than 120 days past due. Financial assets are written off when there is evidence indicating that the debtor is in severe financial difficulty and the debtor has no realistic prospect of recovery.
The Group’s current credit risk grading framework comprises the following categories:
| Category | Definition of category | Basis for recognising expected credit loss (ECL) | ||
| I | ||||
| II | ||||
| III | ||||
| IV |
The table below details the credit quality of the Group’s financial assets, as well as maximum exposure to credit risk by credit risk rating categories:
| 12-month | ||||||||||||||||||||
| or | Gross | Net | ||||||||||||||||||
| lifetime | carrying | Loss | carrying | |||||||||||||||||
| Note | Category | ECL | amount | allowance | amount | |||||||||||||||
| US$ | US$ | US$ | ||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||
| Trade receivables | 12 | Note 1 | Lifetime ECL -simplified | ( | ) | |||||||||||||||
| Deposits | 12 | I | 12-month ECL | |||||||||||||||||
| Other receivables | 12 | I | 12-month ECL | |||||||||||||||||
| ( | ) | |||||||||||||||||||
| 55 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| a) | Credit risk (Continued) |
| 12-month | Gross | Net | ||||||||||||||||||
| or lifetime | carrying | Loss | carrying | |||||||||||||||||
| Note | Category | ECL | amount | allowance | amount | |||||||||||||||
| S$ | S$ | S$ | ||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||
| Trade receivables | 12 | Note 1 | Lifetime ECL -simplified | ( | ) | |||||||||||||||
| Deposits | 12 | I | 12-month ECL | |||||||||||||||||
| Other receivables | 12 | I | 12-month ECL | |||||||||||||||||
| ( | ) | |||||||||||||||||||
| June 30, 2025 (Audited) | ||||||||||||||||||||
| Trade receivables | 12 | Note 1 | Lifetime ECL -simplified | ( | ) | |||||||||||||||
| Deposits | 12 | I | 12-month ECL | |||||||||||||||||
| Other receivables | 12 | I | 12-month ECL | |||||||||||||||||
| ( | ) | |||||||||||||||||||
Trade receivables (Note 1)
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade receivables. The Group determines the ECL by using a provision matrix, estimated based on historical credit loss experience based on the past due status of the debtors, adjusted as appropriate to reflect current conditions and estimates of future economic conditions.
| 56 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| a) | Credit risk (Continued) |
| Trade receivables | ||||||||||||||||||||||||
| Days past due | ||||||||||||||||||||||||
| Not past | ||||||||||||||||||||||||
| due | 1 – 60 days | 61 – 120 days | > 120 days | > 365 days | Total | |||||||||||||||||||
| US$ | US$ | US$ | US$ | US$ | US$ | |||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||
| ECL rate | % | % | % | % | % | |||||||||||||||||||
| Estimated total gross carrying amount at | ||||||||||||||||||||||||
| ECL | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Trade receivables | ||||||||||||||||||||||||
| Days past due | ||||||||||||||||||||||||
| Not past | ||||||||||||||||||||||||
| due | 1 – 60 days | 61 – 120 days | > 120 days | > 365 days | Total | |||||||||||||||||||
| S$ | S$ | S$ | S$ | S$ | S$ | |||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||
| ECL rate | % | % | % | % | % | |||||||||||||||||||
| Estimated total gross carrying amount at | ||||||||||||||||||||||||
| ECL | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| June 30, 2025 (Audited) | ||||||||||||||||||||||||
| ECL rate | % | % | % | % | % | |||||||||||||||||||
| Estimated total gross carrying amount at | ||||||||||||||||||||||||
| ECL | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||
| Other receivables | ||||||||||||||||||||||||
Information regarding movement of loss of allowance of trade receivables is disclosed in Note 12.
| 57 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| a) | Credit risk (Continued) |
Excessive risk concentration
Concentrations arise when a number of counterparties are engaged in similar business activities, or activities in the same geographical region, or have economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic, political or other conditions. Concentrations indicate the relative sensitivity of the Group’s performance to developments affecting a particular industry.
Exposure to credit risk
The
Group have no significant concentration of credit risk other than those balances with related company comprising
Other receivables, amount due from a director and related parties
The Group assessed the latest performance and financial position of the counterparties, adjusted for the future outlook of the industry in which the counterparties operate in, and concluded that there has been no significant increase in the credit risk since the initial recognition of the financial assets. Accordingly, the Group measured the impairment loss allowance using 12-month ECL and determined that the ECL is insignificant.
| b) | Market risk |
Market risk is the risk that changes in market prices, such as interest rates and foreign exchange rates will affect the Group’s income. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return on risk.
Foreign currency risk
The Group’s foreign exchange risk results mainly from cash flows from transactions denominated in foreign currencies. At present, the Group does not have any formal policy for hedging against currency risk. The Group ensures that the net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates, where necessary, to address short term imbalances.
The Group has transactional currency exposures arising from sales or purchases that are denominated in a currency other than the functional currency of the Group.
The Group determined that sensitivity to the exchange rate changes does not impose significant impact on the results and operations of the Group.
| 58 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| b) | Market risk (Continued) |
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of the Group’s financial instruments will fluctuate because of changes in market interest rates. The Group’s exposure to interest rate risk arises primarily from fixed deposits. These transactions and balances were not significant.
The Group does not expect any significant effect on the Group’s profit or loss arising from the effects of reasonably possible changes to interest rates on interest bearing financial instruments at the end of the financial year due to those interest-bearing assets and liabilities are insignificant.
| c) | Liquidity risk |
Liquidity risk refers to the risk that the Group will encounter difficulties in meeting its short-term obligations due to shortage of funds. The Group’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. It is managed by matching the payment and receipt cycles. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of standby credit facilities. The Group finances its working capital requirements through funds generated from operations of the Group. Management is satisfied that funds are available to finance the operation of the Group.
Analysis of financial instruments by remaining contractual maturities
The table below summarises the maturity profile of the Group’s financial assets and liabilities at the reporting date based on contractual undiscounted repayment obligations.
| Carrying amount | Contractual cash flows | One year or less | Two years to five years | |||||||||||||
| US$ | US$ | US$ | US$ | |||||||||||||
| December 31, 2025 | ||||||||||||||||
| Financial assets | ||||||||||||||||
| Trade and other receivables | ||||||||||||||||
| Amount due from shareholder | ||||||||||||||||
| Amount due from third party | ||||||||||||||||
| Cash and cash equivalents | ||||||||||||||||
| Total undiscounted financial assets | ||||||||||||||||
| 59 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| c) | Liquidity risk (Continued) |
Analysis of financial instruments by remaining contractual maturities (Continued)
| Carrying amount | Contractual cash flows | One year or less | Two years to five years | |||||||||||||
| US$ | US$ | US$ | US$ | |||||||||||||
| December 31, 2025 -Continued | ||||||||||||||||
| Financial liabilities | ||||||||||||||||
| Trade and other payables | ||||||||||||||||
| Lease liabilities | ||||||||||||||||
| Amount due to related parties | ||||||||||||||||
| Borrowings | ||||||||||||||||
| Total undiscounted financial liabilities | ||||||||||||||||
| Total net undiscounted financial assets | ( | ) | ( | ) | ||||||||||||
| Carrying amount | Contractual cash flows | One year or less | Two years to five years | |||||||||||||
| S$ | S$ | S$ | S$ | |||||||||||||
| December 31, 2025 | ||||||||||||||||
| Financial assets | ||||||||||||||||
| Trade and other receivables | ||||||||||||||||
| Amount due from shareholder | ||||||||||||||||
| Amount due from third party | ||||||||||||||||
| Cash and cash equivalents | ||||||||||||||||
| Total undiscounted financial assets | ||||||||||||||||
| Financial liabilities | ||||||||||||||||
| Trade and other payables | ||||||||||||||||
| Lease liabilities | ||||||||||||||||
| Amount due to related parties | ||||||||||||||||
| Borrowings | ||||||||||||||||
| Total undiscounted financial liabilities | ||||||||||||||||
| Total net undiscounted financial assets | ( | ) | ( | ) | ( | ) | ||||||||||
| 60 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 22. | Financial risk management (Continued) |
| c) | Liquidity risk (Continued) |
Analysis of financial instruments by remaining contractual maturities (Continued)
| Carrying amount | Contractual cash flows | One year or less | Two years to five years | |||||||||||||
| S$ | S$ | S$ | S$ | |||||||||||||
| June 30, 2025 (Audited) | ||||||||||||||||
| Financial assets | ||||||||||||||||
| Trade and other receivables | ||||||||||||||||
| Cash and cash equivalents | ||||||||||||||||
| Total undiscounted financial assets | ||||||||||||||||
| Financial liabilities | ||||||||||||||||
| Trade and other payables | ||||||||||||||||
| Lease liabilities | ||||||||||||||||
| Amount due to related parties | ||||||||||||||||
| Borrowings | ||||||||||||||||
| Total undiscounted financial liabilities | ||||||||||||||||
| Total net undiscounted financial assets/ -liabilities | ( | ) | ( | ) | ( | ) | ||||||||||
| 61 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 23. | Financial instruments by category |
At the reporting date, the aggregate carrying amounts of financial assets, at FVPL, financial assets measured at amortized cost and financial liabilities at amortized cost were as follows:
| June 30, | ||||||||||||
| December 31, | December 31, | 2025 | ||||||||||
| 2025 | 2025 | (Audited) | ||||||||||
| US$ | S$ | S$ | ||||||||||
| Financial assets measured at amortized cost | ||||||||||||
| Trade and other receivables | ||||||||||||
| Cash and cash equivalents | ||||||||||||
| Investments | ||||||||||||
| Amount due from related parties | ||||||||||||
| Amount due from third party | ||||||||||||
| Total financial assets measured at amortized cost | ||||||||||||
| Financial liabilities measured at amortized cost | ||||||||||||
| Trade and other payables | ||||||||||||
| Borrowings | ||||||||||||
| Amount due to related parties | ||||||||||||
| Asset retirement obligation | ||||||||||||
| Total financial liabilities measured at amortized cost | ||||||||||||
| 24. | Capital management |
The primary objective of the Group’s capital management is to safeguard the entity’s ability to continue as a going concern. The related parties have undertaken not to recall the amounts due to them until such time the Company is in the position to repay these amounts without impairing its liquidity position and to provide continuing financial support and adequate funds to enable the Company to meet its liabilities as and when they fall due.
No changes were made in the objectives, policies or processes during the financial period ended December 31, 2025.
The Group is not subjected to either internal or external imposed capital requirement. The Group’s overall strategy remains unchanged from 2025.
| 62 |
Basel Medical Group Ltd and its Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
For the financial period ended December 31, 2025
| 25. | Events occurring after the reporting period |
There were no significant events that occurred after the financial period ended December 31, 2025, which require adjustment to the financial statements.
However, the following non-adjusting events occurred subsequent to the reporting period:
a) |
In
January 2026, Atlas Medical Concierge Pte Ltd was incorporated with Basel Medical Group Pte Ltd holding | |
| b) | On January 22, 2026, Nasdaq determined that the Company’s ordinary shares did not comply with the minimum $1 bid price requirement based upon the closing bid price for the last 30 consecutive business days. The Company was given a compliance period of 180 calendar days to regain compliance. |
| 63 |