Annual Report 2014

Transcription

Annual Report 2014

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ANNUAL REPORT 2014
( INCORPORATED IN MALAYSIA )
252670-P
THE STORE CORPORATION BERHAD
252670-P
Contents
ANNUAL REPORT 2014
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The Store Group carried out multiple reward campaigns
throughout the year in appreciation to our valued customers.
During the campaigns, we received overwhelming responses
from customers in a bid to win the fantastic prizes.
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ANNUAL REPORT 2014
252670-P
Reward Campaigns
For Our Valued
Customers
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The Store Group’s
Reward Campaigns For Our Valued Customers
In celebration
of its 46th
anniversary in
2014,
The Store Group
with its remarkable
performance in the
local retail industry
had expressing tons
of rewards to its
loyal customers for
their invaluable
support.
Hence, numerous fantastic campaigns had been
launched included “Amazing Anniversary Rewards”
contest. The duration of this contest is between 22
May 2014 till 31 August 2014 which also included
redemption programme of “Panda Sweetie” exclusive
collection in conjunction with The Store Group 46th
Anniversary.
The Store Group also launched the limited edition
“Panda Sweetie” member card in conjunction with
the arrival of two giant Pandas Liang Liang and Xing
Xing who were imported from China for the 40th
Anniversary Diplomatic tie between Malaysia and
China government. Followed by “Cute Baby 2014 (14
May till 31 July 2014), “Christmas Festive Rewards (8
November till 31 December ) ” and “Gong Xi Fa Cai
Festive Rewards (1 Jan till 16 Feb 2014)”.
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1.
Anniversary Celebration: The Store Group celebrates 46th anniversary with
cake cutting ceremony. The launching of anniversary was a new chapter for
The Store Group to look ahead a better growth future.
These ranges of rewards had gained tremendous
support which attracted millions of customer
participated in winning the grand prizes. Besides,
more excited rewards had been given with specić
privileges in order to capture customer’s loyalty and
supports to our store.
“Amazing Anniversary Rewards”
The Store, Pacific and M Card limited edition
Panda Sweetie Card
Fabulous rewards:
Multiple reward
campaigns
were being held
throughout the year
in appreciation to our
valued customers.
More excitement
were created to reward our
valued customers for their
invaluable support over
the year
ANNUAL REPORT 2014
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1
3
1.
2 million entry forms:
The Store Group’s Ambassador Adibah
Noor draw the lucky winners from 2
million over entry forms. Accompanied
by The Store Group Management
at The Store Ipoh (Jalan Kampar)
branch.
2.
Draw lucky winner:
The Store Group’s Ambassador Adibah
Noor draw the lucky winners.
3.
Cute Babies on stage:
Top 3 winners of The Store Group “Cute
Baby 2014” Photogenic Contest received
their prizes during the prize presentation
ceremony. Total of 203 cute babies
walked away fantastic prizes worth
RM60,000.
4.
Joyful Festive Season:
Winners of “Christmas Festive Rewards”
and “Gong Xi Fa Cai Festive Rewards”
Contest was revealed and receiving their
prizes respectively.
5.
Brought home prizes:
Winners of “Amazing Anniversary
Rewards” contest was revealed and they
were happily brought home amazing
prizes.
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“The Store Group’s
Never Ending
Customer Rewards”
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ANNUAL REPORT 2014
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The Store Group’s
Reward Campaigns For Our Valued Customers
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The Store Group’s
Participation in Government Campaigns
YB Dato’ Sri Hasan bin Malek
Minister of Domestic Trade,
Co-operatives and Consumerism,
was launching the Price Reduction
Campaign at The Store,
Port Dickson branch,
witnessed by the
Senior General Manager,
Operations of The Store.
The Store Group (The Store Supermarket & Departmental
Stores, Pacić Hypermarket & Departmental Stores
and Milimewa Superstore) had continuously support
the government’s PRICE REDUCTION CAMPAIGN to
combat high goods prices.
This campaign was ofćially launched by Minister
of Domestic Trade, Co-operatives and Consumerism
(KPDNKK) YB Dato’ Sri Hasan bin Malek at The Store
Oceanic Mall, Port Dickson on 5 April 2014.
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Up to 70% discount was given on more than 10,000
daily necessities during the campaign period. This
campaign is an effort of Ministry of Domestic Trade
and Consumer Affairs to help lessen consumers’
burden in the face of the rising cost of living.
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1~3. Pricing Reduce: The Store Group had
continuously support the government’s
government
calls in
Price
Reduction
participate
Campaign
the Priceto
Reduction
combat
Campaign
high
goods’toprices.
combat high goods’ prices.
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ANNUAL REPORT 2014
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Indulge yourself with our
fashions and accessories which accomplish
your needs with no doubt.
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ANNUAL REPORT 2014
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Wrap Up in Style
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Browse for your
selections of top,
bottoms, dresses
and more.
Hot from the
fashion runways,
right at your
fingertips.
ANNUAL REPORT 2014
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New Image of
The Store – Kota Bharu,
Jalan Padang Gadong
This outlet launched its new image
with a wider range of products
which gives more choices with
more comfortable services. The
interior of the outlet was decorated
with brighter lightings and spacious
aisles enable shoppers have a
convenient shopping experience.
Thumbs up: The Store Group’s management and Adibah Noor were glad with the new launching outlet.
New Image of
The Store – Seremban,
Jalan Tuanku Munawir
This outlet launched its
new image in conjunction with
The Store Group 46th Anniversary
celebration. Now, this outlet
has a wider space that offers
a clearer deńition of the ambient.
All items were arranged
in a neatly and well organized
which provides shoppers
a more seamless and pleasant
shopping experience.
Well Organized:
The Store, Seremban has a
wider space that offers a clearer
deńition of the ambient.
New Image
For More Pleasant
Shopping
Experience
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ANNUAL REPORT 2014
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Spacious Aisles:
The Store Kota Bharu has
a fresh look with brighter
lightings and spacious
aisles enable shoppers have
a convenient shopping
experience.
The Store Group’s New Image
Moving Forward To Build It Better
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The Store Group’s New Image
Moving Forward To Build It Better
New Image
of Pacific – KB Mall,
Kota Bharu
The Store Group
had continued to carry
out more enhancement
of its branch - Pacić,
KB Mall, Kota Bharu
by renovated the existing
outlet with more
pleasant shopping
environment. This outlet
completed with a wide
selection of assorted
quality products from
trendy fashion, home
furnishing, electrical
items to daily essentials.
The ambience of this
newly renovated outlet
is able to bring more
comfortable
shopping experience
for shoppers.
KB Mall completed with a
wide selection of
quality products with more
comfortable
shopping environment
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This new outlet at
Taiping Mall is committed
to provide our shoppers
with affordable, happy
shopping experience.
Shoppers now are easier
to get their daily needs
or luxury goods in the
corner respectively well
organized. All goods
and branded stuff are in
quality conditions with
priceless deals.
A fresh look of our
new outlet
where all items
organized accordingly by
it’s category
Straight and focus!
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Opening of Pacific
Hypermarket &
Departmental Store at
Taiping Mall, Perak.
The Store Group’s Expansion
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The Store For You
We offer a wide range of products to fulfill
customer satisfaction. Currently,
we have 74 outlets nationwide operating in
Peninsular Malaysia and Sabah with aim to serve
our customers with good services.
ANNUAL REPORT 2014
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The Store Group
currently operates
throughout nationwide
under three entities with a
total combined workforce
of 15,500 to serve our
customers.
THE STORE (MALAYSIA) SDN BHD
(8199-K)
PACIFIC HYPERMARKET &
DEPARTMENTAL STORES SDN BHD
(361202-X)
SUPERMARKET &
DEPARTMENTAL STORES
HYPERMARKET &
DEPARTMENTAL STORES
Northern Region Outlets
Kangar (Kayangan Square)
Sungai Petani (SP Plaza)
Sungai Petani (Central Square)
Kulim (Jalan Teoh Moh Soo)
Kulim (Landmark Central)
Grik (Jalan Toh Shah Bandar Ulu)
Taiping (Kamunting)
Taiping (Wisma Dato’ Toh Eng Hoe)
Taiping (Jalan Kota)
Ipoh (Jalan Dato Onn Jaafar)
Ipoh (Jalan Kampar)
Sitiawan (Jalan Lumut)
Sungai Siput (Jalan Besar)
Kuala Kangsar (Jalan Kangsar)
Teluk Intan (Jalan Ah Cheong)
Northern Region Outlets
Alor Setar (Star Parade)
Alor Setar (Alor Star Mall)
Penang (Komtar)
Prai (Megamal Penang)
Taiping (Taiping Mall)
East Coast Region Outlets
Kota Bharu (KB Mall)
Mentakab (Mentakab Star Mall)
Southern Region Outlets
Batu Pahat (Batu Pahat Mall)
Kluang (Kluang Mall)
TOTAL OUTLETS
Central Region Outlets
Ampang (Paragon Point)
Shah Alam (Plaza Alam Sentral)
Shah Alam (Sungai Buloh)
Klang (Shaw Centrepoint)
Banting (Jalan Besar)
Semenyih (Semenyih Central)
Kuala Lumpur (Pudu Plaza)
Kuala Lumpur (Sri Petaling)
Kuala Lumpur (Taman Kok Lian)
Kuala Lumpur (Mid-Point)
Port Dickson (Oceanic Mall)
Seremban (Jalan Tuanku Munawir)
Seremban (Centre Point)
Seremban (Jalan Dato’ Sheikh Ahmad)
Tampin (Jalan Besar)
Melaka (Soon Seng Plaza)
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MILIMEWA SUPERSTORE SDN BHD
(163412-H)
SUPERMARKET &
DEPARTMENTAL STORES
Milimewa Outlets
Kota Bharu (Jalan Padang Garong)
Kuala Terengganu (Jalan Bandar)
Kemaman (Centre Point)
Kuantan (Pasar Besar)
Kuantan (Kuantan Parade)
Mentakab (Jalan Mok Hee Kiang)
Temerloh (Terminal Utama)
Bentong (Vega Mall)
Kudat (Kudat)
Kota Marudu ( Kota Marudu)
Tuaran (Tuaran)
Kota Kinabalu (Kojasa Building)
Inanam (Inanam)
Luyang (Bornion Centre)
Ranau (Wisma Tai Kong)
Sandakan (Centre Point Mall)
Penampang (Beverly Hills Plaza)
Keningau (Keningau 1)
Keningau (Keningau 2)
Tawau 1 (Complex Cahaya Baru)
Tawau 2 (Kojasa Kompleks)
Semporna (Semporna New Town Centre)
Kunak (Kunak Plaza)
Lahad Datu (Centre Point Shopping Complex)
Lido (Panggung Lido)
Southern Region Outlets
TOTAL OUTLETS
East Coast Region Outlets
Muar (Wetex Parade)
Tangkak (Jalan Payamas)
Batu Pahat (Jalan Zabedah)
Batu Pahat (Jalan Rugayah)
Johor Bahru (Komplek Lien Hoe)
Johor Bahru (Taman Johor Jaya)
Johor Bahru (Taman Tun Aminah)
Johor Bahru (Jalan Tebrau Pandan)
Kluang (Jalan Dato Rauf)
TOTAL OUTLETS
48
17
15,500 12 74
combined workforce
states
13
outlets
ANNUAL REPORT 2014
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The Store Group’s Outlets Directory
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HEAD OFFICE
The Store Corporation Berhad
(252670-P)
Lot 328, Jalan 51A/223,
Seksyen 51A,
46100 Petaling Jaya,
Selangor Darul Ehsan.
Tel :+603-7960 3233
Fax :+603-7960 3299
Addresses of Outlet
NORTHERN REGION
ALOR SETAR (STAR PARADE)
888, Kompleks Star Parade,
Jalan Teluk Wanjah, 05200 Alor Setar,
Kedah Darul Aman.
Tel: 04-734 3668 Fax: 04-734 3669
E-mail: pacićas@pacićhyper-dept.com.my
Business Hour: (Mon - Sun)
10.00am - 10.00pm
SUNGAI PETANI (SP PLAZA)
SP Plaza, Jalan Ibrahim,
08000 Sungai Petani,
Kedah Darul Aman.
Tel: 04-422 1188 / 422 1189
Fax: 04-421 7850
Email : [email protected]
10.30am - 10.00pm
PENANG (KOMTAR)
No. 1, Concourse 1.01- 4.01 Komtar,
10000 Penang.
Tel: 04-250 3399
Fax: 04-250 3398
E-mail: pacićkomtar@pacićhyper-dept.com.my
10.00am - 10.30pm
GRIK (JALAN TOH SHAH BANDAR ULU)
No. 30-39,
Jalan Toh Shah Bandar Ulu,
33300 Grik,
Perak Darul Ridzuan.
Tel: 05-792 1463/1423 Fax: 05-792 1478
10.00am - 10.00pm
TAIPING (KAMUNTING)
PT 13952,
Jalan Medan Saujana, Kamunting,
34600 Taiping,
Tel: 05-807 2107 Fax: 05-807 1424
10.00am - 10.00pm
KANGAR (KAYANGAN SQUARE)
Kayangan Square Shopping Complex,
Jalan Penjara, 01000 Kangar,
Perlis Indera Kayangan.
Tel : 04-977 2616 Fax : 04-977 9772
Business Hour : (Mon - Sun)
10.00 am to 10.00 pm
ALOR SETAR (ALOR STAR MALL)
G-888, Ground Floor & 1-888,
First Floor, Alor Star Mall,
Kawasan Perusahaan Tandop Baru,
05400 Alor Setar, Kedah Darul Aman.
Tel: 04-772 9233 Fax: 04-772 1233
E-mail: pacićasmall@pacićhyper-dept.com.my
10.00am - 10.30pm
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SUNGAI PETANI
(CENTRAL SQUARE)
Central Square Shopping Complex,
23, Jalan Kampung Baru,
08000 Sungai Petani,
Kedah Darul Aman.
Tel: 04-423 8123
Fax :04-423 6681
10.30am - 10.00pm
KULIM (JALAN TEOH MOH SOO)
Wisma Lee Bak Hong, Lot 17-20,
Jalan Teoh Moh Soo,
09000 Kulim,
Kedah Darul Aman.
Tel: 04-491 7733 / 491 3773
Fax: 04-491 3377
10.30am - 10.00pm
KULIM (LANDMARK CENTRAL)
2-F10 Level 2, Kulim Landmark
Central Shopping Centre,
No.1, Jalan KLC Satu (1)
09000 Kulim, Kedah Darul Aman.
Tel: 04-491 9323 / 491 8323
Fax: 04-490 8323
10.30am - 10.00pm
PRAI (MEGAMAL PINANG)
2828, Jalan Baru,
Bandar Perai Jaya,
13600 Seberang Perai Tengah.
Pulau Pinang
Tel: 04-399 8998
Fax: 04-399 8228
E-mail: pacićprai@pacićhyper-dept.com.my
10.00am - 10.30pm
TAIPING
(WISMA DATO’ TOH ENG HOE)
Lot 1512-1522,
Jalan Panggung Wayang,
34000 Taiping,
Tel: 05-806 0396/806 0397/
806 0398
Fax: 05-806 0393
10.00am - 10.00pm
CENTRAL REGION
TAIPING (TAIPING MALL)
Jalan Tupai, 34000 Taiping
Perak Darul Ridzuan
Tel: 05-8088 833
Fax: 05-8068 633
E-mail: pacićtaiping@pacićhyper-dept.com.my
10.00am - 10.30pm
AMPANG (PARAGON POINT)
G-001, Ground Floor,
Paragon Point Shopping Centre,
Jalan Bunga Tanjung B,
Taman Putra, 68000 Ampang,
Tel: 03-4295 6199/1599/9299
Fax: 03-4295 2199
10.00am - 10.00pm
TAIPING (JALAN KOTA)
No 10-20, Jalan Tupai
34000 Taiping,
Tel: 05-808 5214/ 5215
Fax: 05-807 1042
10.00am - 10.00pm
IPOH (JALAN DATO ONN JAAFAR)
Lot 6427 N, Jalan Dato Onn Jaafar,
30300 Ipoh,
Tel: 05-255 0518 Fax: 05-255 6528
10.30am - 10.30pm
SITIAWAN (JALAN LUMUT)
Lot 556/779, Jalan Lumut,
32000 Sitiawan, Manjung
Tel: 05-692 1552/691 2423/691 2431
Fax: 05-691 7418
10.00am - 10.00pm
KUALA KANGSAR
(JALAN KANGSAR)
71A-71D, Jalan Kangsar
33000 Kuala Kangsar,
Tel: 05-776 5522/776 5722/776 6432
Fax: 05-776 5622
10.00am - 10.00pm
IPOH (JALAN KAMPAR)
203, Jalan Raja Permaisuri Bainun
(Jalan Kampar), 30250 Ipoh,
Tel: 05-241 3597 Fax: 05-241 3612
Business Hour:
(Mon - Sat)10.30am - 10.30pm
(Sun) 8.00am - 10.30pm
SUNGAI SIPUT (JALAN BESAR)
Lot 1352-1356,
Jalan Besar,
31100 Sungai Siput,
Tel: 05-598 3233 Fax: 05-598 1828
10.00am - 10.00pm
TELUK INTAN
(JALAN AH CHEONG)
775, Jalan Ah Cheong,
36000 Teluk Intan,
Tel: 05-622 2511
Fax: 05-621 3311
10.00am - 10.00pm
SHAH ALAM
(PLAZA ALAM SENTRAL)
Plaza Alam Sentral, Jalan Majlis,
Seksyen 14, 40000 Shah Alam,
Tel: 03-5513 3377
Fax: 03-5513 3737
Email :[email protected]
10.30am - 10.00pm
SHAH ALAM (SUNGAI BULOH)
Kompleks Sungai Buloh,
No. 2, Bandar Baru Sungai Buloh,
Seksyen U20, 47000 Shah Alam,
Tel: 03-6157 1195
Fax: 03-6157 7195
10.00am - 10.00pm
KLANG (SHAW CENTREPOINT)
Shaw Centrepoint Complex,
LG. 01-3.01, Jalan Raja Hassan,
41400 Klang,
Tel: 03-3344 6233
Fax: 03-3344 9233
10.00am -10.00pm
BANTING (JALAN BESAR)
Lot 1256, Jalan Besar,
42700 Banting,
Tel: 03-3181 2998
Fax: 03-3181 2996
10.00am - 10.00pm
KUALA LUMPUR
(PUDU PLAZA)
Upper Ground & 1st Floor,
Pudu Plaza, Jalan Davis, Pudu,
55100 Kuala Lumpur.
Tel: 03-2141 3599
Fax: 03-2144 8599
10.00am - 10.00pm
KUALA LUMPUR
(TAMAN KOK LIAN)
LOT 34817, Jalan Batu Ambar,
Taman Kok Lian,
51200 Kuala Lumpur.
Tel: 03-6257 3949
Fax: 03-6257 3939
10.30am -10.00pm
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Addresses of Outlet
NORTHERN REGION
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Addresses of Outlet
CENTRAL REGION
PORT DICKSON (OCEANIC MALL)
Oceanic Mall, 1/2 Miles,
Jalan Pantai,
71000 Port Dickson,
Negeri Sembilan Darul Khusus.
Tel: 06-647 7733 Fax: 06-647 7337
10.00am - 10.00pm
SEREMBAN (CENTRE POINT)
Jalan Dato’ Siamang Gagap,
70100 Seremban,
Tel: 06-761 1228 Fax: 06-761 2559
10.00am - 10.00pm
TAMPIN (JALAN BESAR)
49-51, Jalan Besar,
73000 Tampin,
Tel: 06-441 9736/441 2936
Fax: 06-441 2923
10.00am - 10.00pm
SEMENYIH (SEMENYIH SENTRAL)
Jalan Semenyih 3,
Semenyih Sentral, 43500 Semenyih,
Tel: 03-8724 3128
Fax: 03-8724 6128
10.00am - 10.00pm
KUALA LUMPUR (SRI PETALING)
41, Jalan Radin Tengah,
Bandar Baru Sri Petaling,
57000 Kuala Lumpur.
Tel: 03 - 9056 3023
Fax: 03 - 9056 3713
10.00am - 10.00pm
KUALA LUMPUR (MID-POINT)
Mid-Point Shopping Centre,
Jalan Pandan Indah 1/25,
Pandan Indah, 55100 Kuala Lumpur.
Tel: 03-9274 9311/0927/
6440/0463/0497
Fax: 03-9274 3353
10.00am - 10.00pm
SEREMBAN
(JALAN TUANKU MUNAWIR)
43-A, Jalan Tuanku Munawir,
70000 Seremban,
Tel: 06-762 6280
Fax: 06-763 8609
10.00am - 10.00pm
SEREMBAN
(JALAN DATO’ SHEIKH AHMAD)
Jalan Tuanku Munawir /
Jalan Dato’ Sheikh Ahmad,
70000 Seremban,
Tel: 06-763 3705 Fax: 06-762 6151
10.00am - 10.00pm
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MELAKA (SOON SENG PLAZA)
Lot 165-167, Jalan Tun Ali,
75300 Melaka.
Tel: 06-283 5087/5088
Fax: 06-283 6588
10.00am - 10.00pm
EAST COAST REGION
KUALA TERENGGANU
(JALAN BANDAR)
218-/1-10, Jalan Bandar,
20100 Kuala Terengganu,
Terengganu Darul Iman.
Tel: 09-622 5399
Fax: 09-623 5942
10.00am - 10.00pm
MENTAKAB
(MENTAKAB STAR MALL)
Lorong Bendahara 1,
Mentakab Star City,
28400 Mentakab,
Pahang Darul Makmur.
Tel: 09-278 5733
Fax: 09-278 5773
10.00am - 10.00pm
KUANTAN (KUANTAN PARADE)
Complex Kuantan Parade,
Jalan Haji Abdul Rahman,
25000 Kuantan,
Tel: 09-513 1698
Fax: 09-514 1993
10.00am - 10.00pm
TEMERLOH (TERMINAL UTAMA)
Terminal Utama,
No.2, Jalan Sudirman,
28000 Temerloh,
Tel: 09-296 6100
Fax: 09-296 6900
10.00am - 10.00pm
KOTA BHARU
(JALAN PADANG GARONG)
2982 B-F, Jalan Padang Garong,
15000 Kota Bharu,
Kelantan Darul Naim.
Tel: 09-748 7711 / 748 7722 /
748 7733
Fax: 09-748 7788
10.00am - 10.00pm
KOTA BHARU (KB MALL)
Level Ground Floor Unit G-888,
Level 1st Floor Unit 1-888,
KB Mall, Lot Pt 101 & 102,
Seksyen 16, Jalan Hamzah
15050 Kota Bharu,
Kelantan Darul Naim.
Tel: 09-747 6622
Fax: 09-747 5225
Email : pacićkbmall@pacićhyper-dept.com.my
Business Hour: (Mon - Sun) 10.30am - 10.30pm
KEMAMAN (CENTRE POINT)
Kemaman Centre Point,
Jalan Da Omar,
24000 Kemaman,
Terengganu Darul Iman.
Tel: 09-858 4500
Fax: 09-858 4600
10.00am - 10.00pm
KUANTAN (PASAR BESAR)
Pasar Besar Kuantan,
Jalan Tun Ismail,
25000 Kuantan,
Tel: 09-517 8080 Fax: 09-516 5050
10.00am - 10.00pm
MENTAKAB
(JALAN MOK HEE KIANG)
28, Jalan Mok Hee Kiang,
28400 Mentakab,
Tel: 09-278 1600 Fax: 09-278 1601
10.00am - 10.00pm
BENTONG (VEGA MALL)
Lot 01-01, Bentong Vega Mall,
Jalan Ketari, 28700 Bentong,
Tel: 09-223 2860 / 223 2861
Fax: 09-223 2863
Business Hour:
(Mon - Fri) 11.00am - 10.00pm
(Sat - Sun) 10.00am - 10.00pm
SOUTHERN REGION
TANGKAK (JALAN PAYAMAS)
Lot 167, Jalan Payamas,
84900 Tangkak,
Johor Darul Takzim.
Tel: 06-978 8076/ 978 8077
Fax: 06-978 5373
10.00am - 10.00pm
BATU PAHAT
(JALAN RUGAYAH)
No 89, Jalan Rugayah,
83000 Batu Pahat,
Johor Darul Takzim.
Tel: 07-431 8819
Fax: 07-431 2612
10.00am - 10.00pm
JOHOR BAHRU
(KOMPLEK LIEN HOE)
Lot 1-15, Block H,
Plaza Sentosa, Jalan Sutera,
Taman Sentosa,
80150 Johor Bahru,
Johor Darul Takzim.
Tel : 07-331 8649 Fax: 07-332 2282
10.00am - 10.00pm
JOHOR BAHRU
(TAMAN TUN AMINAH)
Plaza Tasek, No 2, Jalan Pendekar 16,
Taman Ungku Tun Aminah,
81300 Skudai,
Johor Darul Takzim.
Tel : 07-554 2008
Fax : 07-558 7008
E-mail : [email protected]
10.00am - 10.00pm
KLUANG (JALAN DATO RAUF)
No 1,3 & 5, Jalan Dato Rauf,
86000 Kluang,
Johor Darul Takzim.
Tel: 07-777 1528 Fax: 07-777 1598
10.00am - 10.00pm
MUAR (WETEX PARADE)
Jalan Ali, 84000 Muar,
Johor Darul Takzim
Tel: 06-952 1918 Fax: 06-952 1916
10.00am - 10.00pm
BATU PAHAT
(JALAN ZABEDAH)
28B, Jalan Zabedah,
83000 Batu Pahat,
Johor Darul Takzim.
Tel: 07-433 3293 Fax: 07-433 1203
10.00am - 10.00pm
BATU PAHAT
(BATU PAHAT MALL)
1-888, Batu Pahat Mall,
Jalan Kluang, 83000 Batu Pahat,
Johor Darul Takzim.
Tel: 07-431 1233 Fax: 07-431 0233
Email : pacićbpmall@
pacićhyper-dept.com.my
10.00am - 11.00pm
JOHOR BAHRU
(TAMAN JOHOR JAYA)
135, 135A, 137 & 137A,
Jalan Dedap 4, Taman Johor Jaya,
81100 Johor Bahru Tengah,
Johor Darul Takzim.
Tel : 07-355 5107 Fax : 07-354 6742
E-mail : [email protected]
10.00am - 10.00pm
JOHOR BAHRU
(JALAN TEBRAU PANDAN)
Lot 1876, Batu 7, Jalan Tebrau Pandan,
81100 Johor Bahru,
Johor Darul Takzim
Tel: 07-355 2486/6735/3530
Fax: 07-354 4988
10.00am - 11.00pm
KLUANG (KLUANG MALL)
G-88 & 1-88, Kluang Mall,
Jalan Rambutan, Bandar Kluang,
86000 Kluang,
Johor Darul Takzim.
Tel: 07-776 9928 Fax: 07-776 2788
E-mail: pacićkluang@
pacićhyper-dept.com.my
10.00am - 10.30pm
17
ANNUAL REPORT 2014
252670-P
Addresses of Outlet
EAST COAST REGION
252670-P
Addresses of Outlet
SABAH REGION
TUARAN
Lot 4 - 9, Jalan Hone,
89208 Tuaran,
Sabah.
Tel: 088-792 549 / 792 531
Fax: 088-792 520
INANAM
Block C, Lot 20 - 25,
Lorong Inanam Plaza,
88400 Inanam,
Kota Kinabalu, Sabah.
Tel: 088-438 150 / 438 151
Fax: 088-438 155
RANAU (WISMA TAI KONG)
Wisma Tai Kong,
Ground, 1st & 2nd Floor,
Lot 6 - 8,
89307 Ranau, Sabah.
Tel: 088-879 501 / 879 502
Fax: 088-879 500
PENAMPANG
(BEVERLY HILLS PLAZA)
Lot 33 - 36, Ground - 2nd Floor
Beverly Hills Plaza, Jalan Bundusan,
88300 Penampang, Kota Kinabalu,
Sabah.
Tel: 088-728 127 / 728 207
Fax: 088-728 243
KENINGAU (KENINGAU 2)
Yee Shing Commercial Complex,
Lot 3 - 10, Phase 2,
89007 Keningau, Sabah.
Tel: 087-332 500 / 332 600 /
336 900
Fax: 087-333 800
KUDAT
Lot 2 - 7,
Ground & 1st Floor,
Jalan Lintas, 89057 Kudat,
Sabah.
Tel: 088-621 743 / 622 743
Fax: 088-621 106
KOTA MARUDU
Lot 1 - 6,
Jalan Jaya Pekan Baru,
89108 Kota Marudu,
Sabah.
Tel: 088-661 968 / 662 768
Fax: 088-663 448
KOTA KINABALU
(KOJASA BUILDING)
No. 1, Kojasa Building,
Jalan Pantai,
88000 Kota Kinabalu,
Sabah.
Tel: 088-231 521 / 253 397
Fax: 088-219 773
SEMPORNA
(SEMPORNA NEW TOWN CENTRE)
Lot 1 - 6,
Semporna New Town Centre
Jalan Panglima Abdullah,
91308 Semporna, Sabah.
Tel: 089-784 288 / 784 289
Fax: 089-784 290
ANNUAL REPORT 2014
18
LUYANG (BORNION CENTRE)
Lot 26 - 27, Bornion Centre,
Taman Foh Sang,
88836 Luyang,
Tel: 088-246 733 / 246 734
Fax: 088-246 729
SANDAKAN
(CENTRE POINT MALL)
Lot 15 - 19, Centre Point Mall,
Jalan Pryer,
90000 Sandakan,
Sabah.
Tel: 089-235 021 / 235 022
Fax: 089-235 023
KENINGAU (KENINGAU 1)
Block C-3, Lot 9 - 12,
Jalan Masak,
89007 Keningau, Sabah.
Tel: 087-331 400 / 332 300
Fax: 087-332 100
TAWAU 1
(COMPLEX CAHAYA BARU)
Lot 257 - 261,
Complex Cahaya Baru,
Jalan Bunga, 91000 Tawau,
Sabah.
Tel: 089-753 339 / 753 986 /
753 980
Fax: 089-753 990
TAWAU 2 (KOJASA KOMPLEKS)
Kojasa Kompleks, No. TB 2602,
Port Reclamation Area,
Sea Front at Jalan Dunlup,
91000 Tawau, Sabah.
Tel: 089-761 207 / 761 208
Fax: 089-761 210
KUNAK (KUNAK PLAZA)
Lot D3 - D8,
Kunak Plaza,
91207 Kunak, Sabah.
Tel: 089-852 711 / 852 996
Fax: 089-852 710
LIDO (PANGGUNG LIDO)
Mile 3, Taman Che Mei,
Ground Floor Panggung Lido,
Penampang 88300,
Tel: 088-232 920 / 538 920 /
244 920
Fax: 088-230 920
LAHAD DATU
(CENTRE POINT SHOPPING COMPLEX)
Level 2 & 3,
Centre Point Shopping Complex
Jalan Kastam Lama,
91100 Lahad Datu,
Sabah.
Tel: 089-886 652 / 886 653
Fax: 089-887 377
The Store Group cares on employee’s career development.
An established in-house learning and development programme
had been set to equip our employees with relevant skills
in order to build up their competitive capability.
19
ANNUAL REPORT 2014
252670-P
The Store Group
Training & Leadership
Development
252670-P
We have established
our in-house learning and
development programme
to equip our employees
with the relevant skill
sets as they progress
in their careers
ANNUAL REPORT 2014
20
The Store Group’s
Milestone
of Achievements
21
ANNUAL REPORT 2014
252670-P
252670-P
The Store Group’s
Milestone of Achievements
2014
Thirteen (13) outlets were awarded the certićate of KEDAI HARGA PATUT
2014 in supermarket category by the Ministry of Domestic Trade,
Co-operatives and Consumerism. The awarded outlets are as follow:
The Store - Bentong (Vega Mall), Kuala Terengganu (Jalan Bandar), Kangar
(Kayangan Square), Sungai Petani (Central Square), Setiawan (Jalan Lumut),
Sungai Siput (Jalan Besar) Ipoh (Jalan Kampar), Teluk Intan (Jalan Ah Cheong),
Batu Pahat (Jalan Rugayah)
Pacić - Kluang (Kluang Mall), Batu Pahat (Batu Pahat Mall), Prai (Megamal
Pinang), Penang (Komtar)
2007 / 2008
Eighteen (18) outlets
were awarded the
Certićate of Fair
Price Shop in
various categories
by the Ministry of
Domestic Trade &
Consumer Affairs in
recognition of its
fair prices.
2007 / 2008
Eighteen (18) outlets were
awarded the Certićate of
Consumer’s Choice Shop
(Kedai Pilihan Pengguna)
by the Ministry of Domestic
Trade & Consumer Affairs in
recognition of its “quality,
friendliness and reasonable
prices” motto for essential
consumer products.
2007 ~ 2008
Malaysia Top 3
Retailers of 2007 as
recognized by the
Retail Asia-Pacić
Top 500 Ranking
& Awards,
a prestigious
award for best
performing retail
companies in 14
markets in the
Asia-Pacić
Region.
ANNUAL REPORT 2014
22
2009 / 2010
Pacić (Prai) has
been awarded the
Certićate of Merit
(under the subsector
of Hypermarket
outlet) in “Service
& Courtesy”
Excellence Awards
for Retailers.
2010
Eleven (11) outlets have been
awarded the Certićate of
Accreditation
(under the sub-sector of
Hypermarket / Supermarket &
Departmental Store Categories)
in Quality Merchandise,
Courteous Services & Store
Presentation for 2010 / 2011.
2010
Malaysia Top 10
Retailers of 2010 as
recognized by the
Retail Asia-Pacić
Top 500 Ranking &
Awards.
2006 / 2007
Awarded the
Certićate of
Consumer’s Choice
Shop (Kedai Pilihan
Pengguna) by the
Ministry of Domestic
Trade & Consumer
Affairs..
2007 ~ 2008
Pacić (Prai), Pacić (KB Mall), Pacić (Alor
Star Mall), Pacić (Batu Pahat Mall), The
Store - Johor Bahru (Tebrau Pandan), The
Store - Kuantan (Kuantan Parade), The Store
- Kuala Lumpur (Sri Petaling) were awarded
the Certićate of Accreditation (under the
sub-sector of Hypermarket / Supermarket
& Departmental Store Categories) in
Quality Merchandise, Courteous Services
& Store Presentation for 2007/2008. The
Store - Johor Bahru (Tebrau Pandan) and
Pacić (Alor Star Mall) were also awarded
with the best Supermarket, Hypermarket
& Departmental Store in “Service &
Courtesy” Excellence Awards for Retailers in
2007/2008. All awards were organized by
the Malaysia Retailers Association (MRA), in
collaboration with the National Productivity
Corporation (NPC) and endorsed by the
Ministry of Domestic Trade & Consumer
Affairs.
2012
Seventeen (17) outlets were awarded the Certićate of Anugerah Kedai
Pilihan Rakyat 1Malaysia (AKPR1M) in supermarket category by the Ministry of
Domestic Trade, Co-operatives and Consumerism. The awarded outlets are as
follow:
Northern Region-The Store – Ipoh (Jalan Kampar), Taiping (Kamunting),
Taiping (Jalan Kota), Sitiawan (Jalan Lumut), Sungai Siput (Jalan Besar),
Kangar (Kayangan Square) Pacić – Prai (Megamal Pinang), Penang (Komtar)
Central Region-The Store – Kuala Lumpur (Sri Petaling) Southern Region-The
Store – Johor Bahru (Taman Johor Jaya), Johor Bahru (Komplek Lien Hoe),
Johor Bahru (Jalan Tebrau Pandan), Pacić – Kluang (Kluang Mall), Batu Pahat
(Batu Pahat Mall) East Coast Region-The Store – Terengganu (Jalan Bandar),
Bentong (Vega Mall) Pacić – Kota Bharu (KB Mall)
2010
Twelve (12) outlets
have been awarded
the Certićate of
Kedai Harga Patut
2010 in various
categories by the
Trade & Consumer
Affairs in recognition
of its fair price.
The awards are as follows:
Electronic and Electrical
Products
2005
Largest and Oldest
Existing Supermarket
cum Departmental
Chain in Malaysia as
certiéd by the Malaysia
Book of Records Year
2001. This recognition
has been recertiéd in
August 2005.
Supermarket
2005
Malaysia Top 3
Retailer of 2005
as recognized by the
Retail Asia Pacić top 500
Awards 2005, a leading
award for top performing
retail companies in
14 economies in the
Asia-Pacić Region.
Textile & Apparel
2008 / 2009
Nine (9) outlets
were awarded the
Certićate
of Consumer’s Choice
Shop (Kedai Pilihan
Pengguna) by the
Trade & Consumer
Affairs.
2008 / 2009
Seven (7) outlets were
awarded the Certićate
of Accreditation (under
the sub-sector of
Hypermarket/ Supermarket
& Departmental Store
Categories) in Quality
Merchandise, Courteous
Services & Store
Presentation.
2008 / 2009
Eleven (11) outlets
were awarded the
Certićate of Fair
Price Shop in various
categories by the
Trade & Consumer
Affairs in recognition
of its fair prices.
2005
Acknowledged as
one of the top 100
listed companies in
terms of shareholder
value creation in
KPMG/ The Edge
Shareholder
Value Awards
2005.
Leather Products
Footwear/ Bag
2004 / 2005
Awarded the Certićate
of Excellence by the
Trade & Consumer
Affairs for its successful
listing in Malaysia 1000
for year 2004/ 2005,
a directory of the top
1000 performing
companies in Malaysia.
2004 ~ 2007 The Store
(Malaysia) Sdn. Bhd. (8199-K)
and Pacić Hypermarket &
Departmental Store Sdn. Bhd.
(361202-X) received numerous
“Service & Courtesy” Excellence
Awards for Retailers from
2004-2007. The awards are as
follows:
23
ANNUAL REPORT 2014
252670-P
The Store Group’s
Milestone of Achievements
252670-P
The Store Group’s
Corporate
Social Responsibility
The Store Group continues carry out its responsibility
in caring the less fortunate and underprivileged members of
society by involved actively in numerous charity campaigns.
ANNUAL REPORT 2014
24
On 9 May 2014, a charity fund cheque amounting to RM95,200.00 was
presented to 7 selected Associations for Disabled People in Malaysia. This
campaign was held from 1 October 2013 till 31 March 2014 and the fund was
distributed equally to the 7 selected welfare associations as listed below:
•
Penang Cheshire home
•
Rumah Kebajikan Kanak-kanak Cacat Negeri Perak
•
Pusat Penjagaan Kanak-kanak Terencat Akal Kuala Terengganu
•
Persatuan Penjagaan Kanak-kanak Cacat Klang Selangor
•
Persatuan Kebajikan Orang-orang Kurang Upaya Negeri Johor
•
Sabah Cheshire Home
•
Seri Mengasih Centre, Sabah
The Store Group hope that this fund could help to ease the burden of these
welfare associations and able to help the organizers of the respective welfare
associations to continue their mission and vision to provide better facilities
and education for the residents of the home, and enriching their life.
Unleash
Love and Care
to the
Needy Group
Handling Over:
Mr Winky Pek was handling over
a cheque amounting to
RM95,200.00 to 7 selected
DisabledAssociations around Malaysia.
Witnessed by Ms Adibah Noor
(The Store Group’s Ambassador).
Charity To
Yayasan Budi Penyayang Malaysia
On 1 November 2014, a charity fund
cheque amounting to RM105,000
was presented to Yayasan Budi
Penyayang Malaysia. This campaign
was held from 1 April 2014 till 30
September 2014.
The Store Group wishes that
these funds will reach out to more
underprivileged families in Malaysia
through the Foundation’s aggressive
programs and helping hands.
Handling Over:
A total amount of RM105,000.00 charity fund
cheque was presented to Dato’ Leela Mohd Ali,
Trustee & CEO of Yayasan Budi Penyayang Malaysia.
The Store Group continuously
seeking provides assistance and
contribution to the social well-being
of community through its exclusive
retail network.
25
ANNUAL REPORT 2014
252670-P
Charity Fund to 7 Selected Assiociations for Disable People in Malaysia
Charity fund raising campaign was one of a frequent charitable activity of The
Store Group, which was a half-yearly campaign held twice a year consistently.
The Store Group’s
Corporate Social Responsibility
252670-P
The Store Group’s
In tune with the season’s festive
spirit, The Store Group celebrated
Hari Raya Puasa and Chinese New
Year with underprivileged children
and families each and every year
to spread festive cheer through a
little caring for them.
Each and every year, The Store
Group
in
collaboration
with
Yayasan Budi Penyayang Malaysia,
employees of The Store Group
and volunteers of PENYAYANG
will be joined together for the
distribution of food hampers and
other contributions during festive
season.
Spreading Love: The Store Group had contributed bundle donations for the less fortune and underprivileged
members of society via its on-going charity campaign.
Berbuka Puasa with Underprivileged Students and Orphans
In the blessed month of Ramadan, Pacić Hypermarket & Departmental Store, in collaboration with Syarikat Faiza Sdn.
Bhd. and Nestlé Products Sdn. Bhd. have hosted three Berbuka Puasa Dinner for orphans and students as part of The Store
Group’s ongoing efforts to exert a loving spirit and foster closer ties with communities. The Berbuka Puasa Dinner is part
of The Store Group’s annual events. The purpose of this meaningful event is to share the enjoyment and bliss of Ramadan
and the upcoming Syawal with the less fortunate. It is also aimed to encourage a caring spirit, being supportive of each
other, and giving a helping hand to those in needs.
Time To Share Joy,
Hope and Love
Buka Puasa Feast at
Batu Pahat Mall,Johor.
Orphans from Pertubuhan Kebajikan
Anak-Anak Yatim Islam Batu Pahat were
treated to this event.
Buka Puasa Feast
at Alor Star Mall,
Kedah.
Students from
Sekolah Kebangsaan Peremba,
Sekolah Kebangsaan
Dato’ Wan Mohamad Saman, and
Sekolah Kebangsaan Gerigis.
Buka Puasa Feast
at KB Mall,
Kelantan.
Orphans from
Rumah Puteri Harapan
ANNUAL REPORT 2014
26
1
1~2 The Store was handed school supplies to
the State Education Department to be given
out to 500 students who affected during
the µood incident. The contribution activity
was held at The Store Kemaman Centrepoint
Branch.
3~4 Outlet has runs donation
campaign calling on customers to come
forward and lead a helping hand by sending
in generous contributions into donation
boxes located at a few The Store Outlets.
5
Volunteered staff of Pacić
– KB Mall with Ahli Majlis Kerajaan Kelantan,
distributed necessities food items to the
µood victims at Kelantan area.
2
3
5
4
THE STORE GROUP
had organized humanitarian aid
to help flood victims at
East Coast area as a part of its
programme
27
ANNUAL REPORT 2014
252670-P
The Store Group’s
252670-P
Corporate Information
Board Of Directors :
Dato’ Sri Md Kamal bin Bilal ~ Chairman
(Independent Non-Executive Director )
Tan Sri Dato’Sri Tang Yeam Soon (Managing Director)
Dato’ Dr. Haji Kardin bin Haji Shukor (Independent Non-Executive Director)
Puan Sri Datin Sri Khor Guik Lee (Executive Director)
Chang Yen Huei (Executive Director)
Yeoh Chong Keng (Independent Non-Executive Director)
Lim Gin Chuan (Independent Non-Executive Director)
Kam Teh Chung (Executive Director) (retired w.e.f 28 March 2014)
Audit Committee :
Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
Remuneration Committee :
Yeoh Chong Keng
Lim Gin Chuan
Nominating Committee :
Yeoh Chong Keng
Lim Gin Chuan
Company Secretaries :
Ms Lee Wai Ngan (LS 00184)
Ms Hwong Pik Hua (MAICSA 7027798)
Registered Office & Registrar
Plaza 138, Suite 18.03
18th Floor, 138, Jalan Ampang
50450 Kuala Lumpur
Tel: 603-21615466 Fax: 603-21636968
Principal Place of Business
Lot 328, Jalan 51A/ 223, Sek. 51A
Petaling Jaya 46100
Selangor Darul Ehsan
Tel: 603-7960 3233
Fax: 603-7960 3299
Website Address : www.tstore.com.my
Email: [email protected]
Stock Exchange Listing
Listed on the Main Market of
Bursa Malaysia Securities Berhad
since 3 March 1994
Stock Sector: Trading
Stock Name & code : TSTORE & 5711
ANNUAL REPORT 2014
28
Auditors
Grant Thornton
Chartered Accountants
51-8-A, Menara BHL Bank
Jalan Sultan Ahmad Shah
10050 Pulau Pinang
Principal Bankers
Malayan Banking Berhad (3813-K)
Hong Leong Bank Berhad (97141-X)
HSBC Bank Malaysia Berhad (127776-V)
Place of incorporation & domicile
Malaysia
Executive Director
Chang Yen Huei
Nationality/Age
: Malaysian/ 51
Nationality/Age
: Malaysian/ 52
Date of Appointment
: 02 November 2001
Date of Appointment
: 14 February 2000
: 15 years 1 month
Length of Services
(as at 5 March 2015)
: 13 years 4 months
Length of Services
Date of last re-election
: 23 March 2012
: 28 March 2013
Board Committee
: Nil
Board Committee
: Nil
Board Meeting attended
in the ńancial year
: 4/4
: 4/4
Directorship in Public
Companies
: Chairman of Borneo Aqua
Harvest Bhd (649504-D)
Dato’ Sri Kamal has over 20 years of experience in the government
sector, serving as a Community Development Ofćer in the Ministry
of National & Rural Development. After that, he ventured into the
Automobile Industry as a Proton Edar dealer in Penang. He has been
the Division Treasurer of UMNO for Kepala Batas Division and also
a Division Committee Member of Barison Nasional for Kepala Batas
until now.¢ Dato’ Sri Kamal was conferred a Honorary Doctorate of
Philosophy (Entrepreneurship) by Golden State University, USA.
Group Managing Director
Tan Sri Dato’ Sri Tang Yeam Soon
P.S.M., S.S.A.P., D.S.N.S
Nationality/Age
: Malaysian/ 55
Date of Appointment
: 21 February 2001
Length of Services
: 14 years 1 month
: 28 March 2014
Board Committee
: Nil
Companies
: Nil
He is an accountant by profession and a fellow
member of Association of Chartered Certiéd
Accountants (FCCA), UK and also a member of
the Malaysian Institute of Accountants (MIA). He is
currently the Group Finance Director of The Store
Group and is responsible for Group’s corporate
ńance, treasury, accounting, taxation, information
technology, project ńancing business plan and
investor relations functions.
He began his career in a public accounting ´rm in
charge of a wide portfolio of clients in diversiéd
industries. During 1993 to 1996, he was attached
to a public listed company as an Accountant.
Subsequently, he joined Pacić Hypermarket Group
Sdn Bhd as a Group Accountant and moved up the
ranks and became Group Financial Controller to task
on budgets, organizational ńancial statements,
ńancing and accounting. In 2001, he assumed the
position as Group Finance Director of The Store
Corporation Berhad until now.
Executive Director
: 4/4
Puan Sri Datin Sri Khor Guik Lee
Companies
Nationality/Age
: Malaysian/ 53
Date of Appointment
: 27 February 2003
Length of Services
: 12 years 1 month
: 28 March 2013
Board Committee
: Nil
: Nil
Tan Sri Tang has more than 30 years of experience in the business
sector, particularly in the retail industry. He founded his ´rst
company at the age of 20 and under his stewardship, the company
was successfully listed on Bursa Malaysia Securities Berhad’s Second
Board 13 years later. Thereafter, he founded Pacić Hypermarket
& Departmental Store Sdn Bhd before forging his career with The
Store Group holding position as a Group Managing Director.
As Group Managing Director, Tan Sri Tang is mainly responsible for
setting and reviewing the operations strategic and succession plans
of the Group, evaluating and monitoring the Group’s performance
goals and management of risks.
Tan Sri Tang also actively involved in several others associations in
various capacities. Currently, Tan Sri Tang is the Honorary Deputy
Treasurer at Federal of Chinese Associations Malaysia (Huazong),
First Vice President of Malaysia-China Chamber of Commerce
and Vice President of Malaysia-China Friendship Association, a
board member of Kuen Cheng High School and others charitable
organisations.
On 5 June 2010, he was awarded the Darjah Kebesaran Panglima
Setia Mahkota (P.S.M), award which carries the title “Tan Sri” from
Duli Yang Maha Mulia Seri Paduka Baginda Yang-di-Pertuan Agong
(The King of Malaysia).
Tan Sri Tang is the husband of Puan Sri Khor Guik Lee who is also a
director and a major shareholder of The Store Corporation Berhad.
: 4/4
Companies
: Nil
She has more than 30 years of extensive experience
in the retail industry. With her spouse, Tan Sri Dato’
Sri Tang Yeam Soon, they formed a company in which
was subsequently listed on Second Board of Bursa
Malaysia Securities Berhad 13 years later. Thereafter,
she joined Pacić Hypermarket & Departmental Store
Sdn Bhd before her forging her career with The Store
Group holding position as an Executive Director.
Puan Sri Khor participated actively and constructively
in all the board deliberations towards the future
growth and direction of The Store Group.
Puan Sri Khor is the wife of Tan Sri Dato’ Sri Tang
Yeam Soon who is a director and a major shareholder
of The Store Corporation Berhad.
29
ANNUAL REPORT 2014
252670-P
Chairman
Dato’ Sri Md Kamal bin Bilal
S.S.A.P.,D.M.S.M., JP
Director’s Profile
252670-P
Director’s Profile
Independent Non-Executive Director
Dato’ Dr. Haji Kardin bin Haji Shukor
DPMJ, SMJ, AMN, PIS., JSM.,
Lim Gin Chuan
Nationality/Age
: Malaysian/ 51
Nationality/Age
: Malaysian/ 75
Date of Appointment
: 31 January 2000
Date of Appointment
: 13 December 1993
: 21 years 3 months
Length of Services
: 15 years 2 months
Length of Services
: 28 March 2014
: 28 March 2014
(Pursuant to Section 129(6)
of the Companies Act 1965)
Board Committee
: Member of Audit Committee
Member of Remuneration Committee
Member of Nomination Committee
Board Committee
: Chairman of Audit Committee
Chairman of Remuneration Committee
Chairman of Nomination Committee
: 4/4
Companies
: Nil
Dato’ Kardin is a qualiéd Veterinarian and dedicated to
his work in animal husbandry for which he has held many
top positions in the public veterinary service. In 1963, he
was seconded as Assistant Veterinarian with the Institute
of Veterinary Research, Ipoh and subsequently, transferred
to Kuala Pilah district before furthering his studies at the
University of Queensland in 1965.
: 4/4
Companies
: Director of Wong Engineering
Berhad (409959-W)
He obtained his Bachelor of Economics (major in Accounting)
and Bachelor of Law from Monash University, Melbourne,
Australia in 1988.¢ Since then he has been practicing law in
Malaysia with the main focus on conveyancing, property,
banking and company law.
Upon his return to Malaysia in 1969, Dato’ Kardin was appointed
as director of Veterinary Service for Kedah followed by other
such appointments in various districts throughout Peninsular
Malaysia. He was subsequently appointed as the Directors General of the Malaysian Veterinary Services.
Yeoh Chong Keng
Nationality/Age
: Malaysian/ 63
Date of Appointment
: 14 February 2000
Length of Services
: 15 years 1 month
: 23 March 2012
Board Committee
: Member of Audit Committee
Member of Remuneration Committee
Member of Nomination Committee
: 4/4
Companies
: Director of Tokio Marine Life
Insurance Malaysia Bhd
(457556-X)
Director of Yoong Onn
Corporation Berhad (814138-K)
He obtained his Barrister-at-Law from Lincoln’s Inn, England
in 1980. He was a senior police ofćer in the Royal Malaysian
Police Force before proceeding to read law at Lincoln’s Inn,
England. He was called to the English Bar and Malaysian Bar
in 1980 and 1981 respectively and is the Managing Partner of
a legal ´rm in Kuala Lumpur. He has also acted as counsel for
the Government of Hong Kong. He is an experienced lawyer
specializing in corporate and banking law, a certiéd mediator
and a Notary Public.
ANNUAL REPORT 2014
30
Note:
Save as disclosed in this annual report, none of the directors
have any family relationship with any other directors and/
or major shareholders of the Company or any personal
interest in any business arrangement involving the
Company, nor have they any convicted for offences within
the past 10 years, other than traffic offences, if any.
31
ANNUAL REPORT 2014
252670-P
5 Years Group Financial Highlight
Chairman’s Statement
ANNUAL REPORT 2014
32
252670-P
On behalf of the Board of Directors,
it is my pleasure to present
the Company’s Annual Report and
the Audited Financial Statements
for the ńancial year ended
30 September 2014.
Financial Review
For the ńancial year ended 30 September 2014, the Group
registered a decrease in the consolidated revenue to RM1.768
billion, a drop of RM121.0 million or 6.4% as compared to the
previous year’s revenue of RM1.889 billion. The decrease in
revenue was mainly due to on-going programme to renovate,
refurbish and upgrade certain outlets, softening market and
weaker customer spending.
Correspondingly, the Group’s net pro´t is RM20.381 million
which was a slightly decrease by 1.89% over RM20.774 million
registered in the previous year, translating to an earning per
shares of 29.76 sen. The drop in the net pro´t was due to higher
tax expense estimated.
The Group’s balance sheet remained healthy with cash and
bank balances of RM183.934 million, while shareholder’s equity
increased 3.95% to RM465.710 million from RM447.993 million in
the previous year.
Delivering Shareholders’ Value
As part of the Group’s on-going effort to return value to
shareholders, the Board has proposed a ´rst and ńal single tier
dividend of 3.75 sen per ordinary share for the ńancial year 2014.
The Group will continue to strive to maintain an optimal balance
between a reasonable return to our shareholders and conserving
sufćient resources to support long term growth of the Group.
The proposed dividend will be subject to the shareholders’
approval at the forthcoming Annual General Meeting.
Operational Review
The Group will continue to leverage on its competitive strengths
and grow its business, both organically and through new store
expansions. We will continue to provide a refreshing shopping
outlook to our customers through refurbishment and upgrade
of some of its existing outlets. In the last ńancial year, we had
completed the renovation of 6 outlets and currently the outlets
that are still undergoing its renovations are outlets at Klang
(Shaw Centrepoint), Seremban (Centre Point), Johor Bahru
(Taman Tun Aminah) and Tawau, Sabah.
The Group further brings new level of shopping experience and
lifestyles to the communities in Taiping, Perak with the opening
of its 4-Level supermarket and departmental store under the
Pacić banner at Taiping Mall which is the 9th Pacić outlet and
the 74th outlet in the Group in Malaysia. This outlet is an anchor
tenant in the mall with occupied net lettable approximate areas
of 130,803 sq. ft. It had its soft opening on 21 July 2014.
Last year, the Group had launched a Price Reduction Campaign
by slashing the selling price of more than 10,000 items ranging
from daily essential item to non-essential items to support the call
from the Government through the Domestic Trade, Cooperatives
and Consumerism Ministry to ease the burden of the high cost
of living. The Group will continue to take pro-active measures in
responses to our Government’s directive and embrace in good
corporate governance.
The Board continues to uphold our commitment to undertake
responsible practices which focuses on sustainability and good
Corporate Governance. The Group has put in efforts towards the
well-being of its employees, community and environment and
strives to balance its social responsibility to the society with its
business objectives and performance greater accountability.
The corporate social responsibility initiatives are set out
separately in the Statement on Corporate Social Responsibility
in this Annual Report.
Strategic Outlook
This year retail industries will remain difćult and challenging
with the Government’s constants reminders of reductions or
withdrawal of subsidiaries and uncertainties on the impact of the
Goods & Services Tax (GST) implementation with effect from 1
April this year. However, the Group will endeavor to continue
its efforts in enhancing operational efćiency and effectiveness
by putting in place stringent cost control measures, pursue to
increase market share in terms of quality, pricing and achieve a
wide range of product varieties.
We expect the domestic economy to remain positive due to
the resilient domestic consumption and the support of private
investment.
Acknowledgement
The strength of the Group rests with its strong leadership
supported by a loyal and united workforce for persevering
through a tough year together. It is my sincere hope that these
strengths are carried through in the future.
My sincere gratitude and heartfelt thanks to our loyal
shareholders as well as our customers, suppliers and business
associates for their continuing invaluable trust and unwavering
con´dence in our Group over the past years. I would also like
to take this opportunity to thank my fellow directors for their
valuable advices, contributions and commitments in leading
the Group. On behalf of the Board, I would like to record our
gratitude to Mr. Kam Teh Chung, our executive director who had
retired in March 2014 and we wish him well for the future.
Thank you.
Chairman
Corporate Development
On 30 April 2014, the Company had completed the disposal of
the entire investment in its wholly-owned subsidiary, SB Mall Sdn
Bhd to Goldleaf Synergy Sdn Bhd for a gain of RM4.4 million
and RM1.06 milion recognised in the Company and Group
respectively.
33
ANNUAL REPORT 2014
252670-P
Dear Valued Shareholders,
Chairman’s Statement
252670-P
Corporate Structure
ANNUAL REPORT 2014
34
To this end, the Board is pleased to present the following statement which outlines the key aspects of the application of the
Principles set out in the Code and the extent of compliance by the Company with the best practices as set out in the Code.
PRINCIPLE 1- ESTABLISH CLEAR ROLES AND RESPONSIBILITIES
The Board has the overall responsibility for the stewardship of business and affairs of the Group. The Board is committed to
assume the following roles and responsibilities speciéd in the Code when discharging its leadership responsibilities:
*
Reviewing and adopting a strategic plan for the Group ;
*
Overseeing the conduct of the Group’s business to evaluate whether the business is being properly managed;
*
Identifying the principal risks and ensuring the implementation of appropriate systems to manage these risks;
*
Succession planning, including appointing, training, ´xing the compensation of and where appropriate, replacing
key management;
*
Developing and implementation of a Corporate Disclosure Policy;
*
Reviewing the adequacy and the integrity of the Group’s internal control systems and information systems,
including systems for compliance with applicable laws, regulations, rules, directives and guidelines;
*
Monitoring and reviewing management processes aimed at ensuring the integrity of ńancial and other reporting; and
*
Ensuring that the Company’s ńancial statements are true and fair and conform to the accounting standards.
The Board has delegated the authorities and responsibilities for the day-to-day operation of business to the Managing Director
and executive directors who are representing the management. The executive directors lead the senior management team
in making and implementing the Board’s decisions, managing resources and risks in pursuing the corporate objective of the
Group.
The independent directors are independent from management and are free from any business or other relationships which
could interfere with the exercise of independent judgment or ability to act in the best interest of the Company. The presence
of independent voice on the Board ensures that objectivity in decision making of the Board is achieved and that no single
party can dominate such decision making in the Company.
The Board has delegated certain responsibilities to its committees which operate within clearly deńed terms of reference.
All Board committees do not have executive powers but report to the Board on all matters considered and the ultimate
responsibility for decision making on recommendation presented to the Board lies with the Board. The details of the Board
Committees are set out in Principle 2 in the next section.
Separation of Position of the Chairman and Managing Director
The Chairman of the Company is an independent non-executive director. The roles and responsibilities of the Chairman
and Managing Director are distinct and separated to ensure there is an appropriate balance of power and authority with
clear division of responsibility and accountability. The Chairman is primarily focused on Governance while the Managing
Director, with the assistance of executive directors, is generally focused on the business and its day-to-day operations.
The Board does not consider it necessary to nominate a recognized senior independent non-executive director to whom
any concerns may be conveyed, in view of the present independent element of the Board composition and the segregation
of the roles of the Chairman and Managing Director.
Code of Conduct/Ethics and Board Charter
The Board continues to adhere to the Code of Ethics which set out the standard of CG with the aim to cultivate good
ethical conducts throughout the Group. The Board recognizes the importance of adhering to the Code of Ethics.
The Board recognizes the importance of establishing a single source of reference for Board activities through a Board
Charter. As such, the Board will review its charter regularly, to keep it up-to-date with new changes in regulations and best
practices and to ensure its effectiveness and relevance to the Board’s objectives.
The salient features of the Code of Ethics and Board Charter are accessible by the public throughout the Company website.
35
ANNUAL REPORT 2014
252670-P
The Board remains committed to ensure that the high standards of Corporate Governance (“CG”) set out in Malaysian
Code on Corporate Governance 2012 (“the Code”) are practised throughout the Group with the ultimate objective of
enhancing shareholders’ value through building a sustainable business.
Statement Of Corporate Governance
(cont’d)
252670-P
Strategies Promoting Sustainability
The Board is committed to promote business sustainability strategies and its increasing signićance in the Group.
The sustainability strategies are realized via the Corporate Social Responsibility Programmes which are disclosed in this
Annual Report.
Access To Information and Advice
All the directors are entitled to request for additional clarićation and information or update on any aspect of the
Company’s operations to assist them in matters that require their decision. Adequate reports with regards to information
on the Group’s performance and major operational ńancial and corporate issues are disseminated in advance to facilitate
informed decision-making process.
The Board is supported by suitably qualiéd and competent company secretaries who are responsible for ensuring the
effective functioning of the Board and that rules and regulations are compiled with. The company secretaries also act as
the secretaries for all the Board Committees. In exercising their duties, individual directors may obtain professional advice
from external consultants such as investment bankers, valuers, human resource consultant etc.
PRINCIPLE 2 - STRENGTHEN COMPOSITION OF THE BOARD
The Board presently has seven members comprising:
i)
ii)
iii)
The Chairman (Independent Non-Executive)
3 Executive Directors
3 Independent Non-Executive Directors
The present composition of the Board is in compliance with the Listing Requirements whereby at least two directors or
one-third of the Board must be independent directors.
A brief pro´le of each director is presented on pages 29 to 30 of this Annual Report.
The Group maintains its current mix of Board which is well represented by individuals with diverse professional background
and experience in the areas of ńancial, legal and law, management and retail experience to facilitate Board and Committees
deliberations. There is no individual or group of individuals who dominates the Board’s decision-making. The balance
enables the Board to provide clear and effective leadership to the Company and to bring independent judgment to various
aspects of the Company’s strategies and performance.
The Board concluded that the number of members fairly reµects the interests of its shareholders and other stakeholders.
The Board, having reviewed its size and composition, is also satiséd that it is effective for proper functioning of the Board.
Nominating Committee (“NC”)
The NC has been established since 2001. It comprises three independent non-executive directors. The membership of the
Committee has not changed since the last report.
The NC is responsible for nominating new candidates to the Board and to ensure proper Board balance and size as well
as to review the required mix of skills, experiences and other competencies and make its recommendations to the Board
accordingly. The Board will implement the process, which is to be carried out by the NC, for assessing the effectiveness of
the individual directors and the Board as a whole.
The NC continually conducts an assessment on independent directors annually, upon a director’s readmission to the Board,
and when any new interest or relationship surfaces as well as review the independent directors’ time, commitment and
ability to ful´ll their responsibilities.
The NC met once during the ńancial year ended 30 September 2014 to carry out the following activities in accordance
with its terms of reference:
i.
Reviewed and recommended the re-election and re-appointment of directors at the forthcoming AGM.
ii.
Reviewed and recommended the retention of independent Non-Executive Directors.
iii.
Reviewed and assessed the independence of the Independent Directors.
ANNUAL REPORT 2014
36
The Board acknowledges the recommendation of the Code pertaining to the establishment of Boardroom gender diversity
policy. The Board supports non-discrimination on the basis of role, religion and gender and encourages a dynamic and
diverse composition by nurturing suitable and potential candidate equipped with skills, experience, time commitment and
other qualities in meeting the future needs of the Company. The Board, however, will set specić targets in relation to
gender diversity in certain areas if the situation so requires. Currently, the Board has a female executive director on the
Board.
Re-election of Directors
The NC has viewed and conducted an assessment the directors who are subject to retirement at the forthcoming AGM in
accordance with the Articles of Association of the company which provides for the following:
a)
any directors who are appointed during the year will be subjected to retirement and re-election by shareholders
at the next AGM following their appointment; and
b)
one-third (1/3) of the remaining directors, including the Managing Director, or if their number is not three or a
multiple of three, then the number nearest to 1/3, shall retire from ofće and be eligible for re-election at each
AGM; provided always;
c)
all the directors, including the Managing Director, shall retire from ofće at least once in every three (3) years but
shall be eligible for re-election.
Pursuant to Section 129(6) of the Companies Act, 1965, directors who are over seventy (70) years of age shall retire at
every AGM and may offer themselves for re-appointment to hold ofće until the next AGM.
There is no maximum tenure ´xed by the Board of directors as the Board is of the view that there is signićant advantage
to be gained from the long serving directors who possess tremendous insight and knowledge of the Group’s affairs and
operations.
At this forthcoming Annual General Meeting, the Company has 2 directors retiring and offering themselves for re-election.
The Board con´rms that it is satiséd that the directors, who are required to stand for re-election and re-appointment
respectively at the AGM, continue to demonstrate the necessary commitment to be fully effective members of the Board. To
assist the shareholders in their decisions, sufćient information such as the directors’ personal pro´les, their attendance at
the meetings and shareholdings in the Company for each director standing for re-election are furnished in this Annual Report.
Remuneration Policies and Procedures
The Company has established a Remuneration Committee (“RC”) which comprises three independent non-executive
directors. The membership of the RC has not changed since the last report.
The RC is tasked with developing a formal procedure to assess and determine the remuneration packages and bene´ts
offered by the Group to individual directors and making the necessary recommendations to the Board for approval. The
purpose is to ensure that the Company is able to attract and retain Directors of the calibre needed to run the Group
successfully. The committee meets when necessary.
The Company’s remuneration scheme for executive directors is structured so as to link to the Group’s performance and
scope of responsibility taking into account prevailing markets rates and the Company’s ńancial standing and is reviewed
periodically in the case of the non-executive directors, the level of remuneration reµects the expertise and the level of
responsibilities undertaken by them. Non-executive directors’ remunerations are determined by the full Board. Directors
abstained from participating in decisions on their own remuneration packages. In addition, the Board also takes into
consideration any relevant information provided by independent consultants or from survey data.
The remuneration for all the directors are based on a standard ´xed fee, except for the Chairman who is paid a higher
fee in recognition of his additional responsibilities. Non-Executive directors are paid a meeting allowance for each Board
meeting they attend. The directors are also reimbursed reasonable expenses incurred by them in the course of carrying
out their duties on behalf of the Company.
The details of the remuneration of the directors of the Company comprising remuneration received/receivable from the
Company and subsidiary companies during the ńancial year under review are set out in the table below.
37
ANNUAL REPORT 2014
The Committee con´rms that the present size of the Board, required mix of skills, performance, experience and contribution
of Directors, effectiveness of the Board, independent Directors and is satiséd with the current position and performance
of the Board.
252670-P
(cont’d)
(cont’d)
252670-P
The aggregate remuneration of directors categorized into appropriate components is as follows:-
Fees
Salaries
Allowance & other
emoluments
Executive
Non-executive
Total
(RM)
(RM)
(RM)
504,000
172,000
676,000
2,670,000
-
2,670,000
456,000
63,000
519,000
3,630,000
235,000
3,865,000
The number of directors of the Company whose remuneration falls into the respective bands are as follows:-
Range of remuneration
Below RM50,000
Executive
director
Non-executive
director
Total
3
-
3
100,000
-
1
1
RM 200,000 – RM 250,000
1
-
1
RM 500,000 – RM 550,000
1
-
1
RM 700,000 – RM 750,000
1
-
1
RM 2,150,000 – RM2,200,000
1
-
1
RM
50,000 – RM
(The above disclosure includes director who had retired during the ńancial year)
PRINCIPLE 3 - ANNUAL ASSESSMENT OF INDEPENDENT DIRECTORS
The Board has established evaluation on an annual basis of Independent Directors to ensure compliance with the
requirements of Independent Directors as set out in the Listing Requirements and the effectiveness and contribution of
Independent Directors. The Independent Directors play a pivotal role in corporate accountability and provide unbiased
views and impartially to the Board’s deliberation and decision making process.
The Board is satiséd with the level of independence demonstrated by the 4 independent non-executive directors and
their ability to provide objective judgement to the Board, which mitigate conµict of interest and undue inµuence from
interested parties.
Tenure of Independent Directors
In line with the Code, the Board adopted the Code’s recommendation in which the tenure of an independent
director should not exceed a cumulative term of nine (9) years. Upon completion of 9 years, the
independent director will be re-designated as non-independent director. In the event such director is to
be retained as an Independent Director, the Board will have to justify and obtain shareholders’ approval.
The NC and the Board have deliberated and hold the view that a director’s independence cannot be
determined solely with reference to tenure of service. The length of their service on the Board does not in
any way interfere with their exercise of independent judgment and ability to act in the best interest of the
Company. The continued tenure of Independent Directors also bring stability to the Board and the Company
bene´ts from directors who have, over time gained valued insight into the Group’s operation and the industry.
Thus, the independence of the independent directors namely, Dato’ Sri Md Kamal Bin Bilal, Dato’ Dr Kardin Bin Haji
Shukor, Mr Yeoh Chong Keng and Mr Lim Gin Chuan, have been reviewed and recommended to continue to act as
independent directors subject to the shareholders’ approval at the forthcoming AGM based on the following justićations:
a)
All of them continue to ful´ll the criteria under the deńition of an Independent Director as set out in the Listing
Requirements.
b)
They have never transacted or entered into any transactions with, nor provided any services to the Company or
its subsidiaries, within the scope and meaning as set forth in the Listing Requirements.
c)
They have not been offered or granted any options by the Group, nor any other incentives or bene´ts of whatever
nature had been paid to them by the Company, other than directors’ fees and allowances paid which had been
the norm and had been duly disclosed in this Annual Report.
ANNUAL REPORT 2014
38
The Board endeavors to meet at least 4 times a year, at quarterly intervals which are scheduled well in advance at the
commencement of the ńancial year to help facilitate the directors in planning their meeting schedule for the year.
The Board is satiséd with the level of time commitment given by the directors towards ful´lling their roles and
responsibilities which is evidenced by the satisfactory attendance records of the directors at Board meetings. The Board
expects that the directors will serve on the boards of other companies only to the extent that such services do not detract
from the Director’s ability to devote the necessary time and attention to the Company.
All the directors have complied with the Listing Requirements on the limit of 5 directorships in public listed companies.
During the ńancial year, the Board met 4 times. The following are the details of the directors’ attendance:
Name of Directors
1. Dato’ Sri Md Kamal bin Bilal
2. Tan Sri Dato’ Sri Tang Yeam Soon
3. Dato’ Dr. Haji Kardin bin Haji Shukor
4. Puan Sri Datin Sri Khor Guik Lee
5. Chang Yen Huei
6. Yeoh Chong Keng
7. Lim Gin Chuan
8. Kam Teh Chung (retired on 28 March 2014)
Number of Board meetings attended
4/4
4/4
4/4
4/4
4/4
4/4
4/4
2/4
Continuing Development
The Board recognizes the importance of training as a continuous education process for the directors in order to ensure
that the directors stay abreast of the latest development and changes in law and regulations, business environment and
new challenges to enable them to ful´ll their responsibilities and to discharge their duties effectively.
The directors are also encouraged to evaluate their own training needs on a continuous basis and to determine the
relevant programmes, seminars, workshops or forums available that would best enable them to enhance their knowledge
and contributions to the Board.
During the ńancial year under review, the directors of the Company have collectively or individually attended various
training programmes, seminars, conferences and talks with relevant topics as follows:
a)
b)
c)
d)
Governance in Action – What Every Director Should Know
Audit Committee Institute Breakfast Round Table – The Impact of Cyber Security at Board Level.
2014 Tax and Budget Outlook
In-house Seminar on GST
In addition to this, all the executive directors and managers of the Group have attended one full day workshop in relation
to the excellent leadership and motivation course during the ńancial year under review.
PRINCIPLE 5 - UPHOLD INTEGRITY IN FINANCIAL REPORTING
Compliance with Applicable Financial Reporting Standards
The Board also took due care and reasonable steps to ensure that the annual ńancial statements and quarterly results
announcements of the Company and of the Group are drawn up in accordance with the requirements of the applicable
approved accounting standards in Malaysia and the provisions of the Companies Act, 1965. The Audit Committee (“AC”)
assists the Board by reviewing and scrutinizing the information to be disclosed before recommending to the Board for
approval. The Directors’ Responsibility Statement explaining the responsibility of the Board for preparing the annual
audited ńancial statements of the Company and the Group for the ńancial year ended 30 September 2014 is presented
in this Annual Report.
The Board has ensured quality ńancial reporting to its shareholders, investors and regulatory authorities in order to
present a balanced, clear and comprehensive assessment of the Company’s and the Group’s performance and prospects.
As part of the Company’s continuing disclosure obligation under the Listing Requirements, the Board ensures that timely,
accurate and up-to-date ńancial information relating to the Company’s and the Group’s quarterly ńancial results are
announced to Bursa Malaysia.
Assessment of Suitability and Independence of External Auditors
The Company establishes a formal and transparent relationship with the external auditors in seeking their professional
advice and ensuring compliance with the applicable ńancial reporting standards.
39
ANNUAL REPORT 2014
PRINCIPLE 4 - FOSTER COMMITMENT OF DIRECTORS
252670-P
(cont’d)
(cont’d)
252670-P
The external auditors are required to declare their independence annually to the AC as speciéd by the By-laws issued
by the Malaysian Institute of Accountants. The external auditors had made the declaration in their annual audit plan
presented to the AC that they were independent throughout the conduct of the audit engagement in accordance with the
terms of the relevant professional and regulatory requirements. The external Auditors can be engaged to perform nonaudit services that are not perceived to be in conµict with their role as external Auditors.
The AC has assessed and is satiséd with the competence and independence of the external Auditors and had recommended
the re-appointment of the external auditors to the Board and thereafter to be tabled for the shareholders’ approval at the
forthcoming AGM.
The role of the Audit Committee in relation to the external auditors is elaborated in the Audit Committee Report in this
Annual Report.
PRINCIPLE 6- RECOGNISE AND MANAGE RISKS
The Board acknowledges that risk management and internal control is an integral part of the overall management process.
It is an ongoing process to identify, evaluate, monitor and manage and mitigate the risks that may affect the achievement
of its business and corporate objective.
The details of the Risk Management and System of Internal Control of the Company are set out in the Statement on Risk
Management and Internal Control in this Annual Report.
PRINCIPLE 7- ENSURE TIMELY AND HIGH QUALITY DISCLOSURE
The Company upholds a culture of continuous disclosure and communication with shareholders and stakeholders through
practical and legitimate channels, both in principle and in practice, is to maximize transparency consistent with good
Corporate Governance, except where commercial con´dentiality dictates.
The Board has put in place a Corporate Disclosure Policy to ensure the disclosure of material information pertaining to the
Company’s performance and operations is in accordance with the disclosure requirements of the Listing Requirements
and other applicable laws.
The Company’s website at www.tstore.com.my also serves as a forum to enable the public and shareholders to access
corporate information on the board of directors’ pro´le, the latest promotions, performance and activities undertaken
as well as achievements of the Group. Bursa Malaysia also provides for the Company to electronically publish all its
announcements, including its quarterly results and annual reports via the same link. These can be accessed online through
Bursa Malaysia’s website page at http://www.bursamalaysia.com.
PRINCIPLE 8 - STRENGTHEN RELATIONSHIP BETWEEN COMPANY AND SHAREHOLDERS
The Company has the annual general meeting and extraordinary general meeting as means of communication for
shareholders and investors to seek clarićations on the operations, ńancial performance and major developments of the
Group.
During the shareholders’ meetings, the Chairman of the meeting shall remind all members present about their right to
demand for a poll in accordance with the provisions of the Articles of Association of the Company in the voting on any
resolutions. However, with the current level of shareholders’ attendance at General Meetings, the Board is of the view that
voting by show of hands continues to be effective. Currently, all resolutions put forth for the shareholders’ approval are
carried out by a show of hands, unless a poll is demanded or specićally required.
The Chairman will also undertake to provide written answers to signićant questions that cannot be readily answered at
the meetings. Shareholders’ suggestions received during the meetings are reviewed and considered for implementation,
whenever possible. The management and the external auditors are also present at the meetings to provide their professional
and independent clarićation on issues and concerns raised by the shareholders. The outcome of all resolutions proposed
at the meetings are announced to Bursa Malaysia on the same day to enable the public to be informed.
The Board has identiéd the Company Secretaries to whom concerns may be conveyed and who would bring the same
to the attention of the Board.
COMPLIANCE STATEMENT
The Board has taken steps to ensure the Group has implemented as far as possible the recommendations as set out in the
Code. The Board considers that the Company has, in all material aspects, substantially implemented the Principles and
recommendations of the Code during the ńancial year under review.
This statement is made in accordance with a resolution of the Board of Directors passed on 30 January 2015.
ANNUAL REPORT 2014
40
The directors are required by the Companies Act, 1965 to prepare ńancial statements for each ńancial year which give a
true and fair view of the state of affairs of the Company and the Group as at the ńancial year end and of the results and
cash µows for that year.
In preparing the ńancial statements of the Company and of the Group for the ńancial year ended 30 September 2014,
the directors are required to use appropriate accounting policies, consistently applied and supported by reasonable and
prudent judgments and estimates as well as all applicable approved accounting standards in Malaysia have been complied
with and con´rm that the ńancial statements have been prepared on a going concern basis.
The directors are responsible for ensuring that the Company and the Group keep accounting records which disclose with
reasonable accuracy at any time the ńancial positions of the Company and of the Group which enable them to ensure that
the ńancial statements comply with the provisions of the Companies Act, 1965, where appropriate.
The directors are also responsible for taking such steps that are reasonably open to them to safeguard the assets of the
Group and to prevent and detect fraud and other irregularities.
41
ANNUAL REPORT 2014
252670-P
Pursuant to Paragraph 15.26 (a) of the Main Market Listing Requirements of Bursa Malaysia, the Board is required to issue
a statement explaining its responsibility for preparing the annual audited ńancial statements.
Statement Of Directors’ Responsibilities
252670-P
Statement On Risk Management And
Internal Control
The Board is pleased to provide the following Statement on Risk Management And Internal Control (“Statement”) pursuant
to Paragraph 15.26(b) of the Bursa Malaysia Listing Requirements and as guided by the Statement on Risk Management
& Internal Control: Guidelines for Directors of Listed Issuers (“Internal Control Guidelines”) issued by the Task Force on
Internal Control in December 2012 with the support and endorsement of Bursa Malaysia.
The Board is committed to discharging its responsibility to ensure the Group fully complies with the Principles and Best
Practices provisions in relation to risk management as stipulated in the Malaysian Code on Corporate Governance 2012.
The Board’s Responsibility
The Board recognises and acknowledges the importance of maintaining a sound system of internal control and effective
risk management practices to ensure good corporate governance and af´rms its overall responsibility for the Group’s
internal control which includes the establishment of an appropriate control environment and framework as well as the
review of its adequacy and effectiveness.
In recognition of this responsibility, the Board sets and implements policies and procedures to obtain assurance that the
system of internal control is operating effectively. While acknowledging their responsibility for the system of internal
control, the Board is aware that a sound system of internal control and risk management can only provide reasonable rather
than absolute assurance against risks arising from material misstatements, fraudulent activities, or other irregularities, or
any breach of laws or regulations.
Risk Management Framework
The Board and Management recognise that effective risk management is an integral part of corporate governance and
continuously strive for excellence to ensure effective and systematic protection of its assets and shareholders’ value.
The Group has in place an ongoing process for identifying, evaluating and managing the principal risks that affect the
attainment of the Group’s business objectives and goals.
The Board is aware that a sound system of internal control should be embedded in the operations of the Group and forms
part of its culture. This system should be capable of responding quickly to evolving risks arising from changes within the
Group and in the overall business environment. It should include procedures for reporting immediately to appropriate
levels of management any signićant control weaknesses identiéd together with details of corrective action being taken.
These risk management activities are co-ordinated by the Internal Audit department in conjunction with all the business
heads within the Group.
Principal Elements of the Group’s Risk Management and Internal Control System
The principal elements of the risk management and internal control functions are embedded within the Company’s policies
and procedures and its operations. During the ńancial year under review, the principal elements which form part of the
Group’s Risk Management and Internal Control System can be summarized as follows:
•
Operating structure with clearly deńed lines of responsibility and accountability
The Group has a properly deńed organizational structure with clear lines of accountability and responsibility,
with strict authorisation, approval and control procedures which provide a sound framework of authority and
accountability within the Group.
•
Clearly deńed authority level
The Group practices clearly deńed authorisation and signing limits on all ńancial commitments and
transactions within the Group. Such limits are subject to periodic reviews to reµect changing business and
operating environment.
•
Written operational policies and procedures
Documented Internal Operating Policies and Procedures set out in the Group’s Standard Operating Procedures
(SOP), which are periodically reviewed, are in line with the Company’s objectives and serve to provide guidance
in the daily operations.
•
Performance Management Framework
- Comprehensive budgeting and costing process for all operating units with monthly monitoring of
performances so that any material variances can be followed up and addressed by the Management.
-
Regular top/senior management meetings are conducted to share information, monitor the progress of
various business units, and to discuss and deliberate upon operational matters.
-
Regular management visits of its operating business units to ensure all business activities and operational
issues and matters are promptly brought up to the attention of the Management for further action to be
taken and to gauge the effectiveness of the strategies implemented.
ANNUAL REPORT 2014
42
Advance IT & Communication systems
Enhanced computerised retail management and operating system for timely monitoring and control of the
Group’s business operations.
•
Corporate values
Corporate values, which emphasise ethical behaviour, are clearly incorporated in the Group’s Code of Business
Conduct and Ethics.
Internal Audit Function
The Group’s internal audit function is carried out by an Internal Audit Department under the authority conferred by
the Audit Charter and in accordance with the duly approved annual audit plan by the Audit Committee. The function
seeks to provide reasonable assurance on the adequacy and effectiveness of the design and operating effectiveness of
the Group’s system of internal controls to the Audit Committee. The Group’s Internal Audit Department undertakes to
conduct risk management activities, i.e. assessing the Company’s level of risk tolerance and identifying, evaluating and
managing signićant risks impacting the achievement of business objectives of the Group. In addition, it also undertakes
to conduct risk-based reviews on all key activities of the Group. Internal Audit highlights control weaknesses and advises
the Management on how to strengthen and enhance its risk management activities and internal control systems. Internal
Audit also provides audit recommendations to implement appropriate control procedures. During the ńancial year under
review, the Internal Audit Department conducted various audit assignments which includes the review of operational and
compliance controls, management efćiency, risk assessment and reliability of ńancial records.
Review of The Statement By External Auditors
As required by Paragraph 15.23 of the Listing Requirements, the external auditors have reviewed this Statement pursuant
to the scope set out in Recommended Practice Guide 5 (Revised) issued by the Malaysian Institute of Accountants for
inclusion in this Annual Report. Based on their review, the external auditors have reported to the Board that nothing
has come to their attention that causes them to believe that this Statement is inconsistent with their understanding of
the process the Board has adopted in the review of the adequacy and integrity of risk management and internal control
system of the Group.
Conclusion
During the ńancial year under review, the Board is satiséd with the adequacy and effectiveness of the Group’s Risk
Management and Internal Control System.
The Managing Director and Finance Director have assured that the Group’s Risk Management and Internal Control System
is operating adequately and effectively, in all material aspects, based on the Risk Management and Internal Control System
of the Group. There was no material or signićant losses arising from dećiencies in internal control that would require
separate disclosure in this Annual Report.
The Board remains committed towards operating a sound system of internal control and therefore recognizes that the
system must continuously evolve to support the type of business and size of operations of the Group.
43
ANNUAL REPORT 2014
252670-P
•
Statement On Risk Management And
Internal Control (cont’d)
252670-P
Statement of Corporate Social Responsibility
The Board continues to uphold our commitments and responsibilities towards our employees, stakeholders, society at
large and environment and the place we are living in.
While striving to sustain and increase shareholders’ value with continuing business sustainability and growth, the Board
also puts great value on corporate social responsibilities in conducting its business affairs, aligning it to the Group’s culture
and strategy.
The Workplace
The Group remains committed to workplace diversity and this can be seen in our practices which do not discriminate
stakeholders on account of race, age, gender and minorities. These practices are grounded in our belief that basic human
rights and good corporate governance will improve the quality of life of our stakeholders.
Continual Training and Leadership Development
Employees have always been the Group’s greatest assets and we place great emphasis on developing our human capital
as it plays a critical role in our future growth and sustainability of the Group’s operations. We continue to implement our
training and human development programme to align with the training needs for all levels of employees.
The Group continues to conduct orientation and Induction Training Programme for newly recruited employees. Motivational
programmes are also conducted for the employees in the Group. Field trips are organized to cater for various levels of
employees to acquire hands-on and on-the-job training.
Internships, Apprenticeships and Placements
The Group has continuously engaged, under its Management Trainee Programmes, with higher learning institutions,
universities and local college or taking part in their activities such as career fairs, exhibitions and engaged in recruitment
drive to attract graduates with good leadership caliber to ´ll various job vacancies ranging from operational, ńancial to
management.
The Management Trainee Programme also aim to be part of the management succession planning programme to groom
and nurture fresh graduates to succeed the various positions in future.
Practical training and internship are provided to facilitate the selection of suitable candidates to join the Group upon
completion of their degree programme.
Health and Safety at work
The Group cultivates a safety culture among its employees to create and maintain a healthy and safe workplace in
compliance with The Occupational, Safety and Health Policy (“OSH”). The OSH’s committee at HQ is always ensuring that
OSH standards are applied across all operating outlets and consistency is guided. Annual audits are also undertaken to
check on the compliance and adherence to the OSH policy that have been established through the years.
We believe that maintaining the safety of not only employees but all other people supporting our business endeavors is
a fundamental aspect of our social responsibility. In keeping with this belief, we continue to establish an atmosphere that
prioritise occupational safety and health in all social and corporate environment.
The Marketplace
The Group recognizes that our business conduct will have a signićant inµuence on the development and enhancement
of the marketplace. We are committed to operate in a responsible manner based on sound business ethics in our retail
business, safeguarding the well-being of our customers and taking accountability of our action by upholding effective
Corporate Governance practices without compromising long term value creation.
Long Standing Relationship with Customers
In order to maintain the positive relationship with our long term customers at all levels, the Group is devoted in upholding
value in providing reliable and quality products and services in complying with Shariah requirements for halal products and
achieving customers satisfaction and safety for the public at large. We also engage and interact with our customers and
consumers via our website or facebook.
Working with Suppliers and Other Services Providers
Our business partners and associates play a critical role in our business aspirations. They also contribute towards
achieving our sustainability and environmental goal. We expect them to behave responsibly and where possible, to use
sustainable procurement process to enhance the social, environmental and economic well-being of our communities.
ANNUAL REPORT 2014
44
As guided by our Corporate Disclosure Policy, the investors can always keep up-to-date with information on
the Group’s developments in a transparent, accurate, clear and timely manner at the corporate website. All the
announcements, press release, annual reports as well as other Group’s information are also available at this website.
The Group is committed in adhering to the high standards of Corporate Governance in compliance with the Listing
Requirements and recommendations of the Malaysian Code on Corporate Governance 2012. The Board is also committed
in ensuring all activities in the Group are conducted fairly and at arms length and no favouritism. The Board takes into
account its corporate responsibility towards the shareholders and stakeholders in formulating its business strategies.
The Environment
The Group places signićant importance towards preserving the environment and conserving resources wisely. The Group
has observed environment friendly practices in its daily operations, such as reducing the carbon footprint, recycle of paper
or cartons, encourage electronic communication and electronic data storage, reduce energy consumption and water
wastage. The Group is committed to seek continuous improvement in its operation to minimize any negative impact on
the environment.
The Community
The Group continues to play its role as a caring corporate citizen by contributing to local charities, humanitarian call and
community functions/events in the form of employees’ time and skills, gifts in kind and cash donations. During the ńancial
year, the Group has participated in sponsorship and contribution to Yayasan Budi Penyayang Malaysia and Yayasan
Jantung Malaysia.
ADDITIONAL COMPLIANCE INFORMATION:1.
UTILISATION OF PROCEEDS RAISED FROM CORPORATE PROPOSALS
There were no proceeds raised from any corporate proposal for the ńancial year under review.
2.
SHARE BUYBACK
There were no shares buy-back transactions or resale of treasury shares undertaken by the Company during the
ńancial year under review.
3.
NON-AUDIT FEES
During the ńancial year under review, there were no non-audit fees paid or payable to the external auditors,
other than a special review fee of RM2,500 paid to the external auditors and the taxation fees totaling RM68,700
paid or payable to a company in which certain partners of the audit ´rm are shareholders and directors.
4.
VARIATION IN RESULTS
There was no material variance between the ńancial results for the ńancial year ended 30 September 2014 and
the unaudited results previously announced by the Company.
5.
MATERIAL CONTRACTS
During the year under review, there were no material contracts entered into by the Company and its subsidiaries
which involved Directors’ or major shareholders’ interests.
6.
RECURRENT RELATED PARTY TRANSACTIONS
In compliance with the requirements of Paragraph 10.09 of the Main Market Listing Requirements of Bursa
Malaysia, at the forthcoming Annual General Meeting, the Company intends to seek a renewal of shareholders’
mandates for the Group to enter into existing and additional Recurrent Related Party Transactions of a revenue
nature with speciéd classes of Related Parties as speciéd in Section 3.2 of the Circular to shareholders dated
5 March 2015 which are necessary for the day-to-day operations and/or in the ordinary course of business of the
Group.
45
ANNUAL REPORT 2014
252670-P
Investors and Stakeholders Engagement
Statement of Corporate Social Responsibility (cont’d)
252670-P
Audit Committee Report
The Board is pleased to present the report of the Audit Committee for the ńancial year ended 30 September 2014.
The Audit Committee had conducted 4 meetings for the ńancial year ended 30 September 2014. These meetings were
fully attended by all the members of the Audit Committee.
A.
TERMS OF REFERENCE
The terms of reference of the Audit Committee incorporating the requirements of the Main Market Listing
Requirements of Bursa Malaysia have been reviewed by the Audit Committee on 29 January 2013 and the Board of
Directors approved it on the same day.
The term of ofće of the Audit Committee and the terms of reference shall be reviewed by the Board not less than
once in every three years.
i)
ii)
Membership
a)
The Audit Committee shall be appointed by the Board from among its members and shall consist of not
less than three members, all of whom must be non-executive directors with a majority of them being
Independent Directors.
b)
The composition of the Audit Committee shall ful´ll the requirements as prescribed or approved by
Bursa Malaysia.
c)
The members of the Committee shall select a chairman from among their number and be appointed by
the Board from the Independent Non-Executive Directors.
Authority
The Audit Committee shall have the following duties and responsibilities:
iii)
a)
to investigate any activity within its terms of reference.
b)
to seek any information it requires from any employee to co-operate with any request made by the
Committee.
c)
to obtain outside legal or other independent professional advice as necessary.
d)
to have direct communication channels with the external auditors and person(s) carrying out the
internal audit function or activity, if any.
e)
to communicate with Bursa Malaysia on any matter reported by the Audit Committee to the Board of
Directors of the Company which has not been satisfactorily resolved resulting in a breach of the Listing
Requirements of Bursa Malaysia.
Functions
The functions of the Committee shall be:
a)
To review and report to the Board :
- with the external auditors, the audit plan;
- with the external auditors, the evaluation of the system of internal accounting controls;
- with the external auditors, the audit report;
- the assistance given by the Company’s ofćers to the external auditors;
- the quarterly results and year end ńancial statements of the Company and of the Group and
thereafter submitting them to the Board of Directors of the Company, particularly on
* any change in or implementation of major accounting policies and practices;
* signićant and/or unusual events;
* the going concern assumption; and
* compliance with accounting standards and other legal requirements;
- any related party transactions and conµict of interest situation that may arise within the Company
or the Group including any transaction, procedure or course of conduct that raises questions of
management integrity.
b)
To carry out the following for internal audit:
- review the adequacy of the scope, functions, competency and resources of the internal audit
function, and that it has the necessary authority to carry out its work;
- review the internal audit programme, processes and results of the internal audit process, programme
or investigation undertaken and where necessary, ensuring that appropriate action is taken on the
recommendations of the internal audit function.
c)
To consider the appointment, remuneration, resignation and dismissal of external auditors; and such
other functions as may be deńed by the Board of Directors.
ANNUAL REPORT 2014
46
To review the internal audit plan, consider signićant ńdings and management’s response and report
to the Board together with such other functions as may be agreed to by the Committee and the Board.
e)
Verify the criteria for allocation of options pursuant to a share scheme for employee.
Meetings
a)
The Managing Director, the Executive Directors, any other Board Members, General Managers or any
other senior executives as may be requested by the Committee and a representative of the external
auditors shall normally attend meetings. However, the Committee shall meet with the external auditors
at least once a year without the presence of the management.
b)
Any two members of the Committee present at the meeting shall constitute a quorum which must be
made up of the Independent Directors.
c)
The Company Secretary shall be the Secretary of the Committee.
d)
Meetings shall be held not less than two times a year.
Circular Resolutions signed by all the members shall be valid and effective as if it had been passed at a
meeting of the Audit Committee.
e)
B.
The minutes of proceedings of the Audit Committee shall be kept by the Company Secretary at the
Registered Ofće of the Company, and shall be opened for inspection by any member of the Committee
or any member of the Board of Directors.
ACTIVITIES DURING THE FINANCIAL YEAR END
During the ńancial year under review, the main activities undertaken by the Committee are as below:
C.
(a)
Reviewed the Audit Committee report, Statement on Internal Control, Statement of Corporate Governance
and Directors’ Responsibilities Statement before submitting for the Board’s approval and inclusion in the
Company’s annual report;
(b)
Reviewed the audited ńancial statement of the Company and the external auditors’ ńdings and
recommendation prior to submission to the Board for their consideration and approval. This is to ensure
compliance of the ńancial statements with the provisions of the Act and applicable approved accounting
standards as per the Malaysian Accounting Standards Board;
(c)
Reviewed the quarterly unaudited ńancial results and announcements of the respective ńancial quarters
of the Company prior to submission to the Board for their consideration and approval;
(d)
Reviewed the related party transactions entered into by the Company and by the Group and the disclosure
of such transactions in the annual report and circulars of the Company;
(e)
Reviewed the applicable corporate governance principles and the extent of the Group’s compliance with the
best practices set out under the Malaysian Code on Corporate Governance 2012;
(f)
Reviewed and discussed with external auditors, their audit planning memorandum, audit approach and
reporting requirement prior to the commencement of audit for the ńancial year under review;
(g)
Consideration and recommendation to the Board for approval on the audit fees payable to the external
auditors and re-appointment of external auditors; and
(h)
Reviewed the internal audit’s scope, function, plan and programme.
INTERNAL AUDIT FUNCTION
The Company has an internal audit department to carry out its reviews and audits on the operations and management
of the Group as per the annual audit plan approved by the Audit Committee. The objectives of these audits are
to provide reasonable assurance on the adequacy and operating effectiveness of the control procedures and the
extent of compliance with company policies and procedures. Internal audit function also carries out investigations
and other adhoc reviews with specić focus on the high risk areas.
Total cost incurred for the internal audit function of the Company for the ńancial year was RM222,041.87 (2013:
RM305,449.23).
47
ANNUAL REPORT 2014
252670-P
iv)
d)
Audit Committee Report (cont’d)
252670-P
Reports and
Financial Statements
30 September 2014
CONTENTS
PAGE
Directors’ Report
49 - 51
Directors’ Statement
52
Statutory Declaration
52
Independent Auditors’ Report To The Members
53 - 54
Statements Of Financial Position
55 - 56
Statements Of Comprehensive Income
57
Consolidated Statement Of Changes In Equity
58
Statement Of Changes In Equity
59
Statements Of Cash Flows
60 - 61
Notes To The Financial Statements
62 - 101
Supplementary Information
101
ANNUAL REPORT 2014
48
The directors have pleasure in submitting their report and the audited ńancial statements of the Group and of the
Company for the ńancial year ended 30 September 2014.
PRINCIPAL ACTIVITIES
The principal activities of the Company are investment holding and the provision of management services.
The principal activities of the subsidiaries are indicated in Note 6 to the ńancial statements.
There have been no signićant changes in the nature of these activities during the ńancial year.
RESULTS
Pro´t after tax for the year
GROUP
RM’000
COMPANY
RM’000
20,38 1
31,297
20,387
31,297
(6)
-
20,38 1
31,297
Attributable to:
Owners of the company
Non-controlling interests
In the opinion of the directors, the results of the operations of the Group and of the Company for the ńancial year ended
30 September 2014 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 ńancial year and the
date of this report, other than those disclosed in the ńancial statements.
RESERVES AND PROVISIONS
All material transfers to or from reserves or provisions during the ńancial year are disclosed in the notes to the ńancial
statements. ¢
DIVIDENDS
Since the end of the previous ńancial year, the Company has paid a ´rst and ńal single tier dividend of 3.75 sen per share
amounting to RM2,568,885 for the ńancial year ended 30 September 2013, as proposed in the directors’ report of that
ńancial year.
At the forthcoming Annual General Meeting, a ´rst and ńal single tier dividend of 3.75 sen per share amounting to
RM2,568,885 for the ńancial year ended 30 September 2014 will be proposed for the shareholders’ approval. The
ńancial statements for the current ńancial year do not reµect this proposed dividend. Such dividend, if approved by
the shareholders will be accounted for in equity as an appropriation of retained pro´ts in the ńancial year ending 30
September 2015.
SHARE CAPITAL AND DEBENTURE
During the ńancial year, the Company did not issue any share or debenture and did not grant any option to anyone to
take up unissued shares of the Company.
49
ANNUAL REPORT 2014
252670-P
For The Financial Year Ended 30 September 2014
Directors’ Report
252670-P
Directors’ Report
DIRECTORS
The directors who served since the date of the last report are as follows:
Dato’ Sri Md. Kamal bin Bilal
Chang Yen Huei
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Yeoh Chong Keng
Lim Gin Chuan
Kam Teh Chung (retired on 28.3.14)
DIRECTORS’ INTERESTS IN SHARES
According to the Register of Directors’ Shareholdings, the interests of directors in ofće at the end of the ńancial year in
shares of the Company and its related corporations during the ńancial year are as follows:
--------- Number of ordinary shares of RM1 each --------Balance
Balance
at
at
1-10-2013
Bought
Sold
30-9-2014
The Company
Direct Interest:
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Chang Yen Huei
3,028,300
11,000
1,366,200
1, 1 00
-
-
3,028,300
11,000
1,366,200
1,1 00
16,269,030
17,9 3 1,1 30
2,640,000
-
-
16,269,030
17, 931,1 30
2,640,000
Deemed Interest:
Chang Yen Huei
By virtue of their shareholding in the Company, both Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik
Lee are also deemed interested in the shares of all the subsidiaries of the Company, to the extent that the Company has
interests.
Save as disclosed above, none of the other directors holding ofće at 30 September 2014 had any interests in the Company
and its related corporations during the ńancial year.
DIRECTORS’ BENEFITS
Since the end of the previous ńancial year, no director of the Company has received or become entitled to receive any
bene´t (other than a bene´t included in the aggregate amount of emoluments received or due and receivable by the
directors shown in the ńancial statements) by reason of a contract made by the Company or a related corporation with a
director or with a ´rm of which the director is a member, or with a company in which the director has a substantial ńancial
interest, other than those related party transactions disclosed in the notes to the ńancial statements.
During and at the end of the ńancial year, no arrangements subsisted to which the Company is a party, with the objects
of enabling directors of the Company to acquire bene´ts by means of the acquisition of shares in or debentures of the
Company or any other body corporate.
ANNUAL REPORT 2014
50
OTHER STATUTORY INFORMATION
Before the ńancial statements of the Group and of the Company were made out, the directors took reasonable steps:
(i)
to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of allowance
for doubtful debts and satiséd themselves that all known bad debts had been written off and that adequate
allowance had been made for doubtful debts, and
(ii)
to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in the
ordinary course of business had been written down to an amount which they might be expected to realise.
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 allowance for doubtful debts in the
Group and in the Company inadequate to any substantial extent, and
(ii)
that would render the value attributed to the current assets in the ńancial statements of the Group and of the
Company misleading, and
(iii)
that would render any amount stated in the ńancial statements of the Group and of the Company misleading, and
(iv)
which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group
and of the Company misleading or inappropriate.
At the date of this report, there does not exist:
(i)
any charge on the assets of the Group and of the Company that has arisen since the end of the ńancial year which
secures the liabilities of any other persons, and
(ii)
any contingent liability in respect of the Group and of the Company that has arisen since the end of the ńancial
year.
No contingent liability or other liability of the Group and of the Company has become enforceable, or is likely to become
enforceable, within the period of twelve months after the end of the ńancial year which, in the opinion of the directors, will
or may substantially affect the ability of the Group and of the Company to meet their obligations as and when they fall due.
AUDITORS
The auditors, Grant Thornton, have expressed their willingness to continue in ofće.
Signed in accordance with a resolution of the directors:
...........................................................................
..........................................….................
Chang Yen Huei
Petaling Jaya,
Date: 30 January 2015
51
ANNUAL REPORT 2014
252670-P
Directors’ Report
252670-P
Directors’ Statement
In the opinion of the Directors, the ńancial statements set out on pages 49 to 101 are properly drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies
Act, 1965 in Malaysia so as to give a true and fair view of the ńancial position of the Group and of the Company as at 30
September 2014 and of their ńancial performance and cash µows for the ńancial year then ended.
In the opinion of the Directors, the supplementary information set out on page 101 has been compiled in accordance with the
Guidance on Special Matter No. 1, Determination of Realised and Unrealised Pro´ts or Losses in the Context of Disclosures
Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants, and
presented based on the format prescribed by Bursa Malaysia Securities Berhad.
Signed in accordance with a resolution of the directors:
...........................................................................
..........................................….................
Chang Yen Huei
Date: 30 January 2015
Statutory Declaration
I, Chang Yen Huei, the director primarily responsible for the ńancial management of The Store Corporation Berhad do
solemnly and sincerely declare that the ńancial statements set out on pages 49 to 101 and the supplementary information
set out on page 101 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.
Subscribed and solemnly declared by
the abovenamed at Petaling Jaya, this 30th
day of January 2015.
)
)
)
..........................................….................
Chang Yen Huei
Before me,
..........................................….................
Commissioner for Oaths
ANNUAL REPORT 2014
52
We have audited the ńancial statements of The Store Corporation Berhad, which comprise the statements of ńancial
position as at 30 September 2014 of the Group and of the Company, and their statements of comprehensive income,
statements of changes in equity and statements of cash µows for the ńancial year then ended, and a summary of
signićant accounting policies and other explanatory notes, as set out on pages 49 to 101.
Directors’ Responsibility for the Financial Statements
The directors of the Company are responsible for the preparation of these ńancial statements so as to give a true and
fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and
the requirements of the Companies Act, 1965 in Malaysia. The directors are also responsible for such internal control
as the directors determine is necessary to enable the preparation of ńancial statements that are free from material
misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these ńancial statements based on our audit. We conducted our audit
in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the ńancial statements are
free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the ńancial
statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement
of the ńancial statements, whether due to fraud or error. In making those risk assessments, we consider internal control
relevant to the entity’s preparation of the ńancial statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the
ńancial statements.
We believe that the audit evidence we have obtained is sufćient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the ńancial statements give a true and fair view of the ńancial position of the Group and of the Company
as at 30 September 2014 and of their ńancial performance and cash µows for the ńancial year then ended in accordance
with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act, 1965 in Malaysia.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:
(a)
In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company
and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions
of the Act,
(b)
We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as
auditors, which are indicated in Note 6 to the ńancial statements,
(c)
We are satiséd that the accounts of the subsidiaries that have been consolidated with the Company’s ńancial
statements are in form and content appropriate and proper for the purposes of the preparation of the ńancial
statements of the Group and we have received satisfactory information and explanations required by us for those
purposes, and
(d)
The auditors’ reports on the accounts of the subsidiaries did not contain any qualićation or any adverse comment
made under Section 174(3) of the Act.
53
ANNUAL REPORT 2014
252670-P
Report on the Financial Statements
Independent Auditors’ Report To The Members
252670-P
Other Reporting Responsibilities
The supplementary information set out on page 101 is to meet the requirement of Bursa Malaysia Securities Berhad and is
not part of the ńancial statements. The directors are responsible for the preparation of the supplementary information
in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Pro´ts or Losses in the
Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian
Institute of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the
supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of
Bursa Malaysia Securities Berhad.
Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies
Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of
this report.
Grant Thornton
No. AF : 0042
Chartered Accountants
30 January 2015
Penang
ANNUAL REPORT 2014
54
John Lau Tiang Hua, DJN
No. 1107/03/16 (J)
Chartered Accountant
NOTE
COMPANY
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
ASSETS
Non-current assets
Property, plant and equipment
4
479,666
479,402
31,518
32,654
Investment properties
5
61,764
67,980
-
-
Investment in subsidiaries
6
-
-
358,623
362,089
Other investments
7
19
20
-
-
Intangible assets
8
8,319
8,319
-
-
Deferred tax assets
9
893
1,049
-
-
550 , 6 6 1
556,770
390, 1 4 1
394,743
247,669
241,701
-
-
Current assets
Inventories
Trade and other receivables
10
55,363
59,029
9
11
Amount due from subsidiaries
11
-
-
203,094
192,929
8,571
9,626
1 0 , 357
11,052
Current tax assets
Deposits with licensed banks
12
146,595
163, 7 9 1
-
10,500
Cash and bank balances
13
37,339
24 , 2 0 1
1,503
1,242
Non-current assets held for sale
14
495,537
-
498,348
69,676
214,963
-
215,734
-
495,537
568,024
214,963
215,734
1 , 046, 1 9 8
1 , 1 24,794
6 0 5, 1 0 4
610,477
68,504
68,504
68,504
68,504
1,018
1 , 01 8
1,018
1,018
11
12
-
-
TOTAL ASSETS
EQUITY AND LIABILITIES
Share capital
15
Share premium
Fair value adjustment reserve
Foreign translation reserve
16
(143)
(43)
-
-
Retained pro´ts
17
396,320
378,502
224,184
195,456
4 6 5, 7 1 0
447,993
293,706
264,978
88
94
-
-
465,798
448,087
293,706
264,978
Equity attributable to owners
of the company
Total Equity
The notes set out on pages 62 to 101 form an integral part of these ńancial statements.
55
ANNUAL REPORT 2014
GROUP
as at 30 September 2014
252670-P
Statements Of Financial Position
252670-P
as at 30 September 2014
Statements Of Financial Position (cont’d)
GROUP
NOTE
COMPANY
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
Non-current liabilities
Deferred revenue
18
1, 89 2
2, 1 86
-
-
Borrowings
19
1 1 4 , 9 38
192,534
109,796
137,736
Deferred tax liabilities
9
31 , 89 2
31,755
166
178
1 4 8, 7 2 2
226,475
109,962
137,914
Current liabilities
Trade and other payables
20
399,869
414,164
1,039
1,056
Amount due to subsidiaries
11
-
-
172,456
178,588
Deferred revenue
18
1 , 82 8
2,010
-
-
Borrowings
19
28,103
32,037
27,941
27,941
1 , 87 8
2 ,02 1
-
-
4 31 , 6 7 8
450,232
201 ,436
207,585
580,400
676,707
3 1 1 ,398
345,499
1, 046, 1 9 8
1,1 2 4 ,794
605,104
610,477
Current tax liabilities
Total Liabilities
TOTAL EQUITY AND LIABILITIES
ANNUAL REPORT 2014
56
GROUP
COMPANY
2014
2013
RM’000
RM’000
NOTE
2014
RM’000
2013
RM’000
Revenue
21
1,767, 699
1,889,1 3 7
Cost of sales
22
(1,398,2 3 4 )
(1,525,703)
Gross pro´t
42,840
42,821
-
-
369,4 65
363,434
42,840
42,821
49,582
42,985
20, 874
7,464
Marketing and selling expenses
(22 6, 9 6 7 )
(221,838)
-
-
Administrative and general expenses
(143,5 8 4 )
(1 3 7 ,1 7 7 )
Other income
Pro´t from operations
Finance costs
48,4 96
47,404
(10,4 2 6 )
(12,386)
(13,879)
(5,485)
49,835
44,800
(8,671)
(9,264)
Pro´t before taxation
23
38,070
35,0 1 8
41,1 6 4
35,536
Tax expense
24
(1 7 , 6 89 )
(14,244)
(9,867)
(9,267)
2 0 ,381
20,774
31,297
26,269
Pro´t for the year
Other comprehensive (loss)/income, net of tax
Items that will be reclassiéd subsequently
to pro´t or loss
Fair value adjustment on available-forsale ńancial assets
Foreign currency translation differences
on foreign operations
Total comprehensive (loss)/income
for the year
(1)
3
-
-
(100)
(315)
-
-
(101)
(312)
-
-
Total comprehensive income
for the year
20,2 80
20,462
31,297
26,269
Pro´t attributable to:
20 , 3 8 7
(6)
20,780
(6)
31,297
-
26,269
-
20, 3 8 1
20,774
31,297
26,269
20,286
(6)
20,468
(6)
31,297
-
26,269
-
20,280
20,462
31,297
26,269
Total comprehensive income
attributable to:
Basic/Diluted earnings per share
attributable to owners of the
company (sen):
25
29.76
30.33
57
ANNUAL REPORT 2014
252670-P
Statements Of Comprehensive Income
252670-P
Consolidated Statement Of Changes In Equity
|---------------------Attributable to Owners of the Company---------------------|
|-----------Non-distributable-----------|
NOTE
Share
Capital
RM’000
Share
Premium
RM’000
Fair Value
Adjustment
Reserve
RM’000
Distributable
Foreign
Translation
Reserve
RM’000
Retained
Pro´ts
RM’000
NonControlling
Interests
RM’000
Total
RM’000
Total
Equity
RM’000
2014
Balance at beginning
68,504
1,018
12
Fair value of availablefor-sale ńancial assets
-
-
(1)
Foreign exchange
differences on translation
-
-
Total other comprehensive
loss for the year
-
Pro´t for the year
Total comprehensive
income for the year
(43)
378,502
447,993
94
448,087
-
-
(1)
-
(1)
-
(100)
-
(100)
-
(100)
-
(1)
(100)
-
(101)
-
(101)
-
-
-
-
-
(1)
-
-
-
68,504
1,018
11
(143)
396,320
465, 710
88
465,798
68,504
1,018
9
272
360,291
430,094
100
430,194
Fair value of availablefor-sale ńancial assets
-
-
3
-
-
3
-
3
Foreign exchange
differences on translation
-
-
-
(315)
Total other comprehensive
income for the year
-
-
3
(315)
Pro´t for the year
-
-
-
-
20,780
20,780
(6)
20,774
Total comprehensive
income for the year
-
-
3
(315)
20,780
20,468
(6)
20,462
-
-
-
-
(2,569)
(2,569)
68,504
1,018
12
(43)
Transaction with owners:
Dividend
26
Balance at end
-
(100)
-
20,387
20,387
(6)
20,381
20,387
20,286
(6)
20,280
(2,569)
(2,569)
-
(2,569)
2013
Dividend
26
Balance at end
-
378,502
(315)
(312)
447,993
ANNUAL REPORT 2014
58
-
94
(315)
(312)
(2,569)
448,087
NOTE
NonDistributable
Distributable
Share
Capital
Share
Premium
Retained
Pro´ts
Total
Equity
RM’000
RM’000
RM’000
RM’000
2014
Net pro´t, representing total
comprehensive income for the year
Dividend
26
Balance at end
68,504
1,018
195,456
264,978
-
-
31,297
31,297
-
-
(2,569)
(2,569)
68,504
1,018
224,1 8 4
293,706
68,504
1,018
171,756
241,278
-
-
26,269
26,269
-
-
68,504
1,018
2013
Net pro´t, representing total
comprehensive income for the year
Dividend
Balance at end
26
(2,569)
(2,569)
195,456
264,978
59
ANNUAL REPORT 2014
252670-P
Statement Of Changes In Equity
252670-P
GROUP
2014
RM’000
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
CASH FLOWS FROM OPERATING ACTIVITIES
Pro´t before tax
38, 0 7 0
35,0 1 8
41, 1 6 4
35 ,5 36
-
5
4,929
-
-
-
( 6 , 8 3 6)
37, 6 1 3
38, 2 8 1
Adjustments for:
Bad debts
Debts waived by a subsidiary
Depreciation
Dividend income
(5)
Gain on deconsolidation of a subsidiary
Gain on disposal of investment properties
Gain on disposal of investment in a subsidiary
Gain on disposal of property, plant and equipment
Impairment loss on receivables
Impairment loss on investment in subsidiaries
(1,055)
(123)
(7)
1,660
-
1,259
(40,000)
(1 3 )
(2,020)
1 ,2 8 6
(40,000)
-
-
-
-
(4,400)
-
(5)
34
-
-
-
-
3,366
-
Interest expense
10, 4 2 6
12,386
8, 6 7 1
9,264
Interest income
(3, 9 3 4)
(3,273)
(9,633)
(7,464)
Inventories written off
2,0 0 0
Property, plant and equipment written off
Operating pro´t/ (loss) before working capital changes
-
933
187
85,5 7 8
80,605
3
( 1, 4 8 2 )
( 1,378 )
Changes in inventories
(7, 9 6 8 )
19,522
-
Changes in receivables
(2 , 8 3 6 )
(5,247)
2
(1)
8,6 0 6
10,876
3
(161)
-
-
Changes in payables
Changes in deferred revenue
Cash from/(used in) operating activities
(4 7 6)
(90)
82 ,9 0 4
105,666
3,934
Interest paid
Income tax paid
Interest received
Income tax refund
Net cash from/ (used in) operating activities
-
(1, 477)
(1,540)
3,273
9, 6 3 3
7 , 4 64
(1 0 , 4 2 6 )
(12,386)
(8 , 6 7 1 )
(9,264)
(1 7, 4 4 1 )
(17,657)
-
-
1,507
1,972
816
60, 4 7 8
80,868
301
-
-
(3,340)
CASH FLOWS FROM INVESTING ACTIVITIES
(Advance to)/Repayment from subsidiaries
Cash µows from disposal of a subsidiary (Note 6)
(1 5,094)
62,533
764
-
-
-
Dividends received
5
-
30 , 000
30,000
Proceeds from disposal of investment in a subsidiary
-
-
4,500
-
5,699
941
-
-
40
4, 1 10
5
-
Proceeds from disposal of investment properties
Proceeds from disposal of property, plant
and equipment
Purchase of property, plant and equipment
Withdrawal of ´xed deposits
Net cash (used in)/from investing activities
Balance carried forward
( 3 8 , 2 4 0)
1,4 1 1
(1 7,853)
(146)
-
60
-
-
( 30, 3 2 1 )
(1 2,802)
1 9, 2 6 5
92,525
30, 1 5 7
68,066
1 9, 5 6 6
8 9, 1 8 5
ANNUAL REPORT 2014
(8)
2014
RM’000
Balance brought forward
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
30,1 5 7
68,066
1 9, 566
-
-
704
8 9, 1 8 5
CASH FLOWS FROM FINANCING ACTIVITIES
Advances from/ (Repayment to) subsidiaries
Dividend paid
(48,055)
(2 , 5 6 9 )
(2,569)
(2 , 569)
(2 ,569)
Repayment of bank term loans
(30 , 2 30 )
(32,173)
(27,940)
( 2 7,941)
Net cash used in ńancing activities
(3 2 , 7 9 9 )
( 3 2 ,742 )
(2 9 , 8 0 5 )
(78,565)
3 3 ,324
(10,239)
10,620
NET (DECREASE)/ INCREASE IN CASH AND CASH
EQUIVALENTS
Effects of changes in exchange rates on cash and
cash equivalents
(2,6 4 2)
(5)
(3)
-
-
CASH AND CASH EQUIVALENTS AT BEGINNING
186, 5 8 1
153,260
11,7 4 2
1, 1 22
CASH AND CASH EQUIVALENTS AT END
183,9 3 4
18 6, 5 8 1
1,503
1 1,74 2
14 6 , 5 9 5
162,380
-
10,500
37 , 3 3 9
24 , 2 0 1
1,503
1 ,242
18 3 , 9 3 4
186,581
1,503
1 1,74 2
Represented by:
61
ANNUAL REPORT 2014
GROUP
252670-P
252670-P
1.
CORPORATE INFORMATION
General
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and listed on the Main
Market of Bursa Malaysia Securities Berhad.
The registered ofće of the Company is located at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala
Lumpur.
The principal place of business of the Company is located at Lot 328, Jalan 51A/223, Sek. 51A, 46100 Petaling Jaya,
The ńancial statements were authorised for issue by the Board of Directors in accordance with a resolution of the
directors on 30 January 2015.
Principal Activities
The principal activities of the Company are investment holding and the provision of management services.
The principal activities of the subsidiaries are indicated in Note 6 to the ńancial statements.
There have been no signićant changes in the nature of these activities during the ńancial year.
2.
BASIS OF PREPARATION
2.1
Statement of Compliance
The ńancial statements of the Group and of the Company have been prepared in accordance with applicable
Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards (“IFRSs”)
and the requirements of the Companies Act, 1965 in Malaysia.
2.2
Basis of Measurement
The ńancial statements of the Group and of the Company are prepared under the historical cost convention
unless otherwise indicated in the summary of accounting policies under Note 3.
Historical cost is generally based on the fair value of the consideration given in exchange for goods and
services.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based on
the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal
market for the asset or liability, or in the absence of a principal market, in the most advantageous market
for the asset or liability. The principal or the most advantageous market must be accessible to by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming that market participants act in their best economic interest.
A fair value measurement of a non-ńancial asset takes into account a market participant’s ability to generate
economic bene´ts by using the asset in its highest and best use or by selling it to another market participant
that would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufćient data
are available to measure fair value, maximising the use of relevant observable inputs and minimising the use
of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the ńancial statements are categorised
within the fair value hierarchy, described as follows, based on the lowest level input that is signićant to their
fair value measurement as a whole:
-
Level 1
-
Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
-
Level 2
-
Valuation techniques for which the lowest level input that is signićant to their fair value
measurement is directly or indirectly observable.
-
Level 3
-
Valuation techniques for which the lowest level input that is signićant to their fair value
measurement is unobservable.
ANNUAL REPORT 2014
62
2.3
Functional and Presentation Currency
The ńancial statements are presented in Ringgit Malaysia (“RM”) which is also the Company’s functional
currency. Unless otherwise indicated, the amounts in these ńancial statements have been rounded to the
nearest thousand.
2.4
Adoption of New MFRSs, Amendments/Improvements to MFRSs, IC Interpretations (“IC Int”) and
Amendments to IC Int
The accounting policies adopted by the Group and by the Company are consistent with those of the previous
ńancial years except for the adoption of the following new MFRSs, amendments/ improvements to MFRSs,
IC Int and amendments to IC Int that are mandatory for the current ńancial year:
MFRSs and IC Int effective 1 January 2013
MFRS
MFRS
MFRS
MFRS
MFRS
10
11
12
13
119
MFRS 127
MFRS 128
IC Int 20
Consolidated Financial Statements
Joint Arrangements
Disclosure of Interests in Other Entities
Fair Value Measurement
Employee Bene´ts (International Accounting Standard (“IAS”) 19 as amended by
International Accounting Standards Board (“IASB”) in June 2011)
Separate Financial Statements (IAS 27 as amended by IASB in May 2011)
Investments in Associates and Joint Ventures (IAS 28 as amended by IASB in May 2011)
Stripping Costs in the Production of A Surface Mine
Amendments to MFRSs effective 1 January 2013
MFRS 1
MFRS 7
MFRS 10, 11 and 12
First-time Adoption of Malaysian Financial Reporting Standards - Government Loans
Financial Instruments: Disclosures - Offsetting Financial Assets and Financial Liabilities
Consolidated Financial Statements, Joint Arrangements and Disclosure of Interests in
Other Entities: Transition Guidance
Annual Improvements 2009 – 2011 Cycle issued in July 2012
Initial application of the above standards did not have any material impact to the ńancial statements of the
group and of the Company except for the following:
MFRS 13 Fair Value Measurement
The Group and the Company have applied MFRS 13 for the ´rst time in the current period. MFRS 13 established
a single source of guidance and disclosure for fair value measurements. The scope of MFRS 13 is broad. The
fair value measurement requirements of MFRS 13 apply to both ńancial instrument items and non-ńancial
instrument items for which other MFRSs require or permit fair value measurements and disclosures about
fair value measurements, except for share-based payment transactions that are within the scope of MFRS 2
Share-based Payment, leasing transaction that are within the scope of MFRS 117 Leases, and measurements
that have some similarities to fair value but are not fair value (e.g. net realisable value for the purposes of
measuring inventories or value in use for impairment assessment purposes).
MFRS 13 deńes fair value as the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction in the principal (or most advantageous) market at the measurement date under
current market conditions. Fair value under MFRS 13 is an exit price regardless of whether that price is
directly observable or estimated using another valuation technique. Also, MFRS 13 includes extensive
disclosure requirements.
MFRS 13 requires prospective application from 1 January 2013. In addition, specić transition provisions
were given to entities such that they need not apply the disclosure requirements set out in the MFRS 13 in
comparative information provided for periods before the initial application of the MFRS 13. In accordance
with these transitional provisions, the Group and the Company have not made any new disclosures required
by MFRS 13 for the comparative period. Other than the additional disclosures, the application of MFRS 13
did not have any material impact on the amounts recognised in the Group’s and in the Company’s ńancial
statements.
2.5
Standards Issued But Not Yet Effective
The Group and the Company have not applied the following new MFRSs, amendments to MFRSs and IC
Interpretations (“IC Int”) that have been issued by the Malaysian Accounting Standards Board (“MASB”) but
are not yet effective for the Group and for the Company:
63
ANNUAL REPORT 2014
252670-P
252670-P
Effective for ńancial periods beginning on or after 1 January 2014
Amendments to MFRS 10, 12 and 127
Amendments to MFRS 132
IC Int 21
Consolidated Financial Statements, Disclosure of Interests in
Other Entities and Separate Financial Statements: Investment
Entities
Financial Instruments: Presentation - Offsetting Financial Assets
and Financial Liabilities
Recoverable Amount Disclosures for Non-Financial Assets
Novation of Derivatives and Continuation of Hedge Accounting
Levies
Effective for ńancial periods beginning on or after 1 July 2014
Deńed Bene´t Plans: Employee Contributions
Annual improvements to MFRSs 2010-2012 Cycle
Annual improvements to MFRSs 2011-2013 Cycle
MFRS 14
Amendments to MFRS 10 and MFRS 128
Regulatory Deferral Accounts
Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture
Accounting for Acquisitions of Interests in Joint Operations
Amendments to MFRS 116 and 138
Clarićation of Acceptable Methods of Depreciation and
Amortisation
Amendments to MFRS 116 and MFRS 141 Agriculture: Bearer Plants
Equity Method in Separate Financial Statements
Annual Improvements to MFRSs 2012–2014 Cycle
MFRS 15
Revenue from Contracts with Customers
MFRS 9
Financial Instruments (IFRS 9 issued by IASB in July 2014)
Financial Instrument: Disclosures - Mandatory Date of MFRS 9
and Transition Disclosures
The existing MFRS 111, MFRS 118, IC Int 13, IC Int 15, IC Int 18 and IC Int 131 will be withdrawn upon the adoption
of MFRS 15 on 1 January 2017.
The initial application of the above standards is not expected to have any ńancial impacts to the ńancial
statements upon adoption.
2.6
Signićant Accounting Estimates and Judgements
The preparation of ńancial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is revised and in any future periods affected.
2.6.1
Critical Judgements
Critical judgement made by management in the process of applying accounting policies that have a
signićant effect on the amount recognised in the ńancial statements is in respect of classićation between
investment properties and owner-occupied properties.
The Group determines whether a property qualiés as an investment property, and has developed criteria in
making that judgement. Investment property is a property held to earn rentals or for capital appreciation or
both. Therefore, the Group considers whether a property generates cash µows largely independently of the
other assets held by the Group.
ANNUAL REPORT 2014
64
Some properties comprise a portion that is held to earn rentals or for capital appreciation and another
portion that is held for use in the production or supply of goods or services or for administrative purposes.
The Group accounts for the portions separately if the portions could be sold separately (or leased out
separately under a ńance lease). If the portions could not be sold separately, the property is an investment
property only if an insignićant portion is held for use in the production or supply of goods or services or for
administrative purposes.
Judgement is made on an individual property basis to determine whether ancillary services are so signićant
that a property does not qualify as an investment property.
2.6.2
Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the end of
the reporting period that have a signićant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next ńancial year are discussed below:
(i)
Useful lives of depreciable assets
Plant and equipment are depreciated on a straight line basis over their estimated useful lives.
Management estimates the useful lives of the plant and equipment to be 5 to 20 years. Changes in
the expected level of usage and technological developments could impact the economic useful lives
and residual values of the plant and equipment. Therefore, future depreciation charges could be
revised.
(ii)
Impairment of plant and equipment
The Group performs an impairment review as and when there are impairment indicators to ensure
that the carrying value of the plant and equipment does not exceed its recoverable amount. The
recoverable amount represents the present value of the estimated future cash µows expected to
arise from operations. Therefore, in arriving at the recoverable amount, management exercises
judgement in estimating the future cash µows, growth rate and discount rate.
(iii)
Impairment of goodwill
The Group determines whether goodwill is impaired at least once a year or more frequently if events
or changes in circumstances indicate that the goodwill may be impaired. This requires an estimation
of the value in use of the cash-generating units to which the goodwill is allocated.
Estimating value in use requires management to make an estimate of the expected future cash µows
from the cash-generating unit and also to choose a suitable discount rate in order to calculate the
present value of those cash µows.
(iv)
Impairment of investment in subsidiaries
Investment in subsidiaries is assessed at the end of each reporting period to determine whether
there is any indication of impairment. If such an indication exists, an estimation of the investment’s
recoverable amount is required.
Estimating the recoverable amount requires management to make an estimate of the expected
future cash µows from the subsidiaries and also choose a suitable discount rate in order to calculate
the present value of those cash µows.
(v)
Inventories
The management reviews for slow-moving and obsolete inventories. This review requires judgements
and estimates. Possible changes in these estimates could result in revision to the valuation of
inventories.
(vi)
Impairment of loans and receivables
The Group assesses at the end of each reporting period whether there is any objective evidence that
a ńancial asset is impaired. To determine whether there is objective evidence of impairment, the
Group considers factors such as the probability of insolvency or signićant ńancial difćulties of
the debtor and default or signićant delay in payments.
Where there is objective evidence of impairment, the amount and timing of future cash µows are
estimated based on historical loss experience of assets with similar credit risk characteristics.
65
ANNUAL REPORT 2014
252670-P
252670-P
(vii)
Deferred revenue
The Group allocates the consideration received from the sales of goods to the goods sold and
the points issued under its loyalty programme. The consideration allocated to the points issued is
measured at their fair value.
The carrying amount of deferred revenue allocated to the award credits at the end of the reporting
period was RM3,719,442 (2013: RM4,195,999).
3.
SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies adopted by the Group and by the Company are consistent with those
adopted in the previous ńancial years unless otherwise indicated below.
3.1
Basis of Consolidation
(i)
Subsidiaries
Subsidiaries are those companies in which the Group has a long term equity interest and where it
has power to exercise control over their ńancial and operating activities so as to obtain bene´ts
therefrom.
The Group adopted MFRS 10 Consolidated Financial Statements in the current ńancial year. This
resulted in changes to the following policies:
•
Control exists when the Group is exposed, or has rights, to variable returns through its power
over the entity. In the previous ńancial years, control exists when the Group has the ability to
exercise its power to govern the ńancial and operating policies of an entity so as to obtain
bene´ts from its activities.
•
Potential voting rights are considered when assessing control only when such rights are
substantive. In the previous ńancial years, potential voting rights are considered when assessing
control when such rights are presently exercisable.
•
The Group considers it has de facto power over an investee when, despite not having the majority
of voting rights, it has the current ability to direct the activities of the investee that signićantly
affect the investee’s return. In the previous ńancial years, the Group did not consider de facto
power in its assessment of control.
The change in accounting policy has been made retrospectively and in accordance with the
transitional provision of MFRS 10. However, the adoption of MFRS 10 has no signićant impact to
the ńancial statements of the Group for the current ńancial year.
Investment in subsidiaries is measured in the Company’s statement of ńancial position at cost less
accumulated impairment losses, unless the investment is classiéd as held for sale or distribution.
The cost of investments includes transaction costs.
Upon the disposal of an investment in a subsidiary, the difference between the net disposal proceeds
and its carrying amount is recognised in pro´t or loss.
(ii)
Business combination
Business combinations are accounted for using the acquisition method from the acquisition date
which is the date on which control is transferred to the Group.
For new acquisitions, the Group measures the cost of goodwill at the acquisition date as:
•
the fair value of the consideration transferred, plus
•
the recognised amount of any non-controlling interest in the acquiree, plus
•
if the business combination is achieved in stages, the fair value of the existing equity interest in
the acquiree, less
•
the net recognised amount at fair value of the identiáble assets acquired and liabilities assumed
When the excess is negative, a bargain purchase gain is recognised in pro´t or loss.
For each business combination, the Group elects whether to recognise non-controlling interest in
the acquiree at fair value, or at the proportionate share of the acquiree’s identiáble net assets at
the acquisition date.
Transaction costs, other than those associated with the issue of debt or equity securities, that the
Group incurs in connection with a business combination are expensed as incurred.
ANNUAL REPORT 2014
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(iii)
Acquisitions of non-controlling interests
The Group treats all changes in its ownership interest in a subsidiary that do not result in a loss
of control as equity transactions between the Group and its non-controlling interest holders.
Any difference between the Group’s share of net assets before and after the change, and any
consideration received or paid, is adjusted to or against Group reserve.
(iv)
Loss of control
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of
the subsidiary, any non-controlling interests and the other components of equity related to the
subsidiary. Any surplus or dećit arising on the loss of control is recognised in pro´t or loss. If the
Group retains any interest in the previous subsidiary, then such interest is measured at fair value at
the date that control is lost. Subsequently it is accounted for as an equity accounted investee or as
an available-for-sale ńancial asset depending on the level of inµuence retained.
(v)
Non-controlling interests at the end of the reporting period, being the equity in a subsidiary not
attributable directly or indirectly to the equity holders of the Company, are presented in the
consolidated statement of ńancial position and statement of changes in equity within equity,
separately from equity attributable to the owners of the Company. Non-controlling interests in the
results of the Group is presented in the consolidated statement of comprehensive income as an
allocation of the pro´t or loss and the comprehensive income for the year between non-controlling
interests and owners of the Company.
Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling
interests even if doing so causes the non-controlling interests to have a dećit balance.
(vi)
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra
group transactions, are eliminated in preparing the consolidated ńancial statements.
3.2
Goodwill
Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of
business combination over the Group’s interest in the net fair value of the identiáble assets, liabilities
and contingent liabilities. Following the initial recognition, goodwill is measured at cost less accumulated
impairment losses. Goodwill is not amortised but instead, it is reviewed for impairment, annually or more
frequently if events or changes in circumstances indicate that the carrying value may be impaired. Gains and
losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
3.3
Property, Plant and Equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment
losses.
Property, plant and equipment are depreciated on the straight line method to write off the cost of each asset
to its residual value over its estimated useful life at the following annual rates:
Leasehold land
Buildings
Machinery and equipment
Furniture, ´xtures and ´ttings
Motor vehicles
Renovation
Amortised over its lease period of 50 - 999 years
2% - 10%
8% - 10%
5% - 20%
20%
5% - 20%
Freehold land is not amortised as it has an inńite life.
Depreciation on capital work in progress commences when the assets are ready for their intended use.
The residual value, useful life and depreciation method are reviewed at the end of each reporting period to
ensure that the amount, method and period of depreciation are consistent with previous estimates and the
expected pattern of consumption of the future economic bene´ts embodied in the items of property, plant
and equipment.
Upon the disposal of an item of property, plant and equipment, the difference between the net disposal
proceeds and its carrying amount is recognised in pro´t or loss.
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3.4
Investment Properties
Investment properties are properties which are held either to earn rental income or for capital appreciation
or for both. Such properties are measured initially at cost, including transaction costs. Subsequent to initial
recognition, investment properties are stated at cost less accumulated depreciation and accumulated
impairment losses.
Freehold land is not amortised as it has an inńite life. Buildings are depreciated on the straight line method
to write off the cost to their residual value over their estimated useful lives at 2% per annum while leasehold
land is amortised over its lease period of 68 to 919 years.
A property interest under an operating lease is classiéd and accounted for as an investment property on a
property-by-property basis when the Group holds it to earn rentals or for capital appreciation or both. Any
such property interest under an operating lease classiéd as an investment property is carried at fair value.
Investment properties are derecognised when either they have been disposed of or when they are
permanently withdrawn from use and no future economic bene´t is expected from the disposal. Any gains
or losses on the retirement or disposal of an investment property are recognised in pro´t or loss in the year
in which they arise.
3.5
Leases
The determination of whether an arrangement is, or contains, a lease is based on the substance of the
arrangement at the inception date, whether ful´lment of the arrangement is dependent on the use of a
specić asset or asset or the arrangement conveys a right to use the asset, even if that right is not explicitly
specić in an arrangement.
Finance lease
A ńance lease which includes hire purchase arrangement, is a lease that transfers substantially all the risks
and rewards incidental to ownership of an asset to the lessee. Title may or may not eventually be transferred.
Minimum lease payments made under ńance leases are apportioned between ńance charges and
reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the
liability. Finance charges are recognised in ńance costs in the pro´t or loss. Contingent lease payments are
accounted for by revising the minimum lease payments over the remaining term of the lease when the lease
adjustment is con´rmed.
A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty
that the Company will obtain ownership by the end of the lease term, the asset is depreciated over the
shorter of the estimated useful life of the asset and the lease term.
Leasehold land which in substance is a ńance lease is classiéd as property, plant and equipment.
Operating Leases
Leases, where the Group does not assume substantially all the risks and rewards of ownership are classiéd
as operating leases and, except for property interest held under operating lease, the leased assets are not
recognised on the statement of ńancial position. Property interest held under an operating lease, which is
held to earn rental income or for capital appreciation or both, is classiéd as investment property.
Payments made under operating leases are recognised in pro´t or loss on a straight-line basis over the term
of the lease. Lease incentives received are recognised in pro´t or loss as an integral part of the total lease
expense, over the term of the lease. Contingent rentals are charged to pro´t or loss in the reporting period
in which they are incurred.
Leasehold land which in substance is an operating lease is classiéd as prepaid land lease payments.
3.6
Impairment of Non-Financial Assets
The carrying amounts of non-ńancial assets (except for inventories, deferred tax assets and non-current
assets (or disposal groups) classiéd as held for sale) are reviewed at the end of each reporting period
to determine whether there is any indication of impairment. If any such indication exists, then the asset’s
recoverable amount is estimated. For goodwill, the recoverable amount is estimated each period at the
same time.
For the purpose of impairment testing, assets are grouped together into the smallest group of assets
that generates cash inµows from continuing use that are largely independent of the cash inµows of other
assets or cash-generating units (“CGU”). Subject to an operating segment ceiling test, for the purpose of
goodwill impairment testing, CGU to which goodwill has been allocated are aggregated so that the level at
which impairment testing is performed reµects the lowest level at which goodwill is monitored for internal
reporting purposes. The goodwill acquired in a business combination, for the purpose of impairment testing,
is allocated to group of CGU that are expected to bene´t from the synergies of the combination.
ANNUAL REPORT 2014
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The recoverable amount of an asset of CGU is the greater of its value in use and its fair value less costs of
disposal. In assessing value in use, the estimated future cash µows are discounted to their present value
using a pre-tax discount rate that reµects current market assessments of the time value of money and the
risks specić to the asset or CGU.
An impairment loss is recognised if the carrying amount of an asset or its related CGU exceeds its estimated
recoverable amount.
Impairment losses are recognised in pro´t or loss. Impairment losses recognised in respect of CGU are
allocated ´rst to reduce the carrying amount of any goodwill allocated to the CGU (group of CGU) on a pro
rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other non-ńancial assets, impairment
losses recognised in prior periods are assessed at the end of each reporting period for any indications that
the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in
the estimates used to determine the recoverable amount since the last impairment loss was recognised.
An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the
carrying that would have been determined, net of depreciation or amortisation, if no impairment loss had
been recognised. Reversals of impairment losses are credited to pro´t or loss in the ńancial year in which
the reversals are recognised.
3.7
Financial Instruments
3.7.1
Initial recognition and measurement
A ńancial asset or a ńancial liability is recognised in the statement of ńancial position when, and only
when, the Group or the Company becomes a party to the contractual provisions of the instrument.
A ńancial instrument is recognised initially, at its fair value plus, in the case of a ńancial instrument not at
fair value through pro´t or loss, transactions costs that are directly attributable to the acquisition or issue
of the ńancial instrument.
3.7.2
Financial instrument categories and subsequent measurement
The Group and the Company categorise ńancial instruments as follows:
Financial assets
(a)
Loans and receivables
Loans and receivables category comprises debt instruments that are not quoted in an active market.
Financial assets categorised as loans and receivables are subsequently measured at amortised cost
using the effective interest method.
Loans and receivables are classiéd as current assets, except for those having maturity dates later
than 12 months after the end of the reporting period which are classiéd as non-current.
(b)
Available-for-sale ńancial assets
Available-for-sale category comprises investment in equity and debt securities instruments that are
not held for trading.
Investments in equity instruments that do not have a quoted market price in an active market and
whose fair value cannot be reliably measured are measured at cost. Other ńancial assets categorised
as available-for-sale are subsequently measured at their fair values with the gain or loss recognised
in other comprehensive income, except for impairment losses, foreign exchange gains and losses
arising from monetary items and gains and losses of hedged items attributable to hedge risks of fair
value hedges which are recognised in pro´t or loss. On derecognition, the cumulative gain or loss
recognised in other comprehensive income is reclassiéd from equity into pro´t or loss. Interest
calculated for a debt instrument using the effective interest method is recognised in pro´t or loss.
All ńancial assets are subject to review for impairment.
Financial liabilities
All ńancial liabilities are subsequently measured at amortised cost.
Financial liabilities are classiéd as current liabilities, except for those having maturity dates later than 12
months after the end of the reporting period which are classiéd as non-current.
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3.7.3
Financial guarantee contracts
A ńancial guarantee contract is a contract that requires the issuer to make speciéd payments to reimburse
the holder for a loss it incurs because a speciéd debtor fails to make payment when due in accordance with
the terms of a debt instrument.
Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs.
Subsequent to initial recognition, ńancial guarantee contracts are recognised as income in statement of
comprehensive income over the period of the guarantee. If the debtor fails to make payment relating to
ńancial guarantee contract when it is due and the Group, as the issuer, is required to reimburse the holder
for the associated loss, the liability is measured at the higher of the best estimate of the expenditure required
to settle the present obligation at the reporting date and the amount initially recognised less cumulative
amortisation.
3.7.4
Offsetting of ńancial instruments
Financial assets and ńancial liabilities are offset and the net amount is reported in the statement of ńancial
position if, and only if, there is a currently enforceable legal rights to offset the recognised amounts and
there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.
3.7.5
Derecognition
A ńancial asset or part of it is derecognised, when and only when the contractual rights to the cash µows
from the ńancial asset expire or the ńancial asset is transferred to another party without retaining control or
substantially all risks and rewards of the asset. On derecognition of a ńancial asset, the difference between
the carrying amount and the sum of the consideration received (including any new asset obtained less any
new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in
the pro´t or loss.
A ńancial liability or a part of it is derecognised when, and only when, the obligation speciéd in the contract
is discharged or cancelled or expired. On derecognition of a ńancial liability, the difference between the
carrying amount of the ńancial liability extinguished or transferred to another party and the consideration
paid, including any non-cash assets transferred or liabilities assumed, is recognised in pro´t or loss.
3.8
Impairment of Financial Assets
All ńancial assets (except for ńancial assets categorised as fair value through pro´t or loss and investment
in subsidiaries) are assessed at the end of each reporting period whether there is any objective evidence
of impairment as a result of one or more events having an impact on the estimated future cash µows of
the asset. Losses expected as a result of future events, no matter how likely, are not recognised. For an
investment in an equity instrument, a signićant or prolonged decline in the fair value below its cost is an
objective evidence of impairment.
An impairment loss in respect of loans and receivables is recognised in pro´t or loss and is measured as
the difference between the asset’s carrying amount and the present value of estimated future cash µows
discounted at the asset’s original effective interest rate. The carrying amount of the asset is reduced through
the use of an allowance account.
An impairment loss in respect of available-for-sale ńancial assets is recognised in pro´t or loss and is
measured as the difference between the asset’s acquisition cost (net of any principal repayment and
amortisation) and the asset’s current fair value, less any impairment loss previously recognised. Where a
decline in the fair value of an available-for-sale ńancial asset has been recognised in other comprehensive
income, the cumulative loss in other comprehensive income is reclassiéd from equity to pro´t or loss.
An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in pro´t or
loss and is measured as the difference between the ńancial asset’s carrying amount and the present value
of estimated future cash µows discounted at the current market rate of return for a similar ńancial asset.
Impairment losses recognised in pro´t or loss for an investment in an equity instrument classiéd as availablefor-sale is not reversed through pro´t or loss.
3.9
Cash and Cash Equivalents
Cash and cash equivalents comprise cash at bank and on hand, demand deposits and short term highly liquid
investments that are readily convertible to known amount of cash and which are subject to an insignićant
risk of changes in value, against which bank overdraft balances, if any, are deducted.
ANNUAL REPORT 2014
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3.10
Inventories
Inventories are stated at the lower of cost and net realisable value.
Cost represents the invoiced value of goods purchased, and is determined on the ´rst-in, ´rst-out basis.
Net realisable value represents the estimated selling price in the ordinary course of business less the
estimated costs necessary to make the sale.
3.11
Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it is
probable that an outµow of resources embodying economic bene´ts will be required to settle the obligation,
and a reliable estimate of the amount can be made. Provisions are reviewed at the end of each reporting
period and adjusted to reµect the current best estimate. Where the effect of the time value of money is
material, the amount of a provision is the present value of the expenditure expected to be required to settle
the obligation.
3.12
Income Recognition
Revenue is recognised to the extent that it is probable that the economic bene´ts will µow to the Group and
to the Company and when the revenue can be reliably measured on the following bases:
(i)
Sale of goods
Revenue from sale of goods is measured at the fair value of the consideration received or receivable,
net of returns and discounts and is recognised when the signićant risks and rewards of ownership
have been transferred to the customers.
(ii)
Rental income
Rental income is recognised on a time proportion basis over the lease term.
(iii)
Dividend income
Dividend income is recognised when the Group’s right to receive payment is established.
(iv)
Management fee
Management fee is recognised on an accrual basis when services are rendered.
(v)
Interest income
Interest income is recognised on a time proportion basis using the applicable effective interest rate.
(vi)
Revenue on award credits
Revenue on award credits is recognised based on the number of award credits that have been
redeemed in exchange for free or discounted goods, relative to the total number of award credits
expected to be redeemed.
3.13
Employee Bene´ts
Short term bene´ts
Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in which
the associated services are rendered by employees of the Group. Short term accumulating compensated
absences such as paid annual leave 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.
Deńed contribution plans
As required by law, companies in Malaysia make contributions to the national pension scheme, the Employees
Provident Fund (“EPF”). Such contributions are recognised as an expense as incurred.
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3.14
Borrowings Costs
Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalised during the period of time that is necessary to complete and prepare the asset for its intended
use or sale. Capitalisation of borrowing costs commences when the activities to prepare the asset for its
intended use or sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs
are capitalised until the assets are substantially completed for their intended use or sale.
Other borrowing costs are recognised as expenses in the period in which they are incurred. Borrowing costs
consist of interest and other costs that the Group incurred in connection with the borrowing of funds.
3.15
Income Tax
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in
pro´t or loss except to the extent that it relates to a business combination or items recognised directly in
equity or other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the ńancial year,
using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to
tax payable in respect of previous years.
Deferred tax is recognised using the liability method, providing for temporary differences between the
carrying amounts of assets and liabilities in the statement of ńancial position and their tax bases. Deferred
tax is not recognised for the following temporary differences: the initial recognition of goodwill, the initial
recognition of assets or liabilities in a transaction that is not a business combination and that affects neither
accounting nor taxable pro´t or loss. Deferred tax is measured at the tax rates that are expected to be
applied to the temporary differences when they reverse, based on the laws that have been enacted or
substantively enacted by the end of the reporting period.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or
on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax
assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable pro´ts will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each
reporting period and are reduced to the extent that it is no longer probable that the related tax bene´t will
be realised.
Unutilised reinvestment allowance and investment tax allowance, being tax incentives that is not a tax base
of an asset, is recognised as a deferred tax asset to the extent that it is probable that the future taxable
pro´ts will be available against which the unutilised tax incentive can be utilised.
3.16
Foreign Currency
Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of Group entities at
exchange rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are
retranslated to the functional currency at the exchange rate at that date.
Non-monetary assets and liabilities denominated in foreign currencies at the end of the reporting period,
except for those that are measured at fair value, are retranslated to the functional currency at the exchange
rate at the date that the fair value was determined.
Foreign currency differences arising on retranslation are recognised in pro´t or loss, except for differences
arising on the retranslation of available-for-sale equity instruments or a ńancial instrument designated as a
hedge or currency risk, which are recognised in other comprehensive income.
Operations denominated in functional currencies other than Ringgit Malaysia
The assets and liabilities of operations denominated in functional currencies other than RM, are translated
to RM at exchange rates at the end of the reporting period. The income and expenses of foreign operations
are translated to RM at exchange rates at the dates of the transactions.
Foreign currency differences are recognised in other comprehensive income and accumulated in the foreign
translation reserve (“FTR”) in equity. However, if the operation is a non-wholly owned subsidiary, then the
relevant proportionate share of the translation difference is allocated to the non-controlling interests. When
a foreign operation is disposed of such that control, the signićant inµuence or joint control is lost, the
cumulative amount in the FTR related to the foreign operation is reclassiéd to pro´t or loss as part of the
pro´t or loss on disposal.
ANNUAL REPORT 2014
72
When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation, the
relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group
disposes of only part of its investment in an associate or joint venture that includes a foreign operation
while retaining signićant inµuence or joint control, the relevant proportion of the cumulative amount is
reclassiéd to pro´t or loss.
In the consolidated ńancial statements, when settlement of a monetary item receivable from or payable to
a foreign operation is neither planned nor likely in the foreseeable future, foreign exchange gains and losses
arising from such a monetary item are considered to form part of a net investment in a foreign operation and
are recognised in other comprehensive income, and are presented in the FTR in equity.
3.17
Share Capital, Share Issuance Expenses and Dividends
An equity instrument is any contract that evidences a residual interest in the assets of the Group and the
Company after deducting all of its liabilities. Ordinary shares are equity instruments.
Share capital represents the nominal value of shares that have been issued.
Dividends on ordinary shares are accounted for in shareholder’s equity as an appropriation of retained
pro´ts and recognised as a liability in the period in which they are declared.
Share premium includes any premiums received upon issuance of share capital. Any transaction costs
associated with the issuing of shares are deducted from share premium, net of any related income tax
bene´ts.
Costs directly attributable to the issuance of instruments classiéd as equity are recognised as a deduction
from equity.
3.18
Segment Reporting
An operating segment is a component of the Group that engages in business activities from which it may
earn revenue and incur expenses, including revenues and expenses that relate to transactions with any of
the Group’s other components. An operating segment’s operating results are reviewed regularly by the chief
operating decision maker, which in this case are the Executive Directors of the Group, to make decisions
about resources to be allocated to the segment and assess its performance, and for which discrete ńancial
information is available.
3.19
Contingencies
A contingent liability or asset is a possible obligation or asset that arises from past events and whose
existence will be con´rmed only by the occurrence or non-occurrence of uncertain future events not wholly
within the control of the Group and of the Company.
Contingent liabilities and assets are not recognised in the statement of ńancial position of the Group and
of the Company.
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4.
PROPERTY, PLANT AND EQUIPMENT
GROUP
Freehold
land
and
buildings
RM’000
2014
Leasehold
land
RM’000
Leasehold
buildings
RM’000
Machinery
and
equipment
RM’000
Furniture,
´xtures
and
´ttings
RM’000
Motor
vehicles
RM’000
Renovation
RM’000
Capital
work in
progress
RM’000
Total
RM’000
At Cost
Additions
365,229
22, 682
58,139
204, 75 1
1 7 1 , 481
10,057
137,054
1,220
970,613
-
-
-
1,794
13 , 98 1
-
22,336
129
38,240
Disposals
-
-
Written off
-
-
Reclassićation
-
-
-
(7)
Reversal
-
-
-
Disposal of a subsidiary
-
-
-
Foreign currency translation
(989)
(54)
(3,704)
(6 1 1 )
(2,204)
(421)
-
-
(4,179)
-
(7)
-
(3,811)
605
-
-
(598)
-
(20)
-
-
-
(20)
-
(22)
-
-
-
(22)
-
-
-
-
-
2
-
-
5
7
365,229
22,682
57,150
205,873
180, 1 1 9
9,636
159,383
756
1,000,828
31 , 1 83
2,470
21, 513
156,424
166,896
8,346
104,379
-
491,211
5,502
328
2,563
3,502
1 3,649
524
10,905
-
36,973
Disposals
-
-
(39)
(3,686)
(421)
Written off
-
-
(511)
(2, 1 1 1 )
Reclassićation
-
-
-
(5)
4
Disposal of a subsidiary
-
-
-
-
(1)
-
-
-
-
-
3
-
Balance at end
Accumulated depreciation
Current charge
Balance at end
Carrying amount
(250)
-
-
(4,146)
-
(6)
-
(2,878)
-
1
-
-
-
-
(1)
-
-
3
36,685
2,798
23,826
159,371
174,754
8,449
115,279
-
521,162
328,544
19,884
33,324
46,502
5,365
1, 187
44,104
756
479,666
976,465
2013
At Cost
365 , 1 8 3
27,304
70,904
204,094
167,089
9,577
130,825
1,489
Additions
46
-
-
1,707
8, 9 1 5
487
6,229
469
Disposals
-
-
(192)
(2,252)
(7)
-
-
(4,709)
Written off
-
-
-
(738)
(3,236)
-
-
-
(3,974)
Reclassićation
-
-
-
( 1 20)
-
-
-
Reclassićation to noncurrent assets held for sales
-
(2,258)
17,853
927
-
-
(807)
-
-
38
-
-
69
107
-
-
-
-
1,220
970,6 1 3
(15 ,129)
(4,622)
(1 0 ,507)
365,229
22,682
58,139
204,7 5 1
171,481
10,057
137,054
25,683
2,145
19,251
153,138
158,556
7,540
94,660
-
460,973
5,500
393
2, 731
4,159
13,584
813
9,719
-
36,899
Disposals
-
-
Written off
-
-
-
-
-
-
Balance at end
Current charge
Reclassićation to noncurrent assets held for sales
Balance at end
Carrying amount
ANNUAL REPORT 2014
74
-
(249)
(180)
(2 , 1 8 3)
(7)
-
-
(2,619)
(693)
(3,094)
-
-
-
(3,787)
-
-
-
-
33
33
-
-
-
-
-
31,183
2,470
2 1,5 13
156,424
166,8 96
8,346
104,379
-
491, 2 1 1
334,046
20,2 1 2
36,626
48,3 27
4,585
1,7 11
32,675
1,220
479,402
(68)
(220)
(288)
COMPANY
Leasehold
lands
RM’000
Leasehold
buildings
RM’000
Furniture,
´xtures
and
´ttings
RM’000
Equipment
RM’000
Motor
vehicles
RM’000
Renovation
RM’000
Total
RM’000
2014
At cost
18,409
11,561
3,274
2,889
751
4,921
41,805
Additions
-
-
2
20
-
124
146
Disposal
-
-
-
-
(375)
-
(375)
Written off
-
-
(5)
-
-
-
(5)
Reversal
-
-
-
-
-
(20)
18,409
1 1 , 561
3,271
2,889
376
5,045
41,551
1 ,5 5 9
1,095
1,814
1,753
750
2, 180
9, 1 5 1
293
231
206
148
-
381
1,259
Disposal
-
-
-
-
Written off
-
-
(2)
-
1,852
1,326
2,018
16,557
10,235
18,409
-
Balance at end
(20)
Current charge
Balance at end
Carrying amount
(375)
-
(375)
-
-
(2)
1,901
375
2, 561
10,033
1,253
988
1
2,484
3 1,518
11,561
3,266
2,889
751
4,921
41,797
-
8
-
-
-
8
18,409
11,561
3,274
2,889
751
4,921
41,805
2013
At cost
Additions
Balance at end
1,267
864
1,594
1,595
750
1,795
7,865
Current charge
292
231
220
158
-
385
1,286
Balance at end
1,559
1,095
1,814
1,753
750
2,180
9,151
16,850
10,466
1,460
1,136
1
2, 74 1
32,654
Carrying amount
75
ANNUAL REPORT 2014
252670-P
252670-P
(i)
The carrying amounts of property, plant and equipment charged to licensed banks for banking facilities
granted to the Group and to the Company are as follows:
GROUP
2014
RM’000
Freehold land and buildings
(ii)
5.
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
173,345
165,832
-
-
Leasehold land
17,275
20,206
16,557
16,850
Leasehold buildings
10,665
18,0 1 7
10,235
10,466
201,285
204,055
26,792
27,3 1 6
The title deeds for certain leasehold land of the Group with a total carrying amount of RM2,605,746 (2013:
RM2,623,921) have yet to be issued by the relevant authorities.
INVESTMENT PROPERTIES
Freehold
land and
buildings
RM’000
GROUP
Leasehold
land and
buildings
RM’000
Total
RM’000
2014
At cost
Balance at begining
Disposals
61,393
7,866
69,259
(5,796)
(5,796)
61,393
2,070
63,463
1,093
1 86
1 ,279
-
Balance at end
Current charge
Disposals
-
Balance at end
Carrying amount
ANNUAL REPORT 2014
547
76
93
(220)
640
(220)
1,640
59
1,699
59,753
2,0 1 1
61,764
Leasehold
land and
buildings
RM’000
Total
RM’000
2013
At cost
62,330
Disposals
63,442
Reclassiéd to non-current assets held for sale
-
Balance at end
125,7 7 2
-
(937)
(55,576)
(9 3 7)
(55,5 7 6 )
61,393
7,866
69,2 5 9
555
92
647
Current charge
547
835
1,3 8 2
Disposals
-
(9)
Reclassiéd to non-current assets held for sale
-
Balance at end
Carrying amount
(9)
(7 4 1 )
(7 4 1 )
1,093
186
1,2 7 9
60,300
7,680
67,9 8 0
The carrying amounts of properties charged to licensed banks for banking facilities granted to the Group are as
follows:
GROUP
2014
RM’000
2013
RM’000
17,622
17,807
-
432
17,622
18,239
Leasehold land and buildings
The title deeds for certain leasehold land and buildings of the Group with carrying amount of RM426,307 (2013:
RM431,703) have yet to be issued by the relevant authorities.
Fair value information
Fair value of investment properties are categorised as follows:
2014
Level 1
RM
Level 2
RM
Level 3
RM
-
77,560
-
Leasehold land and buildings
-
6,200
-
Policy on transfer between levels
The fair value of an asset to be transferred between levels is determined as at the date of the event or change in
circumstances that caused the transfer. There were no transfers between Level 1 and Level 2 during the ńancial
year.
Level 2 fair value
Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for
the investment properties, either directly or indirectly.
Level 2 fair values of the above properties have been generally derived using the sales comparison approach. Sales
prices of comparable properties in close proximity are adjusted for differences in key attributes such as property
size. The most signićant input into this valuation approach is price per square foot of comparable properties.
77
ANNUAL REPORT 2014
Freehold
land and
buildings
RM’000
252670-P
252670-P
6.
INVESTMENT IN SUBSIDIARIES
COMPANY
2014
RM’000
Unquoted shares, at cost
2013
RM’000
388,437
388,537
(26,448)
(26,448)
Less : Accumulated impairment loss
Current year
Balance at end
-
(3,366)
(29,814)
(26,448)
358,623
362,089
The details of the subsidiaries, all of which are incorporated in Malaysia, except where indicated are as follows:
Name of Subsidiaries
Effective Equity Interest
2014
2013
%
%
The Store (Malaysia) Sdn. Bhd.
100
100
Operation of department
stores and supermarkets.
Milimewa Superstore Sdn. Bhd.
100
100
Operation of department
stores and supermarkets.
Larut Matang Supermarket Holdings Berhad
100
100
Investment holding.
The Store Holdings Sdn. Bhd.
100
100
Investment holding.
The Store (Terengganu) Sdn. Bhd.
100
100
Inactive.
Taiping Supermarket Holdings Sdn. Bhd.
100
100
Investment holding.
Gold Shopping Centre Holdings Sdn. Bhd.
100
100
Investment holding.
Summit Superstore Holdings Sdn. Bhd.
100
100
Investment holding.
The Store Properties Sdn. Bhd.
100
100
Investment holding.
The Store (Kelantan) Sdn. Bhd.
100
100
Investment holding.
The Store Card Sdn. Bhd.
100
100
Provision of strategic
incentive marketing
solutions and customers
loyalty schemes to related
companies.
TS Retail Systems Sdn. Bhd.
100
100
IT and computer related
services.
TS Universal Trading Sdn. Bhd.
100
100
Trading in general goods.
Yangtze Corporation Sdn. Bhd.
95
95
Inactive.
Pacić Hypermarket Group Sdn. Bhd.
100
100
Investment holding.
Visual Utama Sdn. Bhd.
100
100
Inactive.
ANNUAL REPORT 2014
78
2014
2013
%
%
Delsinar Sdn. Bhd.
100
100
Investment holding.
Nilai Hikmat Sdn. Bhd.
100
100
Investment holding.
* TS Universal International Co. Ltd
(Incorporated in British Virgin Islands)
100
100
Investment holding.
The Store (Kemaman) Sdn. Bhd.
100
100
Inactive.
The Store (Seremban) Sdn. Bhd.
100
100
Inactive.
The Store (Kluang) Sdn. Bhd.
100
100
Inactive.
The Store (Muar) Sdn. Bhd.
100
100
Inactive.
The Store (Mentakab) Sdn. Bhd.
100
100
Inactive.
The Store (Taman Tun Aminah) Sdn. Bhd.
100
100
Inactive.
The Store (Klang) Sdn. Bhd.
100
100
Inactive.
The Store (Central Square) Sdn. Bhd.
100
100
Inactive.
The Store (Kampar Road) Sdn. Bhd.
100
100
Inactive.
The Store (Kuantan Parade) Sdn. Bhd.
100
100
Inactive.
The Store (Bentong) Sdn. Bhd.
100
100
Inactive.
The Store (Subang) Sdn. Bhd.
100
100
Inactive.
The Store (Port Dickson) Sdn. Bhd.
100
100
Inactive.
The Store (Bukit Pasir) Sdn. Bhd.
100
100
Inactive.
The Store (Kangar) Sdn. Bhd.
100
100
Inactive.
The Store (Darul Naim) Sdn. Bhd.
100
100
Inactive.
Fajar Retail Enterprise Sdn. Bhd.
100
100
Investment holding.
Fajar Departmental Store & Supermarket
(Sg. Besar) Sdn. Bhd.
100
100
Investment holding.
Fajar Supermarket Sdn. Bhd.
100
100
Investment holding.
Fajar Supermarket (Upper Perak) Sdn. Bhd.
100
100
Investment holding.
Berkat Apparel Sdn. Bhd.
100
100
Inactive.
79
ANNUAL REPORT 2014
252670-P
252670-P
2014
2013
%
%
Berkat Marketing Sdn. Bhd.
100
100
Inactive.
Berkat Merchandising & Services Sdn. Bhd.
100
100
Inactive.
Koaling Development Sdn. Bhd.
100
100
Inactive.
Sungei Perak Supermarket Sdn. Bhd.
100
100
Investment holding.
Berkat Supermarket Sdn. Bhd.
100
100
Inactive.
Dindings Supermarket Sdn. Bhd.
100
100
Inactive.
Fajar Supermarket (Melaka) Sdn. Bhd.
100
100
Inactive.
Fajar Supermarket (Butterworth) Sdn. Bhd.
100
100
Investment holding.
Kuala Kangsar Supermarket Sdn. Bhd.
100
100
Inactive.
Larut Matang Supermarket (Taiping)
Sdn. Bhd.
100
100
Inactive.
Berkat Garments Sdn. Bhd.
100
100
Inactive.
Fajar Merchandising & Services Sdn. Bhd.
100
100
Inactive.
The Store (Johore Bahru) Sdn. Bhd.
100
100
Investment holding.
Tanjung Segi Sdn. Bhd.
100
100
Investment holding.
67
67
Inactive.
Murai Perdana Sdn. Bhd.
100
100
Investment holding.
The Store (Malacca) Sdn. Bhd.
100
100
Investment holding.
The Store (Batu Pahat) Sdn. Bhd.
100
100
Inactive.
The Store (Pusat K.T.) Sdn. Bhd.
100
100
Inactive.
Taiping Corporation Sdn. Bhd.
100
100
Investment holding.
The Store (Taiping) Sdn. Bhd.
100
100
Investment holding.
The Store (NS) Sdn. Bhd.
100
100
Investment holding.
Arglye Sdn. Bhd.
100
100
Inactive.
The Store (Summit Parade) Sdn. Bhd.
100
100
Inactive.
The Store (Sungai Petani) Sdn. Bhd.
100
100
Investment holding
Pacić Hypermarket Properties Sdn. Bhd.
100
100
Investment holding
Bigever Properties Sdn. Bhd.
100
100
Investment holding
Formyarn Sdn. Bhd.
ANNUAL REPORT 2014
80
2014
2013
%
%
Pacić Hypermarket & Departmental Store
Sdn. Bhd.
100
100
Investment holding and
operation of department
store and hypermarket.
Pacić Bowling Sdn. Bhd.
100
100
Manage and operate of
bowling centre.
Pacić Department Store Sdn. Bhd.
100
100
Inactive.
100
100
Investment holding.
Sungei Besar Supermarket Sdn. Bhd.
100
100
Inactive.
Bintang Aspek (M) Sdn. Bhd.
100
100
Investment holding.
The Store (Johor Jaya) Sdn. Bhd.
100
100
Inactive
Cotler Sdn. Bhd.
92
92
Inactive.
The Store (Taiping Jaya) Sdn. Bhd.
100
100
Inactive.
The Store (Tampin) Sdn. Bhd.
100
100
Inactive.
The Store (Taman Kok Lian) Sdn. Bhd.
100
100
Inactive.
TS Universal Brands Sdn. Bhd.
100
100
Trading in general goods.
The Store (Kota Bahru) Sdn. Bhd.
100
100
Inactive.
Universal Retail Academy Sdn. Bhd.
100
100
Training and development.
Pacić Hypermarket (Prai) Sdn. Bhd.
100
100
Inactive.
Pacić Department Store (Prai) Sdn. Bhd.
100
100
Inactive.
-
100
Investment holding.
* TS Universal Retail Ltd
(Incorporated in British Virgin Islands)
100
100
Investment holding.
* Universal Retail Holdings Ltd
(Incorporated in Hong Kong)
100
100
Investment holding.
* Jurus Kota Sdn. Bhd.
100
100
Investment holding.
* Shanghai Universal Retail Limited
(Incorporated in People’s Republic of
China)
100
100
Inactive.
* Universal Retail (jiaxing) Limited
(Incorporated in People’s Republic of
China)
100
100
Inactive.
* Universal Retail Limited
(Incorporated in Hong Kong)
100
100
Inactive.
* Universal Retail Group Ltd
(Incorporated in Cayman Islands)
SB Mall Sdn. Bhd.
* Not audited by Grant Thornton.
81
ANNUAL REPORT 2014
252670-P
252670-P
The Company had on 27 December 2013 entered into a conditional share sale agreement (“SSA”) with Goldleaf
Synergy Sdn. Bhd. for the proposed disposal of 100,000 ordinary shares of RM1.00 each (“Sales Shares”)
representing 100% of the issued and paid-up share capital in SB Mall Sdn. Bhd. (“SBM”), for a cash consideration of
RM4,500,000 for the Sales Shares and the proposed settlement of intercompany advances owing by SBM to the
Company’s subsidiary, The Store (Malaysia) Sdn. Bhd., amounting to RM17,615,401 as at the completion date of the
SSA.
The following summarises the net assets disposed of at the disposal date:
RM’000
Property, plant and equipment (Note 4)
21
4,7 0 3
3,7 3 6
Non-current assets held for sale (Note 14)
69,6 7 6
(22, 8 4 1 )
Borrowing
(51 , 300)
Current tax liabilities
(550)
Total identiáble net assets
3,4 4 5
Less: Disposal consideration
(4, 500)
Gain on disposal of a subsidiary
1,0 5 5
Net cash inµow arising from the disposal is as follows:
RM’000
Disposal consideration
4,5 0 0
(3, 7 3 6)
764
The non-current assets held for sale were transferred from a subsidiary, The Store (Malaysia) Sdn. Bhd. to SBM and
were disposed of together with SBM pursuant to the SSA.
7.
OTHER INVESTMENTS
GROUP
2014
RM’000
2013
RM’000
Shares quoted in Malaysia, at fair value
Unquoted shares, at cost
Market value of quoted shares
8.
14
15
5
5
19
20
14
15
INTANGIBLE ASSETS
GROUP
2014
RM’000
2013
RM’000
Goodwill
At Cost
11, 311
11, 3 1 1
Less: Accumulated impairment loss
(2,992)
(2,992)
8,319
8,3 1 9
Carrying amount
ANNUAL REPORT 2014
82
Impairment test on goodwill
Goodwill arising from business combinations has been allocated to its business segment as its cash generating units
(CGUs).
For annual impairment testing purposes, the recoverable amount of the CGUs is determined based on its valuein-use, which applies a discounted cash µow model using cash µow projections based on ńancial budget and
projections approved by management.
No impairment loss is required for the goodwill as its recoverable amount is in excess of its carrying amount.
The key assumptions on which the management has based on for the computation of value-in-use are as follows:
(i)
Budgeted gross margin
The basis used to determine the value assigned to the budgeted gross margins is the average gross
margin achieved in the period immediately before the budgeted period adjusted for expected efćiency
improvement, market and economic conditions and internal resource efćiency, where applicable.
(ii)
Revenue
The revenue used to calculate the cash inµows from operations was determined after taking into consideration
the historical sales and expected growth rates of the relevant industry which the CGUs are exposed. Values
assigned are consistent with the external sources of information.
(iii)
Discount rate
The discount rate applied to the cash µow projections is based on the weighted average cost of capital rate
of the Group.
Sensitivity to changes in assumptions
With regard to the assessment of value-in-use of all CGUs, management believes that no reasonable change in any
of the above key assumptions would cause the carrying value of the units to materially exceed their recoverable
amounts.
9.
DEFERRED TAX
Deferred tax assets:
GROUP
Transfer to pro´t or loss
2014
RM’000
2013
RM’000
1,049
1,072
(156)
Balance at end
893
(23)
1,049
The deferred tax assets are represented by deductible temporary differences arising from deferred revenue.
Deferred tax liabilities:
GROUP
COMPANY
2014
RM’000
2013
RM’000
31,755
32,972
(1,492)
Under/(Over) provision in prior year
Balance at end
2014
RM’000
2013
RM’000
178
199
(1,475)
(1 2 )
30,263
31,497
166
1,629
258
-
31,892
31,755
166
83
(9)
190
(12)
178
ANNUAL REPORT 2014
252670-P
252670-P
The deferred tax liabilities are represented by taxable temporary differences arising from:
GROUP
Previous fair value adjustment to the properties
of subsidiaries
Previous revaluation surplus of freehold building
COMPANY
2014
RM’000
2013
RM’000
2014
RM’000
2013
RM’000
876
913
-
-
22,054
22,289
-
-
8,962
8,553
166
178
31,892
31,755
166
178
Deferred tax assets not recognised
As at the end of the reporting period, the Group has not recognised deferred tax assets arising from the following
deductible/(taxable) temporary differences as it is not probable that future taxable pro´t will be available against
which they can be utilised:
GROUP
2014
RM’000
2013
RM’000
Unabsorbed tax losses
1,965
1,855
Unabsorbed capital allowances
1,901
1,627
(669)
(760)
3,197
10.
2,722
TRADE AND OTHER RECEIVABLES
GROUP
COMPANY
2014
RM’000
2013
RM’000
2014
RM’000
2013
RM’000
2,8 5 0
1,907
-
-
-
-
973
-
-
34
Trade receivables (Note 10.1)
Gross amount
Less : Allowance for impairment
Current year
Balance at end
Other receivables (Note 10.2)
Less : Allowance for impairment
Deposits
Prepayments
1,007
-
-
(1,083)
76
(1,007)
-
-
1,767
900
-
-
2 2 , 6 35
25,306
-
-
-
-
-
21,051
25,306
-
-
27,100
27,965
9
11
5,445
4,858
-
-
53,596
5 8, 1 2 9
9
55,363
59,029
9
(1,584)
11
Total trade and other receivables
ANNUAL REPORT 2014
84
11
10.1
Trade receivables
Trade receivables represent amounts due from credit cards issuing banks arising from the sale of goods to
customers and are generally on 30 to 120 days (2013: 30 to 120 days) credit terms. They are recognised at
their original sales amount which represents their fair values on initial recognition.
10.2
Other receivables
The currency pro´le of the Group’s other receivables is as follows:
2014
RM’000
2013
RM’000
Ringgit Malaysia
18,127
22,351
Chinese Renminbi
2,238
2,267
Hong Kong Dollar
686
680
-
8
21,051
25,306
US Dollar
11.
AMOUNT DUE FROM/TO SUBSIDIARIES
The amount due from/to subsidiaries represents unsecured advances which is interest free and is repayable on
demand, except for a receivable amount of RM121,530,636 (2013: RM99,881,624) which earns an interest at 8%
(2013: 8%) per annum.
12.
DEPOSITS WITH LICENSED BANKS
GROUP
2013
RM’000
2014
RM’000
2013
RM’000
600
-
26,500
-
10,500
1,411
-
-
145,995
135,880
-
-
146,595
163,791
-
10,500
Repo - unencumbered
Fixed deposits - encumbered
- unencumbered
COMPANY
2014
RM’000
The encumbered ´xed deposits were pledged to a licensed bank for banking facilities granted to the Group.
The effective interest rates and maturities of the deposits as at the end of the reporting period are as follows:
GROUP
2014
Interest rates per annum (%)
Maturities (days)
13.
COMPANY
2013
2014
2013
2.60 to 3.50
2.00 to 3.41
-
2.40
1 to 365
1 to 365
-
2
CASH AND BANK BALANCES
The currency pro´le of the Group’s cash and bank balances is as follows:
Ringgit Malaysia
2014
RM’000
2013
RM’000
37,323
24,185
Chinese Renminbi
13
13
Hong Kong Dollar
3
3
37,339
24,201
85
ANNUAL REPORT 2014
252670-P
252670-P
14.
NON-CURRENT ASSETS HELD FOR SALE
GROUP
Reclassiéd from:
- property, plant and equipment
- investment properties
2014
RM’000
2013
RM’000
69,676
-
-
14,8 4 1
-
54,835
(69,676)
Disposal
Balance at end
-
69,676
The non-current assets held for sale is in respect of a property transferred to a subsidiary, SB Mall Sdn. Bhd., which
the subsidiary was subsequently disposed of pursuant to a share sale agreement dated 27 December 2013 (Note 6).
15.
SHARE CAPITAL
Number of
ordinary shares of
RM1 each
2014
RM’000
16.
Amount
2013
RM’000
2014
RM’000
2013
RM’000
Authorised
88,000
88,000
88,000
88,000
Issued and fully paid
68,504
68,504
68,50 4
68,504
FOREIGN TRANSLATION RESERVE
This is in respect of foreign exchange differences on translation of the ńancial statements of foreign subsidiaries.
17.
RETAINED PROFITS
As at 31 December 2013, the remaining 108 balance of the Company has expired upon reaching the six-year
transition period and the Company automatically moves to the single-tier system. Accordingly, there are no longer
any restrictions on the Company to distribute dividends subject to the availability of retained pro´ts effective 1
January 2014.
18.
DEFERRED REVENUE
GROUP
Additions during the year
2014
RM’000
2013
RM’000
4,1 9 6
4,286
1,6 2 5
1,987
(2 , 1 0 1 )
(2,077)
Balance at end, expiring within three years
3,720
4,196
Less : Outstanding balance due not later than one year
(1,828)
(2,010)
1,892
2,186
Outstanding balance due later than one year but not later than three years
The Group operates the loyalty programme which allows customers to accumulate points when they purchase
products in the Group’s stores. The points can be redeemed for free or for discounted goods from the Group’s
stores.
Deferred revenue represents consideration received from the sale of goods that is allocated to the points issued
under the loyalty programme that are expected to be redeemed but are still outstanding as at the end of the
reporting period.
ANNUAL REPORT 2014
86
19.
BORROWINGS
GROUP
COMPANY
2014
RM’000
2013
RM’000
2014
RM’000
2013
RM’000
114,938
192,534
109,796
137,736
28,103
32,037
27,941
27,941
Non-current liabilities
Secured:
Bank term loans
Current liabilities
Secured:
Bank term loans
The bank term loans are secured by way of:
(i)
(ii)
(iii)
Legal charges over certain freehold and leasehold properties of certain subsidiaries and of the Companies,
Fixed deposits of a subsidiary, and
Corporate guarantee of the Company and of a subsidiary.
A summary of the effective interest rates and the maturities of the borrowings are as follows:
Average
effective
interest rate
per annum
(%)
Total
RM’000
Within
one year
RM’000
More than
one year and
less than two
years
RM’000
More than
two years and
less than ´ve
years
RM’000
More than
´ve years
RM’000
GROUP
2014
Bank term loans
5.05 to 5.44
143,041
28,103
28,112
77,605
9,221
4.80 to 9.00
224,571
32,037
31,931
95,855
64,748
5.32 to 5.44
137,737
27,941
27,941
77,037
4,818
5.02 to 5.10
165,677
27,941
27,941
83,822
25,973
2013
Bank term loans^
COMPANY
2014
Bank term loans
2013
Bank term loans
Încluded herein was a bank term loan granted under the Syariah principle of Al-Bai Bithaman Ajil which bears a
´xed pro´t rate of RM4,593 per month.
20. TRADE AND OTHER PAYABLES
GROUP
2014
RM’000
2013
RM’000
COMPANY
2014
RM’000
2013
RM’000
Trade payables (Note 20.1)
339,574
3 5 2 , 1 05
-
-
Other payables (Note 20.2)
33,197
32,023
352
276
Accruals (Note 20.3)
17,194
16,741
687
780
9,904
13,295
-
-
399,869
414,164
1,039
1,056
Deposits
87
ANNUAL REPORT 2014
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20.1
Trade payables
Trade payables represent amounts outstanding for trade purchases. They are non-interest bearing and are
normally settled within 7 to 150 days (2013: 7 to 150 days) credit terms.
20.2
Other payables
The currency pro´le of the Group’s other payables is as follows:
Ringgit Malaysia
Chinese Renminbi
20.3
2014
RM’000
2013
RM’000
32,403
31,210
794
813
33,1 9 7
32,023
2014
RM’000
2013
RM’000
17,060
16,72 2
11
11
8
8
17,079
16,74 1
Accruals
The currency pro´le of the Group’s accruals is as follows:
Ringgit Malaysia
Hong Kong Dollar
US Dollar
21.
REVENUE
GROUP
COMPANY
2014
RM’000
2013
RM’000
1,750,482
1,869,349
-
-
Dividend income
5
-
40,000
40,000
Management fees
-
-
2,840
2, 8 2 1
17,212
19,788
-
-
1,767,699
1,889,1 3 7
42,840
4 2,8 21
Sale of goods net of discounts
Rental income from investment properties
2014
RM’000
2013
RM’000
22. COST OF SALES
GROUP
Cost of goods sold
Direct operating costs relating to rental generating investment properties
ANNUAL REPORT 2014
88
2014
RM’000
2013
RM’000
1,396,787
1,524,987
1,447
716
1,398,234
1,525,703
23. PROFIT BEFORE TAX
This is arrived at:
GROUP
2014
RM’000
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
After charging/(crediting):
Auditors’ remuneration
- Audit fee
Company’s auditors
- Current year
- under provision in prior year
Other auditors
525
500
33
30
25
-
3
-
30
29
-
-
-
-
- Non-audit fees
Company’s auditors
3
-
Bad debts
-
5
4,929
-
Debts waived by a subsidiary
-
-
(6,837)
-
36,973
36,899
1,259
1,286
640
1 ,382
-
-
Depreciation
- property, plant and equipment
Directors’ remuneration for non-executive directors
- allowance
- fees
Gain on deconsolidation of a subsidiary
Gain on disposal of investment properties
Gain on disposal of property, plant and equipment
Gain on disposal of a subsidiary
Gross dividends from unquoted investments
63
63
63
63
172
172
1 36
136
-
-
-
-
-
(1 , 0 5 5 )
(1 2 3 )
(1 3 )
(7)
(2,020)
-
-
(5)
-
(5)
-
(4,400)
-
-
-
Gross dividends from unquoted subsidiaries
-
-
Impairment loss on investment in subsidiaries
-
-
3,366
-
1,660
34
-
-
Impairment loss on receivables
(40,000)
(40,000)
Interest expense on:
- bank overdraft
- term loans
- others
Interest income
Inventories written off
Property, plant and equipment written off
Rental of premises
Rental of motor vehicle
19
8
10
2
9,555
12,027
7, 8 1 3
8,915
852
351
848
347
(3 , 9 3 4 )
(3,2 73)
(9,633)
(7,464)
2,000
-
-
-
933
187
3
-
82,716
93,888
-
-
55
-
-
-
Rental income from
(17,509)
(19, 941)
-
-
- others
(2 1 , 3 1 6 )
(17,425)
-
-
89
ANNUAL REPORT 2014
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24. TAX EXPENSE
GROUP
2014
RM’000
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
Malaysian income tax :
Based on results for the year
- Current tax
(17,132)
(15,570)
(9,889)
(9,193)
- Deferred tax
Relating to origination and
reversal of temporary differences
Changes in tax rate
1,005
1,452
5
9
331
-
7
-
1,336
1,452
(15, 796)
Real property gain tax
(1 4 , 1 1 8)
(54)
12
9
(9,877)
-
(9,184)
-
-
(Under)/Over provision in prior year
- Current tax
- Deferred tax
(210)
(1,629)
132
(258)
10
-
(95)
12
(1,839)
(126)
10
(83)
(17,689)
(14,244)
(9,867)
(9,267)
The reconciliation of the tax expense of the Group and of the Company is as follows:
GROUP
2014
RM’000
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
Pro´t before taxation
38,0 7 0
35,0 1 8
41,164
35,536
Income tax at Malaysian statutory tax rate of 25%
(9,518)
(8,754)
(10,291)
(8,884)
1,391
525
2,810
-
(7,793)
(6,099)
(2,403)
(300)
Utilisation of unabsorbed tax losses
147
274
-
-
-
-
Income not subject to tax
Expenses not deductible for tax purposes
Deferred tax assets not recognised
(625)
(335)
Annual crystallisation of deferred tax
on revaluation surplus
271
271
-
-
Changes in tax rate
331
-
7
-
(15,796)
(14,118)
(9,877)
(9,184)
(54)
-
-
-
(1,839)
(126)
10
(83)
(17,689)
(14,244)
(9,867)
(9,267)
Real property gain tax
(Under)/Over provision in prior year
ANNUAL REPORT 2014
90
The amount and future availability of unabsorbed tax losses and unabsorbed capital allowances for which the
related tax effects have not been accounted for at the end of the reporting period is follows:
GROUP
2014
RM’000
2013
RM’000
Unabsorbed tax losses
25,676
25,234
Unabsorbed capital allowances
17,696
16,603
The corporate tax rate will be reduced to 24% from the year of assessment 2016 as announced in the Malaysian
Budget 2014. Consequently, deferred tax is measured using this tax rate.
25. EARNINGS PER SHARE
GROUP
(a)
Basic earnings per share
The basic earnings per share of the Group is calculated by dividing the pro´t for the year attributable to
owners of the Company by the weighted average number of ordinary shares in issue during the ńancial
year as follows:
2014
2013
Pro´t attributable to owners of the company (RM’000)
20,387
20,780
Weighted average number of ordinary shares of RM1 each (’000)
68,504
68,504
29.76
30.33
Basic earnings per share (sen)
(b)
Diluted earnings per share
Diluted earnings per share (sen)
29.76
30.33
There are no diluted earnings per share as the Company does not have any convertible ńancial instruments
as at the end of the reporting period.
26. DIVIDEND
2014
RM’000
First and ńal single tier dividend of 3.75 sen per share in respect of the ńancial year
ended 30 September 2013
First and ńal tax dividend of 5 sen per share less 25% tax in respect of the ńancial
year ended 30 September 2012
Net dividend per ordinary share (sen)
2013
RM’000
2,569
-
-
2,569
2,569
2,569
3.75
3.75
At the forthcoming Annual General Meeting, a ´rst and ńal single tier dividend of 3.75 sen per share amounting to
RM2,568,885 for the ńancial year ended 30 September 2014 will be proposed for the shareholders’ approval. The
ńancial statements for the current ńancial year do not reµect this proposed dividend. Such dividend, if approved
by the shareholders will be accounted for in equity as an appropriation of retained pro´ts in the ńancial year
ending 30 September 2015.
91
ANNUAL REPORT 2014
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27. EMPLOYEES BENEFITS EXPENSE
GROUP
2014
RM’000
Salaries, wages, allowance and bonus
Directors’ fees
EPF
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
111,047
108,957
3,126
3,189
924
936
36
48
12,016
11,709
375
383
SOCSO
1,559
1,548
2
2
Other staff related expenses
2,041
2,372
-
-
127,587
125,522
3,539
3,622
Directors’ remuneration for executive directors
Included in the employees bene´ts expense of the Group and of the Company are executive directors’ remuneration
as shown below:
GROUP
2014
RM’000
COMPANY
2013
RM’000
2014
RM’000
2013
RM’000
Directors of the Company
Executive directors
-Salaries
3,126
3, 1 89
3,126
3,189
-EPF
375
383
375
383
-Fees
504
516
36
48
4,005
4,088
3,537
3,620
523
521
-
-
64
45
-
-
420
420
-
-
Directors of the subsidiaries
Executive directors
-Salaries
-EPF
-Fees
1,007
986
-
-
5, 0 1 2
5,074
3,537
3,620
52
57
52
57
- non-executive directors of the Company
11
11
11
11
- executive directors of the subsidiaries
12
12
-
-
75
80
63
68
5,087
5,1 54
3,600
3,688
4,858
5,154
3,371
3,688
229
-
229
-
5,087
5,1 54
3,600
3,688
Bene´ts-in-kind
- executive directors of the Company
Analysed as:
Present directors
Past director
ANNUAL REPORT 2014
92
28. RELATED PARTY DISCLOSURES
(i)
Identity of related parties
For the purpose of these ńancial statements, parties are considered to be related to the Group, if the Group has
the ability, directly or indirectly, to control the party or exercise signićant inµuence over the party in making any
ńancial and operating decisions, or vice versa, or where the Group and the party are subject to common control or
common signićant inµuence. Related parties may be individuals or other entities.
Related parties also include key management personnel deńed as those persons including directors having
authority and responsibility for planning, directing and controlling the activities of the Group either directly or
indirectly.
The Group has related party relationship with its subsidiaries, key management personnel and the following parties:
Related party
Relationship
Iza Ng Yeoh & Kit
:
A ´rm in which an independent non-executive director of the
Company, Mr Yeoh Chong Keng is the managing partner.
Y. S. Tang Holdings Sdn. Bhd.
:
A company in which Tan Sri Dato’ Sri Tang Yeam Soon is a director
and has substantial ńancial interest.
Dream Property Sdn. Bhd.
:
A company in which Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri
Datin Sri Khor Guik Lee are the directors and have substantial ńancial
interests.
Georgetown White Coffee Sdn. Bhd.
:
Datin Sri Khor Guik Lee have substantial ńancial interests.
Unifortune Holdings Sdn. Bhd.
:
Datin Sri Khor Guik Lee have substantial ńancial interests.
(ii)
Related party transactions
GROUP
2014
RM’000
COMPANY
2013
RM’000
2014
RM’000
Rental of premises charged by related parties
- Y. S. Tang Holdings Sdn. Bhd
8,262
6,912
- Dream Property Sdn. Bhd.
4,013
723
- Unifortune Holdings Sdn. Bhd.
Gross dividend income from subsidiaries
Professional fees paid to a related party
- Iza Ng Yeoh & Kit
Rental income from a related party
- Georgetown White Coffee
2013
RM’000
-
-
4,015
-
-
-
-
-
-
-
40,000
40,000
32
-
-
-
100
124
-
-
Management fee from subsidiaries
-
-
2,840
2,821
Interest income from subsidiaries
-
-
9,616
7,452
72
-
-
-
-
-
705
2,825
Sales to a related party
- Georgetown White Coffee Sdn. Bhd.
Advance from subsidiaries
Advance to subsidiaries
-
-
15,094
-
Repayment from subsidiaries
-
-
-
11,653
93
ANNUAL REPORT 2014
252670-P
252670-P
(iii)
Compensation of key management personnel
GROUP
2014
RM’000
Salaries and other short-term
employee bene´ts
5,322
COMPANY
2013
RM’000
2014
RM’000
5,389
2013
RM’000
3,799
3,887
Key management personnel comprise the Board of Directors of the Company and of its subsidiaries.
29. COMMITMENTS
(i)
Capital commitments
GROUP
2014
2013
RM’000
RM’000
Contracted but not provided for:
- Property, plant and equipment
(ii)
-
802
Operating lease commitments
(a)
The Group as lessor
The Group has entered into cancellable commercial property leases to earn rental income from its investment
properties and certain properties included under property, plant and equipment. These leases have an
average tenure of 1 to 3 years with an option to renew. The tenants are required to give 2 months’ notice for
the termination of these agreements. The Group does not have any contingent rental arrangements.
(b)
The Group as lessee
The Group leases its premises under non-cancellable operating leases for its operations.
The leases have an average tenure of 15 years, with an option to renew. Increase in lease payments, if any,
after the expiry dates, are negotiated between the Group and the lessors which will normally reµect market
rentals. None of the above leases includes contingent rentals.
The Group’s future aggregate minimum lease payments under these operating leases are as follows:
2014
RM’000
2013
RM’000
Future minimum lease payments
- Not later than one year
24,221
2,418
- Later than one year but not later than
two years
21,302
3,714
45,523
6,132
30. CONTINGENT LIABILITIES (UNSECURED)
COMPANY
2014
RM’000
2013
RM’000
Corporate guarantees in respect of banking facilities granted to subsidiaries
- Limit
45,500
ANNUAL REPORT 2014
94
107,389
The corporate guarantee does not have a determinable effect on the terms of the credit facilities due to the
bank’s requirement of the corporate guarantee as a pre-condition for approving the credit facilities granted to the
subsidiaries. The actual terms of the credit facilities are likely to be the best indicator of “at market” terms and hence
the fair value of the credit facilities are equal to the credit facilities amount received by the subsidiaries. As such,
there is no value on the corporate guarantee to be recognised in the ńancial statements.
31.
SEGMENT ANALYSIS
No segment analysis is prepared as the Group is primarily engaged in retail operations in Malaysia.
32. FINANCIAL INSTRUMENTS
32.1
Categories of ńancial instruments
The table below provides an analysis of ńancial instruments categorised as loans and receivables (“L&R”),
available-for-sale ńancial assets (“AFS”), and ńancial liabilities measured at amortised cost (“FL”).
Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
GROUP
2014
Financial assets
Other investments
19
-
19
-
49, 9 1 8
49,918
-
-
146,595
146,595
-
-
37,339
37,339
-
-
233,871
233,852
19
-
399,869
-
-
399,869
Borrowings
143,041
-
-
143,041
542,910
-
-
542,910
20
-
20
-
2013
Financial assets
Other investments
54 , 1 7 1
5 4, 1 7 1
-
-
163,791
163,791
-
-
24,201
24,201
-
-
242,183
242,163
20
-
414,164
-
-
414,164
Borrowings
2 24, 5 7 1
-
-
224, 5 7 1
638,735
-
-
638,735
95
ANNUAL REPORT 2014
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Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
COMPANY
2014
Financial assets
Other receivables
9
9
-
-
2 0 3 ,904
2 0 3 ,904
-
-
1 ,503
1 ,503
-
-
205,416
2 0 5, 4 1 6
-
-
-
1,039
Other payables
1,039
172,456
-
-
172,456
Borrowings
137,737
-
-
137,737
-
311,232
311,232
-
2013
Financial assets
Other receivables
11
11
-
-
1 9 2 ,929
1 9 2,929
-
-
1 0 ,500
1 0,500
-
-
1 ,242
1 ,242
-
-
204,682
204,682
-
-
Other payables
32.2
-
1 ,056
1 7 8 ,588
1 ,056
-
-
1 7 8 ,588
Borrowings
1 6 5 ,677
-
-
1 6 5 ,677
345,321
-
-
345,321
Financial risk management
The Group’s ńancial risk management policy seeks to ensure that adequate resources are available for the
development of the Group’s business whilst managing its credit risk, liquidity risk and interest rate risk. The
Group operates within clearly deńed guidelines that are approved by the Board and the Group’s policy is
not to engage in speculative transactions.
32.3
Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in
ńancial loss to the Group and to the Company. The Group’s exposure to credit risk arises principally from
its trade and other receivables. The Company’s exposure to credit risk arises principally from advances to its
subsidiaries and ńancial guarantees given.
32.3.1 Trade receivables
The Group’s retail sales are conducted in cash and credit cards. The payments from the credit cards issuing
banks are normally made in 3 days. The Group also lets out its properties for rental and tenants are given 7
days credit term.
The payments of rental by the tenants are monitored on an on-going basis with the result that the Group’s
exposure to bad debts is not signićant.
ANNUAL REPORT 2014
96
The ageing of trade receivables and accumulated impairment losses of the Group is as follows:
Gross
Impairment
Net
RM’000
RM’000
RM’000
2014
Not past due
292
-
292
1 to 30 days past due
444
-
444
Past due more than 60 days
258
-
258
1,856
(1,083)
773
2,558
(1,083)
1,475
2,850
(1,083)
1,7 6 7
630
-
630
53
-
53
2013
Not past due
Past due more than 60 days
26
-
26
1,198
(1,007)
191
1,277
(1,007)
270
1,907
(1,007)
900
Trade receivables that are neither past due nor impaired are creditworthy customers with good payment
record with the Group. None of the Group’s trade receivables that are neither past due nor impaired have
been renegotiated during the ńancial year.
Total impairment loss relates to customers that have ńancial difćulties and have defaulted in repayment.
The net past due receivables amounting to RM1,475,000 (2013: RM270,000) are not impaired as the
management is of the view that these debts will be recovered in due course.
As at the end of the reporting period, the Group has no signićant concentration of credit risks.
32.3.2 Financial guarantees
The Company provides unsecured ńancial guarantees to licensed banks in respect of banking facilities
granted to its subsidiaries as disclosed in Note 30.
The Company monitors on an ongoing basis the results of the subsidiaries and their repayments made. As at
the end of the reporting period, there was no indication that these subsidiaries would default on repayment
32.3.3 Intercompany balances
The Company provides advances to its subsidiaries. The Company monitors the results of the subsidiaries
regularly.
The maximum exposure to credit risk is represented by its carrying amount in the Company’s statement of
ńancial position.
As at the end of the reporting period, there was no indication that the advances to those subsidiaries are not
recoverable. The Company does not specićally monitor the ageing of the advances to subsidiaries.
97
ANNUAL REPORT 2014
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32.4
Liquidity risk
Liquidity risk is the risk that the Group and the Company will not be able to meet their ńancial obligations as and
when they fall due. The Group and the Company actively manage their debt maturity pro´le, operating cash µows
and availability of funding so as to ensure that all repayment and funding needs are met. As part of its overall
prudent liquidity management, the Group and the Company maintain sufćient levels of cash and cash equivalents
to meet their working capital requirements.
The table below summarises the maturity pro´le of the Group’s and the Company’s ńancial liabilities as at the end
of the reporting period are based on the undiscounted contractual payments:
Carrying
amount
Contractual
cash µows
Within
one year
More than one
year and less
than two years
More than two
years and less
than ´ve years
More than
´ve years
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
GROUP
2014
Interest bearing
borrowings
143,041
1 66,035
35,189
33,693
85,301
11,852
Trade and other
payables
399,869
399,869
399,869
-
-
-
542,910
565,904
435,058
33,693
85,301
11,852
Interest bearing
borrowings
2 2 4, 5 7 1
253,655
3 9 ,957
38,465
107,133
68,100
Trade and other
payables
414,164
414,164
414,164
-
-
-
638,735
667,819
4 5 4, 1 2 1
38,465
107,133
68,100
Interest bearing
borrowings
137,737
1 5 7 ,669
34,762
33,264
84,022
5,621
Other payables
1 ,039
1,039
1,039
-
-
-
172,456
1 7 2 ,456
1 7 2,456
-
-
-
3 1 1 ,232
331,164
208,257
33,264
84,022
5,621
Interest bearing
borrowings
1 6 5 ,677
191,695
35,594
34, 2 1 7
94,390
27,494
Other payables
1 ,056
1,056
1,056
-
-
-
1 7 8 ,588
178,588
178,588
-
-
-
345,321
371,339
215,238
34, 2 1 7
94,390
27,494
2013
COMPANY
2014
Intercompany
balances
2013
Intercompany
balances
ANNUAL REPORT 2014
98
32.5
Interest rate risk
The Group’s ´xed rate instruments are exposed to a risk of change in their fair value due to changes in
interest rates. The Group’s µoating rate instruments are exposed to a risk of change in cash µows due to
changes in interest rates.
The interest rate pro´le of the Group’s and of the Company’s interest bearing ńancial instruments based on
the carrying amounts as at the end of the reporting period are as follows:
2014
2013
RM’000
RM’000
GROUP
Fixed rate instruments
Financial assets
146,595
163,791
Floating rate instruments
143,041
224,571
121,531
110,382
137,737
165,677
COMPANY
Fixed rate instruments
Financial assets
Floating rate instruments
Sensitivity analysis for ´xed rate instruments
The Group does not account for any ´xed rate ńancial liabilities at fair value through pro´t or loss, and the
Group does not designate derivatives as hedging instruments under a fair value hedge accounting model.
Therefore, a change in interest rates at the end of the reporting period would not affect pro´t or loss.
Sensitivity analysis for variable rate instruments
An increase of 25 basis point at the end of the reporting period would have reduced pro´t before taxation
of the Group and of the Company by RM394,000 (2013: RM598,000) and RM363,000 (2013: RM440,000)
respectively and a corresponding decrease would have an equal but opposite effect. These changes are
considered to be reasonably possible based on observation of current market conditions. This analysis
assumes that all other variables remain constant.
32.6
Fair value information
The carrying amounts of the Group’s and of the Company’s cash and bank balances, short term receivables
and payables and borrowings as at the end of the reporting period approximate their fair values due to their
short-term nature or that they are µoating rate instruments that are re-priced to market interest rates on or
near the end of the reporting period, except for unquoted shares with carrying amount of RM5,000 (2013:
RM5,000), whereby it is not practicable to reasonably estimate its fair value due to lack of comparable
quoted market prices and available market data for valuation. Therefore, this investment is carried at its
original costs less any impairment loss.
The table below analyses ńancial instruments carried at fair value which fair value is disclosed, together
with their fair values and carrying amounts shown in the statement of ńancial position.
99
ANNUAL REPORT 2014
252670-P
252670-P
Level 1
RM’000
Level 2
RM’000
Level 3
RM’000
Total
fair value
RM’000
Carrying
amount
RM’000
2014
Financial assets
14
-
-
14
14
15
-
-
15
15
2013
Financial assets
Policy on transfer between levels
The fair value of an asset to be transferred between levels is determined as at the date of the event or change in
circumstances that caused the transfer. There were no transfers between Level 1 and Level 2 during the ńancial
year.
Level 1 fair value
Level 1 fair value is derived from quoted price (unadjusted) in active markets for identical quoted shares that the
entity can access at the measurement date.
33. CAPITAL MANAGEMENT
The primary objective of the Group’s capital management policy remains unchanged and is to maintain a strong
capital base to support its businesses and maximise shareholders’ value.
The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions
or expansion of the Group. The Group may adjust the capital structure by issuing new shares, returning capital to
shareholders or selling assets to reduce debts. No changes were made in the objective, policy and process during
the ńancial year under review and the previous ńancial period.
The lending banks of the Company have imposed a debt covenant that requires the Company to maintain a debt
service coverage ratio (“DSCR”) of 1.5 times. The DSCR is deńed as consolidated available cash µow to the
aggregate of debt payment (principal plus interest) due by the Group for the past twelve months.
The DSCR of the Group during the ńancial year under review is as follows:
GROUP
2014
RM’000
2013
RM’000
Net cash µow from operations and other activities (A)
Opening balance of cash and cash equivalents
Net cash inµow/(outµow) from operating activities
(excluding interest paid)
Net cash inµow/(outµow) from investing activities
(excluding capital expenditure ńanced through banking facilities)
Dividends paid
186, 5 8 1
153,260
70, 904
93,254
(30, 3 2 1 )
(12,802)
(2,569)
(2,569)
224, 5 9 5
231,143
Net cash µow from ńancing activities (B)
Interest paid
1 0, 4 2 6
12,386
Repayment of bank borrowings
30, 2 3 0
32, 1 7 3
40, 6 5 6
44,559
5.52
5.19
DSCR: (A) / (B)
Based on the computation above, the Company has ful´lled the debt covenant requirement imposed by the banks.
ANNUAL REPORT 2014
100
34. MATERIAL LITIGATION
On 28 May 2008, The Store (Terengganu) Sdn. Bhd. (“TST”) (a wholly owned subsidiary of the Company) had
´led a civil suit in the Kuala Lumpur High Court against ABI Constructions Sdn. Bhd. (“ABI”) due to ABI had
unilaterally terminated the tenancy agreement signed between the two parties and the High Court granted
an interim injunction to TST against ABI, restraining ABI from taking any steps to enter into any tenancy
relationship with any third party in respect of the demised premises. Consequently, the High Court dissolved
the said injunction and ordered an assessment of damages against TST, of which ABI claim for an amount
of RM103,700,637 for alleged damage, an amount which, based on the Company’s solicitor’s opinion, was
excessive, overstated, unjustiéd and unsustainable over a tenancy dispute and that TST had not started its
operations in the demised premises.
On 28 February 2014, the Court ruled that ABI has breached the tenancy agreement and ordered to assess the
damage by the Registrar and paid to TST accordingly. However, the specić performance of tenancy claimed by
TST was ruled out by the Court and TST has ´led in an appeal for the specić performance to Court of Appeal. The
case is now ´xed for hearing on 10 March 2015.
SUPPLEMENTARY INFORMATION
DISCLOSURES OF REALISED AND UNREALISED PROFITS/LOSSES
The breakdown of retained pro´ts of the Group and of the Company as at the end of the reporting period has
been prepared by the Directors in accordance with the directives from Bursa Malaysia Securities Berhad stated
above and the Guidance on Special Matter No. 1 - Determination of Realised and Unrealised Pro´ts or Losses in
the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the
Malaysian Institute of Accountants are as follows:
GROUP
COMPANY
2014
RM’000
2013
RM’000
2014
RM’000
2013
RM’000
640,314
625, 3 8 4
224,350
195,634
(7,504)
(166)
(178)
Total retained pro´ts of the Company and
its subsidiaries :
- Realised
- Unrealised
Less : Consolidation adjustments
Total retained pro´ts as per statements of
ńancial position
(8,069)
632,245
617,880
224,184
195,456
(235,926)
(239,378)
-
-
396, 3 1 9
378,502
224,184
195,456
101
ANNUAL REPORT 2014
252670-P
252670-P
List Of Material Properties
Registered Owner/Location
1
2
3
4
5
6
7
8
9
Description /
Existing Use
Approx.
age of
buldings
(years)
Tenure
(years of
expiry)
Land Area
(Built-up
area)
Date of
Acquisition(A)
/Valuation(V)
NBV
as at
30.9.14
RM’000
Jurus Kota Sdn Bhd
PT No. 9264, 9265 & Lot No. 10538
Mukim Pengkalan Kundor
Kedah Darul Aman
Daerah Kota Setar
2 storey
Commercial
complex / business
operation
12
Freehold
296,532 sq. ft
13.2.2008 (A)
171,776
Pacić Hypermarket Properties
Sdn Bhd
Parcel B888, Basement Floor,
Megamal, Jalan Baru Prai, Mukim 1,
Province Wellesley Central,
Penang
Commerial
units within a
5-commercial
centre/ business
operation
17
Freehold
198,706 sq. ft.
30.3.2007(V)
75,353
Bigever Properties Sdn Bhd
Parcel G888 & 1888,
Ground & First Floor
Megamal, Jalan Baru Prai, Mukim 1,
Province Wellesley Central,
Penang
Commerial units
within
a 5-commercial
centre/ business
operation
17
Freehold
111,640 sq ft
30.3.2007(V)
42,982
4 storey shopping
complex with
basement & roof
µoor/ business
operation
19
Freehold
44,433 sq. ft.
13-10-2006 (A)
37,240
3 storey shopping
complex/ business
operation
23
Freehold
25,827 sq. ft
13.10.2006(A)
23,593
leasehold
99 years
(22.8.2070)
64,562 sq ft
(100,928 sq ft)
25-6-2010 (A)
19,930
Freehold
20,000 sq. ft.
‘02.04.2010
14,450
leasehold
99 years
(28.4.2071)
65,340 sq ft
(32,000 sq ft)
2/11/2001 (A)
6,86 1
95,104 sq. ft.
14-1-1992 (A)
4,250
6,859 sq. ft.
(24,130 sq. ft.)
24-6-1982 (A)
3,100
The Store (Malaysia) Sdn Bhd
P.T.No.479,
Town of Teluk Intan,
District of Hilir Perak,
State of Perak
Fajar Supermarket Sdn Bhd
P.T. Nos 16743 to 16757,
Town of Sitiawan,
District of Manjung, State of Perak
The Store Corporation Bhd
Lot 328, Jalan 223,
46100 Petaling Jayar
Geran 35320
Lot 9164N, Mukim Bandar Ipoh
District of Kinta,
Jalan Dato’ Onn Jaafar
30300 Ipoh, Perak
The Store Corporation Bhd
Q.T.(R) 6366 L.O. Lot 9A,
Jalan 223
Petaling Jaya, Selangor
Nos. 01 & 02 ,
Level 7 of Commercial Signature
Ofće at BU 8, PN 12392,
Lot 49501 Seksyen 39
MK Bandar Petaling Jaya, Selangor
10 Taiping Supermarket Holdings S/B
Lot No.1987- 1990
Bandar Taping, Tempat Taiping,
Daerah Larut & Matang, Perak
ANNUAL REPORT 2014
102
4-storey ofće
building with
basement car park/
ofće
5 storey shopping
complex/ business
operation
double storey
industry building/
ofće
44
22
43
2 units 8-storey
shop ofće / vacant
8
4-storey shophouse
complex/ vacant
36
leasehold
99 years
(13.1.2091)
Freehold
SHARE CAPITAL
Authorised Share Capital
Issued & Paid-Up Capital
Class of Shares
Voting Rights
:
:
:
:
RM88,000,000
RM68,503,602
Ordinary Shares of RM1.00 each
One Vote per shareholder on a show of hands
One vote per Ordinary Share on a poll
DISTRIBUTION OF SHAREHOLDING
Holdings
No. of Holders
Less than 100 shares
100 to 1,000
1,001 to 10,000
10,001 to 100,000
100,001 to less than 5% of issued shares
5% and above of issued shares
TOTAL
%
Total Holdings
%
58
141
852
83
36
2
4.95
12.03
72.70
7.08
3.07
0.1 7
1,929
63,755
1,853,8 1 8
2,2 9 1 ,552
49,389,7 1 8
14,902,830
0.00
0.09
2.7 1
3.35
72.10
21.75
1,172
100.00
68,503,602
100.00
SUBSTANTIAL SHAREHOLDERS
as at 30 January 2015
Name of shareholders
No. of Shares held
Direct
%
Deemed
%
1.
Tan Sri Dato’ Sri Tang Yeam Soon (“TSDSTYS”)
3,028,300
4.42
16,269,030*
23.75
2.
Puan Sri Datin Sri Khor Guik Lee (“PSDSKGL”)
1,366,200
1.99
17,931,130@
26. 1 7
3.
Equatorial Century Sdn Bhd (“ECSB”)
14,902,830
21.75
-
-
4.
Tan Sri Dato’ Seri Vincent Tan Chee Yioun
1,898,600
2.77
5,347,800^
7.80
5.
Berjaya Philippines Inc.
3,030,000
4.42
-
-
#
6.
Berjaya Corporation Bhd
-
-
3,913, 1 00
5.71
7.
Berjaya Group Bhd
-
-
3,913, 1 00#
5.71
#
5.71
Deemed
%
8.
Juara Sejati Sdn Bhd
3,913, 1 00
DIRECTORS’ SHAREHOLDING
No. of Shares held
Direct
%
1.
3,028,300
4.42
16,269,030*
23.75
2.
1,366,200
1.99
17,931 ,130@
26. 1 8
3.
Chang Yen Huei
1,100
0.00
2,640,000&
3.85
4.
Dato’ Dr Haji Kardin bin Shukor
11,000
0.02
-
-
Notes:
*
Deemed interested by virtue of his major shareholdings in ECSB pursuant to Section 6(A) of the Companies Act, 1965 and through his
wife, PSDKGL
@ Deemed interested by virtue of her major shareholdings in ECSB pursuant to Section 6(A) of the Companies Act, 1965 and through
her husband, TSDTYS
& Deemed interested by virtue of his substantial shareholding in Advance Ultimate Sdn Bhd pursuant to Section 6(A) of the Companies
Act, 1965
^
Deemed interested by virtue of his substantial shareholdings in Premier Merchandise Sdn Bhd, Prime Credit Leasing Sdn Bhd and
Berjaya Philippines Inc. pursuant to Section 6(A) of the Companies Act, 1965
# Deemed interested by virtue of its interest in Berjaya Philippines Inc. and Prime Credit Leasing Sdn Bhd pursuant to Section 6(A) of
the Companies Act, 1965
103
ANNUAL REPORT 2014
252670-P
Analysis Of Shareholdings
252670-P
List Of Thirty Largest Shareholders
NAME & ADDRESS OF SHAREHOLDERS
1. EQUATORIAL CENTURY SDN BHD
No. Of Shares held
%
10,5 1 3,830
15.35
2. KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Equatorial Century Sdn Bhd
4,389,000
6. 41
3. MIDF AMANAH INVESTMENT NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Megastar Ventures Sdn Bhd
3,420,000
4.99
4. SURPLUS-ED CAPITAL SDN BHD
3, 4 1 1 ,400
4.98
5. NICETRADE CAPITAL SDN BHD
3,274,700
4.78
6. AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Amlied Holdings Sdn Bhd
3,1 90,000
4.66
7. KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Priority Prospect Sdn Bhd
3,072,300
4.48
8. INTER-PACIFIC EQUITY NOMINEES (ASING) SDN BHD
for Berjaya Philippines Inc.
3,030,000
4.42
9 . TAN SRI DATO’ SRI TANG YEAM SOON
2, 9 5 1,300
4.3 1
10. ADVANCE ULTIMATE SDN BHD
2,640,000
3.85
1 1 . MAYBANK NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for BBC Capital Sdn Bhd
2,304, 91 0
3.36
1 2 . ABB NOMINEE (TEMPATAN) SDN BHD
Pledged securities account for Vincent Tan Chee Yioun
1 ,898,600
2.77
1 3 . NUSRAYA HOLDINGS SDN BHD
1 ,827,300
2.6 7
14. AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Perspektif Bakti Sdn Bhd
1 , 761 ,590
2.57
1 5. PAN PROSPERITY HOLDINGS SDN BHD
1 ,673, 1 50
2.44
1 6. AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Pan Prosperity Holdings Sdn Bhd
1 ,6 5 1,400
2.4 1
1 7. PERSPEKTIF BAKTI SDN BHD
1 ,605, 1 00
2.34
1 8. PREMIER MERCHANDISE SDN BHD
1 ,434,700
2.09
1 9. PUAN SRI DATIN SRI KHOR GUIK LEE
1 ,365, 1 00
1.99
20. MAYBANK NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Azam Spektrum Sdn Bhd
1,276,400
1.86
2 1 . MAYBANK NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Pancaran Kurnia Sdn Bhd
1 ,233,000
1.80
22. INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD
For Arsam Bin Damis
650,000
0.94
23. INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Fabulous Channel Sdn Bhd
634, 1 00
0.93
24. MALAYSIA NOMINEES (TEMPATAN) SENDIRIAN BERHAD
For Great Eastern Life Assurance (Malaysia) Berhad
630,600
0.92
25. PUBLIC NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Surinder Singh a/l Wassan Singh
567,000
0.83
ANNUAL REPORT 2014
104
NAME & ADDRESS OF SHAREHOLDERS
No. Of Shares held
%
26. CIMB GROUP NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Prime Credit Leasing Sdn Bhd
489,700
0.71
27. WONG YEE CHOO
486,200
0.71
28. TAN KIM KEE @ TAN KEE
401,800
0.59
29. PRIME CREDIT LEASING SDN BHD
393,400
0.57
30. KAM TEH CHUNG
352,955
0.52
105
ANNUAL REPORT 2014
252670-P
as at 5 February 2014
List Of Thirty Largest Shareholders (cont’d)
Notice of
Annual General
Meeting
ANNUAL REPORT 2014
106
252670-P
Agenda
1.
To receive the audited ńancial statements of the Company for the ńancial year ended 30 September 2014
together with the reports of the Directors and Auditors thereon.
Refer to explanatory note 1
2. To approve the payment of a First and Final Single-Tier Dividend of 3.75% in respect of the ńancial year ended
Resolution 1
30 September 2014.
3. To ratify and approve the payment of Directors’ Fees for the ńancial year ended 30 September 2014.
Resolution 2
4. To re-elect the following directors who retire in accordance with the provisions of the Company’s Articles of Association:
a)
Mr Chang Yen Huei
b)
Mr Yeoh Chong Keng
Resolution 3
Resolution 4
5. To consider and, if thought ´t, pass the following resolution pursuant to Section 129(6) of the Companies Act, 1965:
“That Dato’ Dr. Haji Kardin bin Haji Shukor (a director retiring in compliance with Section 129 of the
Companies Act, 1965, being over the age of seventy years) be and is hereby re-appointed a director of the
Company to hold ofće until the next Annual General Meeting.”
Resolution 5
6. To re-appoint Messrs Grant Thornton as Auditors of the Company for the ensuing year and to authorise the Board of
Directors to ´x their remuneration.
Resolution 6
7. To transact any other ordinary business of which due notice shall have been given.
As Special Business
To consider and, if thought ´t, to pass the following resolutions as ordinary resolutions:
8. PROPOSED RETENTION OF INDEPENDENT DIRECTORS
“THAT approval be and is hereby given to retain the following directors, who have served as independent directors
of the Company for more than nine (9) years, as independent directors in accordance with the Malaysian Code on
Corporate Governance 2012 :
a)
Resolution 7
b)
Dato’ Dr. Haji Kardin bin Haji Shukor (subject to the passing of Resolution 5)
Resolution 8
c)
Lim Gin Chuan
Resolution 9
d)
Yeoh Chong Keng (subject to the passing of Resolution 4)
Resolution 10
9. AUTHORITY TO ALLOT AND ISSUE SHARES PURSUANT TO SECTION 132D OF THE COMPANIES ACT, 1965
“THAT subject always to the Companies Act, 1965, the Articles of Association of the Company and the approvals
of the relevant governmental and regulatory authorities, the directors be and are hereby empowered pursuant to
Section 132D of the Companies Act, 1965, to issue shares in the Company at any time and upon such terms and
conditions for such purposes as the directors may, in their absolute discretion, deem ´t, provided that the
aggregate number of shares issued pursuant to this resolution does not exceed 10% of the issued capital of
the Company for the time being and that the directors be and are also empowered to obtain the approval for
the listing of and quotation for additional shares so issued on Bursa Malaysia Securities Berhad and that such
authority shall continue in force until the conclusion of the next Annual General Meeting of the Company.”
Resolution 11
10. PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO PURCHASE ITS OWN SHARES
“THAT, subject to the Companies Act, 1965 (as may be amended, modiéd or re-enacted from time to time), the Listing
Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”), the Company’s Articles of Association and all
other applicable laws, regulations and guidelines and the approvals of all relevant government and/or regulatory
authorities, the Company be and is hereby authorised to purchase such number of ordinary shares of RM1.00 each
in the Company (“Proposed Share Buyback”) as may be determined by the directors of the Company from time
to time through Bursa Malaysia as the directors may deem ´t in the interest of the Company provided that the
aggregate number of shares purchased and/or held pursuant to this resolution does not exceed ten per centum
(10%) of the total issued and paid-up share capital of the Company at any point of time of the said purchase(s)
and the maximum number of shares which may be purchased by the Company shall not exceed 6,850,360 shares.
107
ANNUAL REPORT 2014
252670-P
NOTICE IS HEREBY GIVEN that the Twenty-Second (22nd) Annual General Meeting of the Company will be held at Crown
Hall 1, Level 1, The Crystal Crown Hotel, Petaling Jaya, No. 12 Lorong Utara A, Off Jalan Utara, 46200 Petaling Jaya,
Selangor on Friday, 27 March 2015 at 10.00 a.m for the following purposes:
Notice Of Annual General Meeting
252670-P
(cont’d)
AND THAT, upon completion of the purchase by the Company of its own shares (“The Store Shares”),
the directors are authorised to retain The Store Shares as treasury shares or cancel The Store Shares or
retain part of The Store Shares as treasury shares and cancel the remainder. The directors are further
authorised to resell the treasury shares on Bursa Malaysia or distribute the treasury shares as dividends to
the Company’s shareholders or subsequently cancel the treasury shares or any combination of the three.
AND FURTHER THAT such authority shall be effective immediately upon passing of this resolution and will continue in
force until:
(i)
the conclusion of the next Annual General Meeting of the Company following the general meeting at which such
resolution was passed at which time it shall lapse unless by ordinary resolution passed at that meeting, the
authority is renewed, either unconditionally or subject to conditions; or
(ii)
the expiration of the period within which the next Annual General Meeting after that date is required by law to be
held; or
(iii)
revoked or varied by ordinary resolution passed by the shareholders in the general meeting;
whichever occurs ´rst but not so as to prejudice the completion of purchase(s) by the Company before the aforesaid expiry date.
AND FURTHER THAT the directors of the company be and are authorised to take all steps as are necessary and/
or to do all such acts and things as the directors deem ´t and expedient in the interest of the Company to give
full effect to the Proposed Share Buyback with full powers to assent to any condition, modićation, revaluation,
variation and/or amendment (if any) as may be imposed by the relevant authorities.”
Resolution 12
11. PROPOSED RENEWAL OF SHAREHOLDERS’
TRANSACTIONS OF A REVENUE NATURE
MANDATE
FOR
EXISTING
RECURRENT
RELATED
PARTY
“THAT, subject always to the provisions of the listing requirements of Bursa Malaysia Securities Berhad, approval
be and is hereby given to the Company and its wholly-owned subsidiaries, Pacić Hypermarket & Departmental
Store Sdn Bhd and Pacić Bowling Sdn Bhd, to enter into and give effect to speciéd recurrent related party
transactions of a revenue nature with speciéd classes of Related Parties as speciéd in Section 3.2 of the Circular
to shareholders dated 5 March 2015 which are necessary for the day to day operations and/or in the ordinary course
of business of the Group and are carried out at arms’ length basis on normal commercial terms and on transaction
price and term which are not more favourable to the Related Parties than those generally available to the public and
are not detrimental to minority shareholders of the Company and such mandate shall continue to be in force until:
(i)
the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless by a
resolution passed at a general meeting, the authority is renewed; or
(ii)
the expiration of the period within which the next Annual General Meeting after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) (but shall not extend to such extension as may be
allowed pursuant to Section 143(2) of the Act); or
(iii)
revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is the earlier, and
THAT authority be and is hereby given to the directors of the Company and its subsidiaries to complete and do such
acts and things as they may consider necessary or expedient in the best interest of the Company (including executing
all such documents as may be required) to give effect to the transactions contemplated and/or authorised by this
Ordinary Resolution.”
Resolution 13
12. PROPOSED SHAREHOLDERS’ MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A
REVENUE NATURE
“THAT, subject always to the provisions of the listing requirements of Bursa Malaysia Securities Berhad,
approval be and is hereby given to the Company and its wholly-owned subsidiary, Pacić Hypermarket &
Departmental Store Sdn Bhd to enter into and give effect to additional recurrent related party transaction
of a revenue nature with speciéd classes of Related Parties as speciéd in Section 3.2 of the Circular to
shareholders dated 5 March 2015 which are necessary for the day to day operations of the Group provided that:
i)
the transactions are carried out in the ordinary course of business and are at arms’ length basis on normal
commercial terms and on transaction price and terms which are not favourable to the Related Parties than those
generally available to the public and are not detrimental to minority shareholders;
ii)
disclosure is made in the annual report on the breakdown of the aggregate value of transactions conducted
pursuant to the shareholders’ mandate during the ńancial year.
ANNUAL REPORT 2014
108
(i)
the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless by a
resolution passed at a general meeting, the authority is renewed; or
(ii)
the expiration of the period within which the next Annual General Meeting after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965(“Act”)(but shall not extend to such extension as may be
allowed pursuant to Section 143(2) of the Act);or
(iii) revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is the earlier, and
THAT authority be and is hereby given to the directors of the Company and its subsidiaries to complete and do such
acts and things as they may consider necessary or expedient in the best interest of the Company (including executing
all such documents as may be required) to give effect to the transactions contemplated and/or authorized by this
Ordinary Resolution.”
Resolution 14
Notice of Dividend Entitlement and Payment
NOTICE IS ALSO HEREBY GIVEN that the First and Final Single-Tier Dividend of 3.75%, in respect of the ńancial year
ended 30 September 2014, if approved, will be payable on 19 June 2015 to depositors who registered in the Record of
Depository at the closure of business on 21 May 2015.
A Depositor shall qualify for entitlement only in respect of:a)
Shares transferred to the Depositor’s Securities Account before 4.00 p.m. on 21 May 2015 in respect of ordinary
transfers; and
b)
Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa
Malaysia Securities Berhad.
By Order of the Board
LEE WAI NGAN (Ms) (LS 00184)
HWONG PIK HUA (Ms) (MAICSA 7027798)
Secretaries
Kuala Lumpur
Date : 5 March 2015
Notes:
1) Item 1 of the Agenda
To receive the audited ńancial statements of the Company for the ńancial year ended 30 September 2014 together with
the reports of the Directors and Auditors thereon.
This item is meant for discussion only as the provision of Section 169(1) of the Companies Act, 1965 does not require
shareholders’ approval for the audited ńancial statements. Therefore, this item will not be put forward for voting.
2) Members’ entitled to Attended
For purpose of determining who shall be entitled to attend this meeting, only members whose name appears on the
Record of Depositors as at 23 March 2015 shall be entitled to attend, speak and vote at this meeting.
3) Appointment of Proxy
i)
A member is entitled to appoint not more than two proxies to attend at the same meeting. Where a member
appoints more than one proxy, the appointment shall be invalid unless he speciés the proportion of his
shareholdings to be represented by each proxy.
109
ANNUAL REPORT 2014
AND THAT the authority conferred by such mandate shall commence immediately upon the passing of this ordinary
resolution and continue to be in force until:
252670-P
(cont’d)
252670-P
ii)
For a member which is an exempt authorized nominee, as deńed under Securities Industries (Central Depositors)
Act, 1991, there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect
of each omnibus account it holds.
iii)
A proxy need not be a member of the Company and provision of Section 149(1) (b) of the Companies Act, 1965
shall not apply to the Company.
iv)
If the appointer is a corporation member, the instrument appointing proxy must be under its common seal or
under the hand of an ofćer or attorney duly authorised.
v)
The instrument appointing a proxy must be deposited at the Company’s Registered Ofće at Plaza 138, Suite
18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for
holding the meeting or any adjournment thereof.
4) Special Business
i)
Proposed Retention Of Independent Directors
The proposed Ordinary Resolution No. 7 to 10, if passed, will allow the independent directors to be retained
and continue acting as an independent director to ful´ll the requirements of Paragraph 3.04 of the Main Market
Listing Requirements and in line with the recommendation No. 3.2 and 3.3 of the Malaysian Code on Corporate
Governance 2012. The full details of the justićation and recommendations for the retention is set out in the
Statement of Corporate Governance in the Annual Report 2014.
ii)
Proposed Authority to Allot and Issue Shares Pursuant to Section 132D of the Companies Act, 1965
The proposed adoption of the Ordinary Resolution No. 11, if passed, will authorise the directors to issue shares up
to 10% of the issued and paid-up capital of the Company for the time being for such purposes as the directors
consider would be in the best interest of the Company. The purpose for the renewal of a general mandate is to
avoid any delay and costs in convening a general meeting to specićally approve such an issue of shares for
any possible fund raising activities (excluding placing of shares) for the purpose of funding future investment
projects, additional working capital etc.
This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting of
the Company.
The Company did not issue any new shares pursuant to the mandate granted to the directors at the last Annual
General Meeting held on 28 March 2014 and which will lapse at the conclusion of the forthcoming Annual General
Meeting.
iii)
Proposed Renewal Of Authority For The Company to Purchase Its Own Shares
The proposed adoption of the Ordinary Resolution No.12, if passed, will prepare the Company with a further
option to utilize our ńancial resource more efćiently. It is also intended to stabilize the supply and demand as
well as the Company’s shares prices.
The mandate shall continue to be in force until the date of the next Annual General Meeting of the Company
unless earlier revoked or varied by ordinary resolution of the Company in a general meeting and is subject to
annual renewal.
Further information on this resolution is set out in the Share Buyback Statement dated 5 March 2015, despatched
together with this Annual Report.
iv)
Proposed Renewal of Shareholders’ Mandate For Existing Recurrent Related Party Transactions and Proposed
Shareholders’ Mandate For Additional Recurrent Related Party Transactions Of A Revenue Nature
The proposed adoption of the Ordinary Resolutions No. 13 & 14, if passed, will enable the Group to enter into
recurrent transactions involving the interest of related parties, which are of a revenue nature and necessary
for the Group’s day-to-day operations, subject to the transactions being carried out in the ordinary course of
business and on terms not to the detriment of the minority shareholders of the Group.
The procurement of the proposed renewal of shareholders’ mandates would reduce substantially administrative
time, effort and expenses associated with the convening of separate general meeting to seek shareholders’
approval as and when potential recurrent related party transactions percentage ratios is equal or exceeds 5% as
prescribed in Chapter 10 of the Listing Requirement.
Further information on these resolutions are set out in the circular to shareholders dated 5 March 2015, despatched
together with this Annual Report.
ANNUAL REPORT 2014
110
(Incorporated In Malaysia)
(252670-P)
I /We (full name) ___________________________________________________________________________________________________
of (full address) _____________________________________________________________________________________________________
being a member(s) of THE STORE CORPORATION BERHAD (252670-P), hereby appoint
(full name)_________________________________________________________________________________________________________
and/or_____________________________________________________________________________________________________________
or failing him/her, the Chairman of the Meeting as my/our proxy, to vote for me/us and on my/our behalf at the Twenty-Second (22nd)
Annual General Meeting of the Company to be held at Crown Hall 1, Level 1, The Crystal Crown Hotel Petaling Jaya, No. 12, Lorong Utara A,
Off Jalan Utara, 46200 Petaling Jaya, Selangor on Friday, 27 March 2015 at 10.00 a.m or at any adjournment thereof, and to vote as indicated
below :
Please indicate with an ‘X’ in the space below how you wish your votes to be cast.
(If you do not do so, your Proxy will vote or abstain from voting at his/her discretion).
RESOLUTION
FOR
AGAINST
1. Payment of First and Final Dividend
2. Payment of Directors’ Fees
3. Re-election of Director: Mr Chang Yen Huei
4. Re-election of Director: Mr Yeoh Chong Keng
5. Re-election of Dato’ Dr. Haji Kardin bin Haji Shukor under Section 129 (6) of the
Companies Act, 1965
6. Re-appointment of auditors
7. Proposed retention of Independent Director:
Dato’ Dr Haji Kardin bin Haji Shukor (subject to passing of Resolution 5)
Lim Gin Chuan
10. Proposed retention of Independent Director :
Yeoh Chong Keng (subject to passing of Resolution 4)
11. Authority under Section 132D of the Companies Act, 1965
12. Proposed Renewal of shareholders’ authority for the Company to purchase its own
shares
13. Proposed shareholders’ mandate for existing recurrent related party transactions of
revenue nature.
14. Proposed shareholders’ mandate for additional recurrent related party transactions
of revenue nature.
As witness my/our hands this _________ day of ___________________ 2015
The proportion of my/our holding to be represented
by my/our proxy(ies) is/are as follows:
Number of Shares/%
First Proxy
Second Proxy
Total
____________________________________
Signature/common seal of Shareholder(s)
Note :
Members Entitled To Attend
For purpose of determining who shall be entitled to attend this meeting, only members whose name appears on the Record of Depositors as at 23
March 2015 shall be entitled to attend, speak and vote at this meeting.
Appointment of Proxy
i)
ii)
iii)
iv)
v)
A member is entitled to appoint not more than two proxies to attend at the same meeting. Where a member appoints more than one proxy, the
appointment shall be invalid unless he speciés the proportion of his shareholdings to be represented by each proxy.
For a member which is an exempt authorized nominee, as deńed under Securities Industries (Central Depositors) Act, 1991, there is no limit to the
number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds.
A proxy need not be a member of the Company and provision of Section 149(1) (b) of the Companies Act, 1965 shall not apply to the Company.
If the appointer is a corporation, the instrument appointing proxy must be under its common seal or under the hand of an ofćer or attorney duly
authorised.
The instrument appointing a proxy must be deposited at the Company’s Registered Ofće at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang,
50450 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.
111
ANNUAL REPORT 2014
252670-P
PROXY FORM
ANNUAL REPORT 2014
112
252670-P

Annual Report 2014

Transcription

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