Annual Report 2013

Transcription

Annual Report 2013

2013 annual report
252670-P
( INCORPORATED IN MALAYSIA )
THE STORE CORPORATION BERHAD
Contents
The Store Group’s Reward Campaigns
Notice of Annual General Meeting
for Its Valued Customers
Notice of Dividend Entitlement and Payment
The Store Group’s Expansion
Corporate Information
The Store Group’s Outlet Directory
Corporate Structure
The Store Group’s Milestone of Achievements
5 Years Group Financial Highlight
The Store Group’s Corporate Social
Responsibility Charity Campaigns & Contributions
page 4 ~ 28
page 29 ~ 36
Chairman's Statement
Financial Statements
Directors’ Profile
Report & Financial Statement
30 September 2013
Statement of Corporate Governance
List of Material Properties
Statement of Director’s Responsibilities
Analysis of Shareholdings
Corporate Social Responsibility
List of Thirty Largest Shareholders
Audit Committee Report
Statement of Risk Management
and Internal Control
page 38 ~ 53
page 54 ~ 117
Proxy Form
2013 ANNUAL REPORT
02
At The Store, customer’s satisfaction is priority.
Thus, The Store Group carries out multiple reward campaigns
throughout the year in appreciation to its loyal customers.
The campaigns received an overwhelming response
with millions of excited consumers participating in a
bid to win the fantastic prizes.
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Rewards’ its
Loyal Customers
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For Its Valued Customers
In conjunction
with the 45th Anniversary
Celebration,
The Store Group had
launched the
“Super Bonanza
Anniversary Rewards”
contest from 23 May until
1 September 2013
The Store Group had orga
organized
plenty of reward campaigns
throughout the year to appreciate
our loyal customers.
In celebration of The Store Group’s 45th
Anniversary, “Super Bonanza Anniversary
Rewards” Contest kicked off on 23 May until 1
September 2013. More than 3 million entries
were received within 3 months from all outlets
nationwide. Meanwhile, “Cute Baby 2013”
Photogenic Contest was also held together in
conjunction with the Group’s anniversary
celebration.
01
“Super Bonanza
Anniversary Rewards”
02
“Christmas
Festive Rewards”
“Gong Xi Fa Cai
Festive Rewards”
03
01 Launching of The Store Group 45th
Anniversary Contest.
02 The Store Group Finance Director,
Mr. Chang Yen Huei officiated the launch of
“Super Bonanza Anniversary Rewards”
contest. – 31 May 2013
03 “Cute Baby 2013” Photogenic Contest was
also launched together in conjunction with
The Store Group Anniversary Celebration.
– 31 May 2013
04
Customers are always
our inspiration towards the Group
continuous strong growth and success.
As an appreciation to all our
loyal customers for their invaluable
support over the years.
2013 ANNUAL REPORT
04
04 Three (3) lucky winners walked away with
Nissan Almera and Proton Saga respectively
in The Store Group’s nationwide contest
“Christmas Triple Rewards” (year 2012) and
“Chinese New Year Triple Rewards”
(year 2013)
“The Store
Group’s
Never Ending
Rewards”
The Store Group continued
opening its fantastic rewards
contest - “Christmas Festive
Rewards” and “Gong Xi Fa
Cai Festive Rewards” in
conjunction with year 2013
Christmas celebration and
year 2014 Chinese New Year
celebration.
05
05 Launching of The Store Group 2013 Christmas
Celebration “Christmas Festive Rewards” Contest.
- 8 November 2013.
06 Top 3 winners of The Store Group “Cute Baby
2013” Photogenic Contest was finally revealed.
Total 203 cute babies walked away fabulous prizes
worth RM60,000.
– 8 November 2013
07
Winners of The Store Group 45th Anniversary
“Super Bonanza Anniversary Rewards”
Contest was revealed and brought home their
amazing prizes!
– 14 December 2013
06
07
On 8 November 2013, a lucky draw ceremony for “Super Bonanza
Anniversary Rewards” was held at The Store – Shah Alam (Sungai Buloh)
branch.
Ms. Adibah Noor,
Ambassador of
The Group
drawn the
lucky winners
from 3 million over
entry forms,
accompany by
The Store Group
Management.
Also on 14 December 2013, a prize presentation ceremony was held for the
winners of The Store Group 45th Anniversary Celebration “Super Bonanza
Anniversary Rewards” Contest at The Store – Ipoh (Jalan Kampar).
Throughout the year 2013, customers not only having joyful and rewarding
shopping experience, but also enjoyed exclusive discounts on special
redemption segments. The responses of these contests were overwhelming
as millions of customers from all over Malaysia grabbed the chances to win
amazing prizes.
2013 ANNUAL REPORT
05
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For Its Valued Customers
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Good Quality,
More Value and
Variety of Choices
2013 ANNUAL REPORT
06
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Stay Stylishly
Up to Date with
Fashion Trends
2013 ANNUAL REPORT
08
Browse for our selections of tops, bottoms, dresses and more.
Hot from the fashion runways, right at your fingertips.
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Wrap Up In Style
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The Store Group’s New Image
New Image Launch
of The Store – Ipoh
(Jalan Kampar), Perak
14 December 2013
After its renovation,
The Store – Ipoh
(Jalan Kampar)
bringing more comfortable
shopping atmosphere
for shoppers.
01
02
As a continual effort to serve our
esteemed and loyal customers better,
The Group had continued to carry out
upgrading program by refurbish, and
renovate the existing outlets with a
pleasant shopping environment.
2013 ANNUAL REPORT
10
Great Ambience
for Pleasant
Shopping Experience
New Image
Launch of The Store
– Sungai Petani
(Central Square), Kedah
14 December 2013
2013 ANNUAL REPORT
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The Store Group’s New Image
2013 ANNUAL REPORT
12
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In 2013, we set ourselves apart as a
leading supermarket chain, built for you.
Our goal is to make our customers the priority
in all our operations and activities
from here forth.
Nothing is more important than utmost
customer satisfaction.
252670-P
The Store For You
252670-P
The Store Group
THE STORE (MALAYSIA) SDN BHD
(8199-K)
PACIFIC HYPERMARKET &
DEPARTMENTAL STORES SDN BHD
MILIMEWA SUPERSTORE SDN BHD
(163412-H)
(361202-X)
SUPERMARKET &
DEPARTMENTAL STORES
HYPERMARKET &
DEPARTMENTAL STORES
SUPERMARKET &
DEPARTMENTAL STORES
Northern Region Outlets
Northern Region Outlets
Milimewa 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)
Alor Star (Star Parade)
Alor Star (Alor Star Mall)
Penang (Komtar)
Prai (Megamal Penang)
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)
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
8
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)
TOTAL OUTLETS
17
East Coast Region Outlets
Kota Bharu (Jalan Padang Garong)
Kuala Terengganu (Jalan Bandar)
Kemaman (Centre Point)
Kuantan (Jalan Besar)
Kuantan (Kuantan Parade)
Mentakab (Jalan Mok Hee Kiang)
Temerloh (Terminal Utama)
Bentong (Vega Mall)
Southern Region Outlets
Melaka (Soon Seng Plaza)
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
15,000 12 73
combined workforce
The Store Group currently
operates throughout nationwide under
three entities with a total combined
workforce of 15,000 to serve
our customers.
2013 ANNUAL REPORT
14
states
outlets
The Store Corporation Berhad
(252670-P)
KANGAR (KAYANGAN SQUARE)
Kayangan Square Shopping Complex,
Jalan Penjara, 01000 Kangar,
Perlis Indera Kayangan.
Tel : 04-977 2616 Fax : 04-977 9772
Email : [email protected]
Business Hour : (Mon - Sun)
10.00 am to 10.00 pm
Lot 328, Jalan 51A/223,
Seksyen 51A,
46100 Petaling Jaya,
Selangor Darul Ehsan.
Tel :+603-7960 3233
Fax :+603-7960 3299
ALOR STAR (ALOR STAR MALL)
G-888, Ground Floor & 1-888,
First Floor, Alor Star Mall,
Kawasan Perusahaan Tandop Baru,
05400 Alor Star, Kedah Darul Aman.
Tel: 04-772 9233 Fax: 04-772 1233
E-mail: [email protected]
Business Hour: (Mon - Sun)
10.00am - 10.30pm
Addresses of Outlets
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
NORTHERN REGION
ALOR STAR (STAR PARADE)
888, Kompleks Star Parade,
Jalan Teluk Wanjah, 05200 Alor Star,
Kedah Darul Aman.
Tel: 04-734 3668 Fax: 04-734 3669
10.00am - 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
SUNGAI PETANI (SP PLAZA)
SP Plaza, Jalan Ibrahim,
08000 Sungai Petani, Kedah Darul Aman.
Tel: 04-422 1188 / 422 1189
Fax: 04-421 7850
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
PENANG (KOMTAR)
No. 1, Concourse 1.01- 4.01 Komtar,
10000 Penang.
Tel: 04-250 3399 Fax: 04-250 3398
E-mail: pacifickomtar@
pacifichyper-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
PRAI (MEGAMAL PINANG)
2828, Jalan Baru, Bandar Perai Jaya,
13600 Seberang Perai Tengah.
Pulau Pinang
Tel: 04-399 8998 Fax: 04-399 8228
10.00am - 10.30pm
TAIPING (KAMUNTING)
PT 13952,
Jalan Medan Saujana, Kamunting,
34600 Taiping,
Tel: 05-807 2107 Fax: 05-807 1424
10.00am - 10.00pm
TAIPING (WISMA DATO' TOH ENG HOE)
Lot 1512-1522, Jalan Panggung Wayang,
34000 Taiping, Perak Darul Ridzuan.
Tel: 05-806 0396/806 0397/806 0398
Fax: 05-806 0393
10.00am - 10.00pm
2013 ANNUAL REPORT
15
252670-P
HEAD OFFICE
The Store Group’s Outlets Directory
252670-P
NORTHERN REGION
CENTRAL REGION
TAIPING (JALAN KOTA)
No 10-20, Jalan Tupai
34000 Taiping,
Tel: 05-808 5214/ 5215
Fax: 05-807 1042
10.00am - 10.00pm
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
IPOH (JALAN DATO ONN JAAFAR)
Lot 6427 N, Jalan Dato Onn Jaafar,
30300 Ipoh, Perak Darul Ridzuan.
Tel: 05-255 0518 Fax: 05-255 6528
10.30am - 10.30pm
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
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
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
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
KLANG (SHAW CENTREPOINT)
Shaw Centrepoint Complex,
LG. 01-3.01, Jalan Raja Hassan,
41400 Klang, Selangor Darul Ehsan.
Tel: 03-3344 6233 Fax: 03-3344 9233
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
BANTING (JALAN BESAR)
Lot 1256, Jalan Besar, 42700 Banting,
Tel: 03-3181 2998 Fax: 03-3181 2996
10.00am - 10.00pm
SUNGAI SIPUT (JALAN BESAR)
Lot 1352-1356,
Jalan Besar,
31100 Sungai Siput,
Tel: 05-598 3233 Fax: 05-598 1828
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
TELUK INTAN (JALAN AH CHEONG)
775, Jalan Ah Cheong,
36000 Teluk Intan,
Tel: 05-622 2511
Fax: 05-621 3311
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
2013 ANNUAL REPORT
16
CENTRAL REGION
EAST COAST 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
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
SEREMBAN (CENTRE POINT)
Jalan Dato' Siamang Gagap, 70100 Seremban,
Tel: 06-761 1228 Fax: 06-761 2559
10.00am - 10.00pm
MENTAKAB (MENTAKAB STAR MALL)
Jalan Star City 1,
Mentakab Star City,
28400 Mentakab,
Pahang Darul Makmur.
Tel: 09-278 5733 Fax: 09-278 5773
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
KUANTAN (KUANTAN PARADE)
Complex Kuantan Parade,
Jalan Haji Abdul Rahman,
25000 Kuantan,
Tel: 09-513 1698 Fax: 09-514 1993
10.00am - 10.00pm
SEMENYIH (SEMENYIH SENTRAL)
Jalan Semenyih 3, Semenyih Sentral,
43500 Semenyih, Selangor Darul Ehsan.
Tel: 03-8724 3128 Fax: 03-8724 6128
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
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
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
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
Business Hour: (Mon - Sun) 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
Business Hour: (Mon - Sun) 10.30am - 10.30pm
SEREMBAN (JALAN TUANKU MUNAWIR)
43-A, Jalan Tuanku Munawir,
70000 Seremban, Negeri Sembilan Darul Khusus.
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
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
2013 ANNUAL REPORT
17
252670-P
252670-P
EAST COAST REGION
KUANTAN (PASAR BESAR)
Pasar Besar Kuantan, Jalan Tun Ismail,
25000 Kuantan,
Tel: 09-517 8080 Fax: 09-516 5050
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
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
MENTAKAB (JALAN MOK HEE KIANG)
28, Jalan Mok Hee Kiang,
28400 Mentakab,
Tel: 09-278 1600 Fax: 09-278 1601
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
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
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
SOUTHERN REGION
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
10.00am - 11.00pm
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 (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 (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 (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
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 (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
10.00am - 10.30pm
2013 ANNUAL REPORT
18
SABAH REGION
TUARAN
Lot 4 - 9, Jalan Hone,
89208 Tuaran, Sabah.
Tel: 088-792 549 / 792 531
Fax: 088-792 520
LUYANG (BORNION CENTRE)
Lot 26 - 27, Bornion Centre,
Taman Foh Sang, 88836 Luyang,
Kota Kinabalu, Sabah.
Tel: 088-246 733 / 246 734
Fax: 088-246 729
INANAM
Block C, Lot 20 - 25, Lorong Inanam Plaza,
88400 Inanam, Kota Kinabalu, Sabah.
Tel: 088-438 150 / 438 151
Fax: 088-438 155
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
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
KENINGAU (KENINGAU 1)
Block C-3, Lot 9 - 12, Jalan Masak,
89007 Keningau, Sabah.
Tel: 087-331 400 / 332 300
Fax: 087-332 100
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
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
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
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
KUDAT
Lot 2 - 7, Ground & 1st Floor,
Jalan Lintas, 89057 Kudat, Sabah.
Tel: 088-621 743 / 622 743
Fax: 088-621 106
KUNAK (KUNAK PLAZA)
Lot D3 - D8, Kunak Plaza,
91207 Kunak, Sabah.
Tel: 089-852 711 / 852 996
Fax: 089-852 710
KOTA MARUDU
Lot 1 - 6, Jalan Jaya Pekan Baru,
89108 Kota Marudu, Sabah.
Tel: 088-661 968 / 662 768
Fax: 088-663 448
LIDO (PANGGUNG LIDO)
Mile 3, Taman Che Mei,
Ground Floor Panggung Lido,
Penampang 88300,
Kota Kinabalu, Sabah.
Tel: 088-232 920 / 538 920 / 244 920
Fax: 088-230 920
KOTA KINABALU (KOJASA BUILDING)
No. 1, Kojasa Building, Jalan Pantai,
88000 Kota Kinabalu,Sabah.
Tel: 088-231 521 / 253 397
Fax: 088-219 773
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
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
2013 ANNUAL REPORT
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The Store Group
Training & Leadership
Development
The key to a motivated staff lies in proper training & development.
Our staff can gain the necessary skills to successfully carry out their assigned roles at
whatever levels they are in and perform at their best.
The Store Group places such emphasis on training and development
from Managers’ Seminar, Retail Academy Training Programmes (Store Induction,
Selling Skills, Cashiering, Customer Service, Management Development etc.)
and accreditations for well-performed staff sharing expertise within
the Group we make sure our workforce is on top of its game.
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
2013 ANNUAL REPORT
21
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Trained and Ready
to Go!
Appreciation
of
performance
2013 ANNUAL REPORT
22
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2012
Seventeen (17) outlets were awarded the Certificate 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)
Pacific – 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)
Pacific – Kluang (Kluang Mall), Batu Pahat (Batu Pahat Mall)
East Coast Region
The Store – Terengganu (Jalan Bandar), Bentong (Vega Mall)
Pacific – Kota Bharu (KB Mall)
2008 / 2009
Eleven (11) outlets
were awarded the
Certificate of Fair Price
Shop in various
categories by the
Ministry of Domestic
Trade & Consumer
Affairs in recognition
of its fair prices.
2009 / 2010
Pacific (Prai) has been
awarded the Certificate of
Merit (under the sub-sector
of Hypermarket outlet) in
“Service & Courtesy”
Excellence Awards for
Retailers.
2008 / 2009
Seven (7) outlets were
awarded the Certificate
of Accreditation (under
the sub-sector of
Hypermarket/ Supermarket
& Departmental Store
Categories) in Quality
Merchandise, Courteous
Services & Store
Presentation.
2008
8 / 2009
Nine (9) outlets were
awarded the Certificate
of Consumer’s Choice
Shop (Kedai Pilihan
Pengguna) by the
Trade & Consumer
Affairs.
2007 / 2008
Eighteen (18) outlets
were awarded the
Certificate 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
Pacific (Prai), Pacific (KB Mall), Pacific
(Alor Star Mall), Pacific (Batu Pahat Mall),
The Store - Johor Bahru (Tebrau
Pandan), The Store - Kuantan (Kuantan
Parade), The Store - Kuala Lumpur (Sri
Petaling) were awarded the Certificate 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
Pacific (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.
2007 ~ 2008
Malaysia Top 3 Retailers of
2007 as recognized by the
Retail Asia-Pacific Top 500
Ranking & Awards, a prestigious
award for best performing retail
companies in 14 markets in the
Asia-Pacific Region.
2013 ANNUAL REPORT
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The Store Group’s
Milestone Of Achievements
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The Store Group’s
Milestone Of Achievements
The awards are as follows:
2010
Twelve (12) outlets
have been awarded
the Certificate of
Kedai Harga Patut
2010 in various
categories by the
Trade & Consumer
of its fair price.
2007 / 2008
Eighteen (18) outlets
were awarded the
Certificate of Fair
Price Shop in various
categories by the
Trade & Consumer
of its fair prices.
CATEGORY:
Electronic and
Electrical Products
CATEGORY:
Supermarket
CATEGORY:
Leather Products/
Footwear/ Bag
CATEGORY:
Textile & Apparel
2006 / 2007
Awarded the
Certificate of
Consumer's Choice
Shop (Kedai Pilihan
Pengguna) by the
Ministry of
Domestic Trade &
Consumer Affairs.
2005
Malaysia Top 3 Retailer
of 2005 as recognized
by the Retail Asia
Pacific top 500 Awards
2005, a leading award
for top performing
retail companies in 14
economies in the
Asia-Pacific Region.
2010
Malaysia Top 10
Retailers of 2010 as
recognized by the
Retail Asia-Pacific
Top 500 Ranking &
Awards.
2005
Acknowledged as
one of the top 100
listed companies in
terms of shareholder
value creation in
KPMG/ The Edge
Shareholder
Value Awards 2005.
2010
Eleven (11) outlets
have been awarded
the Certificate of
Accreditation
(under the sub-sector
of Hypermarket /
Supermarket &
Departmental Store
Categories) in Quality
Merchandise,
Courteous Services &
Store Presentation for
2010 / 2011.
2004 / 2005
Awarded the Certificate of
Excellence by the Ministry of
Domestic 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 Pacific Hypermarket &
Departmental Store Sdn. Bhd. (361202-X) received numerous "Service & Courtesy"
Excellence Awards for Retailers from 2004-2007.
The awards are as follows:
2005
Largest and Oldest
Existing Supermarket
cum Departmental
Chain in Malaysia as
certified by the
Malaysia Book of
Records Year 2001.
This recognition has
been recertified in
August 2005.
2013 ANNUAL REPORT
24
The Store Group’s
Corporate
Social Responsibility
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The Store Group’s
commitment to improve
social well being
2013 ANNUAL REPORT
26
A charity campaign
in aid of MyKasih Foundation
1 February ~ 30 September 2013
A charity campaign
in aid of 10 Selected
Old Folks Homes in Malaysia
1 August 2012 ~ 31 January 2013
01
02
Charity Campaign in aid of 10 selected Old Folks Homes
in Malaysia was started from 1 August 2012 till 31
January 2013. A total of RM100,000 was raised and
distributed equally to the 10 selected Old Folks Homes.
The respective homes as listed:
This charity campaign had successfully raised
RM105,600 through out the 8 months period. The fund
raised will be reached out to more underprivileged
families in Malaysia through the MyKasih “Love My
Neighbourhood” programme.
Rumah Sejahtera Kaki Bukit
Rumah Orang Tua Gabungan Persatuan- persatuan Tionghua Kuantan
Rumah Sejahtera Taman Bahagia Bukit Payong
Majlis Pusat Kebajikan Semenanjung Malaysia Cawangan Alor Gajah
Yayasan Darul Hanan
Pusat Jagaan Orang Tua Chu Ai
Persatuan Kebajikan Ci Hang- Chempaka Selangor
Rumah Sejahtera Permatang Tinggi
Majlis Pusat Kebajikan Semenanjung Malaysia Ipoh
Majlis Pusat Kebajikan Semenanjung Malaysia Cawangan Seremban
A charity campaign
in aid of 7 Associations for
Disabled People
1 October 2013 ~ 31 March 2014
03
Our on-going charity campaign is in aid of 7
Associations for Disabled People from 1 October 2013
until 31 March 2014. Beneficiaries including:
Rumah Kebajikan Kanak-kanak
Cacat Negeri Perak (RKKKC)
Persatuan Penjagaan
Kanak-kanak Cacat Klang
Pusat Penjagaan Kanak-kanak
Terencat Akal Kuala Terengganu
Penang Cheshire Home
Pusat Kebajikan Orang-orang
Kurang Upaya Negeri Johor
Sabah Cheshire Home
Seri Mengasih Centre
The Store Group aims to expand
its existing Corporate Social Responsibility activities
to more tangible contributions and add value to our
communities in the near future.
2013 ANNUAL REPORT
27
01 A charity cheque amounting to
RM100,000.00 was presented to 10
selected old folks homes in Malaysia
by Chang Yen Huei, The Store Group
Finance Director, witness by
Adibah Noor. – 26 April 2013
02 An official launched of charity campaign
in aid of MyKasih Foundation on 26 April
2013. Trustee of MyKasih Foundation,
Datuk Yaacob Amin (right 3)
03 A charity cheque amounting to
RM105,600.00 was presented to MyKasih
Foundation by Mr. Kam Teh Chung,
The Store Group Operations Director.
– 8 November 2013
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The Store Group’s
252670-P
The Store Group’s
“Bring
Festive Joy
to the Less
Fortunate”
Berbuka Puasa with
Underprivileged
Students and Orphans
01
02
03
04
Contributions and Voluntary Activity
during Hari Raya Aidilfitri
together with Yayasan Budi Penyayang Malaysia
- 23 July 2013
Together with Yayasan Budi Penyayang Malaysia,
The Store Group’s volunteers sending their warm
wishes to the underprivileged families during the
fasting month of Ramadan on 23 July 2013. Raya
packets and food hampers were distributed to the
selected families as to add a little joy to them on
the special occasion.
05
01 16 July 2013. Berbuka Puasa with
02 underprivileged students at Alor
Star Mall
The Store Help
Flood Victims
at Kampung Temai, Pekan Kuantan
- 24 December 2013
orphans from Rumah Putera
Harapan, Kota Bharu
The Store’s staff has worked together cleaned the
school at Kampung Temai, Pekan Kuantan in
conjunction of KPDNKK “Program Sayang
Pengguna” last 24 December 2013. During the
event, The Store has contributed more than
RM50,000 worth of essential items like blanket,
sanitary, toiletries, clothes and many more as a
donation to the flood victims to ease their burden.
orphans at The Store, Sri Petaling
Branch
05 Contributions and voluntary
activity during Hari Raya Aidilfitri
together with Yayasan Budi
Penyayang Malaysia
06
2013 ANNUAL REPORT
28
06 The Store help flood victims at
Kampung Temai, Pekan Kuantan
Notice of
Annual General
Meeting
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252670-P
Notice Of Annual General Meeting
NOTICE IS HEREBY GIVEN that the Twenty-first (21st) Annual General Meeting of the Company will be held at Crown
Hall 1, Level I, The Crystal Crown Hotel Petaling Jaya, No. 12, Lorong Utara A, Off Jalan Utara, 46200 Petaling Jaya,
Selangor on Friday, 28 March 2014 at 10.00 a.m for the following purposes:
Agenda
1.
To receive the audited financial statements of the Company for the financial year ended 30 September 2013
Refer to explanatory note 1
together with the reports of the Directors and Auditors thereon.
2. To approve the payment of a First and Final Single Tier Dividend of 3.75%, in respect of the financial year ended
30 September 2013.
Resolution 1
3. To ratify and approve the payment of Directors’ Fees for the financial year ended 30 September 2013.
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 Lim Gin Chuan
Resolution 3
b)
Kam Teh Chung
Resolution 4
c)
Tan Sri Dato’ Sri Tang Yeam Soon
Resolution 5
5. To consider and, if thought fit, 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 office until the next Annual General Meeting.”
Resolution 6
6. To re-appoint Messrs Grant Thornton as Auditors of the Company for the ensuing year and to authorise the
Board of Directors to fix their remuneration.
Resolution 7
7. To transact any other ordinary business of which due notice shall have been given.
As Special Business
To consider and, if thought fit, to pass the following resolutions as ordinary resolutions:
8. PROPOSED RETENTION OF INDEPENDENT DIRECTORS
To retain the following directors as independent directors of the Company and continue to act as an independent
directors in accordance with the Malaysian Code of Corporate Governance 2012 :
a)
Dato’ Sri Md Kamal bin Bilal
Resolution 8
b)
Dato’ Dr. Haji Kardin bin Haji Shukor
Resolution 9
c)
Yeoh Chong Keng
Resolution 10
d)
Lim Gin Chuan
Resolution 11
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 fit, 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 12
10. PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY’S PURCHASE OF ITS OWN SHARES
“THAT, subject to the Companies Act, 1965 (as may be amended, modified or re-enacted from time to time),
the main market 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
2013 ANNUAL REPORT
30
Company from time to time through Bursa Malaysia as the directors may deem fit 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.
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 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 first 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 and to take all steps as are necessary
and/or to do all such acts and things as the directors deem fit 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, modification, revaluation,
Resolution 13
variation and/or amendment (if any) as may be imposed by the relevant authorities.”
11. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR 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 subsidiaries, Pacific Hypermarket & Departmental
Store Sdn Bhd and Pacific Bowling Sdn Bhd, to enter into and give effect to specified recurrent related party
transactions of a revenue nature with specified classes of Related Parties as specified in Section 3.2 of the Circular
to shareholders dated 6 March 2014 which are necessary for the day to day operations and/or in the ordinary
course of business of the Company and its subsidiaries and are carried out at arms’ length basis on normal commercial
terms of the Group on terms 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
Resolution 14
Ordinary Resolution.”
2013 ANNUAL REPORT
31
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(cont’d)
Notice Of Annual General Meeting
252670-P
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 financial year
ended 30 September 2013, if approved, will be paid to shareholders on 19 June 2014. The entitlement date for the said
dividend shall be 21 May 2014.
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 2014 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 : 6 March 2014
Notes:
1) Item 1 of the Agenda
To receive the audited financial statements of the Company for the financial year ended 30 September 2013 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 financial statements. Therefore, this item will not be put forward for voting.
2) Members Entitled To Attend
For purpose of determining who shall be entitled to attend this meeting, only members whose names appear on the
Record of Depositors as at 24 March 2014 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 specifies the proportion of his shareholdings
to be represented by each proxy.
ii) For a member which is an Exempt Authorised Nominee, as defined 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 the provisions of Section 149(1) (b) of the Companies Act, 1965
shall not apply to the Company.
iv) If the appointer is a corporation, the form must be under its Common Seal or under the hand of an officer or
attorney duly authorised.
v) The instrument appointing a proxy must be deposited at the Company’s Registered Office 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.
4) Special Business
i)
Proposed Retention Of Independent Directors
The proposed Ordinary Resolution No. 8 to 11, if passed, will allow the independent directors to be retained and
continue acting as an independent director to fulfill 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 of Corporate
Governance 2012. The full details of the justification and recommendations for the retention is set out in the
Statement of Corporate Governance in the Annual Report 2013 on page 41.
2013 ANNUAL REPORT
32
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 2013 and which will lapse at the conclusion of the forthcoming Annual
General Meeting.
iii) Proposed Renewal Of Authority For The Company’s Purchase Of Its Own Shares
The proposed Ordinary Resolution No.13, if passed, will prepare our Company with a further option to utilize our
financial resource more efficiently. 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 6 March 2014, despatched
together with this Annual Report.
iv) Proposed Renewal of Shareholders’ Mandate For Recurrent Related Party Transactions Of A Revenue Nature
The proposed Ordinary Resolution No. 14, if passed, will enable the Company and its subsidiaries 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 Company.
The procurement of the proposed renewal of shareholder’s mandate 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 arise.
Further information on this resolution is set out in the circular to shareholders dated 6 March 2014, despatched
together with this Annual Report.
2013 ANNUAL REPORT
33
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The proposed Ordinary Resolution No. 12, 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 specifically approve such an issue of shares for any possible fund raising
activities (excluding placement of shares) for the purpose of funding future investment projects, additional
working capital etc.
ii) Proposed Authority to Allot and Issue Shares Pursuant to Section 132D of the Companies Act, 1965
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)
Kam Teh Chung (Executive Director)
Chang Yen Huei (Executive Director)
Puan Sri Datin Sri Khor Guik Lee (Executive Director)
Dato’ Dr. Haji Kardin bin Haji Shukor (Independent Non-Executive Director)
Yeoh Chong Keng (Independent Non-Executive Director)
Lim Gin Chuan (Independent Non-Executive Director)
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)
Auditors
Grant Thornton
Chartered Accountants
51-8-A, Menara BHL Bank
Jalan Sultan Ahmad Shah
10050 Pulau Pinang
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]
Facebook: www.facebook.com/thestoremalaysia
Principal Bankers
Malayan Banking Berhad (3813-K)
Hong Leong Bank Berhad (97141-X)
HSBC Bank Malaysia Berhad (127776-V)
Place of incorporation & domicile
Malaysia
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
2013 ANNUAL REPORT
34
30%
Tanjung Segi Sdn. Bhd.
70%
The Store Holdings Sdn. Bhd.
100%
Formyarn Sdn. Bhd.
67%
The Store ( Kangar ) Sdn. Bhd.
100%
The Store ( Johore Bahru ) Sdn. Bhd.
100%
The Store ( Johor Jaya ) Sdn. Bhd.
100%
The Store ( Kemaman ) Sdn. Bhd.
100%
Murai Perdana Sdn. Bhd.
100%
Cotler Sdn. Bhd.
92.1%
The Store ( Malaysia ) Sdn. Bhd.
100%
The Store ( Malacca ) Sdn. Bhd.
100%
The Store ( Pusat K.T ) Sdn. Bhd.
100%
The Store ( Batu Pahat ) Sdn. Bhd.
100%
The Store ( Subang ) Sdn. Bhd.
100%
Taiping Corporation Sdn. Bhd.
100%
The Store ( Taiping Jaya ) Sdn. Bhd.
100%
Taiping Supermarket Holdings
Sdn. Bhd.
100%
The Store ( Taiping ) Sdn. Bhd.
100%
The Store ( Tampin ) Sdn. Bhd.
100%
The Store ( Kelantan ) Sdn. Bhd.
100%
The Store ( Sungai Petani ) Sdn. Bhd.
100%
The Store ( Kota Bharu ) Sdn. Bhd.
100%
Gold Shopping Centre Holdings
Sdn. Bhd.
100%
70%
The Store ( Taman Kok Lian ) Sdn. Bhd.
100%
Universal Retail Academy Sdn. Bhd.
100%
The Store ( NS ) Sdn. Bhd.
30%
TS Universal Brands Sdn. Bhd.
100%
The Store ( Terengganu ) Sdn. Bhd.
100%
THE STORE CORPORATION
BERHAD
The Store ( Bukit Pasir ) Sdn. Bhd.
100%
The Store ( Port Dickson ) Sdn. Bhd.
100%
Summit Superstore Holdings Sdn. Bhd.
100%
Arglye Sdn. Bhd.
100%
TS Retail Systems Sdn. Bhd.
100%
The Store ( Summit Parade ) Sdn. Bhd.
100%
The Store ( Mentakab ) Sdn. Bhd.
100%
Pacific Hypermarket ( Prai ) Sdn. Bhd.
100%
The Store ( Muar ) Sdn. Bhd.
100%
The Store ( Seremban ) Sdn. Bhd.
100%
TS Universal Trading Sdn. Bhd.
100%
Pacific Hypermarket Group Sdn. Bhd.
100%
The Store ( Bentong ) Sdn. Bhd.
100%
The Store ( Darul Naim ) Sdn. Bhd.
100%
Pacific Hypermarket & Departmental
Store Sdn. Bhd.
100%
Pacific Department Store ( Prai ) Sdn. Bhd.
100%
Bigever Properties Sdn. Bhd.
100%
Berkat Apparel Sdn. Bhd.
100%
Pacific Hypermarket Properties Sdn. Bhd.
100%
Berkat Garments Sdn. Bhd.
100%
Pacific Bowling Sdn. Bhd.
100%
Berkat Marketing Sdn. Bhd.
100%
Pacific Departmental Store Sdn. Bhd.
100%
Berkat Merchandising & Services Sdn. Bhd.
100%
Milimewa Superstore Sdn. Bhd.
100%
Berkat Supermarket Sdn. Bhd.
100%
Dindings Supermarket Sdn. Bhd.
100%
Delsinar Sdn. Bhd.
100%
29.63%
Nilai Hikmat Sdn. Bhd.
100%
15.63%
Fajar Merchandising & Services Sdn. Bhd.
100%
54.74%
Fajar Retail Enterprise Sdn. Bhd.
100%
Larut Matang Supermarket Holdings
Berhad
The Store ( Kuantan Parade ) Sdn. Bhd.
100%
Fajar Supermarket (Butterworth) Sdn. Bhd.
100%
The Store Properties Sdn. Bhd.
100%
Fajar Supermarket ( Melaka ) Sdn. Bhd.
100%
The Store Card Sdn. Bhd.
100%
Fajar Supermarket ( Upper Perak ) Sdn. Bhd.
100%
The Store ( Kluang ) Sdn. Bhd.
100%
Fajar Supermarket Sdn. Bhd.
100%
The Store (Kampar Road) Sdn. Bhd.
100%
Koaling Development Sdn. Bhd.
100%
Visual Utama Sdn. Bhd.
100%
Kuala Kangsar Supermarket Sdn. Bhd.
100%
Yangtze Corporation Sdn. Bhd.
94.98% (Effective Interest)
Larut Matang Supermarket ( Taiping) Sdn. Bhd.
100%
The Store ( Klang ) Sdn. Bhd.
100%
Sungei Perak Supermarket Sdn. Bhd.
100%
The Store ( Taman Tun Aminah ) Sdn. Bhd.
100%
Fajar Departmental Store & Supermarket ( Sg. Besar ) Sdn. Bhd.
100%
99.99%
The Store ( Central Square ) Sdn. Bhd.
100%
Sungai Besar Supermarket Sdn. Bhd.
0.001%
Jurus Kota Sdn. Bhd.
100%
TS Universal International Co. Ltd
100%
SB Mall Sdn Bhd
100%
Bintang Aspek (M) Sdn. Bhd.
100%
Universal Retail Group Ltd
100%
Universal Retail Limited
100%
TS Universal Retail Ltd
100%
Universal Retail Holdings Limited
100%
Shanghai Universal Retail Limited
100%
Universal Retail ( Jiaxing ) Limited
100%
2013 ANNUAL REPORT
35
252670-P
Corporate Structure
2010
2012
2013
2010
RM 6.54
2009
RM 6.28
2013
RM 6.12
2012
RM 5.97
2011
RM 5.82
2010
30.33
5.75
2009
2011
NET ASSETS PER SHARE (RM)
19.01
2.85
NET EARNINGS PER SHARE (SEN)
RM 448,087
2009
RM 430,194
2013
RM 418,958
2012
RM 409,066
2011
RM 398,699
RM 1,889,137
2010
RM 1,861,594
RM 1,816,911
2009
TOTAL EQUITY (RM’000)
RM 1,862,537
RM 1,841,590
REVENUE (RM’000)
15.17
252670-P
5 Years Group Financial Highlight
2011
2012
2013
2013
RM ' 000
2012
RM ' 000
2011
RM ' 000
2010
RM ' 000
2009
RM ' 000
1,88 9,137
35,018
20,774
2,569
1,86 1,594
26,798
1 3,01 6
2,569
1,862,537
24,001
10,386
2,055
1,816,91 1
1 2 ,095
3,917
685
1 , 8 4 1 ,590
1 3,4 1 5
1,944
68 5
1, 1 24,794
448,087
676,707
68,504
1,1 3 0,204
430, 1 94
700,010
6 8,504
1,035,937
4 18,958
6 16,979
68,504
1,049,245
409,066
640,1 7 9
68,504
1 , 07 7,720
398,6 9 9
679,0 2 1
68,504
3.75
3 0. 3 3
6.54
5 .00
1 9 .0 1
6. 28
3 .00
15.17
6 .1 2
1 .00
5.75
5 .9 7
1 .00
2.85
5.82
STATEMENT OF COMPREHENSIVE INCOME
Revenue
Profit Before Taxation
Profit After Taxation
Net Dividend (Paid and Proposed)
STATEMENT OF FINANCIAL POSITION
Total assets
Total equity
Total liabilities
Share Capital
RATIOS
Gross Dividend per share (sen)
Net Earnings per share (sen)
Net Assets per share (RM)
2013 ANNUAL REPORT
36
Chairman’s Statement
252670-P
252670-P
Chairman’s Statement
Operational Review
The Group is undergoing a continuing programe to renovate,
refurbish and upgrade some of the existing outlets. During
the year under review, the Group has refurbished some of The
Store outlets in Muar (Watex Parade), Ipoh (Jalan Kampar),
Sungai Petani (Centre Square), Kota Bahru (Jalan Padang
Garong), Seremban (Jalan Tunku Munawir), Klang (Shaw
Centrepoint) and Pacific (KB mall). This is expected to
provide an impetus to the growth of the business for the
coming financial year.
Corporate Development
On 27 December 2013, the Company had disposed of its
entire shareholding in its wholly-owned subsidiary, SB Mall
Sdn Bhd, by entering into a conditional Share Sale Agreement
with Goldleaf Synergy Sdn Bhd for a gain of RM3.92million. In
addition, the group gearing ratio shall be reduced. The
disposal is pending completion.
The Board acknowledges the importance of corporate social
responsibility and committed 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 perform greater accountability.
Dear Valued Shareholders,
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 financial year ended
30 September 2013.
The corporate social responsibility initiatives are set out
separately in the Statement on Corporate Social
Responsibility in this Annual Report.
Financial Review
In spite of the competitive and challenging environment, the
Group managed to strike a balance between staying the
course in certain areas of business operation and
re-alignment of underperforming operation areas. With the
combination of capable management and a healthy balance
sheet, the Group remains financially sound and flexible to
navigate the unpredictability.
Strategic Outlook
While we note that private consumption growth will
moderate as a result of higher food, petrol and utilities costs
going forward, consumers are likely to adopt a more prudent
spending approach and cut down on discretionary spending
instead. With the challenges lying ahead, the Group will
continue to rationalize its operations in an integrated and
sustainable manner. We also strive to generate positive
returns to shareholders by streamlining our operations
strategically, optimizing the utilization of resources,
sharpening competitive edge, venturing and expanding
growth spectrum, without compromising with governance
and risk management. The Board is confident that the Group
has the resilience to achieve another milestone of growth.
For the financial year 2013, the Group posted a net profit of
RM20.8 million which was up by 59.6% higher than the
previous year, translating to an earnings per share of 30.33
sen. The improvement in profit margin was due to our
strategic planning and stringent cost control policy.
The Group achieved consolidated revenue of RM1.889 billion,
representing an increase of 1.48% over the RM1.862 billion
posted in the previous year. The Group’s profit before tax
boosted by about 30.7% to RM35.0 million from RM26.80
million in the previous year.
Acknowledgement
Our success in 2013 is made possible through the
commitment, loyalty and unity of our management and
employee while maintaining a sense of perspective to meet
the needs of customers. It is my sincere hope that these
strengths are carried through in the future.
Our
improved
performance
has
further
enhance
shareholders’ value by increasing the shareholders’ equity to
RM447.993 million from RM430.094 million as at the previous
financial year.
We are grateful to our loyal shareholders as well as our
customers, suppliers, and business associates for their
continuing trust and commitment to work with us. I would
also like to take this opportunity to thank my fellow directors
for their valuable advices and participations on the Board.
Delivering Shareholders’ Value
As part of the Group’s on-going effort to return value to
shareholders, the Board has proposed a first and final single
tier dividend of 3.75 cent per ordinary share for the financial
year 2013. The Group will continue to strive to maintain an
optimal balance between a reasonable return to our
shareholders and conserving sufficient resources to support
long term growth of the Group.
Thank you.
The proposed dividend will be subject to the shareholders’
approval at the forthcoming Annual General Meeting.
Chairman
2013 ANNUAL REPORT
38
Kam Teh Chung
Executive Director
S.S.A.P., D.M.S.M., JP
Chairman
Malaysian, aged 65, is an Executive Director who was
re-appointed to the Board on 31 May 2001 and is currently
holding the position of Group Operations Director.
Malaysian, aged 51, was appointed to the Board on 14
February 2000, initially as a Non-Executive Director and
was co-opted as Chairman on 2 November 2001.
He was previously a Board member serving as Executive
Director of The Store Corporation Berhad until his
resignation on 30 March 2000. Prior to that, he had
served in various capacities in the outlets within the
Group. He has deep knowledge of the supermarket and
department store industry gained from more than 30
years of experience. He also has an impeccable standing
in the retail business industry. He does not hold any other
directorship in any public companies.
Dato’ Sri Kamal has over 13 years of experience in the
government
sector,
serving
as
a
Community
Development Officer 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. Chang Yen Huei
Executive Director
Currently, Dato’ Sri also sits on the board of several
private companies and is also the Chairman and member
of Audit Committee of Borneo Aqua Harvest Bhd.
November 2001 as Executive Director and is currently
holding the position of Group Finance Director.
He is a fellow of Chartered Association of Certified
Accountants, UK and a member of the Malaysian Institute
of Accountant. He has gained valuable experience in
accounting and financial management through his
attachment over 25 years in various industries such as
professional accounting firms, computer and retailing
industries. He was the Accountant of a public listed
company for 3 years before joining Pacific Hypermarket
Group Sdn Bhd (PHG) as a Group Accountant in 1996. He
was subsequently promoted to Group Financial
Controller of PHG and further appointed as Group
Financial Controller of The Store Corporation Berhad in
February 2001. In the same year, he was promoted to
Group Finance Director. He does not hold any
directorship in any other public companies.
P.S.M., S.S.A.P., D.S.N.S,
Managing Director
February 2001 as Executive Director and co-opted as
Group Managing Director on 23 November 2001.
Tan Sri Tang has more than 30 years of experience in the
business sector, particularly in the retail industry. He
founded his first company at the age of 20, and held the
position of Managing Director. Under his leadership, the
company was listed on Bursa Malaysia Securities Berhad’s
Second Board 13 years later. Thereafter, he founded
Pacific Hypermarket & Departmental Store Sdn Bhd and
held the position of Managing Director before forging his
career with The Store Group.
Puan Sri Datin Sri Khor Guik Lee
Executive Director
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).
February 2003 as an Executive Director. She has more
than 30 years of experience in the retail industry. With
her spouse, Tan Sri Dato’ Sri Tang Yeam Soon, they
formed a company in which she held the position of
Executive Director and the company was subsequently
listed on Second Board of Bursa Malaysia Securities
Berhad 13 years later. Thereafter, she joined Pacific
Hypermarket and Departmental Store Sdn Bhd as an
Executive Director. As a board member of Pacific, she
participated actively and constructively in all the board
deliberations towards the future growth and direction of
Pacific Group. Presently, she also sits on the board of
several private companies. She does not hold any
directorship on any other public companies.
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. Presently, Tan Sri Tang also sits on
the board of several private companies and does not hold
any directorship in any other public companies.
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.
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.
2013 ANNUAL REPORT
39
252670-P
252670-P
Lim Gin Chuan
Independent Non-Executive Director
Dato’ Dr. Haji Kardin bin Haji Shukor
DPMJ, SMJ, AMN, PIS., JSM.,
Malaysian, aged 50, a Non-Executive Director who is a
lawyer by profession and was appointed to the Board on
31 January 2000. He is a member of the Audit
Committee, Remuneration Committee and Nominating
Committee of the Company.
Malaysian, aged 74, is a Non-Executive Director who was
appointed to the Board on 13 December 1993. He is the
Chairman of the Audit Committee, Nominating
Committee and Remuneration Committee of the
Company.
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. He is
also an independent non-executive director in Wong
Engineering Berhad, a public listed company on the Main
Market. He is the chairman of the nominating committee
and a member of the audit committee and remuneration
committee in the said company.
Dato’ Kardin is a qualified 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.
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 does not hold any
directorship in any other public companies.
Yeoh Chong Keng
Malaysian, aged 62, is a Non-Executive Director who is a
lawyer by profession and was appointed to the Board on
14 February 2000.
He is a member of the Audit
Committee, Nominating Committee and Remuneration
Committee of the Company.
He obtained his Barrister-at-Law from Lincoln’s Inn,
England in 1980. He was a senior police officer 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 firm 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 certified mediator and a
Notary Public.
He is an independent non-executive director of Tokio
Marine Life Insurance Malaysia Bhd (Co. No. 457556-X)
and chairs the Risk Management Committee and
Remuneration Committee and is also a member of Audit
Committee. He is also an independent non-executive
director and member of the audit Committee of Yoong
Onn Corporation Berhad (Co. No. 814138-K), a public
listed company.
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.
2013 ANNUAL REPORT
40
The Board has been guided by Malaysian Code of Corporate Governance 2012 (“the Code”) which sets out the Principles
and recommendations in making good CG an integral part of its business dealings and culture to achieve the highest
standards of business integrity, ethics and professionalism in the Group’s operations.
The Board is pleased to present the following statement which outlines the key aspects of how the Group has applied the
Principles set out in the Code during the year under review.
PRINCIPLE 1 - ESTABLISH CLEAR ROLES AND RESPONSIBILITIES
The Board currently has eight members. The roles and responsibilities of the Board are clearly set out in the Board Charter
which including those adopted from the Code are as below:
* 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, fixing the compensation of and where appropriate, replacing key
management;
* Developing and implementation 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 for ensuring the integrity of financial and other reporting;
* Ensuring that the Company’s financial statements are true and fair and conform to the accounting standard.
To facilitate effective management, the Board has delegated the authorities and responsibilities for the day to day operation
of business to the Managing Director and executive directors whom representing the management. The executive directors
lead the senior management team in making and implementing the Board’s decision, 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 of the Company. The presence of
independent voice on the Board could ensures the 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 defined terms of reference.
The details of the Board Committee are set out in Principal 2 at 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 focus 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 the
Board 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.
Directors’ Code of Conduct/Ethics
The Board has adopted a Code of Ethics for the Directors. The Code of Ethics is aimed to enhance the standard of CG and
to cultivate good ethical conducts throughout the Group. The Board recognizes the important of adhering to the Code of
Ethics and has published it on the Company’s website at www.tstore.com.my.
2013 ANNUAL REPORT
41
252670-P
The Board recognizes the important of maintaining the high standards of Corporate Governance (“CG”) throughout the
Group in enhancing shareholders’ value through building a sustainable business.
Statement Of Corporate Governance
252670-P
(cont’d)
Strategies Promoting Sustainability
The Board recognizes the important of sustainability and its increasing significance in the business.
The details of the sustainability efforts are set out in the Corporate Social Responsibility Statement at this Annual Report.
Access To Information and Advice
All the directors are entitled to request for additional clarification and information to assist them in matters that require
their decision. Adequate reports with regards to information on the Group’s performance and major operational financial
and corporate issues are disseminated in advance to facilitate informed decision-making process.
The Board is supported by suitably qualified and competent company secretaries who are responsible for ensuring the
effective functioning of the Board. The company secretaries also act as the secretaries for all the Board Committees. In
exercising their duties, Board Committees are entitled to obtain professional advice from external consultants such as
merchant bankers, valuers, human resource consultant etc.
Board Charter
The Board has formalized a charter which set out the practices and process in the discharge of its responsibilities, the role
of the Chairman and duties of the Board committees. The details of the Board Charter are available for reference at the
Company’s website at www.tstore.com.my.
PRINCIPLE 2 - STRENGTHEN COMPOSITION ON THE BOARD
Currently, the Board has eight members comprising:
i) The Chairman (Independent Non-Executive)
ii) 4 Executive Directors
iii) 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 profile of each director is presented on pages 39 to 40 of this Annual Report.
The Board collectively has wide and varied technical, financial, legal, management and commercial experience and this
facilitates 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.
In the opinion of the Board, the number of members fairly reflects the interest of its shareholders and other stakeholders.
The Board having reviewed its size and composition is also satisfied 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 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 recommend 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 will conduct 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 fulfill their responsibilities.
The Board has reviewed and assessed the size of Board, required mix of skills, performance, experience and contribution
of Directors, effectiveness of the Board, independent Directors and is satisfied with the current position and performance
of the Board.
The Board acknowledges the recommendation of the Code pertaining to the establishment of Boardroom gender diversity
policy. However, the Board believes in, and provides equal opportunity to candidates who have the skills, experiences,
time commitments and other qualities, regardless of gender. The NC however continues to ensure that suitable woman
candidate are sought and considered as part of its recruitment exercise. Currently, the Board has a female executive
director on the Board.
2013 ANNUAL REPORT
42
Re-election of Directors
The NC conducted an assessment of the directors who are subject to retirement at the forthcoming AGM in accordance
with the Articles of Association which provide 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 office and be eligible for re-election at each
AGM; provided always;
c) all the directors, including the Managing Director, shall retire from office 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 office until the next AGM.
There is no maximum tenure fixed by the Board of directors as the Board is of the view that there are significant 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 4 directors retiring and offering themselves for re-election.
The Board confirms that it is satisfied 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, sufficient information such as directors’ personal profile, 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 committee has not changed since the last report.
The RC is tasked with developing the remuneration packages and benefits of the executive directors and making the
necessary recommendations to the Board for approval. Non-executive directors’ remunerations are determined by the full
Board. Directors are abstained from participating in decisions on their own remuneration packages. The committee meets
when necessary.
The Company’s remuneration scheme for executive directors is designed to link to the Group’s performance and scope of
responsibility and is reviewed periodically having regard to market/industry standards while, for non-executive directors,
it is determined in accordance with their level of responsibilities undertaken by them. In addition, the Board also takes into
consideration any relevant information provided by independent consultant or from survey data.
The remuneration for all the directors are based on a standard fixed 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
meetings they attended. The directors are also reimbursed reasonable expenses incurred by them in the course of carrying
out their duties on behalf of the Company.
The RC recommends to the Board the director’s fee for each director of the Company which is subject to the approval of
the shareholders. The members of the Audit Committee are paid fixed fees.
The details of the remuneration of the directors of the Company comprising remuneration received/receivable from the
Company and subsidiary companies during the financial year under review are set out in the table below.
The aggregate remuneration of directors categorized into appropriate components is as follows:-
Fees
Salaries
Allowance & other
emoluments
Executive
Non-executive
Total
(RM)
(RM)
(RM)
5 1 6,000
172,000
688,000
2,736,000
-
2,736,000
453,000
63,000
516,000
3,705,000
235,000
3,940,000
2013 ANNUAL REPORT
43
252670-P
(cont’d)
252670-P
(cont’d)
The number of directors of the Company whose remuneration falls into the following bands:-
Range of remuneration
Below RM50,000
Executive
director
Non-executive
director
Total
3
-
3
100,000
-
1
1
RM 350,000 – RM 400,000
1
-
1
RM 450,000 – RM 500,000
1
-
1
RM 650,000 – RM 700,000
1
-
1
RM2, 1 00,000 – RM2,200,000
1
-
1
RM
50,000 – RM
PRINCIPLE 3 - REINFORCE INDEPENDENCE
The Board recognises the importance of independence and objectivity in its decision making process in line with the
recommendations under the Code.
The Independent director plays a pivotal role in corporate accountability and provides unbiased views and impartially to
the Board’s deliberations and decision making process.
The Board through the NC assessed the independence of the Independent Directors based on the criteria set out in the
Listing Requirements on an annual basis.
The Board is satisfied with the level of independence demonstrated by the 4 independence non-executive directors and
their ability to act in the best interest of the Company.
Tenure of Independent Directors
The Board takes cognizance of the Code’s recommendation that 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 a
non-independent director.
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. Board’s composition shall reflect a balance between effectiveness on one hand and fresh
perspective on the others. The length of their services 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.
Thus, the independence of directors namely, Dato’ Sri Md Kamal Bin Bilal, Dato’ Dr Haji 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 justifications:
a) All of them continue to fulfill the criteria under the definition 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 benefits of
whatever nature had been paid to them by the Company, other than directors’ fees and allowances paid which
had been the norm and been duly disclosed in this Annual Report.
2013 ANNUAL REPORT
44
PRINCIPLE 4 - FOSTER COMMITMENT OF DIRECTORS
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 financial year to facilitate the directors in planning their meeting schedule for the year.
The Board is satisfied with the level of time commitment given by the directors towards fulfilling 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 financial 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. Kam Teh Chung
6. Chang Yen Huei
7. Yeoh Chong Keng
8. Lim Gin Chuan
Number of Board meetings attended
4/4
4/4
4/4
4/4
4/4
4/4
4/4
4/4
Continuing Development
The Board recognizes the important 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 fulfill 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, seminar, workshops or forum available that would best enable them to enhance their knowledge
and contributions to the Board.
During the financial year under review, the directors of the Company have collectively or individually attended the
following seminars with relevant topics as follows:
a) Board oversight- Responsibilities for Merger & Acquisition
b) Ultimate Budget 2014 Tax Planning & Latest Tax Update
c) Property Development Financing, Joint Venture/Power of Attorney, Conveyancing, Strata Management 2013,
Housing Developments Act 1966 (Enforcement & latest Amendments 2012) & Land Alienation.
d) ACCA Malaysia Annual Conference 2012
e) MFRS Financial Statements
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 financial year under review.
PRINCIPLE 5 - UPHOLD INTEGRITY IN FINANCIAL REPORTING
The Board took due care and reasonable steps to ensure that the annual financial 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
financial statements of the Company and of the Group for the financial year ended 30 September 2013 is presented in
this Annual Report.
The Board has ensured quality financial reporting to its shareholders, investors and regulatory authorities in order to
present a balanced, clear and comprehensive assessment of the Company’s and of 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 financial information relating to the Company’s and the Group’s quarterly financial results are
announced to Bursa Malaysia.
2013 ANNUAL REPORT
45
252670-P
(cont’d)
252670-P
(cont’d)
The Company establishes a formal and transparent relationship with the external auditors in seeking their professional
advice and ensuring compliance with the applicable Financial Reporting Standards.
The external auditors are required to declare their independence annually to the AC as specified by the By-laws issued by
the Malaysian Institute of Accountants. The external auditors had made declaration in their annual audit plan presented
to AC that they were independent in accordance with the terms of the relevant professional and regulatory requirements.
The AC has assessed and is satisfied with the competency 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 AC 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 of 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, to maximize transparency and consistent with good
Corporate Governance, except where commercial confidentiality 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 under 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’ profile, 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 same link. These can be accessed online through
Bursa Malaysia’s internet website 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 clarifications on the operations, financial 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 on the voting for any
resolutions. However, all resolutions put forth to the shareholder’s approval were carried out by a show of hands, unless a
poll is demanded or specifically required.
The Chairman will also undertake to provide written answers to significant 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 clarification on issues and concerns raised by the shareholders. The outcomes of all
resolutions proposed at the meetings are announced to Bursa Malaysia on the same day to enable the public to know
the outcome.
The Board has identified 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 is satisfied that the Company has, in all material aspects, complied with the Principles and recommendations of
the Code during the financial year under review.
2013 ANNUAL REPORT
46
The directors are required by the Companies Act, 1965 to prepare financial statements for each financial year which give
a true and fair view of the state of affairs of the Company and of the Group as at the financial year end and of the results
and cash flows for that year.
In preparing the financial statements of the Company and the Group for the financial year ended 30 September 2013,
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 confirm that the financial 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 financial positions of the Company and the Group which enable them to ensure that
the financial 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.
2013 ANNUAL REPORT
47
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 financial statements.
Statement Of Directors’ Responsibilities
252670-P
The Group’s commitment to Corporate Social Responsibility (“CSR”) 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 perform greater accountability.
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.
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 have orientation and Induction Training Programme for newly recruited employees. Motivational
programmes are also conducted for employees within 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 with higher learning institutions or taking part in their activities such as
career fairs, exhibitions and engaged in recruitment drive to attract graduates with good leadership caliber to fill
various job vacancies in line with its succession plans.
Practical training and internship are provided to facilitate the selection of suitable candidate to join the Group upon
completions of their degree programme.
Health and Safety at work
The Group is committed to ensure that all employees work in a safe and healthy environment. The Occupational,
Safety and Health Policy (“OSH”) is communicated to all employees and is made available to any interested parties.
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.
The Marketplace
The Group recognizes that our business conduct will have a significant influence 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 Leadership with Customers
In order to maintain the positive relationship with our long term customers at all levels, we are constantly working
towards providing reliable products of a consistently high quality, complying with Shariah requirements for halal products
and achieving customers satisfaction in the process. We also engaged and interact with our customers and consumers
via our website or facebook.
Working with Suppliers and Other Services Providers
Our suppliers and other services providers play a critical role in our business aspirations. They also contribute towards
achieving or 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.
Investors and Stakeholders Engagement
As guided by our Corporate Disclosed Policy, the investors can always keep up to date 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.
2013 ANNUAL REPORT
48
The Group places significant important towards preserving the environment and conserving resources wisely.
The Group adopts environmental friendly practices in its daily operations, such as reduces the carbon footprint,
recycle of paper or cartons, encourage electronic communication and electronic data storage, reduce energy
consumption and water wastage.
The Community
The Group continues to play its role as a caring corporate citizen by contributing to non-profit organisations mainly
to the under privileged and physically disadvantaged. These organisations include:
1. Penang Cheshire Home
2. Rumah Kebajikan Kanak-kanak Cacat Negeri Perak (RKKKC)
3. Pusat Penjagaan Kanak-kanak Terencat Akal Kuala Terengganu
4. Persatuan Penjagaan Kanak-kanak Cacat Klang
5. Pusat Kebajikan Orang-orang Kurang Upaya Negeri Johor
6. Sabah Cheshire Home
7. Seri Mengasih Centre
ADDITIONAL COMPLIANCE INFORMATION:1.
UTILISATION OF PROCEEDS RAISED FROM CORPORATE PROPOSALS
There were no proceeds raised from any corporate proposal for the financial year under review.
2.
SHARE BUYBACK
There were no shares buy-back transactions or resale of treasury shares undertaken by the Company during
the financial year under review.
3.
NON-AUDIT FEES
There were no non-audit fees paid and payable to the external auditors or its affiliates by the Company and
its subsidiaries during the financial year, other than the tax services fee paid to a company in which certain partners
of the audit firm are directors and shareholders, totalling RM68,700.
4.
VARIATION IN RESULTS
There was no material variance between the financial results for the financial year ended 30 September 2013
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 the shareholders’
mandate for the Company and its wholly-owned subsidiaries, Pacific Hypermarket & Departmental Store Sdn
Bhd and Pacific Bowling Sdn Bhd to enter into Recurrent Related Party Transactions of a revenue nature with
specified classes of Related Parties as specified in Section 3.2 of the Circular to shareholders dated
6 March 2014 which are necessary for the day to day operations and/or in the ordinary course of business
of the Company and its subsidiaries.
2013 ANNUAL REPORT
49
252670-P
The Environment
Corporate Social Responsibility (cont’d)
252670-P
Audit Committee Report
The Board is pleased to present the report of the Audit Committee for the financial year ended 30 September 2013.
The Audit Committee had conducted 4 meetings for the financial year ended 30 September 2013. These meetings were fully
attended by all the members of the Audit Committee.
A.
TERMS OF REFERENCE
The terms of reference of 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 office 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 fulfill 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 upon request made by the
Committee.
c)
to obtain external legal or other independent professional advice where 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 officers to the external auditors;
- the quarterly results and year end financial 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;
* significant and/or unusual events;
* the going concern assumption; and
* compliance with accounting standards and other legal requirements ;
- any related party transactions and conflict 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.
2013 ANNUAL REPORT
50
iv)
To consider the appointment, remuneration, resignation and dismissal of external auditors; and such
other functions as may be defined by the Board of Directors.
d)
To review the internal audit plan, consider significant findings 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, all of 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 Office 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 financial year under review, the main activities undertaken by the Committee are as below:
C.
a)
Reviewed the audited financial statements of the Company and the external auditors’ findings and
recommendation prior to submission to the Board for their consideration and approval.
b)
Reviewed the quarterly unaudited financial results and announcements of the respective quarters
of the Company prior to submission to the Board for their consideration and approval.
c)
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.
d)
Reviewed and discussed with external auditors, their audit plan, audit approach and reporting requirement
prior to the commencement of audit for the financial year under review.
e)
Assessed the competency and independent of the external auditors and recommended to the Board’s for
shareholders’ approval at the AGM.
f)
Reviewed the Statement of Audit Committee report, Statement on Risk Management and Internal Control
and Statement of Corporate Governance, Directors’ Responsibilities Statement before submitting for the
Board’s approval and inclusion in the Company’s annual report.
INTERNAL AUDIT FUNCTION
The Company has an internal audit department whose principal responsibility is to conduct periodic audits on
internal control matters of each branch to ensure their compliance with systems and standard operating
procedures. The main objective of these audits is to provide a reasonable assurance that they are operating
satisfactorily and effectively. Investigation has also been conducted with regard to various specific areas of
concern and high risk areas. The internal audit also undertakes to conduct special audits from time to
time as requested by the senior manager.
The total cost incurred for the internal audit function of the Company for the financial year was
RM305,449.23 (2012: RM419,637).
This statement is made in accordance with a resolution of the Board of Directors passed on 24 January 2014.
2013 ANNUAL REPORT
51
252670-P
c)
Audit Committee Report (cont’d)
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’s Listing Requirements and as guided by the Statement on Risk
Management & Internal Control: Guidance for Directors of Listed Issuers (“Internal Control Guidance”) issued by the
Task Force on Internal Control in December 2012 with the support and endorsement of the Bursa Malaysia.
The Board is committed to fulfilling its responsibility on the Group’s compliance 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 acknowledges the importance in maintaining sound internal controls and effective risk management practices
to ensure good corporate governance and affirms its overall responsibility for the Group’s system of internal control which
includes the establishment of an appropriate control environment and framework as well as reviewing its adequacy and
integrity.
In recognition of that responsibility, the Board sets policies and seeks regular 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 help to manage but not totally eliminate the risk that
may impede the achievement of the Group’s business objectives. Accordingly, such a system can only provide reasonable
rather than absolute assurance against material misstatement, loss, fraud 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 personnel, assets and stakeholders.
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 for the financial year under review and up to the date of approval
of this Statement for inclusion in this Annual Report.
The Board is aware that a sound system of internal control should be embedded in the operations of the Group and form
part of its culture. This system should be capable of responding quickly to evolving risks to the business arising from
factors within the Group and changes in the business environment. It should include procedures for reporting immediately
to appropriate levels of management any significant control failings or weaknesses that are identified together with details
of corrective action being taken.
These ongoing processes 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 inculcated within various procedures.
During the financial year under review, the principal elements which formed part of the Group’s Risk Management and
Internal Control System can be summarized as follows:
•
Operating structure with clearly defined lines of responsibility and delegated authority
The Group has a properly defined organizational structure with clear lines of accountability, with strict
authorisation, approval and control procedures which provide a sound framework of authority and
accountability within the Group.
•
Clearly defined authority level
The Group practices clearly defined financial limits of authority on all financial commitments for each level of
management within the Group. Such limits are subject to periodic reviews as to their implementation and
continuing suitability.
•
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, to provide guidelines in compliance to the Group’s objectives.
•
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 were conducted to share information, monitor the progress of
various business units, and to deliberate and decide upon operational matters.
-
Regular management visits of its operating business units to ensure all business activities and operational
issues and matters are brought to the prompt attention of the Management for further action to be taken
and to gauge the effectiveness of strategies implemented.
2013 ANNUAL REPORT
52
Advance IT management technologies
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 set up 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 which provides the Board with much of
the assurance it requires regarding the adequacy and effectiveness of the Group’s risk management, system of controls,
procedures and operations. The Group’s Internal Audit Department undertakes the role as the risk facilitator in identifying
significant risks impacting the achievement of business objectives of the Group. Besides, it also undertakes reviews of
internal controls in all key activities of the Group in assuring its adequacy and integrity. The internal auditors advise
the Management on areas for improvement and subsequently review the extent to which the Management’s responses
and the remedial actions on all findings and recommendations in its review process to ensure they are appropriately
implemented. During the financial year under review, the internal auditors conducted various audit assignments which
includes the review of operational and compliance controls, management efficiency, risk assessment and reliability
of financial 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 (“RPG 5”) issued by the Malaysian Institute of Accounts 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 financial year under review, the Board is satisfied 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 aspect, based on the Risk Management And Internal
Control System of the Group. There was no material or significant losses arising from deficiencies 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 recognize that the
system must continuously evolve to support the type of business and size of operations of the Group.
This statement was made in accordance with a resolution of the Board of Directors passed on 24 January 2014.
2013 ANNUAL REPORT
53
252670-P
•
Statement On Risk Management And
Internal Control (cont’d)
Reports and Financial
Statements
30 SEPTEMBER 2013
252670-P
The directors have pleasure in submitting their report and the audited financial statements of the Group and of the
Company for the financial year ended 30 September 2013.
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 financial statements.
There have been no significant changes in the nature of these activities during the financial year.
GROUP
RM’000
RESULTS
Profit after taxation for the year
COMPANY
RM’000
20,774
26,269
20,780
26,269
(6)
-
20,774
26,269
Attributable to :
Owners of the parent
Non-controlling interests
In the opinion of the directors, the results of the operations of the Group and of the Company for the financial year
ended 30 September 2013 have not been substantially affected by any item, transaction or event of a material and
unusual nature nor has any such item, transaction or event occurred in the interval between the end of that financial
year and the date of this report, other than those disclosed in the financial statement.
RESERVES AND PROVISIONS
All material transfers to or from reserves or provisions during the financial year are disclosed in the notes to the
financial statements. DIVIDENDS
Since the end of the previous financial year, the Company has paid a first and final dividend of 5 sen per share less 25%
tax amounting to RM2,568,885 for the financial year ended 30 September 2012, as proposed in the directors’ report of
that financial year.
At the forthcoming Annual General Meeting, a first and final single tier dividend of 3.75 sen per share amounting
to RM2,568,885 for the financial year ended 30 September 2013 will be proposed for the shareholders’ approval. The
financial statements for the current financial year do not reflect this proposed dividend. Such dividend, if approved by
the shareholders will be accounted for in equity as an appropriation of retained profits in the financial year
ending 30 September 2014.
SHARE CAPITAL AND DEBENTURE
During the financial 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.
2013 ANNUAL REPORT
55
252670-P
For The Financial Year Ended 30 September 2013
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
Kam Teh Chung
Chang Yen Huei
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Yeoh Chong Keng
Lim Gin Chuan
DIRECTORS’ INTERESTS IN SHARES
According to the Register of Directors’ Shareholdings, the interests of directors in office at the end of the financial year in
shares of the Company and its related corporations during the financial year are as follows:
--------- Number of ordinary shares of RM1 each --------Balance
Balance
at
at
1-10-2012
Bought
Sold
30-9-2013
The Company
Direct Interest :
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Kam Teh Chung
Chang Yen Huei
3,028,300
11,000
1,366,200
352,955
1,1 00
-
-
3,028,300
11,000
1,366,200
352,955
1,100
16,269,030
17,9 3 1,1 30
2,640,000
-
-
16,269,030
17,9 31,1 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 office at 30 September 2013 had any interests and options in
the Company and its related corporations during the financial year.
DIRECTORS’ BENEFITS
Since the end of the previous financial year, no director of the Company has received or become entitled to receive any
benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by the
directors shown in the financial statements) by reason of a contract made by the Company or a related corporation with a
director or with a firm of which the director is a member, or with a company in which the director has a substantial financial
interest, other than those related party transactions disclosed in the notes to the financial statements.
During and at the end of the financial year, no arrangements subsisted to which the Company is a party, with the objects
of enabling directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the
Company or any other body corporate.
2013 ANNUAL REPORT
56
OTHER STATUTORY INFORMATION
Before the financial 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 satisfied 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 financial statements of the Group and of the
Company misleading, and
(iii)
that would render any amount stated in the financial 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 financial 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 financial 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 financial 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.
SUBSEQUENT EVENT
Details of subsequent event are disclosed in Note 36 to the financial statements.
AUDITORS
The auditors, Grant Thornton, have expressed their willingness to continue in office.
Signed in accordance with a resolution of the directors :
...........................................................................
..........................................….................
Chang Yen Huei
Petaling Jaya,
Date : 24 January 2014
2013 ANNUAL REPORT
57
252670-P
Directors’ Report
252670-P
Directors’ Statement
In the opinion of the directors, the financial statements set out on pages 61 to 112 are properly drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the Companies Act, 1965 in Malaysia
so as to give a true and fair view of the financial position of the Group and of the Company as at 30 September 2013 and of
their financial performance and cash flows for the financial year then ended.
In the opinion of the Directors, the supplementary information set out in Note 38 on page 113 has been compiled in accordance
with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits 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
Statutory Declaration
I, Chang Yen Huei, the director primarily responsible for the financial management of The Store Corporation Berhad do
solemnly and sincerely declare that the financial statements set out on pages 61 to 112 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 24th
day of January 2014.
)
)
)
..........................................….................
Chang Yen Huei
Before me,
..........................................….................
N.Madhavan Nair (No. B 064)
Commissioner for Oaths
Petaling Jaya
2013 ANNUAL REPORT
58
We have audited the financial statements of The Store Corporation Berhad, which comprise the statements of financial
position as at 30 September 2013 of the Group and of the Company, and their statements of comprehensive income,
statements of changes in equity and statements of cash flows for the financial year then ended, and a summary of significant
accounting policies and other explanatory notes, as set out on pages 61 to 112.
Directors’ Responsibility for the Financial Statements
The directors of the Company are responsible for the preparation of these financial statements that 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 financial statements that are free from material misstatement,
whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial 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 financial statements are
free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement
of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control
relevant to the entity’s preparation of the financial 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
financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company
as at 30 September 2013 and of their financial performance and cash flows for the financial 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 financial statements,
(c)
We are satisfied that the accounts of the subsidiaries that have been consolidated with the Company’s financial
statements are in form and content appropriate and proper for the purposes of the preparation of the financial
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 qualification or any adverse comment
made under Section 174(3) of the Act.
2013 ANNUAL REPORT
59
252670-P
Report on the Financial Statements
Independent Auditors’ Report To The Members
252670-P
Independent Auditors’ Report To The Members
Other Reporting Responsibilities
The supplementary information set out in Note 38, on page 113 is to meet the requirement of Bursa Malaysia Securities
Berhad and is not part of the financial 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 Profits 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
1.
As stated in Note 2.4 to the financial statements, The Store Corporation Berhad adopted Malaysian Financial
Reporting Standards on 1 October 2012 with a transition date of 1 October 2011. These standards were applied
retrospectively by directors to the comparative information in these financial statements, including the statements
of financial position as at 30 September 2012 and 1 October 2011, and the statement of comprehensive income,
statement of changes in equity and statement of cash flows for the financial year ended 30 September 2012 and
related disclosures. We were not engaged to report on the restated comparative information, and it is unaudited.
Our responsibilities as part of our audit of the financial statements of the Group and of the Company for the
financial year ended 30 September 2013 have, in these circumstances, included obtaining sufficient appropriate
audit evidence that the opening balances as at 1 October 2012 do not contain misstatements that materially affect
the financial position as at 30 September 2013 and financial performance and cash flows for the financial year then
ended.
2.
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
John Lau Tiang Hua, DJN
No. 1107/03/14 (J)
Chartered Accountant
Penang
2013 ANNUAL REPORT
60
|---------- GROUP ----------|
NOTE
|-------- COMPANY --------|
30.9.2013
30.9.2012
1.10.2011
30.9.2013
30.9.2012
1.10.2011
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
ASSETS
Non-current assets
Property, plant and equipment
4
479,402
515,492
523,682
32,654
33,932
34,789
Investment properties
5
67,980
125,125
70,196
-
-
-
Investment in subsidiaries
6
-
-
-
362,089
362,089
368, 1 8 1
Other investments
7
20
17
2,345
-
-
-
Intangible assets
8
8,319
8,319
8,319
-
-
-
Deferred tax assets
9
1,049
1,072
858
-
-
-
556,770
650,025
605,400
394,743
396,021
402,970
241,701
261,223
268,852
-
-
-
Current assets
Inventories
Trade and other receivables
10
59,029
54,358
50,538
11
10
50
Amount due from subsidiaries
11
-
-
-
192,929
255,462
230,806
9,626
9,927
9,070
11,052
10,340
8,273
Tax recoverable
Deposits with licensed banks
12
163,791
125,574
75,773
10,500
-
-
Cash and bank balances
13
24,201
29,097
26,304
1,242
1,122
918
Non-current assets held for sale
14
498,348
69,676
480,179
-
430,537
-
215,734
-
266,934
-
240,047
-
568,024
480,179
430,537
215,734
266,934
240,047
1 , 1 24,794
1,130,204
1,035,937
610,477
662,955
643,01 7
68,504
68,504
68,504
68,504
68,504
68,504
1,018
1,018
1,01 8
1,018
1,018
1,018
12
9
6
-
-
-
TOTAL ASSETS
EQUITY AND LIABILITIES
Share capital
15
Share premium
Fair value adjustment reserve
Foreign translation reserve
16
(43)
272
-
-
-
-
Retained profits
17
378,502
360,291
349,324
195,456
171,756
152,978
447,993
430,094
418,852
264,978
241,278
222,500
94
100
106
-
-
-
448,087
430,194
418,958
264,978
241,278
222,500
Equity attributable to owners
of the parent
Total Equity
The notes set out on pages 68 to 112 form an integral part of these financial statements
2013 ANNUAL REPORT
61
252670-P
as at 30 September 2013
Statements Of Financial Position
252670-P
Statements Of Financial Position
as at 30 September 2013
|---------- GROUP ----------|
NOTE
|-------- COMPANY ---------|
30.9.2013
30.9.2012
1.10.2011
30.9.2013
30.9.2012
1.10.2011
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
Non-current liabilities
Deferred revenue
18
2,186
2,320
1, 6 1 2
-
-
-
Borrowings
19
192,534
224,599
132,387
137,736
165,677
126,419
Deferred tax liabilities
20
31,755
32,972
32,579
178
199
161
226,475
259,891
166,578
137,914
165,876
126,580
Current liabilities
Trade and other payables
21
414,164
403,439
387, 81 2
1,056
1, 2 1 7
1,468
Amount due to subsidiaries
11
-
-
-
178,588
226,643
239,771
Deferred revenue
18
2,010
1,966
1,820
-
-
-
Borrowings
19
32,037
32, 1 45
58,826
27,941
27,941
52,698
2,021
2,569
1,943
-
-
-
450,232
440, 1 1 9
450,401
207,585
255,801
293,937
676,707
700,010
616,979
345,499
421,677
420,517
1,130,204
1,035,937
610,477
662,955
643,017
Provision for taxation
Total Liabilities
TOTAL EQUITY AND LIABILITIES
1,124,794
The notes set out on pages 68 to 112 form an integral part of these financial statements
2013 ANNUAL REPORT
62
GROUP
NOTE
2013
RM’000
2012
RM’000
Revenue
22
1,889,137
1,861,594
Cost of sales
23
(1,525,703)
(1,500,746)
Gross profit
Other income
COMPANY
2013
2012
RM’000
RM’000
42,821
42,775
-
-
363,434
360,848
42,821
42,775
42,985
38,425
7,464
12,537
-
Marketing and selling expenses
(221,838)
(224,1 87)
-
Administrative and general expenses
(137,1 77)
(134,841 )
(5,485)
(13,973)
Profit from operations
47,404
40,245
44,800
41,339
Finance costs
(12,386)
(13,447)
(9,264)
(12,535)
Profit before taxation
24
35,01 8
26,798
35,536
28,804
Taxation
25
(14,244)
(13,782)
(9,267)
(7,97 1 )
20,774
13,016
26,269
20,833
Profit for the year
Other comprehensive (loss)/income, net of tax
Items that will be reclassified subsequently
reclassified to profit or loss
Fair value adjustment on available-forsale financial assets
Foreign currency translation differences
on foreign operations
3
3
-
-
(315)
272
-
-
Other comprehensive (loss)/income
for the year
(312)
275
-
-
Total comprehensive income
for the year
20,462
13,291
26,269
20,833
Profit attributable to :
20,780
(6)
13,022
(6)
26,269
-
20,833
-
20,774
13,01 6
26,269
20,833
20,468
(6)
13,297
(6)
26,269
-
20,833
-
20,462
13,291
26,269
20,833
Total comprehensive income
attributable to :
Basic/Diluted earnings per share
attributable to owners of the
parent (sen) :
26
30.33
19.01
The notes set out on pages 68 to 112 form an integral part of these financial statements.
2013 ANNUAL REPORT
63
252670-P
Statements Of Comprehensive Income
252670-P
Consolidated Statement Of Changes In Equity
|---------------------Attributable to Owners of the Parent---------------------|
|-----------Non-distributable-----------|
NOTE
Share
Capital
RM’000
Share
Premium
RM’000
Fair Value
Adjustment
Reserve
RM’000
Distributable
Foreign
Translation
Reserve
RM’000
Retained
Profits
RM’000
NonControlling
Interests
RM’000
Total
RM’000
Total
Equity
RM’000
2013
Balance at beginning
68,504
1,018
9
272
360,291
430,094
100
430,194
Fair value of availablefor-sale financial assets
-
-
3
-
-
3
-
3
Foreign exchange
differences on translation
-
-
-
(315)
-
(315)
-
(315)
Total other comprehensive
loss for the year
-
-
3
(315)
-
(312)
-
(312)
Profit 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)
-
(2,569)
68,504
1,018
12
(43)
378,502
447,993
94
448,087
68,504
1,018
6
-
349,324
418,852
106
418,958
Fair value of availablefor-sale financial assets
-
-
3
-
-
3
-
3
Foreign exchange
differences on translation
-
-
-
272
-
272
-
272
Total other comprehensive
income for the year
-
-
3
272
-
275
-
275
Profit for the year
-
-
-
-
13,022
13,022
(6)
13,016
Total comprehensive
income for the year
-
-
3
272
13,022
13,297
-
-
-
-
(2,055)
(2,055)
-
(2,055)
68,504
1,018
9
272
360,291
430,094
100
430,194
Transaction with owners :
Dividend
27
Balance at end
2012
Dividend
Balance at end
27
2013 ANNUAL REPORT
64
(6)
13,291
NOTE
NonDistributable
Distributable
Share
Capital
Share
Premium
Retained
Profits
Total
Equity
RM’000
RM’000
RM’000
RM’000
2013
68,504
1,018
171,756
241,278
-
-
26,269
26,269
-
-
(2,569)
(2,569)
68,504
1,018
195,456
264,978
68,504
1,018
152,978
222,500
-
-
20,833
20,833
-
-
(2,055)
(2,055)
68,504
1,018
171,756
241,278
Net profit, representing total
comprehensive income for the year
Dividend
27
Balance at end
2012
Net profit, representing total
comprehensive income for the year
Dividend
Balance at end
27
2013 ANNUAL REPORT
65
252670-P
Statement Of Changes In Equity
252670-P
Statements Of Cash Flows
GROUP
2013
RM’000
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
CASH FLOWS FROM OPERATING ACTIVITIES
35,018
26,798
35,536
28,804
Bad debts
5
3
-
-
Debts waived by subsidiaries
-
-
-
(6,846)
38,281
38,1 1 5
1,286
945
Adjustments for :
Depreciation
Dividend income
-
-
(40,000)
(40,000)
Gain on disposal of an other investment
-
(107)
-
-
(13)
-
-
-
(2,020)
(75)
-
-
-
-
-
6,622
Gain on disposal of investment properties
Gain on disposal of property, plant and equipment
Impairment loss on investment in subsidiaries
34
142
-
-
Interest expense
Impairment loss on receivables
12,386
13,447
9,264
12,535
Interest income
(3,273)
(1,196)
(7,464)
(5,692)
187
672
-
-
Operating profit/(loss) before working capital changes
80,605
77,799
(1,378)
(3,632)
Changes in inventories
19,522
7,629
-
-
Changes in receivables
(5,247)
(3,965)
(1)
40
Changes in payables
10,876
15,627
(161)
(251)
(90)
854
-
-
105,666
97,944
(1,540)
(3,843)
Property, plant and equipment written off
Changes in deferred revenue
Cash from/(used in) operating activities
3,273
1,313
7,464
5,692
Interest paid
Interest received
(12,386)
(13,447)
(9,264)
(12,535)
Income tax paid
(17,657)
(15,563)
-
-
1,972
1,729
-
-
80,868
71,976
(3,340)
(10,686)
Acquisition of subsidiaries
-
-
-
(530)
Repayment from / (Advance to) subsidiaries
-
-
62,533
(33,687)
Dividends received from subsidiaries
-
-
30,000
30,000
Purchase of investment property
-
(55,576)
-
-
(17,853)
(30,119)
(8)
(88)
-
2,438
-
-
941
-
-
-
4,1 1 0
219
-
-
Net cash (used in)/from investing activities
(12,802)
(83,038)
92,525
(4,305)
Balance carried forward
68,066
(11,062)
89,185
(14,991)
Income tax refund
Net cash from/(used in) operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment
Proceeds from disposal of an other investment
Proceeds from disposal of investment properties
Proceeds from disposal of property, plant
and equipment
2013 ANNUAL REPORT
66
GROUP
2013
RM’000
Balance brought forward
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
68,066
(11,062)
89,1 85
(14,991)
-
-
(48,055)
2,749
(2,569)
(2,055)
(2,569)
(2,055)
CASH FLOWS FROM FINANCING ACTIVITIES
(Repayment to)/Advances from subsidiaries
Dividend paid
Repayment of bankers acceptance
-
(5,866)
-
-
Proceeds from term loans
-
247, 1 27
-
190,000
Repayment of bank term loans
(32,173)
(175,730)
(27,941)
(175,499)
Net cash (used in)/from financing activities
(32,742)
63,476
(78,565)
15,1 95
NET INCREASE IN CASH AND CASH EQUIVALENTS
33,324
52,414
10,620
204
(3)
297
-
-
CASH AND CASH EQUIVALENTS AT BEGINNING
153,260
100,549
1,1 22
918
CASH AND CASH EQUIVALENTS AT END
186,581
153,260
11,742
1,1 22
162,380
124,1 63
10,500
-
24,201
29,097
1,242
1,1 22
186,581
153,260
11,742
1,1 22
Effects of changes in exchange rates on cash and
cash equivalents
Represented by :
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Statements Of Cash Flows
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Notes To The Financial Statements
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 office 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, Selangor Darul Ehsan.
The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of
the directors on 24 January 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 financial statements.
There have been no significant changes in the nature of these activities during the financial year.
2.
BASIS OF PREPARATION
2.1
Statement of Compliance
The financial 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 Companies Act, 1965 in Malaysia.
2.2
Basis of Measurement
The financial 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.
2.3
Functional and Presentation Currency
The financial statements are presented in Ringgit Malaysia (“RM”) which is also the Company’s
functional currency. Unless otherwise indicated, the amounts in these financial statements have
been rounded to the nearest thousand.
2.4
First-time Adoption of MFRSs
In the previous financial years, the financial statements of the Group and of the Company were prepared in
accordance with Financial Reporting Standards (“FRSs”). These are the Group’s and the Company’s
first financial statements prepared in accordance with MFRSs and MFRS 1 - First-time Adoption of
Malaysian Financial Reporting Standards has been applied.
The following accounting policies have been applied in preparing the financial statements of the
Group and of the Company for the financial year ended 30 September 2013, the comparative
information presented in these financial statements for the financial year ended 30 September 2012 and in
the preparation of the opening MFRS statement of financial position at 1 October 2011 (the Group’s
date of transition to MFRSs).
The explanation and financial impacts on transition to MFRSs are disclosed in Note 37 to the
financial 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:
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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 Benefits (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
First-time Adoption of Malaysian Financial Reporting Standards - Government
Loans
MFRS 7
Financial Instruments: Disclosures - Offsetting Financial Assets and Financial
Liabilities
MFRS 10, 11 and 12
Consolidated Financial Statements, Joint Arrangements and Disclosure of
Interests in Other Entities: Transition Guidance
Annual Improvements 2009 – 2011 Cycle issued in July 2012
IC Int effective 1 January 2014
IC Int 21
Levies
Amendments to MFRSs effective 1 January 2014
MFRS 10, 12 and 127
MFRS 132
MFRS 136
MFRS 139
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 Disclosure for Non-Financial Assets
Novation of Derivatives and Continuation Hedge Accounting
MFRSs effective 1 January 2015
MFRS 9
MFRS 9
Financial Instruments (IFRS 9 issued by IASB in November 2009)
Financial Instruments (IFRS 9 issued by IASB in October 2010)
The initial application of the above standards is not expected to have any financial impacts to the
financial statements upon the first adoption, except for:
MFRS 9 Financial Instruments
MFRS 9 addresses the classification, measurement and recognition of financial assets and financial
liabilities. It replaces the guidance in MFRS 139 Financial Instruments: Recognition and Measurement.
MFRS 9 requires financial assets to be classified into two measurement categories: fair value and
amortised cost, determined at initial recognition. The classification depends on the entity’s business
model for managing its financial instruments and the contractual cash flow characteristics of the
instrument. Most of the requirements for financial liabilities are retained, except for cases where the
fair value option is taken, the part of a fair value change due to an entity’s own risk is recorded in
other comprehensive income rather than profit or loss, unless this creates an accounting mismatch.
The adoption of MFRS 9 will result in a change in accounting policy. The Group is currently examining
the financial impact of adopting MFRS 9.
MFRS 10 Consolidated Financial Statements
MFRS 10 introduces a new single control model to determining which investees should be consolidated.
MFRS 10 supersedes MFRS 127 Consolidated and Separate Financial Statements and IC Interpretation
112 Consolidation - Special Purpose Entities. There are three elements to the definition of control in
MFRS 10: (i) power by investor over an investee, (ii) exposure, or rights, to variable returns from investor’s
involvement with the investee, and (iii) investor’s ability to affect those returns through its power over
the investee.
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MFRS 13 Fair Value Measurement
MFRS 13 does not affect which items are required to be fair-valued, but clarifies the definition of fair
value and provides related guidance and enhance disclosures about fair value measurements. It
replaces the existing fair value guidance in different MFRSs.
The adoption of MFRS 13 will result in a change in accounting policy for the items measured at fair value
in the financial statements. The Group is currently examining the financial impact of adopting MFRS 13.
2.6
Significant Accounting Estimates and Judgements
The preparation of financial 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
significant effect on the amount recognised in the financial statements is in respect of classification
between investment properties and owner-occupied properties.
The Group determines whether a property qualifies 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 flows largely
independently of the other assets held by the Group.
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 finance lease). If the portions could not be sold separately, the property is an
investment property only if an insignificant 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
significant 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 significant risk of causing a material adjustment to the carrying
amounts of assets and liabilities within the next financial 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 flows
expected to arise from operations. Therefore, in arriving at the recoverable amount, management
exercises judgement in estimating the future cash flows, 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.
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Estimating value in use requires management to make an estimate of the expected future cash
flows from the cash-generating unit and also to choose a suitable discount rate in order
to calculate the present value of those cash flows.
(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 flows from the subsidiaries and also choose a suitable discount rate in order to
calculate the present value of those cash flows.
(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 financial asset is impaired. To determine whether there is objective evidence of
impairment, the Group considers factors such as the probability of insolvency or significant
financial difficulties of the debtor and default or significant delay in payments.
Where there is objective evidence of impairment, the amount and timing of future cash flows are
estimated based on historical loss experience of assets with similar credit risk characteristics.
(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 RM4,195,999 (30.9.2012: RM4,286,681; 30.9.2011: RM3,431,614).
3.
SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been applied consistently to the periods presented in these financial
statements and in preparing the opening MFRSs statements of financial position of the Group and of the Company
at 1 October 2011 (the transition date to MFRSs), unless otherwise stated.
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 financial and operating activities so as to obtain benefits
therefrom.
Investment in subsidiaries which is eliminated on consolidation is stated at cost less accumulated
impairment losses.
Upon the disposal of an investment in a subsidiary, the difference between the net disposal
proceeds and its carrying amount is recognised in profit or loss.
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(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.
Acquisition on or after 1 October 2011
For acquisitions on or after 1 October 2011, 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 identifiable assets acquired and liabilities
assumed
When the excess is negative, a bargain purchase gain is recognised in profit 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 identifiable 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.
Acquisitions before 1 October 2011
As part of its transition to MFRSs, the Group elected not to restate those business combinations
that occurred before the date of transition to MFRSs, i.e. 1 October 2011.
(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 deficit arising on the loss of control is recognised in profit 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 financial asset depending on the level of influence 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 financial 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 profit 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 deficit
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 financial statements.
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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 identifiable 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:
Long leasehold land
Short leasehold land
Buildings
Machinery and equipment
Furniture, fixtures and fittings
Motor vehicles
Renovation
Amortised over its lease period of 51 - 999 years
Amortised over its lease period of 50 years
2% - 10%
8% - 10%
5% - 20%
20%
5% - 20%
Long leasehold land refers to land with remaining lease period in excess of 50 years whilst short
leasehold land refers to land with remaining lease period of less than 50 years determined as at the
end of the reporting period.
Freehold land is not amortised as it has an infinite 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 benefits 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 profit or loss.
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 infinite 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 classified 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 classified as an investment property is
carried at cost less accumulated depreciation and any accumulated impairment losses.
Investment properties are derecognised when either they have been disposed of or when they are
permanently withdrawn from use and no future economic benefit is expected from the disposal. Any gains
or losses on the retirement or disposal of an investment property are recognised in profit or loss in
the year in which they arise.
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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 fulfilment of the arrangement is dependent on the use of a
specific asset or asset or the arrangement conveys a right to use the asset, even if that right is not
explicitly specific in an arrangement.
For arrangements entered into prior to 1 October 2011, the date of inception is deemed to be
1 October 2011 in accordance with the MFRS 1.
Finance lease
Leases in terms of which the Company assumes substantially all the risks and rewards of ownership,
which include hire purchase arrangement, are classified as finance lease. Upon initial recognition, the
leased asset is measured at an amount equal to the lower of its fair value and the present value of the
minimum lease payments.
Minimum lease payments made under finance leases are apportioned between finance 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 finance costs in the profit 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 confirmed.
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 finance lease is classified as property, plant and equipment.
Operating Leases
Leases, where the Company does not assume substantially all the risks and rewards of ownership are
classified as operating leases and, except for property interest held under operating lease, the leased
assets are not recognised on the statement of financial position. Property interest held under an operating
lease, which is held to earn rental income or for capital appreciation or both, is classified as
investment property.
Payments made under operating leases are recognised in profit or loss on a straight-line basis over the
term of the lease. Lease incentives received are recognised in profit or loss as an integral part of the
total lease expense, over the term of the lease. Contingent rentals are charged to profit or loss in the
reporting period in which they are incurred.
Leasehold land which in substance is an operating lease is classified as prepaid land lease payments.
3.6
Impairment of Non-Financial Assets
The Group and the Company assess at the end of each reporting period whether there is an indication
that an asset may be impaired.
For the purpose of impairment testing, recoverable amount (i.e. the higher of the fair value less cost
to sell and value-in-use) is determined on an individual asset basis unless the asset does not generate
cash flows that are largely independent of those from other assets. If this is the case, the recoverable
amount is determined for the cash-generating units (“CGU”) to which the asset belongs.
If the recoverable amount of the asset (or CGU) is estimated to be less than its carrying amount, the
carrying amount of the asset (or CGU) is reduced to its recoverable amount.
The difference between the carrying amount and recoverable amount is recognised as an impairment
loss in the profit or loss.
An impairment loss for an asset is reversed if, and only if, there has been a change in the estimates
used to determine the asset’s recoverable amount since the last impairment loss was recognised. The
carrying amount of this asset is increased to its revised recoverable amount, provided that this amount
does not exceed the carrying amount that would have been determined (net of any accumulated
amortisation or depreciation) had no impairment loss been recognised for the asset in prior years.
A reversal of impairment loss for an asset is recognised in profit or loss.
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3.7
Financial Instruments
3.7.1
Initial recognition and measurement
A financial asset or a financial liability is recognised in the statement of financial position when, and
only when, the Group and the Company become a party to the contractual provisions of the instrument.
A financial instrument is recognised initially, at its fair value plus, in the case of a financial instrument not
at fair value through profit or loss, transactions costs that are directly attributable to the acquisition or
issue of the financial instrument.
An embedded derivative is recognised separately from the host contract and accounted for as a derivative
if, and only if, it is not closely related to the economic characteristics and risks of the host contract and
the host contract is not categorised at fair value through profit or loss. The host contract, in the event an
embedded derivative is recognised separately, is accounted for in accordance with policy applicable
to the nature of the host contract.
3.7.2
Financial instrument categories and subsequent measurement
The Group and the Company categorise financial 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 classified as current assets, except for those having maturity dates later
than 12 months after the end of the reporting period which are classified as non-current.
(b)
Available-for-sale financial 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 financial 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 profit or loss. On derecognition, the
cumulative gain or loss recognised in other comprehensive income is reclassified from equity into
profit or loss. Interest calculated for a debt instrument using the effective interest method is
recognised in profit or loss.
All financial assets, except for those measured at fair value through profit or loss, are subject to review
for impairment.
Financial liabilities
All financial liabilities are subsequently measured at amortised cost.
Financial liabilities are classified as current liabilities, except for those having maturity dates later than
12 months after the end of the reporting period which are classified as non-current.
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3.7.3
Financial guarantee contracts
A financial guarantee contract is a contract that requires the issuer to make specified payments
to reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due.
Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs.
Subsequent to initial recognition, financial 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 financial 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
Derecognition
A financial asset or part of it is derecognised, when and only when the contractual rights to the cash
flows from the financial asset expire or the financial asset is transferred to another party without
retaining control or substantially all risks and rewards of the asset. On derecognition of a financial 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 profit or loss.
A financial liability or a part of it is derecognised when, and only when, the obligation specified
in the contract is discharged or cancelled or expired. On derecognition of a financial liability, the
difference between the carrying amount of the financial liability extinguished or transferred to another
party and the consideration paid, including any non-cash assets transferred or liabilities assumed,
is recognised in profit or loss.
3.8
Impairment of Financial Assets
All financial assets (except for financial assets categorised as fair value through profit 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 flows 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 significant 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 and held-to-maturity investments is recognised
in profit or loss and is measured as the difference between the asset’s carrying amount and the present
value of estimated future cash flows 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 financial assets is recognised in profit 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 financial asset has been recognised in other
comprehensive income, the cumulative loss in other comprehensive income is reclassified from equity
to profit or loss.
An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised
in profit or loss and is measured as the difference between the financial asset’s carrying amount and the
present value of estimated future cash flows discounted at the current market rate of return for a
similar financial asset.
Impairment losses recognised in profit or loss for an investment in an equity instrument classified
as available-for-sale is not reversed through profit or loss.
If, in a subsequent period, the fair value of a debt instrument increases and the increase can be objectively
related to an event occurring after the impairment loss was recognised in profit or loss, the impairment
loss is reversed, to the extent that the asset’s carrying amount does not exceed what the carrying amount
would have been had the impairment not been recognised at the date the impairment is reversed.
The amount of the reversal is recognised in profit 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
insignificant risk of changes in value, against which bank overdraft balances, if any, are deducted.
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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 first-in, first-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 outflow of resources embodying economic benefits 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 reflect 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 benefits will flow 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 significant 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 Benefits
Short term benefits
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.
Defined 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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Termination benefits
Employee termination benefits are recognised only either after an agreement is in place with the
appropriate employee representatives specifying the terms of redundancy or after individual employees
have been advised of the specific terms.
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 is recognised in
profit 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 financial 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 financial 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 profit 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 profits 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 benefit 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
profits will be available against the unutilised tax incentive can be utilised.
3.16
Foreign Currency Translation
The consolidated financial statements are presented in Ringgit Malaysia (“RM”) which is also the
Company’s functional currency.
Foreign currency transactions are translated into the functional currency of the respective Group
entity, using the exchange rates prevailing at the dates of the transactions (spot exchange rate).
Foreign exchange gains and losses resulting from the settlement of such transactions and from the
remeasurement of monetary items at year-end exchange rates, whether realised or unrealised, are
recognised in profit or loss except for exchange differences arising from monetary items that form part
of the Group’s net investment in foreign operations, which are recognised initially in other comprehensive
income and accumulated under foreign translation reserve in equity.
Non-monetary items measured at historical cost are translated using the exchange rates at the date of
the transaction (not retranslated). Non-monetary items measured at fair value are translated using
the exchange rates at the date when fair value was determined. Exchange differences arising on the
translation of non-monetary items carried at fair value are included in profit or loss for the period except
for the differences arising on the translation of non-monetary items in respect of which gains and losses
are recognised directly in equity. Exchange differences arising from such non-monetary items are
also recognised directly in equity.
2013 ANNUAL REPORT
78
In the Group’s financial statements, all assets, liabilities and transactions of Group entities with a
functional currency other than the RM (the Group’s presentation currency) are translated into RM upon
consolidation. The functional currency of the entities in the Group has remained unchanged during the
reporting period.
On consolidation, assets and liabilities have been translated into RM at the closing rate at the end of
the reporting period. Income and expenses have been translated into the Group’s presentation currency
at the average rate over the reporting period. Exchange differences are charged or credited to other
comprehensive income and recognised in the foreign translation reserve in equity. Goodwill and fair
value adjustments arising on the acquisition of a foreign entity have been treated as assets and liabilities
of the foreign entity and translated into RM at the closing rate.
Upon disposal of a foreign operation which resulted in a loss of control, the cumulative translation
differences recognised in equity (the foreign translation reserve) are reclassified to profit or loss and
recognised as part of the gain or loss on disposal. Upon partial disposal of a foreign operation, the
proportionate share of the cumulative translation differences recognised in equity shall be re-attributed
to the non-controlling interests in that foreign operation.
3.17
Share Capital and Share Issuance Expenses
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 profits 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 benefits.
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 financial 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 confirmed 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 financial position of the Group
and of the Company.
2013 ANNUAL REPORT
79
252670-P
252670-P
4.
PROPERTY, PLANT AND EQUIPMENT
GROUP
Freehold
land
and
buildings
RM’000
Long
leasehold
land
RM’000
Short
leasehold
land
RM’000
Leasehold
buildings
RM’000
Machinery
and
equipment
RM’000
Furniture,
fixtures
and
fittings
RM’000
Motor
vehicles
RM’000
Renovation
RM’000
Capital
work in
progress
RM’000
Total
RM’000
At Cost
365,046
22, 157
525
60,397
206, 691
159,894
9,660
128,762
956
954,088
Additions
137
4,622
-
10,507
636
10,273
-
2,420
1,524
30, 1 1 9
Disposals
-
-
-
-
(151)
(577)
(83)
-
-
(811)
Written off
-
-
-
-
(2,764)
(3,687)
-
(447)
-
(6,898)
Reclassification
-
-
-
-
(318)
1,198
-
90
(970)
-
Foreign currency
translation
-
-
-
-
-
(12)
-
-
(21)
(33)
365,183
26,779
525
70,904
204,094
167,089
9,577
130,825
1,489
976,465
Additions
46
-
-
-
1,707
8,915
487
6,229
469
17,853
Disposals
-
-
-
(2,258)
(192)
(2,252)
(7)
-
-
(4,709)
Written off
-
-
-
-
(738)
(3,236)
-
-
-
(3,974)
Reclassification
-
-
-
-
(120)
927
-
-
(807)
-
Foreign currency
translation
-
-
-
-
-
38
-
-
69
107
-
(4,622)
-
(10,507)
-
-
-
-
-
(15,129)
365,229
22,157
525
58,139
204, 751
171,481
10,057
137,054
1,220
970,613
20,183
2,083
78
16,560
151, 6 1 7
147,837
6,755
85,293
-
430,406
5,500
324
11
2,691
4,264
14,692
868
9,580
-
37,930
Disposals
-
-
-
-
(149)
(435)
(83)
-
-
(667)
Written off
-
-
-
-
(2,717)
(3,299)
-
(210)
-
(6,226)
At 1 October 2011
At 30 September 2012/
At 1 October 2012
Reclassified to non-current
assets held for sale
At 30 September 2013
Accumulated depreciation
At 1 October 2011
Current charge
Reclassification
-
-
-
-
123
(123)
-
-
-
-
Reversal
-
(351)
-
-
-
(108)
-
(3)
-
(462)
Foreign currency translation
-
-
-
-
-
(8)
-
-
-
(8)
25,683
2,056
89
19,251
153, 138
158,556
7,540
94,660
-
460,973
5,500
382
11
2,731
4,159
13,584
813
9,719
-
36,899
Disposals
-
-
-
(249)
(180)
(2,183)
(7)
-
-
(2,619)
Written off
-
-
-
-
(693)
(3,094)
-
-
-
(3,787)
Foreign currency translation
-
-
-
-
-
33
-
-
-
33
Reclassified to non-current
assets held for sale
-
(68)
-
(220)
-
-
-
-
-
(288)
31,183
2,370
100
21,513
156,424
166,896
8,346
104,379
-
491, 2 1 1
At 1 October 2012
Current charge
Carrying amount
At 1 October 2011
344,863
20,074
447
43,837
55,074
12,057
2,905
43,469
956
523,682
339,500
24,723
436
51,653
50,956
8,533
2,037
36,165
1,489
515,492
334,046
19,787
425
36,626
48,327
4,585
1,711
32,675
1,220
479,402
2013 ANNUAL REPORT
80
COMPANY
Long
leasehold
lands
RM’000
Long
leasehold
buildings
RM’000
Furniture,
fixtures
and
fittings
RM’000
Equipment
RM’000
Motor
vehicles
RM’000
Renovation
RM’000
Total
RM’000
At cost
At 1 October 2011
Additions
At 1 October 2012
Additions
As 30 September 2013
18,409
11,560
3,256
2,879
751
4,854
41,709
-
1
10
10
-
67
88
18,409
11,561
3,266
2,889
751
4,921
-
-
8
-
-
-
8
18,409
11,561
3,274
2,889
751
4,921
41,805
1,325
633
1,393
1,437
750
1,382
6,920
41,797
At 1 October 2011
Current charge
293
231
257
210
-
416
1,407
Reversal
(351)
-
(56)
(52)
-
(3)
(462)
At 1 October 2012
1,267
864
1,594
1,595
750
1,795
7,865
292
231
220
158
-
385
1,286
1,559
1,095
1,814
1,753
750
2,180
9, 1 5 1
At 1 October 2011
17,084
10,927
1,442
1
3,472
34,789
17,142
10,697
1,672
1,294
1
3,126
33,932
16,850
10,466
1,460
1,136
1
2,741
32,654
Current charge
As 30 September 2013
Carrying amount
1,863
2013 ANNUAL REPORT
81
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:.
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
GROUP
165,832
169,422
173,01 1
Long leasehold land
Freehold land and buildings
19,781
24,704
19,747
Short leasehold land
425
436
447
Leasehold buildings
18,017
30,916
15,426
204,055
225,478
208,631
COMPANY
(ii)
5.
Long leasehold land
16,850
17,142
17,084
Leasehold buildings
10,466
10,697
10,927
27,316
27,839
28,01 1
The title deeds for certain leasehold land of the Group with a total carrying amount of RM2,623,921
(30.9.2012: RM2,643,342; 1.10.2011: RM2,662,628) have yet to be issued by the relevant authorities.
INVESTMENT PROPERTIES
GROUP
Long
leasehold
land and
buildings
RM’000
Freehold
land and
buildings
RM’000
Total
RM’000
At cost
At 1 October 2011
62,330
Additions
At 30 September 2012/ 1 October 2012
Disposals
Reclassified to non-current assets held for sale
2013 ANNUAL REPORT
82
7,866
70,196
-
55,576
55,576
62,330
63,442
125,772
(937)
-
(937)
-
(55,576)
(55,576)
61,393
7,866
69,259
GROUP
Long
leasehold
land and
buildings
RM’000
Freehold
land and
buildings
RM’000
Total
RM’000
At 1 October 2011
-
-
-
Current charge
555
92
647
At 30 September 2012/ 1 October 2012
555
92
647
Current charge
547
835
1,382
Disposals
(9)
-
(9)
-
(741)
(741)
1,093
186
1,279
At 1 October 2011
62,330
7,866
70,196
6 1 ,775
63,350
125,125
60,300
7,680
67,980
Reclassified to non-current assets held for sale
Carrying amount
Fair value
At 1 October 2011
70,196
125,772
69,259
Long leasehold land refers to land with an unexpired lease period of more than fifty years, determined
as at the end of reporting period.
The fair value of investment properties as at the end of the reporting period is derived based on
directors’ valuation by reference to the existing market condition.
The carrying amounts of properties charged to licensed banks for banking facilities granted
to the Group are as follows:
30.9.2013
RM’000
Freehold land and buildings
Long leasehold land and buildings
30.9.2012
RM’000
1.10.2011
RM’000
17,807
17,977
18,167
432
56,013
442
18,239
73,990
18,609
The title deeds for certain leasehold land and buildings of the Group with carrying amount of
RM431,703 (30.9.2012: RM437,099; 1.10.2011: RM442,495) have yet to be issued by the relevant
authorities.
2013 ANNUAL REPORT
83
252670-P
252670-P
6.
INVESTMENT IN SUBSIDIARIES
COMPANY
30.9.2013
RM’000
Unquoted shares, at cost
30.9.2012
RM’000
1.10.2011
RM’000
388,537
388,537
388,007
26,448
19,826
19,407
-
6,622
419
(26,448)
(26,448)
(19,826)
362,089
362,089
368, 1 8 1
Less : Accumulated impairment loss
Current year
Balance at end
The details of the subsidiaries, all of which are incorporated in Malaysia, except where indicated are
as follows :
Name of Subsidiaries
Effective Equity Interest
30.9.2013
30.9.2012
1.10.2011
%
%
%
The Store (Malaysia) Sdn. Bhd.
100
100
100
Operation of department
stores and supermarkets.
Milimewa Superstore Sdn. Bhd.
100
100
100
Operation of department
stores and supermarkets.
Larut Matang Supermarket Holdings Berhad
100
100
100
Investment holding.
The Store Holdings Sdn. Bhd.
100
100
100
Investment holding.
The Store (Terengganu) Sdn. Bhd.
100
100
100
Inactive.
Taiping Supermarket Holdings Sdn. Bhd.
100
100
100
Investment holding.
Gold Shopping Centre Holdings Sdn. Bhd.
100
100
100
Investment holding.
Summit Superstore Holdings Sdn. Bhd.
100
100
100
Investment holding.
The Store Properties Sdn. Bhd.
100
100
100
Investment holding.
The Store (Kelantan) Sdn. Bhd.
100
100
100
Investment holding.
The Store Card Sdn. Bhd.
100
100
100
Provision of strategic
incentive marketing
solutions and customers
loyalty schemes to related
companies.
TS Retail Systems Sdn. Bhd.
100
100
100
IT and computer related
services.
TS Universal Trading Sdn. Bhd.
100
100
100
Trading in general goods.
Yangtze Corporation Sdn. Bhd.
95
95
95
Inactive.
Pacific Hypermarket Group Sdn. Bhd.
100
100
100
Investment holding.
Visual Utama Sdn. Bhd.
100
100
100
Inactive.
2013 ANNUAL REPORT
84
30.9.2013
30.9.2012
1.10.2011
%
%
%
Delsinar Sdn. Bhd.
100
100
100
Investment holding.
Nilai Hikmat Sdn. Bhd.
100
100
100
Investment holding.
100
100
100
Investment holding.
The Store (Kemaman) Sdn. Bhd.
100
100
100
Inactive.
The Store (Seremban) Sdn. Bhd.
100
100
100
Inactive.
The Store (Kluang) Sdn. Bhd.
100
100
100
Inactive.
The Store (Muar) Sdn. Bhd.
100
100
100
Inactive.
The Store (Mentakab) Sdn. Bhd.
100
100
100
Inactive.
The Store (Taman Tun Aminah) Sdn. Bhd.
100
100
100
Inactive.
The Store (Klang) Sdn. Bhd.
100
100
100
Inactive.
The Store (Central Square) Sdn. Bhd.
100
100
100
Inactive.
The Store (Kampar Road) Sdn. Bhd.
100
100
100
Inactive.
The Store (Kuantan Parade) Sdn. Bhd.
100
100
100
Inactive.
The Store (Bentong) Sdn. Bhd.
100
100
100
Inactive.
The Store (Subang) Sdn. Bhd.
100
100
100
Inactive.
The Store (Port Dickson) Sdn. Bhd.
100
100
100
Inactive.
The Store (Bukit Pasir) Sdn. Bhd.
100
100
100
Inactive.
The Store (Kangar) Sdn. Bhd.
100
100
100
Inactive.
The Store (Darul Naim) Sdn. Bhd.
100
100
100
Inactive.
Fajar Retail Enterprise Sdn. Bhd.
100
100
100
Investment holding.
Fajar Departmental Store & Supermarket
(Sg. Besar) Sdn. Bhd.
100
100
100
Investment holding.
Fajar Supermarket Sdn. Bhd.
100
100
100
Investment holding.
Fajar Supermarket (Upper Perak) Sdn. Bhd.
100
100
100
Investment holding.
Berkat Apparel Sdn. Bhd.
100
100
100
Inactive.
* TS Universal International Co. Ltd
(Incorporated in British Virgin Islands)
2013 ANNUAL REPORT
85
252670-P
252670-P
30.9.2013
30.9.2012
1.10.2011
%
%
%
Berkat Marketing Sdn. Bhd.
100
100
100
Inactive.
Berkat Merchandising & Services Sdn. Bhd.
100
100
100
Inactive.
Koaling Development Sdn. Bhd.
100
100
100
Inactive.
Sungei Perak Supermarket Sdn. Bhd.
100
100
100
Investment holding.
Berkat Supermarket Sdn. Bhd.
100
100
100
Inactive.
Dindings Supermarket Sdn. Bhd.
100
100
100
Inactive.
Fajar Supermarket (Melaka) Sdn. Bhd.
100
100
100
Inactive.
Fajar Supermarket (Butterworth) Sdn. Bhd.
100
100
100
Investment holding.
Kuala Kangsar Supermarket Sdn. Bhd.
100
100
100
Inactive.
Larut Matang Supermarket (Taiping)
Sdn. Bhd.
100
100
100
Inactive.
Berkat Garments Sdn. Bhd.
100
100
100
Inactive.
Fajar Merchandising & Services Sdn. Bhd.
100
100
100
Inactive.
The Store (Johore Bahru) Sdn. Bhd.
100
100
100
Investment holding.
Tanjung Segi Sdn. Bhd.
100
100
100
Investment holding.
67
67
67
Inactive.
Murai Perdana Sdn. Bhd.
100
100
100
Investment holding.
The Store (Malacca) Sdn. Bhd.
100
100
100
Investment holding.
The Store (Batu Pahat) Sdn. Bhd.
100
100
100
Inactive.
The Store (Pusat K.T.) Sdn. Bhd.
100
100
100
Inactive.
Taiping Corporation Sdn. Bhd.
100
100
100
Investment holding.
The Store (Taiping) Sdn. Bhd.
100
100
100
Investment holding.
The Store (NS) Sdn. Bhd.
100
100
100
Investment holding.
Arglye Sdn. Bhd.
100
100
100
Inactive.
The Store (Summit Parade) Sdn. Bhd.
100
100
100
Inactive.
The Store (Sungai Petani) Sdn. Bhd.
100
100
100
Investment holding
Pacific Hypermarket Properties Sdn. Bhd.
100
100
100
Investment holding
Bigever Properties Sdn. Bhd.
100
100
100
Investment holding
Formyarn Sdn. Bhd.
2013 ANNUAL REPORT
86
30.9.2013
30.9.2012
1.10.2011
%
%
%
Pacific Hypermarket & Departmental Store
Sdn. Bhd.
100
100
100
Investment holding and
operation of department
store and hypermarket.
Pacific Bowling Sdn. Bhd.
100
100
100
Manage and operate of
bowling centre.
Pacific Department Store Sdn. Bhd.
100
100
100
Inactive.
100
100
100
Investment holding.
Sungei Besar Supermarket Sdn. Bhd.
100
100
100
Inactive.
Bintang Aspek (M) Sdn. Bhd.
100
100
100
Investment holding.
Cotler Sdn. Bhd.
92
92
92
Inactive.
The Store (Taiping Jaya) Sdn. Bhd.
100
100
100
Inactive.
The Store (Tampin) Sdn. Bhd.
100
100
100
Inactive.
The Store (Taman Kok Lian) Sdn. Bhd.
100
100
100
Inactive.
TS Universal Brands Sdn. Bhd.
100
100
100
Trading in general goods.
The Store (Kota Bahru) Sdn. Bhd.
100
100
100
Inactive.
Universal Retail Academy Sdn. Bhd.
100
100
100
Training and development.
Pacific Hypermarket (Prai) Sdn. Bhd.
100
100
100
Inactive.
Pacific Department Store (Prai) Sdn. Bhd.
100
100
100
Inactive.
SB Mall Sdn. Bhd.
100
100
-
Investment holding.
* TS Universal Retail Ltd
(Incorporated in British Virgin Islands)
100
100
100
Investment holding.
* Universal Retail Holdings Ltd
(Incorporated in Hong Kong)
100
100
100
Investment holding.
* Jurus Kota Sdn. Bhd.
100
100
100
Investment holding.
* Shanghai Universal Retail Limited
(Incorporated in People’s Republic of
China)
100
100
100
Inactive.
* Universal Retail (jiaxing) Limited
(Incorporated in People’s Republic of
China)
100
100
100
Inactive.
* Universal Retail Limited
(Incorporated in Hong Kong)
100
100
100
Inactive.
* Universal Retail Group Ltd
(Incorporated in Cayman Islands)
* Not audited by Grant Thornton.
2013 ANNUAL REPORT
87
252670-P
252670-P
30.9.2012
(i)
On 29 August 2012, the Company acquired 100,000 ordinary shares of RM1 each, which represent 100%
equity interest in SB Mall Sdn. Bhd., for a total cash consideration of RM100,000.
(ii)
During the financial year, the Company has acquired 100% equity interests in The Store (Pusat K.T.) Sdn.
Bhd. and 4% equity interests in Yangtze Corporation Sdn. Bhd. from its wholly-owned subsidiary, The
Store (Terengganu) Sdn. Bhd., for a total consideration of RM380,000 and RM50,000 respectively.
The above acquisition did not have a material effect on the Group’s financial position as these companies are
inactive.
7.
OTHER INVESTMENTS
GROUP
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
15
12
11
5
5
2,334
20
17
2,345
15
12
11
Shares quoted in Malaysia, at fair value
Unquoted shares, at cost
Market value of quoted shares
8.
INTANGIBLE ASSETS
GROUP
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
At Cost
11, 3 1 1
11, 3 1 1
11, 3 1 1
Less : Accumulated impairment loss
(2,992)
(2,992)
(2,992)
Carrying amount
8,319
8,319
8,319
Goodwill
2013 ANNUAL REPORT
88
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
value-in-use, which applies a discounted cash flow model using cash flow projections based on financial 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 increased for expected
efficiency improvements.
(ii)
Selling price
The selling price used to calculate the cash inflows from operations was determined after taking into
consideration price trends of the industries 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 flow 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 ASSETS
GROUP
2013
RM’000
Transfer (to)/from profit or loss
Balance at end
2012
RM’000
1,072
858
(23)
214
1,049
1,072
The deferred tax assets are represented by deductible temporary differences arising from deferred revenue.
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 profit will be available against
which the assets can be utilised.
GROUP
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
- Unabsorbed tax losses
1,853
2,024
3,724
- Unabsorbed capital allowances
1,453
1,311
993
- Property, plant and equipment
(748)
(838)
(919)
2,558
2,497
3,798
2013 ANNUAL REPORT
89
252670-P
252670-P
10.
TRADE AND OTHER RECEIVABLES
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
1,907
2,856
2,074
973
1,260
395
34
31
865
-
(318)
-
(1,007)
(973)
(1,260)
900
1,883
814
25,306
20,486
15,093
-
*(111)
-
25,306
20,375
15,093
27,965
26,754
28,428
4,858
5,346
6,203
32,823
32,100
34,631
59,029
54,358
50,538
10
50
GROUP
Trade receivables (Note 10.1)
Gross amount
Less : Allowance for impairment
Current year
Written off
Balance at end
Other receivables (Note 10.2)
Gross amount
Less : Allowance for impairment
Deposits
Prepayments
Total trade and other receivables
* This has been written off during the financial year ended 30 September 2013.
COMPANY
Deposits
10.1
11
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 (30.9.2012: 30 to 120 days; 1.10.2011: 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 profile of the Group’s other receivables is as follows:
Ringgit Malaysia
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
22,351
17,594
12, 1 6 1
Chinese Renminbi
2,267
2,144
2,270
Hong Kong Dollar
680
637
662
8
-
-
25,306
20,375
15,093
US Dollar
2013 ANNUAL REPORT
90
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 RM99,881,624 (30.9.2012: RM111,739,809; 1.10.2011: RM78,132,959)
which earns an interest at 8% (30.9.2012: 8%; 1.10.2011: 8%) per annum.
12.
DEPOSITS WITH LICENSED BANKS
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
26,500
39,877
40,500
1,411
1,411
1,528
135,880
84,286
33,745
163,791
125,574
75,773
10,500
-
-
GROUP
Repo - unencumbered
* Fixed deposits - encumbered
- unencumbered
COMPANY
Repo - unencumbered
*The fixed deposits are 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:
30.9.2013
30.9.2012
1.10.2011
2.0% to 3.41%
2.4% to 3.35%
2.30% to 3.30%
1 to 365 days
3 to 365 days
3 to 365 days
2.4%
-
-
2 days
-
-
GROUP
Interest rates per annum
Maturities
COMPANY
Interest rate per annum
Maturity
13.
CASH AND BANK BALANCES
The currency profile of the Group’s cash and bank balances is as follows:
30.9.2013
RM’000
30.9.2012
RM’000
24,185
29,052
26, 1 3 4
Chinese Renminbi
13
40
163
Hong Kong Dollar
3
5
7
24,201
29,097
26,304
Ringgit Malaysia
2013 ANNUAL REPORT
91
1.10.2011
RM’000
252670-P
252670-P
14.
NON-CURRENT ASSETS HELD FOR SALE
GROUP
Reclassified from property, plant and equipment
Reclassified from investment properties
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
14,841
-
-
54,835
-
-
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 is subsequently disposed of pursuant to a share sale agreement dated 27 December 2013, as
disclosed in Note 36.
15.
SHARE CAPITAL
Number of ordinary shares
of RM1 each
16.
30.9.2013
’000
30.9.2012
’000
Authorised
88,000
88,000
Issued and fully paid
68,504
68,504
1.10.2011
’000
Amount
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
88,000
88,000
88,000
88,000
68,504
68,504
68,504
68,504
FOREIGN TRANSLATION RESERVE
This is in respect of foreign exchange differences on translation of the financial statements of foreign subsidiaries.
17.
RETAINED PROFITS
COMPANY
Subject to agreement by the Inland Revenue Board, the Company has 108 balance and tax exempt income
account to frank and distribute approximately RM148,855,000 (30.9.2012: RM151,424,000; 1.10.2011:
RM152,978,000) out of its retained profits as at the end of the reporting period if paid out as dividends.
The Finance Act, 2007 introduced a single tier company income tax system with effect from 1 January 2008.
As such, the remaining 108 balance as at the end of the reporting period will be available to the Company until
such time the credit is fully utilised or upon expiry of the six-year transitional period on 31 December 2013, whichever
is earlier.
18.
DEFERRED REVENUE
GROUP
2013
RM’000
2012
RM’000
4,286
3,432
Additions during the year
1,987
1, 932
Transfer to profit or loss
(2,077)
(1,078)
Balance at end, expiring within three years
4,196
4,286
Less : Outstanding balance due not later than one year
(2,010)
(1,966)
2,186
2,320
Outstanding balance due later than one year but not later than three years
2013 ANNUAL REPORT
92
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.
19.
BORROWINGS
30.9.2013
RM’000
30.9.2012
RM’000
192,534
224,599
1.10.2011
RM’000
GROUP
Secured :
Bank term loans
132,387
Current liabilities
Secured :
Bankers acceptance
Bank term loans
-
-
5,866
32,037
32,145
52,960
32,037
32,145
58,826
137,736
165,677
126,419
27,941
27,941
52,698
COMPANY
Secured :
Bank term loans
Current liabilities
Secured :
Bank term loans
The borrowings are secured by way of:
(i)
(ii)
(iii)
Legal charges over certain freehold and leasehold properties of certain subsidiaries and fixed deposits
of a subsidiary,
First party legal charge over all the leasehold properties of the Company, and
Corporate guarantee of the Company and of a subsidiary.
2013 ANNUAL REPORT
93
252670-P
252670-P
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
More than
one year and
less than two
years
RM’000
Within
one year
RM’000
More than
two years and
less than five
years
RM’000
More than
five years
RM’000
GROUP
30.9.2013
Bank term loans^
4.80 to 9.00
224,571
32,037
31,931
95,855
64,748
4.80 to 9.00
256,744
32,1 45
32,036
95,855
96,708
Bankers acceptance
3.44 to 3.66
5,866
5,866
-
-
-
Bank term loans^
4.80 to 9.00
185,347
52,960
52,977
65,599
13, 8 1 1
5.02 to 5.10
165,677
27,941
27,941
83,822
25,973
4.90 to 5.10
193,618
27,941
27,941
83,822
53,914
5.10 to 8.40
179, 1 1 7
52,698
52,698
64,91 3
8,808
30.9.2012
Bank term loans^
1.10.2011
COMPANY
30.9.2013
Bank term loans
30.9.2012
Bank term loans
1.10.2011
Bank term loans
^Included herein is a bank term loan granted under the Syariah principle of Al-Bai Bithaman Ajil which bears
a fixed profit rate of RM4,593 (30.9.2012: RM4,593; 1.10.2011: RM4,593) per month.
20.
DEFERRED TAX LIABILITIES
GROUP
2013
RM’000
2012
RM’000
2013
RM’000
2012
RM’000
32,972
32,579
199
161
Transfer (to)/from profit or loss
Under/(Over) provision in prior year
Balance at end
2013 ANNUAL REPORT
94
COMPANY
(1,474)
(730)
(9)
23
31,498
31,849
190
184
257
1,1 2 3
(12)
15
31,755
32,972
178
199
The deferred tax liabilities are represented by taxable temporary differences arising from:
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
913
913
913
22,289
22,560
22,831
8,553
9,499
8,835
31,755
32,972
32,579
178
199
161
30.9.2013
RM’000
30.9.2012
RM’000
Trade payables (Note 21.1)
352,105
353,374
334,084
Other payables (Note 21.2)
32,023
27,835
32,851
Accruals (Note 21.3)
16,741
9 ,5 1 9
12,387
Deposits
13,295
1 2 ,7 1 1
8,490
414,164
403,439
387,81 2
Other payables
276
341
852
Accruals
780
876
616
1,056
1,217
1,468
GROUP
- Fair value adjustment to the properties of subsidiaries
- Revaluation of freehold building
COMPANY
21.
TRADE AND OTHER PAYABLES
1.10.2011
RM’000
GROUP
COMPANY
21.1
Trade payables
Trade payables represent amounts outstanding for trade purchases. They are non-interest bearing
and are normally settled within 7 to 150 days (30.9.2012: 7 to 150 days; 1.10.2011: 7 to 150 days)
credit terms.
21.2
Other payables
The currency profile of the Group’s other payables is as follows :
Ringgit Malaysia
Chinese Renminbi
2013 ANNUAL REPORT
95
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
31,210
27,040
32,092
813
795
759
32,023
27,835
32,851
252670-P
252670-P
21.3
Accruals
The currency profile of the Group’s accruals is as follows:
30.9.2013
RM’000
30.9.2012
RM’000
Ringgit Malaysia
22.
16,722
9,501
12,370
Hong Kong Dollar
11
11
9
US Dollar
8
7
8
16,741
9,51 9
12,387
REVENUE
GROUP
2013
RM’000
Sale of goods net of discounts
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
1,869,349
1,855,301
-
-
Dividend income
-
-
40,000
40,000
Management fees
-
-
2,821
2,775
19,788
6,293
-
-
1,889,137
1,861,594
42,821
42,775
Rental income from investment properties
23.
1.10.2011
RM’000
COST OF SALES
GROUP
Cost of goods sold
Direct operating costs relating to rental generating investment properties
2013 ANNUAL REPORT
96
2013
RM’000
2012
RM’000
1,524,987
1,500,623
716
123
1,525,703
1,500,746
24.
PROFIT BEFORE TAXATION
This is arrived at:
GROUP
2013
RM’000
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
After charging :
Auditors’ remuneration
- Audit fee
Company’s auditors
500
500
30
30
29
22
-
-
-
26
-
-
5
3
-
-
36,899
37,468
1,286
945
1,382
647
-
-
63
63
63
63
172
172
1 36
1 36
8
380
2
67
12,027
12,724
8,915
12, 261
351
343
347
207
-
-
-
6,622
34
142
-
-
Other auditors
- Non-audit fees
Company’s auditors
Bad debts
Depreciation
- property, plant and equipment
- investment properties
Directors’ remuneration for non-executive directors
- allowance
- fees
Interest expense on:
- bank overdraft
- term loans
- others
Impairment loss on investment in subsidiaries
Impairment loss on receivables
Property, plant and equipment written off
Rental of premises
187
672
-
-
93,888
81,090
-
-
-
-
-
6,846
And crediting :
Debts waived by subsidiaries
Gain on disposal of investment properties
Gain on disposal of property, plant and equipment
Gain on disposal of an other investments
Gross dividends from unquoted subsidiaries
Interest income
13
-
-
-
2,020
75
-
-
-
107
-
-
-
-
40,000
40,000
3,273
1,196
7,464
5,692
Rental income from
- investment properties
19,941
6,982
-
-
- others
17,425
16,238
-
-
2013 ANNUAL REPORT
97
252670-P
252670-P
25.
TAXATION
GROUP
2013
RM’000
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
Malaysian income tax :
Based on results for the year
- Current tax
(15,570)
(14,244)
(9,193)
(7,989)
1,452
944
9
(23)
(14, 118)
(13,300)
(9,184)
(8,012)
132
(258)
641
(1, 1 23)
(95)
12
56
(15)
(126)
(482)
(83)
41
(14,244)
(13,782)
(9,267)
(7,971)
- Deferred tax relating to origination and
reversal of temporary differences
(Under)/Over provision in prior year
- Current tax
- Deferred tax
The reconciliation of the tax expense of the Group and of the Company is as follows:
GROUP
2013
RM’000
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
35,0 1 8
26, 798
35,536
28,804
(8,754)
(6,699)
(8,884)
(7,201)
525
-
-
1,711
(6,099)
(7,088)
(300)
(2,522)
Utilisation of unabsorbed tax losses
274
427
-
-
Deferred tax assets not recognised
(335)
(212)
-
-
Income tax at Malaysian statutory tax rate
of 25%
Income not subject to tax
Expenses not deductible for
tax purposes
Annual crystallisation of deferred tax
on revaluation surplus
271
272
-
-
(14,118)
(13,300)
(9,184)
(8,012)
(126)
(482)
(83)
41
(14,244)
(13,782)
(9,267)
(7,971)
(Under)/Over provision in prior year
2013 ANNUAL REPORT
98
26.
EARNINGS PER SHARE
GROUP
(a)
Basic earnings per share
The basic earnings per share of the Group is calculated by dividing the profit for the year attributable
to owners of the parent by the weighted average number of ordinary shares in issue during the financial
year as follows:
2013
Profit attributable to owners of the parent (RM’000)
20,780
13,022
Weighted average number of ordinary shares of RM1 each (’000)
68,504
68,504
30.33
19.01
Basic earnings per share (sen)
(b)
2012
Diluted earnings per share
Diluted earnings per share (sen)
30.33
19.01
There are no diluted earnings per share as the Company does not have any convertible financial
instruments as at the end of the reporting period.
27.
DIVIDEND
2013
RM’000
First and final dividend of 5 sen per share less 25% tax in respect of
the financial year ended 30 September 2012
First and final tax exempt dividend of 3 sen per share in respect of
the financial year ended 30 September 2011
Net dividend per ordinary share (sen)
2012
RM’000
2,569
-
-
2,055
2,569
2,055
3.75
3.00
At the forthcoming Annual General Meeting, a first and final single tier dividend of 3.75 sen per share amounting
to RM2,568,885 for the financial year ended 30 September 2013 will be proposed for the shareholders’ approval.
The financial statements for the current financial year do not reflect this proposed dividend. Such dividend, if
approved by the shareholders will be accounted for in equity as an appropriation of retained profits in the financial
year ending 30 September 2014.
2013 ANNUAL REPORT
99
252670-P
252670-P
28.
EMPLOYEES BENEFITS EXPENSE
GROUP
2013
RM’000
Salaries, wages, allowance
and bonus
2013
RM’000
2012
RM’000
108,957
106,366
3,189
3,055
936
936
48
48
Directors’ fees
EPF
COMPANY
2012
RM’000
11,709
11,41 2
383
367
SOCSO
1,548
1,509
2
2
Other staff related expenses
2,372
2,1 05
-
-
125,522
122,328
3,622
3,472
Directors’ remuneration for executive directors
Included in the employees benefits expense of the Group and of the Company are executive directors’
remuneration as shown below:
GROUP
2013
RM’000
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
Directors of the Company
Executive directors
-Salaries
3,189
3,055
3,189
3,055
-EPF
383
367
383
367
-Fees
516
516
48
48
4,088
3,938
3,620
3,470
521
175
-
-
45
21
-
-
420
420
-
-
986
616
-
-
57
57
57
57
- non-executive directors of the Company
11
11
11
11
- executive directors of the subsidiaries
12
14
-
-
80
82
68
68
5,1 54
4,636
3,688
3,538
Directors of the subsidiaries
Executive directors
-Salaries
-EPF
-Fees
Benefits-in-kind
- executive directors of the Company
2013 ANNUAL REPORT
100
29.
RELATED PARTY DISCLOSURES
(i)
Related party transactions
GROUP
2013
RM’000
Rental of premises charged by
companies in which certain directors
of the Company have interest
2013
RM’000
2012
RM’000
10,926
11,314
-
-
18
18
18
18
Secretarial and share registration fees
paid to companies in which an
independent non-executive director of
the Company has interest
Rental income from companies in
which certain directors of the
Company have interest
(ii)
COMPANY
2012
RM’000
124
138
-
-
Management fee from subsidiaries
-
-
2,821
2,775
Interest income from subsidiaries
-
-
7,452
5,652
Advance from subsidiaries
-
-
2,825
2,749
Advance to subsidiaries
-
-
-
33,687
Repayment from subsidiaries
-
-
11,653
-
Compensation of key management personnel
GROUP
Salaries and other short-term
employee benefits
COMPANY
2013
2012
2013
2012
RM’000
RM’000
RM’000
RM’000
5,389
4,871
3,887
3,737
Key management personnel comprise the Board of Directors of the Company and of its subsidiaries.
Key management personnel are those persons including directors having authority and responsibility for
planning, directing and controlling the activities of the Group and of the Company, directly or indirectly.
30.
COMMITMENTS
(i)
Capital commitments
GROUP
Contracted but not provided for:
(ii)
30.9.2013
30.9.2012
1.10.2011
RM’000
RM’000
RM’000
-
802
3,016
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.
2013 ANNUAL REPORT
101
252670-P
252670-P
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 reflect 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:
30.9.2013
RM’000
30.9.2012
RM’000
1.10.2011
RM’000
- Not later than one year
2,418
3,347
664
- Later than one year but not later than
two years
3,714
3,904
-
6,132
7,251
664
Future minimum lease payments
31.
CONTINGENT LIABILITY (UNSECURED)
COMPANY
Corporate guarantees in respect of banking facilities granted to
subsidiaries
- Limit
30.9.2013
RM’000
30.9.2012
RM’000
107,389
108,612
1.10.2011
RM’000
41,400
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 financial statements.
32.
SEGMENT ANALYSIS
No segment analysis is prepared as the Group is primarily engaged in retail operations in Malaysia.
2013 ANNUAL REPORT
102
33.
CATEGORIES OF FINANCIAL INSTRUMENTS
The table below provides an analysis of financial instruments categorised as follows :
(i)
(ii)
(iii)
Loans and receivables (“L&R”);
Available-for-sale financial assets (“AFS”); and
Financial liabilities measured at amortised cost (“FL”).
Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
GROUP
30.9.2013
Financial assets
Other investments
20
-
20
-
54,170
54,170
-
-
163,791
163,791
-
-
24,201
24,201
-
-
242,182
242,162
20
-
414,164
-
-
414,164
Borrowings
224,571
-
-
224,571
638,735
-
-
638,735
17
-
17
-
49,01 2
49,01 2
-
-
125,574
125,574
-
-
29,097
29,097
-
-
203,700
203,683
17
-
30.9.2012
Financial assets
Other investments
403,439
-
-
403,439
Borrowings
256,744
-
-
256,744
660,1 83
-
-
660,1 83
2013 ANNUAL REPORT
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Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
1.10.2011
Financial assets
Other investments
2,345
-
2,345
-
44, 1 1 2
44, 1 1 2
-
-
75,773
75,773
-
-
26,304
26,304
-
-
148,534
146,189
2,345
-
387,812
-
-
387,812
191,213
-
-
191,213
579,025
-
-
579,025
11
11
-
-
192,929
192,929
-
-
10,500
10,500
-
-
1,242
1,242
-
-
204,682
204,682
-
-
Borrowings
COMPANY
30.9.2013
Financial assets
Other receivables
Other payables
1,056
-
-
1,056
178,588
-
-
178,588
Borrowings
165,677
-
-
165,677
345,321
-
10
10
-
-
255,462
255,462
-
-
1,122
1,122
-
-
256,594
256,594
-
-
-
345,321
30.9.2012
Financial assets
Other receivables
2013 ANNUAL REPORT
104
Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
Other payables
1,217
-
-
1,217
226,643
-
-
226,643
Borrowings
193,618
-
-
193,618
421,478
-
-
421,478
50
50
-
-
230,806
230,806
-
-
918
918
-
-
231,774
231,774
-
-
1.10.2012
Financial assets
Other receivables
Other payables
Borrowings
34.
1,468
-
-
1,468
239,771
-
-
239,771
179, 1 1 7
-
-
179, 1 1 7
420,356
-
-
420,356
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s financial 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 defined guidelines that are approved by the Board and the Group’s
policy is not to engage in speculative transactions.
34.1
Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial 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
financial guarantees given.
34.1.1
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 significant.
2013 ANNUAL REPORT
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The ageing of trade receivables and accumulated impairment losses of the Group is as follows:
Gross
Impairment
Net
RM’000
RM’000
RM’000
30.9.2013
Not past due
1 to 30 days past due
Past due more than 60 days
630
-
630
53
-
53
26
-
26
1,198
(1,007)
191
1,277
(1,007)
270
1,907
(1,007)
900
1, 31 2
-
1,3 1 2
97
-
97
30.9.2012
Not past due
13
-
13
1,434
(973)
461
1,544
(973)
571
2,856
(973)
1,883
Not past due
252
-
252
187
-
187
1.10.2011
104
-
104
1, 531
(1,260)
271
1,822
(1,260)
562
2,074
(1,260)
814
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 financial year.
Total impairment loss relates to customers that have financial difficulties and have defaulted in repayment.
The net past due receivables amounting to RM270,000 (30.9.2012: RM571,000; 1.10.2011: RM562,000) 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 significant concentration of credit risks.
34.1.2
Financial guarantees
The Company provides unsecured financial guarantees to licensed banks in respect of banking facilities granted
to its subsidiaries as disclosed in Note 31.
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
2013 ANNUAL REPORT
106
34.1.3
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
financial 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 specifically monitor the ageing of the advances to subsidiaries.
34.2
Liquidity risk
Liquidity risk is the risk that the Group and the Company will not be able to meet their financial obligations as
and when they fall due. The Group and the Company actively manage their debt maturity profile, operating cash
flows 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 sufficient levels of cash and cash
equivalents to meet their working capital requirements.
The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities as at the
end of the reporting period based on the undiscounted contractual payments:
Carrying
amount
Contractual
cash flows
Within
one year
More than one
year and less
than two years
More than two
years and less
than five years
More than
five years
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
GROUP
30.9.2013
Interest bearing
borrowings
224,571
224,571
32,037
31,931
95,855
64,748
Trade and other
payables
414,164
414,164
414,164
-
-
-
638,735
638,735
446,201
31,931
95,855
64,748
Interest bearing
borrowings
256,744
260, 1 41
32,467
32,310
96,597
98,767
Trade and other
payables
403,439
403,439
403,439
-
-
-
660,183
663,580
435,906
32,310
96,597
98,767
Interest bearing
borrowings
191,21 3
194,838
59, 1 24
53,259
66,357
16,098
Trade and other
payables
387,81 2
387, 81 2
387, 8 1 2
-
-
-
579,025
582,650
446,936
53,259
66,357
16,098
30.9.2012
1.10.2011
2013 ANNUAL REPORT
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Carrying
amount
Contractual
cash flows
Within
one year
More than one
year and less
than two years
More than two
years and less
than five years
More than
five years
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
COMPANY
30.9.2013
1,056
1,056
1,056
-
-
-
Intercompany
balances
178,588
178,588
178,588
-
-
-
Interest bearing
borrowings
165,677
165,677
27,941
27,941
83,822
25,973
345,321
345,321
207,585
27,941
83,822
25,973
1, 21 7
1, 21 7
1, 21 7
-
-
-
Intercompany
balances
226,643
226,643
226,643
-
-
-
Interest bearing
borrowings
193,61 8
193,618
27,941
27,941
83,822
53,914
421,478
421,478
255,801
27,941
83,822
53,914
1,468
1,468
1,468
-
-
-
239, 771
239,771
239,771
-
-
-
179, 1 1 7
179, 1 1 7
52,698
52,698
64,913
8,808
420,356
420,356
293,937
52,698
64,913
8,808
Other payables
30.9.2012
Other payables
1.10.2011
Other payables
Intercompany
balances
Interest bearing
borrowings
2013 ANNUAL REPORT
108
34.3
Interest rate risk
The Group’s fixed rate instruments are exposed to a risk of change in their fair value due to changes in interest
rates. The Group’s floating rate instruments are exposed to a risk of change in cash flows due to changes in
interest rates.
The interest rate profile of the Group’s and of the Company’s interest bearing financial instruments based on the
carrying amounts as at the end of the reporting period are as follows:
30.9.2013
30.9.2012
30.9.2011
RM’000
RM’000
RM’000
GROUP
Fixed rate instruments
Financial assets
163,791
125,574
75,773
Floating rate instruments
224,571
256,744
191,213
Fixed rate instruments
Financial assets
110,382
111,740
78,133
Floating rate instruments
165,677
193,618
179,117
COMPANY
Sensitivity analysis for fixed rate instruments
The Group does not account for any fixed rate financial liabilities at fair value through profit 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 profit or loss.
Sensitivity analysis for variable rate instruments
An increase of 25 basis point at the end of the reporting period would have reduced profit before taxation of
the Group and of the Company by RM598,000 (2012: RM473,000) and RM440,000 (2012: RM613,000)
respectively and a corresponding decrease would have an equal but opposite effect. This analysis assumes that
all other variables remain constant.
34.4
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 financial year under review and the previous financial 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 defined as consolidated available cash flow to
the aggregate of debt payment (principal plus interest) due by the Group for the past twelve months.
2013 ANNUAL REPORT
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The DSCR of the Group during the financial year under review is as follows:
GROUP
2013
RM’000
2012
RM’000
Net cash flow from operations and other activities (A)
Opening balance of cash and cash equivalents
153,260
100,549
Net cash inflow/(outflow) from operating activities
(excluding interest paid)
93,254
85,423
Net cash inflow/(outflow) from investing activities
(excluding capital expenditure financed through banking facilities)
(12,802)
(12,333)
Net proceeds from bank borrowings
Dividends paid
-
247, 1 27
(2,569)
(2,055)
231, 1 43
418, 7 1 1
Net cash flow from financing activities (B)
Interest paid
12,386
13,447
Repayment of bank borrowings
32, 1 7 3
181,596
44,559
195,043
5.19
2.15
DSCR: (A) / (B)
Based on the computation above, the Company has fulfilled the debt covenant requirement imposed by the banks.
35.
FAIR VALUE OF FINANCIAL INSTRUMENTS
The carrying amounts of financial assets (other than investments in unquoted shares) and financial liabilities of
the Group and of the Company as at the end of the reporting period approximate their fair values, either due to
their short-term nature or that they are floating rate instruments that are re-priced to market interest rates on or
near the end of the reporting period.
The unquoted shares are carried at cost as it is not practicable to reasonably estimate their fair values due to lack
of comparable quoted market prices and available market data for valuation. Therefore, these investments are
carried at their original costs less any allowance for diminution in value.
35.1
Fair value hierarchy
The table below analyses financial instruments that are measured subsequent to initial recognition at fair value,
group into Levels 1 to 3 based on the degree to which the fair value is observable.
Level 1
Quoted prices (unadjusted) in active markets for identical assets and liabilities.
Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 Inputs for the asset and liability that are not based on observable market data (unobservable inputs).
2013 ANNUAL REPORT
110
Level 1
Level 2
Level 3
Total
RM’000
RM’000
RM’000
RM’000
30.9.2013
Investment in quoted shares
15
-
-
15
12
-
-
12
11
-
-
11
30.9.2012
1.10.2011
36.
SUBSEQUENT EVENT
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 inter-company advances
owing by SBM to the Company’s subsidiary, The Store (Malaysia) Sdn. Bhd. amounting to RM16,968,110
as at 30 November 2013 or any lesser amount as at the completion date of the SSA.
As at the date of this report, the disposal is not yet completed pending the fulfilment of certain conditions
precedent.
37.
EXPLANATION OF TRANSITION TO MFRSs
As stated in Note 2.4 to the financial statements, this is the first financial statements of the Group and of the
Company prepared in accordance with MFRSs.
The transition to MFRSs does not have any financial impact to the financial statements of the Company.
In preparing the opening consolidated statement of financial position at 1 October 2011, the Group has adjusted
certain amounts reported previously in financial statements prepared in accordance with previous FRSs. An
explanation of how the transition from previous FRSs to MFRSs has affected the Group’s financial statements
is set out as follows:
(i)
Property, plant and equipment - Deemed cost exemption
Under FRSs, the Group measured certain of its land and buildings at valuation. The last valuation was
carried out in 2008. Upon transition to MFRSs, the Group has elected to measure all its property, plant
and equipment using the cost model under MFRS 116 Property, Plant and Equipment. At the date of
transition to MFRSs, the Group elected to apply the optional exemption to use the previous revaluation
of the said assets, adjusted for depreciation, if any, as deemed cost under MFRSs.
(ii)
Investment properties - Deemed cost exemption
The Group has previously adopted the fair value model for its investment properties in accordance with
FRS 140 Investment Property. Fair values is arrived at by reference to the market evidence of transaction
prices for similar properties and is derived based on directors’ valuation by reference to the existing
market condition. Any gains or losses arising from changes in fair values are recognised in profit or
loss in the year they arise.
2013 ANNUAL REPORT
111
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252670-P
Upon transition to MFRS, the Group has elected to measure all its investment properties using the cost
model under MFRS 140 Investment Property. At the date of transition to MFRS, the Group elected
to regard the fair value of its investment properties at transition date amounted RM70,196,301 as
the deemed cost as this amount was broadly comparable to their fair value at that date. This has resulted in
additional depreciation charge of RM647,043 on the investment properties for the financial year
ended 30 September 2012.
(iii)
Foreign currency translation differences
Under the FRSs framework, the Group recognised foreign currency translation differences in other
comprehensive income and accumulated the amount in the foreign translation reserve in equity.
Upon transition to MFRSs, the Group has elected to deem all foreign currency translation differences
that arose prior to the date of transition in respect of its foreign subsidiaries to be nil at the date of
transition.
The impact arising from the change is summarised as follows:
FRSs
Effect of
transition
to MFRSs
MFRSs
RM’000
RM’000
RM’000
Consolidated Statement of Financial Position
At 1 October 2011
Revaluation reserve
Retained profits
65,437
(65,437)
-
447
(447)
-
283,440
65,884
349,324
125,772
(647)
125,125
65,075
(65,075)
-
71 9
(447)
272
295,41 6
64,875
360,291
134,194
647
134,841
Investment properties
Revaluation reserve
Retained profits
Consolidated Statement of Comprehensive
Income for the financial year ended
30 September 2012
Administrative and general expenses
Other than the above, the transition to MFRSs did not have any other impact to the comparative
amount reported in the Group’s financial position for the current financial year.
2013 ANNUAL REPORT
112
38.
DISCLOSURES OF REALISED AND UNREALISED PROFITS/LOSSES
The breakdown of retained profits 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 Profits 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
2013
RM’000
COMPANY
2012
RM’000
2013
RM’000
2012
RM’000
Total retained profits of the Company and
its subsidiaries :
- Realised
625,384
491,761
195,634
171,955
(7,504)
(8,427)
(178)
(199)
617,880
483,334
195,456
171,756
Less : Consolidation adjustments
(239,378)
(123,043)
-
-
Total retained profits as per statements of
financial position
378,502
360,291
195,456
171,756
- Unrealised
2013 ANNUAL REPORT
113
252670-P
252670-P
List Of Material Properties
Registered Owner/Location
Approx.
Tenure
age of
(years of
buildings expiry)
(years)
Description/
Existing use
Land Areas
NBV
Date of
(Built-up Acquisition(A)/ as at
area)
Valuation(V) 30.9.13
RM'000
1 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
11
Freehold
296,532 sq. ft
13.2.2008 (A)
176,000
Commercial units
within a
5-commercial
centre / business
operation
16
Freehold
198,706 sq. ft.
30.3.2007(V)
77,125
4 storey shopping
complex with a
basement leve l/
business operation
26
14.9.2012(A)
69,676
Commercial units
within a
5-commercial
centre / business
operation
16
Freehold
111,640 sq ft
30.3.2007(V)
43,993
4 storey shopping
complex with
basement & roof
floor / business
operation
18
Freehold
44,433 sq. ft.
13.10.2006 (A)
37,920
3 storey shopping
complex / business
operation
22
Freehold
25,827 sq. ft
13.10.2006(A)
23,240
4-storey office
building with
basement car park /
office
43
Leasehold
99 years
(22.8.2070)
64,562 sq ft
(100,928 sq ft)
25.6.2010 (A)
20,317
5 storey shopping
complex / business
operation
21
Freehold
20,000 sq. ft.
02.04.2010
14,794
Double storey
industry building /
office
42
Leasehold
99 years
(28.4.2071)
65,340 sq ft
(32,000 sq ft)
2.11.2001 (A)
6,997
Vacant Land /
Car Park
-
Leasehold
99 years
(13.1.2091)
95,104 sq. ft.
14.1.1992 (A)
5,650
2 Pacific Hypermarket Properties
Sdn Bhd
Parcel B888, Basement Floor,
Megamal, Jalan Baru Prai, Mukim 1,
Province Wellesley Central, Penang
3 The Store (Malaysia) Sdn Bhd
PT 36315, Pekan Baru Sungai Buloh,
District of Petaling and State of Selangor.
Leasehold
114,130 sq ft
(491,049 sq ft)
99 years
(30.12.2086)
4 Bigever Properties Sdn Bhd
Parcel G888 & 1888, Ground & First Floor,
Megamal, Jalan Baru Prai, Mukim 1,
Province Wellesley Central, Penang
P.T.No.479, Town of Teluk Intan,
District of Hilir Perak, State of Perak
6 Fajar Supermarket Sdn Bhd
P.T. Nos 16743 to 16757, Town of Sitiawan,
District of Manjung, State of Perak
7 The Store Corporation Bhd
Lot 328, Jalan 51A/223, Sek. 51A
46100 Petaling Jaya, Selangor
Geran 35320, Lot 9164N, Mukim Bandar Ipoh,
District of Kinta, Jalan Dato' Onn Jaafar,
30300 Ipoh, Perak
9 The Store Corporation Bhd
Q.T.(R) 6366 L.O. Lot 9A, Jalan 223,
Petaling Jaya, Selangor
10 Tanjung Segi Sdn Bhd
Lot No.198, 199, 200, 201, 336,
Bandar KB VIII, Melaka
2013 ANNUAL REPORT
114
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
%
56
139
909
96
35
2
4.53
11.24
73.48
7.76
2.83
0.1 6
2,004
67,805
1,986,458
2,597,220
48,947,285
14,902,830
0.00
0.1 0
2.90
3.79
71.45
21.76
1,237
100.00
68,503,602
100.00
SUBSTANTIAL SHAREHOLDERS
as at 5 February 2014
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 8
3.
Equatorial Century Sdn Bhd (“ECSB”)
14,902,830
21.75
-
-
4.
Berjaya Philippines Inc
3,030,000
4.42
-
-
5.
Tan Sri Dato’ Seri Vincent Tan Chee Yioun
1,898,600
2.77
5,347,800^
7.80
6.
Juara Sejati Sdn Bhd
3,913, 1 00#
5.71
7.
Berjaya Group Berhad
-
3,913, 1 00#
5.71
-
#
5.71
Deemed
%
8.
-
Berjaya Corporation 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.
Kam Teh Chung
352,955
0.52
-
-
0.02
-
-
5.
Dato’ Dr Haji Kardin bin Shukor
11,000
Notes:
*
@
&
^
#
Deemed interested by virtue of his major shareholdings in ECSB pursuant to Section 6(A) of the Act and through his wife, PSDKGL
Deemed interested by virtue of her major shareholdings in ECSB pursuant to Section 6(A) of the Act 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 Act
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 Act
Deemed interested by virtue of its interest in Berjaya Philippines Inc. and Prime Credit Leasing Sdn Bhd pursuant to Section 6(A) of the
Act
2013 ANNUAL REPORT
115
252670-P
Analysis Of Shareholdings
252670-P
List Of Thirty Largest Shareholders
NAME & ADDRESS OF SHAREHOLDERS
1.
EQUATORIAL CENTURY SDN BHD
2.
No. Of Shares held
%
10, 5 1 3,830
15.35
KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Equatorial Century Sdn Bhd
4,389,000
6. 41
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
3,41 1 ,400
4.98
5.
NICETRADE CAPITAL SDN BHD
3,274,700
4.78
6.
HDM NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Amlied Holdings Sdn Bhd
3,190,000
4.66
KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Priority Prospect Sdn Bhd
3,072,300
4.48
INTER-PACIFIC EQUITY NOMINEES (ASING) SDN BHD
for Berjaya Philippines Inc
3,030,000
4.42
TAN SRI DATO’ SRI TANG YEAM SOON
2,951 ,300
4.3 1
2,640,000
3.85
MAYBAN NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for BBC Capital Sdn Bhd
2,304, 91 0
3.36
ABB NOMINEE (TEMPATAN) SDN BHD
Pledged securities account for Vincent Tan Chee Yioun (Berjaya VTCY)
1,898,600
2.77
NUSRAYA HOLDINGS SDN BHD
1,827,300
2.6 7
14. HDM NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Perspektif Bakti Sdn Bhd
1,761 ,590
2.57
15.
PAN PROSPERITY HOLDINGS SDN BHD
1,673, 1 50
2.44
16.
HDM NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Pan Prosperity Holdings Sdn Bhd
1,651 ,400
2.4 1
17.
PERSPEKTIF BAKTI SDN BHD
1,605,1 00
2.34
18
PREMIER MERCHANDISE SDN BHD
1,434,700
2.09
19.
KHOR GUIK LEE
1,329,900
1.94
1,276,400
1.86
MAYBAN 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
Pledged securities account for Arsam Bin Damis
885,000
1.29
23. MALAYSIA NOMINEES (TEMPATAN) SENDIRIAN BERHAD
For Great Eastern Life Assurance (Malaysia) Berhad
630,600
0.92
24. PUBLIC NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Surinder Singh a/l Wassan Singh
567,000
0.83
25. CIMB GROUP NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Prime Credit Leasing Sdn Bhd
489,700
0. 71
3.
7.
8.
9.
10. ADVANCE ULTIMATE SDN BHD
11.
12.
13.
20. MAYBAN NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Azam Spektrum Sdn Bhd
21.
2013 ANNUAL REPORT
116
NAME & ADDRESS OF SHAREHOLDERS
No. Of Shares held
%
26. WONG YEE CHOO
486,200
0.71
27. INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Fabulous Channel Sdn Bhd
417,000
0.61
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
2013 ANNUAL REPORT
117
252670-P
List Of Thirty Largest Shareholders (cont’d)
PROXY FORM
(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-First (21st)
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, 28 March 2014 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 Lim Gin Chuan
4. Re-election of Director: Mr Kam Teh Chung
5. Re-election of Director: Tan Sri Dato’ Sri Tang Yeam Soon
6. Re-election of Dato’ Dr. Haji Kardin bin Haji Shukor under Section 129 (6) of the
Companies Act, 1965
7. Re-appointment of auditors
8. Proposed retention of Independent Director :
Dato’ Dr Haji Kardin bin Haji Shukor
Yeoh Chong Keng
Lim Gin Chuan
12. Authority under Section 132D of the Companies Act, 1965
13. Proposed Renewal of shareholders’ authority for the Company to purchase of its
own shares
14. Proposed shareholders’ mandate for recurrent related party transactions of revenue
nature.
As witness my/our hands this _________ day of ___________________ 2014
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 names appear on the Record of Depositors as at
24 March 2014 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 specifies the proportion of his shareholdings to be represented by each proxy.
For a member which is an Exempt Authorised Nominee, as defined 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 the provisions of Section 149(1) (b) of the Companies Act, 1965 shall not apply to the Company.
If the appointer is a corporation, the form must be under its Common Seal or under the hand of an officer or attorney duly authorised.
The instrument appointing a proxy must be deposited at the Company’s
Registered Office 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.
FIRST FOLD
Stamp
The Company Secretary
Plaza 138, Suite 18.03,
18th Floor, 138, Jalan Ampang,
50450 Kuala Lumpur
SECOND FOLD

Annual Report 2013

Transcription

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