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table of contents
AEON CO. (M) BHD. ( 126926 - H )
TABLE OF CONTENTS
04
05
06
07
08
09
10
12
13
14
New Store Opening in Seremban 2, Negeri Sembilan
New Store Opening in Johor Bahru, Johor
New Supermarket Concept
Successful In-House Brands
Tree Planting Ceremonies
20th Anniversary Tree Planting Progress
Caring For Society
Recognition of Excellence
Human Resource Management
Customer Service Enhancement
15
16
17
18
20
21
24
25
28
An Introduction to ÆON
Corporate Information and Directory, Corporate Calendar
Share Price
Five Years Financial Highlights
Board of Directors
Directors’ Profiles
Senior Management
Chairman’s Statement
Review of Operations
36
40
42
43
44
Statement on Corporate Governance
Terms of Reference of Audit Committee
The Audit Committee
Statement on Internal Control
Other Information
46
49
50
51
52
53
68
Directors’ Report
Balance Sheet
Income Statement
Statement of Changes in Equity
Cash Flow Statement
Notes to the Financial Statements
Statement by Directors
Statutory Declaration
Report of the Auditors
CORPORATE GOVERNANCE
FINANCIAL STATEMENTS
69
OTHERS
70
71
73
74
75
76
77
79
80
81
Analysis of Shareholdings
List of 30 Largest Shareholders
Particulars of Properties
JUSCO Stores & Shopping Centers Directory
Hightlights of the Year
Milestones
Notice of Annual General Meeting
Notice of Dividend Payment
Statement Accompanying
Notice of Twenty-First Annual General Meeting
Proxy Form
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
New Store Opening in Seremban 2, Negeri Sembilan
04
SEREMBAN FOLKS EAGERLY EMBRACE
JUSCO SEREMBAN 2
New Store Opening in Johor Bahru, Johor
AEON CO. (M) BHD. offers shoppers
a fresh, fun and more convenient
way to experience great brands and
smart prices with the grand opening
of the JUSCO Seremban 2 Shopping
Center, the very first community
shopping center in Seremban.
The soft opening was held on 26
September 2005 while the grand
opening was held on 30 September
2005 and officiated by The Mentri
Besar of Negeri Sembilan, Y. A. B.
Dato’ Seri Utama Hj Mohamad bin Hj
Hasan. The grand opening kicked-off
with rewarding shopping promotions
and fun-filled activities for the whole
family. With a net lettable area of
approximately 395,000 square feet,
Standing tall, the brand new AEON
Tebrau City Shopping Center opens
its doors on 4 January 2006 with a
soft opening, bringing world-class
shopping, dining and entertainment
under one roof to the city. The grand
opening was held on 12 January
2006 and officiated by Minister of
Information, YB Datuk Seri Panglima
Abdul Kadir bin Hj. Sheikh Fadzir.
AEON CO. (M) BHD. is proud that
Johoreans now have access to
what their cousins up north and
down south have long enjoyed, right
here at home - an international-level
shopping center on par with those in
Kuala Lumpur and Singapore. AEON
JUSCO Seremban 2 Shopping
Center is an innovatively
designed shopping center with
100 tenants in two levels of
retail space and 1,300 parking
lots. Reflecting the concept
of
“Community
Shopping
Center”, JUSCO Seremban 2
Shopping Center has something
for everyone. At the Ground
Floor is the ever convenient
supermarket, a string of fast
food chains, fashion stores, the
popular JUSCO Home Centre
and so much more. On the First
Floor is a shoppers’ haven for
apparel for all ages, toys, beauty
products, an entertainment zone,
gift ideas, cineplex for movie goers and
lots more to cater to every need.
'ROUND&LOOR
&IRST&LOOR
JUSCO TEBRAU CITY SPARKLES IN JOHOR
Tebrau City Shopping Center covers
over 30 acres, with a net lettable area
of approximately 690,000 square
feet, encompassing 200 tenants and
3,800 parking lots, making it AEON’s
biggest shopping center in Malaysia
and one of Johor Bahru’s largest
with JUSCO departmental store and
supermarket as the main attraction.
It was conceptualised as an all-inone integrated shopping center, and
its three floors have been divided
into three concept “zones”, each
with its own attractions. JUSCO
Tebrau City is AEON CO. (M) BHD.’s
13th store in Malaysia and the third
in Johor.
BLE
0ERISHA
'
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Ground Floor
'
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05
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
New Store Opening in Seremban 2, Negeri Sembilan
04
SEREMBAN FOLKS EAGERLY EMBRACE
JUSCO SEREMBAN 2
New Store Opening in Johor Bahru, Johor
AEON CO. (M) BHD. offers shoppers
a fresh, fun and more convenient
way to experience great brands and
smart prices with the grand opening
of the JUSCO Seremban 2 Shopping
Center, the very first community
shopping center in Seremban.
The soft opening was held on 26
September 2005 while the grand
opening was held on 30 September
2005 and officiated by The Mentri
Besar of Negeri Sembilan, Y. A. B.
Dato’ Seri Utama Hj Mohamad bin Hj
Hasan. The grand opening kicked-off
with rewarding shopping promotions
and fun-filled activities for the whole
family. With a net lettable area of
approximately 395,000 square feet,
Standing tall, the brand new AEON
Tebrau City Shopping Center opens
its doors on 4 January 2006 with a
soft opening, bringing world-class
shopping, dining and entertainment
under one roof to the city. The grand
opening was held on 12 January
2006 and officiated by Minister of
Information, YB Datuk Seri Panglima
Abdul Kadir bin Hj. Sheikh Fadzir.
AEON CO. (M) BHD. is proud that
Johoreans now have access to
what their cousins up north and
down south have long enjoyed, right
here at home - an international-level
shopping center on par with those in
Kuala Lumpur and Singapore. AEON
JUSCO Seremban 2 Shopping
Center is an innovatively
designed shopping center with
100 tenants in two levels of
retail space and 1,300 parking
lots. Reflecting the concept
of
“Community
Shopping
Center”, JUSCO Seremban 2
Shopping Center has something
for everyone. At the Ground
Floor is the ever convenient
supermarket, a string of fast
food chains, fashion stores, the
popular JUSCO Home Centre
and so much more. On the First
Floor is a shoppers’ haven for
apparel for all ages, toys, beauty
products, an entertainment zone,
gift ideas, cineplex for movie goers and
lots more to cater to every need.
'ROUND&LOOR
&IRST&LOOR
JUSCO TEBRAU CITY SPARKLES IN JOHOR
Tebrau City Shopping Center covers
over 30 acres, with a net lettable area
of approximately 690,000 square
feet, encompassing 200 tenants and
3,800 parking lots, making it AEON’s
biggest shopping center in Malaysia
and one of Johor Bahru’s largest
with JUSCO departmental store and
supermarket as the main attraction.
It was conceptualised as an all-inone integrated shopping center, and
its three floors have been divided
into three concept “zones”, each
with its own attractions. JUSCO
Tebrau City is AEON CO. (M) BHD.’s
13th store in Malaysia and the third
in Johor.
BLE
0ERISHA
'
'
'
Ground Floor
'
'
'
'
'
(ARRIS
"OOK
3TORE
'
'
'
'
''
'
'
'
'
'
'
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'
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'
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&
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1st Floor
&
&
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&
6/)$
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3
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3
3
3
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3
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#OUNTER
05
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Successful In-House Brands
New Supermarket Concept
AN INTRODUCTION TO AEON’S IN-HOUSE
BRANDS
THE NEW JUSCO J-ONE SUPERMARKET
3UNGAI"ULOH
)NTERCHANGE
3IERRAMAS
*LN3G"ULOH
4OLL
*LN+EPONG
"ANDAR
3RI$AMANSARA
.O $AMANSARA
(IGRTH3O $AMAI
HW UTH
AY ,$0
to Sunday. At approximately 9,400
square feet and as the main tenant
at Park Avenue Condominium,
JUSCO J-One Supermarket serves
customers with a wide range of
daily necessities that include fresh
produce such as vegetables, local
and imported fruits, frozen food,
dairy products, dry grocery items,
household needs such as cleaning
products, cooking accessories,
stationery and a food court.
4O+,
0ASAR2AYA
4OLL
3UBANG
.+6%
AEON CO. (M) BHD. officially
opened
another
exciting
supermarket concept store on 21
October 2005. With a focus on
convenience and affordable prices,
JUSCO J-One Supermarket is
located at Damansara Damai and
offers the residents of Park Avenue
Condominium and its surrounding
communities a new, convenient
and rewarding shopping experience
with convenient opening hours
from 7 am to 11 pm from Monday
$AMANSARA
0ERDANA
0ENCHALA
,INK
5NDER
#ONSTRUCTION
5TAMA
TO0*+,
4AMAN4UN
$R)SMAIL
This
range
ORANGE
SORBET
is a brand name that
comprises
captures the sweet
mainly young
flavours of a pre-teen girl’s life. Hence and cool tees, jeans and other casual
it is the perfect name for cool, teenage apparels for the chic ladies.
attire that reflects the easygoing
lifestyle of youths! ORANGE SORBET
Contemporary
gets young ladies ready for a brand
blouses, jackets,
new fashion sensation!
pants and skirts
SAM is made up
of cool street wear
that’s perfect for
hanging out with college mates and
friends.
Sporty, trendy look for the
4-10 year olds.This brand
has a seamless range of
apparel that boost the
athletic charm of your pride and joy!
06
ARCADIA
caters
to
women
who
prefer sophisticated
elegance in the form of floral prints
and ethnic patterns.
This range gives
urban
ladies
a
delightful variety of attractive
handbags and shoes suitable for
that reveal the poise and charm of formal and casual occasions.
the millennium’s capable ladies.
This brand features
everyday products like
ti:zed provides modern
groceries, food items,
casuals for the family cookware, household and fabric
who appreciates fuss-free cleaners, stationery and bedding,
fashion. It has a great variety of simple among others. With its amazing
yet fun designs to accommodate an range of quality products, JUSCO
active lifestyle, giving you comfortable SELECTION offers good quality and
apparel which you will enjoy co- value-for-money products for the
Malaysian families!
ordinating with the whole family.
07
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Successful In-House Brands
New Supermarket Concept
AN INTRODUCTION TO AEON’S IN-HOUSE
BRANDS
THE NEW JUSCO J-ONE SUPERMARKET
3UNGAI"ULOH
)NTERCHANGE
3IERRAMAS
*LN3G"ULOH
4OLL
*LN+EPONG
"ANDAR
3RI$AMANSARA
.O $AMANSARA
(IGRTH3O $AMAI
HW UTH
AY ,$0
to Sunday. At approximately 9,400
square feet and as the main tenant
at Park Avenue Condominium,
JUSCO J-One Supermarket serves
customers with a wide range of
daily necessities that include fresh
produce such as vegetables, local
and imported fruits, frozen food,
dairy products, dry grocery items,
household needs such as cleaning
products, cooking accessories,
stationery and a food court.
4O+,
0ASAR2AYA
4OLL
3UBANG
.+6%
AEON CO. (M) BHD. officially
opened
another
exciting
supermarket concept store on 21
October 2005. With a focus on
convenience and affordable prices,
JUSCO J-One Supermarket is
located at Damansara Damai and
offers the residents of Park Avenue
Condominium and its surrounding
communities a new, convenient
and rewarding shopping experience
with convenient opening hours
from 7 am to 11 pm from Monday
$AMANSARA
0ERDANA
0ENCHALA
,INK
5NDER
#ONSTRUCTION
5TAMA
TO0*+,
4AMAN4UN
$R)SMAIL
This
range
ORANGE
SORBET
is a brand name that
comprises
captures the sweet
mainly young
flavours of a pre-teen girl’s life. Hence and cool tees, jeans and other casual
it is the perfect name for cool, teenage apparels for the chic ladies.
attire that reflects the easygoing
lifestyle of youths! ORANGE SORBET
Contemporary
gets young ladies ready for a brand
blouses, jackets,
new fashion sensation!
pants and skirts
SAM is made up
of cool street wear
that’s perfect for
hanging out with college mates and
friends.
Sporty, trendy look for the
4-10 year olds.This brand
has a seamless range of
apparel that boost the
athletic charm of your pride and joy!
06
ARCADIA
caters
to
women
who
prefer sophisticated
elegance in the form of floral prints
and ethnic patterns.
This range gives
urban
ladies
a
delightful variety of attractive
handbags and shoes suitable for
that reveal the poise and charm of formal and casual occasions.
the millennium’s capable ladies.
This brand features
everyday products like
ti:zed provides modern
groceries, food items,
casuals for the family cookware, household and fabric
who appreciates fuss-free cleaners, stationery and bedding,
fashion. It has a great variety of simple among others. With its amazing
yet fun designs to accommodate an range of quality products, JUSCO
active lifestyle, giving you comfortable SELECTION offers good quality and
apparel which you will enjoy co- value-for-money products for the
Malaysian families!
ordinating with the whole family.
07
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Tree Planting Ceremonies
20th Anniversary Tree Planting Progress
GIVING BACK TO SOCIETY THROUGH POSITIVE
COMMUNITY-FOCUSED INITIATIVES
AEON WOODLAND AT PAYA INDAH
WETLANDS
JUSCO Seremban 2
Shopping Center
Paya Indah Wetlands
AEON CO. (M) BHD. continued
its
tradition with a Tree Planting
Ceremony on 29 August 2005 in
conjunction with the opening of its
12th store, JUSCO Seremban 2. The
ceremony was officiated by The
Mentri Besar of Negeri Sembilan,
Y. A. B. Dato’ Seri Utama Hj
Mohamad bin Hj Hasan. The event
saw community participation of
approximately 2,000 volunteers
comprising AEON customers, school
children and teachers, nature lovers,
government agencies, NGOs and
AEON staff who altogether planted
3,300 saplings. This “Tree Planting
Ceremony” at JUSCO Seremban
2 signifies the start of a lasting
relationship between AEON and the
people of Seremban.
of Honour, State Secretary of Johor,
YB Dato’ Hj. Mohd Razali bin. Mahusin
joined approximately 850 volunteers
comprising AEON customers, J CARD
members, suppliers, local residents,
NGOs, army personnel and AEON
staff to plant 6,000 saplings. The
AEON Tebrau City Shopping Center
tree planting ceremony
signifies
the deepening relationship between
AEON Tebrau City
AEON and the people of Johor. It also
Shopping Center
The traditional Tree Planting Ceremony demonstrates our commitment to
was held on 10 December 2005 prior give back to society through positive
to the opening of our 13th store. Guest community-focused initiatives.
In commemoration with JUSCO’s
20 years in Malaysia, AEON CO. (M)
BHD. held a tree planting ceremony
on 15 September 2004 at Paya Indah
Wetlands to honour its commitment
in contributing towards nature
preservation in Malaysia. In helping
to green the earth, ÆON Co., Ltd. in
Japan started the ÆON Environment
Foundation since 1991. It has
sponsored tree-planting activities
in Sudan (Africa) and around the
Great Wall of China. To date, more
than 5 million trees have been
planted around the world by the
foundation. AEON CO. (M) BHD.
has since then held tree-planting
activities in conjunction with new
openings of its shopping centers. A
visit to Malaysia by representatives
of ÆON Environment Foundation to
our Japan Friendship Forest AEON
WOODLAND, Paya Indah was held
in August last year. The purpose of
this visit was to review the progress
of the area since the tree planting
a year ago by AEON staff, invited
customers, business associates and
volunteers from Japan to mark its
20th Anniversary in Malaysia. AEON
Woodland is now maturing with
greenery and a big thank you to all
involved in the tree planting activity
at Paya Indah Wetlands in Dengkil,
Selangor.
JUSCO Seremban 2 Shopping Center Tree Planting.
Year 2004
JUSCO Seremban 2 Shopping Center Tree Planting.
Year 2005
TebrauTebrau
AEON
City Tree
CityPlanting.
Shopping Center Tree Planting.
AEON Tebrau City Shopping Center Tree Planting.
08
Year 2006
09
9
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Tree Planting Ceremonies
20th Anniversary Tree Planting Progress
GIVING BACK TO SOCIETY THROUGH POSITIVE
COMMUNITY-FOCUSED INITIATIVES
AEON WOODLAND AT PAYA INDAH
WETLANDS
JUSCO Seremban 2
Shopping Center
Paya Indah Wetlands
AEON CO. (M) BHD. continued
its
tradition with a Tree Planting
Ceremony on 29 August 2005 in
conjunction with the opening of its
12th store, JUSCO Seremban 2. The
ceremony was officiated by The
Mentri Besar of Negeri Sembilan,
Y. A. B. Dato’ Seri Utama Hj
Mohamad bin Hj Hasan. The event
saw community participation of
approximately 2,000 volunteers
comprising AEON customers, school
children and teachers, nature lovers,
government agencies, NGOs and
AEON staff who altogether planted
3,300 saplings. This “Tree Planting
Ceremony” at JUSCO Seremban
2 signifies the start of a lasting
relationship between AEON and the
people of Seremban.
of Honour, State Secretary of Johor,
YB Dato’ Hj. Mohd Razali bin. Mahusin
joined approximately 850 volunteers
comprising AEON customers, J CARD
members, suppliers, local residents,
NGOs, army personnel and AEON
staff to plant 6,000 saplings. The
AEON Tebrau City Shopping Center
tree planting ceremony
signifies
the deepening relationship between
AEON Tebrau City
AEON and the people of Johor. It also
Shopping Center
The traditional Tree Planting Ceremony demonstrates our commitment to
was held on 10 December 2005 prior give back to society through positive
to the opening of our 13th store. Guest community-focused initiatives.
In commemoration with JUSCO’s
20 years in Malaysia, AEON CO. (M)
BHD. held a tree planting ceremony
on 15 September 2004 at Paya Indah
Wetlands to honour its commitment
in contributing towards nature
preservation in Malaysia. In helping
to green the earth, ÆON Co., Ltd. in
Japan started the ÆON Environment
Foundation since 1991. It has
sponsored tree-planting activities
in Sudan (Africa) and around the
Great Wall of China. To date, more
than 5 million trees have been
planted around the world by the
foundation. AEON CO. (M) BHD.
has since then held tree-planting
activities in conjunction with new
openings of its shopping centers. A
visit to Malaysia by representatives
of ÆON Environment Foundation to
our Japan Friendship Forest AEON
WOODLAND, Paya Indah was held
in August last year. The purpose of
this visit was to review the progress
of the area since the tree planting
a year ago by AEON staff, invited
customers, business associates and
volunteers from Japan to mark its
20th Anniversary in Malaysia. AEON
Woodland is now maturing with
greenery and a big thank you to all
involved in the tree planting activity
at Paya Indah Wetlands in Dengkil,
Selangor.
JUSCO Seremban 2 Shopping Center Tree Planting.
Year 2004
JUSCO Seremban 2 Shopping Center Tree Planting.
Year 2005
TebrauTebrau
AEON
City Tree
CityPlanting.
Shopping Center Tree Planting.
AEON Tebrau City Shopping Center Tree Planting.
08
Year 2006
09
9
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Caring for Society
AEON ENGAGES IN A SERIES OF COMMUNITY
PROJECTS
Siti Dazzles Orphans From 40 orphans from around Johor WAOH Malaysian JUSCO Foundation
Bahru. She performed a few of was responsible for purchasing the
Negeri Sembilan
The “Majlis Bersama Siti Nurhaliza”
event was held at JUSCO
Seremban 2 Shopping Center on 26
December 2005. Aimed at spicing
up the year-end school holidays,
Siti’s presence delighted orphans
from 4 different orphanages in
Negeri Sembilan. Siti also gave
out souvenirs such as school bags
and stationery to the orphans. At
the end of the event, all orphans
were treated to a delicious lunch
at the McDonald’s outlet in JUSCO
Seremban 2 Shopping Center.
Siti Does Charity At AEON
Tebrau City Shopping Center
On
22 January
2006,
the
ambassador for the “With All
Our Hearts” (WAOH) Malaysian
JUSCO Foundation, Siti Nurhaliza
shared a memorable time with
her popular songs followed by the
distribution of goodie bags to the
orphans. The cuddly “With All Our
Hearts” Charity Bears were also
sold to the public to raise funds
for the WAOH Malaysian JUSCO
Foundation during the event. The
event received an overwhelming
response from the public.
Malaysian JUSCO Foundation
Hands Over The “Rumah Tunas
Harapan Sepenuh Hati”
The first “Rumah Tunas Harapan
Sepenuh Hati”, sponsored by the
“With All Our Hearts” (WAOH)
Malaysian JUSCO Foundation was
handed over to the Social Welfare
Department Malaysia on 13 April
2006. Minister of Women, Family
and Community Development, Yang
Berhormat Dato’ Seri Shahrizat Bt.
Abd Jalil officiated the ceremony. The
house and renovating it, as well as
procuring all the home appliances and
household items. The “Rumah Tunas
Harapan Sepenuh Hati” was also
provided with furniture donated by
LCL Furniture Sdn. Bhd.’s Sport and
Welfare Club, in the hope of letting
the children live in a comfortable
and conducive environment. The
Malaysian JUSCO Foundation’s
primary responsibility is to raise funds
through various means including
organising special events. To date, it
has raised and donated over RM1.9
million to various organisations and
needy individuals.
Educational Visit at JUSCO
Stores
40 primary students of SK Seri
Suria visited JUSCO Taman Maluri,
Cheras for an educational visit. The
event was held under AEON CO.
(M) BHD.’s School Visit Programme
introduced two years’ ago as part
of its corporate citizen activity.
The aim is to equip children with
knowledge of the retail business and
make them understand the value of
money and subsequently learn about
budgeting, money management and
independence. At least two visits
were arranged every month, each
time featuring one of the thirteen
JUSCO stores in the country. A total
of 22 schools have been involved in
the program so far.
Telok Pulai, Klang, won the first
prize with their remarkable dance
performance
while
Sekolah
Kebangsaan Puchong Perdana
emerged as the first runner-up.
The winning team walked home
with a trophy, a champion award
plaque, RM3,000 worth of JUSCO
vouchers, a RM500 hamper and
a certificate of participation. The
second team won the first runnerup award plaque, RM2,000 worth
of vouchers, a RM300 hamper and
a certificate of participation.
Malaysia, AEON outlets will conduct
Gotong-Royong projects with their
neighbouring communities every
22nd of March, June, September
and December in 2006. The projects
include painting walls, repairing
defective facilities and gardening.
Some of the organisations that have
benefited from these meaningful
projects are Kompleks Anak Yatim
Darul Kifayah in Jalan Ipoh, Sekolah
Rendah Section 2 in Wangsa Maju
and Rumah Ilham Yayasan Anakanak Yatim Pinggir in Taman Tun Dr.
Ismail, Kuala Lumpur.
The Cultural Dance
Competition
Giving Back To The
Community Through
The Cultural Dance Competition Gotong-Royong
for primary school children was
successfully held in Alpha Angle
Shopping Center on 24 September
2005. The event was sponsored
by AEON CO. (M) BHD. with
the support of the Ministry of
Education. Sekolah Kebangsaan
As a responsible corporate citizen,
AEON CO. (M) BHD. has plans to
embark on quarterly basis GotongRoyong projects that involve
the participation of community
members surrounding its outlets. In
commemorating AEON’s 22nd year in
Buka Puasa
Siti at S2
10
11
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Caring for Society
AEON ENGAGES IN A SERIES OF COMMUNITY
PROJECTS
Siti Dazzles Orphans From 40 orphans from around Johor WAOH Malaysian JUSCO Foundation
Bahru. She performed a few of was responsible for purchasing the
Negeri Sembilan
The “Majlis Bersama Siti Nurhaliza”
event was held at JUSCO
Seremban 2 Shopping Center on 26
December 2005. Aimed at spicing
up the year-end school holidays,
Siti’s presence delighted orphans
from 4 different orphanages in
Negeri Sembilan. Siti also gave
out souvenirs such as school bags
and stationery to the orphans. At
the end of the event, all orphans
were treated to a delicious lunch
at the McDonald’s outlet in JUSCO
Seremban 2 Shopping Center.
Siti Does Charity At AEON
Tebrau City Shopping Center
On
22 January
2006,
the
ambassador for the “With All
Our Hearts” (WAOH) Malaysian
JUSCO Foundation, Siti Nurhaliza
shared a memorable time with
her popular songs followed by the
distribution of goodie bags to the
orphans. The cuddly “With All Our
Hearts” Charity Bears were also
sold to the public to raise funds
for the WAOH Malaysian JUSCO
Foundation during the event. The
event received an overwhelming
response from the public.
Malaysian JUSCO Foundation
Hands Over The “Rumah Tunas
Harapan Sepenuh Hati”
The first “Rumah Tunas Harapan
Sepenuh Hati”, sponsored by the
“With All Our Hearts” (WAOH)
Malaysian JUSCO Foundation was
handed over to the Social Welfare
Department Malaysia on 13 April
2006. Minister of Women, Family
and Community Development, Yang
Berhormat Dato’ Seri Shahrizat Bt.
Abd Jalil officiated the ceremony. The
house and renovating it, as well as
procuring all the home appliances and
household items. The “Rumah Tunas
Harapan Sepenuh Hati” was also
provided with furniture donated by
LCL Furniture Sdn. Bhd.’s Sport and
Welfare Club, in the hope of letting
the children live in a comfortable
and conducive environment. The
Malaysian JUSCO Foundation’s
primary responsibility is to raise funds
through various means including
organising special events. To date, it
has raised and donated over RM1.9
million to various organisations and
needy individuals.
Educational Visit at JUSCO
Stores
40 primary students of SK Seri
Suria visited JUSCO Taman Maluri,
Cheras for an educational visit. The
event was held under AEON CO.
(M) BHD.’s School Visit Programme
introduced two years’ ago as part
of its corporate citizen activity.
The aim is to equip children with
knowledge of the retail business and
make them understand the value of
money and subsequently learn about
budgeting, money management and
independence. At least two visits
were arranged every month, each
time featuring one of the thirteen
JUSCO stores in the country. A total
of 22 schools have been involved in
the program so far.
Telok Pulai, Klang, won the first
prize with their remarkable dance
performance
while
Sekolah
Kebangsaan Puchong Perdana
emerged as the first runner-up.
The winning team walked home
with a trophy, a champion award
plaque, RM3,000 worth of JUSCO
vouchers, a RM500 hamper and
a certificate of participation. The
second team won the first runnerup award plaque, RM2,000 worth
of vouchers, a RM300 hamper and
a certificate of participation.
Malaysia, AEON outlets will conduct
Gotong-Royong projects with their
neighbouring communities every
22nd of March, June, September
and December in 2006. The projects
include painting walls, repairing
defective facilities and gardening.
Some of the organisations that have
benefited from these meaningful
projects are Kompleks Anak Yatim
Darul Kifayah in Jalan Ipoh, Sekolah
Rendah Section 2 in Wangsa Maju
and Rumah Ilham Yayasan Anakanak Yatim Pinggir in Taman Tun Dr.
Ismail, Kuala Lumpur.
The Cultural Dance
Competition
Giving Back To The
Community Through
The Cultural Dance Competition Gotong-Royong
for primary school children was
successfully held in Alpha Angle
Shopping Center on 24 September
2005. The event was sponsored
by AEON CO. (M) BHD. with
the support of the Ministry of
Education. Sekolah Kebangsaan
As a responsible corporate citizen,
AEON CO. (M) BHD. has plans to
embark on quarterly basis GotongRoyong projects that involve
the participation of community
members surrounding its outlets. In
commemorating AEON’s 22nd year in
Buka Puasa
Siti at S2
10
11
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Recognition of Excellence
AEON RECEIVES MULTIPLE PRESTIGIOUS
AWARDS
Human Resource Management
Retail World Recognises
JUSCO’s Excellence in Three
Categories
Japan Management Trainees
AEON CO. (M) BHD. is honoured
to be held in high regard by Retail
World Asia, a publishing company
that established the Retail World
Excellence Awards to acknowledge
retailers who practice good business
ethics. Our outstanding AEON
staff, Mary Ang May Lee, won the
prestigious Buyer of The Year award.
The supermarket in JUSCO Melaka
also did the company proud by
winning the Platinum Award, which
is the most distinguished honour in
the supermarket category. JUSCO
Wangsa Maju Store also received a
nominee award for the Departmental
Store category.
event was held in conjunction with
the Asian Round Table Retail Forum
and Top 500 Retail Asia Pacific
Award Ceremony at Shangri-La
Hotel in Beijing, China. AEON CO.
(M) BHD. was awarded Retail Asia
Pacific 500 Silver Award. AEON CO.
(M). BHD. was represented by Encik
Rashid Adam, General Manager of
Corporate Affairs. The award was
presented by Mr. Nick Debnam,
Chairman of Practical Consumers
Marketing KPMG Asia Pacific.
the award that was presented by
Minister of Domestic Trade and
Consumer Affairs, Datuk Mohd
Shafie Apdal. JUSCO Taman Maluri
also bagged two other awards in
the sub-sector categories which is
the shopping center category and
supermarket category. This is an
honour for AEON CO. (M) BHD., in
line with the company’s philosophy
of “Customer First”. The quality
service and courteous excellence of
the staff brought about this success.
JUSCO Taman Maluri Wins
Retail Excellence Award
2005/2006 Malaysia
On 24 November 2005, JUSCO
Taman Maluri was announced as
the overall best winner by Malaysian
Retailers Association (MRA) in the
Service & Courtesy Excellence
Retail Asia Pacific Top 500
Award for Retailers 2005/2006
Silver Award
Recently, AEON CO. (M) BHD. won campaign. Encik Mohamad Thaheer
the Retail Asia Pacific Award. This Packeer, the Store Manager received
ENHANCING THE SKILLS OF AEON STAFF
Open University Malaysia (OUM) to
launch the first local retail academy
to provide academic qualification to
AEON employees and interested
school leavers to create more skilful
workers in the retail industry. On 18
March 2006, a Convocation for the
first and second batch of the Diploma
In Management (Retailing) course
successfully completed their course
and graduated with flying colours.
What makes it more memorable was
when three of AEON’s staff were
presented with the University Book
JUSCO-OUM Retail Academy
Prize Recipients Award for their
In line with the company’s mission excellent academic achievement.
to modernise the retail industry,
AEON embarked on a new apprentice Fish Skill Training
scheme to improve the quality Fish Skill Training was conducted on
of skilled manpower in this sector. 14 and 15 March 2006 at the Mid
AEON entered into an agreement with Valley Meeting Room by En. Hasnizal,
On 6 February 2006, a Welcome
Home Ceremony for the 11th batch
Japan Management Trainees was
held at our Headquarter. The purpose
of the ceremony was for the trainees
to share with the management and
staff their experiences gained during
their stay in Japan. The meeting
also discussed ways of adding value
toward making shopping a more
enjoyable and memorable activity for
customers.
Fish Merchandiser. The objective of
the training was to improve the quality
and safety of seafood preparation,
minimising food wastage, avoiding
food contamination during food
preparation and providing better
customer service equipped with better
product knowledge.
Produce Skill Training
Following up on the Perishable
Skill Training, a 2-day Produce Skill
Training was held on the 29 and
30 March 2006 at our HQ Training
Room. Cik Meha, Quality Controller,
conducted the 2-day training. The
objectives of the training were to
improve the quality and safety of
fresh fruits and vegetable preparation
and minimise food wastage.
AEON CO. (M) BHD. Employees Graduated:
Batch
No. of students
Graduation date
Diploma In Management (Retailing) 1
28
18 March 2006
Diploma In Management (Retailing) 2
33
18 March 2006
Batch
No. of students
Graduation date
Career Certificate in Retail Operations 4
27
5 May 2005
Career Certificate in Retail Operations 5
32
28 September 2005
AEON CO. (M) BHD. Employees Graduated:
AEON CO. (M) BHD. Employees (Current Students):
Batch
Retail World Excellent Award 2006-2007
12
Retail World Excellent Award 2005-2006
No. of students
Diploma In Management (Retailing) 3
50
Diploma In Management (Retailing) 4
46
Diploma In Management (Retailing) 5
59
Retail Asia Pacific 500 Silver Award
13
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Recognition of Excellence
AEON RECEIVES MULTIPLE PRESTIGIOUS
AWARDS
Human Resource Management
Retail World Recognises
JUSCO’s Excellence in Three
Categories
Japan Management Trainees
AEON CO. (M) BHD. is honoured
to be held in high regard by Retail
World Asia, a publishing company
that established the Retail World
Excellence Awards to acknowledge
retailers who practice good business
ethics. Our outstanding AEON
staff, Mary Ang May Lee, won the
prestigious Buyer of The Year award.
The supermarket in JUSCO Melaka
also did the company proud by
winning the Platinum Award, which
is the most distinguished honour in
the supermarket category. JUSCO
Wangsa Maju Store also received a
nominee award for the Departmental
Store category.
event was held in conjunction with
the Asian Round Table Retail Forum
and Top 500 Retail Asia Pacific
Award Ceremony at Shangri-La
Hotel in Beijing, China. AEON CO.
(M) BHD. was awarded Retail Asia
Pacific 500 Silver Award. AEON CO.
(M). BHD. was represented by Encik
Rashid Adam, General Manager of
Corporate Affairs. The award was
presented by Mr. Nick Debnam,
Chairman of Practical Consumers
Marketing KPMG Asia Pacific.
the award that was presented by
Minister of Domestic Trade and
Consumer Affairs, Datuk Mohd
Shafie Apdal. JUSCO Taman Maluri
also bagged two other awards in
the sub-sector categories which is
the shopping center category and
supermarket category. This is an
honour for AEON CO. (M) BHD., in
line with the company’s philosophy
of “Customer First”. The quality
service and courteous excellence of
the staff brought about this success.
JUSCO Taman Maluri Wins
Retail Excellence Award
2005/2006 Malaysia
On 24 November 2005, JUSCO
Taman Maluri was announced as
the overall best winner by Malaysian
Retailers Association (MRA) in the
Service & Courtesy Excellence
Retail Asia Pacific Top 500
Award for Retailers 2005/2006
Silver Award
Recently, AEON CO. (M) BHD. won campaign. Encik Mohamad Thaheer
the Retail Asia Pacific Award. This Packeer, the Store Manager received
ENHANCING THE SKILLS OF AEON STAFF
Open University Malaysia (OUM) to
launch the first local retail academy
to provide academic qualification to
AEON employees and interested
school leavers to create more skilful
workers in the retail industry. On 18
March 2006, a Convocation for the
first and second batch of the Diploma
In Management (Retailing) course
successfully completed their course
and graduated with flying colours.
What makes it more memorable was
when three of AEON’s staff were
presented with the University Book
JUSCO-OUM Retail Academy
Prize Recipients Award for their
In line with the company’s mission excellent academic achievement.
to modernise the retail industry,
AEON embarked on a new apprentice Fish Skill Training
scheme to improve the quality Fish Skill Training was conducted on
of skilled manpower in this sector. 14 and 15 March 2006 at the Mid
AEON entered into an agreement with Valley Meeting Room by En. Hasnizal,
On 6 February 2006, a Welcome
Home Ceremony for the 11th batch
Japan Management Trainees was
held at our Headquarter. The purpose
of the ceremony was for the trainees
to share with the management and
staff their experiences gained during
their stay in Japan. The meeting
also discussed ways of adding value
toward making shopping a more
enjoyable and memorable activity for
customers.
Fish Merchandiser. The objective of
the training was to improve the quality
and safety of seafood preparation,
minimising food wastage, avoiding
food contamination during food
preparation and providing better
customer service equipped with better
product knowledge.
Produce Skill Training
Following up on the Perishable
Skill Training, a 2-day Produce Skill
Training was held on the 29 and
30 March 2006 at our HQ Training
Room. Cik Meha, Quality Controller,
conducted the 2-day training. The
objectives of the training were to
improve the quality and safety of
fresh fruits and vegetable preparation
and minimise food wastage.
AEON CO. (M) BHD. Employees Graduated:
Batch
No. of students
Graduation date
Diploma In Management (Retailing) 1
28
18 March 2006
Diploma In Management (Retailing) 2
33
18 March 2006
Batch
No. of students
Graduation date
Career Certificate in Retail Operations 4
27
5 May 2005
Career Certificate in Retail Operations 5
32
28 September 2005
AEON CO. (M) BHD. Employees Graduated:
AEON CO. (M) BHD. Employees (Current Students):
Batch
Retail World Excellent Award 2006-2007
12
Retail World Excellent Award 2005-2006
No. of students
Diploma In Management (Retailing) 3
50
Diploma In Management (Retailing) 4
46
Diploma In Management (Retailing) 5
59
Retail Asia Pacific 500 Silver Award
13
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Customer Service Enhancement
PRIORITISING THE NEEDS OF OUR CUSTOMERS
AN INTRODUCTION TO ÆON
Show & Tell - Cashier Contest
ÆON 21 Campaign
The Grand Cashier Service & Skills
Tournament 2005 was held on
25 February 2006, at Cititel Hotel
Kuala Lumpur. AEON CO. (M) BHD.
organised this annual event for the
fourth year. This was in conjunction
with the Show and Tell competition
held at all JUSCO stores from
October till December 2005 which
was well received by customers.
One cashier from each store was
selected to vie for the ‘Cashier of
The Year 2005’ award. The purpose
of this competition was to motivate
the cashiers and increase efficiency
amongst them and instill in them
the importance of customer
service. Siti Fahtehah Bte Jaafar
from JUSCO Seremban 2 won
this competition and was declared
Cashier of The Year 2005.
For the fifth consecutive year, ÆON
Co. Ltd., of Japan recognised and
rewarded customers and employees
from around Asia for their innovative
ideas in the ÆON 21 Campaign. The
campaign is part of our commitment
to better understand the needs and
expectations of today’s consumers
that will ultimately strengthen the
bond between ÆON and customers
and employees. Themed ‘Fun,
Today, than Yesterday’, the 2005
campaign required participants to
submit ideas and suggestions on
merchandise, service and store
facility. The ÆON 21 Campaign
ran from 28 July-10 August 2005
at JUSCO stores nationwide
and Asia wide. A total of 96,440
suggestions were received from
customers and employees in Asia
AEON CO. (M) BHD. is a leading
retailer in Malaysia with a total revenue
of RM1.96 billion in the financial
year under review. The Company
was incorporated on 15 September
1984. AEON CO. (M) BHD. was
set up in response to the Malaysian
Government’s invitation to ÆON Japan
to help modernise the retailing industry
in Malaysia. The ‘JUSCO’ name today
is well established among Malaysians
as well as foreigners, especially due
to its association with the international
ÆON group of companies. AEON has
established itself as a leading chain of
general merchandise stores. AEON’s
constant interior refurbishment of
with Malaysia accounting for 3,970
suggestions from employees and
169 suggestions from customers.
This number reflects our strong
presence in the community. For 22
years, JUSCO stores have helped
families improve the quality of life
and ÆON 21 Campaign continues
to value our customers and
employees with a channel to voice
their suggestions. AEON Malaysia
participants won the Asia Grand
Prize for both the Customer and
Employee categories.
stores to project an image designed
to satisfy the ever changing needs and
desires of consumers is clear evidence
of this. The Company’s performance
has been further enhanced by the
management’s acute understanding
of target market needs and the
provision of a correct product-mix.
AEON’s stores are mostly situated in
suburban residential areas, catering
to the vast middle income group. The
ÆON group of companies consists of
ÆON Co., Ltd., and more than 100
consolidated subsidiaries and affiliated
companies. In addition to its core
general merchandise stores (GMS)
plus its supermarket and convenience
store operations, AEON is also active
in specialty store operations, shopping
center development, operations and
services. ÆON group of companies
is an integrated Japanese retailer
and is active not only in Japan but
also in Southeast Asia, China and
North America. At all times, in every
market, AEON's activities are guided
by the unchanging 'Customer First'
philosophy. Its aim is to surpass
expectations by combining excellent
products with unique personal services
that enhance the shopping experience
to make the customers smile every
time they shop.
OUR PRINCIPLE
regardless of how times may have changed, we strive to serve the ‘Customer First’. We are always
mindful of the three keywords which make up the essence and character of the retail industry and must
be considered in any development: ‘peace’, ‘people’ and ‘community’. Ours is a person-to-person business
and our existence is deeply intertwined with the people of the regions and societies in which we serve.
These precepts remain the same wherever we do business, where we act as a contributing member of
the local community.
OUR STRATEGY
is to establish a solid competitive position and achieve continuous growth. Two key components underlying
this strategy are:
• Accelerating Shopping Center Development. We are channeling our resources towards developing attractive,
integrated commercial facilities which our customers can fully enjoy, such as regional shopping center and
neighbourhood shopping center. This segment also involves leasing shopping space and facilities to tenants.
• Aggressive Pursuit of GMS Stores. Our General Merchandise Stores (GMS), which combine supermarkets
and departmental stores under one roof, operate as full-line retailers. Products offered range from food and
other daily necessities, apparel and household goods (including bedding and bathroom products) to specialised
products such as home appliances, sporting goods and cosmetics.
OUR GOAL
is to operate as an “international-scale retailing group”, recognised for excellence not only in Japan,
but also in other nations. The international recognition we are working to achieve is not one which can
be measured merely in quantifiable terms of size, growth and profitability. We hope to be competitive
at the global level in intangible aspects such as customer satisfaction and corporate citizenship. We are
dedicated to the idea of “quality management” to further enhance our capabilities.
For the love of nature.
14
The bustling crowd at JUSCO Seremban 2 Shopping
Center.
Our guiding principle has always been to serve the
‘Customer First’.
15
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Customer Service Enhancement
PRIORITISING THE NEEDS OF OUR CUSTOMERS
AN INTRODUCTION TO ÆON
Show & Tell - Cashier Contest
ÆON 21 Campaign
The Grand Cashier Service & Skills
Tournament 2005 was held on
25 February 2006, at Cititel Hotel
Kuala Lumpur. AEON CO. (M) BHD.
organised this annual event for the
fourth year. This was in conjunction
with the Show and Tell competition
held at all JUSCO stores from
October till December 2005 which
was well received by customers.
One cashier from each store was
selected to vie for the ‘Cashier of
The Year 2005’ award. The purpose
of this competition was to motivate
the cashiers and increase efficiency
amongst them and instill in them
the importance of customer
service. Siti Fahtehah Bte Jaafar
from JUSCO Seremban 2 won
this competition and was declared
Cashier of The Year 2005.
For the fifth consecutive year, ÆON
Co. Ltd., of Japan recognised and
rewarded customers and employees
from around Asia for their innovative
ideas in the ÆON 21 Campaign. The
campaign is part of our commitment
to better understand the needs and
expectations of today’s consumers
that will ultimately strengthen the
bond between ÆON and customers
and employees. Themed ‘Fun,
Today, than Yesterday’, the 2005
campaign required participants to
submit ideas and suggestions on
merchandise, service and store
facility. The ÆON 21 Campaign
ran from 28 July-10 August 2005
at JUSCO stores nationwide
and Asia wide. A total of 96,440
suggestions were received from
customers and employees in Asia
AEON CO. (M) BHD. is a leading
retailer in Malaysia with a total revenue
of RM1.96 billion in the financial
year under review. The Company
was incorporated on 15 September
1984. AEON CO. (M) BHD. was
set up in response to the Malaysian
Government’s invitation to ÆON Japan
to help modernise the retailing industry
in Malaysia. The ‘JUSCO’ name today
is well established among Malaysians
as well as foreigners, especially due
to its association with the international
ÆON group of companies. AEON has
established itself as a leading chain of
general merchandise stores. AEON’s
constant interior refurbishment of
with Malaysia accounting for 3,970
suggestions from employees and
169 suggestions from customers.
This number reflects our strong
presence in the community. For 22
years, JUSCO stores have helped
families improve the quality of life
and ÆON 21 Campaign continues
to value our customers and
employees with a channel to voice
their suggestions. AEON Malaysia
participants won the Asia Grand
Prize for both the Customer and
Employee categories.
stores to project an image designed
to satisfy the ever changing needs and
desires of consumers is clear evidence
of this. The Company’s performance
has been further enhanced by the
management’s acute understanding
of target market needs and the
provision of a correct product-mix.
AEON’s stores are mostly situated in
suburban residential areas, catering
to the vast middle income group. The
ÆON group of companies consists of
ÆON Co., Ltd., and more than 100
consolidated subsidiaries and affiliated
companies. In addition to its core
general merchandise stores (GMS)
plus its supermarket and convenience
store operations, AEON is also active
in specialty store operations, shopping
center development, operations and
services. ÆON group of companies
is an integrated Japanese retailer
and is active not only in Japan but
also in Southeast Asia, China and
North America. At all times, in every
market, AEON's activities are guided
by the unchanging 'Customer First'
philosophy. Its aim is to surpass
expectations by combining excellent
products with unique personal services
that enhance the shopping experience
to make the customers smile every
time they shop.
OUR PRINCIPLE
regardless of how times may have changed, we strive to serve the ‘Customer First’. We are always
mindful of the three keywords which make up the essence and character of the retail industry and must
be considered in any development: ‘peace’, ‘people’ and ‘community’. Ours is a person-to-person business
and our existence is deeply intertwined with the people of the regions and societies in which we serve.
These precepts remain the same wherever we do business, where we act as a contributing member of
the local community.
OUR STRATEGY
is to establish a solid competitive position and achieve continuous growth. Two key components underlying
this strategy are:
• Accelerating Shopping Center Development. We are channeling our resources towards developing attractive,
integrated commercial facilities which our customers can fully enjoy, such as regional shopping center and
neighbourhood shopping center. This segment also involves leasing shopping space and facilities to tenants.
• Aggressive Pursuit of GMS Stores. Our General Merchandise Stores (GMS), which combine supermarkets
and departmental stores under one roof, operate as full-line retailers. Products offered range from food and
other daily necessities, apparel and household goods (including bedding and bathroom products) to specialised
products such as home appliances, sporting goods and cosmetics.
OUR GOAL
is to operate as an “international-scale retailing group”, recognised for excellence not only in Japan,
but also in other nations. The international recognition we are working to achieve is not one which can
be measured merely in quantifiable terms of size, growth and profitability. We hope to be competitive
at the global level in intangible aspects such as customer satisfaction and corporate citizenship. We are
dedicated to the idea of “quality management” to further enhance our capabilities.
For the love of nature.
14
The bustling crowd at JUSCO Seremban 2 Shopping
Center.
Our guiding principle has always been to serve the
‘Customer First’.
15
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
CORPORATE INFORMATION AND
DIRECTORY
Board of Directors
• Dato’ Abdullah bin Mohd Yusof
(Chairman)
• Mr. Toshiji Tokiwa
• Mr. Tatsuichi Yamaguchi
• Mr. Nagahisa Oyama
• Mr. Masato Yokoyama
• Datuk Ramli bin Ibrahim
• Brig. Jen. (B) Dato’ Mohd Idris
bin Saman
• Datuk Zawawi bin Mahmuddin
• Dato’ Chew Kong Seng
Secretaries
• Tai Yit Chan
(MAICSA 7009143)
• Saw Bee Lean
(MAICSA 0793472)
Registered Office and
Head Office
Stock Exchange Listing
The Company is a public listed
company, incorporated and
domiciled in Malaysia and listed
on the Main Board of the Bursa
Malaysia Securities Berhad.
3rd Floor, JUSCO Taman Maluri
Shopping Center,
Jalan Jejaka, Taman Maluri,
Cheras, 55100, Kuala Lumpur.
Tel: 03-9207 2005
Fax: 03-9207 2006 / 2007
SHARE PRICE
Stock Code
Stock Name
: 6599
: AEON
2005 / 2006
Mar
Apr
May
Jun
Jul
Aug
Sept
Oct
Nov
Dec
Jan
Feb
High (RM)
4.94
4.98
4.82
4.82
4.80
5.05
5.30
5.30
5.55
5.60
5.75
6.10
Low (RM)
4.80
4.80
4.48
4.50
4.66
4.82
5.10
5.20
5.25
5.45
5.55
5.75
Volume (‘000)
1872
463
1133
4053
769
4352
2719
1194
736
2287
2145
1722
Homepage
http://www.jusco.com.my
Auditors
KPMG Desa Megat & Co.
(AF0759)
Chartered Accountants,
Wisma KPMG,
Jalan Dungun,Damansara Heights,
50490 Kuala Lumpur.
Principal Bankers
• Bank of Tokyo-Mitsubishi UFJ
(Malaysia) Berhad (302316-U)
• Malayan Banking Berhad (3813-K)
• Bumiputra Commerce Bank
Berhad (13491-P)
RM
Vol ('000)
7.00
5000
Registrars
Tenaga Koperat Sdn. Bhd.
(118401-V)
20th Floor, Plaza Permata,
Jalan Kampar, Off Jalan Tun Razak,
50400 Kuala Lumpur.
Tel: 03-4041 6522
Fax: 03-4042 6352
CORPORATE CALENDAR
4500
6.00
4000
5.00
3500
3000
4.00
2500
Notice of Annual General Meeting
31 May 2005
Annual General Meeting
22 June 2005
Payment of Dividend
Quarterly Results Announcement
Book Closure – 4 July 2005
Payment – 20 July 2005
1st Quarter – 21 July 2005
Quarterly Results Announcement
2nd Quarter – 20 October 2005
Quarterly Results Announcement
3rd Quarter – 12 January 2006
Quarterly Results Announcement
4th Quarter – 21 April 2006
Change of Accounting Year End Announcement
21 April 2006
3.00
2000
1500
2.00
1000
1.00
500
0.00
0
Mar
‘05
High (RM)
16
Apr
‘05
May
‘05
Low (RM)
Jun
‘05
Jul
‘05
Aug
‘05
Sept
‘05
Oct
‘05
Nov
‘05
Dec
‘05
Jan
‘06
Feb
‘06
Volume
17
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
CORPORATE INFORMATION AND
DIRECTORY
Board of Directors
• Dato’ Abdullah bin Mohd Yusof
(Chairman)
• Mr. Toshiji Tokiwa
• Mr. Tatsuichi Yamaguchi
• Mr. Nagahisa Oyama
• Mr. Masato Yokoyama
• Datuk Ramli bin Ibrahim
• Brig. Jen. (B) Dato’ Mohd Idris
bin Saman
• Datuk Zawawi bin Mahmuddin
• Dato’ Chew Kong Seng
Secretaries
• Tai Yit Chan
(MAICSA 7009143)
• Saw Bee Lean
(MAICSA 0793472)
Registered Office and
Head Office
Stock Exchange Listing
The Company is a public listed
company, incorporated and
domiciled in Malaysia and listed
on the Main Board of the Bursa
Malaysia Securities Berhad.
3rd Floor, JUSCO Taman Maluri
Shopping Center,
Jalan Jejaka, Taman Maluri,
Cheras, 55100, Kuala Lumpur.
Tel: 03-9207 2005
Fax: 03-9207 2006 / 2007
SHARE PRICE
Stock Code
Stock Name
: 6599
: AEON
2005 / 2006
Mar
Apr
May
Jun
Jul
Aug
Sept
Oct
Nov
Dec
Jan
Feb
High (RM)
4.94
4.98
4.82
4.82
4.80
5.05
5.30
5.30
5.55
5.60
5.75
6.10
Low (RM)
4.80
4.80
4.48
4.50
4.66
4.82
5.10
5.20
5.25
5.45
5.55
5.75
Volume (‘000)
1872
463
1133
4053
769
4352
2719
1194
736
2287
2145
1722
Homepage
http://www.jusco.com.my
Auditors
KPMG Desa Megat & Co.
(AF0759)
Chartered Accountants,
Wisma KPMG,
Jalan Dungun,Damansara Heights,
50490 Kuala Lumpur.
Principal Bankers
• Bank of Tokyo-Mitsubishi UFJ
(Malaysia) Berhad (302316-U)
• Malayan Banking Berhad (3813-K)
• Bumiputra Commerce Bank
Berhad (13491-P)
RM
Vol ('000)
7.00
5000
Registrars
Tenaga Koperat Sdn. Bhd.
(118401-V)
20th Floor, Plaza Permata,
Jalan Kampar, Off Jalan Tun Razak,
50400 Kuala Lumpur.
Tel: 03-4041 6522
Fax: 03-4042 6352
CORPORATE CALENDAR
4500
6.00
4000
5.00
3500
3000
4.00
2500
Notice of Annual General Meeting
31 May 2005
Annual General Meeting
22 June 2005
Payment of Dividend
Quarterly Results Announcement
Book Closure – 4 July 2005
Payment – 20 July 2005
1st Quarter – 21 July 2005
Quarterly Results Announcement
2nd Quarter – 20 October 2005
Quarterly Results Announcement
3rd Quarter – 12 January 2006
Quarterly Results Announcement
4th Quarter – 21 April 2006
Change of Accounting Year End Announcement
21 April 2006
3.00
2000
1500
2.00
1000
1.00
500
0.00
0
Mar
‘05
High (RM)
16
Apr
‘05
May
‘05
Low (RM)
Jun
‘05
Jul
‘05
Aug
‘05
Sept
‘05
Oct
‘05
Nov
‘05
Dec
‘05
Jan
‘06
Feb
‘06
Volume
17
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
FIVE YEARS FINANCIAL HIGHLIGHTS
REVENUE
RM million
For Five Years - As at 28 & 29 February
1,784.6
2-g
)NCOME3TATEMENT
2EVENUE
2ETAILING
0ROPERTY-ANAGEMENT3ERVICES
0ROFITBEFORETAX
0ROFITAFTERTAX
.ETDIVIDEND
"ALANCESHEET
0ROPERTYPLANTANDEQUIPMENT
)NVESTMENT
#URRENTASSETS
#URRENTLIABILITIES
3TATISTICS
.ETEARNINGSLOSSPERSHARESEN
'ROSSDIVIDENDPERSHARE
.ETASSETSPERSHARE2-
2-g
2-g
2-g
2-g
1,523.8
1,500
&INANCED"Y
3HARECAPITAL
2ETAINEDPROFITS
2EVALUATIONRESERVE
3HARE0REMIUM
3HAREHOLDERSgFUNDS
$EFERREDTAXATION
1,962.4
2,000
1,368.3
1,200.6
1,000
500
01/02
02/03
03/04
04/05
05/06
Financial Year
PROFIT ATTRIBUTABLE TO SHAREHOLDERS
RM million
80
73.2
70
60
60.5
63.6
64.2
53.9
50
40
30
20
10
* Earnings per share has been calculated based on the number of ordinary shares of 175,500,000. Comparative
earnings per share information has been restated after adjusting for the bonus issue undertaken by the
Company.
01/02
02/03
03/04
04/05
05/06
Financial Year
18
19
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
FIVE YEARS FINANCIAL HIGHLIGHTS
REVENUE
RM million
For Five Years - As at 28 & 29 February
1,784.6
2-g
)NCOME3TATEMENT
2EVENUE
2ETAILING
0ROPERTY-ANAGEMENT3ERVICES
0ROFITBEFORETAX
0ROFITAFTERTAX
.ETDIVIDEND
"ALANCESHEET
0ROPERTYPLANTANDEQUIPMENT
)NVESTMENT
#URRENTASSETS
#URRENTLIABILITIES
3TATISTICS
.ETEARNINGSLOSSPERSHARESEN
'ROSSDIVIDENDPERSHARE
.ETASSETSPERSHARE2-
2-g
2-g
2-g
2-g
1,523.8
1,500
&INANCED"Y
3HARECAPITAL
2ETAINEDPROFITS
2EVALUATIONRESERVE
3HARE0REMIUM
3HAREHOLDERSgFUNDS
$EFERREDTAXATION
1,962.4
2,000
1,368.3
1,200.6
1,000
500
01/02
02/03
03/04
04/05
05/06
Financial Year
PROFIT ATTRIBUTABLE TO SHAREHOLDERS
RM million
80
73.2
70
60
60.5
63.6
64.2
53.9
50
40
30
20
10
* Earnings per share has been calculated based on the number of ordinary shares of 175,500,000. Comparative
earnings per share information has been restated after adjusting for the bonus issue undertaken by the
Company.
01/02
02/03
03/04
04/05
05/06
Financial Year
18
19
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
BOARD OF DIRECTORS
DIRECTORS’ PROFILES
(Seated from left to right)
(Standing from left to right)
Mr. Toshiji Tokiwa
Brig. Jen. (B) Dato’ Mohd Idris bin Saman
Non-Independent Non-Executive
Vice Chairman
Independent Non-Executive Director
Dato’ Abdullah bin Mohd Yusof (67),
(Malaysian) Non-Independent Non-Executive Chairman
Mr. Tatsuichi Yamaguchi
Dato’ Abdullah bin Mohd Yusof
Non-Independent Non-Executive Director
Non-Independent Non-Executive
Chairman
Dato’ Chew Kong Seng
Independent Non-Executive Director
Mr. Nagahisa Oyama
Managing Director
Datuk Zawawi bin Mahmuddin
Independent Non-Executive Director
Datuk Ramli bin Ibrahim
Non-Independent Non-Executive Director
Mr. Masato Yokoyama
Dato’ Abdullah bin Mohd Yusof was appointed the Chairman of AEON CO.
(M) BHD. on 26 October 1984. He holds a Bachelor of Law (Honours) from
University of Singapore, which he obtained in 1968. He has more than thirty
(30) years of experience as an Advocate & Solicitor. He started his career
with Skrine & Co., as a Legal Assistant in 1968 before starting his own
partnership under the name of Tunku Zuhri Manan & Abdullah, Advocates
& Solicitors in 1969 and subsequently renamed the law firm to Abdullah
& Zainudin, Advocates and Solicitors. He sits on the Board of Directors
of MMC Corporation Berhad, Tronoh Consolidated Malaysia Berhad and
Tradewinds Corporation Berhad, all of which are companies listed on
Bursa Malaysia Securities Berhad. He also sits on the Board of Directors of
several private limited companies. He is a member of the Remuneration &
Nomination Committee of the Board. Dato’ Abdullah bin Mohd Yusof has
attended all the five (5) Board meetings held in the financial year. He holds
308,000 ordinary shares directly and 1,596,000 ordinary shares indirectly in
the Company.
Executive Director
Mr. Toshiji Tokiwa (66),
(Japanese) Non-Independent Non-Executive Vice Chairman
Mr. Toshiji Tokiwa was appointed the Non-Executive Vice Chairman of AEON
CO. (M) BHD. on 16 June 2000. He holds a Bachelor of Law degree from Keio
University, Japan, which he obtained in 1963. He joined The Dai-Ichi Kangyo
Bank Ltd., in 1963 as a Management Trainee. In 1993, he was promoted to the
position of Director and General Manager of the New York Branch of The Dai-Ichi
Kangyo Bank Ltd., in New York, USA. Subsequently, he was the Senior Managing
Director of The Dai-Ichi Kangyo Bank Ltd., in Japan from 1995 to 1996. He joined
Chuo Real Estate Co. Ltd., a company principally involved in the leasing and
management of office building, as the President and CEO from 1996 to 2000 and
was also a Non-Executive Corporate Auditor of Fujitsu General Co. Ltd. from 1997
to 2000. He joined ÆON Co., Ltd. as a Non-Executive Director in 1999 and was
subsequently appointed as the Chairman of ÆON Co., Ltd. in 2000. Mr. Toshiji
Tokiwa has attended all of the five (5) Board meetings held in the financial year.
He does not hold any shares in the Company.
Mr. Tatsuichi Yamaguchi (60),
(Japanese) Non-Independent Non-Executive Director
Mr. Tatsuichi Yamaguchi was appointed Non-Executive Director of AEON
CO. (M) BHD. on 23 July 2003. He graduated from Meiji University, Japan
majoring in Management, which he obtained in 1969. He joined ÆON
Co., Ltd. in 1969 and was promoted as the Store Manager of Toyohashi
store, Japan in 1980. In 1986 he was seconded to Kornhill store of Jusco
Stores (Hong Kong) Co., Ltd., where he was appointed as the Deputy Store
Manager, and subsequently appointed a Director and the Managing Director
of JUSCO Stores (Hong Kong) Co., Ltd., in 1988 and 1990 respectively. He
was appointed a Director of ÆON Co., Ltd. in 1996 and held the position
of Director and General Manager (Apparel) Merchandising Division in
1997. In 2000 he assumed the position of Director & General Manager,
Chubu Regional Company and currently holds the position of Senior Vice
President, Asia Operations, ÆON Co., Ltd. Mr. Tatsuichi Yamaguchi is also
the Chairman of the Nomination and Remuneration Committees of the
Board. Mr. Tatsuichi Yamaguchi has attended four (4) out of the five (5)
Board meetings held in the financial year. He does not hold any shares in
the Company.
Note: Save as disclosed in this annual report, all the Directors mentioned on pages 21 to 23 have no conflicts of interest with AEON CO. (M) BHD. or any family relationship with any Director
and/or substantial shareholder nor have they any convictions for offences within the past 10 years, except for traffic summons, if any.
20
21
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
BOARD OF DIRECTORS
DIRECTORS’ PROFILES
(Seated from left to right)
(Standing from left to right)
Mr. Toshiji Tokiwa
Brig. Jen. (B) Dato’ Mohd Idris bin Saman
Non-Independent Non-Executive
Vice Chairman
Independent Non-Executive Director
Dato’ Abdullah bin Mohd Yusof (67),
(Malaysian) Non-Independent Non-Executive Chairman
Mr. Tatsuichi Yamaguchi
Dato’ Abdullah bin Mohd Yusof
Non-Independent Non-Executive Director
Non-Independent Non-Executive
Chairman
Dato’ Chew Kong Seng
Independent Non-Executive Director
Mr. Nagahisa Oyama
Managing Director
Datuk Zawawi bin Mahmuddin
Independent Non-Executive Director
Datuk Ramli bin Ibrahim
Non-Independent Non-Executive Director
Mr. Masato Yokoyama
Dato’ Abdullah bin Mohd Yusof was appointed the Chairman of AEON CO.
(M) BHD. on 26 October 1984. He holds a Bachelor of Law (Honours) from
University of Singapore, which he obtained in 1968. He has more than thirty
(30) years of experience as an Advocate & Solicitor. He started his career
with Skrine & Co., as a Legal Assistant in 1968 before starting his own
partnership under the name of Tunku Zuhri Manan & Abdullah, Advocates
& Solicitors in 1969 and subsequently renamed the law firm to Abdullah
& Zainudin, Advocates and Solicitors. He sits on the Board of Directors
of MMC Corporation Berhad, Tronoh Consolidated Malaysia Berhad and
Tradewinds Corporation Berhad, all of which are companies listed on
Bursa Malaysia Securities Berhad. He also sits on the Board of Directors of
several private limited companies. He is a member of the Remuneration &
Nomination Committee of the Board. Dato’ Abdullah bin Mohd Yusof has
attended all the five (5) Board meetings held in the financial year. He holds
308,000 ordinary shares directly and 1,596,000 ordinary shares indirectly in
the Company.
Executive Director
Mr. Toshiji Tokiwa (66),
(Japanese) Non-Independent Non-Executive Vice Chairman
Mr. Toshiji Tokiwa was appointed the Non-Executive Vice Chairman of AEON
CO. (M) BHD. on 16 June 2000. He holds a Bachelor of Law degree from Keio
University, Japan, which he obtained in 1963. He joined The Dai-Ichi Kangyo
Bank Ltd., in 1963 as a Management Trainee. In 1993, he was promoted to the
position of Director and General Manager of the New York Branch of The Dai-Ichi
Kangyo Bank Ltd., in New York, USA. Subsequently, he was the Senior Managing
Director of The Dai-Ichi Kangyo Bank Ltd., in Japan from 1995 to 1996. He joined
Chuo Real Estate Co. Ltd., a company principally involved in the leasing and
management of office building, as the President and CEO from 1996 to 2000 and
was also a Non-Executive Corporate Auditor of Fujitsu General Co. Ltd. from 1997
to 2000. He joined ÆON Co., Ltd. as a Non-Executive Director in 1999 and was
subsequently appointed as the Chairman of ÆON Co., Ltd. in 2000. Mr. Toshiji
Tokiwa has attended all of the five (5) Board meetings held in the financial year.
He does not hold any shares in the Company.
Mr. Tatsuichi Yamaguchi (60),
(Japanese) Non-Independent Non-Executive Director
Mr. Tatsuichi Yamaguchi was appointed Non-Executive Director of AEON
CO. (M) BHD. on 23 July 2003. He graduated from Meiji University, Japan
majoring in Management, which he obtained in 1969. He joined ÆON
Co., Ltd. in 1969 and was promoted as the Store Manager of Toyohashi
store, Japan in 1980. In 1986 he was seconded to Kornhill store of Jusco
Stores (Hong Kong) Co., Ltd., where he was appointed as the Deputy Store
Manager, and subsequently appointed a Director and the Managing Director
of JUSCO Stores (Hong Kong) Co., Ltd., in 1988 and 1990 respectively. He
was appointed a Director of ÆON Co., Ltd. in 1996 and held the position
of Director and General Manager (Apparel) Merchandising Division in
1997. In 2000 he assumed the position of Director & General Manager,
Chubu Regional Company and currently holds the position of Senior Vice
President, Asia Operations, ÆON Co., Ltd. Mr. Tatsuichi Yamaguchi is also
the Chairman of the Nomination and Remuneration Committees of the
Board. Mr. Tatsuichi Yamaguchi has attended four (4) out of the five (5)
Board meetings held in the financial year. He does not hold any shares in
the Company.
Note: Save as disclosed in this annual report, all the Directors mentioned on pages 21 to 23 have no conflicts of interest with AEON CO. (M) BHD. or any family relationship with any Director
and/or substantial shareholder nor have they any convictions for offences within the past 10 years, except for traffic summons, if any.
20
21
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Mr. Nagahisa Oyama (51),
Brig. Jen. (B) Dato’ Mohd Idris bin Saman (61),
(Japanese) Managing Director
(Malaysian) Independent Non-Executive Director
Mr. Nagahisa Oyama was appointed the Managing Director on 22 June
2005. He was the Alternate Director to Mr. Soichi Okazaki from 28 April 2005
to 22 June 2005. He holds a Bachelor's Degree in Business Management
from Kinki University, Japan, which he obtained in 1977. He joined ÆON
Co., Ltd. in 1977 as a Management Trainee and was promoted to be Softline
Merchandiser in 1980. He was seconded to Siam Jusco, Thailand to set up
the GMS Merchandising Division. Following his appointment at Siam Jusco,
Thailand, from 1989 to 1991, he was promoted to become the General
Manager of Tonami Regional Shopping Center in 1991. Mr. Oyama was
next appointed as the General Manager of Kaga Regional Shopping Center
in 1996. He served as General Manager of Kochi Regional Shopping Center
from 2000 to 2002. In 2002, he was promoted to become the Regional
General Manager of Higashi Mikawa and Shizuoka Prefecture, Japan, where
he was in charge of the overall planning, opening and operations of three
(3) new Regional Shopping Centers and the operations of seven (7) existing
Regional Shopping Centers in the Shizuoka Prefecture. Mr. Nagahisa Oyama
has attended four (4) out of the four (4) Board Meetings during his term in
office in the financial year. He does not hold any shares in the Company.
Brig. Jen. (B) Dato’ Mohd Idris bin Saman was appointed Non-Executive Director
of AEON CO. (M) BHD. on 16 June 2000. He holds a Post Graduate Diploma in
Management Studies from the Slough College, United Kingdom which he obtained
in 1980. He was a graduate of the Air Command & Staff College, Maxwell, USA and
the Armed Forces Defence College, Kuala Lumpur. He joined the Royal Malaysian
Air Force as a Pilot Officer and served the Royal Malaysian Air Force for thirty-five
(35) years, in various executive positions within its Logistic Branch. He retired
from the Royal Malaysian Air Force in 2000 as the Assistant Chief of the Air Force
(Material). He is currently the Executive Chairman of Diversified Jet Sdn. Bhd., a
company principally involved in the supply of materials and services to the Malaysian
Armed Forces. He is also a Director of Affin Fund Management Sdn. Bhd.
Dato’ Mohd Idris bin Saman is a member of the Audit and Nomination Committees
of the Board. Dato’ Mohd Idris bin Saman has attended all the five (5) Board
meetings held in the financial year. He does not hold any shares in the Company.
Mr. Masato Yokoyama (53),
(Japanese) Executive Director
Mr. Masato Yokoyama was appointed Executive Director of AEON CO. (M)
BHD. on 26 October 2001. He holds a Bachelor of Arts in Commerce from
Waseda University in Japan, which he obtained in 1976. He joined ÆON
Co., Ltd. in 1976 and was the Store Manager of Ishioka Store prior to his
secondment to AEON CO. (M) BHD. in 1993. Mr. Yokoyama held the position
of Store Manager of JUSCO Taman Maluri from 1993 to 1998. He was
promoted to become the Senior Softline Merchandising Manager from 1998
to 1999 and the Senior Operations Manager from 1999 to 2000. Currently,
Mr. Masato Yokoyama is the Executive Director in charge of the overall
Operations of the Company. Mr. Masato Yokoyama has attended all the five
(5) Board meetings held in the financial year. He holds 30,000 ordinary shares
directly in the Company.
22
Datuk Zawawi bin Mahmuddin (60),
(Malaysian) Independent Non-Executive Director
Datuk Zawawi bin Mahmuddin was appointed Non-Executive Director of AEON
CO. (M) BHD. on 23 July 2001. He holds a Bachelor of Arts (Honours) Degree
from the University of Malaya, which he obtained in 1968. Datuk Zawawi
joined the Administrative and Diplomatic Service and began his career as an
Administrative Officer in the Ministry of Transport in 1968. From 1970 to 1975 he
served as private secretary to the Deputy Prime Minister and thereafter held
various positions in the Cabinet Secretariat of the Prime Minister‘s Department
from 1975 to 1990. His subsequent appointments were as follows:- Federal
Secretary in Sarawak (1990 - 1992), Deputy Secretary General 1, Ministry of
Home Affairs (1992 - 1994), Secretary General, Ministry of Information (1994
- 2000). Datuk Zawawi was formerly on the Board of Syarikat Explosive
Malaysia Sdn. Bhd. (SME), National Film Development Corporation (FINAS),
Governing Council, Bernama and Sukom Ninety Eight Bhd. He is currently
a director of a few private limited companies and the Chairman of Two
Advertising Sdn. Bhd. and Northport Distripark Sdn. Bhd. He is also a member
of the Nomination Committee of the Board. Datuk Zawawi bin Mahmuddin has
attended all the five (5) Board meetings held in the financial year. He does not
hold any shares in the Company.
Datuk Ramli Bin Ibrahim (65),
Dato’ Chew Kong Seng (68),
(Malaysian) Non-Independent Non-Executive Director
(Malaysian) Independent Non-Executive Director
Datuk Ramli bin Ibrahim was appointed Non-Executive Director of AEON CO.
(M) BHD. on 20 August 1996. He is a member of the Malaysian Institute of
Accountants and a Fellow of the Australian Institute of Chartered Accountants.
He was attached to KPMG Peat Marwick (“KPMG”) (now known as KPMG)
in Australia, United Kingdom and Malaysia from 1959 to 1995. He was
appointed a Partner of KPMG Malaysia in 1971. In 1989, he was made the first
bumiputera Senior Partner of KPMG Malaysia. He also served on the Boards of
KPMG International and KPMG Asia Pacific from 1990 to 1995. He retired from
KPMG Malaysia in 1995. From December 1995 to December 2000, he served
as Executive Chairman of Kuala Lumpur Options & Financial Futures Exchange
Berhad. Currently, he sits on the Board of Directors of Ranhill Berhad, Measat
Global Berhad and several other unlisted public and private limited companies
including HSBC Bank Malaysia Berhad, Malaysia National Insurance Berhad
Group, Yayasan Tuanku Syed Sirajuddin and BCT Technology Berhad. He is
also a member of the Audit and Remuneration Committees of the Board.
Datuk Ramli bin Ibrahim has attended all the five (5) Board meetings held in the
financial year. He holds 280,000 ordinary shares indirectly in the Company.
Dato’ Chew Kong Seng was appointed Non-Executive Director of AEON CO. (M)
BHD. on 23 July 2001. He is a Fellow of the Institute of Chartered Accountants
in England and Wales, a Member of the Malaysian Institute of Accountants and
the Malaysian Institute of Certified Public Accountants. He was a tax officer in
the Inland Revenue Department in the United Kingdom and then joined Stoy
Hayward & Co., in the United Kingdom from 1964 to 1970. He returned to
Malaysia and joined Turquand Young & Co. (now known as Ernst & Young)
and was subsequently transferred to Sarawak office as Manager in-charge
and later as Partner in-charge. He was appointed as the Managing Partner of
Ernst & Young from 1990 to 1996. Currently, Dato’ Chew is a Director of Great
Wall Plastic Industries Berhad, GuocoLand (Malaysia) Berhad (formerly known as
Hong Leong Properties Berhad), PBA Holdings Bhd, Encorp Berhad and Bank
of America Malaysia Berhad. He is also a Director and the Audit Committee
Chairman of Petronas Dagangan Berhad and Industrial Concrete Products Bhd,
as well as a Director and a member of the Audit Committee of Petronas Gas
Berhad. Dato’ Chew is the Chairman of the Audit Committee and a member of
the Nomination Committee of the Board. Dato’ Chew Kong Seng has attended
all the five (5) Board meetings held in the financial year. He does not hold any
shares in the Company.
23
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
Mr. Nagahisa Oyama (51),
Brig. Jen. (B) Dato’ Mohd Idris bin Saman (61),
(Japanese) Managing Director
(Malaysian) Independent Non-Executive Director
Mr. Nagahisa Oyama was appointed the Managing Director on 22 June
2005. He was the Alternate Director to Mr. Soichi Okazaki from 28 April 2005
to 22 June 2005. He holds a Bachelor's Degree in Business Management
from Kinki University, Japan, which he obtained in 1977. He joined ÆON
Co., Ltd. in 1977 as a Management Trainee and was promoted to be Softline
Merchandiser in 1980. He was seconded to Siam Jusco, Thailand to set up
the GMS Merchandising Division. Following his appointment at Siam Jusco,
Thailand, from 1989 to 1991, he was promoted to become the General
Manager of Tonami Regional Shopping Center in 1991. Mr. Oyama was
next appointed as the General Manager of Kaga Regional Shopping Center
in 1996. He served as General Manager of Kochi Regional Shopping Center
from 2000 to 2002. In 2002, he was promoted to become the Regional
General Manager of Higashi Mikawa and Shizuoka Prefecture, Japan, where
he was in charge of the overall planning, opening and operations of three
(3) new Regional Shopping Centers and the operations of seven (7) existing
Regional Shopping Centers in the Shizuoka Prefecture. Mr. Nagahisa Oyama
has attended four (4) out of the four (4) Board Meetings during his term in
office in the financial year. He does not hold any shares in the Company.
Brig. Jen. (B) Dato’ Mohd Idris bin Saman was appointed Non-Executive Director
of AEON CO. (M) BHD. on 16 June 2000. He holds a Post Graduate Diploma in
Management Studies from the Slough College, United Kingdom which he obtained
in 1980. He was a graduate of the Air Command & Staff College, Maxwell, USA and
the Armed Forces Defence College, Kuala Lumpur. He joined the Royal Malaysian
Air Force as a Pilot Officer and served the Royal Malaysian Air Force for thirty-five
(35) years, in various executive positions within its Logistic Branch. He retired
from the Royal Malaysian Air Force in 2000 as the Assistant Chief of the Air Force
(Material). He is currently the Executive Chairman of Diversified Jet Sdn. Bhd., a
company principally involved in the supply of materials and services to the Malaysian
Armed Forces. He is also a Director of Affin Fund Management Sdn. Bhd.
Dato’ Mohd Idris bin Saman is a member of the Audit and Nomination Committees
of the Board. Dato’ Mohd Idris bin Saman has attended all the five (5) Board
meetings held in the financial year. He does not hold any shares in the Company.
Mr. Masato Yokoyama (53),
(Japanese) Executive Director
Mr. Masato Yokoyama was appointed Executive Director of AEON CO. (M)
BHD. on 26 October 2001. He holds a Bachelor of Arts in Commerce from
Waseda University in Japan, which he obtained in 1976. He joined ÆON
Co., Ltd. in 1976 and was the Store Manager of Ishioka Store prior to his
secondment to AEON CO. (M) BHD. in 1993. Mr. Yokoyama held the position
of Store Manager of JUSCO Taman Maluri from 1993 to 1998. He was
promoted to become the Senior Softline Merchandising Manager from 1998
to 1999 and the Senior Operations Manager from 1999 to 2000. Currently,
Mr. Masato Yokoyama is the Executive Director in charge of the overall
Operations of the Company. Mr. Masato Yokoyama has attended all the five
(5) Board meetings held in the financial year. He holds 30,000 ordinary shares
directly in the Company.
22
Datuk Zawawi bin Mahmuddin (60),
(Malaysian) Independent Non-Executive Director
Datuk Zawawi bin Mahmuddin was appointed Non-Executive Director of AEON
CO. (M) BHD. on 23 July 2001. He holds a Bachelor of Arts (Honours) Degree
from the University of Malaya, which he obtained in 1968. Datuk Zawawi
joined the Administrative and Diplomatic Service and began his career as an
Administrative Officer in the Ministry of Transport in 1968. From 1970 to 1975 he
served as private secretary to the Deputy Prime Minister and thereafter held
various positions in the Cabinet Secretariat of the Prime Minister‘s Department
from 1975 to 1990. His subsequent appointments were as follows:- Federal
Secretary in Sarawak (1990 - 1992), Deputy Secretary General 1, Ministry of
Home Affairs (1992 - 1994), Secretary General, Ministry of Information (1994
- 2000). Datuk Zawawi was formerly on the Board of Syarikat Explosive
Malaysia Sdn. Bhd. (SME), National Film Development Corporation (FINAS),
Governing Council, Bernama and Sukom Ninety Eight Bhd. He is currently
a director of a few private limited companies and the Chairman of Two
Advertising Sdn. Bhd. and Northport Distripark Sdn. Bhd. He is also a member
of the Nomination Committee of the Board. Datuk Zawawi bin Mahmuddin has
attended all the five (5) Board meetings held in the financial year. He does not
hold any shares in the Company.
Datuk Ramli Bin Ibrahim (65),
Dato’ Chew Kong Seng (68),
(Malaysian) Non-Independent Non-Executive Director
(Malaysian) Independent Non-Executive Director
Datuk Ramli bin Ibrahim was appointed Non-Executive Director of AEON CO.
(M) BHD. on 20 August 1996. He is a member of the Malaysian Institute of
Accountants and a Fellow of the Australian Institute of Chartered Accountants.
He was attached to KPMG Peat Marwick (“KPMG”) (now known as KPMG)
in Australia, United Kingdom and Malaysia from 1959 to 1995. He was
appointed a Partner of KPMG Malaysia in 1971. In 1989, he was made the first
bumiputera Senior Partner of KPMG Malaysia. He also served on the Boards of
KPMG International and KPMG Asia Pacific from 1990 to 1995. He retired from
KPMG Malaysia in 1995. From December 1995 to December 2000, he served
as Executive Chairman of Kuala Lumpur Options & Financial Futures Exchange
Berhad. Currently, he sits on the Board of Directors of Ranhill Berhad, Measat
Global Berhad and several other unlisted public and private limited companies
including HSBC Bank Malaysia Berhad, Malaysia National Insurance Berhad
Group, Yayasan Tuanku Syed Sirajuddin and BCT Technology Berhad. He is
also a member of the Audit and Remuneration Committees of the Board.
Datuk Ramli bin Ibrahim has attended all the five (5) Board meetings held in the
financial year. He holds 280,000 ordinary shares indirectly in the Company.
Dato’ Chew Kong Seng was appointed Non-Executive Director of AEON CO. (M)
BHD. on 23 July 2001. He is a Fellow of the Institute of Chartered Accountants
in England and Wales, a Member of the Malaysian Institute of Accountants and
the Malaysian Institute of Certified Public Accountants. He was a tax officer in
the Inland Revenue Department in the United Kingdom and then joined Stoy
Hayward & Co., in the United Kingdom from 1964 to 1970. He returned to
Malaysia and joined Turquand Young & Co. (now known as Ernst & Young)
and was subsequently transferred to Sarawak office as Manager in-charge
and later as Partner in-charge. He was appointed as the Managing Partner of
Ernst & Young from 1990 to 1996. Currently, Dato’ Chew is a Director of Great
Wall Plastic Industries Berhad, GuocoLand (Malaysia) Berhad (formerly known as
Hong Leong Properties Berhad), PBA Holdings Bhd, Encorp Berhad and Bank
of America Malaysia Berhad. He is also a Director and the Audit Committee
Chairman of Petronas Dagangan Berhad and Industrial Concrete Products Bhd,
as well as a Director and a member of the Audit Committee of Petronas Gas
Berhad. Dato’ Chew is the Chairman of the Audit Committee and a member of
the Nomination Committee of the Board. Dato’ Chew Kong Seng has attended
all the five (5) Board meetings held in the financial year. He does not hold any
shares in the Company.
23
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
SENIOR MANAGEMENT
(Seated from left to right)
(Standing from left to right)
Mr. Nagahisa Oyama
Mr. Poh Ying Loo
Managing Director
General Manager Finance
Puan Noryahwati Mohd. Noh
Mr. Yoshihisa Tanizawa
General Manager Human Resource,
Administration and Security, Safety & Health
Assistant General Manager Merchandising
Lt. Col (R) Yaacob bin Mahmud
Puan Nur Qamarina Chew
General Manager Logistics & Loss Control
General Manager New Business Development
Mr. Kenji Fujita
Ms. Chong Swee Ying
General Manager SC Development
General Manager Store & Shopping Center
Operations and Customer Care
Encik A. Rashid bin Adam
General Manager Corporate Affairs
Mr. Masato Yokoyama
Executive Director
CHAIRMAN’S STATEMENT
On behalf of the Board of Directors,
I am pleased to present AEON CO.
(M) BHD.’s (AEON’s) Annual Report
and Audited Financial Statements
for the financial year ended 28
February 2006.
Overview
I am pleased to report that for the
financial year ended 28 February
2006, another new benchmark of
record revenue and net profits were
set. For the twelve months ended
28 February 2006, revenue grew
by 9.98 per cent to a new high of
RM1.96 billion compared to RM1.78
billion recorded in the previous
financial year. Retail sales expanded
by 9.66 per cent from the previous
financial year while income from
our property management services
division grew by a significant 13.67
per cent.
Profit before tax (“PBT”) was
significantly better at RM112.19
million. This represents an increase
of 13.32 per cent over the previous
financial year’s profit before tax.
Correspondingly, profit after tax rose
24
by 13.94 per cent to RM73.20 million,
compared to RM64.25 million for the
year ended February 2005.
Earnings per share rose from 36.6
sen to 41.76 sen, an increase of
14.10 per cent. Net assets per share
was up by 33 sen to RM3.54 from
RM3.21 as at the end of the previous
financial year.
Review of operations
For the financial year under
review, the Company’s retail sales
contributed RM1.808 billion to
the total revenue. All our existing
retail stores registered a growth
of between 2 per cent and 9 per
cent over their previous year’s
performance, thus giving the
Company a same store growth of
4.8 per cent.
During the financial year ended 28
February 2006, two new stores were
opened, one in Seremban 2, Negeri
Sembilan and the other at Desa
Tebrau , Johor Bahru. This brings
the total number of stores currently
operational to thirteen. In JUSCO
Seremban 2 Shopping Center, a
well designed shopping center with
two levels of retail space which
opened its doors for business on
26 September 2005, a whole new
lifestyle is introduced to Seremban
and its surrounding townships as the
latest contemporary merchandise
was introduced to the people of
Seremban. AEON Tebrau City
Shopping Center, which represents
our third shopping center in Johor
Bahru and our thirteenth store in
Malaysia, an international level
shopping center was born. AEON
Tebrau City Shopping Center, with
three levels of retail floor housing
two hundred tenants together with
the JUSCO departmental store and
supermarket, is the Company’s
largest shopping center and is
expected to be the Company’s
leading store in the near future.
Performance from both new stores
had been encouraging and up to
expectation.
In our continuous effort to
modernise the retail industry, the
Company had also on 21 October
25
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
SENIOR MANAGEMENT
(Seated from left to right)
(Standing from left to right)
Mr. Nagahisa Oyama
Mr. Poh Ying Loo
Managing Director
General Manager Finance
Puan Noryahwati Mohd. Noh
Mr. Yoshihisa Tanizawa
General Manager Human Resource,
Administration and Security, Safety & Health
Assistant General Manager Merchandising
Lt. Col (R) Yaacob bin Mahmud
Puan Nur Qamarina Chew
General Manager Logistics & Loss Control
General Manager New Business Development
Mr. Kenji Fujita
Ms. Chong Swee Ying
General Manager SC Development
General Manager Store & Shopping Center
Operations and Customer Care
Encik A. Rashid bin Adam
General Manager Corporate Affairs
Mr. Masato Yokoyama
Executive Director
CHAIRMAN’S STATEMENT
On behalf of the Board of Directors,
I am pleased to present AEON CO.
(M) BHD.’s (AEON’s) Annual Report
and Audited Financial Statements
for the financial year ended 28
February 2006.
Overview
I am pleased to report that for the
financial year ended 28 February
2006, another new benchmark of
record revenue and net profits were
set. For the twelve months ended
28 February 2006, revenue grew
by 9.98 per cent to a new high of
RM1.96 billion compared to RM1.78
billion recorded in the previous
financial year. Retail sales expanded
by 9.66 per cent from the previous
financial year while income from
our property management services
division grew by a significant 13.67
per cent.
Profit before tax (“PBT”) was
significantly better at RM112.19
million. This represents an increase
of 13.32 per cent over the previous
financial year’s profit before tax.
Correspondingly, profit after tax rose
24
by 13.94 per cent to RM73.20 million,
compared to RM64.25 million for the
year ended February 2005.
Earnings per share rose from 36.6
sen to 41.76 sen, an increase of
14.10 per cent. Net assets per share
was up by 33 sen to RM3.54 from
RM3.21 as at the end of the previous
financial year.
Review of operations
For the financial year under
review, the Company’s retail sales
contributed RM1.808 billion to
the total revenue. All our existing
retail stores registered a growth
of between 2 per cent and 9 per
cent over their previous year’s
performance, thus giving the
Company a same store growth of
4.8 per cent.
During the financial year ended 28
February 2006, two new stores were
opened, one in Seremban 2, Negeri
Sembilan and the other at Desa
Tebrau , Johor Bahru. This brings
the total number of stores currently
operational to thirteen. In JUSCO
Seremban 2 Shopping Center, a
well designed shopping center with
two levels of retail space which
opened its doors for business on
26 September 2005, a whole new
lifestyle is introduced to Seremban
and its surrounding townships as the
latest contemporary merchandise
was introduced to the people of
Seremban. AEON Tebrau City
Shopping Center, which represents
our third shopping center in Johor
Bahru and our thirteenth store in
Malaysia, an international level
shopping center was born. AEON
Tebrau City Shopping Center, with
three levels of retail floor housing
two hundred tenants together with
the JUSCO departmental store and
supermarket, is the Company’s
largest shopping center and is
expected to be the Company’s
leading store in the near future.
Performance from both new stores
had been encouraging and up to
expectation.
In our continuous effort to
modernise the retail industry, the
Company had also on 21 October
25
AEON CO. (M) BHD. ( 126926 - H )
2005, launched a new supermarket
concept store named JUSCO J-One
in the Damansara Damai township,
Klang Valley. The convenience
supermarket features a wide
range of grocery merchandise,
fresh produce and perishables,
delicatessen and bakery with a
focus on convenience and affordable
prices, offering residents within the
township a truly rewarding shopping
experience. The Company aims
to open more of such supermarket
in strategic locations in future to
cater to a wider base of customers’
shopping needs.
On the property management
service division, the growth has
been significant at 13.67 per
cent. Income from the property
management service division was
at RM154.69 million as compared
to RM136.09 million in the previous
financial year. The growth resulted
from higher income generated
from existing shopping centers as
well as contribution from additional
tenant space of the new shopping
centers opened in the year. Through
right tenant mix, suitable mall
designs, excellent maintenance and
housekeeping, the Company has
been able to maintain an average of
99 per cent occupancy rates in its
shopping centers.
Corporate Social
Responsibility
As a leading corporate entity in
Malaysia, AEON has always been
cognizant of its corporate social
responsibilities. For the financial year
ended 28 February 2006, a number
of social activities were carried out.
As is the tradition with the opening
of new shopping centers, together
with participation by the local
community and school children,
tree planting ceremonies were
conducted when we opened the
two new shopping centers in
Seremban 2, Negeri Sembilan and
in Desa Tebrau, Johor Bahru.
During the year under review, a
series of community activities were
also organised by the Company
including educational visits to
our stores by school children,
appearances by Cik Siti Nurhaliza
as ambassador for Yayasan JUSCO
26
AEON CO. (M) BHD. ( 126926 - H )
Malaysia to share some special
moments with orphans, gotongroyong projects with the local schools
and residents and other community
projects such as blood donations.
Through “Malaysia Bagus” fairs
at our stores, we continue to
support the government’s mission
to spur the growth of small and
medium industries through buying
of Malaysian products.
Prospects and challenges
The rising interest rates and
inflation caused by the hike in
oil prices will have an impact
on consumer spending and
operational costs but nevertheless,
the Company believes that the
economy will continue to remain
strong for the new financial year.
The retail industry continues to
be very competitive. Hypermarket
price wars and the emergence of
more specialty shops and more
innovative designed shopping
centers mean that the Company
needs to continually strategise its
core business and ensure that it
maintains its leading edge.
To this end, the Company, under its
mid term planning, is committed to
building a strong foundation for its
future. Innovation is the keyword.
As consumer demands and needs
change, the Company believes that
it must continue to innovate its
core business and reposition itself
where necessary to meet all retail
challenges.
For the new financial year, the
Company will be looking at
introducing
new
innovative
changes in its merchandising
through for example, expanding
its in-house brands and further
develop its specialty business
in amusement, apparel and
drugstore. More assortments
will be introduced to cater to the
local customers of each store and
shopping center. Our shopping
centers will also be refurbished and
the tenant mix changed to create
a new refreshing appeal. Human
Resource development will also
be our main focus, as we believe
that in a people to people industry
like ours, competent and efficient
staff will provide the Company with
the competitive edge in managing
operations, suppliers and customers.
The Company’s J CARD and the
privileges that it offered, continue
to be a strong marketing tool for
the Company. More privileges
and benefits are being planned
for members in the new financial
year. During the year under review,
the Company entered into a cobranding agreement with its related
company, AEON Credit Service
(M) Sdn. Bhd. to launch a co-brand
credit card named JUSCO Credit
Card which provides additional
benefits to J CARD members.
On its expansion, the Company will
be opening three new stores in the
coming year at Taman Equine and
Cheras Selatan, both in Selangor
together with Queensbay Mall in
Penang. The Company believes
that the opening of these stores in
these strategic locations will further
enhance the market dominance
of the Company. The Company
will also be opening its second
new supermarket concept store
in Pearl Point Shopping Center,
Kuala Lumpur to further provide
more convenience shopping to
consumers in the area, further
enhancing the Company’s presence
in the Klang Valley.
Company to 51%. The Company is
now effectively a subsidiary of ÆON
Co., Ltd., Japan. The Company is
changing its accounting year end
from 28 February to 31 December
starting with the new financial year.
Thus, for the new financial year, the
Company’s financial statements
would be based on ten months from
March 2006 to December 2006.
Dividend
In view of the results stated
earlier, the Board of Directors has
recommended for your approval, a
first and final dividend of 15 per cent
less 28 per cent income tax for the
year ended 28 February 2006.
Acknowledgement
During the financial year ended 28
February 2006, the Company bid
farewell to its former Managing
Director, Mr. Soichi Okazaki, who
returned to Japan to assume a
higher posting after eight years
with AEON. On behalf of the
Board, I would like to take this
opportunity to thank Mr. Okazaki
for his stewardship and contribution
in strengthening our position as a
leading retailer in Malaysia.
I would also like to take
this opportunity to thank the
management and staff for their
untiring and relentless efforts
to ensure the success of the
Company, and all our customers
and business associates for their
loyalty and regulatory bodies for
their continuous support.
On behalf of the Board, I would
also like to welcome our new
Managing Director, Mr. Nagahisa
Oyama, who came on board on
22 June 2005. With Mr. Oyama’s
wealth of experience in the retail
industry in Japan, we are assured
and confident that Mr. Oyama will
steer the Company through the
challenges ahead and bring the
Company through greater heights
of achievement and success.
And to you our valued shareholders,
thank you for your confidence in
AEON and support, which has
contributed to our continued
leadership position in the industry.
DATO’ ABDULLAH BIN MOHD YUSOF
CHAIRMAN
The Company has also entered into
an agreement to lease and operate
a new shopping center in Bandar
Perda, Penang, scheduled to open
in 2007.
The Company’s financial strategy
was also aligned to support this
expansion plans. During the financial
year under review, as part of the
Company’s strategy to rationalise
its assets and provide funds for its
expansion, the Company entered
into a conditional sales and leaseback
arrangement for the sale of its Kinta
City Shopping Center in Ipoh, for
RM121.00 million and to leaseback
the same on a long term basis for
continuous operations.
Holding Company And Change
of Accounting Year End
Subsequent to the year under
review, ÆON Co., Ltd., Japan
increased its shareholding in the
27
AEON CO. (M) BHD. ( 126926 - H )
2005, launched a new supermarket
concept store named JUSCO J-One
in the Damansara Damai township,
Klang Valley. The convenience
supermarket features a wide
range of grocery merchandise,
fresh produce and perishables,
delicatessen and bakery with a
focus on convenience and affordable
prices, offering residents within the
township a truly rewarding shopping
experience. The Company aims
to open more of such supermarket
in strategic locations in future to
cater to a wider base of customers’
shopping needs.
On the property management
service division, the growth has
been significant at 13.67 per
cent. Income from the property
management service division was
at RM154.69 million as compared
to RM136.09 million in the previous
financial year. The growth resulted
from higher income generated
from existing shopping centers as
well as contribution from additional
tenant space of the new shopping
centers opened in the year. Through
right tenant mix, suitable mall
designs, excellent maintenance and
housekeeping, the Company has
been able to maintain an average of
99 per cent occupancy rates in its
shopping centers.
Corporate Social
Responsibility
As a leading corporate entity in
Malaysia, AEON has always been
cognizant of its corporate social
responsibilities. For the financial year
ended 28 February 2006, a number
of social activities were carried out.
As is the tradition with the opening
of new shopping centers, together
with participation by the local
community and school children,
tree planting ceremonies were
conducted when we opened the
two new shopping centers in
Seremban 2, Negeri Sembilan and
in Desa Tebrau, Johor Bahru.
During the year under review, a
series of community activities were
also organised by the Company
including educational visits to
our stores by school children,
appearances by Cik Siti Nurhaliza
as ambassador for Yayasan JUSCO
26
AEON CO. (M) BHD. ( 126926 - H )
Malaysia to share some special
moments with orphans, gotongroyong projects with the local schools
and residents and other community
projects such as blood donations.
Through “Malaysia Bagus” fairs
at our stores, we continue to
support the government’s mission
to spur the growth of small and
medium industries through buying
of Malaysian products.
Prospects and challenges
The rising interest rates and
inflation caused by the hike in
oil prices will have an impact
on consumer spending and
operational costs but nevertheless,
the Company believes that the
economy will continue to remain
strong for the new financial year.
The retail industry continues to
be very competitive. Hypermarket
price wars and the emergence of
more specialty shops and more
innovative designed shopping
centers mean that the Company
needs to continually strategise its
core business and ensure that it
maintains its leading edge.
To this end, the Company, under its
mid term planning, is committed to
building a strong foundation for its
future. Innovation is the keyword.
As consumer demands and needs
change, the Company believes that
it must continue to innovate its
core business and reposition itself
where necessary to meet all retail
challenges.
For the new financial year, the
Company will be looking at
introducing
new
innovative
changes in its merchandising
through for example, expanding
its in-house brands and further
develop its specialty business
in amusement, apparel and
drugstore. More assortments
will be introduced to cater to the
local customers of each store and
shopping center. Our shopping
centers will also be refurbished and
the tenant mix changed to create
a new refreshing appeal. Human
Resource development will also
be our main focus, as we believe
that in a people to people industry
like ours, competent and efficient
staff will provide the Company with
the competitive edge in managing
operations, suppliers and customers.
The Company’s J CARD and the
privileges that it offered, continue
to be a strong marketing tool for
the Company. More privileges
and benefits are being planned
for members in the new financial
year. During the year under review,
the Company entered into a cobranding agreement with its related
company, AEON Credit Service
(M) Sdn. Bhd. to launch a co-brand
credit card named JUSCO Credit
Card which provides additional
benefits to J CARD members.
On its expansion, the Company will
be opening three new stores in the
coming year at Taman Equine and
Cheras Selatan, both in Selangor
together with Queensbay Mall in
Penang. The Company believes
that the opening of these stores in
these strategic locations will further
enhance the market dominance
of the Company. The Company
will also be opening its second
new supermarket concept store
in Pearl Point Shopping Center,
Kuala Lumpur to further provide
more convenience shopping to
consumers in the area, further
enhancing the Company’s presence
in the Klang Valley.
Company to 51%. The Company is
now effectively a subsidiary of ÆON
Co., Ltd., Japan. The Company is
changing its accounting year end
from 28 February to 31 December
starting with the new financial year.
Thus, for the new financial year, the
Company’s financial statements
would be based on ten months from
March 2006 to December 2006.
Dividend
In view of the results stated
earlier, the Board of Directors has
recommended for your approval, a
first and final dividend of 15 per cent
less 28 per cent income tax for the
year ended 28 February 2006.
Acknowledgement
During the financial year ended 28
February 2006, the Company bid
farewell to its former Managing
Director, Mr. Soichi Okazaki, who
returned to Japan to assume a
higher posting after eight years
with AEON. On behalf of the
Board, I would like to take this
opportunity to thank Mr. Okazaki
for his stewardship and contribution
in strengthening our position as a
leading retailer in Malaysia.
I would also like to take
this opportunity to thank the
management and staff for their
untiring and relentless efforts
to ensure the success of the
Company, and all our customers
and business associates for their
loyalty and regulatory bodies for
their continuous support.
On behalf of the Board, I would
also like to welcome our new
Managing Director, Mr. Nagahisa
Oyama, who came on board on
22 June 2005. With Mr. Oyama’s
wealth of experience in the retail
industry in Japan, we are assured
and confident that Mr. Oyama will
steer the Company through the
challenges ahead and bring the
Company through greater heights
of achievement and success.
And to you our valued shareholders,
thank you for your confidence in
AEON and support, which has
contributed to our continued
leadership position in the industry.
DATO’ ABDULLAH BIN MOHD YUSOF
CHAIRMAN
The Company has also entered into
an agreement to lease and operate
a new shopping center in Bandar
Perda, Penang, scheduled to open
in 2007.
The Company’s financial strategy
was also aligned to support this
expansion plans. During the financial
year under review, as part of the
Company’s strategy to rationalise
its assets and provide funds for its
expansion, the Company entered
into a conditional sales and leaseback
arrangement for the sale of its Kinta
City Shopping Center in Ipoh, for
RM121.00 million and to leaseback
the same on a long term basis for
continuous operations.
Holding Company And Change
of Accounting Year End
Subsequent to the year under
review, ÆON Co., Ltd., Japan
increased its shareholding in the
27
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
REVIEW OF OPERATIONS
Performance Overview
The Malaysian economy registered
a modest GDP growth of 5.3 % in
year 2005 as compared to 7.1% in
year 2004. The growth was again
broad based across most sectors of
the economy. The wholesale and
retail trade, hotels and restaurants
sector reported a strong growth of
8.0% for year 2005 compared to
7.1% in year 2004.
In line with economic growth, the
Company has once again turned
in an excellent set of results for
the year under review. Of the total
revenue of RM1.962 billion, the
retail business division contributed
RM1.808 billion and the property
management services division
contributed RM154.69 million.
Key contributors to the Company’s
improved results include continuous
good performance of its existing
stores and shopping centers,
enhanced operating efficiencies
which has helped to keep costs
down and the contributions from
the two new stores and shopping
centers and one new concept
supermarket opened during the
year.
Retail Sales
Our retail sales division continued to
register growth for the financial year
ended 28 February 2006, amidst
the competitive challenges and
cautious spending by consumers
experienced in the year under
review. The Company’s retail sales
division contributed RM1.808 billion
towards the total revenue for the
year under review, and represents a
growth of 9.66% over the previous
year’s retail sales revenue. On same
store basis, excluding the two newly
opened stores at JUSCO Seremban
2 shopping center and AEON Tebrau
City shopping center, the Company
recorded a commendable growth
of 4.8 %.
28
All our stores, excluding the stores
at JUSCO Seremban 2 Shopping
Center and AEON Tebrau City
Shopping Center, which were
operational for less than a year,
recorded growth ranging from
2.4% to 9.4%. In terms of growth
percentage, in the lead are JUSCO
Bandar Puchong, JUSCO Taman
Universiti and JUSCO Metro Prima,
which recorded growth of 9.4%,
9.1% and 7.9 % respectively. The
bigger stores of JUSCO Taman
Maluri, JUSCO Bandar Utama
and JUSCO Mid Valley, despite
a higher base and more matured
growth, also registered impressive
performances with 3.8%, 3.5% and
4.2% respectively. JUSCO Melaka,
JUSCO Wangsa Maju, JUSCO
Bandar Baru Klang, JUSCO Ipoh and
JUSCO Permas Jaya, despite strong
competition around its vicinity, also
performed well with 2.4%, 4.1%,
5.8%, 2.4% and 6.1% respectively.
Among the specialty stores, the
JUSCO Home Center in One Utama
Shopping Center, after undergoing
refurbishment with expanded range
of attractive merchandise and
services during the year, performed
exceedingly well, registering a
growth of 14.1% in the year under
review. The response from the JOne supermarket, which opened
in the year under review, is also
encouraging. As for the new stores
of JUSCO Seremban 2 and JUSCO
Tebrau City, their performance since
opening had been encouraging and
up to expectation.
The growth of our stores was
attributable mainly to the various and
innovative sales and merchandising
activities carried out to boost sales in
the year under review. One of our
key missions for the financial year
was “to innovate our merchandise
to be more fashionable” so as to
attract and cater for more levels
of customers from different
backgrounds and income groups.
Towards that objective, in the year
under review, besides improving our
merchandise to be more fashionable,
to build customer loyalty, we have
also started to develop new line of
merchandise through our in house
brands development with the aim of
providing quality merchandise with
the best prices to the customers.
Two such in-house brands that
were launched during the year
were the “JUSCO Selection” and
“Orange Sorbet”. JUSCO Selection
emphasises quality and value
and features everyday items that
shoppers buy like groceries, food
items, cookware, household items,
fabric cleaners, stationery and
bedding, among other merchandise.
“Orange Sorbet”, an in-house
brand for apparel and accessories
is targeted to be the one-stop
shopping haven for the junior pre
teen customers. Both brands have
performed well.
earned the Company a number of
prestigious awards during the year.
The Company is proud to acclaim
that, in the year under review,
JUSCO Taman Maluri store had
through the Malaysian Retailers
Association‘s
“Service
and
Courtesy Excellence Awards for
Retailers” been judged the winner
in the following categories: -
(i)
Best Supermarket
2005/2006
(ii) Best Departmental Store
2005/2006
(iii) Overall Best Retail Outlet
2005/2006
Also through the “Retail World
Excellence Awards” organised by
the Retail World Asia publishing
company, JUSCO Melaka store also
won the prestigious Platinum Award
in the supermarket category.
On our new stores, on 26 September
2005, the Company opened its
twelfth store in the new JUSCO
Seremban 2 Shopping Center in the
township of Seremban 2 and on 4
January 2006, its thirteenth store,
In yet another operational and cost
efficiency exercise, the Company
has in the year under review also
centralized the bakery, meat and
delicatessen production processes
at its stores through the setting up
of a central processing center to
serve its stores. This centralized
processing center allows the
Company to achieve consistent
food quality, reduces food wastage
and maintain freshness of our
merchandise at all our stores.
The Company continues to refurbish
and renovate its existing stores
to keep up with current market
trends and to meet the changing
expectations and demands of
customers. Together with customer
service, quality and assorted
merchandise, the Company’s
ability to draw customers through
well
maintained
stores
by
continuous refurbishment to meet
the customers’ ever changing
tastes and expectations have also
29
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
REVIEW OF OPERATIONS
Performance Overview
The Malaysian economy registered
a modest GDP growth of 5.3 % in
year 2005 as compared to 7.1% in
year 2004. The growth was again
broad based across most sectors of
the economy. The wholesale and
retail trade, hotels and restaurants
sector reported a strong growth of
8.0% for year 2005 compared to
7.1% in year 2004.
In line with economic growth, the
Company has once again turned
in an excellent set of results for
the year under review. Of the total
revenue of RM1.962 billion, the
retail business division contributed
RM1.808 billion and the property
management services division
contributed RM154.69 million.
Key contributors to the Company’s
improved results include continuous
good performance of its existing
stores and shopping centers,
enhanced operating efficiencies
which has helped to keep costs
down and the contributions from
the two new stores and shopping
centers and one new concept
supermarket opened during the
year.
Retail Sales
Our retail sales division continued to
register growth for the financial year
ended 28 February 2006, amidst
the competitive challenges and
cautious spending by consumers
experienced in the year under
review. The Company’s retail sales
division contributed RM1.808 billion
towards the total revenue for the
year under review, and represents a
growth of 9.66% over the previous
year’s retail sales revenue. On same
store basis, excluding the two newly
opened stores at JUSCO Seremban
2 shopping center and AEON Tebrau
City shopping center, the Company
recorded a commendable growth
of 4.8 %.
28
All our stores, excluding the stores
at JUSCO Seremban 2 Shopping
Center and AEON Tebrau City
Shopping Center, which were
operational for less than a year,
recorded growth ranging from
2.4% to 9.4%. In terms of growth
percentage, in the lead are JUSCO
Bandar Puchong, JUSCO Taman
Universiti and JUSCO Metro Prima,
which recorded growth of 9.4%,
9.1% and 7.9 % respectively. The
bigger stores of JUSCO Taman
Maluri, JUSCO Bandar Utama
and JUSCO Mid Valley, despite
a higher base and more matured
growth, also registered impressive
performances with 3.8%, 3.5% and
4.2% respectively. JUSCO Melaka,
JUSCO Wangsa Maju, JUSCO
Bandar Baru Klang, JUSCO Ipoh and
JUSCO Permas Jaya, despite strong
competition around its vicinity, also
performed well with 2.4%, 4.1%,
5.8%, 2.4% and 6.1% respectively.
Among the specialty stores, the
JUSCO Home Center in One Utama
Shopping Center, after undergoing
refurbishment with expanded range
of attractive merchandise and
services during the year, performed
exceedingly well, registering a
growth of 14.1% in the year under
review. The response from the JOne supermarket, which opened
in the year under review, is also
encouraging. As for the new stores
of JUSCO Seremban 2 and JUSCO
Tebrau City, their performance since
opening had been encouraging and
up to expectation.
The growth of our stores was
attributable mainly to the various and
innovative sales and merchandising
activities carried out to boost sales in
the year under review. One of our
key missions for the financial year
was “to innovate our merchandise
to be more fashionable” so as to
attract and cater for more levels
of customers from different
backgrounds and income groups.
Towards that objective, in the year
under review, besides improving our
merchandise to be more fashionable,
to build customer loyalty, we have
also started to develop new line of
merchandise through our in house
brands development with the aim of
providing quality merchandise with
the best prices to the customers.
Two such in-house brands that
were launched during the year
were the “JUSCO Selection” and
“Orange Sorbet”. JUSCO Selection
emphasises quality and value
and features everyday items that
shoppers buy like groceries, food
items, cookware, household items,
fabric cleaners, stationery and
bedding, among other merchandise.
“Orange Sorbet”, an in-house
brand for apparel and accessories
is targeted to be the one-stop
shopping haven for the junior pre
teen customers. Both brands have
performed well.
earned the Company a number of
prestigious awards during the year.
The Company is proud to acclaim
that, in the year under review,
JUSCO Taman Maluri store had
through the Malaysian Retailers
Association‘s
“Service
and
Courtesy Excellence Awards for
Retailers” been judged the winner
in the following categories: -
(i)
Best Supermarket
2005/2006
(ii) Best Departmental Store
2005/2006
(iii) Overall Best Retail Outlet
2005/2006
Also through the “Retail World
Excellence Awards” organised by
the Retail World Asia publishing
company, JUSCO Melaka store also
won the prestigious Platinum Award
in the supermarket category.
On our new stores, on 26 September
2005, the Company opened its
twelfth store in the new JUSCO
Seremban 2 Shopping Center in the
township of Seremban 2 and on 4
January 2006, its thirteenth store,
In yet another operational and cost
efficiency exercise, the Company
has in the year under review also
centralized the bakery, meat and
delicatessen production processes
at its stores through the setting up
of a central processing center to
serve its stores. This centralized
processing center allows the
Company to achieve consistent
food quality, reduces food wastage
and maintain freshness of our
merchandise at all our stores.
The Company continues to refurbish
and renovate its existing stores
to keep up with current market
trends and to meet the changing
expectations and demands of
customers. Together with customer
service, quality and assorted
merchandise, the Company’s
ability to draw customers through
well
maintained
stores
by
continuous refurbishment to meet
the customers’ ever changing
tastes and expectations have also
29
AEON CO. (M) BHD. ( 126926 - H )
in AEON Tebrau City Shopping
Center, opened its door to the
public. Both stores represent new
concept of general merchandise
store and supermarket offering high
quality products and services for
customers emphasising on quality,
value, convenience and comfort.
Besides the opening of the abovementioned stores, the Company
also launched a new concept
supermarket called JUSCO J-One
in Damansara Damai township on
21 October 2005. The opening of
JUSCO J-One marked another level
of retailing by the Company i.e.
that of a convenience supermarket.
Located within a bustling hub
AEON CO. (M) BHD. ( 126926 - H )
of residential condominiums,
commercial and office lots, the
JUSCO
J-One
supermarket,
offers customers a wide range
of merchandise including fresh
produce such as vegetables, fruits,
frozen food and dairy products, dry
grocery items, deli food, household
items such as detergents and
cooking
accessories
among
others. Occupying a floor space of
approximately 9,400 square feet,
the JUSCO J-One Supermarket was
opened at an investment cost of
approximately RM2.5 million.
During the year under review, the
Company continued to build on its
success in its specialty business
in amusement, apparel and food.
Following success in earlier stores,
Smart Wonder World, the Company’s
amusement business division is
now being planned and extended
to all other existing and new stores.
Specialty merchandise of Jeans
Studio, ti:zed and Orange Sorbet are
being planned by the Company for
inclusion in new shopping centers,
which the Company will operate.
On our J CARD loyalty program,
to date, the Company’s J CARD
membership has expanded to
over 500,000 principal members
with their purchases at JUSCO
contributing 60% of monthly retail
sales.
J CARD will continue to be featured
prominently in the Company’s
business strategy and the Company
intends to explore and expand
more and better benefits for the
members. In the year under review,
the innovative J CARD Privilege
Shopping Day for members to shop
at their convenience had proven to
be successful and will continue. On
18 November 2005, the Company
together with its related company,
AEON Credit Service (M) Sdn. Bhd.
launched a co-branded credit card
called “JUSCO Credit Card”, through
which J CARD members will be given
more incentives to shop using the
co-branded credit card in the form of
increased J CARD bonus points.
Property Management Services
The financial year ended 28 February
2006 was another good year for
our property management services
division, which registered a growth of
13.67% versus 15.8% in the previous
year. In absolute terms, this translates
to RM154.69 million in income as
compared with RM136.09 million
recorded in the previous year. Income
from our property management
services division continued to be
steady and reliable. Our shopping
centers continued to enjoy high
occupancy rates at average 99%
as opposed to the industry average
of 80%, attributable mainly to the
Company’s own JUSCO general
merchandise stores and supermarkets
being the strong anchor tenants
and the Company’s astute and right
understanding of target market needs
that enables it to establish the right
tenant mix. During the year under
review, continuous review of tenant
mix, refurbishment and maintenance
were carried out in our shopping
centers to meet customer demands
and to ensure that the shopping
centers stay competitive. Various
activities and events were carried out
to draw in the crowd. Kiosks offering
variety of attractive merchandise are
also now a feature of our shopping
centers. Given the aforesaid, the
Company is confident that its property
management services division will
continue to do well in the new
financial year, particularly with the
opening of more shopping centers in
the pipeline.
During the year, the Company
added two new shopping centers
to its property management
services division with the opening
of JUSCO Seremban 2 Shopping
Center, which the Company
leased, and AEON Tebrau City
Shopping Center, Johor, which
the Company built on the land
that it had bought. The JUSCO
Seremban 2 Shopping Center with
a net lettable area of approximately
395,000 square feet, is an
An artist impression of AEON Taman Equine Shopping Center.
30
31
AEON CO. (M) BHD. ( 126926 - H )
in AEON Tebrau City Shopping
Center, opened its door to the
public. Both stores represent new
concept of general merchandise
store and supermarket offering high
quality products and services for
customers emphasising on quality,
value, convenience and comfort.
Besides the opening of the abovementioned stores, the Company
also launched a new concept
supermarket called JUSCO J-One
in Damansara Damai township on
21 October 2005. The opening of
JUSCO J-One marked another level
of retailing by the Company i.e.
that of a convenience supermarket.
Located within a bustling hub
AEON CO. (M) BHD. ( 126926 - H )
of residential condominiums,
commercial and office lots, the
JUSCO
J-One
supermarket,
offers customers a wide range
of merchandise including fresh
produce such as vegetables, fruits,
frozen food and dairy products, dry
grocery items, deli food, household
items such as detergents and
cooking
accessories
among
others. Occupying a floor space of
approximately 9,400 square feet,
the JUSCO J-One Supermarket was
opened at an investment cost of
approximately RM2.5 million.
During the year under review, the
Company continued to build on its
success in its specialty business
in amusement, apparel and food.
Following success in earlier stores,
Smart Wonder World, the Company’s
amusement business division is
now being planned and extended
to all other existing and new stores.
Specialty merchandise of Jeans
Studio, ti:zed and Orange Sorbet are
being planned by the Company for
inclusion in new shopping centers,
which the Company will operate.
On our J CARD loyalty program,
to date, the Company’s J CARD
membership has expanded to
over 500,000 principal members
with their purchases at JUSCO
contributing 60% of monthly retail
sales.
J CARD will continue to be featured
prominently in the Company’s
business strategy and the Company
intends to explore and expand
more and better benefits for the
members. In the year under review,
the innovative J CARD Privilege
Shopping Day for members to shop
at their convenience had proven to
be successful and will continue. On
18 November 2005, the Company
together with its related company,
AEON Credit Service (M) Sdn. Bhd.
launched a co-branded credit card
called “JUSCO Credit Card”, through
which J CARD members will be given
more incentives to shop using the
co-branded credit card in the form of
increased J CARD bonus points.
Property Management Services
The financial year ended 28 February
2006 was another good year for
our property management services
division, which registered a growth of
13.67% versus 15.8% in the previous
year. In absolute terms, this translates
to RM154.69 million in income as
compared with RM136.09 million
recorded in the previous year. Income
from our property management
services division continued to be
steady and reliable. Our shopping
centers continued to enjoy high
occupancy rates at average 99%
as opposed to the industry average
of 80%, attributable mainly to the
Company’s own JUSCO general
merchandise stores and supermarkets
being the strong anchor tenants
and the Company’s astute and right
understanding of target market needs
that enables it to establish the right
tenant mix. During the year under
review, continuous review of tenant
mix, refurbishment and maintenance
were carried out in our shopping
centers to meet customer demands
and to ensure that the shopping
centers stay competitive. Various
activities and events were carried out
to draw in the crowd. Kiosks offering
variety of attractive merchandise are
also now a feature of our shopping
centers. Given the aforesaid, the
Company is confident that its property
management services division will
continue to do well in the new
financial year, particularly with the
opening of more shopping centers in
the pipeline.
During the year, the Company
added two new shopping centers
to its property management
services division with the opening
of JUSCO Seremban 2 Shopping
Center, which the Company
leased, and AEON Tebrau City
Shopping Center, Johor, which
the Company built on the land
that it had bought. The JUSCO
Seremban 2 Shopping Center with
a net lettable area of approximately
395,000 square feet, is an
An artist impression of AEON Taman Equine Shopping Center.
30
31
AEON CO. (M) BHD. ( 126926 - H )
innovatively designed community
shopping center with two levels of
retail space, ample parking space,
interesting mix of 100 tenants
besides JUSCO departmental store
and supermarket. JUSCO Seremban
2 Shopping Center is the Company’s
twelfth store and first in the state
of Negeri Sembilan. Reflecting the
concept of “community shopping
center” themed fun and good dining,
JUSCO Seremban 2 Shopping
Center features an entertainment
zone, which includes bowling and
amusement parks, fashion, specialty
stores and a restaurant street,
offering wholesome entertainment,
dining and shopping for the whole
family and also the young customers,
AEON CO. (M) BHD. ( 126926 - H )
thus bringing a whole new lifestyle
to the people of Seremban.
AEON
Tebrau City Shopping
Center, the Company’s thirteenth
store and the third in the state
of Johor, is a three-story complex
with a net lettable floor area of
approximately 690,000 square
feet and 3,800 parking bays is
the largest stand-alone shopping
center in Johor Bahru. The
shopping center enjoys 100%
occupancy and has a total of about
200 attractive retail, dining and
entertainment outlets including
international brands retailers and
retailers new to shoppers in Johor
Bahru. Through AEON Tebrau
City Shopping Center, world class
shopping and dining is now in
Johor. It is set to be a major
attraction for shopping and dining
not only to the people from the
southern region but also shoppers
and diners from Singapore.
As part of the Company’s strategy
to unlock value in its assets and
provide funds for expansion through
its existing assets, the Company
had on 28 December 2005 signed
a conditional sale and leaseback
agreement with Equity Nirvana
Sdn. Bhd., the locally incorporated
company of institutional funds
managed by Pramerica Real Estate
Investors (Asia) Pte. Ltd., for the
sale of its Kinta City Shopping
Center for a total cash consideration
of RM121.0 million. The Company
will, through long-term leaseback,
continue to maintain its presence
and operate the retail and shopping
center management business on the
property as before, upon completion
of the transaction. As at the end
of February 2006, the terms and
conditions of the transaction had yet
to be fully completed.
Human Resource Management
As a leading retailer in the country,
the Company is committed to the
highest quality of customer service
to maintain its competitive edge
over other retailers. With a current
operating workforce of about
8,000 employees, the Company
recognises that its employees are
its most valuable and vital asset
and as such, continue to place
great emphasis on human resource
development to ensure that it
has a well trained and competent
workforce. To ensure this, checks
on manpower productivity were
monitored
through
various
performance indicators regularly.
During the year, several job and
organisational changes involving the
staff were effected which provided
the staff with the opportunity
to acquire new skills and career
advancement. With expansion
plans and growth in organisation
size, the Company has to ensure
that it has the right caliber of
employees with the required skills
and experience to meet the needs
of the organisation as it strives to
rising expectations and demands of
consumers. As such, the Company
has continued to tap into the pool of
new graduates via its management
trainee scheme for suitable and
interested candidates with a view to
a career in retailing. The Company
regularly recruits between 200 to
300 management trainees annually.
32
Interested staff or eligible workforce
are also encouraged to attend a
formal education and training
program at the JUSCO-OUM Retail
Center for a Career Certificate in
Retailing Operations or a Diploma
in Management (Retailing). The
year 2005 also saw the Company
embarking on selecting its first
batch of employees to participate
in the “New Leader Development
Program”, a program designed to
groom the candidates into leaders of
tomorrow. The first batch graduated
on 4 October 2005 and is now
entrusted with various supervisory
and management positions in the
Company. A second intake was
launched on 20 October 2005.
The Company’s Japan Management
Trainee Program is on going and
for selected candidates who
have passed the program, their
experiences gained while on
attachment with selected ÆON
stores in Japan have been found to
be truly beneficial and enriching both
to themselves and the Company.
Holding Company And Change
of Accounting Year End
Subsequent to the year under
review, the Company became a
subsidiary of ÆON Co., Ltd., Japan
on 24 April 2006. ÆON Co., Ltd.,
Japan now holds 51% shareholding
in the Company.
The Company is also changing
its accounting year end from 28
February to 31 December starting
from the new financial year. Thus,
the first financial year after the
change, the Company’s financial
statements would be based on
ten months from March 2006 to
December 2006.
Prospects and Challenges
The Company envisaged yet another
challenging year as competition
grow more intense in the coming
year and retailers strive to maintain
and grow market share amidst a
weakening consumer market.
Besides competition, given the
recent rounds of petrol price and
interest rate increases, consumers’
spending is likely to be more
cautious in the near future. The
petrol and interest rate hike are also
expected to have an impact on the
costs of operations from increase
in direct and associated costs. On
the competition, price war among
retailers especially the hypermarkets
is expected to be ongoing as each
retailer seeks to maintain or increase
its market share. Though essentially
targeting at different consumer
markets from the specialty retailers
and hypermarkets, the Company
monitors closely the changing
retail industry trend and customer
behaviors to ensure that it always
remains competitive and maintain
its leading edge in the industry.
Notwithstanding that however, the
Company is confident that with
the measures that it had taken
during the year through, among
others, costs operational efficiency,
continuous innovation in J CARD
benefits and services, development
of in-house brands, expansion
of specialty business as well as
creating new tenant mix for its
shopping center, they will ensure
that the Company’s retail sales and
property management division will
continue to register growth in the
new financial year. New stores such
as JUSCO Seremban 2 and JUSCO
Tebrau City are also expected to
make significant contributions to
the Company’s growth in the new
financial year.
On its expansion, the Company
will strategise to extend its retail
dominance through the expected
opening of another two new
shopping centers and an anchor
tenant store in the new financial
year.
33
AEON CO. (M) BHD. ( 126926 - H )
innovatively designed community
shopping center with two levels of
retail space, ample parking space,
interesting mix of 100 tenants
besides JUSCO departmental store
and supermarket. JUSCO Seremban
2 Shopping Center is the Company’s
twelfth store and first in the state
of Negeri Sembilan. Reflecting the
concept of “community shopping
center” themed fun and good dining,
JUSCO Seremban 2 Shopping
Center features an entertainment
zone, which includes bowling and
amusement parks, fashion, specialty
stores and a restaurant street,
offering wholesome entertainment,
dining and shopping for the whole
family and also the young customers,
AEON CO. (M) BHD. ( 126926 - H )
thus bringing a whole new lifestyle
to the people of Seremban.
AEON
Tebrau City Shopping
Center, the Company’s thirteenth
store and the third in the state
of Johor, is a three-story complex
with a net lettable floor area of
approximately 690,000 square
feet and 3,800 parking bays is
the largest stand-alone shopping
center in Johor Bahru. The
shopping center enjoys 100%
occupancy and has a total of about
200 attractive retail, dining and
entertainment outlets including
international brands retailers and
retailers new to shoppers in Johor
Bahru. Through AEON Tebrau
City Shopping Center, world class
shopping and dining is now in
Johor. It is set to be a major
attraction for shopping and dining
not only to the people from the
southern region but also shoppers
and diners from Singapore.
As part of the Company’s strategy
to unlock value in its assets and
provide funds for expansion through
its existing assets, the Company
had on 28 December 2005 signed
a conditional sale and leaseback
agreement with Equity Nirvana
Sdn. Bhd., the locally incorporated
company of institutional funds
managed by Pramerica Real Estate
Investors (Asia) Pte. Ltd., for the
sale of its Kinta City Shopping
Center for a total cash consideration
of RM121.0 million. The Company
will, through long-term leaseback,
continue to maintain its presence
and operate the retail and shopping
center management business on the
property as before, upon completion
of the transaction. As at the end
of February 2006, the terms and
conditions of the transaction had yet
to be fully completed.
Human Resource Management
As a leading retailer in the country,
the Company is committed to the
highest quality of customer service
to maintain its competitive edge
over other retailers. With a current
operating workforce of about
8,000 employees, the Company
recognises that its employees are
its most valuable and vital asset
and as such, continue to place
great emphasis on human resource
development to ensure that it
has a well trained and competent
workforce. To ensure this, checks
on manpower productivity were
monitored
through
various
performance indicators regularly.
During the year, several job and
organisational changes involving the
staff were effected which provided
the staff with the opportunity
to acquire new skills and career
advancement. With expansion
plans and growth in organisation
size, the Company has to ensure
that it has the right caliber of
employees with the required skills
and experience to meet the needs
of the organisation as it strives to
rising expectations and demands of
consumers. As such, the Company
has continued to tap into the pool of
new graduates via its management
trainee scheme for suitable and
interested candidates with a view to
a career in retailing. The Company
regularly recruits between 200 to
300 management trainees annually.
32
Interested staff or eligible workforce
are also encouraged to attend a
formal education and training
program at the JUSCO-OUM Retail
Center for a Career Certificate in
Retailing Operations or a Diploma
in Management (Retailing). The
year 2005 also saw the Company
embarking on selecting its first
batch of employees to participate
in the “New Leader Development
Program”, a program designed to
groom the candidates into leaders of
tomorrow. The first batch graduated
on 4 October 2005 and is now
entrusted with various supervisory
and management positions in the
Company. A second intake was
launched on 20 October 2005.
The Company’s Japan Management
Trainee Program is on going and
for selected candidates who
have passed the program, their
experiences gained while on
attachment with selected ÆON
stores in Japan have been found to
be truly beneficial and enriching both
to themselves and the Company.
Holding Company And Change
of Accounting Year End
Subsequent to the year under
review, the Company became a
subsidiary of ÆON Co., Ltd., Japan
on 24 April 2006. ÆON Co., Ltd.,
Japan now holds 51% shareholding
in the Company.
The Company is also changing
its accounting year end from 28
February to 31 December starting
from the new financial year. Thus,
the first financial year after the
change, the Company’s financial
statements would be based on
ten months from March 2006 to
December 2006.
Prospects and Challenges
The Company envisaged yet another
challenging year as competition
grow more intense in the coming
year and retailers strive to maintain
and grow market share amidst a
weakening consumer market.
Besides competition, given the
recent rounds of petrol price and
interest rate increases, consumers’
spending is likely to be more
cautious in the near future. The
petrol and interest rate hike are also
expected to have an impact on the
costs of operations from increase
in direct and associated costs. On
the competition, price war among
retailers especially the hypermarkets
is expected to be ongoing as each
retailer seeks to maintain or increase
its market share. Though essentially
targeting at different consumer
markets from the specialty retailers
and hypermarkets, the Company
monitors closely the changing
retail industry trend and customer
behaviors to ensure that it always
remains competitive and maintain
its leading edge in the industry.
Notwithstanding that however, the
Company is confident that with
the measures that it had taken
during the year through, among
others, costs operational efficiency,
continuous innovation in J CARD
benefits and services, development
of in-house brands, expansion
of specialty business as well as
creating new tenant mix for its
shopping center, they will ensure
that the Company’s retail sales and
property management division will
continue to register growth in the
new financial year. New stores such
as JUSCO Seremban 2 and JUSCO
Tebrau City are also expected to
make significant contributions to
the Company’s growth in the new
financial year.
On its expansion, the Company
will strategise to extend its retail
dominance through the expected
opening of another two new
shopping centers and an anchor
tenant store in the new financial
year.
33
AEON CO. (M) BHD. ( 126926 - H )
The shopping centers to be opened
will be at Taman Equine and
Cheras Selatan, both in Selangor.
The shopping centers in Taman
Equine and Cheras Selatan, which
again have JUSCO departmental
store and supermarket as anchor
tenants and supported by about
80 and 100 tenants respectively,
will further contribute to the
Company’s growth in the coming
years. In the case of AEON
Taman Equine Shopping Center,
which had a net lettable area of
approximately 290,000 square
feet, the Company leases the land
and builds the building whereas
in AEON Cheras Selatan Shopping
Center, with an approximate net
lettable area of 368,000 square
feet, the Company will build and
own both the shopping center and
the land.
In Queensbay Mall, Penang, which
is set to be the largest and longest
mall in Penang, the Company will
be an anchor tenant with its general
merchandise store and supermarket,
occupying approximately 250,000
square feet. The outlet is scheduled
to be opened in December 2006.
In the new financial year, the
Company will also be opening
its second
J-One Supermarket
at the Pearl Point Shopping Mall,
Kuala Lumpur. Occupying an area
of approximately 34,000 square
34
AEON CO. (M) BHD. ( 126926 - H )
feet, the opening of JUSCO J-One
Pearl Point will provide residents
in residential housing estates
along Jalan Klang Lama with a
new, convenient and rewarding
supermarket experience. Its opening
is scheduled for July 2006.
The Company has also entered into
an agreement to lease and operate
a new shopping center in Bandar
Perda, Penang, scheduled to open
in 2007.
The Company remains confident that
its established presence, expansion
plans and focus on competitive
strengths, business strategies
and retail formats will enable the
Company to achieve continuous
growth in the coming years.
Activities In The Financial Year
Among many others, a JUSCO
Double
Prosperity
Bonanza
competition was held from 10
January till 22 January 2006. The
selection process for winners was
held at the AEON Headquarter on
27 January 2006 by Encik Rashid
Adam, General Manager of
Corporate Affairs Division and was
audited by the Company’s Internal
Audit Manager, Mr. Eddy Tang.
Thousands of applications were
received from AEON customers
from thirteen JUSCO stores
nationwide.
On 20 May 2005, AEON
Headquarter held its fire drill
exercise for the first time since
moving from Menara Kausar at
Wangsa Maju to the new premise
at 3 rd Floor of JUSCO Taman
Maluri Shopping Center. The Fire
and Rescue Department Kuala
Lumpur was present to supervise
the program. It is hoped that this
program will prepare AEON CO.
(M) BHD.’s headquarter staff to
handle the situation in the event
of a fire. Similiar fire drills were
carried out at all JUSCO Stores
& Shopping Centers. It was held
to train the staff in the event of a
real fire.
The following are some of the
enhancement systems implemented
during the year under review:-
(i)
Financial
Tools
Management
The budget management
system of the Company has
been further enhanced with
the incorporation of a built-in
intelligent tool to deal with
budget analysis. The credit
card data entry management
and reconciliaiton system
was also further enhanced.
(ii) Human Resource
For cost effectiveness and
efficiency, beginning with
the new stores, the human
resource database is now
decentralised to allow store
operations limited access to
the system for reports and
data processing.
(iii) J CARD Management
For the convenience of the
Company’s J CARD members
which had grown considerably
over the last two years,
members can now check their
accumulated points, rebate
entitlement, gift redemption,
shopping privileges and the
list of participating J CARD
establishments etc at the
Company’s homepage at the
HYPERLINK “http://www.
jusco.com.my” which had
been revamped during the
year to provide for the added
features.
transfer processing and item
master maintenance capabilities
features.
(v) Infrastructure
On the infrastructure side,
various
wireless
device
facilities were employed to
provide real-time information
to improve prompt and urgent
decision-making and to improve
operations efficiency.
(iv) Stock and Logistic
Management
An
Itemised
Inventory
System (“IIS”) with data
warehousing
capabilities
that manages the logistic of
stock movement between the
Distribution Centre and the
stores was also implemented
during the year. This allows
further improvement in the
efficiencies of stores and
merchanding operations through
its price management, goods
Information Technology
During the financial year, the
main focus was the Company’s
Information Technology system
infrastructure to support the
company’s
expansion
plans.
35
AEON CO. (M) BHD. ( 126926 - H )
The shopping centers to be opened
will be at Taman Equine and
Cheras Selatan, both in Selangor.
The shopping centers in Taman
Equine and Cheras Selatan, which
again have JUSCO departmental
store and supermarket as anchor
tenants and supported by about
80 and 100 tenants respectively,
will further contribute to the
Company’s growth in the coming
years. In the case of AEON
Taman Equine Shopping Center,
which had a net lettable area of
approximately 290,000 square
feet, the Company leases the land
and builds the building whereas
in AEON Cheras Selatan Shopping
Center, with an approximate net
lettable area of 368,000 square
feet, the Company will build and
own both the shopping center and
the land.
In Queensbay Mall, Penang, which
is set to be the largest and longest
mall in Penang, the Company will
be an anchor tenant with its general
merchandise store and supermarket,
occupying approximately 250,000
square feet. The outlet is scheduled
to be opened in December 2006.
In the new financial year, the
Company will also be opening
its second
J-One Supermarket
at the Pearl Point Shopping Mall,
Kuala Lumpur. Occupying an area
of approximately 34,000 square
34
AEON CO. (M) BHD. ( 126926 - H )
feet, the opening of JUSCO J-One
Pearl Point will provide residents
in residential housing estates
along Jalan Klang Lama with a
new, convenient and rewarding
supermarket experience. Its opening
is scheduled for July 2006.
The Company has also entered into
an agreement to lease and operate
a new shopping center in Bandar
Perda, Penang, scheduled to open
in 2007.
The Company remains confident that
its established presence, expansion
plans and focus on competitive
strengths, business strategies
and retail formats will enable the
Company to achieve continuous
growth in the coming years.
Activities In The Financial Year
Among many others, a JUSCO
Double
Prosperity
Bonanza
competition was held from 10
January till 22 January 2006. The
selection process for winners was
held at the AEON Headquarter on
27 January 2006 by Encik Rashid
Adam, General Manager of
Corporate Affairs Division and was
audited by the Company’s Internal
Audit Manager, Mr. Eddy Tang.
Thousands of applications were
received from AEON customers
from thirteen JUSCO stores
nationwide.
On 20 May 2005, AEON
Headquarter held its fire drill
exercise for the first time since
moving from Menara Kausar at
Wangsa Maju to the new premise
at 3 rd Floor of JUSCO Taman
Maluri Shopping Center. The Fire
and Rescue Department Kuala
Lumpur was present to supervise
the program. It is hoped that this
program will prepare AEON CO.
(M) BHD.’s headquarter staff to
handle the situation in the event
of a fire. Similiar fire drills were
carried out at all JUSCO Stores
& Shopping Centers. It was held
to train the staff in the event of a
real fire.
The following are some of the
enhancement systems implemented
during the year under review:-
(i)
Financial
Tools
Management
The budget management
system of the Company has
been further enhanced with
the incorporation of a built-in
intelligent tool to deal with
budget analysis. The credit
card data entry management
and reconciliaiton system
was also further enhanced.
(ii) Human Resource
For cost effectiveness and
efficiency, beginning with
the new stores, the human
resource database is now
decentralised to allow store
operations limited access to
the system for reports and
data processing.
(iii) J CARD Management
For the convenience of the
Company’s J CARD members
which had grown considerably
over the last two years,
members can now check their
accumulated points, rebate
entitlement, gift redemption,
shopping privileges and the
list of participating J CARD
establishments etc at the
Company’s homepage at the
HYPERLINK “http://www.
jusco.com.my” which had
been revamped during the
year to provide for the added
features.
transfer processing and item
master maintenance capabilities
features.
(v) Infrastructure
On the infrastructure side,
various
wireless
device
facilities were employed to
provide real-time information
to improve prompt and urgent
decision-making and to improve
operations efficiency.
(iv) Stock and Logistic
Management
An
Itemised
Inventory
System (“IIS”) with data
warehousing
capabilities
that manages the logistic of
stock movement between the
Distribution Centre and the
stores was also implemented
during the year. This allows
further improvement in the
efficiencies of stores and
merchanding operations through
its price management, goods
Information Technology
During the financial year, the
main focus was the Company’s
Information Technology system
infrastructure to support the
company’s
expansion
plans.
35
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
STATEMENT ON CORPORATE GOVERNANCE
Board Responsibilities
A) Directors
The Board of Directors, in
recognising
the
importance
of corporate governance, is
committed to ensuring that
the Company’s business and
operations are in line with the
principles and best practices
advocated in the Malaysian Code
on Corporate Governance.
The Board of Directors assumes
responsibilities
in
corporate
governance and has established
various processes and committees
to assist the Board in discharging
of these responsibilities. Among
others, the Company’s strategies
and directions, shareholders
and
investors’
relationship,
annual budget, major capital
expenditure, significant financial
matters, and the adequacy and
integrity of internal controls
including risk assessment are
within the responsibilities of the
Board of Directors. The following
paragraphs set out the Company’s
application of the principles and
best practices of the Malaysian
Code on Corporate Governance.
No
36
Board Balance
The Board of Directors consists of
nine (9) members; comprising one
(1) Non-Executive Chairman, one (1)
Non-Executive Vice Chairman, two
(2) Executive Directors and five (5)
Non-Executive Directors. Of the five
(5) Non-Executive Directors, three
(3) are Independent Directors.
Dato’ Chew Kong Seng is the Senior
Independent Non-Executive Director
to whom concerns on matters relating
to corporate governance of the
Company could be conveyed to.
The Directors bring a wide range of
expertise and experience in various
fields such as economics, public
services, accounting and finance, legal,
human resource, banking, marketing,
taxation, general management,
retail management and property
management services. All Board
members participated and deliberated
on the issues and matters affecting
the Company. The profile of each
Director is presented on page 21 to
page 23 of the Annual Report.
Name of Directors
Board Meetings
Directors’ Training
The Board met five (5) times at
regular intervals during the financial
year ended 28 February 2006.
The details of attendance of each
Director at the Board meetings
held during the financial year are as
the table below.
All the Directors have attended
the
Directors’
Mandatory
Accreditation Programme and the
Continuing Education Programme
organised by Bursa Malaysia
Securities Berhad and are also
provided with updates from time
to time on relevant new laws
and regulations affecting their
directorship. Directors also from
time to time visited existing
stores and/or new sites to have
a thorough understanding of the
Company’s operational matters.
Supply of Information
The Company Secretary ensures
that all Board meetings are furnished
with proper agendas. Board papers
and reports providing updates on
financial, operational and corporate
developments including matters
such as the Company’s corporate
citizenship program and staff
welfare matters are circulated prior
to the meetings to all Directors
for them to discharge their duties
effectively. The Directors have full
access to the advice and services
of the Company Secretary. In
addition, the Directors, if necessary,
may also seek professional advice,
at the Company’s expense. The
Directors may also consult the
Chairman and other Board members
prior to seeking any independent
professional advice.
Number of meetings attended/held
during the Director’s term in office
1
Dato’ Abdullah bin Mohd Yusof
5/5
2
Mr. Toshiji Tokiwa
5/5
3
Mr. Tatsuichi Yamaguchi
4/5
4
Mr. Nagahisa Oyama
(appointed on 22 June 2005)
4/4
5
Mr. Masato Yokoyama
5/5
6
Datuk Ramli bin Ibrahim
5/5
7
Brig. Jen. (B) Dato’ Mohd Idris bin Saman
5/5
8
Datuk Zawawi bin Mahmuddin
5/5
9
Dato’ Chew Kong Seng
5/5
10
Mr. Soichi Okazaki
(retired on 22 June 2005)
1/1
Board Committees
The Board of Directors are
assisted by its Committees, which
have been established under
defined terms of reference. The
Committees are the Nomination
Committee, the Remuneration
Committee
and
the
Audit
Committee.
The Nomination Committee
The
Nomination
Committee
members are Mr. Tatsuichi
Yamaguchi (Chairman), Dato’
Abdullah bin Yusof, Dato’ Chew
Kong Seng, Brig. Jen. (B) Dato’
Mohd Idris bin Saman and Datuk
Zawawi bin Mahmuddin. The
committee met one (1) time in the
financial year under review.
The duties and responsibilities of
the Committee, among others,
are to recommend to the Board,
candidates
for
directorship,
directors to fill seats on Board
Committees and to review annually
the required mix of skills and
experience of the Board including
the effectiveness of the Board as
a whole and the contribution from
each Director.
The
Board,
through
the
Nomination Committee, on 21
April 2006 conducted the annual
assessment of the Directors’
performance and contribution,
and reviewed the required mix
of skills and experience of the
Board to function competently and
efficiently as a whole. The Board
is pleased to state that its current
composition of members meets
the requirement of a competent
and effective Board.
packages of all Directors, including
the Non-Executive Chairman and
Non-Executive Vice Chairman
and is a matter for the Board
as a whole. Individual Directors
concerned do not participate
in the discussion on their own
remuneration.
The Audit Committee
The Board is also assisted by
the Audit Committee whose
members, terms of reference and
activities for the financial year
under review are stated on page
40 to 42 of the Annual Report.
Re-election
In accordance with the Company’s
Articles of Association, all
Directors retire every year.
The Remuneration
Committee
The Remuneration Committee
members is made up of NonExecutive
Directors
whose
members are Mr. Tatsuichi
Yamaguchi (Chairman), Dato’
Abdullah bin Yusof and Datuk
Ramli bin Ibrahim. The duties of the
committee shall be to recommend
to the Board the remuneration
of all Directors in all its forms.
Executive Directors play no part
in decision-making or determining
their own remuneration.
The committee met one (1) time
in the financial year under review
to determine the remuneration
37
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
STATEMENT ON CORPORATE GOVERNANCE
Board Responsibilities
A) Directors
The Board of Directors, in
recognising
the
importance
of corporate governance, is
committed to ensuring that
the Company’s business and
operations are in line with the
principles and best practices
advocated in the Malaysian Code
on Corporate Governance.
The Board of Directors assumes
responsibilities
in
corporate
governance and has established
various processes and committees
to assist the Board in discharging
of these responsibilities. Among
others, the Company’s strategies
and directions, shareholders
and
investors’
relationship,
annual budget, major capital
expenditure, significant financial
matters, and the adequacy and
integrity of internal controls
including risk assessment are
within the responsibilities of the
Board of Directors. The following
paragraphs set out the Company’s
application of the principles and
best practices of the Malaysian
Code on Corporate Governance.
No
36
Board Balance
The Board of Directors consists of
nine (9) members; comprising one
(1) Non-Executive Chairman, one (1)
Non-Executive Vice Chairman, two
(2) Executive Directors and five (5)
Non-Executive Directors. Of the five
(5) Non-Executive Directors, three
(3) are Independent Directors.
Dato’ Chew Kong Seng is the Senior
Independent Non-Executive Director
to whom concerns on matters relating
to corporate governance of the
Company could be conveyed to.
The Directors bring a wide range of
expertise and experience in various
fields such as economics, public
services, accounting and finance, legal,
human resource, banking, marketing,
taxation, general management,
retail management and property
management services. All Board
members participated and deliberated
on the issues and matters affecting
the Company. The profile of each
Director is presented on page 21 to
page 23 of the Annual Report.
Name of Directors
Board Meetings
Directors’ Training
The Board met five (5) times at
regular intervals during the financial
year ended 28 February 2006.
The details of attendance of each
Director at the Board meetings
held during the financial year are as
the table below.
All the Directors have attended
the
Directors’
Mandatory
Accreditation Programme and the
Continuing Education Programme
organised by Bursa Malaysia
Securities Berhad and are also
provided with updates from time
to time on relevant new laws
and regulations affecting their
directorship. Directors also from
time to time visited existing
stores and/or new sites to have
a thorough understanding of the
Company’s operational matters.
Supply of Information
The Company Secretary ensures
that all Board meetings are furnished
with proper agendas. Board papers
and reports providing updates on
financial, operational and corporate
developments including matters
such as the Company’s corporate
citizenship program and staff
welfare matters are circulated prior
to the meetings to all Directors
for them to discharge their duties
effectively. The Directors have full
access to the advice and services
of the Company Secretary. In
addition, the Directors, if necessary,
may also seek professional advice,
at the Company’s expense. The
Directors may also consult the
Chairman and other Board members
prior to seeking any independent
professional advice.
Number of meetings attended/held
during the Director’s term in office
1
Dato’ Abdullah bin Mohd Yusof
5/5
2
Mr. Toshiji Tokiwa
5/5
3
Mr. Tatsuichi Yamaguchi
4/5
4
Mr. Nagahisa Oyama
(appointed on 22 June 2005)
4/4
5
Mr. Masato Yokoyama
5/5
6
Datuk Ramli bin Ibrahim
5/5
7
Brig. Jen. (B) Dato’ Mohd Idris bin Saman
5/5
8
Datuk Zawawi bin Mahmuddin
5/5
9
Dato’ Chew Kong Seng
5/5
10
Mr. Soichi Okazaki
(retired on 22 June 2005)
1/1
Board Committees
The Board of Directors are
assisted by its Committees, which
have been established under
defined terms of reference. The
Committees are the Nomination
Committee, the Remuneration
Committee
and
the
Audit
Committee.
The Nomination Committee
The
Nomination
Committee
members are Mr. Tatsuichi
Yamaguchi (Chairman), Dato’
Abdullah bin Yusof, Dato’ Chew
Kong Seng, Brig. Jen. (B) Dato’
Mohd Idris bin Saman and Datuk
Zawawi bin Mahmuddin. The
committee met one (1) time in the
financial year under review.
The duties and responsibilities of
the Committee, among others,
are to recommend to the Board,
candidates
for
directorship,
directors to fill seats on Board
Committees and to review annually
the required mix of skills and
experience of the Board including
the effectiveness of the Board as
a whole and the contribution from
each Director.
The
Board,
through
the
Nomination Committee, on 21
April 2006 conducted the annual
assessment of the Directors’
performance and contribution,
and reviewed the required mix
of skills and experience of the
Board to function competently and
efficiently as a whole. The Board
is pleased to state that its current
composition of members meets
the requirement of a competent
and effective Board.
packages of all Directors, including
the Non-Executive Chairman and
Non-Executive Vice Chairman
and is a matter for the Board
as a whole. Individual Directors
concerned do not participate
in the discussion on their own
remuneration.
The Audit Committee
The Board is also assisted by
the Audit Committee whose
members, terms of reference and
activities for the financial year
under review are stated on page
40 to 42 of the Annual Report.
Re-election
In accordance with the Company’s
Articles of Association, all
Directors retire every year.
The Remuneration
Committee
The Remuneration Committee
members is made up of NonExecutive
Directors
whose
members are Mr. Tatsuichi
Yamaguchi (Chairman), Dato’
Abdullah bin Yusof and Datuk
Ramli bin Ibrahim. The duties of the
committee shall be to recommend
to the Board the remuneration
of all Directors in all its forms.
Executive Directors play no part
in decision-making or determining
their own remuneration.
The committee met one (1) time
in the financial year under review
to determine the remuneration
37
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
B) Directors Remuneration
D) Accountability And Audit
The breakdown of the remuneration of the Directors during the financial year under review is as below: -
Financial Reporting
reasonable prudent judgment and
estimates have been consistently
applied.
In its financial reporting via quarterly
announcements of results, annual
financial statements and annual
report presentation including the
Chairman’s Statement and Review
of Operations, the Board of Directors
always provides a comprehensive
assessment of the Company’s
performance and prospects for the
benefits of shareholders, investors
and interested parties. The Audit
Committee also assists the Board in
overseeing the Company’s financial
reporting processes.
The Directors are responsible for
keeping proper accounting records,
which disclose with reasonable
accuracy at any time the financial
position of the Company and to
enable them to ensure that the
financial statements comply with the
Companies Act, 1965. The Directors
have a general responsibility for taking
such steps as is reasonably open to
them to safeguard the assets of the
Company, to prevent and detect fraud
and other irregularities.
1) Aggregate remuneration of the Directors categorised into appropriate components:
Executive Directors
RM
Non Executive Directors
RM
252,000
858,812
44,688
162,308
796,000
14,700
-
1,048,000
858,812
59,388
162,308
1,317,808
810,700
2,128,508
Fees
Salaries
Benefits-in-kind
Other emoluments
Total
RM
2) The number of Directors whose total remuneration fall within the following bands:
Number of Directors
Range of Remuneration
Executive
Non-Executive
Total
RM50,001 to RM100,000
-
5
5
RM100,001 to RM150,000
-
-
-
RM150,001 to RM200,000
-
1
1
RM200,001 to RM250,000
1
1
2
RM250,001 to RM300,000
-
-
-
RM300,001 to RM350,000
-
-
-
RM350,001 to RM400,000
-
-
-
RM400,001 to RM450,000
-
-
-
RM450,001 to RM500,000
-
-
-
RM500,001 to RM550,000
1
-
1
RM550,001 to RM600,000
1
-
1
RM600,001 to RM650,000
-
-
-
3
7
10
C) Shareholders
Investors and Shareholders
Communication
It has always been the Company’s
practice
to
maintain
good
relationship with its shareholders.
Major corporate developments and
happenings in the Company have
always been duly and promptly
announced to all shareholders, in
line with Bursa Malaysia Securities
Berhad’s objectives of ensuring
transparency and good corporate
governance practice.
The Company’s financial performance,
38
major corporate developments
and other relevant information
are
promptly
disseminated to
shareholders and investors via
announcements of its quarterly
performance,
annual
report,
corporate announcements to Bursa
Malaysia Securities Berhad and
press conferences. Further update
of the Company’s activities and
operations are also disseminated
to shareholders and investors
through dialogue with analysts, fund
managers, investors and the media.
Besides highlighting retail business
promotional activities, the Company’s
Directors’ responsibility
statement in respect of the
preparation of the audited
financial statements
The Board of Directors is responsible
for the preparation of the financial
statements for the financial year of
the Company, which gives a true and
fair view of the state of affairs of the
Company and its results and cash flow
for the financial year under review.
The Board of Directors has ensured
that the financial statements have
been prepared in accordance with
applicable approved accounting
standards
in
Malaysia,
the
requirements of the Companies Act
1965, Bursa Malaysia Securities
Berhad and other regulatory bodies.
In preparing the financial statements,
the Board of Directors has ascertained
that accounting policies and
Going Concern
The Board of Directors confirms
that the Company has adequate
resources to continue its business
in the foreseeable future. For this
reason, they continue to adopt the
going concern basis for preparing the
financial statements.
meetings whereby
discussed.
issues
are
The relationship between the
Board and the External Auditors is
also formalised through the Audit
Committee’s terms of reference.
Compliance With Malaysian
Code On Corporate
Governance
The Board of Directors is pleased
to state that the Company was in
compliance with all the principles
and best practices as advocated in
the Malaysian Code on Corporate
Governance during the financial year
under review except on disclosure
of each individual Director’s
remuneration.
State Of Internal Control
The Statement on Internal Control set
out on page 43 on the Annual Report
provides an overview of the state of
internal controls within the Company.
Relationship With The External
Auditors
The Board of Directors with the
assistance of the Audit Committee
maintains a formal and transparent
relationship with the Company’s
External Auditors through the Audit
Committee, Board and formal
website (www.jusco.com.my) provides
an update of the Company’s latest
performance released to Bursa
Malaysia Securities Berhad as well
as other corporate information to
the public.
During the Annual General Meeting,
shareholders are usually given a
presentation on the Company’s
performance and major activities
that were carried out by the
Company for the year under review.
During the meeting, shareholders
have the opportunities to enquire
and comment on the Company’s
performance and operations.
39
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
B) Directors Remuneration
D) Accountability And Audit
The breakdown of the remuneration of the Directors during the financial year under review is as below: -
Financial Reporting
reasonable prudent judgment and
estimates have been consistently
applied.
In its financial reporting via quarterly
announcements of results, annual
financial statements and annual
report presentation including the
Chairman’s Statement and Review
of Operations, the Board of Directors
always provides a comprehensive
assessment of the Company’s
performance and prospects for the
benefits of shareholders, investors
and interested parties. The Audit
Committee also assists the Board in
overseeing the Company’s financial
reporting processes.
The Directors are responsible for
keeping proper accounting records,
which disclose with reasonable
accuracy at any time the financial
position of the Company and to
enable them to ensure that the
financial statements comply with the
Companies Act, 1965. The Directors
have a general responsibility for taking
such steps as is reasonably open to
them to safeguard the assets of the
Company, to prevent and detect fraud
and other irregularities.
1) Aggregate remuneration of the Directors categorised into appropriate components:
Executive Directors
RM
Non Executive Directors
RM
252,000
858,812
44,688
162,308
796,000
14,700
-
1,048,000
858,812
59,388
162,308
1,317,808
810,700
2,128,508
Fees
Salaries
Benefits-in-kind
Other emoluments
Total
RM
2) The number of Directors whose total remuneration fall within the following bands:
Number of Directors
Range of Remuneration
Executive
Non-Executive
Total
RM50,001 to RM100,000
-
5
5
RM100,001 to RM150,000
-
-
-
RM150,001 to RM200,000
-
1
1
RM200,001 to RM250,000
1
1
2
RM250,001 to RM300,000
-
-
-
RM300,001 to RM350,000
-
-
-
RM350,001 to RM400,000
-
-
-
RM400,001 to RM450,000
-
-
-
RM450,001 to RM500,000
-
-
-
RM500,001 to RM550,000
1
-
1
RM550,001 to RM600,000
1
-
1
RM600,001 to RM650,000
-
-
-
3
7
10
C) Shareholders
Investors and Shareholders
Communication
It has always been the Company’s
practice
to
maintain
good
relationship with its shareholders.
Major corporate developments and
happenings in the Company have
always been duly and promptly
announced to all shareholders, in
line with Bursa Malaysia Securities
Berhad’s objectives of ensuring
transparency and good corporate
governance practice.
The Company’s financial performance,
38
major corporate developments
and other relevant information
are
promptly
disseminated to
shareholders and investors via
announcements of its quarterly
performance,
annual
report,
corporate announcements to Bursa
Malaysia Securities Berhad and
press conferences. Further update
of the Company’s activities and
operations are also disseminated
to shareholders and investors
through dialogue with analysts, fund
managers, investors and the media.
Besides highlighting retail business
promotional activities, the Company’s
Directors’ responsibility
statement in respect of the
preparation of the audited
financial statements
The Board of Directors is responsible
for the preparation of the financial
statements for the financial year of
the Company, which gives a true and
fair view of the state of affairs of the
Company and its results and cash flow
for the financial year under review.
The Board of Directors has ensured
that the financial statements have
been prepared in accordance with
applicable approved accounting
standards
in
Malaysia,
the
requirements of the Companies Act
1965, Bursa Malaysia Securities
Berhad and other regulatory bodies.
In preparing the financial statements,
the Board of Directors has ascertained
that accounting policies and
Going Concern
The Board of Directors confirms
that the Company has adequate
resources to continue its business
in the foreseeable future. For this
reason, they continue to adopt the
going concern basis for preparing the
financial statements.
meetings whereby
discussed.
issues
are
The relationship between the
Board and the External Auditors is
also formalised through the Audit
Committee’s terms of reference.
Compliance With Malaysian
Code On Corporate
Governance
The Board of Directors is pleased
to state that the Company was in
compliance with all the principles
and best practices as advocated in
the Malaysian Code on Corporate
Governance during the financial year
under review except on disclosure
of each individual Director’s
remuneration.
State Of Internal Control
The Statement on Internal Control set
out on page 43 on the Annual Report
provides an overview of the state of
internal controls within the Company.
Relationship With The External
Auditors
The Board of Directors with the
assistance of the Audit Committee
maintains a formal and transparent
relationship with the Company’s
External Auditors through the Audit
Committee, Board and formal
website (www.jusco.com.my) provides
an update of the Company’s latest
performance released to Bursa
Malaysia Securities Berhad as well
as other corporate information to
the public.
During the Annual General Meeting,
shareholders are usually given a
presentation on the Company’s
performance and major activities
that were carried out by the
Company for the year under review.
During the meeting, shareholders
have the opportunities to enquire
and comment on the Company’s
performance and operations.
39
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
TERMS OF REFERENCE OF THE AUDIT
COMMITTEE
Audit Committee
Designation
- Dato’ Chew Kong Seng
Chairman (Independent Non-Executive Director)
- Datuk Ramli bin Ibrahim
Member (Non-Independent Non-Executive Director)
- Brig. Jen. (B) Dato’ Mohd. Idris bin Saman
Member (Independent Non-Executive Director)
Constitution
Meetings
Reporting Procedures
The Board hereby resolves to
establish a Committee of the
Board to be known as the Audit
Committee with the following
terms of reference.
The Committee shall meet at least
four times a year. In addition,
the chairperson shall convene
a meeting of the Committee if
requested to do so by any member,
the management or the internal
or external auditors to consider
any matter within the scope and
responsibilities of the Committee.
The Committee shall prepare an
Annual Report to the Board that
provides a summary of the activities
of the Committee for inclusion in
the Company’s annual report. The
Committee shall assist the Board in
preparing the following for publication
in the Company’s annual report:
- Statement of the Company’s
application of the principles set
out in Part I of the Malaysian Code
on Corporate Governance.
- Statement on the extent of
compliance with the Best
Practices in Corporate Governance
set out in Part II of the Malaysian
Code on Corporate Governance,
specifying reasons for any areas
of non-compliance (if any) and
the alternatives adopted in such
areas.
- Statement on the Board’s
responsibilities for preparing
the annual audited financial
statements, and
- Statement about the state of
Internal Control of the Company.
Composition Of Audit
Committee
The Committee shall be appointed by
the Board from among its members
and shall consist of not less than
3 members of whom a majority
shall be Independent Directors. The
Committee shall include at least one
person who is a member of the
Malaysian Institute of Accountants
(MIA) or alternatively a person who
must have at least 3 years’ working
experience and have passed the
examinations specified in Part I of
the 1st. Schedule of the Accountants
Act 1967 or is a member of one of
the associations specified in Part II
of the said Schedule or fulfils such
other requirements as prescribed by
Bursa Malaysia Securities Berhad. No
alternate Director shall be appointed
as a member of the Committee. The
Committee shall elect a chairperson
from amongst its members who
is not an Executive Director or
employee of the company or any
related corporation. In the event that
a member of the audit committee
resigns, dies or for any other reason
ceases to be a member, with the
result that the number of members
is reduced to below three, the
Board of Directors shall, within three
months of that event, appoint such
number of new members as may be
required to make up the minimum
number of three members. The
Board shall review the term of office
of Committee members no less than
every three years.
40
Attendance At Meetings
The General Manager of Finance,
the Head of Internal Audit, the
Company Secretary, the Senior
Finance Manager, the Compliance
Officer and a representative of the
External Auditors shall normally
attend meetings. However, the
Committee may invite any person
to be in attendance to assist it in its
deliberations. Non-member Directors
shall not attend unless specifically
invited to by the Committee.
Secretary To Audit
Committee
The Company Secretary shall be
the secretary of the committee
and shall be responsible for
drawing up the agenda in
consultation with the chairperson.
The agenda together with the
relevant explanatory papers and
documents shall be circulated to
the committee members prior to
each meeting.
The Secretary shall be responsible
for recording attendance of all
members and invitees, keeping
the minutes of the meeting of
the Committee, circulating them
to committee members and to
the other members of the Board
of Directors and for ensuring
compliance with Bursa Malaysia
Securities Berhad’s requirements.
Where the Committee is of the
view that a matter reported by
it to the Board of Directors has
not been satisfactorily resolved
resulting in a breach of the Listing
Requirements of Bursa Malaysia
Securities Berhad, the Committee
shall promptly report such matter to
Bursa Malaysia Securities Berhad.
-
-
-
-
reasonably required to enable it
to perform its duties.
Have free access to all
information and documents
it requires for the purpose of
discharging its functions and
responsibilities.
Have direct communication
channels with the external
auditors and person(s) carrying
out the internal audit function or
activity.
Obtain outside legal or other
independent professional advice
and secure the attendance
of outsiders with relevant
experience and expertise if it
considers this necessary.
Convene meetings with the
External Auditors, excluding the
attendance of the executive
members of the Company,
whenever deemed necessary.
-
-
-
Duties And Responsibilities
The duties and responsibilities of
the Committee shall be:
- To review the Terms of
Reference at least annually, or
as conditions dictate.
- To
review
any
financial
information for publication,
including quarterly and annual
financial statements before
submission to the Board.
The review shall focus on:
• Any changes in accounting
policies and practices. Major
judgmental areas. Significant
audit adjustments from the
External Auditors.
-
-
-
• The
going
concern
assumption.
• Compliance with accounting
standards.
• Compliance
with
stock
exchange
and
legal
requirements.
To review with the External
Auditors their audit plan, scope
and nature of audit for the
Company.
The External Auditors’ audit
report, areas of concern arising
from the audit and any other
matters the external auditors
may wish to discuss (in the
absence of management if
necessary).
To assess the adequacy and
effectiveness of the system
of
internal
controls
and
accounting control procedures
of the company by reviewing
the External and/or Internal
Auditors’ management letters
and management responses.
To discuss problems and
reservations arising from the
audits and any matters the
auditors may wish to discuss.
To review the internal audit
plan, consider the major
findings of internal audit, fraud
investigations and actions and
steps taken by management in
response to audit findings.
To review the adequacy and
relevance of the scope, functions
and resources of Internal Audit
and the necessary authority to
carry out its work.
-
-
-
-
To review any related party
transactions and conflict of
interest situations that may arise
within the Company.
To consider the appointment of
the External Auditors, the terms
of reference of its appointment
and making recommendations
to the Board on any question of
resignation and dismissal before
making a recommendation to
the Board.
To undertake such other
responsibilities as may be agreed
to by the Committee and the
Board.
To report to the Board its
activities, significant results and
findings.
Overseeing The Internal Audit
Function
The Committee shall oversee
all internal audit functions and
is authorised to commission
investigations to be conducted by
Internal Audit as it deems fit. The
Internal Auditor shall report directly
to the Committee and shall have
direct access to the Chairman of the
Committee.
All proposals by management
regarding the appointment, transfer
or dismissal of the Internal Auditor
shall require the prior approval of the
Committee.
Quorum
A quorum shall consist of a majority
of committee members present at
the meeting who are independent
directors.
Authority
The Committee is authorised by the
Board to:
- Investigate any activity within
its terms of reference.
- Have resources, which are
41
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
TERMS OF REFERENCE OF THE AUDIT
COMMITTEE
Audit Committee
Designation
- Dato’ Chew Kong Seng
Chairman (Independent Non-Executive Director)
- Datuk Ramli bin Ibrahim
Member (Non-Independent Non-Executive Director)
- Brig. Jen. (B) Dato’ Mohd. Idris bin Saman
Member (Independent Non-Executive Director)
Constitution
Meetings
Reporting Procedures
The Board hereby resolves to
establish a Committee of the
Board to be known as the Audit
Committee with the following
terms of reference.
The Committee shall meet at least
four times a year. In addition,
the chairperson shall convene
a meeting of the Committee if
requested to do so by any member,
the management or the internal
or external auditors to consider
any matter within the scope and
responsibilities of the Committee.
The Committee shall prepare an
Annual Report to the Board that
provides a summary of the activities
of the Committee for inclusion in
the Company’s annual report. The
Committee shall assist the Board in
preparing the following for publication
in the Company’s annual report:
- Statement of the Company’s
application of the principles set
out in Part I of the Malaysian Code
on Corporate Governance.
- Statement on the extent of
compliance with the Best
Practices in Corporate Governance
set out in Part II of the Malaysian
Code on Corporate Governance,
specifying reasons for any areas
of non-compliance (if any) and
the alternatives adopted in such
areas.
- Statement on the Board’s
responsibilities for preparing
the annual audited financial
statements, and
- Statement about the state of
Internal Control of the Company.
Composition Of Audit
Committee
The Committee shall be appointed by
the Board from among its members
and shall consist of not less than
3 members of whom a majority
shall be Independent Directors. The
Committee shall include at least one
person who is a member of the
Malaysian Institute of Accountants
(MIA) or alternatively a person who
must have at least 3 years’ working
experience and have passed the
examinations specified in Part I of
the 1st. Schedule of the Accountants
Act 1967 or is a member of one of
the associations specified in Part II
of the said Schedule or fulfils such
other requirements as prescribed by
Bursa Malaysia Securities Berhad. No
alternate Director shall be appointed
as a member of the Committee. The
Committee shall elect a chairperson
from amongst its members who
is not an Executive Director or
employee of the company or any
related corporation. In the event that
a member of the audit committee
resigns, dies or for any other reason
ceases to be a member, with the
result that the number of members
is reduced to below three, the
Board of Directors shall, within three
months of that event, appoint such
number of new members as may be
required to make up the minimum
number of three members. The
Board shall review the term of office
of Committee members no less than
every three years.
40
Attendance At Meetings
The General Manager of Finance,
the Head of Internal Audit, the
Company Secretary, the Senior
Finance Manager, the Compliance
Officer and a representative of the
External Auditors shall normally
attend meetings. However, the
Committee may invite any person
to be in attendance to assist it in its
deliberations. Non-member Directors
shall not attend unless specifically
invited to by the Committee.
Secretary To Audit
Committee
The Company Secretary shall be
the secretary of the committee
and shall be responsible for
drawing up the agenda in
consultation with the chairperson.
The agenda together with the
relevant explanatory papers and
documents shall be circulated to
the committee members prior to
each meeting.
The Secretary shall be responsible
for recording attendance of all
members and invitees, keeping
the minutes of the meeting of
the Committee, circulating them
to committee members and to
the other members of the Board
of Directors and for ensuring
compliance with Bursa Malaysia
Securities Berhad’s requirements.
Where the Committee is of the
view that a matter reported by
it to the Board of Directors has
not been satisfactorily resolved
resulting in a breach of the Listing
Requirements of Bursa Malaysia
Securities Berhad, the Committee
shall promptly report such matter to
Bursa Malaysia Securities Berhad.
-
-
-
-
reasonably required to enable it
to perform its duties.
Have free access to all
information and documents
it requires for the purpose of
discharging its functions and
responsibilities.
Have direct communication
channels with the external
auditors and person(s) carrying
out the internal audit function or
activity.
Obtain outside legal or other
independent professional advice
and secure the attendance
of outsiders with relevant
experience and expertise if it
considers this necessary.
Convene meetings with the
External Auditors, excluding the
attendance of the executive
members of the Company,
whenever deemed necessary.
-
-
-
Duties And Responsibilities
The duties and responsibilities of
the Committee shall be:
- To review the Terms of
Reference at least annually, or
as conditions dictate.
- To
review
any
financial
information for publication,
including quarterly and annual
financial statements before
submission to the Board.
The review shall focus on:
• Any changes in accounting
policies and practices. Major
judgmental areas. Significant
audit adjustments from the
External Auditors.
-
-
-
• The
going
concern
assumption.
• Compliance with accounting
standards.
• Compliance
with
stock
exchange
and
legal
requirements.
To review with the External
Auditors their audit plan, scope
and nature of audit for the
Company.
The External Auditors’ audit
report, areas of concern arising
from the audit and any other
matters the external auditors
may wish to discuss (in the
absence of management if
necessary).
To assess the adequacy and
effectiveness of the system
of
internal
controls
and
accounting control procedures
of the company by reviewing
the External and/or Internal
Auditors’ management letters
and management responses.
To discuss problems and
reservations arising from the
audits and any matters the
auditors may wish to discuss.
To review the internal audit
plan, consider the major
findings of internal audit, fraud
investigations and actions and
steps taken by management in
response to audit findings.
To review the adequacy and
relevance of the scope, functions
and resources of Internal Audit
and the necessary authority to
carry out its work.
-
-
-
-
To review any related party
transactions and conflict of
interest situations that may arise
within the Company.
To consider the appointment of
the External Auditors, the terms
of reference of its appointment
and making recommendations
to the Board on any question of
resignation and dismissal before
making a recommendation to
the Board.
To undertake such other
responsibilities as may be agreed
to by the Committee and the
Board.
To report to the Board its
activities, significant results and
findings.
Overseeing The Internal Audit
Function
The Committee shall oversee
all internal audit functions and
is authorised to commission
investigations to be conducted by
Internal Audit as it deems fit. The
Internal Auditor shall report directly
to the Committee and shall have
direct access to the Chairman of the
Committee.
All proposals by management
regarding the appointment, transfer
or dismissal of the Internal Auditor
shall require the prior approval of the
Committee.
Quorum
A quorum shall consist of a majority
of committee members present at
the meeting who are independent
directors.
Authority
The Committee is authorised by the
Board to:
- Investigate any activity within
its terms of reference.
- Have resources, which are
41
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
THE AUDIT COMMITTEE
STATEMENT ON INTERNAL CONTROL
The Audit Committee comprises the following members:
Board’s Responsibilities
- Dato’ Chew Kong Seng (Chairman)
Independent Non-Executive Director
- Datuk Ramli bin Ibrahim
Non-Independent Non Executive Director
- Brig Jen (B) Dato’ Mohd Idris bin Saman
Independent Non-Executive Director
The Board of Directors recognises
its responsibilities over the
Company’s system of internal
controls, covering all its financial
and operating activities to safeguard
shareholders’ investment and the
Company’s assets.
Terms Of Reference Of The Audit Committee
During the financial year under review, there were no changes to the terms of reference of the Audit Committee.
Meetings
During the financial year under review, the Audit Committee convened four (4) meetings. The attendance records
of the member of the Audit Committee are as follows:
Name of Directors
Number of meetings
attended/held during the
member’s term in office
Dato’ Chew Kong Seng (Chairman)
4/4
Datuk Ramli bin Ibrahim
4/4
Brig Jen (B) Dato’ Mohd Idris bin Saman
4/4
The meetings were structured
through the use of agendas, which
were distributed to members with
sufficient notification.
f.
The Company Secretary was present
in all the meetings. A representative
of the External Auditors, Messrs
KPMG Desa Megat & Co., the
General Manager of Finance, the
Head of Internal Audit, the Senior
Finance Manager, the Compliance
Officer, attended the meetings and
related management personnel
attended the meetings upon
invitation.
Summary Of The Audit
Committee’s Activities During
The Year Under Review
During the year under review, the
Audit Committee carried out its
duties in accordance with its terms
of reference as follows:
a. Reviewed the quarterly unaudited
financial results and annual
audited financial statements
before submission to the Board
for consideration and approval.
b. Reviewed the External Auditors’
scope of work and audit plan for
the year.
c. Reviewed and discussed the
External Auditors’ audit report
and areas of concern.
d. Considered the appointment
of the External Auditors and
the terms of reference of their
appointment.
e. Reviewed the internal audit
plan, considered the major
42
g.
h.
i.
findings of Internal Audit, fraud
investigations and actions taken
by management in response to
the audit findings.
Assessed the adequacy and
effectiveness of the system of
internal controls and accounting
control procedures of the
Company by reviewing the
External and Internal Auditors’
management
letters
and
management responses.
Reviewed the adequacy and
relevance of scope, functions
and resources of Internal Audit
and that it has the necessary
authority to carry out its work.
Reviewed
related
party
transactions.
Reported to the Board on its
activities and significant findings
and results of the External and
Internal Audits.
On 9 January 2006, the Audit
Committee held one meeting with
the External Auditors without the
presence of the management,
to allow the auditors to discuss
any issues arising from the audit
exercise or any other matters,
which the External Auditors wished
to raise.
During the year under review, the
Internal Audit Department carried
out the following activities:
a. Presented and obtained approval
from Audit Commitee, the
annual internal audit plan, which
supplemented the approved 3-
b.
c.
d.
e.
f.
g.
h.
i.
year internal audit plan, its audit
strategy and audit scope of
work.
Reviewed and analysed certain
key
business
processes
idenified in the annual audit
plan, reported ineffective and
inadequated controls, and made
recommendations to improve
their effectiveness.
Monitored
and
ensured
management
implemented
corrective action plans.
Monitored compliance with
policies and procedures
Reviewed the adequacy and
effectiveness of the internal
control structures of the
Company.
Assisted
the
Board
of
Directors and Management on
compliance matters required
by the Malaysian Code on
Corporate Governance.
Assisted the Board of Directors
and Management by reviewing
the risk policy and control
strategies in the organisation.
Carried
out
investigative
assignments.
Continued inculcating good
risk management practices
throughout the Company.
The Board has an established ongoing process for identifying,
evaluating and managing the
significant risks encountered by
the Company. The Board through
its Audit Committee regularly
reviews this process. In view of the
limitations inherent in any system
of internal controls, the system is
designed to manage, rather than
to eliminate, the risk of failure to
achieve the Company’s corporate
objectives.
The Audit Committee assists the
Board to review the adequacy and
integrity of the system of internal
controls in the Company and to
ensure that an appropriate mix of
techniques is used to obtain the level
of assurance required by the Board.
The Audit Committee presents its
findings to the Board.
Internal Audit Function
The Audit Committee, assisted
by the Internal Audit Department,
provides the Board with the
assurance it requires on the adequacy
and integrity of the system on
internal controls. The Internal Audit
Department independently reviews
the risk identification procedures and
control processes implemented by
the management, conducts audits
that encompasses reviewing critical
areas that the Company faces, and
reports to the Audit Committee on a
quarterly basis.
The Internal Audit Department also
carried out internal control reviews
on key activities of the Company’s
business on the basis of a threeyear internal audit plan that was
presented and approved by the
Audit Committee. The internal
audit function adopts a risk-based
approach and prepares its audit
strategy and plan based on the risk
profiles of the major business units
of the Company.
System Of Internal Controls
The Board of Directors is responsible
for managing the key business risks
of the Company and implementing
appropriate internal control system
to manage those risks. The Board
reviewed the adequacy and integrity
of the system of internal controls
as it operated during the year. The
following are the key elements of
the Company’s system of internal
controls: - The management structure of
the Company formally defines
lines of responsibility and
delegation of authority for all
aspects of the Company’s
affairs. Senior management
and business unit’s managers
submit and present their
operational
performance
reviews as well as business
plans and strategic measures
in regularly held Executive
Committee and Management
Meetings;
- The Board approves the annual
budget and reviews key business
variables and monitors the
achievements of the Company’s
performance on a quarterly basis;
- The authorisation limits and
approvals authority threshold
of the Company encompasses
internal control procedures.
These procedures are subject to
reviews by the management to
incorporate changing business
risks and operational efficiency;
- The Audit Committee is responsible
for reviewing the statutory annual
financial statements and the
quarterly announcements to Bursa
Malaysia Securities Berhad and
recommends to the Board for
approval prior to submission to
Bursa Malaysia Securities Berhad;
- The Internal Audit Department
periodically
monitors
the
effectiveness and evaluates the
proper functioning of the internal
control system on an ongoing
basis to ascertain compliance
with the control procedures and
policies of the Company. The
Head of Internal Audit reports to
Audit Committee on the status
of internal control system on a
quarterly basis;
- Project teams are set up from
time to time to address business
and operational issues to meet
the business objectives and
operational requirements of the
Company.
All the above-mentioned processes
have been in place and provide
reasonable assurance on the
effectiveness of the internal control
system.
Conclusion
The Board of Directors reviewed
the adequacy and integrity of the
system of internal controls that
provides reasonable assurance to the
Company in achieving its business
objectives. As the development of
sound system of internal controls
is an on-going process, the Board
and the management maintain an
on-going commitment and continue
to take appropriate measures to
strengthen the internal control
environment of the Company.
43
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
THE AUDIT COMMITTEE
STATEMENT ON INTERNAL CONTROL
The Audit Committee comprises the following members:
Board’s Responsibilities
- Dato’ Chew Kong Seng (Chairman)
Independent Non-Executive Director
- Datuk Ramli bin Ibrahim
Non-Independent Non Executive Director
- Brig Jen (B) Dato’ Mohd Idris bin Saman
Independent Non-Executive Director
The Board of Directors recognises
its responsibilities over the
Company’s system of internal
controls, covering all its financial
and operating activities to safeguard
shareholders’ investment and the
Company’s assets.
Terms Of Reference Of The Audit Committee
During the financial year under review, there were no changes to the terms of reference of the Audit Committee.
Meetings
During the financial year under review, the Audit Committee convened four (4) meetings. The attendance records
of the member of the Audit Committee are as follows:
Name of Directors
Number of meetings
attended/held during the
member’s term in office
Dato’ Chew Kong Seng (Chairman)
4/4
Datuk Ramli bin Ibrahim
4/4
Brig Jen (B) Dato’ Mohd Idris bin Saman
4/4
The meetings were structured
through the use of agendas, which
were distributed to members with
sufficient notification.
f.
The Company Secretary was present
in all the meetings. A representative
of the External Auditors, Messrs
KPMG Desa Megat & Co., the
General Manager of Finance, the
Head of Internal Audit, the Senior
Finance Manager, the Compliance
Officer, attended the meetings and
related management personnel
attended the meetings upon
invitation.
Summary Of The Audit
Committee’s Activities During
The Year Under Review
During the year under review, the
Audit Committee carried out its
duties in accordance with its terms
of reference as follows:
a. Reviewed the quarterly unaudited
financial results and annual
audited financial statements
before submission to the Board
for consideration and approval.
b. Reviewed the External Auditors’
scope of work and audit plan for
the year.
c. Reviewed and discussed the
External Auditors’ audit report
and areas of concern.
d. Considered the appointment
of the External Auditors and
the terms of reference of their
appointment.
e. Reviewed the internal audit
plan, considered the major
42
g.
h.
i.
findings of Internal Audit, fraud
investigations and actions taken
by management in response to
the audit findings.
Assessed the adequacy and
effectiveness of the system of
internal controls and accounting
control procedures of the
Company by reviewing the
External and Internal Auditors’
management
letters
and
management responses.
Reviewed the adequacy and
relevance of scope, functions
and resources of Internal Audit
and that it has the necessary
authority to carry out its work.
Reviewed
related
party
transactions.
Reported to the Board on its
activities and significant findings
and results of the External and
Internal Audits.
On 9 January 2006, the Audit
Committee held one meeting with
the External Auditors without the
presence of the management,
to allow the auditors to discuss
any issues arising from the audit
exercise or any other matters,
which the External Auditors wished
to raise.
During the year under review, the
Internal Audit Department carried
out the following activities:
a. Presented and obtained approval
from Audit Commitee, the
annual internal audit plan, which
supplemented the approved 3-
b.
c.
d.
e.
f.
g.
h.
i.
year internal audit plan, its audit
strategy and audit scope of
work.
Reviewed and analysed certain
key
business
processes
idenified in the annual audit
plan, reported ineffective and
inadequated controls, and made
recommendations to improve
their effectiveness.
Monitored
and
ensured
management
implemented
corrective action plans.
Monitored compliance with
policies and procedures
Reviewed the adequacy and
effectiveness of the internal
control structures of the
Company.
Assisted
the
Board
of
Directors and Management on
compliance matters required
by the Malaysian Code on
Corporate Governance.
Assisted the Board of Directors
and Management by reviewing
the risk policy and control
strategies in the organisation.
Carried
out
investigative
assignments.
Continued inculcating good
risk management practices
throughout the Company.
The Board has an established ongoing process for identifying,
evaluating and managing the
significant risks encountered by
the Company. The Board through
its Audit Committee regularly
reviews this process. In view of the
limitations inherent in any system
of internal controls, the system is
designed to manage, rather than
to eliminate, the risk of failure to
achieve the Company’s corporate
objectives.
The Audit Committee assists the
Board to review the adequacy and
integrity of the system of internal
controls in the Company and to
ensure that an appropriate mix of
techniques is used to obtain the level
of assurance required by the Board.
The Audit Committee presents its
findings to the Board.
Internal Audit Function
The Audit Committee, assisted
by the Internal Audit Department,
provides the Board with the
assurance it requires on the adequacy
and integrity of the system on
internal controls. The Internal Audit
Department independently reviews
the risk identification procedures and
control processes implemented by
the management, conducts audits
that encompasses reviewing critical
areas that the Company faces, and
reports to the Audit Committee on a
quarterly basis.
The Internal Audit Department also
carried out internal control reviews
on key activities of the Company’s
business on the basis of a threeyear internal audit plan that was
presented and approved by the
Audit Committee. The internal
audit function adopts a risk-based
approach and prepares its audit
strategy and plan based on the risk
profiles of the major business units
of the Company.
System Of Internal Controls
The Board of Directors is responsible
for managing the key business risks
of the Company and implementing
appropriate internal control system
to manage those risks. The Board
reviewed the adequacy and integrity
of the system of internal controls
as it operated during the year. The
following are the key elements of
the Company’s system of internal
controls: - The management structure of
the Company formally defines
lines of responsibility and
delegation of authority for all
aspects of the Company’s
affairs. Senior management
and business unit’s managers
submit and present their
operational
performance
reviews as well as business
plans and strategic measures
in regularly held Executive
Committee and Management
Meetings;
- The Board approves the annual
budget and reviews key business
variables and monitors the
achievements of the Company’s
performance on a quarterly basis;
- The authorisation limits and
approvals authority threshold
of the Company encompasses
internal control procedures.
These procedures are subject to
reviews by the management to
incorporate changing business
risks and operational efficiency;
- The Audit Committee is responsible
for reviewing the statutory annual
financial statements and the
quarterly announcements to Bursa
Malaysia Securities Berhad and
recommends to the Board for
approval prior to submission to
Bursa Malaysia Securities Berhad;
- The Internal Audit Department
periodically
monitors
the
effectiveness and evaluates the
proper functioning of the internal
control system on an ongoing
basis to ascertain compliance
with the control procedures and
policies of the Company. The
Head of Internal Audit reports to
Audit Committee on the status
of internal control system on a
quarterly basis;
- Project teams are set up from
time to time to address business
and operational issues to meet
the business objectives and
operational requirements of the
Company.
All the above-mentioned processes
have been in place and provide
reasonable assurance on the
effectiveness of the internal control
system.
Conclusion
The Board of Directors reviewed
the adequacy and integrity of the
system of internal controls that
provides reasonable assurance to the
Company in achieving its business
objectives. As the development of
sound system of internal controls
is an on-going process, the Board
and the management maintain an
on-going commitment and continue
to take appropriate measures to
strengthen the internal control
environment of the Company.
43
AEON CO. (M) BHD. ( 126926 - H )
FINANCIAL STATEMENTS
OTHER INFORMATION
Material Contracts involving
Directors and substantial
Shareholders
Material contracts entered into
by the Company which involve
Directors’ and major Shareholders’
interests and still subsisting at the
end of the financial year ended 28
February 2006, or entered into since
the end of the previous financial
year, comprise the following:
a) On 12 October 2000 and through
a supplemental agreement on 1
January 2006, the Company
entered into a Technical Service
Agreement with ÆON Co., Ltd.
whereby the Company is granted
the exclusive right by ÆON Co.,
Ltd. to use their trademark in
relation to goods and services.
The Company is also granted
the non-exclusive right to use
the information and know-how,
employed or developed by ÆON
Co., Ltd. for the management
and operation of retail stores,
wholesale business and related
supporting activities. The total
cash consideration payable by the
Company to ÆON Co., Ltd. for the
year under review amounted to
RM10.84 million. ÆON Co., Ltd. is
a holding company of AEON CO.
(M) BHD.
b) On 1 July 1997, the Company
entered into a Factoring
Agreement with a related
company, AEON Credit Service
(M) Sdn. Bhd. whereby the
Company’s goods sold on credit
under its easy payment scheme
are factored to AEON Credit
Service (M) Sdn. Bhd. The debts
sold to AEON Credit Service (M)
Sdn. Bhd. are at full value of
the goods and upon the terms
and conditions as stated in the
factoring agreement. The total
value of the debts sold to AEON
Credit Service (M) Sdn. Bhd. in
the year under review amounted
to RM4.46 million. Dato’ Abdullah
bin Mohd Yusof and Datuk Ramli
bin Ibrahim, both Directors of
AEON CO. (M) BHD. are also
44
Directors and shareholders in
AEON Credit Service (M) Sdn.
Bhd. Mr. Masato Yokoyama, a
Director of AEON CO. (M) BHD.
is also a shareholder of AEON
Credit Service (M) Sdn. Bhd.
ÆON Co., Ltd. has an indirect
interest in AEON Credit Service
(M) Sdn. Bhd. through AEON
Credit Service Co. Ltd.
c) On 23 June 2005, the Company
entered into a JUSCO Credit
Card Agreement with AEON
Credit Service (M) Sdn. Bhd. to
set out the terms and conditions
for the issuance of a credit card
called JUSCO Credit Card by
AEON Credit Service (M) Sdn.
Bhd., in affiliation or association
with the Company, to further
promote and enhance AEON
Credit Service (M) Sdn. Bhd.’s
credit card business and the
Company’s retailing business.
The Company permits AEON
Credit Service (M) Sdn. Bhd. to
promote JUSCO Credit Card to
consumers in return for allowing
the consumers to use JUSCO
Credit Card for the purchase of
goods and services offered by
the Company. JUSCO Credit Card
holders who are also J CARD
members will enjoy additional J
CARD loyalty points provided by
AEON Credit Service (M) Sdn.
Bhd. through purchase of the
additional J CARD points from
the Company. During the year
under review, the total additional
J CARD points purchased by
AEON Credit Service (M) Sdn.
Bhd. was RM15 thousand. The
Company further agreed to
appoint AEON Credit Service (M)
Sdn. Bhd. as the sole acquirer of
the card transactions transacted
using AEON Credit Service (M)
Sdn. Bhd.’s issued cards.
On 29 December 2005, the
Company entered into a credit
card merchant agreement with
AEON Credit Services (M) Sdn.
Bhd. whereby for the Company’s
goods sold on credit through
for the year ended 28 February 2006
credit cards issued by AEON
Credit Service (M) Sdn. Bhd.,
AEON Credit Service (M) Sdn.
Bhd. will purchase from the
Company all such transaction
receipts. The purchase of the
transaction receipts will be net
of the credit card commission
payable and upon terms and
conditions as stated in the
merchant agreement. The total
value of the transaction receipts
purchased by AEON Credit
Service (M) Sdn. Bhd. in the
year under review was RM5.91
million and the total credit card
commission payable is RM83
thousand. Dato’ Abdullah bin
Mohd Yusof and Datuk Ramli
bin Ibrahim, both Directors of
AEON CO. (M) BHD. are also
Directors and shareholders in
AEON Credit Service (M) Sdn.
Bhd. Mr. Masato Yokoyama, a
director of AEON CO. (M) BHD.
is also a shareholder of AEON
Credit Service (M) Sdn. Bhd.
ÆON Co., Ltd. has an indirect
interest in AEON Credit Service
(M) Sdn. Bhd. through AEON
Credit Service Co. Ltd.
Non Audit Fees
The amount of non-statutory
audit fees paid to the external
auditor and its affiliates during the
year under review is RM41,325,
comprising of mainly advisory,
review and tax services.
Revaluation Policy on Landed
Properties
There is no revaluation policy on
the Company’s landed properties.
The Company adopted the
transitional provisions issued by
Malaysian Accounting Standards
Board (MASB) to retain the
carrying amount on the basis of
their previous revaluation as stated
in page 56 of this Annual Report.
Directors’ Report
Balance Sheet
Income Statement
Statement of Changes in Equity
Cash Flow Statement
Notes to the Financial Statements
Statement by Directors
Statutory Declaration
Report of the Auditors
AEON CO. (M) BHD. ( 126926 - H )
FINANCIAL STATEMENTS
OTHER INFORMATION
Material Contracts involving
Directors and substantial
Shareholders
Material contracts entered into
by the Company which involve
Directors’ and major Shareholders’
interests and still subsisting at the
end of the financial year ended 28
February 2006, or entered into since
the end of the previous financial
year, comprise the following:
a) On 12 October 2000 and through
a supplemental agreement on 1
January 2006, the Company
entered into a Technical Service
Agreement with ÆON Co., Ltd.
whereby the Company is granted
the exclusive right by ÆON Co.,
Ltd. to use their trademark in
relation to goods and services.
The Company is also granted
the non-exclusive right to use
the information and know-how,
employed or developed by ÆON
Co., Ltd. for the management
and operation of retail stores,
wholesale business and related
supporting activities. The total
cash consideration payable by the
Company to ÆON Co., Ltd. for the
year under review amounted to
RM10.84 million. ÆON Co., Ltd. is
a holding company of AEON CO.
(M) BHD.
b) On 1 July 1997, the Company
entered into a Factoring
Agreement with a related
company, AEON Credit Service
(M) Sdn. Bhd. whereby the
Company’s goods sold on credit
under its easy payment scheme
are factored to AEON Credit
Service (M) Sdn. Bhd. The debts
sold to AEON Credit Service (M)
Sdn. Bhd. are at full value of
the goods and upon the terms
and conditions as stated in the
factoring agreement. The total
value of the debts sold to AEON
Credit Service (M) Sdn. Bhd. in
the year under review amounted
to RM4.46 million. Dato’ Abdullah
bin Mohd Yusof and Datuk Ramli
bin Ibrahim, both Directors of
AEON CO. (M) BHD. are also
44
Directors and shareholders in
AEON Credit Service (M) Sdn.
Bhd. Mr. Masato Yokoyama, a
Director of AEON CO. (M) BHD.
is also a shareholder of AEON
Credit Service (M) Sdn. Bhd.
ÆON Co., Ltd. has an indirect
interest in AEON Credit Service
(M) Sdn. Bhd. through AEON
Credit Service Co. Ltd.
c) On 23 June 2005, the Company
entered into a JUSCO Credit
Card Agreement with AEON
Credit Service (M) Sdn. Bhd. to
set out the terms and conditions
for the issuance of a credit card
called JUSCO Credit Card by
AEON Credit Service (M) Sdn.
Bhd., in affiliation or association
with the Company, to further
promote and enhance AEON
Credit Service (M) Sdn. Bhd.’s
credit card business and the
Company’s retailing business.
The Company permits AEON
Credit Service (M) Sdn. Bhd. to
promote JUSCO Credit Card to
consumers in return for allowing
the consumers to use JUSCO
Credit Card for the purchase of
goods and services offered by
the Company. JUSCO Credit Card
holders who are also J CARD
members will enjoy additional J
CARD loyalty points provided by
AEON Credit Service (M) Sdn.
Bhd. through purchase of the
additional J CARD points from
the Company. During the year
under review, the total additional
J CARD points purchased by
AEON Credit Service (M) Sdn.
Bhd. was RM15 thousand. The
Company further agreed to
appoint AEON Credit Service (M)
Sdn. Bhd. as the sole acquirer of
the card transactions transacted
using AEON Credit Service (M)
Sdn. Bhd.’s issued cards.
On 29 December 2005, the
Company entered into a credit
card merchant agreement with
AEON Credit Services (M) Sdn.
Bhd. whereby for the Company’s
goods sold on credit through
for the year ended 28 February 2006
credit cards issued by AEON
Credit Service (M) Sdn. Bhd.,
AEON Credit Service (M) Sdn.
Bhd. will purchase from the
Company all such transaction
receipts. The purchase of the
transaction receipts will be net
of the credit card commission
payable and upon terms and
conditions as stated in the
merchant agreement. The total
value of the transaction receipts
purchased by AEON Credit
Service (M) Sdn. Bhd. in the
year under review was RM5.91
million and the total credit card
commission payable is RM83
thousand. Dato’ Abdullah bin
Mohd Yusof and Datuk Ramli
bin Ibrahim, both Directors of
AEON CO. (M) BHD. are also
Directors and shareholders in
AEON Credit Service (M) Sdn.
Bhd. Mr. Masato Yokoyama, a
director of AEON CO. (M) BHD.
is also a shareholder of AEON
Credit Service (M) Sdn. Bhd.
ÆON Co., Ltd. has an indirect
interest in AEON Credit Service
(M) Sdn. Bhd. through AEON
Credit Service Co. Ltd.
Non Audit Fees
The amount of non-statutory
audit fees paid to the external
auditor and its affiliates during the
year under review is RM41,325,
comprising of mainly advisory,
review and tax services.
Revaluation Policy on Landed
Properties
There is no revaluation policy on
the Company’s landed properties.
The Company adopted the
transitional provisions issued by
Malaysian Accounting Standards
Board (MASB) to retain the
carrying amount on the basis of
their previous revaluation as stated
in page 56 of this Annual Report.
Directors’ Report
Balance Sheet
Income Statement
Statement of Changes in Equity
Cash Flow Statement
Notes to the Financial Statements
Statement by Directors
Statutory Declaration
Report of the Auditors
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
DIRECTORS’ REPORT
for the year ended 28 February 2006
The Directors have pleasure in submitting their report and the audited financial statements of the Company for the
year ended 28 February 2006.
The holdings and deemed holdings in the ordinary shares of the Company and of its related corporations of those
who were Directors at year end as recorded in the Register of Directors’ Shareholdings are as follows:
Principal activities
The Company is principally engaged in the operations of a chain of superstores selling a broad range of goods
ranging from clothing, food, household goods, other merchandise and shopping center operation. There has been
no significant change in the nature of these activities during the financial year.
Number of ordinary shares of RM1 each
At
1.3.2005
Acquired
Sold
At
28.2.2006
308,000
30,000
-
-
308,000
30,000
Results
RM’000
Net profit for the year
Shareholdings in which Directors
have direct interest in the Company
73,204
Dato’ Abdullah bin Mohd Yusof
Masato Yokoyama
Reserves and provisions
There were no material transfers to or from reserves and provisions during the year under review except as
disclosed in the financial statements.
Dividend
Since the end of the previous financial year, the Company paid a first and final dividend of 12% less tax of 28%,
amounting to RM15,163,200 in respect of the year ended 28 February 2005 on 20 July 2005.
The first and final dividend recommended by the Directors in respect of the year ended 28 February 2006 is 15%
less tax of 28%, amounting to RM18,954,000, which is subject to the approval of members at the forthcoming
Annual General Meeting of the Company.
Shareholdings in which Directors
have indirect interest in the Company
Dato’ Abdullah bin Mohd Yusof
Datuk Ramli bin Ibrahim
7,650,000
280,000
- (3,620,000)
-
4,030,000
280,000
None of the other Directors holding office at 28 February 2006 had any interest in the ordinary shares of the
Company or of its related corporations during the financial year.
Directors’ benefits
Directors of the Company
Directors who served since the date of the last report are:
Dato’ Abdullah bin Mohd Yusof
Toshiji Tokiwa
Masato Yokoyama
Tatsuichi Yamaguchi
Datuk Ramli bin Ibrahim
Brig. Jen. (B) Dato’ Mohd Idris bin Saman
Datuk Zawawi bin Mahmuddin
Dato’ Chew Kong Seng @ Chew Kong Huat
Nagahisa Oyama (appointed on 22.6.2005)
Nagahisa Oyama (ceased as Alternate Director to Soichi Okazaki on 22.6.2005)
Soichi Okazaki (retired on 22.6.2005)
Since the end of the previous financial year, no Director of the Company has received nor become entitled to
receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and
receivable by Directors as shown in the financial statements) by reason of a contract made by the Company or a
related corporation with the Director or with a firm of which the Director is a member, or with a company in which
the Director has a substantial financial interest, except for certain Directors who may be deemed to derive a benefit
by virtue of those transactions, advisory services and tenancy between the Company and corporations in which
the Directors are deemed to have interest.
There were no arrangements during and at the end of the financial year which had the object of enabling Directors
of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any
other body corporate.
Issue of shares and debentures
There were no changes in the issued and paid-up capital of the Company during the financial year.
Options granted over unissued shares
No options were granted to any person to take up unissued shares of the Company during the financial year.
Significant event during the financial year
During the financial year, the Company entered into a conditional Sale and Leaseback Agreement (“SLA”) with
Equity Nirvana Sdn. Bhd. for the sale of its property known as Kinta City Shopping Center, comprising a freehold
land located in the Mukim of Hulu Kinta, District of Kinta, Perak and a three (3) storey shopping mall constructed
thereon together with specified plant and machinery, for a total cash consideration of RM121 million. To date the
SLA is yet to be completed.
Equity Nirvana Sdn. Bhd. shall leaseback the same property to the Company for an initial period of nine (9) years
with options for renewals upon completion of the sale and purchase of the property.
46
47
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
DIRECTORS’ REPORT
for the year ended 28 February 2006
The Directors have pleasure in submitting their report and the audited financial statements of the Company for the
year ended 28 February 2006.
The holdings and deemed holdings in the ordinary shares of the Company and of its related corporations of those
who were Directors at year end as recorded in the Register of Directors’ Shareholdings are as follows:
Principal activities
The Company is principally engaged in the operations of a chain of superstores selling a broad range of goods
ranging from clothing, food, household goods, other merchandise and shopping center operation. There has been
no significant change in the nature of these activities during the financial year.
Number of ordinary shares of RM1 each
At
1.3.2005
Acquired
Sold
At
28.2.2006
308,000
30,000
-
-
308,000
30,000
Results
RM’000
Net profit for the year
Shareholdings in which Directors
have direct interest in the Company
73,204
Dato’ Abdullah bin Mohd Yusof
Masato Yokoyama
Reserves and provisions
There were no material transfers to or from reserves and provisions during the year under review except as
disclosed in the financial statements.
Dividend
Since the end of the previous financial year, the Company paid a first and final dividend of 12% less tax of 28%,
amounting to RM15,163,200 in respect of the year ended 28 February 2005 on 20 July 2005.
The first and final dividend recommended by the Directors in respect of the year ended 28 February 2006 is 15%
less tax of 28%, amounting to RM18,954,000, which is subject to the approval of members at the forthcoming
Annual General Meeting of the Company.
Shareholdings in which Directors
have indirect interest in the Company
Dato’ Abdullah bin Mohd Yusof
Datuk Ramli bin Ibrahim
7,650,000
280,000
- (3,620,000)
-
4,030,000
280,000
None of the other Directors holding office at 28 February 2006 had any interest in the ordinary shares of the
Company or of its related corporations during the financial year.
Directors’ benefits
Directors of the Company
Directors who served since the date of the last report are:
Dato’ Abdullah bin Mohd Yusof
Toshiji Tokiwa
Masato Yokoyama
Tatsuichi Yamaguchi
Datuk Ramli bin Ibrahim
Brig. Jen. (B) Dato’ Mohd Idris bin Saman
Datuk Zawawi bin Mahmuddin
Dato’ Chew Kong Seng @ Chew Kong Huat
Nagahisa Oyama (appointed on 22.6.2005)
Nagahisa Oyama (ceased as Alternate Director to Soichi Okazaki on 22.6.2005)
Soichi Okazaki (retired on 22.6.2005)
Since the end of the previous financial year, no Director of the Company has received nor become entitled to
receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and
receivable by Directors as shown in the financial statements) by reason of a contract made by the Company or a
related corporation with the Director or with a firm of which the Director is a member, or with a company in which
the Director has a substantial financial interest, except for certain Directors who may be deemed to derive a benefit
by virtue of those transactions, advisory services and tenancy between the Company and corporations in which
the Directors are deemed to have interest.
There were no arrangements during and at the end of the financial year which had the object of enabling Directors
of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any
other body corporate.
Issue of shares and debentures
There were no changes in the issued and paid-up capital of the Company during the financial year.
Options granted over unissued shares
No options were granted to any person to take up unissued shares of the Company during the financial year.
Significant event during the financial year
During the financial year, the Company entered into a conditional Sale and Leaseback Agreement (“SLA”) with
Equity Nirvana Sdn. Bhd. for the sale of its property known as Kinta City Shopping Center, comprising a freehold
land located in the Mukim of Hulu Kinta, District of Kinta, Perak and a three (3) storey shopping mall constructed
thereon together with specified plant and machinery, for a total cash consideration of RM121 million. To date the
SLA is yet to be completed.
Equity Nirvana Sdn. Bhd. shall leaseback the same property to the Company for an initial period of nine (9) years
with options for renewals upon completion of the sale and purchase of the property.
46
47
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
BALANCE SHEET
at 28 February 2006
Other statutory information
Before the financial statements of the Company were made out, the Directors took reasonable steps to ascertain
that:
i) all known bad debts have been written off and adequate provision made for doubtful debts, and
ii) all current assets have been stated at the lower of cost and net realisable value.
At the date of this report, the Directors are not aware of any circumstances:
i) that would render the amount written off for bad debts, or the amount of the provision for doubtful debts in
the financial statements of the Company inadequate to any substantial extent, or
ii) that would render the value attributed to the current assets in the financial statements of the Company
misleading, or
iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities
of the Company misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated
in the financial statements of the Company misleading.
At the date of this report, there does not exist:
i) any charge on the assets of the Company that has arisen since the end of the financial year and which
secures the liabilities of any other person, or
ii) any contingent liability in respect of the Company that has arisen since the end of the financial year.
Note
2006
RM’000
2005
RM’000
Property, plant and equipment
Investments
Current assets
2
971,256
756,335
3
1,075
175
Inventories
Trade and other receivables
Cash and cash equivalents
4
159,061
139,296
5
26,695
26,677
6
53,405
92,363
239,161
258,336
7
547,152
413,549
8
625
307
12,583
12,751
560,360
426,607
(321,199)
(168,271)
651,132
588,239
9
175,500
175,500
10
446,351
388,310
621,851
563,810
29,281
24,429
651,132
588,239
Current liabilities
Trade and other payables
Borrowings (unsecured)
Taxation
No contingent liability or other liability of the Company has become enforceable, or is likely to become enforceable
within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or
may substantially affect the ability of the Company to meet its obligations as and when they fall due.
Net current liabilities
In the opinion of the Directors, the results of the operations of the Company for the financial year ended
28 February 2006 have not been substantially affected by any item, transaction or event of a material and unusual
nature nor has any such item, transaction or event occurred in the interval between the end of that financial year
and the date of this report.
Financed by:
Capital and reserves
Share capital
Reserves
Auditors
The auditors, Messrs KPMG Desa Megat & Co., have indicated their willingness to accept re-appointment.
Shareholders’ funds
Signed in accordance with a resolution of the Directors:
Long term and deferred liabilities
Deferred tax liabilities
11
..................................................................
Dato’ Abdullah bin Mohd Yusof
..................................................................
Nagahisa Oyama
The financial statements were approved and authorised for issue by the Board of Directors on 21 April 2006.
Kuala Lumpur,
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
Date: 21 April 2006
48
49
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
BALANCE SHEET
at 28 February 2006
Other statutory information
Before the financial statements of the Company were made out, the Directors took reasonable steps to ascertain
that:
i) all known bad debts have been written off and adequate provision made for doubtful debts, and
ii) all current assets have been stated at the lower of cost and net realisable value.
At the date of this report, the Directors are not aware of any circumstances:
i) that would render the amount written off for bad debts, or the amount of the provision for doubtful debts in
the financial statements of the Company inadequate to any substantial extent, or
ii) that would render the value attributed to the current assets in the financial statements of the Company
misleading, or
iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities
of the Company misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated
in the financial statements of the Company misleading.
At the date of this report, there does not exist:
i) any charge on the assets of the Company that has arisen since the end of the financial year and which
secures the liabilities of any other person, or
ii) any contingent liability in respect of the Company that has arisen since the end of the financial year.
Note
2006
RM’000
2005
RM’000
Property, plant and equipment
Investments
Current assets
2
971,256
756,335
3
1,075
175
Inventories
Trade and other receivables
Cash and cash equivalents
4
159,061
139,296
5
26,695
26,677
6
53,405
92,363
239,161
258,336
7
547,152
413,549
8
625
307
12,583
12,751
560,360
426,607
(321,199)
(168,271)
651,132
588,239
9
175,500
175,500
10
446,351
388,310
621,851
563,810
29,281
24,429
651,132
588,239
Current liabilities
Trade and other payables
Borrowings (unsecured)
Taxation
No contingent liability or other liability of the Company has become enforceable, or is likely to become enforceable
within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or
may substantially affect the ability of the Company to meet its obligations as and when they fall due.
Net current liabilities
In the opinion of the Directors, the results of the operations of the Company for the financial year ended
28 February 2006 have not been substantially affected by any item, transaction or event of a material and unusual
nature nor has any such item, transaction or event occurred in the interval between the end of that financial year
and the date of this report.
Financed by:
Capital and reserves
Share capital
Reserves
Auditors
The auditors, Messrs KPMG Desa Megat & Co., have indicated their willingness to accept re-appointment.
Shareholders’ funds
Signed in accordance with a resolution of the Directors:
Long term and deferred liabilities
Deferred tax liabilities
11
..................................................................
Dato’ Abdullah bin Mohd Yusof
..................................................................
Nagahisa Oyama
The financial statements were approved and authorised for issue by the Board of Directors on 21 April 2006.
Kuala Lumpur,
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
Date: 21 April 2006
48
49
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
INCOME STATEMENT
STATEMENT OF CHANGES IN EQUITY
for the year ended 28 February 2006
for the year ended 28 February 2006
Note
Revenue
2006
RM’000
1,962,445
2005
RM’000
1,784,564
Other operating income
1,067
900
Changes in inventories
19,765
(6,982)
(1,433,814)
(1,306,326)
Net purchases
Staff costs
13
(111,708)
(93,862)
Depreciation
2
(59,227)
(55,273)
(266,080)
(223,445)
Operating expenses
12
112,448
99,576
Interest expense
14
(595)
(987)
345
421
112,198
99,010
(38,994)
(34,763)
73,204
64,247
41.7
36.6
Interest income
Net profit for the year
Dividend - 2004 final
17
Distributable
Retained
profits
RM’000
Total
RM’000
281,408
512,328
87,750
108,488
34,682
-
-
-
64,247
64,247
-
-
-
(12,636)
(12,636)
87,750
(87,750)
-
-
-
-
-
517
-
-
(129)
-
(129)
Issuance of shares for
bonus issue
Net gains and losses
income statement:
Transfer from
revaluation reserve
to retained profits
Profit before taxation
15
Net profit for the year
Basic earnings per ordinary share (sen)
At 1 March 2004
Non-distributable
Share
Revaluation
premium
reserve
RM’000
RM’000
not recognised in the
Operating profit
Tax expense
Note
Share
capital
RM’000
16
Bonus issue expenses
(517)
-
__________________________________________________________________
At 28 February 2005/
1 March 2005
Net profit for the year
Dividend - 2005 final
17
175,500
20,609
34,165
333,536
563,810
-
-
-
73,204
73,204
-
-
-
(15,163)
(15,163)
-
-
517
-
Net gains and losses
Dividend per ordinary share - net (sen)
17
10.8
8.6
not recognised in the
income statement:
Transfer from
revaluation reserve
to retained profits
(517)
__________________________________________________________________
At 28 February 2006
175,500
20,609
33,648
392,094
Note 9
Note 10
Note 10
Note 10
621,851
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
50
51
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
INCOME STATEMENT
STATEMENT OF CHANGES IN EQUITY
for the year ended 28 February 2006
for the year ended 28 February 2006
Note
Revenue
2006
RM’000
1,962,445
2005
RM’000
1,784,564
Other operating income
1,067
900
Changes in inventories
19,765
(6,982)
(1,433,814)
(1,306,326)
Net purchases
Staff costs
13
(111,708)
(93,862)
Depreciation
2
(59,227)
(55,273)
(266,080)
(223,445)
Operating expenses
12
112,448
99,576
Interest expense
14
(595)
(987)
345
421
112,198
99,010
(38,994)
(34,763)
73,204
64,247
41.7
36.6
Interest income
Net profit for the year
Dividend - 2004 final
17
Distributable
Retained
profits
RM’000
Total
RM’000
281,408
512,328
87,750
108,488
34,682
-
-
-
64,247
64,247
-
-
-
(12,636)
(12,636)
87,750
(87,750)
-
-
-
-
-
517
-
-
(129)
-
(129)
Issuance of shares for
bonus issue
Net gains and losses
income statement:
Transfer from
revaluation reserve
to retained profits
Profit before taxation
15
Net profit for the year
Basic earnings per ordinary share (sen)
At 1 March 2004
Non-distributable
Share
Revaluation
premium
reserve
RM’000
RM’000
not recognised in the
Operating profit
Tax expense
Note
Share
capital
RM’000
16
Bonus issue expenses
(517)
-
__________________________________________________________________
At 28 February 2005/
1 March 2005
Net profit for the year
Dividend - 2005 final
17
175,500
20,609
34,165
333,536
563,810
-
-
-
73,204
73,204
-
-
-
(15,163)
(15,163)
-
-
517
-
Net gains and losses
Dividend per ordinary share - net (sen)
17
10.8
8.6
not recognised in the
income statement:
Transfer from
revaluation reserve
to retained profits
(517)
__________________________________________________________________
At 28 February 2006
175,500
20,609
33,648
392,094
Note 9
Note 10
Note 10
Note 10
621,851
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
50
51
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
CASH FLOW STATEMENT
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 28 February 2006
Cash flows from operating activities
Profit before taxation
Adjustments for:
Depreciation
Interest expense
Interest income
Loss/(gain) on disposal of property, plant and equipment
Property, plant and equipment written off
2006
RM’000
2005
RM’000
112,198
99,010
59,227
595
(345)
83
824
55,273
987
(421)
(15)
407
Net cash generated from operating activities
252,092
141,928
(275,375)
320
(900)
345
(119,237)
87
421
(275,610)
(118,729)
Property, plant and equipment retired from active use and held for disposal are stated at the carrying
amount at the date when the asset is retired from active use, less impairment losses, if any.
Depreciation
Freehold land and construction work-in-progress are not amortised. Long term leasehold land is amortised
over a period of 95-99 years. Buildings are depreciated on a straight-line basis over the shorter of 50 years
or the lease period. The straight-line method is used to write off the cost of the other assets over the term
of their estimated useful lives at the following principal annual rates:
Buildings
2% - 5%
Furniture, fixtures and fittings
20%
Structures
10%
Motor vehicles
20%
Office equipment
10%
IT equipment
20%
Machinery and equipment
10% - 20%
(d) Investments
Long term investments are stated at cost. An allowance is made when the Directors are of the view that
there is a diminution in their value which is other than temporary.
(15,163)
(595)
-
(12,636)
(987)
(129)
(e) Trade and other receivables
(15,758)
(13,752)
(f) Employee benefits
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
(39,276)
92,056
9,447
82,609
Cash and cash equivalents at end of year
52,780
92,056
Cash and cash equivalents comprise:
Cash and bank balances
Deposits with licensed financial institutions
Bank overdraft
(c) Property, plant and equipment
Surpluses arising from revaluation are dealt with in the property revaluation reserve account. Any deficit
arising is offset against the revaluation reserve to the extent of a previous increase for the same property.
In all other cases, a decrease in carrying amount is charged to the income statement.
170,596
(28,668)
Net cash used in financing activities
An affiliated company is a company that holds a long term equity interest of 20% to 50% in the Company.
6,982
3,780
4,593
286,402
(34,310)
Cash flows from financing activities
Dividend paid to shareholders of the Company
Interest paid
Bonus issue expenses
(b) Affiliated company
Property, plant and equipment except for freehold land and construction work-in-progress are stated at
cost/ valuation less accumulated depreciation and accumulated impairment losses, if any.
Cash generated from operations
Income taxes paid
(19,765)
(18)
133,603
The financial statements of the Company are prepared on the historical cost basis except as disclosed in
the notes to the financial statements and in compliance with the provisions of the Companies Act, 1965
and applicable approved accounting standards in Malaysia.
155,241
172,582
Net cash used in investing activities
The following accounting policies are adopted by the Company and are consistent with those adopted in the
previous years.
(a) Basis of accounting
Operating profit before working capital changes
Changes in working capital:
Inventories
Trade and other receivables
Trade and other payables
Cash flows from investing activities
Purchase of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Purchase of unquoted shares
Interest received
1. Summary of significant accounting policies
27,105
26,300
(625)
29,663
62,700
(307)
52,780
92,056
Trade and other receivables are stated at cost less allowance for doubtful debts, where applicable.
(i) Short term employee benefits
Wages, salaries and bonuses are recognised as expense in the year in which the associated services
are rendered by the employees of the Company. Accumulating compensated absences such as
paid annual leave, should they occur, are recognised when services are rendered by employees
that increase their entitlement to future compensated absences, and short term non-accumulating
compensated absences such as sick leave are recognised when the absences occur.
(ii) Defined contribution plan
Obligations for contributions to defined contribution plan are recognised as an expense in the
income statement as incurred.
(g) Liabilities
Trade and other payables are stated at cost.
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
(h) Inventories
Inventories are stated at the lower of cost and net realisable value with weighted average cost being the
main basis for cost. Cost comprises the weighted average cost of merchandise derived at by using the Retail
Inventory Method. Weighted average cost includes related charges incurred in purchasing such merchandise.
(i) Cash and cash equivalents
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and highly
liquid investments which have an insignificant risk of changes in value. For the purpose of the cash
flow statements, cash and cash equivalents are presented net of bank overdrafts.
52
53
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
CASH FLOW STATEMENT
NOTES TO THE FINANCIAL STATEMENTS
for the year ended 28 February 2006
Cash flows from operating activities
Profit before taxation
Adjustments for:
Depreciation
Interest expense
Interest income
Loss/(gain) on disposal of property, plant and equipment
Property, plant and equipment written off
2006
RM’000
2005
RM’000
112,198
99,010
59,227
595
(345)
83
824
55,273
987
(421)
(15)
407
Net cash generated from operating activities
252,092
141,928
(275,375)
320
(900)
345
(119,237)
87
421
(275,610)
(118,729)
Property, plant and equipment retired from active use and held for disposal are stated at the carrying
amount at the date when the asset is retired from active use, less impairment losses, if any.
Depreciation
Freehold land and construction work-in-progress are not amortised. Long term leasehold land is amortised
over a period of 95-99 years. Buildings are depreciated on a straight-line basis over the shorter of 50 years
or the lease period. The straight-line method is used to write off the cost of the other assets over the term
of their estimated useful lives at the following principal annual rates:
Buildings
2% - 5%
Furniture, fixtures and fittings
20%
Structures
10%
Motor vehicles
20%
Office equipment
10%
IT equipment
20%
Machinery and equipment
10% - 20%
(d) Investments
Long term investments are stated at cost. An allowance is made when the Directors are of the view that
there is a diminution in their value which is other than temporary.
(15,163)
(595)
-
(12,636)
(987)
(129)
(e) Trade and other receivables
(15,758)
(13,752)
(f) Employee benefits
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
(39,276)
92,056
9,447
82,609
Cash and cash equivalents at end of year
52,780
92,056
Cash and cash equivalents comprise:
Cash and bank balances
Deposits with licensed financial institutions
Bank overdraft
(c) Property, plant and equipment
Surpluses arising from revaluation are dealt with in the property revaluation reserve account. Any deficit
arising is offset against the revaluation reserve to the extent of a previous increase for the same property.
In all other cases, a decrease in carrying amount is charged to the income statement.
170,596
(28,668)
Net cash used in financing activities
An affiliated company is a company that holds a long term equity interest of 20% to 50% in the Company.
6,982
3,780
4,593
286,402
(34,310)
Cash flows from financing activities
Dividend paid to shareholders of the Company
Interest paid
Bonus issue expenses
(b) Affiliated company
Property, plant and equipment except for freehold land and construction work-in-progress are stated at
cost/ valuation less accumulated depreciation and accumulated impairment losses, if any.
Cash generated from operations
Income taxes paid
(19,765)
(18)
133,603
The financial statements of the Company are prepared on the historical cost basis except as disclosed in
the notes to the financial statements and in compliance with the provisions of the Companies Act, 1965
and applicable approved accounting standards in Malaysia.
155,241
172,582
Net cash used in investing activities
The following accounting policies are adopted by the Company and are consistent with those adopted in the
previous years.
(a) Basis of accounting
Operating profit before working capital changes
Changes in working capital:
Inventories
Trade and other receivables
Trade and other payables
Cash flows from investing activities
Purchase of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Purchase of unquoted shares
Interest received
1. Summary of significant accounting policies
27,105
26,300
(625)
29,663
62,700
(307)
52,780
92,056
Trade and other receivables are stated at cost less allowance for doubtful debts, where applicable.
(i) Short term employee benefits
Wages, salaries and bonuses are recognised as expense in the year in which the associated services
are rendered by the employees of the Company. Accumulating compensated absences such as
paid annual leave, should they occur, are recognised when services are rendered by employees
that increase their entitlement to future compensated absences, and short term non-accumulating
compensated absences such as sick leave are recognised when the absences occur.
(ii) Defined contribution plan
Obligations for contributions to defined contribution plan are recognised as an expense in the
income statement as incurred.
(g) Liabilities
Trade and other payables are stated at cost.
The notes set out on pages 53 to 67 form an integral part of, and should be read in conjunction with, these financial
statements.
(h) Inventories
Inventories are stated at the lower of cost and net realisable value with weighted average cost being the
main basis for cost. Cost comprises the weighted average cost of merchandise derived at by using the Retail
Inventory Method. Weighted average cost includes related charges incurred in purchasing such merchandise.
(i) Cash and cash equivalents
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and highly
liquid investments which have an insignificant risk of changes in value. For the purpose of the cash
flow statements, cash and cash equivalents are presented net of bank overdrafts.
52
53
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
(j) Impairment
(n) Expenses
The carrying amount of assets, other than inventories and financial assets, are reviewed at each balance sheet
date to determine whether there is any indication of impairment. If any such indication exists, the asset’s
recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or
the cash-generating unit to which it belongs exceeds its recoverable amount. Impairment losses are recognised
in the income statement, unless the asset is carried at a revalued amount, in which case the impairment loss is
charged to equity.
The recoverable amount is the greater of the asset’s net selling price and its value in use. In assessing value
in use, estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks specific to the asset. For an asset
that does not generate largely independent cash inflows, the recoverable amount is determined for the cashgenerating unit to which the asset belongs.
An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable
amount and it is reversed only to the extent that the asset’s carrying amount does not exceed the carrying
amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been
recognised. The reversal is recognised in the income statement, unless it reverses an impairment loss on a
revalued asset, in which case it is taken to equity.
i) Operating lease payments
Payments made under operating leases are recognised in the income statement on a straight-line
basis over the term of the lease.
ii) Interest expense
All interest and other costs incurred in connection with borrowings are expensed as incurred.
2. Property, plant and equipment
Balance at
1.3.2005
RM’000
Tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement
except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Transfer
in/(out)
RM’000
Balance at
28.2.2006
RM’000
Cost/Valuation
Freehold land at cost
valuation
Buildings at valuation
Leasehold land at cost
Buildings at cost
Structures
Deferred tax is provided, using the liability method, on temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts in the financial statements. Temporary differences are not
recognised for the initial recognition of assets or liabilities that at the time of the transaction affects neither
accounting nor taxable profit. The amount of deferred tax provided is based on the expected manner of
realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantially
enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available
against which the asset can be utilised.
Office equipment
Machinery and equipment
87,666
-
-
-
87,666
60,761
-
-
-
60,761
126,003
-
-
-
126,003
75,607
-
-
-
75,607
245,198
121,247
-
3,150
369,595
82,878
14,135
4,132
100,684
fittings
Motor vehicles
IT equipment
2006
RM
2005
RM
3.20
3.50
(m)Revenue
i) Goods sold and services rendered
Revenue from the sale of goods represents gross trading sales, including concessionaires less
returns and discounts and is recognised in the income statement when the significant risks and rewards
of ownership have been transferred to the buyer.
Property management services from shopping center operation which include rental income, service
charge, sales commission and distribution center charges earned are recognised on an accrual basis.
ii) Interest income
Interest income is recognised in the income statement as it accrues, taking into account the effective
yield on the asset.
6,551
1,870
(758)
-
7,663
173,346
84,046
(1,809)
2,014
257,597
141,308
32,803
(517)
255
173,849
4,386
1,095
(550)
-
4,931
260
48
-
-
308
18,993
20,131
-
1,022,957
275,375
(4,095)
-
Construction work-in-
Transactions in foreign currencies are translated to Ringgit Malaysia at rates of exchange ruling at the date of
the transactions. Assets and liabilities denominated in foreign currencies at the balance sheet date are translated
to Ringgit Malaysia at the foreign exchange rates ruling at that date. Foreign exchange differences arising on
translation are recognised in the income statement.
The closing rates used in the translation of foreign currency assets and liabilities are as follows:
(461)
Furniture, fixtures and
progress
(l) Foreign currency transactions
54
(Disposal/
Write off)
RM’000
Leasehold land at
(k) Income tax
Japanese Yen 100
Additions
RM’000
Accumulated depreciation
Leasehold land at valuation
Buildings at valuation
Leasehold land at cost
Buildings at cost
Structures
Office equipment
Machinery and equipment
Furniture, fixtures and
fittings
Motor vehicles
IT equipment
(9,551)
29,573
1,294,237
6,540
614
-
-
7,154
26,931
2,520
-
-
29,451
2,443
763
-
-
3,206
39,917
5,840
-
-
45,757
25,368
8,641
(198)
-
33,811
3,614
536
(696)
-
3,454
61,854
21,718
(1,123)
-
82,449
96,832
17,943
(469)
-
114,306
2,901
637
(382)
-
3,156
222
15
-
237
266,622
59,227
-
322,981
(2,868)
55
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
(j) Impairment
(n) Expenses
The carrying amount of assets, other than inventories and financial assets, are reviewed at each balance sheet
date to determine whether there is any indication of impairment. If any such indication exists, the asset’s
recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or
the cash-generating unit to which it belongs exceeds its recoverable amount. Impairment losses are recognised
in the income statement, unless the asset is carried at a revalued amount, in which case the impairment loss is
charged to equity.
The recoverable amount is the greater of the asset’s net selling price and its value in use. In assessing value
in use, estimated future cash flows are discounted to their present value using a pre-tax discount rate that
reflects current market assessments of the time value of money and the risks specific to the asset. For an asset
that does not generate largely independent cash inflows, the recoverable amount is determined for the cashgenerating unit to which the asset belongs.
An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable
amount and it is reversed only to the extent that the asset’s carrying amount does not exceed the carrying
amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been
recognised. The reversal is recognised in the income statement, unless it reverses an impairment loss on a
revalued asset, in which case it is taken to equity.
i) Operating lease payments
Payments made under operating leases are recognised in the income statement on a straight-line
basis over the term of the lease.
ii) Interest expense
All interest and other costs incurred in connection with borrowings are expensed as incurred.
2. Property, plant and equipment
Balance at
1.3.2005
RM’000
Tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement
except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Transfer
in/(out)
RM’000
Balance at
28.2.2006
RM’000
Cost/Valuation
Freehold land at cost
valuation
Buildings at valuation
Leasehold land at cost
Buildings at cost
Structures
Deferred tax is provided, using the liability method, on temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts in the financial statements. Temporary differences are not
recognised for the initial recognition of assets or liabilities that at the time of the transaction affects neither
accounting nor taxable profit. The amount of deferred tax provided is based on the expected manner of
realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantially
enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available
against which the asset can be utilised.
Office equipment
Machinery and equipment
87,666
-
-
-
87,666
60,761
-
-
-
60,761
126,003
-
-
-
126,003
75,607
-
-
-
75,607
245,198
121,247
-
3,150
369,595
82,878
14,135
4,132
100,684
fittings
Motor vehicles
IT equipment
2006
RM
2005
RM
3.20
3.50
(m)Revenue
i) Goods sold and services rendered
Revenue from the sale of goods represents gross trading sales, including concessionaires less
returns and discounts and is recognised in the income statement when the significant risks and rewards
of ownership have been transferred to the buyer.
Property management services from shopping center operation which include rental income, service
charge, sales commission and distribution center charges earned are recognised on an accrual basis.
ii) Interest income
Interest income is recognised in the income statement as it accrues, taking into account the effective
yield on the asset.
6,551
1,870
(758)
-
7,663
173,346
84,046
(1,809)
2,014
257,597
141,308
32,803
(517)
255
173,849
4,386
1,095
(550)
-
4,931
260
48
-
-
308
18,993
20,131
-
1,022,957
275,375
(4,095)
-
Construction work-in-
Transactions in foreign currencies are translated to Ringgit Malaysia at rates of exchange ruling at the date of
the transactions. Assets and liabilities denominated in foreign currencies at the balance sheet date are translated
to Ringgit Malaysia at the foreign exchange rates ruling at that date. Foreign exchange differences arising on
translation are recognised in the income statement.
The closing rates used in the translation of foreign currency assets and liabilities are as follows:
(461)
Furniture, fixtures and
progress
(l) Foreign currency transactions
54
(Disposal/
Write off)
RM’000
Leasehold land at
(k) Income tax
Japanese Yen 100
Additions
RM’000
Accumulated depreciation
Leasehold land at valuation
Buildings at valuation
Leasehold land at cost
Buildings at cost
Structures
Office equipment
Machinery and equipment
Furniture, fixtures and
fittings
Motor vehicles
IT equipment
(9,551)
29,573
1,294,237
6,540
614
-
-
7,154
26,931
2,520
-
-
29,451
2,443
763
-
-
3,206
39,917
5,840
-
-
45,757
25,368
8,641
(198)
-
33,811
3,614
536
(696)
-
3,454
61,854
21,718
(1,123)
-
82,449
96,832
17,943
(469)
-
114,306
2,901
637
(382)
-
3,156
222
15
-
237
266,622
59,227
-
322,981
(2,868)
55
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
2. Property, plant and equipment (continued)
3. Investments
Net Book Value
2006
2005
RM’000
RM’000
Depreciation
2005
RM’000
Freehold land at cost
87,666
87,666
Leasehold land at valuation
53,607
54,221
614
Buildings at valuation
96,552
99,072
2,520
Leasehold land at cost
72,401
73,164
616
323,838
205,281
5,620
66,873
57,510
7,503
4,209
2,937
540
175,148
111,492
18,520
59,543
44,476
18,737
1,775
1,485
586
71
38
17
Buildings at cost
Structures
Office equipment
Machinery and equipment
Furniture, fixtures and fittings
Motor vehicles
IT equipment
Construction work-in-progress
-
29,573
18,993
-
_______
_______
_______
971,256
756,335
55,273
One of the buildings of the Company is situated on land belonging to a third party.
The leasehold land and buildings stated at Directors’ valuation are based on professional valuation carried out
by an independent firm of valuers in February 1995 using the open market value and on an existing use basis.
In accordance with the transitional provisions issued by Malaysian Accounting Standards Board (“MASB”)
upon adoption of International Accounting Standard No. 16 (Revised), “Property, Plant and Equipment”, the
valuation of these assets has not been updated, and they continue to be stated at their existing carrying
amounts less accumulated depreciation.
Had the leasehold land and buildings been carried at historical cost less accumulated depreciation, the
carrying amount of the revalued assets that would have been included in the financial statements at the
end of the year would be as follows:
2006
RM’000
Unquoted shares, at cost
Golf membership
Equity investment
2006
RM’000
2005
RM’000
45
1,030
45
130
1,075
175
2006
RM’000
2005
RM’000
113,430
45,631
96,553
42,743
159,061
139,296
2006
RM’000
2005
RM’000
8,671
4,545
13,479
8,932
3,796
13,949
26,695
26,677
4. Inventories
At cost:
Retail merchandise
Food and others
5. Trade and other receivables
Trade receivables
Other receivables and prepayments
Rental and utility deposits
Included in trade receivables is an amount of RM470,006 (2005 - RM622,032) due from companies with
common Directors.
Included in other receivables and prepayments is an amount of RM3,422 (2005 - RM130,359) due from a
company with common Directors.
2005
RM’000
6. Cash and cash equivalents
Long term leasehold land
Buildings
9,469
60,538
9,586
62,234
70,007
71,820
Cash and bank balances
Deposits with licensed financial institutions
56
2006
RM’000
2005
RM’000
27,105
26,300
29,663
62,700
53,405
92,363
57
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
2. Property, plant and equipment (continued)
3. Investments
Net Book Value
2006
2005
RM’000
RM’000
Depreciation
2005
RM’000
Freehold land at cost
87,666
87,666
Leasehold land at valuation
53,607
54,221
614
Buildings at valuation
96,552
99,072
2,520
Leasehold land at cost
72,401
73,164
616
323,838
205,281
5,620
66,873
57,510
7,503
4,209
2,937
540
175,148
111,492
18,520
59,543
44,476
18,737
1,775
1,485
586
71
38
17
Buildings at cost
Structures
Office equipment
Machinery and equipment
Furniture, fixtures and fittings
Motor vehicles
IT equipment
Construction work-in-progress
-
29,573
18,993
-
_______
_______
_______
971,256
756,335
55,273
One of the buildings of the Company is situated on land belonging to a third party.
The leasehold land and buildings stated at Directors’ valuation are based on professional valuation carried out
by an independent firm of valuers in February 1995 using the open market value and on an existing use basis.
In accordance with the transitional provisions issued by Malaysian Accounting Standards Board (“MASB”)
upon adoption of International Accounting Standard No. 16 (Revised), “Property, Plant and Equipment”, the
valuation of these assets has not been updated, and they continue to be stated at their existing carrying
amounts less accumulated depreciation.
Had the leasehold land and buildings been carried at historical cost less accumulated depreciation, the
carrying amount of the revalued assets that would have been included in the financial statements at the
end of the year would be as follows:
2006
RM’000
Unquoted shares, at cost
Golf membership
Equity investment
2006
RM’000
2005
RM’000
45
1,030
45
130
1,075
175
2006
RM’000
2005
RM’000
113,430
45,631
96,553
42,743
159,061
139,296
2006
RM’000
2005
RM’000
8,671
4,545
13,479
8,932
3,796
13,949
26,695
26,677
4. Inventories
At cost:
Retail merchandise
Food and others
5. Trade and other receivables
Trade receivables
Other receivables and prepayments
Rental and utility deposits
Included in trade receivables is an amount of RM470,006 (2005 - RM622,032) due from companies with
common Directors.
Included in other receivables and prepayments is an amount of RM3,422 (2005 - RM130,359) due from a
company with common Directors.
2005
RM’000
6. Cash and cash equivalents
Long term leasehold land
Buildings
9,469
60,538
9,586
62,234
70,007
71,820
Cash and bank balances
Deposits with licensed financial institutions
56
2006
RM’000
2005
RM’000
27,105
26,300
29,663
62,700
53,405
92,363
57
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
10. Reserves
7. Trade and other payables
Trade payables
Other payables and accrued expenses
Progress claim from contractors
Rental and utility deposits
Affiliated company
2006
RM’000
2005
RM’000
324,716
133,918
19,766
67,308
1,444
276,152
87,711
3,986
44,913
787
_______
_______
547,152
413,549
Non-distributable
Share premium
Revaluation reserve
Distributable
Retained profits
The affiliated company is ÆON Co., Ltd., a company incorporated in Japan. The amount due to affiliated
company is non-trade in nature, unsecured, interest free and has no fixed terms of repayment.
2005
RM’000
20,609
20,609
33,648
34,165
_______
_______
54,257
54,774
392,094
333,536
_______
_______
446,351
388,310
Subject to agreement of the Inland Revenue Board, the Company has sufficient Section 108 tax credit and
tax exempt income to frank all of its retained profits at 28 February 2006 if paid out as dividends.
8. Borrowings (unsecured)
Bank overdrafts
2006
RM’000
2006
RM’000
2005
RM’000
625
307
11.Deferred tax liabilities
Movement in deferred tax liabilities (prior to offsetting of balances) during the year are as follows:
Debited/(Credited) to
At
income statement
At
1.3.2005
(Note 15)
28.2.2006
RM’000
RM’000
RM’000
The bank overdrafts of the Company are subject to interest at 0.5% (2005 – 0.5% to 0.625%) above the
lender’s base lending rates.
9. Share capital
2006
RM’000
Ordinary shares of RM1.00 each:
Authorised
Opening balance
Created during the year
Closing balance
Issued and fully paid
Opening balance
Bonus issue
Closing balance
58
2005
RM’000
500,000
-
100,000
400,000
_______
_______
500,000
500,000
175,500
-
87,750
87,750
_______
_______
175,500
175,500
Deferred tax liabilities
Property, plant and equipment
- capital allowance
- revaluation
Deferred tax assets
Provisions / allowance
11,888
13,286
5,975
(202)
17,863
13,084
_______
_______
_______
25,174
5,773
30,947
(745)
(921)
(1,666)
_______
_______
_______
24,429
4,852
29,281
Deferred tax liabilities and assets are offset above where there is a legally enforceable right to set off current
tax assets against current tax liabilities and where the deferred taxes relate to the same taxation authority.
59
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
10. Reserves
7. Trade and other payables
Trade payables
Other payables and accrued expenses
Progress claim from contractors
Rental and utility deposits
Affiliated company
2006
RM’000
2005
RM’000
324,716
133,918
19,766
67,308
1,444
276,152
87,711
3,986
44,913
787
_______
_______
547,152
413,549
Non-distributable
Share premium
Revaluation reserve
Distributable
Retained profits
The affiliated company is ÆON Co., Ltd., a company incorporated in Japan. The amount due to affiliated
company is non-trade in nature, unsecured, interest free and has no fixed terms of repayment.
2005
RM’000
20,609
20,609
33,648
34,165
_______
_______
54,257
54,774
392,094
333,536
_______
_______
446,351
388,310
Subject to agreement of the Inland Revenue Board, the Company has sufficient Section 108 tax credit and
tax exempt income to frank all of its retained profits at 28 February 2006 if paid out as dividends.
8. Borrowings (unsecured)
Bank overdrafts
2006
RM’000
2006
RM’000
2005
RM’000
625
307
11.Deferred tax liabilities
Movement in deferred tax liabilities (prior to offsetting of balances) during the year are as follows:
Debited/(Credited) to
At
income statement
At
1.3.2005
(Note 15)
28.2.2006
RM’000
RM’000
RM’000
The bank overdrafts of the Company are subject to interest at 0.5% (2005 – 0.5% to 0.625%) above the
lender’s base lending rates.
9. Share capital
2006
RM’000
Ordinary shares of RM1.00 each:
Authorised
Opening balance
Created during the year
Closing balance
Issued and fully paid
Opening balance
Bonus issue
Closing balance
58
2005
RM’000
500,000
-
100,000
400,000
_______
_______
500,000
500,000
175,500
-
87,750
87,750
_______
_______
175,500
175,500
Deferred tax liabilities
Property, plant and equipment
- capital allowance
- revaluation
Deferred tax assets
Provisions / allowance
11,888
13,286
5,975
(202)
17,863
13,084
_______
_______
_______
25,174
5,773
30,947
(745)
(921)
(1,666)
_______
_______
_______
24,429
4,852
29,281
Deferred tax liabilities and assets are offset above where there is a legally enforceable right to set off current
tax assets against current tax liabilities and where the deferred taxes relate to the same taxation authority.
59
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
12.Operating profit
Operating profit is arrived at after crediting:
Gain on disposal of property, plant and equipment
Rental income on shopping center operation
and after charging:
Auditors’ remuneration
Depreciation
Directors’ emoluments
- remuneration
- fees
Loss on disposal of property, plant and equipment
Property, plant and equipment written off
Rental expense
- land
- buildings
- equipment
- fixtures and fittings
- hostel
Royalty payable to affiliated company
14. Interest expense
2006
RM’000
2005
RM’000
-
15
128,574
117,365
120
120
59,227
55,273
1,021
852
1,048
1,048
83
-
824
407
1,132
1,048
42,995
36,825
249
61
362
325
203
130
10,835
9,295
The estimated monetary value of other benefits not included in salaries and other emoluments received by
the Directors of the Company is RM59,388 (2005 - RM39,300).
2006
RM’000
2005
RM’000
37
558
40
947
595
987
2006
RM’000
2005
RM’000
Current tax expense
Deferred tax expense (Note 11)
- origination and reversal of temporary differences
34,142
34,656
4,852
107
Tax expense
38,994
34,763
112,198
99,010
Income tax using Malaysian tax rate
Non-deductible expenses
Reversal of deferred tax liabilities on
crystallisation of revaluation reserves
of property, plant and equipment
31,415
7,781
27,723
7,242
Tax expense
38,994
Bank overdrafts
Other borrowings
15. Tax expense
Reconciliation of effective tax expense
Profit before taxation
(202)
(202)
34,763
13. Employee information
16. Basic earnings per ordinary share
2006
RM’000
2005
RM’000
Salaries and wages
EPF contributions
100,572
83,943
11,136
9,919
Staff costs
111,708
93,862
Basic earnings per share is calculated by dividing the net profit attributable to ordinary shareholders by the
weighted average number of ordinary shares outstanding during the year.
2006
2005
73,204
64,247
Issued ordinary shares at beginning of year (’000)
Effects of bonus issue (’000)
175,500
-
87,750
87,750
Weighted average number of ordinary shares (’000)
175,500
175,500
Net profit attributable to ordinary shareholders (RM’000)
Weighted average number of ordinary shares
The average number of full time employees in the Company during the financial year was 5,907
(2005 - 4,686).
60
61
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
12.Operating profit
Operating profit is arrived at after crediting:
Gain on disposal of property, plant and equipment
Rental income on shopping center operation
and after charging:
Auditors’ remuneration
Depreciation
Directors’ emoluments
- remuneration
- fees
Loss on disposal of property, plant and equipment
Property, plant and equipment written off
Rental expense
- land
- buildings
- equipment
- fixtures and fittings
- hostel
Royalty payable to affiliated company
14. Interest expense
2006
RM’000
2005
RM’000
-
15
128,574
117,365
120
120
59,227
55,273
1,021
852
1,048
1,048
83
-
824
407
1,132
1,048
42,995
36,825
249
61
362
325
203
130
10,835
9,295
The estimated monetary value of other benefits not included in salaries and other emoluments received by
the Directors of the Company is RM59,388 (2005 - RM39,300).
2006
RM’000
2005
RM’000
37
558
40
947
595
987
2006
RM’000
2005
RM’000
Current tax expense
Deferred tax expense (Note 11)
- origination and reversal of temporary differences
34,142
34,656
4,852
107
Tax expense
38,994
34,763
112,198
99,010
Income tax using Malaysian tax rate
Non-deductible expenses
Reversal of deferred tax liabilities on
crystallisation of revaluation reserves
of property, plant and equipment
31,415
7,781
27,723
7,242
Tax expense
38,994
Bank overdrafts
Other borrowings
15. Tax expense
Reconciliation of effective tax expense
Profit before taxation
(202)
(202)
34,763
13. Employee information
16. Basic earnings per ordinary share
2006
RM’000
2005
RM’000
Salaries and wages
EPF contributions
100,572
83,943
11,136
9,919
Staff costs
111,708
93,862
Basic earnings per share is calculated by dividing the net profit attributable to ordinary shareholders by the
weighted average number of ordinary shares outstanding during the year.
2006
2005
73,204
64,247
Issued ordinary shares at beginning of year (’000)
Effects of bonus issue (’000)
175,500
-
87,750
87,750
Weighted average number of ordinary shares (’000)
175,500
175,500
Net profit attributable to ordinary shareholders (RM’000)
Weighted average number of ordinary shares
The average number of full time employees in the Company during the financial year was 5,907
(2005 - 4,686).
60
61
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
17. Dividend
18.Segmental reporting (continued)
2006
RM’000
Ordinary
Final paid:
2005 - 12% per share less 28% tax
(2004 - 20% per share less 28% tax)
2005
RM’000
Segment assets
Unallocated assets
15,163
Retailing
2006
2005
RM’000
RM’000
Property
management services
2006
2005
RM’000
RM’000
386,606
798,586
346,883
605,263
The proposed first and final dividend of 15% per share less 28% tax, amounting to RM18,954,000 has
not been accounted for in the financial statements.
Segment information is presented in respect of the Company’s business segment. The primary format,
business segments, is based on the Company’s management and internal reporting structure. There is no
segmental analysis by geographical location as the Company’s operations are principally located in Malaysia.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that
can be allocated on a reasonable basis. Unallocated items mainly comprise interest-earning assets and
revenue and income taxes.
Segment capital expenditure is the total cost incurred during the period to acquire segment assets that
are expected to be used for more than one period.
Business segments
The Company comprises the following main business segments:
Retailing
The operations of a chain of superstores selling clothing, food,
household goods and other merchandise.
Shopping center operation and distribution center charges earned.
The business segment analysis is as follows:
2006
RM’000
2006
RM’000
2005
RM’000
952,146
62,700
1,211,492
1,014,846
(438,778)
(348,811)
(108,999)
(65,045)
Capital expenditure
62,535
Depreciation
38,738
Non-cash expenses
other than depreciation
299
(547,777)
(41,864)
(413,856)
(37,180)
(589,641)
(451,036)
37,666
36,967
212,840
20,489
81,571
18,306
275,375
59,227
119,237
55,273
403
525
204
824
607
19. Operating leases
Leases as lessee
Total future minimum lease payments under non-cancellable operating leases are as follows:
Less than one year
Between one and five years
More than five years
2006
RM’000
2005
RM’000
44,369
262,459
325,806
31,092
136,267
150,607
_______
_______
632,634
317,966
The Company leases a number of land and buildings under operating leases.
The leases have initial periods ranging from 3 to 25 years, with an option to renew the respective leases for
another 3 to 15 years.
1,648,475
154,692
136,089
1,962,445
1,784,564
Total revenue
1,807,753
1,648,475
154,692
136,089
1,962,445
1,784,564
72,629
69,418
39,819
30,158
112,448
(595)
345
99,576
(987)
421
112,198
(38,994)
99,010
(34,763)
73,204
64,247
Net profit for the year
1,185,192
26,300
Total
1,807,753
Profit before taxation
Tax expense
62
2005
RM’000
Property
management services
2006
2005
RM’000
RM’000
Business segments
Revenue from
external customers
Operating profit
Interest expense
Interest income
Segment liabilities
Unallocated liabilities
Total liabilities
18.Segmental reporting
Retailing
2005
RM’000
12,636
Total assets
Property management services
Total
2006
RM’000
63
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
17. Dividend
18.Segmental reporting (continued)
2006
RM’000
Ordinary
Final paid:
2005 - 12% per share less 28% tax
(2004 - 20% per share less 28% tax)
2005
RM’000
Segment assets
Unallocated assets
15,163
Retailing
2006
2005
RM’000
RM’000
Property
management services
2006
2005
RM’000
RM’000
386,606
798,586
346,883
605,263
The proposed first and final dividend of 15% per share less 28% tax, amounting to RM18,954,000 has
not been accounted for in the financial statements.
Segment information is presented in respect of the Company’s business segment. The primary format,
business segments, is based on the Company’s management and internal reporting structure. There is no
segmental analysis by geographical location as the Company’s operations are principally located in Malaysia.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that
can be allocated on a reasonable basis. Unallocated items mainly comprise interest-earning assets and
revenue and income taxes.
Segment capital expenditure is the total cost incurred during the period to acquire segment assets that
are expected to be used for more than one period.
Business segments
The Company comprises the following main business segments:
Retailing
The operations of a chain of superstores selling clothing, food,
household goods and other merchandise.
Shopping center operation and distribution center charges earned.
The business segment analysis is as follows:
2006
RM’000
2006
RM’000
2005
RM’000
952,146
62,700
1,211,492
1,014,846
(438,778)
(348,811)
(108,999)
(65,045)
Capital expenditure
62,535
Depreciation
38,738
Non-cash expenses
other than depreciation
299
(547,777)
(41,864)
(413,856)
(37,180)
(589,641)
(451,036)
37,666
36,967
212,840
20,489
81,571
18,306
275,375
59,227
119,237
55,273
403
525
204
824
607
19. Operating leases
Leases as lessee
Total future minimum lease payments under non-cancellable operating leases are as follows:
Less than one year
Between one and five years
More than five years
2006
RM’000
2005
RM’000
44,369
262,459
325,806
31,092
136,267
150,607
_______
_______
632,634
317,966
The Company leases a number of land and buildings under operating leases.
The leases have initial periods ranging from 3 to 25 years, with an option to renew the respective leases for
another 3 to 15 years.
1,648,475
154,692
136,089
1,962,445
1,784,564
Total revenue
1,807,753
1,648,475
154,692
136,089
1,962,445
1,784,564
72,629
69,418
39,819
30,158
112,448
(595)
345
99,576
(987)
421
112,198
(38,994)
99,010
(34,763)
73,204
64,247
Net profit for the year
1,185,192
26,300
Total
1,807,753
Profit before taxation
Tax expense
62
2005
RM’000
Property
management services
2006
2005
RM’000
RM’000
Business segments
Revenue from
external customers
Operating profit
Interest expense
Interest income
Segment liabilities
Unallocated liabilities
Total liabilities
18.Segmental reporting
Retailing
2005
RM’000
12,636
Total assets
Property management services
Total
2006
RM’000
63
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
20.Commitments
21. Related parties (continued)
2006
RM’000
Capital commitments:
Property, plant and equipment
Authorised and contracted for
Authorised but not contracted for
2005
RM’000
64,013
185,849
15,081
306,679
_______
_______
249,862
321,760
Identity of related parties
The Company has a related party relationship with its Directors, its affiliated company and the affiliated
company’s subsidiaries.
Transactions with Directors
Significant transactions and balances with companies in which certain Directors have interest other than
those disclosed elsewhere in the financial statements are as follows:
2006
RM’000
2005
RM’000
4,467
4,403
44
-
With companies in which Dato’ Abdullah bin Mohd Yusof, Toshiji Tokiwa,
Masato Yokoyama and Datuk Ramli bin Ibrahim, have interests:
AEON Credit Service (M) Sdn. Bhd.
Sales through easy payment scheme financing
Rental income
Sales through AEON credit card
Convertible J CARD points income
Credit card sales commission expenses
5,908
-
15
-
(83)
-
The above transactions have been entered into in the normal course of business and have been established
under negotiated terms.
Other related party transactions
Significant related party transactions other than those disclosed elsewhere in the financial statements are as
follows:
Balances
With companies in which Dato’ Abdullah bin Mohd
Yusof and Datuk Ramli bin Ibrahim have interests:
3
12
-
118
With companies in which Dato’ Abdullah bin Mohd Yusof,
Toshiji Tokiwa, Masato Yokoyama and Datuk Ramli bin Ibrahim
have interests:
AEON Credit Service (M) Sdn. Bhd.
Amount due from in respect of sales through
easy payment scheme financing
Amount due from in respect of rental income
Amount due to in respect of sales through AEON credit card
2005
RM’000
Transactions
21. Related parties
Laura Ashley (Malaysia) Sdn. Bhd.
Amount due from in respect of management
fee receivable
Amount due from in respect of reimbursement
of operational payments
2006
RM’000
622
-
21
6
58
436
67
437
2005
RM’000
10,835
9,295
1,568
171
381
126
Transactions
Affiliated company
Royalty expenses
Affiliated company’s subsidiaries
Purchase of merchandise
Consultation fees
470
4
(456)
2006
RM’000
These transactions have been entered into in the normal course of business and have been established under
negotiated terms.
Transactions
With companies in which Dato’ Abdullah bin
Mohd Yusof has interest:
Abdullah & Zainudin
Legal fees payable
With companies in which Dato’ Abdullah bin Mohd Yusof
and Datuk Ramli bin Ibrahim have interests:
Laura Ashley (Malaysia) Sdn. Bhd.
Management fee receivable
Rental income receivable
64
65
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
20.Commitments
21. Related parties (continued)
2006
RM’000
Capital commitments:
Property, plant and equipment
Authorised and contracted for
Authorised but not contracted for
2005
RM’000
64,013
185,849
15,081
306,679
_______
_______
249,862
321,760
Identity of related parties
The Company has a related party relationship with its Directors, its affiliated company and the affiliated
company’s subsidiaries.
Transactions with Directors
Significant transactions and balances with companies in which certain Directors have interest other than
those disclosed elsewhere in the financial statements are as follows:
2006
RM’000
2005
RM’000
4,467
4,403
44
-
With companies in which Dato’ Abdullah bin Mohd Yusof, Toshiji Tokiwa,
Masato Yokoyama and Datuk Ramli bin Ibrahim, have interests:
AEON Credit Service (M) Sdn. Bhd.
Sales through easy payment scheme financing
Rental income
Sales through AEON credit card
Convertible J CARD points income
Credit card sales commission expenses
5,908
-
15
-
(83)
-
The above transactions have been entered into in the normal course of business and have been established
under negotiated terms.
Other related party transactions
Significant related party transactions other than those disclosed elsewhere in the financial statements are as
follows:
Balances
With companies in which Dato’ Abdullah bin Mohd
Yusof and Datuk Ramli bin Ibrahim have interests:
3
12
-
118
With companies in which Dato’ Abdullah bin Mohd Yusof,
Toshiji Tokiwa, Masato Yokoyama and Datuk Ramli bin Ibrahim
have interests:
AEON Credit Service (M) Sdn. Bhd.
Amount due from in respect of sales through
easy payment scheme financing
Amount due from in respect of rental income
Amount due to in respect of sales through AEON credit card
2005
RM’000
Transactions
21. Related parties
Laura Ashley (Malaysia) Sdn. Bhd.
Amount due from in respect of management
fee receivable
Amount due from in respect of reimbursement
of operational payments
2006
RM’000
622
-
21
6
58
436
67
437
2005
RM’000
10,835
9,295
1,568
171
381
126
Transactions
Affiliated company
Royalty expenses
Affiliated company’s subsidiaries
Purchase of merchandise
Consultation fees
470
4
(456)
2006
RM’000
These transactions have been entered into in the normal course of business and have been established under
negotiated terms.
Transactions
With companies in which Dato’ Abdullah bin
Mohd Yusof has interest:
Abdullah & Zainudin
Legal fees payable
With companies in which Dato’ Abdullah bin Mohd Yusof
and Datuk Ramli bin Ibrahim have interests:
Laura Ashley (Malaysia) Sdn. Bhd.
Management fee receivable
Rental income receivable
64
65
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
22. Financial instruments (continued)
22.Financial instruments
Financial risk management objectives and policies
Exposure to credit risk, interest rate risk, foreign currency risk and liquidity risk arises in the normal course of
the Company’s business. The Company’s policies for managing each of these risks are summarised below.
Credit risk
The Company has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis.
Credit evaluations are performed on shopping center tenants and the Company requires all tenants to place
adequate security deposits as stipulated under the tenancy agreement. At balance sheet date, the Company
does not have any major concentration of credit risk on its shopping center tenants. The maximum exposure
to credit risk for the Company was represented by the carrying amount of each financial asset.
Interest rate risk
The Company’s exposure to interest rate risk relates only to its short term borrowings such as overdraft
and trade financing facilities. Interest-earning financial assets are mainly deposits placed with financial
institutions that generate interest income for the Company.
The management monitors the prevailing interest rates at regular intervals, and maintains an appropriate level of
cash and cash equivalents to finance the working capital requirements and mitigate the effects of fluctuation in cash
flow and liquidity positions of the Company.
In view of the competitive rates that are available from the prevailing banking facilities granted to the
Company to finance its working capital requirements and the prevailing low interest rate scenario, the interest rate
risk is not expected to have a material impact on the Company.
Fair values
Recognised financial instruments
In respect of cash and cash equivalents, trade and other receivables, trade and other payables and short term
borrowings, the carrying amounts approximate fair value due to the relatively short term nature of these
financial instruments.
The aggregate fair values of other financial assets carried on the balance sheet are shown below:
2006
Financial assets
Long-term investments for which it is:
Practical to estimate fair value
Not practical to estimate fair value
2005
Carrying
amount
RM’000
Fair
value
RM’000
Carrying
amount
RM’000
Fair
value
RM’000
45
1,030
36
-
45
130
40
-
It was not practicable to estimate the fair value of an investment in an unquoted company. That investment
is carried at its original cost of RM1,030,000 (2005 - RM130,000) in the balance sheet. At year end, the share
of the net tangible assets in this unquoted company is RM2,260,224 (2005 – RM828,783).
23. Events subsequent to the balance sheet date
Subsequent to the financial year, the Company changed its financial year from 28 February to 31 December.
Foreign currency risk
The Company does not have any significant exposure to foreign currency risk as its transactions and balances
are substantially denominated in Ringgit Malaysia.
Liquidity risk
The Company monitors and maintains a level of cash and cash equivalents deemed adequate by management
to finance the Company’s operations and to mitigate the effects of fluctuations in cash flows.
The following table shows information about the Company’s exposure to interest rate.
Effective interest rates and repricing analysis
In respect of interest-earning financial assets, the following table indicates their effective interest rate at
the balance sheet date and the periods in which they reprice or mature, whichever is earlier:
2006
Effective
interest
rate
per annum
%
66
2005
Total
RM’000
Within
1 year
RM’000
Effective
interest
rate
per annum
%
Total
RM’000
Within
1 year
RM’000
Financial assets
Deposits placed with
licensed financial
institutions
2.85
26,300
26,300
2.60
62,700
62,700
Financial liabilities
Bank overdrafts
7.00
625
625
6.50
307
307
67
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
22. Financial instruments (continued)
22.Financial instruments
Financial risk management objectives and policies
Exposure to credit risk, interest rate risk, foreign currency risk and liquidity risk arises in the normal course of
the Company’s business. The Company’s policies for managing each of these risks are summarised below.
Credit risk
The Company has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis.
Credit evaluations are performed on shopping center tenants and the Company requires all tenants to place
adequate security deposits as stipulated under the tenancy agreement. At balance sheet date, the Company
does not have any major concentration of credit risk on its shopping center tenants. The maximum exposure
to credit risk for the Company was represented by the carrying amount of each financial asset.
Interest rate risk
The Company’s exposure to interest rate risk relates only to its short term borrowings such as overdraft
and trade financing facilities. Interest-earning financial assets are mainly deposits placed with financial
institutions that generate interest income for the Company.
The management monitors the prevailing interest rates at regular intervals, and maintains an appropriate level of
cash and cash equivalents to finance the working capital requirements and mitigate the effects of fluctuation in cash
flow and liquidity positions of the Company.
In view of the competitive rates that are available from the prevailing banking facilities granted to the
Company to finance its working capital requirements and the prevailing low interest rate scenario, the interest rate
risk is not expected to have a material impact on the Company.
Fair values
Recognised financial instruments
In respect of cash and cash equivalents, trade and other receivables, trade and other payables and short term
borrowings, the carrying amounts approximate fair value due to the relatively short term nature of these
financial instruments.
The aggregate fair values of other financial assets carried on the balance sheet are shown below:
2006
Financial assets
Long-term investments for which it is:
Practical to estimate fair value
Not practical to estimate fair value
2005
Carrying
amount
RM’000
Fair
value
RM’000
Carrying
amount
RM’000
Fair
value
RM’000
45
1,030
36
-
45
130
40
-
It was not practicable to estimate the fair value of an investment in an unquoted company. That investment
is carried at its original cost of RM1,030,000 (2005 - RM130,000) in the balance sheet. At year end, the share
of the net tangible assets in this unquoted company is RM2,260,224 (2005 – RM828,783).
23. Events subsequent to the balance sheet date
Subsequent to the financial year, the Company changed its financial year from 28 February to 31 December.
Foreign currency risk
The Company does not have any significant exposure to foreign currency risk as its transactions and balances
are substantially denominated in Ringgit Malaysia.
Liquidity risk
The Company monitors and maintains a level of cash and cash equivalents deemed adequate by management
to finance the Company’s operations and to mitigate the effects of fluctuations in cash flows.
The following table shows information about the Company’s exposure to interest rate.
Effective interest rates and repricing analysis
In respect of interest-earning financial assets, the following table indicates their effective interest rate at
the balance sheet date and the periods in which they reprice or mature, whichever is earlier:
2006
Effective
interest
rate
per annum
%
66
2005
Total
RM’000
Within
1 year
RM’000
Effective
interest
rate
per annum
%
Total
RM’000
Within
1 year
RM’000
Financial assets
Deposits placed with
licensed financial
institutions
2.85
26,300
26,300
2.60
62,700
62,700
Financial liabilities
Bank overdrafts
7.00
625
625
6.50
307
307
67
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
STATEMENT BY DIRECTORS
REPORT OF THE AUDITORS
pursuant to Section 169(15) of the Companies Act, 1965
to the members of AEON CO. (M) BHD.
In the opinion of the Directors, the financial statements set out on pages 49 to 67 are drawn up in accordance with
the provisions of the Companies Act, 1965 and applicable approved accounting standards in Malaysia so as to give
a true and fair view of the state of affairs of the Company at 28 February 2006 and its results and cash flows for
the year ended on that date.
We have audited the financial statements set out on pages 49 to 67. The preparation of the financial statements
is the responsibility of the Company’s Directors.
Signed in accordance with a resolution of the Directors:
..................................................................
Dato’ Abdullah bin Mohd Yusof
It is our responsibility to form an independent opinion, based on our audit, on the financial statements and to
report our opinion to you, as a body, in accordance with Section 174 of the Companies Act, 1965 and for no other
purpose. We do not assume responsibility to any other person for the contents of this report.
We conducted our audit in accordance with approved Standards on Auditing in Malaysia. These standards require
that we plan and perform the audit to obtain all the information and explanations which we consider necessary
to provide us with evidence to give reasonable assurance that the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence relevant to the amounts and disclosures in
the financial statements. An audit also includes an assessment of the accounting principles used and significant
estimates made by the Directors as well as evaluating the overall adequacy of the presentation of information in
the financial statements. We believe our audit provides a reasonable basis for our opinion.
In our opinion:
..................................................................
Nagahisa Oyama
(a) the financial statements are properly drawn up in accordance with the provisions of the Companies Act, 1965
and applicable approved accounting standards in Malaysia so as to give a true and fair view of:
(i) the state of affairs of the Company at 28 February 2006 and its results and cash flows for the year ended
on that date; and
(ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial
statements of the Company; and
Kuala Lumpur,
Date: 21 April 2006
(b) the accounting and other records and the registers required by the Companies Act, 1965 to be kept by the
Company have been properly kept in accordance with the provisions of the said Act.
STATUTORY DECLARATION
pursuant to Section 169(16) of the Companies Act, 1965
I, Poh Ying Loo, the officer primarily responsible for the financial management of AEON CO. (M) BHD., do solemnly
and sincerely declare that the financial statements set out on pages 49 to 67 are, to the best of my knowledge and
belief, correct and I make this solemn declaration conscientiously believing the same to be true, and by virtue of
the provisions of the Statutory Declarations Act, 1960.
KPMG Desa Megat & Co.
Firm Number: AF 0759
Chartered Accountants
Subscribed and solemnly declared by the abovenamed in Kuala Lumpur on 21 April 2006
Abdullah Abu Samah
Partner
Approval Number: 2013/06/06(J)
...............................................
Poh Ying Loo
Before me:
68
Kuala Lumpur,
Date: 21 April 2006
69
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
STATEMENT BY DIRECTORS
REPORT OF THE AUDITORS
pursuant to Section 169(15) of the Companies Act, 1965
to the members of AEON CO. (M) BHD.
In the opinion of the Directors, the financial statements set out on pages 49 to 67 are drawn up in accordance with
the provisions of the Companies Act, 1965 and applicable approved accounting standards in Malaysia so as to give
a true and fair view of the state of affairs of the Company at 28 February 2006 and its results and cash flows for
the year ended on that date.
We have audited the financial statements set out on pages 49 to 67. The preparation of the financial statements
is the responsibility of the Company’s Directors.
Signed in accordance with a resolution of the Directors:
..................................................................
Dato’ Abdullah bin Mohd Yusof
It is our responsibility to form an independent opinion, based on our audit, on the financial statements and to
report our opinion to you, as a body, in accordance with Section 174 of the Companies Act, 1965 and for no other
purpose. We do not assume responsibility to any other person for the contents of this report.
We conducted our audit in accordance with approved Standards on Auditing in Malaysia. These standards require
that we plan and perform the audit to obtain all the information and explanations which we consider necessary
to provide us with evidence to give reasonable assurance that the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence relevant to the amounts and disclosures in
the financial statements. An audit also includes an assessment of the accounting principles used and significant
estimates made by the Directors as well as evaluating the overall adequacy of the presentation of information in
the financial statements. We believe our audit provides a reasonable basis for our opinion.
In our opinion:
..................................................................
Nagahisa Oyama
(a) the financial statements are properly drawn up in accordance with the provisions of the Companies Act, 1965
and applicable approved accounting standards in Malaysia so as to give a true and fair view of:
(i) the state of affairs of the Company at 28 February 2006 and its results and cash flows for the year ended
on that date; and
(ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial
statements of the Company; and
Kuala Lumpur,
Date: 21 April 2006
(b) the accounting and other records and the registers required by the Companies Act, 1965 to be kept by the
Company have been properly kept in accordance with the provisions of the said Act.
STATUTORY DECLARATION
pursuant to Section 169(16) of the Companies Act, 1965
I, Poh Ying Loo, the officer primarily responsible for the financial management of AEON CO. (M) BHD., do solemnly
and sincerely declare that the financial statements set out on pages 49 to 67 are, to the best of my knowledge and
belief, correct and I make this solemn declaration conscientiously believing the same to be true, and by virtue of
the provisions of the Statutory Declarations Act, 1960.
KPMG Desa Megat & Co.
Firm Number: AF 0759
Chartered Accountants
Subscribed and solemnly declared by the abovenamed in Kuala Lumpur on 21 April 2006
Abdullah Abu Samah
Partner
Approval Number: 2013/06/06(J)
...............................................
Poh Ying Loo
Before me:
68
Kuala Lumpur,
Date: 21 April 2006
69
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
ANALYSIS OF SHAREHOLDINGS
LIST OF 30 LARGEST SHAREHOLDERS
analysis of shareholdings as at 28 April 2006
as at 28 April 2006
Authorised Share Capital:
Paid-up Share Capital
:
Class of Shares
:
Voting Rights
:
RM500,000,000
RM175,500,000
Ordinary Share of RM1 each
1 vote per Ordinary Share
Size of
Shareholdings
No. of
Shareholders/
Depositors
% of
Shareholders/
Depositors
No. of
Shares Held
% of
Issued
Capital
No.
Name of Shareholders
No. of Shares
% of shares held
1
ÆON Co., Ltd.
89,505,000
51.00
2
Employees Provident Fund Board
11,907,100
6.78
3
Amanah Raya Nominees (Tempatan) Sdn Bhd
8,080,000
4.60
6,079,300
3.46
5,383,000
3.07
4,907,500
2.80
3,750,000
2.14
3,336,900
1.90
3,272,600
1.86
2,130,000
1.21
Skim Amanah Saham Bumiputera
1 - 99
100 - 1,000
1,001 - 10,000
10,001 - 100,000
100,001 - 8,774,999
8,775,000 and above
TOTAL
78
306
754
117
53
2
5.95
23.36
57.56
8.93
4.05
0.15
1,400
236,700
2,675,400
3,398,100
67,776,300
101,412,100
0.00
0.13
1.52
1.94
38.62
57.78
1,310
100.00
175,500,000
100.00
4
Amanah Saham Wawasan 2020
5
6
Name
1
2
3
AEON Co., Ltd.
Employees Provident Fund Board
Aberdeen Asset Management PLC
HSBC Nominees (Asing) Sdn Bhd
Exempt An for BNP Paribas Securities Services (Convert In USD)
Substantial Shareholders as per Register of Substantial Shareholders
No.
Amanah Raya Nominees (Tempatan) Sdn Bhd
Cartaban Nominees (Asing) Sdn Bhd
SSBT Fund D26J for Emerging Markets Global Small
No. of shares
Percentage
89,505,000
13,622,100
10,857,100
51.0000
7.7619
6.1864
Capitalization Fund (TEMMUF )
7
Malaysia Nominees (Tempatan) Sendirian Berhad
Great Eastern Life Assurance (Malaysia) Berhad (Par 1)
8
HSBC Nominees (Asing) Sdn Bhd
Exempt An for JPMorgan Chase Bank, National Association
Directors’ Interests
(Genesis SIVAC)
No.
Name
1
2
3
Dato’ Abdullah Bin Mohd Yusof
Masato Yokoyama
Datuk Ramli Bin Ibrahim
Direct Interest
308,000
30,000
-
Indirect Interest
1,596,000
280,000
9
Cartaban Nominees (Asing) Sdn Bhd
Nordea Bank Danmark A/S for Unibank S.A. Luxembourg
10
HSBC Nominees (Asing) Sdn Bhd
HSBC-FS I for Apollo Asia Fund Ltd
11
Syarikat Maluri Sdn Bhd
1,865,000
1.06
12
Cartaban Nominees (Asing) Sdn Bhd
1,824,000
1.04
1,733,500
0.99
1,715,000
0.98
Government of Singapore Investment Corporation Pte Ltd for
Government of Singapore ( C )
13
HSBC Nominees (Asing) Sdn Bhd
Exempt An for JPMorgan Chase Bank, National Association (JERSEY)
14
Mayban Nominees (Tempatan) Sdn Bhd
Aberdeen Asset Management Sdn Bhd for the
Employees’ Provident Fund Board (250416)
70
71
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
ANALYSIS OF SHAREHOLDINGS
LIST OF 30 LARGEST SHAREHOLDERS
analysis of shareholdings as at 28 April 2006
as at 28 April 2006
Authorised Share Capital:
Paid-up Share Capital
:
Class of Shares
:
Voting Rights
:
RM500,000,000
RM175,500,000
Ordinary Share of RM1 each
1 vote per Ordinary Share
Size of
Shareholdings
No. of
Shareholders/
Depositors
% of
Shareholders/
Depositors
No. of
Shares Held
% of
Issued
Capital
No.
Name of Shareholders
No. of Shares
% of shares held
1
ÆON Co., Ltd.
89,505,000
51.00
2
Employees Provident Fund Board
11,907,100
6.78
3
Amanah Raya Nominees (Tempatan) Sdn Bhd
8,080,000
4.60
6,079,300
3.46
5,383,000
3.07
4,907,500
2.80
3,750,000
2.14
3,336,900
1.90
3,272,600
1.86
2,130,000
1.21
Skim Amanah Saham Bumiputera
1 - 99
100 - 1,000
1,001 - 10,000
10,001 - 100,000
100,001 - 8,774,999
8,775,000 and above
TOTAL
78
306
754
117
53
2
5.95
23.36
57.56
8.93
4.05
0.15
1,400
236,700
2,675,400
3,398,100
67,776,300
101,412,100
0.00
0.13
1.52
1.94
38.62
57.78
1,310
100.00
175,500,000
100.00
4
Amanah Saham Wawasan 2020
5
6
Name
1
2
3
AEON Co., Ltd.
Employees Provident Fund Board
Aberdeen Asset Management PLC
HSBC Nominees (Asing) Sdn Bhd
Exempt An for BNP Paribas Securities Services (Convert In USD)
Substantial Shareholders as per Register of Substantial Shareholders
No.
Amanah Raya Nominees (Tempatan) Sdn Bhd
Cartaban Nominees (Asing) Sdn Bhd
SSBT Fund D26J for Emerging Markets Global Small
No. of shares
Percentage
89,505,000
13,622,100
10,857,100
51.0000
7.7619
6.1864
Capitalization Fund (TEMMUF )
7
Malaysia Nominees (Tempatan) Sendirian Berhad
Great Eastern Life Assurance (Malaysia) Berhad (Par 1)
8
HSBC Nominees (Asing) Sdn Bhd
Exempt An for JPMorgan Chase Bank, National Association
Directors’ Interests
(Genesis SIVAC)
No.
Name
1
2
3
Dato’ Abdullah Bin Mohd Yusof
Masato Yokoyama
Datuk Ramli Bin Ibrahim
Direct Interest
308,000
30,000
-
Indirect Interest
1,596,000
280,000
9
Cartaban Nominees (Asing) Sdn Bhd
Nordea Bank Danmark A/S for Unibank S.A. Luxembourg
10
HSBC Nominees (Asing) Sdn Bhd
HSBC-FS I for Apollo Asia Fund Ltd
11
Syarikat Maluri Sdn Bhd
1,865,000
1.06
12
Cartaban Nominees (Asing) Sdn Bhd
1,824,000
1.04
1,733,500
0.99
1,715,000
0.98
Government of Singapore Investment Corporation Pte Ltd for
Government of Singapore ( C )
13
HSBC Nominees (Asing) Sdn Bhd
Exempt An for JPMorgan Chase Bank, National Association (JERSEY)
14
Mayban Nominees (Tempatan) Sdn Bhd
Aberdeen Asset Management Sdn Bhd for the
Employees’ Provident Fund Board (250416)
70
71
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
PARTICULARS OF PROPERTIES
No.
Name of Shareholders
15
Cartaban Nominees (Asing) Sdn Bhd
No. of Shares
1,441,100
% of shares held
Details of the Company’s properties as at 28 February 2006 are set out below:
Land/ Builtup area
(sq ft)
Date of
Acquisition (A)/
Completion (C)/
Revaluation (R)
Leasehold commercial
land/
Existing two-storey
shopping center
Extension/Renovation
436,036/
February 1995 (R)
Lot 23551, Mukim
of Setapak, District
and State of Wilayah
Persekutuan.
Leasehold commercial
land/ Two-storey
shopping center and
three-storey car park
368,516/
666,694
February 1995 (R)
Lot PT 21441,
Mukim of Kapar,
District of Klang,
Selangor.
Leasehold commercial
land/ Two-storey
shopping center and
two-storey car park
643,753/
691,414
Lot PT 162010,
Mukim of Ulu Kinta,
District of Kinta,
Perak.
Freehold land/Twostorey shopping center
and two-storey car park
0.82
Location
State Street London Fund XCB9 for Aberdeen Asian Smaller
Description/
Existing use
Companies Investment Trust PLC
16
HSBC Nominees (Asing) Sdn Bhd
1,309,900
0.75
BBH and Co Boston for Smaller Companies Portfolio (GEMOFL)
17
HSBC Nominees (Asing) Sdn Bhd
1,215,000
18
Takuya Okada
1,200,000
0.68
19
Rozilawati Binti Haji Basir
1,155,000
0.66
20
Rozana Zeti Binti Basir
1,155,000
0.66
21
Roshayati Binti Basir
1,155,000
0.66
22
Status Resources Sdn Bhd
1,096,000
0.62
Amanah Raya Berhad
Cartaban Nominees (Asing) Sdn Bhd
Net book
value as at
28/02/2006
(RM’000)
59,096
200,316
14
99 years
expiring on
19/12/2089
179,989
71/2
13
95 years
expiring on
28/03/2085
89,819
June 1994 (A)/
October 1995 (C)
10
99 years
expiring on
09/05/2093
68,150
609,840/
794,806
April 1996 (A)/
August 1997 (C)
9
Freehold
82,800
1,070,000
0.61
947,200
0.54
Lot 49045, Mukim
of Pulai, District of
Johor Bahru, Johor.
Freehold land/Twostorey shopping center
including covered car
park
377,490/
483,299
April 2002 (A)/
August 2002 (C)
31/2
Freehold
28,951
Lot 4086, Kawasan
A, Mukim Batu,
Daerah Kuala
Lumpur, Wilayah
Persekutuan.
Leasehold land/ Twostorey shopping center
and two-storey car park
410,815/
906,497
January 2004 (C)
2
99 years
expiring on
April 2101
92,490
Lot PTD 114179,
Mukim of Tebrau,
District of Johor
Bahru, Johor.
Freehold land/
Three-storey shopping
center and one-storey
car park
1,308,035/
1,468,693
March 2004 (A)/
January 2006 (C)
1
/6
Freehold
165,936
Leasehold land
550,910
April 2004 (A)
-
99 years
expiring on
12/04/2103
14,100
0.38
Lot PT 41977,
Mukim of Cheras,
District of Ulu
Langat,
Selangor.
Freehold land
113,451
April 2004 (A)
-
Freehold
11,224
600,000
0.34
Lot 3144,
Mukim of Cheras,
District of Ulu
Langat, Selangor.
161,564,700
92.06
SBB Double Growth Fund
24
Tenure
(Year of
expiry for
leasehold)
0.69
HSBC-FS for Aberdeen Malaysia Equity Fund
23
Lot 7041, Mukim of
Bukit Baru, District
of Melaka Tengah,
Melaka.
Approx.
age of
building
(year)
Government of Singapore Investment Corporation Pte Ltd
for Monetary Authority of Singapore (H)
25
Manulife Insurance (Malaysia) Berhad
896,000
0.51
26
Malaysia Nominees (Tempatan) Sendirian Berhad
750,000
0.43
Great Eastern Life Assurance (Malaysia) Berhad (Par 2)
27
MCIS Zurich Insurance Berhad
730,200
0.42
28
Universal Trustee (Malaysia) Berhad
681,800
0.39
SBB Emerging Companies Growth Fund
29
Cartaban Nominees (Asing) Sdn Bhd
673,600
Nordea Bank Danmark A/S for Investeringsforeningen
Nordea Invest Global Value
30
Hidenori Futagi
TOTAL
72
73
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
PARTICULARS OF PROPERTIES
No.
Name of Shareholders
15
Cartaban Nominees (Asing) Sdn Bhd
No. of Shares
1,441,100
% of shares held
Details of the Company’s properties as at 28 February 2006 are set out below:
Land/ Builtup area
(sq ft)
Date of
Acquisition (A)/
Completion (C)/
Revaluation (R)
Leasehold commercial
land/
Existing two-storey
shopping center
Extension/Renovation
436,036/
February 1995 (R)
Lot 23551, Mukim
of Setapak, District
and State of Wilayah
Persekutuan.
Leasehold commercial
land/ Two-storey
shopping center and
three-storey car park
368,516/
666,694
February 1995 (R)
Lot PT 21441,
Mukim of Kapar,
District of Klang,
Selangor.
Leasehold commercial
land/ Two-storey
shopping center and
two-storey car park
643,753/
691,414
Lot PT 162010,
Mukim of Ulu Kinta,
District of Kinta,
Perak.
Freehold land/Twostorey shopping center
and two-storey car park
0.82
Location
State Street London Fund XCB9 for Aberdeen Asian Smaller
Description/
Existing use
Companies Investment Trust PLC
16
HSBC Nominees (Asing) Sdn Bhd
1,309,900
0.75
BBH and Co Boston for Smaller Companies Portfolio (GEMOFL)
17
HSBC Nominees (Asing) Sdn Bhd
1,215,000
18
Takuya Okada
1,200,000
0.68
19
Rozilawati Binti Haji Basir
1,155,000
0.66
20
Rozana Zeti Binti Basir
1,155,000
0.66
21
Roshayati Binti Basir
1,155,000
0.66
22
Status Resources Sdn Bhd
1,096,000
0.62
Amanah Raya Berhad
Cartaban Nominees (Asing) Sdn Bhd
Net book
value as at
28/02/2006
(RM’000)
59,096
200,316
14
99 years
expiring on
19/12/2089
179,989
71/2
13
95 years
expiring on
28/03/2085
89,819
June 1994 (A)/
October 1995 (C)
10
99 years
expiring on
09/05/2093
68,150
609,840/
794,806
April 1996 (A)/
August 1997 (C)
9
Freehold
82,800
1,070,000
0.61
947,200
0.54
Lot 49045, Mukim
of Pulai, District of
Johor Bahru, Johor.
Freehold land/Twostorey shopping center
including covered car
park
377,490/
483,299
April 2002 (A)/
August 2002 (C)
31/2
Freehold
28,951
Lot 4086, Kawasan
A, Mukim Batu,
Daerah Kuala
Lumpur, Wilayah
Persekutuan.
Leasehold land/ Twostorey shopping center
and two-storey car park
410,815/
906,497
January 2004 (C)
2
99 years
expiring on
April 2101
92,490
Lot PTD 114179,
Mukim of Tebrau,
District of Johor
Bahru, Johor.
Freehold land/
Three-storey shopping
center and one-storey
car park
1,308,035/
1,468,693
March 2004 (A)/
January 2006 (C)
1
/6
Freehold
165,936
Leasehold land
550,910
April 2004 (A)
-
99 years
expiring on
12/04/2103
14,100
0.38
Lot PT 41977,
Mukim of Cheras,
District of Ulu
Langat,
Selangor.
Freehold land
113,451
April 2004 (A)
-
Freehold
11,224
600,000
0.34
Lot 3144,
Mukim of Cheras,
District of Ulu
Langat, Selangor.
161,564,700
92.06
SBB Double Growth Fund
24
Tenure
(Year of
expiry for
leasehold)
0.69
HSBC-FS for Aberdeen Malaysia Equity Fund
23
Lot 7041, Mukim of
Bukit Baru, District
of Melaka Tengah,
Melaka.
Approx.
age of
building
(year)
Government of Singapore Investment Corporation Pte Ltd
for Monetary Authority of Singapore (H)
25
Manulife Insurance (Malaysia) Berhad
896,000
0.51
26
Malaysia Nominees (Tempatan) Sendirian Berhad
750,000
0.43
Great Eastern Life Assurance (Malaysia) Berhad (Par 2)
27
MCIS Zurich Insurance Berhad
730,200
0.42
28
Universal Trustee (Malaysia) Berhad
681,800
0.39
SBB Emerging Companies Growth Fund
29
Cartaban Nominees (Asing) Sdn Bhd
673,600
Nordea Bank Danmark A/S for Investeringsforeningen
Nordea Invest Global Value
30
Hidenori Futagi
TOTAL
72
73
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
JUSCO STORES & SHOPPING CENTERS
HIGHLIGHTS OF THE YEAR
Directory
JUSCO TAMAN MALURI
Jalan Jejaka, Taman Maluri,
Cheras, 55100 Kuala Lumpur.
Tel: 03-9285 5222
JUSCO TAMAN MALURI
SHOPPING CENTER
Taman Maluri
Tel: 03-9200 1004
JUSCO BANDAR UTAMA
No. 1, Leboh Bandar Utama,
Bandar Utama, Damansara,
47800 Petaling Jaya,
Selangor Darul Ehsan.
Tel: 03-7726 6266
▼
JUSCO MELAKA
Leboh Ayer Keroh,
75450 Melaka
Tel: 06-232 4899
JUSCO MELAKA
SHOPPING CENTER
Melaka
Tel: 06-233 2988
▼
▼
JUSCO BANDAR PUCHONG
Lot G40, IOI Mall, Batu 9,
Jalan Puchong,
Bandar Puchong Jaya,
47100 Puchong,
Selangor Darul Ehsan.
Tel: 03-8070 1200
1 UTAMA
SHOPPING CENTER
Bandar Utama
Tel: 03-7726 6033
JUSCO BANDAR BARU
KLANG
Persiaran Bukit Raja 2,
Bandar Baru Klang, 41150
Klang, Selangor Darul Ehsan.
Tel: 03-3343 9366
▼
JUSCO SEREMBAN 2
112, Persiaran S2 B1,
Seremban 2, 70300
Seremban, Negeri
Sembilan Darul Khusus.
Tel: 06-601 5633
▼
JUSCO TAMAN UNIVERSITI
No. 4, Jalan Pendidikan,
Taman Universiti, 81300
Skudai, Johor Darul Takzim.
Tel: 07-521 8000
▼
JUSCO IPOH
No.2, Jalan Teh Lean Swee,
Off Jalan Sultan Azlan Shah Utara,
31400 Ipoh, Perak Darul Ridzuan.
Tel: 05-549 9633
JUSCO WANGSA MAJU
Jalan R1, Seksyen 1,
Bandar Baru Wangsa Maju,
53300 Kuala Lumpur.
Tel: 03-4149 7666
In recognition of AEON CO. (M) BHD.’s commitment in greening the earth, Jabatan Lanskap Negara invited the company’s
representative to attend its “Hari Lanskap Negara” function on 3 March 2005. Prime Minister Abdullah Ahmad Badawi
presented the certificate of appreciation to Encik Rashid bin Adam at the function.
▼
JUSCO TEBRAU CITY
No 1, Jalan Desa Tebrau,
Taman Desa Tebrau,
81100 Johor Bahru,
Johor Darul Takzim.
Tel: 07-3511 110
JUSCO PERMAS JAYA
No. 1, Jalan Permas Utara,
Bandar Baru Permas Jaya,
81750 Johor Bahru,
Johor Darul Takzim.
Tel: 07-386 8900
▼
▼
AEON TEBRAU CITY
SHOPPING CENTER
Tel: 07-3522 220
JUSCO PERMAS JAYA
SHOPPING CENTER
Tel: 07-386 0600
▼
ALPHA ANGLE
SHOPPING CENTER
Wangsa Maju
Tel: 03-4149 5288
JUSCO MID VALLEY
AT3 Mid Valley Megamall,
Mid Valley City,
Lingkaran Syed Putra,
59200 Kuala Lumpur.
Tel:03-2284 4800
74
JUSCO SEREMBAN 2
SHOPPING CENTER
Tel: 06-601 5618
JUSCO TAMAN UNIVERSITI
SHOPPING CENTER
Tel: 07-520 8700
BUKIT RAJA
SHOPPING CENTER
Bandar Baru Klang
Tel: 03-3343 2166
KINTA CITY
SHOPPING CENTER
Ipoh
Tel: 05-548 4668
▼
▼
JUSCO METRO PRIMA
No. 1, Jalan Metro Prima,
52100 Kepong,
Kuala Lumpur
Tel: 03-6257 2121
JUSCO METRO PRIMA
SHOPPING CENTER
Tel: 03-6259 1122
▼
J-ONE
DAMANSARA DAMAI,
C-1-05, Park Avenue,
Jalan PJU 10/1,
Damansara Damai,
47830 Petaling Jaya,
Selangor, Darul Ehsan.
Tel: 03-6157 1432
▼
A meeting with the Mentri Besar of Negeri Sembilan in August 2005 prior to the opening of JUSCO Seremban 2
Shopping Center.
75
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
JUSCO STORES & SHOPPING CENTERS
HIGHLIGHTS OF THE YEAR
Directory
JUSCO TAMAN MALURI
Jalan Jejaka, Taman Maluri,
Cheras, 55100 Kuala Lumpur.
Tel: 03-9285 5222
JUSCO TAMAN MALURI
SHOPPING CENTER
Taman Maluri
Tel: 03-9200 1004
JUSCO BANDAR UTAMA
No. 1, Leboh Bandar Utama,
Bandar Utama, Damansara,
47800 Petaling Jaya,
Selangor Darul Ehsan.
Tel: 03-7726 6266
▼
JUSCO MELAKA
Leboh Ayer Keroh,
75450 Melaka
Tel: 06-232 4899
JUSCO MELAKA
SHOPPING CENTER
Melaka
Tel: 06-233 2988
▼
▼
JUSCO BANDAR PUCHONG
Lot G40, IOI Mall, Batu 9,
Jalan Puchong,
Bandar Puchong Jaya,
47100 Puchong,
Selangor Darul Ehsan.
Tel: 03-8070 1200
1 UTAMA
SHOPPING CENTER
Bandar Utama
Tel: 03-7726 6033
JUSCO BANDAR BARU
KLANG
Persiaran Bukit Raja 2,
Bandar Baru Klang, 41150
Klang, Selangor Darul Ehsan.
Tel: 03-3343 9366
▼
JUSCO SEREMBAN 2
112, Persiaran S2 B1,
Seremban 2, 70300
Seremban, Negeri
Sembilan Darul Khusus.
Tel: 06-601 5633
▼
JUSCO TAMAN UNIVERSITI
No. 4, Jalan Pendidikan,
Taman Universiti, 81300
Skudai, Johor Darul Takzim.
Tel: 07-521 8000
▼
JUSCO IPOH
No.2, Jalan Teh Lean Swee,
Off Jalan Sultan Azlan Shah Utara,
31400 Ipoh, Perak Darul Ridzuan.
Tel: 05-549 9633
JUSCO WANGSA MAJU
Jalan R1, Seksyen 1,
Bandar Baru Wangsa Maju,
53300 Kuala Lumpur.
Tel: 03-4149 7666
In recognition of AEON CO. (M) BHD.’s commitment in greening the earth, Jabatan Lanskap Negara invited the company’s
representative to attend its “Hari Lanskap Negara” function on 3 March 2005. Prime Minister Abdullah Ahmad Badawi
presented the certificate of appreciation to Encik Rashid bin Adam at the function.
▼
JUSCO TEBRAU CITY
No 1, Jalan Desa Tebrau,
Taman Desa Tebrau,
81100 Johor Bahru,
Johor Darul Takzim.
Tel: 07-3511 110
JUSCO PERMAS JAYA
No. 1, Jalan Permas Utara,
Bandar Baru Permas Jaya,
81750 Johor Bahru,
Johor Darul Takzim.
Tel: 07-386 8900
▼
▼
AEON TEBRAU CITY
SHOPPING CENTER
Tel: 07-3522 220
JUSCO PERMAS JAYA
SHOPPING CENTER
Tel: 07-386 0600
▼
ALPHA ANGLE
SHOPPING CENTER
Wangsa Maju
Tel: 03-4149 5288
JUSCO MID VALLEY
AT3 Mid Valley Megamall,
Mid Valley City,
Lingkaran Syed Putra,
59200 Kuala Lumpur.
Tel:03-2284 4800
74
JUSCO SEREMBAN 2
SHOPPING CENTER
Tel: 06-601 5618
JUSCO TAMAN UNIVERSITI
SHOPPING CENTER
Tel: 07-520 8700
BUKIT RAJA
SHOPPING CENTER
Bandar Baru Klang
Tel: 03-3343 2166
KINTA CITY
SHOPPING CENTER
Ipoh
Tel: 05-548 4668
▼
▼
JUSCO METRO PRIMA
No. 1, Jalan Metro Prima,
52100 Kepong,
Kuala Lumpur
Tel: 03-6257 2121
JUSCO METRO PRIMA
SHOPPING CENTER
Tel: 03-6259 1122
▼
J-ONE
DAMANSARA DAMAI,
C-1-05, Park Avenue,
Jalan PJU 10/1,
Damansara Damai,
47830 Petaling Jaya,
Selangor, Darul Ehsan.
Tel: 03-6157 1432
▼
A meeting with the Mentri Besar of Negeri Sembilan in August 2005 prior to the opening of JUSCO Seremban 2
Shopping Center.
75
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
MILESTONES
NOTICE OF ANNUAL GENERAL MEETING
1984
NOTICE IS HEREBY GIVEN that the Twenty-First Annual General Meeting of AEON CO. (M) BHD. will be
held at Ballroom 1, Level 2, Hotel Nikko, 165 Jalan Ampang, 50450 Kuala Lumpur on Thursday, 22 June 2006
at 10:30 am for the following purposes:-
SEPTEMBER – JAYA JUSCO STORES SDN BHD established, in response to a request from Prime Minister Y.A.B.
Datuk Seri Dr Mahathir bin Mohamad, to help modernise the retailing industry in Malaysia.
1985
JUNE
– The first pilot store, JAYA JUSCO Dayabumi, opened.
DECEMBER – The second pilot store, JAYA JUSCO Taman Tun, opened.
1989
JUNE
OCTOBER
1990
JUNE
– “Japan Management Training Programme” begun.
NOVEMBER – 28 Malaysian students invited to Japan as “Ambassadors” through the ÆON “1% Club” Programme.
1991
OCTOBER
– JAYA JUSCO Dayabumi closed.
– The first Superstore, JAYA JUSCO Taman Maluri, opened.
AGENDA
As Ordinary Business
1. To receive and adopt the Audited Financial Statements for the financial year
ended 28 February 2006 together with the Reports of the Directors and
Auditors thereon.
Ordinary Resolution 1
– JUSCO Melaka was opened and fully operated by Malaysian staff.
– The ÆON Group’s “Hometown Forest” programme was launched simultaneously at the
inauguration of JUSCO Melaka.
2. To declare a First and Final Dividend of 15 sen per share less 28% tax
for the financial year ended 28 February 2006.
Ordinary Resolution 2
3. To approve the payment of Directors’ Fees for the financial year ended
28 February 2006.
Ordinary Resolution 3
1992
APRIL
– JUSCO Wangsa Maju (Alpha Angle Shopping Center), our first Shopping Center, opened.
1994
AUGUST
OCTOBER
– Our Distribution Center begun operations.
– Japanese Trainee Programme begun.
1995
JUNE
AUGUST
OCTOBER
– JAYA JUSCO Taman Tun Dr. Ismail closed.
– JUSCO Bandar Utama (1 Utama Shopping Center) opened.
– JUSCO Bandar Baru Klang (Bukit Raja Shopping Center) opened.
1996
DECEMBER – JAYA JUSCO STORES BHD was listed on the Main Board of the KLSE.
1997
AUGUST
1998
DECEMBER – JUSCO Melaka Shopping Center reopened.
1999
DECEMBER – JUSCO Mid Valley opened.
2000
DECEMBER – JUSCO Taman Maluri Shopping Center re-opened.
– JUSCO Ipoh (Kinta City Shopping Center) opened.
4. To re-elect the following Directors retiring under Article 74 of the Articles
of Association of the Company:i) Dato’ Abdullah bin Mohd Yusof
ii) Mr. Toshiji Tokiwa
iii) Mr. Tatsuichi Yamaguchi
iv) Mr. Nagahisa Oyama
v) Mr. Masato Yokoyama
vi) Datuk Ramli bin Ibrahim
vii) Brig. Jen. (B) Dato’ Mohd Idris bin Saman
viii) Datuk Zawawi bin Mahmuddin
ix) Dato’ Chew Kong Seng
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
4
5
6
7
8
9
10
11
12
– JUSCO Bandar Puchong opened.
2001
OCTOBER – Launch of WAOH Charity Fund / JUSCO Fest / JUSCO’s 17th Anniversary.
NOVEMBER – 22 Malaysian students and 2 former participants from the 1990 batch were invited to Japan as
5. To re-appoint Messrs KPMG Desa Megat & Co. as Auditors of the Company
and to authorise the Directors to fix their remuneration.
Ordinary Resolution 13
‘Ambassadors’ through the ÆON “1% Club” Programme.
2002
APRIL
JULY
– Establishment of JUSCO -OUM Retail Center in Alpha Angle Shopping Center, at Wangsa Maju.
– JUSCO Taman Universiti opened, Japan Management Training Programme reactivated.
2003
JULY
AUGUST
OCTOBER
DECEMBER
–
–
–
–
2004
JANUARY
–
–
JUNE
–
SEPTEMBER –
–
–
–
AUGUST
–
OCTOBER –
2005
MARCH
2006
76
WAOH Charity Bazaar.
Smart Wonder World opened in JUSCO Taman Maluri.
JUSCO Home Centre opened in 1 Utama Shopping Center.
3,000 seedlings were planted in the vicinity of the JUSCO Permas Jaya store as part of ÆON’s
environmental campaign, ‘Planting Seeds of Growth’.
– JUSCO Permas Jaya Shopping Center opened.
JUSCO Metro Prima Tree Planting Ceremony was held. 2,000 seedlings were planted.
JUSCO Metro Prima Shopping Center opened.
WAOH Charity Fund officially registered as the “WAOH” Malaysian JUSCO Foundation.
JAYA JUSCO STORES BHD. officially changed name to AEON CO. (M) BHD.
JUSCO celebrated 20th Anniversary in Malaysia with Gala Dinner.
Official launch of “WAOH” Malaysian JUSCO Foundation.
30,000 seedlings planted in the Malaysia-Japan Friendship Forest, AEON Woodland, Paya Indah Wetlands.
Company authorised share capital increased from RM100,000,000 to RM500,000,000.
Completed Bonus Issue (1:1) for 87,750,000 new Ordinary Shares.
– AEON CO. (M) BHD. received a certificate of appreciation from the Prime Minister for its tree
planting activities.
JULY
– Charity Gala Dinner was held.
AUGUST
– The management of AEON CO. (M) BHD. met with the Mentri Besar of Negeri Sembilan, Y.A.B.
Datuk Seri Utama Hj Mohamad Bin Hj Hasan.
SEPTEMBER – JUSCO Seremban 2 Tree Planting ceremony was held. 3,300 seedlings were planted.
– JUSCO Seremban 2 opened.
OCTOBER – J-One Supermarket opened.
JANUARY
As Special Business
To consider and, if thought fit, to pass the following ordinary resolution :6. PROPOSED RENEWAL OF EXISTING SHAREHOLDERS’ MANDATE FOR
THE RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR
TRADING NATURE AND NEW MANDATE FOR ADDITIONAL RECURRENT
RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE
(“PROPOSED SHAREHOLDERS’ MANDATE”)
“THAT approval be and is hereby given to the Company, to enter and give
effect to the recurrent related party transactions of a revenue or trading
nature (hereinafter to be referred to as “Recurrent Transactions”) with
the related parties as stated in Section 2.2 of the Circular to Shareholders
dated 31 May 2006 which are necessary for the Company’s day-to-day
operations subject further to the following:(i) the Recurrent Transactions contemplated are in the ordinary course
of business and on terms which are not more favourable to related
parties than those generally available to the public, and are not to the
detriment of the minority shareholders;
(ii) the approval is subject to annual renewal and shall only continue to
be in force until:-
– AEON Tebrau City Tree Planting ceremony was held. 6,000 seedlings were planted.
– AEON Tebrau City Shopping Center opened.
77
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
MILESTONES
NOTICE OF ANNUAL GENERAL MEETING
1984
NOTICE IS HEREBY GIVEN that the Twenty-First Annual General Meeting of AEON CO. (M) BHD. will be
held at Ballroom 1, Level 2, Hotel Nikko, 165 Jalan Ampang, 50450 Kuala Lumpur on Thursday, 22 June 2006
at 10:30 am for the following purposes:-
SEPTEMBER – JAYA JUSCO STORES SDN BHD established, in response to a request from Prime Minister Y.A.B.
Datuk Seri Dr Mahathir bin Mohamad, to help modernise the retailing industry in Malaysia.
1985
JUNE
– The first pilot store, JAYA JUSCO Dayabumi, opened.
DECEMBER – The second pilot store, JAYA JUSCO Taman Tun, opened.
1989
JUNE
OCTOBER
1990
JUNE
– “Japan Management Training Programme” begun.
NOVEMBER – 28 Malaysian students invited to Japan as “Ambassadors” through the ÆON “1% Club” Programme.
1991
OCTOBER
– JAYA JUSCO Dayabumi closed.
– The first Superstore, JAYA JUSCO Taman Maluri, opened.
AGENDA
As Ordinary Business
1. To receive and adopt the Audited Financial Statements for the financial year
ended 28 February 2006 together with the Reports of the Directors and
Auditors thereon.
Ordinary Resolution 1
– JUSCO Melaka was opened and fully operated by Malaysian staff.
– The ÆON Group’s “Hometown Forest” programme was launched simultaneously at the
inauguration of JUSCO Melaka.
2. To declare a First and Final Dividend of 15 sen per share less 28% tax
for the financial year ended 28 February 2006.
Ordinary Resolution 2
3. To approve the payment of Directors’ Fees for the financial year ended
28 February 2006.
Ordinary Resolution 3
1992
APRIL
– JUSCO Wangsa Maju (Alpha Angle Shopping Center), our first Shopping Center, opened.
1994
AUGUST
OCTOBER
– Our Distribution Center begun operations.
– Japanese Trainee Programme begun.
1995
JUNE
AUGUST
OCTOBER
– JAYA JUSCO Taman Tun Dr. Ismail closed.
– JUSCO Bandar Utama (1 Utama Shopping Center) opened.
– JUSCO Bandar Baru Klang (Bukit Raja Shopping Center) opened.
1996
DECEMBER – JAYA JUSCO STORES BHD was listed on the Main Board of the KLSE.
1997
AUGUST
1998
DECEMBER – JUSCO Melaka Shopping Center reopened.
1999
DECEMBER – JUSCO Mid Valley opened.
2000
DECEMBER – JUSCO Taman Maluri Shopping Center re-opened.
– JUSCO Ipoh (Kinta City Shopping Center) opened.
4. To re-elect the following Directors retiring under Article 74 of the Articles
of Association of the Company:i) Dato’ Abdullah bin Mohd Yusof
ii) Mr. Toshiji Tokiwa
iii) Mr. Tatsuichi Yamaguchi
iv) Mr. Nagahisa Oyama
v) Mr. Masato Yokoyama
vi) Datuk Ramli bin Ibrahim
vii) Brig. Jen. (B) Dato’ Mohd Idris bin Saman
viii) Datuk Zawawi bin Mahmuddin
ix) Dato’ Chew Kong Seng
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
Resolution
4
5
6
7
8
9
10
11
12
– JUSCO Bandar Puchong opened.
2001
OCTOBER – Launch of WAOH Charity Fund / JUSCO Fest / JUSCO’s 17th Anniversary.
NOVEMBER – 22 Malaysian students and 2 former participants from the 1990 batch were invited to Japan as
5. To re-appoint Messrs KPMG Desa Megat & Co. as Auditors of the Company
and to authorise the Directors to fix their remuneration.
Ordinary Resolution 13
‘Ambassadors’ through the ÆON “1% Club” Programme.
2002
APRIL
JULY
– Establishment of JUSCO -OUM Retail Center in Alpha Angle Shopping Center, at Wangsa Maju.
– JUSCO Taman Universiti opened, Japan Management Training Programme reactivated.
2003
JULY
AUGUST
OCTOBER
DECEMBER
–
–
–
–
2004
JANUARY
–
–
JUNE
–
SEPTEMBER –
–
–
–
AUGUST
–
OCTOBER –
2005
MARCH
2006
76
WAOH Charity Bazaar.
Smart Wonder World opened in JUSCO Taman Maluri.
JUSCO Home Centre opened in 1 Utama Shopping Center.
3,000 seedlings were planted in the vicinity of the JUSCO Permas Jaya store as part of ÆON’s
environmental campaign, ‘Planting Seeds of Growth’.
– JUSCO Permas Jaya Shopping Center opened.
JUSCO Metro Prima Tree Planting Ceremony was held. 2,000 seedlings were planted.
JUSCO Metro Prima Shopping Center opened.
WAOH Charity Fund officially registered as the “WAOH” Malaysian JUSCO Foundation.
JAYA JUSCO STORES BHD. officially changed name to AEON CO. (M) BHD.
JUSCO celebrated 20th Anniversary in Malaysia with Gala Dinner.
Official launch of “WAOH” Malaysian JUSCO Foundation.
30,000 seedlings planted in the Malaysia-Japan Friendship Forest, AEON Woodland, Paya Indah Wetlands.
Company authorised share capital increased from RM100,000,000 to RM500,000,000.
Completed Bonus Issue (1:1) for 87,750,000 new Ordinary Shares.
– AEON CO. (M) BHD. received a certificate of appreciation from the Prime Minister for its tree
planting activities.
JULY
– Charity Gala Dinner was held.
AUGUST
– The management of AEON CO. (M) BHD. met with the Mentri Besar of Negeri Sembilan, Y.A.B.
Datuk Seri Utama Hj Mohamad Bin Hj Hasan.
SEPTEMBER – JUSCO Seremban 2 Tree Planting ceremony was held. 3,300 seedlings were planted.
– JUSCO Seremban 2 opened.
OCTOBER – J-One Supermarket opened.
JANUARY
As Special Business
To consider and, if thought fit, to pass the following ordinary resolution :6. PROPOSED RENEWAL OF EXISTING SHAREHOLDERS’ MANDATE FOR
THE RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE OR
TRADING NATURE AND NEW MANDATE FOR ADDITIONAL RECURRENT
RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE
(“PROPOSED SHAREHOLDERS’ MANDATE”)
“THAT approval be and is hereby given to the Company, to enter and give
effect to the recurrent related party transactions of a revenue or trading
nature (hereinafter to be referred to as “Recurrent Transactions”) with
the related parties as stated in Section 2.2 of the Circular to Shareholders
dated 31 May 2006 which are necessary for the Company’s day-to-day
operations subject further to the following:(i) the Recurrent Transactions contemplated are in the ordinary course
of business and on terms which are not more favourable to related
parties than those generally available to the public, and are not to the
detriment of the minority shareholders;
(ii) the approval is subject to annual renewal and shall only continue to
be in force until:-
– AEON Tebrau City Tree Planting ceremony was held. 6,000 seedlings were planted.
– AEON Tebrau City Shopping Center opened.
77
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
NOTICE OF DIVIDEND PAYMENT
(a) the conclusion of the next Annual General Meeting of the Company
following the forthcoming Annual General Meeting of the Company
at which the Proposed Shareholders’ Mandate is approved, at
which time it will lapse unless by a resolution passed at the Annual
General Meeting the mandate is again renewed;
NOTICE IS HEREBY GIVEN THAT, subject to the approval of shareholders at the Twenty-First Annual General
Meeting, a first and final dividend of 15 sen per share less 28% tax in respect of the financial year ended 28
February 2006 will be paid to shareholders on 20 July 2006. The entitlement date for the said dividend shall be 4
July 2006.
A Depositor shall qualify for entitlement to the Dividend only in respect of :-
(b) the expiration of the period within which the next Annual General
Meeting of the Company after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965 (but shall not
extend to such extensions as may be allowed pursuant to Section 143(2)
of the Companies Act,1965); or
(a) Shares transferred to the Depositor’s securities account before 4.00 p.m. on 4 July 2006 in respect of
transfers.
(b) Shares bought on Bursa Malaysia Securities Berhad on cum entitlement basis according to the Rules of Bursa
Malaysia Securities Berhad.
(c) revoked or varied by resolution passed by the shareholders in
general meeting,
BY ORDER OF THE BOARD
whichever is the earlier; and
(iii) the disclosure of the breakdown of the aggregate value of the Recurrent
Transactions conducted pursuant to the Proposed Shareholders’
Mandate in the Annual Report of the Company based on the following
information:-
SAW BEE LEAN (MAICSA 0793472)
Secretary
(a) the type of Recurrent Transactions entered into; and
Kuala Lumpur
Date: 31 May 2006
(b) the names of the related parties involved in each type of the Recurrent
Transactions entered into and their relationship with the Company.
AND THAT the Directors of the Company be and are hereby authorised
to do all acts and things to give full effect to the Recurrent Transactions
contemplated and/or authorised by this resolution, as the Directors of the
Company, in their absolute discretion, deem fit.”
Ordinary Resolution 14
NOTES :
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and
vote in his stead. A proxy may but need not be a member of the Company and the provisions of Section
149(1)(b) of the Companies Act, 1965 shall not apply.
2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting, provided
that the provisions of Section 149(1)(c) of the Act are complied with.
3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the
proportions of his shareholdings to be represented by each proxy.
4. The instrument appointing a proxy must be deposited at the Registered Office of the Company at 3rd Floor,
JUSCO Taman Maluri Shopping Center, Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur not less than
48 hours before the time set for holding the meeting.
5. If the appointor is a corporation, the instrument appointing a proxy must be executed under its Common Seal
or under the hand of its attorney.
6. Explanatory Note on the Special Business.
Ordinary Resolution 14 on the Proposed Shareholders’ Mandate
The proposed Ordinary Resolution 14, if passed, will empower the Directors from the date of the TwentyFirst Annual General Meeting, to deal with the related party transactions involving recurrent transactions of
a revenue or trading nature which are necessary for the Company’s day-to-day operations. These recurrent
related party transactions are in the ordinary course of business and are on terms not more favourable to the
related parties than those generally available to the public and not to the detriment of the minority shareholders.
This authority unless revoked or varied at a general meeting, will expire at the next Annual General Meeting
of the Company and subject always to provision (ii) of the resolution. The details of the recurrent related party
transactions are set out in the Circular to the Shareholders dated 31 May 2006, which is despatched together
with this Annual Report.
78
79
AEON CO. (M) BHD. ( 126926 - H )
AEON CO. (M) BHD. ( 126926 - H )
NOTICE OF DIVIDEND PAYMENT
(a) the conclusion of the next Annual General Meeting of the Company
following the forthcoming Annual General Meeting of the Company
at which the Proposed Shareholders’ Mandate is approved, at
which time it will lapse unless by a resolution passed at the Annual
General Meeting the mandate is again renewed;
NOTICE IS HEREBY GIVEN THAT, subject to the approval of shareholders at the Twenty-First Annual General
Meeting, a first and final dividend of 15 sen per share less 28% tax in respect of the financial year ended 28
February 2006 will be paid to shareholders on 20 July 2006. The entitlement date for the said dividend shall be 4
July 2006.
A Depositor shall qualify for entitlement to the Dividend only in respect of :-
(b) the expiration of the period within which the next Annual General
Meeting of the Company after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965 (but shall not
extend to such extensions as may be allowed pursuant to Section 143(2)
of the Companies Act,1965); or
(a) Shares transferred to the Depositor’s securities account before 4.00 p.m. on 4 July 2006 in respect of
transfers.
(b) Shares bought on Bursa Malaysia Securities Berhad on cum entitlement basis according to the Rules of Bursa
Malaysia Securities Berhad.
(c) revoked or varied by resolution passed by the shareholders in
general meeting,
BY ORDER OF THE BOARD
whichever is the earlier; and
(iii) the disclosure of the breakdown of the aggregate value of the Recurrent
Transactions conducted pursuant to the Proposed Shareholders’
Mandate in the Annual Report of the Company based on the following
information:-
SAW BEE LEAN (MAICSA 0793472)
Secretary
(a) the type of Recurrent Transactions entered into; and
Kuala Lumpur
Date: 31 May 2006
(b) the names of the related parties involved in each type of the Recurrent
Transactions entered into and their relationship with the Company.
AND THAT the Directors of the Company be and are hereby authorised
to do all acts and things to give full effect to the Recurrent Transactions
contemplated and/or authorised by this resolution, as the Directors of the
Company, in their absolute discretion, deem fit.”
Ordinary Resolution 14
NOTES :
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and
vote in his stead. A proxy may but need not be a member of the Company and the provisions of Section
149(1)(b) of the Companies Act, 1965 shall not apply.
2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting, provided
that the provisions of Section 149(1)(c) of the Act are complied with.
3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the
proportions of his shareholdings to be represented by each proxy.
4. The instrument appointing a proxy must be deposited at the Registered Office of the Company at 3rd Floor,
JUSCO Taman Maluri Shopping Center, Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur not less than
48 hours before the time set for holding the meeting.
5. If the appointor is a corporation, the instrument appointing a proxy must be executed under its Common Seal
or under the hand of its attorney.
6. Explanatory Note on the Special Business.
Ordinary Resolution 14 on the Proposed Shareholders’ Mandate
The proposed Ordinary Resolution 14, if passed, will empower the Directors from the date of the TwentyFirst Annual General Meeting, to deal with the related party transactions involving recurrent transactions of
a revenue or trading nature which are necessary for the Company’s day-to-day operations. These recurrent
related party transactions are in the ordinary course of business and are on terms not more favourable to the
related parties than those generally available to the public and not to the detriment of the minority shareholders.
This authority unless revoked or varied at a general meeting, will expire at the next Annual General Meeting
of the Company and subject always to provision (ii) of the resolution. The details of the recurrent related party
transactions are set out in the Circular to the Shareholders dated 31 May 2006, which is despatched together
with this Annual Report.
78
79
AEON CO. (M) BHD. (126926-H)
AEON CO. (M) BHD. ( 126926 - H )
(Incorporated in Malaysia)
STATEMENT ACCOMPANYING NOTICE OF
TWENTY-FIRST ANNUAL GENERAL MEETING
PROXY FORM
pursuant to paragrah 8.28(2) of the Listing Requirements of Bursa Malaysia
Securities Berhad
I/We, .................................................................................................................(name of shareholder as per NRIC, in capital letters)
CDS account no. of authorised nominee
IC No./ID No./Company No............................................................................. (new) .................................................................. (old)
of......................................................................................................................................................................................(full address)
st
1. Directors standing for re-election at the Twenty-First Annual General Meeting (21 AGM):-
being a member(s) of the abovenamed Company, hereby appoint.....................................................................................................
(name of proxy as per NRIC, in capital letters) IC No. ....................................................... (new)............................................... (old)
Pursuant to Article 74 of the Articles of Association
(i) Dato’ Abdullah bin Mohd Yusof
(ii) Mr. Toshiji Tokiwa
(iii) Mr. Tatsuichi Yamaguchi
(iv) Mr. Nagahisa Oyama
(v) Mr. Masato Yokoyama
(vi) Datuk Ramli bin Ibrahim
(vii) Brig. Jen. (B) Dato’ Mohd Idris bin Saman
(viii) Datuk Zawawi bin Mahmuddin
(ix) Dato’ Chew Kong Seng
of .....................................................................................................................................................................................(full address)
or failing him/her ....................................................................................................... (name of proxy as per NRIC, in capital letters)
IC No. ........................................................................ (new) ............................................................. (old) of .....................................
.......................................................................................................................................... (full address) failing him/her the Chairman
of the Meeting as my/our proxy to vote for me/us on my/our behalf at the ................................... Annual General Meeting of the
Company to be held at............................................. on .............................................. and at each and every adjournment thereof.
My/our proxy is to vote as indicated below :
RESOLUTION
2. Details of attendance of Directors at Board Meetings
There were five Board Meetings held during the financial year ended 28 February 2006. Details of attendance of
the Directors are set out in Statement of Corporate Governance appearing on page 36 of the Annual Report.
1
Adoption of Audited Financial Statements and Reports for the financial year ended
28 February 2006
Resolution 1
2
Declaration of a first and final dividend of 15 sen per share less 28% tax for the
financial year ended 28 February 2006.
Resolution 2
3
Approval of Directors’ Fees
Resolution 3
4
Re-election of Dato’ Abdullah Bin Mohd Yusof
Resolution 4
5
Re-election of Mr. Toshiji Tokiwa
Resolution 5
6
Re-election of Mr. Tatsuichi Yamaguchi
Resolution 6
7
Re-election of Mr. Nagahisa Oyama
Resolution 7
8
Re-election of Mr. Masato Yokoyama
Resolution 8
9
Re-election of Datuk Ramli Bin Ibrahim
Resolution 9
10
Re-election of Brig. Jen (B) Dato’ Mohd Idris bin Saman
Resolution 10
3. Place, Date and Time of Meeting
The Twenty-First Annual General Meeting of the Company will be held at Ballroom 1, Level 2, Hotel Nikko,
165 Jalan Ampang, 50450 Kuala Lumpur on Thursday, 22 June 2006 at 10.30 a.m.
4. Further details of Directors standing for re-election
Details of Directors standing for re-election are set out in Directors’ Profiles appearing on pages 21-23 of
the Annual Report.
FOR
11
Re-election of Datuk Zawawi bin Mahmuddin
Resolution 11
12
Re-election of Dato’ Chew Kong Seng
Resolution 12
13
Re-appointment of Messrs KPMG Desa Megat & Co.
Resolution 13
14
Proposed Renewal of existing Shareholders’ Mandate for the Recurrent Related Party
Transactions of a Revenue or Trading Nature and New Mandate for Additional Recurrent
Related Party Transactions of a Revenue or Trading Nature
Resolution 14
AGAINST
[Please indicate with an “X” in the spaces provided how you wish your votes to be cast. If you do not do so, the proxy will vote
or abstain from voting at his discretion.]
For appointment of two proxies, percentage of
shareholdings to be represented by the proxies:
No. of shares
Percentage
Signature/Common Seal
Number of shares held:
Proxy 1
Proxy 2
Total
%
%
100%
Date:
NOTE :
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote in his stead. A proxy may but
need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply.
2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting, provided that the provisions of Section
149(1)(c) of the Act are complied with.
3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportions of his shareholdings to
be represented by each proxy.
4. The instrument appointing a proxy must be deposited at the Registered Office of the Company at 3rd Floor, JUSCO Taman Maluri Shopping Center,
Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur not less than 48 hours before the time set for holding the meeting.
5. If the appointor is a corporation, the instrument appointing a proxy must be executed under its Common Seal or under the hand of its attorney.
80
81
AEON CO. (M) BHD. (126926-H)
AEON CO. (M) BHD. ( 126926 - H )
(Incorporated in Malaysia)
STATEMENT ACCOMPANYING NOTICE OF
TWENTY-FIRST ANNUAL GENERAL MEETING
PROXY FORM
pursuant to paragrah 8.28(2) of the Listing Requirements of Bursa Malaysia
Securities Berhad
I/We, .................................................................................................................(name of shareholder as per NRIC, in capital letters)
CDS account no. of authorised nominee
IC No./ID No./Company No............................................................................. (new) .................................................................. (old)
of......................................................................................................................................................................................(full address)
st
1. Directors standing for re-election at the Twenty-First Annual General Meeting (21 AGM):-
being a member(s) of the abovenamed Company, hereby appoint.....................................................................................................
(name of proxy as per NRIC, in capital letters) IC No. ....................................................... (new)............................................... (old)
Pursuant to Article 74 of the Articles of Association
(i) Dato’ Abdullah bin Mohd Yusof
(ii) Mr. Toshiji Tokiwa
(iii) Mr. Tatsuichi Yamaguchi
(iv) Mr. Nagahisa Oyama
(v) Mr. Masato Yokoyama
(vi) Datuk Ramli bin Ibrahim
(vii) Brig. Jen. (B) Dato’ Mohd Idris bin Saman
(viii) Datuk Zawawi bin Mahmuddin
(ix) Dato’ Chew Kong Seng
of .....................................................................................................................................................................................(full address)
or failing him/her ....................................................................................................... (name of proxy as per NRIC, in capital letters)
IC No. ........................................................................ (new) ............................................................. (old) of .....................................
.......................................................................................................................................... (full address) failing him/her the Chairman
of the Meeting as my/our proxy to vote for me/us on my/our behalf at the ................................... Annual General Meeting of the
Company to be held at............................................. on .............................................. and at each and every adjournment thereof.
My/our proxy is to vote as indicated below :
RESOLUTION
2. Details of attendance of Directors at Board Meetings
There were five Board Meetings held during the financial year ended 28 February 2006. Details of attendance of
the Directors are set out in Statement of Corporate Governance appearing on page 36 of the Annual Report.
1
Adoption of Audited Financial Statements and Reports for the financial year ended
28 February 2006
Resolution 1
2
Declaration of a first and final dividend of 15 sen per share less 28% tax for the
financial year ended 28 February 2006.
Resolution 2
3
Approval of Directors’ Fees
Resolution 3
4
Re-election of Dato’ Abdullah Bin Mohd Yusof
Resolution 4
5
Re-election of Mr. Toshiji Tokiwa
Resolution 5
6
Re-election of Mr. Tatsuichi Yamaguchi
Resolution 6
7
Re-election of Mr. Nagahisa Oyama
Resolution 7
8
Re-election of Mr. Masato Yokoyama
Resolution 8
9
Re-election of Datuk Ramli Bin Ibrahim
Resolution 9
10
Re-election of Brig. Jen (B) Dato’ Mohd Idris bin Saman
Resolution 10
3. Place, Date and Time of Meeting
The Twenty-First Annual General Meeting of the Company will be held at Ballroom 1, Level 2, Hotel Nikko,
165 Jalan Ampang, 50450 Kuala Lumpur on Thursday, 22 June 2006 at 10.30 a.m.
4. Further details of Directors standing for re-election
Details of Directors standing for re-election are set out in Directors’ Profiles appearing on pages 21-23 of
the Annual Report.
FOR
11
Re-election of Datuk Zawawi bin Mahmuddin
Resolution 11
12
Re-election of Dato’ Chew Kong Seng
Resolution 12
13
Re-appointment of Messrs KPMG Desa Megat & Co.
Resolution 13
14
Proposed Renewal of existing Shareholders’ Mandate for the Recurrent Related Party
Transactions of a Revenue or Trading Nature and New Mandate for Additional Recurrent
Related Party Transactions of a Revenue or Trading Nature
Resolution 14
AGAINST
[Please indicate with an “X” in the spaces provided how you wish your votes to be cast. If you do not do so, the proxy will vote
or abstain from voting at his discretion.]
For appointment of two proxies, percentage of
shareholdings to be represented by the proxies:
No. of shares
Percentage
Signature/Common Seal
Number of shares held:
Proxy 1
Proxy 2
Total
%
%
100%
Date:
NOTE :
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote in his stead. A proxy may but
need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply.
2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting, provided that the provisions of Section
149(1)(c) of the Act are complied with.
3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportions of his shareholdings to
be represented by each proxy.
4. The instrument appointing a proxy must be deposited at the Registered Office of the Company at 3rd Floor, JUSCO Taman Maluri Shopping Center,
Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur not less than 48 hours before the time set for holding the meeting.
5. If the appointor is a corporation, the instrument appointing a proxy must be executed under its Common Seal or under the hand of its attorney.
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81
Place
Stamp
Here
The Company Secretary:
AEON CO. (M) BHD. (Company No. 126926-H)
3rd Floor, JUSCO Taman Maluri Shopping Center,
Jalan Jejaka, Taman Maluri,
Cheras, 55100 Kuala Lumpur.
82

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