2004 2007 - AEON CO.

Transcription

GROWING IN STRENGTH AND NUMBERS
This Annual Report cover reflects AEON CO. (M) BHD.’s (AEON or the
Company) plans of expanding the corporation’s reach across Malaysia. The
main visual is a view of our MaxValu Supermarket at Desa ParkCity which
represents AEON’s plans to reinvent and constantly reach out to its customers.
This is complemented by various images which reflect on the Company’s
continuing success; its trademark of quality products (Jusco Selection), obliging
customer services, and the tree planting ceremonies as part of its Corporate
Social Responsibility. These visuals summarise all the highlights associated
with the Company in moving towards its goal of becoming the No.1 Retailer
in Malaysia.
TABLE OF CONTENTS
• Grand Opening of AEON Bukit Tinggi Shopping Centre ................................................................
• Grand Opening of JUSCO Bandar Sunway .............................................................................
• Introducing Pasar Raya MaxValu .........................................................................................
4
5
6
. .....................................................................................
7
Pasar Raya MaxValu Kota Kemuning
• Pasar Raya MaxValu Desa ParkCity
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Pasar Raya MaxValu Ampang
Renovations .............................................................................................................
Jusco Selection ..........................................................................................................
AEON Bukit Tinggi Shopping Centre Tree Planting Ceremony . ..........................................................
20th Anniversary Tree Planting Progress . ................................................................................
Replanting at AEON Woodland
Corporate Social Responsibility
........................................................................................
“With All Our Hearts” Malaysian JUSCO Foundation ......................................................................
Human Resource Management . .........................................................................................
An Introduction to ÆON
...............................................................................................
Corporate Information and Directory . ....................................................................................
Share Price . .............................................................................................................
Revenue
Profit Attributable to Shareholders
Five Years Financial Highlights
.........................................................................................
Board of Directors . ......................................................................................................
Directors’ Profiles . ......................................................................................................
Senior Management . ...................................................................................................
Chairman’s Statement . ..................................................................................................
Review of Operations . ..................................................................................................
8
9
10
11
12
14
15
16
17
18
19
20
21
23
24
27
CORPORATE GOVERNANCE
•
•
•
•
•
Statement on Corporate Governance . ..................................................................................
Terms of Reference of the Audit Committee . .............................................................................
The Audit Committee ....................................................................................................
Statement on Internal Control ............................................................................................
Other Information ........................................................................................................
34
38
40
41
42
FINANCIAL STATEMENTS
•
•
•
•
•
•
•
Directors’ Report . .......................................................................................................
Balance Sheet ..........................................................................................................
Income Statement . ......................................................................................................
Statement of Changes in Equity .........................................................................................
Cash Flow Statement . ..................................................................................................
Notes to the Financial Statements .......................................................................................
Statement by Directors . ..................................................................................................
Statutory Declaration
44
48
49
50
51
52
72
. .................................................................................................
73
. .............................................................................................
74
• Reports of the Auditors
OTHERS
• Analysis of Shareholdings
•
•
•
•
•
•
•
Substantial Shareholdings
Directors’ Interests
List of 30 Largest Shareholders . .........................................................................................
Particulars of Properties . ................................................................................................
JUSCO Stores, Shopping Centres & MaxValu . ..........................................................................
Milestones ..............................................................................................................
Notice of Annual General Meeting .....................................................................................
Notice of Dividend Payment . ............................................................................................
Statement Accompanying Notice of Twenty-Third Annual General Meeting
Proxy Form . ............................................................................................................
75
77
78
80
82
84
85
GRAND OPENING OF
AEON BUKIT TINGGI SHOPPING CENTRE
AEON Bukit Tinggi Shopping Centre opened for business on
24 November 2007. The grand opening of AEON’s 14th
shopping centre and 18th JUSCO store was held on 31
January 2008 and was officiated by His Royal Highness Sultan
Sharafuddin Idris Shah Alhaj Ibni Almarhum Sultan Salahuddin
Abdul Aziz Shah Alhaj, Sultan of Selangor. Exciting activities that
took place during the event, much to the delight of enthusiastic
shoppers, included product samplings, special offers, mascot
appearances and cultural shows.
In conjunction with the celebration, the “With All Our Hearts”
Malaysian JUSCO Foundation donated Ringgit Malaysia Five
Thousand worth of books to each of the five (5) selected schools –
Sekolah Kebangsaan Kampung Pendama, Sekolah Kebangsaan
Kampung Idaman, Sekolah Jenis Kebangsaan (Cina) Chuen Min,
Sekolah Jenis Kebangsaan (Tamil) Ladang and Sekolah Menengah
Kebangsaan Rantau Panjang.
With approximately 745,000 square feet of net lettable area,
AEON Bukit Tinggi Shopping Centre is AEON’s largest shopping
centre in Malaysia. The shopping centre houses 3 levels of
exciting shopping space with over 5,000 car parking bays.
At AEON Bukit Tinggi Shopping Centre, shoppers are able
to experience all-in-one shopping which includes entertainment
convenience. The shopping centre currently accommodates
about 200 tenants, each offering a multitude of products,
services, cuisines and conveniences for eager shoppers.
Attractions for both entertainment and dining include the Green Box
Karaoke, a TGV 10-screen Cineplex and the two floors Restaurant
Street that are filled with local and international cuisines. JUSCO
Bukit Tinggi offers the best in shopping conveniences with fresh
produce, high-quality merchandise, household goods, local and
imported brands, including our high quality in-house brand, Jusco
Selection and so much more!
The AEON Bukit Tinggi Shopping Centre truly embodies the ideal
shopping experience with its unique blend of shopping, food and
entertainment, all readily accessible under one roof. It also strives
to understand and adapt to the ever-changing needs, wants and
preferences of our valued customers.
4
Annual Report 2007
GRAND OPENING OF JUSCO BANDAR SUNWAY
JUSCO Bandar Sunway opened for business on 29 September 2007. The
grand opening was officiated by Y.B. Dato’ Seri Rafidah Aziz, the then
Minister of International Trade and Industry of Malaysia on 8 January 2008.
The momentous occasion also marked the official opening for AEON’s 17th
JUSCO store in Malaysia.
In conjunction with the celebrations, the “With All Our Hearts” Malaysian
JUSCO Foundation donated Ringgit Malaysia Five Thousand worth of books
to each of the five (5) selected schools – Sekolah Kebangsaan Puchong
Perdana, Sekolah Kebangsaan Bandar Sunway, Sekolah Jenis Kebangsaan
(Tamil) Puchong, Sekolah Jenis Kebangsaan (Cina) Yuk Chai and Sekolah
Kebangsaan Puchong Jaya.
Covering approximately 225,000 square feet, JUSCO Bandar
Sunway is designed with the brands signature style in mind. It boasts
an impressive contemporary interior design, bright lighting, wide
walkways and exciting merchandise presentation. These essential
elements create a unique shopping experience that is both convenient
and enjoyable for Bandar Sunway shoppers.
With 4 floors packed with shopping and children entertainment, shoppers
will have no qualms over product variety. The outlet provides a wide array
of products, such as menswear, ladies apparel, childrenswear, household
items, groceries and so much more. There is also a charming Candy Kid’s
Playground section where kids can have fun and be creative.
JUSCO Bandar Sunway also offers a host of items and services which
cater towards shoppers’ health and beauty concerns. There is the new
organic food range, which offers shoppers healthy alternatives when they
shop for groceries. The new concept AEON Wellness department carries
a comprehensive range of health and beauty products. Items such as food
supplements, health equipment and fragrances are readily available here.
The new JUSCO Bandar Sunway outlet truly embodies customers’
preference and need for quality, variety and depth in their shopping
experience. Coupled with outstanding service and a strategic location,
JUSCO Bandar Sunway is set to be the ideal shopping destination.
Annual Report 2007
5
INTRODUCING PASAR RAYA MAXVALU
Old
New
Rebranding with Pasar Raya MaxValu
AEON recently announced the new MaxValu name, which is to be adapted for all D’HATI supermarkets. Originating from AEON
Group Japan, the new name reflects on AEON’s concept of providing ‘maximum value’ in terms of quality of goods, value-formoney prices, product freshness, assortment, and customer service to our customers.
A variety of high-quality yet affordable products and fresh daily necessities are not the only criterias that attracts customers. Our
signature warm and friendly customer services will also ensure a good shopping experience, and keep them coming back for
their daily needs.
And in order to provide convenience, all Pasar Raya MaxValu are strategically situated in densely populated neighbourhoods,
hence the tagline “Your Neighbourhood Convenience Store”.
We strive to continually make our customers’ needs our top priority, and with each improvement we make upon our stores and
services, we strive towards enhancing our customers’ shopping experience.
PASAR RAYA MAXVALU KOTA KEMUNING
AEON CO. (M) BHD. opened its third supermarket outlet in Kota
Kemuning, Shah Alam on 28 September 2007.
Strategically located within both a residential and commercial area,
Pasar Raya MaxValu (formerly known as D’HATI) provides a convenient
and rewarding shopping experience for the residents of the surrounding
communities.
Customers have access to a wide range of merchandise that includes
fresh produce, grocery items, household needs, our AEON Wellness food
supplement’s health products & equipment and lots more.
Its constant commitment to deliver affordable and quality goods to
shoppers makes Pasar Raya MaxValu (formerly known as D’HATI) Kota
Kemuning a much needed asset to the neighbourhood.
6
Annual Report 2007
PASAR RAYA MAXVALU
DESA PARKCITY
The 4th Pasar Raya MaxValu officially opened on 8 December 2007 at Desa ParkCity. Located within the bustling residential
area, Pasar Raya MaxValu Desa ParkCity intends to continue to live up to the expectations of providing convenient shopping
to the surrounding neighbourhood communities. We intend to provide both superior service and merchandise and affirms our
status as “Your Neighbourhood Convenience Store”. We hope that our presence will benefit both the neighbourhood and the
residents of Seri Damansara and Kepong.
PASAR RAYA MAXVALU AMPANG
On 15 December 2007, the 5th Pasar Raya MaxValu officially opened in Ampang, Selangor. The outlet is strategically located
in Taman Dato’ Ahmad Razali, providing both convenience and affordable prices merchandise to the surrounding communities
and live up to our convenient neighborhood supermarket’ label.
Annual Report 2007
7
RENOVATIONS
JUSCO Permas Jaya
Renovation works at JUSCO Permas Jaya was completed in September 2007. The outlet now boasts a fresh and more
contemporary image. Shoppers can benefit from the wide aisles and bright lights specifically designed for shoppers’
convenience. With the extra shelf space, customers can also look forward to a more extensive variety of products.
Pasar Raya MaxValu Pearl Point
The Pasar Raya MaxValu (formerly known as D’HATI) Pearl Point outlet underwent renovations in July 2007 to expand its selling
area. By expanding the outlet, MaxValu (formerly known as D’HATI) Pearl Point is able to increase its product range. All MaxValu
outlets are well stocked with various products including fresh produce, groceries and household items; all at reasonable prices.
8
Annual Report 2007
SUPERIOR QUALITY AND VALUE
Our in-house brand,
renowned for its superior quality and value, showcases a wide range of
products from the Home, Food and Personal Care categories as well as new items that have been developed. With bestof-its kind availability and unique packaging,
is our commitment to bringing our customers the very
best in lifestyle products at competitive prices. We pride ourselves in using the best quality sourced from around the world to
create the best products for our valued customers.
The following features
top selling items.
SWEETENED CREAMER
This is a basic ingredient of “Teh Tarik”, a popular Malaysian beverage. Jusco
Selection Sweetened Creamer is the biggest contributor in the section.
WHEAT FLOUR
Enriched with vitamins and protein. An essential ingredient used for cooking and
baking treats such as cookies, pound cake, crackers, pies and murtabak.
CHICKEN FRANKFURTER 340G
Made of 100% skinless chicken meat and devoid of MSG. Comes in an attractive
package and sells at a very affordable price.
TOMATO & CHILLI SAUCE
Our sauce is specially formulated for dipping and cooking purposes. We believe
in using only the freshest chillies and tomatoes to enhance the taste. Contain no
additives or preservatives. Tasty, versatile, and is now available in two types of
packaging: conventional bottle and easy-squeeze bottle.
BUTTER COOKIES
A sweet tooth’s favourite – delectable cookies with a savoury, buttery flavour that
tastes as authentic as a traditional homemade recipe. Sealed within a reusable
tin, these cookies contain neither eggs nor preservatives.
SUNFLOWER COOKING OIL 3KG
A healthier alternative as it contains high-levels of both vitamin E and essential fatty
acids called polyunsaturated fats. Ideal for health conscious consumers.
READY MEAL RANGE
Features several items: Jusco Selection Premium Pizza was developed
to appeal to local tastes. It’s available in 7 varieties of which 3 are vegetarian.
Product is devoid of MSG and preservatives. Jusco Selection Premium
Burger includes lamb, chicken and beef patties. Although domestically
produced, its quality equals those from premium and international brands, and
doesn’t contain MSG or preservatives. Jusco Selection Mexican Range
has 4 enticing flavours – Albondiquitas (Chicken Bites and Tomato Sauce),
Hungarian (Chicken Goulasch Soup), Enchiladas (Minced Chicken and Tomato
in Tortilla Wrap), and Chicken Patties in Mushroom Sauce. Perfect for those on
the go. Jusco Selection Footlong Sausages are meaty and savoury, with
no added MSG, colouring or preservatives.
FRUIT CONCENTRATE
For those who love their drinks, indulge in Jusco Selection Fruit Concentrates the perfect drink for any occasion. Enjoy its natural, rich flavors on a hot day or
after a long day at work.
Annual Report 2007
9
AEON BUKIT TINGGI SHOPPING CENTRE
TREE PLANTING CEREMONY
On 27 October 2007, around 1000 volunteers
consisting of AEON CO. (M) BHD.’s employees,
students, guests and community members gathered
at AEON Bukit Tinggi Shopping Centre in Klang
to plant 5,085 seedlings. The State Secretary
YB Dato’ Ramli Mahmud on behalf of the then
Menteri Besar of Selangor YAB Datuk Seri Dr. Haji
Mohammad Khir Bin Toyo were there to officially
launched the event. Also present at the launch
were the Chairman of AEON CO. (M) BHD.,
Dato’ Abdullah bin Mohd Yusof and the Managing
Director, Mr. Nagahisa Oyama. Before the treeplanting session began, a short explanation on tree
planting procedure was given by Vice-Chancellor
of Universiti Putra Malaysia, Prof. Dr. Mustafa
Kamal Mohd Shariff.
To date, AEON CO. (M) BHD. has successfully
planted more than 331,030 trees at 14 of our
shopping centres as well as at Paya Indah Wetlands
in Dengkil, Selangor. AEON continues its efforts
on environment conservation by always involving
local members of the community.
10
Annual Report 2007
20TH ANNIVERSARY TREE PLANTING PROGRESS:
AEON WOODLAND AT PAYA INDAH WETLANDS
CONTINUES TO THRIVE
2004
2007
On 15 September 2004, AEON CO. (M) BHD. held a special tree planting ceremony at the Paya Indah Wetlands in
Dengkil, Selangor to commemorate AEON’s 20 years in Malaysia. The volunteers included AEON staff members, invited
customers, business associates and 1000 volunteers from Japan.
This event was sponsored by the AEON Environment Foundation of Japan, which has sponsored the planting of over 5
million trees around the world.
Representatives of the Foundation have paid regular visits to the site, deemed as the Malaysia-Japan Friendship Forest, at
AEON Woodland. It is now a beautiful tract of thriving greenery.
REPLANTING AT AEON WOODLAND
On 30 June 2007, the Company successfully
organised a tree replanting event at AEON
Woodland from 8am to 12pm.The objective of
the event was to encourage the participants to
do environmental conservation and conserve
the earth for future generations.
775 trees were successfully planted in three
different zones by staffs from AEON CO. (M)
BHD., AEON Credit Service (M) Berhad and
Jabatan Perlindungan Hidupan Liar Dan Taman
Negara (Perhilitan). The Managing Director
and senior management of AEON CO. (M)
BHD., representatives from AEON Credit Service
(M) Berhad and Principal Assistant Director of
Paya Indah Wetlands, were present at the
meaningful event.
Annual Report 2007
11
CORPORATE SOCIAL RESPONSIBILITY
AEON’s commitment to our communities is a vital part of the Company’s Social Responsibility Mission. It is the Company’s goal to
promote healthy, peaceful, interactive activities with the communities in locations where its stores operate. The Company strives to be
more socially aware of its responsibility to act as a responsible corporate citizen in all its ventures.
As a corporate citizen, AEON continually conducts activities which seek to provide opportunities that encourage environmental
conservation, promotes educational opportunity as well as social responsibility and healthy living among the communities. These
may take on various forms including philanthropic initiatives, in-kind donations and volunteerism. Activities organised during the
year include the following:–
– AEON organised a “Mega Gotong-Royong” on 24 and 25
January 2007 to assist victims affected by the flash floods at
Kg. Kangkar Tebrau, Johor Bahru. A total of 210 staffmembers
from headquarters and outlets at Malacca, Taman Universiti,
Permas Jaya and Tebrau City participated in this project. During
the event, essential supplies such as clothes, blankets, towels,
curtains, pots, pans and cooking utensils were donated by
AEON employees from the country which was then presented
by the General Manager of Corporate Affairs, Tuan Hj A Rashid
Hj Adam to Raja Zarith Sofia Sultan Idris, the Patron of the Johor
State’s Malaysian Red Crescent.
– To develop and maintain good relationship with the local
community, AEON staff participated in cleaning, painting,
repairing, planting trees and others at more then 63
locations (16 schools, 25 special homes, 9 recreational
areas and 13 housing areas). AEON contributed more than
RM 75,000 during this event both in-kind and cash.
– AEON contributed books and magazines towards the
National Reading Campaign held on 9 February 2007. The
Minister of Education, YB Dato’ Sri Hishammuddin Tun Hussein
was present as the guest of honor.
– The Blood Donation Campaign held on 6 to 8 July 2007
managed to collect 2,799 blood bags. The event was
launched by the then Serdang’s Member of Parliament,
YB Dato’ Yap Pian Hon.
12
Annual Report 2007
– AEON treated 1,600 children from several local orphanages
to a special Ramadhan feast. To commemorate the event, each
child received an exclusive gift. Esteemed guests included the
Prime Minister of Malaysia Y.A.B. Dato’ Seri Abdullah Hj.
Ahmad Badawi.
– AEON’s continues its support towards promoting local
“Buatan Malaysia” products by organising a roadshow with
government agencies in 2007 to market local SIME products.
The roadshow involved 12 AEON Shopping Centres.
– Since 2005 the Company has started contributing to the
Reduction of CO2 Emission to the Environment issue. Energy
saving systems have been installed at some of our outlets
to reduce electricity consumption and also the use of biodegradedable plastic bags at
all our outlets since 2004 are
among others, AEON’s drive
and commitment to make the
environment a much more
friendlier place for the future
generations.
Energy Saving System
– AEON also received several prestigious accolades
in 2007. The awards are:
• MHR Occupational Safety & Health Gold Award 2006
• MDTCA “Kedai Pilihan Pengguna” 2007 Award for
JUSCO outlets in Taman Maluri, Wangsa Maju, Mid Valley,
Bukit Raja in
Klang,
Queensbay
in Penang,
Air Keroh
in Melaka,
Taman
Universiti and
Permas Jaya
in Johor.
AEON CO. (M) BHD. also continues to provide assistance and contribute to the society in the form of donations, sponsorships
and gifts through the “With All Our Hearts” Malaysian JUSCO Foundation.
Annual Report 2007
13
“WITH ALL OUR HEARTS”
MALAYSIAN JUSCO FOUNDATION
Ambulance Fundraising Campaign
The Malaysian JUSCO Foundation organised an ambulance
fundraising campaign for the Malaysian Red Crescent (MRC)
between 15 December 2007 and 15 March 2008.
Customers were encouraged to make their donations into
specially designed coin boxes placed at all JUSCO Stores
and AEON Shopping Centres.
In addition, Charity Bazaars were also held during the
“fundraising carnival” to generate more funds for the
campaign.
Glamour for a worthy cause at WAOH
Charity Gala Dinner 2007
Dato’ Siti Nurhaliza was the star of the night during the
WAOH Charity Gala Dinner 2007, held on 15 August at the
Grand Ballroom of Sunway Lagoon Resort Hotel. The Charity
Gala Dinner is held yearly to raise funds for the WAOH
Malaysian JUSCO Foundation. The foundation strives to help
needy Malaysian children and youth. This year’s funds will go
towards building a second Rumah Tunas Harapan welfare
home for underprivileged children. Dato’ Siti Nurhaliza, who
is the foundation’s ambassador, enthralled worthy guests
with renditions of her latest hit songs, while Phua Chu Kang
and Moe Alkaff drew guffaws of laughter with their hilarious
performances. More than 1,300 business associates and
management staffs attended the function.
14
Annual Report 2007
Launch of WAOH Mini Coin Box
On 25 August 2007, Dato’ Siti Nurhaliza, Ambassador of
the “With All Our Hearts” Malaysian JUSCO Foundation,
attended the launch of the “WAOH Mini Coin Box” at
AEON Taman Equine Shopping Centre. The coin box,
which shoppers can purchase for RM1 each, was designed
in support of the WAOH Charity Drive.
The songstress performed for shoppers and 40 children
from Rumah Kebajikan Anbu Illam, Pertubuhan Rumah Amal
Cahaya Tengku Ampuan Rahimah (RACTAR) and Rumah
Charis. The children has the opportunity to get close and
personal with Dato’ Siti Nurhaliza.
HUMAN RESOURCE MANAGEMENT
New Leaders Development Programme
Education – AEON People Is
‘Core Assets’
AEON CO. (M) BHD. continues to invest in its employees.
AEON believes that education is essential in cultivating the skills
of its team members, thus providing opportunities in building and
developing a career in the Company.
AEON And OUM
On 2 September 2007, AEON was given the “OUM – Industry
2007 Human Capital Development Award” by the Institute of
Professional Development (IPD) at Open University Malaysia
(OUM) for its dedication in developing human potentials.
AEON in collaboration with OUM provides academic
qualifications to its staff and interested students in selected courses
– Certificate in Retail Operations, Diploma in Management
(Retailing) and Executive Diplomas in Business Management,
Human Resources Management, Security Management and
Retail Management.
The New Leaders Development Programme was created in 2006
with an objective to cultivate potential leaders for the Company.
Candidates will undergo a 10-month long training programme
that focuses on the enhancement of leadership qualities as well
as retail operation knowledge. Since commencement, many
participants have been promoted to higher positions in the
Company.
AEON Business School
The AEON Business School was created in 2006 as part
of AEON’s expansion plan. There are 5 specially designed
courses for each target group:
1) Store Manager Course
2) Shopping Centre Manager Course
3) Line Manager Course
4) Merchandiser Course
5) Security Course
The courses were designed to help raise the standards, skills and
business insight of the AEON team in order to retain its competitive
edge. This attributes towards the Company’s policy and commitment
on placing customers first and serving them better.
The Company has since witnessed 366 AEON staff members
graduating with excellent results, and another 132 is expected
to graduate in 2008.
Human Resource Development Centre (HRDC)
Programme
Japan Trainee Programme
The Japan Trainee Programme is a yearly basis training
programme that was designed to expose potential leaders
to advanced retail environments in Japan. The programme
has since generated a number of potential leaders from the
Management Trainee/Retail Trainee programme to cope with
the growth of the company.
The chosen candidates would undergo a 6-month long training
stint in AEON Japan for the On Job Training that includes retail
operations and management – people, sales area, backroom
and inventory.
The HRDC Programme is based at the JUSCO Taman Maluri
store and was developed in 2006 for graduates. The 6-month
long graduate trainee programme includes:
1) Theoretical & practical knowledge of retail operations and
management
2) On and Off job training
The programme has successfully developed 60 Section Leaders,
2 Assistant Merchandisers and 6 Japan Trainees since its
commencement. This number is expected to increase in 2008,
with 3 batches of Management Trainees intakes.
With great support from the respective leaders, trainees were
motivated to overcome challenges such as juggling between
work and studies.
Annual Report 2007
15
AN INTRODUCTION TO ÆON
AEON CO. (M) BHD. is a leading retailer in Malaysia with
a total revenue of RM2.89 billion in the financial year under
review. The Company was incorporated on 15 September
1984. AEON CO. (M) BHD. was set up in response to the
Malaysian Government’s invitation to ÆON Japan to help
modernise the retailing industry in Malaysia. The ‘JUSCO’
name today is well established among Malaysians as
well as foreigners, especially due to its association with
the international ÆON group of companies. AEON has
established itself as a leading chain of General Merchandise
Stores. AEON’s constant interior refurbishment of stores
to project an image designed to satisfy the ever changing
needs and desires of consumers is clear evidence of this.
The Company’s performance has been further enhanced by
the management’s acute understanding of target market needs
and the provision of an optimal product-mix. AEON’s stores
are mostly situated in suburban residential areas, catering to
Malaysia’s vast middle income group.
The ÆON group of companies consists of ÆON Co., Ltd.,
and more than 150 consolidated subsidiaries and affiliated
companies. In addition to its core General Merchandise
Stores (GMS) plus its supermarket and convenience store
operations, ÆON is also active in specialty store operations
and shopping centre development, operations, credit card
business and services. The ÆON group of companies is an
integrated Japanese retailer and is active not only in Japan but
also throughout Southeast Asia, China and North America. At
all times, in every market, ÆON’s activities are guided by its
unchanging ‘Customer First’ philosophy. Its aim is to surpass
expectations by combining excellent products with unique
personal services that enhance the shopping experience to
make customers smile every time they shop.
Our Principles
The fundamental principle of ÆON is its “Customer Centred
Approach”. AEON’s mission is and always will be to contribute
to the customers.
ÆON’s most basic and abiding principles are the pursuit of
peace, respect for humanity and contribution to local communities
through customer-centred initiatives. Under these principles,
we are determined to achieve global management standards
while being the best serving retailer in the local community.
16
Annual Report 2007
Peace
ÆON Basic
Principles:
The Customer
People
Community
Peace:
ÆON is a corporate group whose operations
are dedicated to the pursuit of peace through
prosperity.
People:
ÆON is a corporate group that respects human
dignity and values personal relationships.
Community: ÆON is a corporate group rooted in local
community life and dedicated to make
a continuing contribution to the community.
Our Strategy
ÆON follows two strategies for continuos growth: Organic
Growth and Company Tie-ups. Its core business of shopping
centre operations includes General Merchandise Stores and
Supermarkets. ÆON builds complementary operations such
as specialty stores and shopping centre development and
services, and works to create synergies among these diverse
businesses. ÆON also aspires to be one of the top retailers in
the world in terms of both revenues and operating income by
the end of fiscal 2011.
Our Goal
ÆON’s goal is to operate as an “international-scale retailing
group”, recognised for excellence not only in Japan, but also
in other nations. The international recognition we are working
to achieve is not one which can be measured merely in
quantifiable terms of size, growth and profitability. We hope
to be competitive at the global level in intangible aspects
such as customer satisfaction and corporate citizenship. We
are dedicated to the idea of “quality management” to further
enhance our capabilities.
CORPORATE INFORMATION AND DIRECTORY
Board of Directors
Stock Exchange Listing
•
•
•
•
•
•
•
•
The Company is a public listed company, incorporated and
domiciled in Malaysia and listed on the Main Board of the
Bursa Malaysia Securities Berhad.
Dato’ Abdullah bin Mohd Yusof (Chairman)
Mr. Tsutomu Kajita
Mr. Nagahisa Oyama
Datuk Ramli bin Ibrahim
Brig. Jen (B) Dato’ Mohamed Idris bin Saman
Datuk Zawawi bin Mahmuddin
Dato’ Chew Kong Seng
Mr. Naruhito Kuroda
Secretaries
• Tai Yit Chan (MAICSA 7009143)
• Wong Lai Kuan (MAICSA 7032123)
Registered Office and Head Office
3rd Floor, JUSCO Taman Maluri Shopping Centre,
Jalan Jejaka, Taman Maluri,
Cheras, 55100 Kuala Lumpur.
Tel: 03-9207 2005
Fax: 03-9207 2006/2007
Homepage
http://www.jusco.com.my
Principal Bankers
• Bank of Tokyo-Mitsubishi UFJ (Malaysia) Berhad (302316-U)
• Malayan Banking Berhad (3813-K)
• CIMB Bank Berhad (13491-P) (formerly known as
Bumiputra Commerce Bank Berhad)
CORPORATE CALENDAR
Notice of Annual
General Meeting
2 April 2007
Auditors
Annual General Meeting 24 April 2007
KPMG Desa Megat & Co. (AF0759)
Chartered Accountants,
Wisma KPMG,
Jalan Dungun, Damansara Heights,
50490 Kuala Lumpur.
Payment of Dividend
Registrars
Tenaga Koperat Sdn. Bhd. (118401-V)
20th Floor, Plaza Permata,
Jalan Kampar, Off Jalan Tun Razak,
50400 Kuala Lumpur.
Tel: 03-4047 3883
Fax: 03-4042 6352
Date of Incorporation
Book Closure
- 4 May 2007
Payment
- 24 May 2007
Quarterly Results
Announcement
1st Quarter
- 17 May 2007
2nd Quarter
- 14 August 2007
3rd Quarter
- 22 November 2007
4th Quarter
- 21 February 2008
15 September 1984
Annual Report 2007
17
SHARE PRICE
Stock Code: 6599
Stock Name: AEON
2007
Jan
Feb
Mar
Apr
High (RM)
7.40
8.70
8.60
9.50
Low (RM)
7.00
7.30
7.90
8.30
Volume (‘000)
May
Jun
Jul
10.30 10.30
9.25
9.60
9.40
9.10
Aug
Sep
10.30 10.50
9.10
9.80
Oct
Nov
Dec
10.60 10.30 10.90
9.50
9.60 10.00
3,859.6 1,671.7 1,116.0 383.5 1,528.5 627.5 1,781.2 1,857.1 778.1 1,212.1 844.7 441.0
REVENUE
RM million
2,886.2
3,000
2,750
2,500
2,250
1,962.4
2,000
1,941.4
1,784.6
1,750
1,523.8
1,500
1,250
Financial Year
Feb’ 04
Feb’ 05
Feb’ 06
Dec’ 06
Dec’ 2007
(10 months)
PROFIT ATTRIBUTABLE TO SHAREHOLDERS
RM million
120
103.2
110
105.1
100
90
73.2
80
70
63.6
64.2
Feb’ 04
Feb’ 05
60
50
40
30
20
10
Financial Year
Feb’ 06
Dec’ 06
(10 months)
18
Annual Report 2007
Dec’ 2007
FIVE YEARS FINANCIAL HIGHLIGHTS
31/12/07
31/12/06
(10 months)
RM’000
28/2/06
28/2/05
29/2/04
RM’000
RM’000
RM’000
2,886,220
1,941,431
1,962,445
1,784,564
1,523,781
2,640,341
1,763,283
1,807,753
1,648,475
1,406,242
245,879
178,148
154,692
136,089
117,539
Profit before tax
159,006
140,741
112,198
99,010
96,288
Profit after tax
105,176
103,246
73,204
64,247
63,588
Net dividend
29,098
20,498
18,954
15,163
12,636
1,069,027
942,252
845,248
628,950
575,673
126,365
127,269
126,008
127,385
117,177
1,075
1,075
1,075
175
175
526,007
367,777
239,161
258,336
259,344
1,722,474
1,438,373
1,211,492
1,014,846
952,369
175,500
175,500
175,500
175,500
87,750
Revaluation reserve
32,700
33,217
33,648
34,165
34,682
Share Premium
20,609
20,609
20,609
20,609
108,488
Retained earnings
562,012
476,817
392,094
333,536
281,408
Total equity attributable to
shareholders of the company
790,821
706,143
621,851
563,810
512,328
23,829
29,113
29,281
24,429
24,322
907,824
703,117
560,360
426,607
415,719
1,722,474
1,438,373
1,211,492
1,014,846
952,369
Net earnings per share (sen)
59.9
58.8
41.7
36.6
*36.2
Gross dividend per share (%)
**21
16
15
12
20
4.51
4.02
3.54
3.21
5.84
RM’000
INCOME STATEMENT
Revenue
Retailing
Property Management Services
BALANCE SHEET
Assets
Property, plant and equipment
Prepaid lease payment
Investments
Current assets
Total assets
Equity
Share capital
Liabilities
Deferred tax liabilities
Current liabilities
Total equity and liabilities
STATISTICS
Net assets per share (RM)
* Earnings per share has been calculated based on the number of ordinary shares of 175,500,000. Comparative earnings per
share information has been restated after adjusting for the bonus issue undertaken by the Company.
** Gross dividend per share is inclusive of the 4% special tax exempt dividend.
Annual Report 2007
19
BOARD OF DIRECTORS
(Seated from left to right)
(Standing from left to right)
Mr. Tsutomu Kajita
Non-Independent Non-Executive
Vice Chairman
Independent Non-Executive Director
Dato’ Abdullah bin Mohd Yusof
Non-Independent Non-Executive
Chairman
Mr. Nagahisa Oyama
Managing Director
Non-Independent Non-Executive Director
Mr. Naruhito Kuroda
20
Annual Report 2007
DIRECTORS’ PROFILES
Dato’ Abdullah bin Mohd Yusof (69)
(Malaysian) Non-Independent Non-Executive Chairman
Dato’ Abdullah bin Mohd Yusof was appointed the Chairman of AEON CO. (M) BHD. on 26 October 1984. He holds
a Bachelor of Law (Honours) from University of Singapore, which he obtained in 1968. He has more than thirty five (35)
years of experience as an Advocate & Solicitor. He started his career with Skrine & Co., as a Legal Assistant in 1968
before starting his own partnership under the name of Tunku Zuhri Manan & Abdullah, Advocates & Solicitors in 1969 and
subsequently renamed the law firm to Abdullah & Zainuddin, Advocates and Solicitors. He sits on the Board of Directors
of MMC Corporation Berhad, Zelan Berhad, Tradewinds Corporation Berhad and AEON Credit Service (M) Berhad, all
of which are companies listed on Bursa Malaysia Securities Berhad. He also sits on the Board of Directors of THR Hotel
(Selangor) Bhd and several private limited companies. He is a member of the Remuneration & Nomination Committee of
the Board. Dato’ Abdullah bin Mohd Yusof has attended all the seven (7) Board meetings held in the financial year. He
holds 268,000 ordinary shares directly in the Company and 786,900 ordinary shares indirectly in the Company.
Mr. Tsutomu Kajita (54)
(Japanese) Non-Independent Non-Executive Vice Chairman
Mr. Tsutomu Kajita was appointed Non-Executive Director of AEON CO. (M) BHD., on 16 May 2007 and appointed as
Non-Executive Vice Chairman on 14 August 2007. He holds a MBA from Babson College, Massachusetts, USA. He joined
Mitsubishi Corp, Japan as an Assistant Manager in the Exporting Power System Group in 1979 and in 1985 as Manager,
Power System Development. In 1989 he joined Diamond Energy Inc. Los Angeles, USA, a subsidiary of Mitsubishi Corp., as
Vice President and in 1993 he was transferred to be Assistant General Manager of Power & Traffic Project Development. In
2000, he became Executive Vice President & Treasurer of Diamond Generation Corporation and joined Ripplewood Holdings,
L.L.C., New York in 2002 as Senior Advisor. Mr. Tsutomu Kajita joined ÆON Co., Ltd., Japan as General Manager, Mergers
& Acquisitions of International Operation Division in 2005 and is now the Senior Vice President, International Operations of
ÆON Co., Ltd., Japan. He is the Chairman & Representative Director of Warner Mycal Corporation, President of AEON
(USA), Inc. and sits on the Board of 9 ÆON Companies worldwide. Mr. Tsutomu Kajita is also the Chairman of the Nomination
and Remuneration Committees of the Board. Mr. Tsutomu Kajita has attended two (2) out of four (4) Board meetings held during
his term of office in the financial year. He does not hold any shares in the Company.
Mr. Nagahisa Oyama (53)
(Japanese) Managing Director
Mr. Nagahisa Oyama was appointed the Managing Director of AEON CO. (M) BHD. on 22 June 2005. He holds a
Bachelor's Degree in Business Management from Kinki University, Japan, which he obtained in 1977. He joined ÆON
Co., Ltd. in 1977 as a Management Trainee and was promoted to be Softline Merchandiser in 1980. He was seconded
to Siam JUSCO, Thailand to set up the GMS Merchandising Division. Following his appointment at Siam JUSCO,
Thailand, from 1989 to 1991, he was promoted to General Manager of Tonami Regional Shopping Centre in 1991.
Mr. Oyama was next appointed as the General Manager of Kaga Regional Shopping Centre in 1996. He served as
General Manager of Kochi Regional Shopping Centre from 2000 to 2002. In 2002, he was promoted to Regional
General Manager of Higashi Mikawa and Shizuoka Prefecture, Japan, where he was in charge of the overall planning,
opening and operations of three (3) new Regional Shopping Centres and the operations of seven (7) existing Regional
Shopping Centres in the Shizuoka Prefecture. Mr. Nagahisa Oyama has attended all the seven (7) Board meetings held
in the financial year. He does not hold any shares in the Company.
Datuk Ramli bin Ibrahim (67)
(Malaysian) Non-Independent Non-Executive Director
Datuk Ramli bin Ibrahim was appointed Non-Executive Director of AEON CO. (M) BHD. on 20 August 1996. He is a
member of the Malaysian Institute of Accountants and a Fellow of the Australian Institute of Chartered Accountants. He was
attached to KPMG Peat Marwick (now known as KPMG) in Australia, United Kingdom and Malaysia from 1959 to 1995.
He was appointed a Partner of KPMG Malaysia in 1971. In 1989, he was made the first bumiputera Senior Partner of
KPMG Malaysia. He also served on the Boards of KPMG International and KPMG Asia Pacific from 1990 to 1995. He
retired from KPMG Malaysia in 1995. From December 1995 to December 2000, he served as the Executive Chairman of
Kuala Lumpur Options & Financial Futures Exchange Berhad. Currently, he sits on the Board of Directors of Ranhill Berhad,
Measat Global Berhad, BCT Technology Berhad, AEON Credit Service (M) Berhad and several other unlisted public and
private limited companies including HSBC Bank Malaysia Berhad and Yayasan Tuanku Syed Sirajuddin. He is also a
member of the Audit and Remuneration Committees of the Board. Datuk Ramli bin Ibrahim has attended six (6) out of seven
(7) Board meetings held in the financial year. He holds 280,000 ordinary shares indirectly in the Company.
Note: Save as disclosed in this annual report, all the Directors mentioned on page 21 to 22 have no conflicts of interest with AEON CO. (M) BHD. or any family relationship with any Director and/or substantial shareholder nor have
they any convictions for offences within the past 10 years, except for traffic summons, if any.
Annual Report 2007
21
DIRECTORS’ PROFILES
Brig. Jen (B) Dato’ Mohamed Idris bin Saman (63)
(Malaysian) Independent Non-Executive Director
Brig. Jen (B) Dato’ Mohamed Idris bin Saman was appointed Non-Executive Director of AEON CO. (M) BHD. on 16
June 2000. He holds a Post Graduate Diploma in Management Studies from the Slough College, United Kingdom which
he obtained in 1980. He was a graduate of the Air Command & Staff College, Maxwell, USA and the Armed Forces
Defence College, Kuala Lumpur. He joined the Royal Malaysian Air Force as a Pilot Officer and served for thirty-five (35)
years, in various executive positions within its Logistic Branch. He retired from the Royal Malaysian Air Force in 2000 as
Assistant Chief of the Air Force (Material). He is a Director of Affin Fund Management Bhd. He is also a Fellow of the
Malaysian Institute of Logistics. Brig. Jen (B) Dato’ Mohamed Idris bin Saman is a member of the Audit and Nomination
Committees of the Board. Brig. Jen (B) Dato’ Mohamed Idris bin Saman has attended all the seven (7) Board meetings held
in the financial year. He does not hold any shares in the Company.
Datuk Zawawi bin Mahmuddin (62)
Datuk Zawawi bin Mahmuddin was appointed Non-Executive Director of AEON CO. (M) BHD. on 23 July 2001. He
holds a Bachelor of Arts (Honours) Degree from the University of Malaya, which he obtained in 1968. Datuk Zawawi
joined the Administrative and Diplomatic Service and began his career as an Administrative Officer in the Ministry of
Transport in 1968. From 1970 to 1975 he served as private secretary to the Deputy Prime Minister and thereafter held
various positions in the Cabinet Secretariat of the Prime Minister’s Department from 1975 to 1990. His subsequent
appointments were as follow:- Federal Secretary in Sarawak (1990 – 1992), Deputy Secretary General 1, Ministry of
Home Affairs (1992 – 1994), Secretary General, Ministry of Information (1994 – 2000). Datuk Zawawi was formerly on
the Board of Syarikat Explosive Malaysia Sdn. Bhd. (SME), National Film Development Corporation (FINAS), Governing
Council, Bernama and Sukom Ninety Eight Bhd. Besides being Chairman of Northport Distripark Sdn. Bhd., he also sits
on the Board of a few private limited companies. He is also a member of the Nomination Committee of the Board. Datuk
Zawawi bin Mahmuddin has attended all the seven (7) Board meetings held in the financial year. He does not hold any
shares in the Company.
Dato’ Chew Kong Seng (70)
Dato’ Chew Kong Seng was appointed Non-Executive Director of AEON CO. (M) BHD. on 23 July 2001. He is a Fellow
of Institute of Chartered Accountants in England and Wales, a Member of the Malaysian Institute of Accountants and the
Malaysian Institute of Certified Public Accountants. He was a tax officer in the Inland Revenue Department in the United
Kingdom and then joined Stoy Hayward & Co. in the United Kingdom from 1964 to 1970. He returned to Malaysia
and joined Turquand Young & Co. (now known as Ernst & Young) and was subsequently transferred to Sarawak office as
Manager in-charge and later as Partner in-charge. He was appointed as the Managing Partner of Ernst & Young from 1990
to 1996. Currently, Dato’ Chew Kong Seng is a Director and Audit Committee Chairman of Petronas Dagang Berhad,
Industrial Concrete Products Bhd, PBA Holdings Berhad and Bank of America Malaysia Berhad, as well as a Director and
a member of the Audit Committee of Petronas Gas Berhad and GuocoLand (Malaysia) Berhad. He is also a Director of
Encorp Berhad and Great Wall Plastic Industries Berhad. Dato’ Chew Kong Seng is the Chairman of the Audit Committee
and a member of the Nomination Committee of the Board. Dato’ Chew Kong Seng has attended all the seven (7) Board
meetings held in the financial year. He does not hold any shares in the Company.
Mr. Naruhito Kuroda (45)
(Japanese) Non-Independent Non-Executive Director
Mr. Naruhito Kuroda was appointed Non-Executive Director of AEON CO. (M) BHD., on 16 May 2007. He holds a
Bachelor’s Degree in English Literature from Kansai University of Foreign Studies, Japan, which he obtained in 1984. He
joined ÆON Co., Ltd. in 1984 and was transferred to AEON Credit Japan of Marketing and subsequently seconded to
AEON Credit Service (Asia) Co., Ltd. Hong Kong, as a Senior Manager. In 1995 he was appointed a director of AEON
Thana Sinsap (Thailand) PLC and also the Deputy Managing Director of ACS Capital Corporation, which he held from
1998 to 1999. Mr. Naruhito Kuroda was appointed a Director of AEON Credit Service (ASIA) in Hong Kong in 1999
and appointed the Managing Director of AEON Credit Service (M) Berhad in 2001. He currently sits on the Board of
Directors of PT AEON Credit Service Indonesia. Mr. Naruhito Kuroda has attended all the four (4) Board meetings held
during his term of office in the financial year. He holds 16,000 ordinary shares directly in the Company.
22
Annual Report 2007
SENIOR MANAGEMENT
(Seated from left to right)
(Standing from left to right)
Ms. Audrey Lim Suan Imm
Assistant General Manager Marketing
Mr. Poh Ying Loo
General Manager Finance
Puan Nur Qamarina Chew
General Manager New Business Development
Mr. Tomio Yokoyama
Assistant General Manager SC Development
Mr. Nagahisa Oyama
Managing Director
Tuan Hj. A. Rashid Hj. Adam
General Manager Corporate Affairs
Puan Noryahwati Mohd. Noh
General Manager Human Resource,
Administration and Security, Safety & Health
Lt. Col (R) Yaacob bin Mahmud
General Manager Supply Chain Management
Ms. Chong Swee Ying
General Manager Store Operations
Mr. Takanori Yonezawa
Assistant General Manager Human Resource -Special Task
Mr. Mitsuru Nakata
Assistant General Manager Merchandising
Annual Report 2007
23
CHAIRMAN’S STATEMENT
a sales and leaseback transaction which if excluded would
have resulted in a profit after tax growth of 16.7% over the
previous financial period. These splendid results contributed
to higher earnings per share of 59.9 sen for the year. In
addition, AEON’s balance sheet as at 31 December 2007
remained healthy with no gearing and a net asset value of
RM4.51 per share.
REVIEW OF OPERATIONS
2007 was indeed a good year for the economy of Malaysia
and consequently the retail industry. Consumption related
measures and events such as Visit Malaysia Year 2007 and
salary hike for civil servants boosted further growth of the
retail industry.
On behalf of the Board of Directors, I am pleased to
present AEON CO. (M) BHD.’s (AEON) Annual Report and
Audited Financial Statements for the financial year ended 31
December 2007.
For this year, the retail sales of AEON contributed RM2.640
billion to the total revenue. The growth of 24.8% in retail
sales over the previous corresponding period of January to
December 2006 was contributed by both the existing same
stores growth of 10.1% as well as contribution of 12.3% from
the new JUSCO stores at Taman Equine, Cheras Selatan and
Queensbay, all of which operated for a full year in 2007.
The year also saw the opening of two new stores at Bandar
Sunway and Bukit Tinggi, Klang on 29 September 2007
and 24 November 2007 respectively and they contributed
about 2.5% to the total retail sales.
FINANCIAL REVIEW
For the financial year under review (the year), AEON achieved
yet another good set of results owing to the continuing good
performance from its core business of retailing and property
management services. For the twelve months ended 31
December 2007, AEON achieved revenue of RM2.886
billion which is 48.7% higher than that of the previous
corresponding financial period from March to December
2006 which was a shorter period due to the change in
accounting year end from February to December. Comparing
on the same period basis, the revenue of RM2.886 billion is
24.7% higher when compared to the previous corresponding
period from January to December 2006.
The strong revenue growth had enabled AEON to also
register a strong profit before tax of RM159.0 million and a
profit after tax of RM105.2 million for the year. These profits
represent increases of 12.9% and 1.8 % respectively from
the profits before tax of RM140.7 million and profit after
tax of RM103.2 million recorded in the previous financial
period of March to December 2006. However the previous
financial period’s profits had also included a gain of RM33.9
million from the disposal of its Kinta City Shopping Centre in
24
Annual Report 2007
The performance of the existing stores was also good.
JUSCO stores in Taman Maluri, Wangsa Maju, Melaka,
Ipoh, Permas Jaya, Bandar Utama, Bandar Baru Klang and
Bandar Puchong, recorded higher growth of between 5.0%
to 10.0% over the previous corresponding period whereas
newer JUSCO stores at Metro Prima, Seremban 2 and
Tebrau City recorded even stronger growth from 13.1% to
16.9%. JUSCO Mid Valley and JUSCO Taman Universiti,
which underwent renovation in 2006 and did not operate in
full in the previous corresponding period, registered 17.0%
and 21.0% growth respectively for the year.
To further tap into and create a niche in providing convenience
shopping to identified neighbourhood areas, AEON had
also during the year further opened three new supermarkets
at Kota Kemuning, Desa ParkCity and Ampang, all of which
are located within highly populated residential areas. These
new supermarkets together with the existing supermarkets
at Damansara Damai and Pearl Point shopping centre offer
varieties of groceries, perishables, fresh produce, bakery and
delicatessen. Although the contribution of these supermarkets
are still marginal, AEON considers their role as important
in complementing its existing stores and to enable AEON
to further establish itself in food and related sector of the
retail industry. The supermarkets have been rebranded from
D’Hati to MaxValu, to project maximum value for the goods
and services offered. MaxValu is also the name of AEON
Group of Japan’s supermarket chain.
AEON’s property and management services also continued
to do well for the year. AEON with its well managed shopping
centres that provides good tenant mix, undoubtedly attract
and retain tenants as was evidenced by the high level of
average occupancy rate of 99 % for its shopping centres.
The property management services have achieved revenue
of RM245.9 million, an impressive growth of 16.5% against
the previous corresponding period of January to December
2006. Same shopping centres basis showed growth of 5.2%
for the year whereas the new shopping centres at AEON
Taman Equine Shopping Centre and AEON Cheras Selatan
Shopping Centre, which operated throughout the year,
contributed 9.3% to the growth. In November 2007, AEON
opened its 14th shopping centre at Bukit Tinggi, Klang which
is the largest AEON shopping centre in Malaysia offering
approximately 745,000 square feet of net lettable area and
is expected to contribute significantly to the growth of AEON
in the years to come.
During the year, AEON purchased two parcels of land at
Ampang, Kuala Lumpur and Bukit Indah, Johor Bahru for
the purpose of constructing thereon a shopping centre each.
Construction of the shopping centres is currently in progress
and is expected to be completed by end of 2008 or beginning
of 2009. AEON is also currently waiting for the completion
of another shopping centre in Seberang Prai, Penang, which
AEON will lease from the owner. The shopping centre in
Seberang Prai is expected to be opened for business before
the end of 2008.
CORPORATE SOCIAL RESPONSIBILITY
Rapid economic development and urbanisation have
inevitably sacrificed our natural environment causing serious
consequences of global warming and climate change
phenomenon. These issues have prompted AEON to play its
part in preserving the natural environment and contribute to
making our world a better place to live in.
To this end, “Planting the Seeds of Growth to Serve Our
Community” is a continuous mission for AEON Group
to preserve the environment in which we live in through
planting of trees. During the year, AEON together with
Jabatan Perlindungan Hidupan Liar dan Taman Negara
(Perhilitan) carried out tree planting activities at Paya Indah
Wetlands whereby approximately 755 trees were planted.
5,000 trees were planted at a tree planting ceremony at
AEON Bukit Tinggi Shopping Centre at which the staff of
AEON, invited guests, school children and local community
participated. Tree planting ceremony is a traditional
ceremony which has been practised by AEON before each
new shopping centre opening. AEON has since planted
more than 310,000 seedlings around its shopping centres
throughout the country.
Apart from tree planting activities, AEON has also organised
a series of community services such as educational visits by
school children to JUSCO, visiting orphanages, recycling
projects, blood donations drives and other community projects
in which staff of AEON and local residents participated.
These activities will continue to be carried out by AEON with
the objective of fostering a spirit of cooperation and helping
one another among the local community.
AEON has also contributed to the Reduction of CO2
Emmission to the Environment through the implementation
of energy saving systems at some of its outlets to reduce
electricity consumption and also the use of bio degradable
plastic bags at its outlets since 2004 which further reflect
AEON’s drive and commitment to make the environment a
much more friendlier place for the future generations.
During the year, “WITH ALL OUR HEARTS” Malaysian JUSCO
Foundation, a charitable foundation which AEON supports
which involves in fund-raising activities and events for the
benefit of all underprivileged children, has successfully raised
more than RM750,000 through its annual Charity Gala Dinner.
The objectives of the fund raising event were, among others,
to set up a second welfare home “Rumah Tunas Harapan” to
provide shelter for underprivileged children. Donations were
also made to various other deserving causes.
AEON always takes the lead and looks for sustainable
initiatives to encourage greater participation from the
communities in supporting activities such as preserving
the natural environment, charitable events and community
services, thereby propagating positive effects on AEON’s
corporate social responsibility.
Annual Report 2007
25
PROSPECTS AND CHALLENGES
Despite concerns of impact on our economy from external
factors such as impending US economy slowdown, fuel prices
and other geopolitical factors, the outlook of our economy
remains positive with the expected growth to be driven mainly
by the domestic demand and private consumption. The series
of economic initiatives by the government such as the Ninth
Malaysia Plan and the economic corridors are also expected
to further spur our economy.
While the economy is expected to remain stable, the coming
year will still be very challenging for AEON as it grows in
size and the competition increases. The opening of new
hypermarkets and the expansion of existing and opening
of new malls with new formats and themes further increases
competition in the retail industry.
To this end, AEON with its established presence and brand
name continues to formulate plans and measures to respond
to competition and changing consumer tastes and demands
through enhancing its competitive edges in customer
services, merchandise assortments and pricing, shopping
centre ambience and good tenant mix. Renovation plans are
also in hand to refurbish the existing stores and shopping
centres in order to provide customers with new and fresh
environment and ensure that every shopping experience is full
of excitement and joy.
a special tax exempt dividend of 4%, for the year ended
31 December 2007 at the forthcoming Annual General
Meeting.
ACKNOWLEDGEMENT
During the financial year ended 31 December 2007, AEON
bade farewell to three of its directors, namely Mr. Toshiji
Tokiwa, the Non-Executive Vice Chairman, Mr. Tatsuichi
Yamaguchi, the Non-Executive Director and Mr. Masato
Yokoyama, the Executive Director. On behalf of the Board, I
would like to take this opportunity to thank Mr. Toshiji Tokiwa,
Mr. Tatsuichi Yamaguchi and Mr. Masato Yokoyama for their
contribution in strengthening the position of AEON as the
leading retailer in Malaysia.
On behalf of the Board, I would also like to welcome our new
directors, Mr. Tsutomu Kajita as Non-Executive Vice Chairman
and Mr. Naruhito Kuroda as Non-Executive Director. I strongly
believe that with their vast experiences, AEON will achieve
even greater heights in the years to come.
I would also like to express my gratitude to the management
and staff for their untiring and relentless efforts in steering
AEON throughout the challenging years. Finally, I would
also like to thank our valued customers, business associates,
bankers, government authorities and our valued shareholders
for their continuous support.
On its expansion plan, AEON will be opening two stores
in the coming year at Seberang Prai, Penang and Ampang,
Selangor. Besides, more strategic locations within the
neighbourhood will be identified for expansion of its MaxValu
supermarkets to further establish itself in the food and related
sector category.
DIVIDEND
The Board of Directors is recommending for your approval,
a first and final dividend of 17% less 26% income tax and
26
Annual Report 2007
Chairman
REVIEW OF OPERATIONS
The Malaysian economy has further strengthened in the year
2007, by registering a growth of 6.3%, as compared with
the 5.9% growth in the previous year. The strong growth
was due to the robust domestic demand, driven by strong
private consumption spending and investment activities.
This is evidenced through the growth in the services sector
which registered double digit growth in the wholesale,
retail trade, accommodation and restaurant as well as the
finance, insurance, real estate and business services sub
sectors. A slew of domestic initiatives like the Ninth Malaysia
Plan, economic corridors, private finance initiatives and
incentives for the property market had further allowed the
domestic economy to withstand external uncertainties such
as the US sub prime issue, high oil price and domestic
inflation worries.
In line with the economic growth and buoyant consumer
spending, AEON has also achieved an impressive set of
results for both its core business activities of retail sales
and property management services. Total revenue for the
financial year ended 31 December 2007 was RM2.886
billion, representing a growth of 24.7% above the previous
corresponding period from January to December 2006. The
retail sales segment posted RM2.640 billion whereas the
property management services registered RM245.9 million
in revenue for the year under review (the year).
Annual Report 2007
27
RETAIL SALES
Amidst the competitive challenges in the retail sector which
saw several new shopping malls open during the year,
the retail sales of AEON, assisted by good marketing
strategies, continues to record envious results. The retail
sales of RM2.640 billion represented an increase of 24.8%
over the previous corresponding period from January to
December 2006.
The growth in retail sales came from the continuing good
performance of the existing stores, the contributions of stores
that opened in 2006 and operated for a full year in 2007,
as well as contributions of new stores that opened in 2007.
Same store growth when comparing against previous
corresponding period of January to December 2006 was
10.1%, with the existing individual store’s performance
growth ranging from 5% to 21%. JUSCO stores in Taman
Maluri, Melaka, Wangsa Maju, Bandar Utama, Bandar
Baru Klang, Ipoh and Bandar Puchong recorded growth
of between 5% to 10%. JUSCO stores at Metro Prima,
Seremban 2 and Tebrau City, whose growth was further
assisted by the completion of the infrastructure and housing
developments around the respective stores recorded growth
of between 13% to 17%. JUSCO stores at Mid Valley and
Taman Universiti, both of which underwent refurbishment
in the previous year for a fresher and more attractive look,
registered growth of 17% and 21% respectively in the year.
JUSCO Permas Jaya which was successfully refurbished in
2007 into a family oriented store with an amusement centre
for kids registered growth of 5% despite the disruptions in
business during the renovation.
28
Annual Report 2007
JUSCO stores in Taman Equine, Queensbay and Cheras
Selatan, all of which were opened in the previous financial
period and operated for a full year in 2007, performed
with commendable results, contributing about 3% to 5%
each to the total retail sales.
Though the contribution is still marginal, the growth in retail
sales was also contributed by the MaxValu supermarkets
whose combined total sales was approximately RM30.0
million in the year. MaxValu supermarkets, the brand name
which originates from AEON Group’s supermarket chain in
Japan, offer customers a wide range of quality and affordable
daily necessities such as vegetables, local and imported fruits,
frozen food, daily products, dry grocery items, household
goods and stationery, under the concept of “convenience
neighbourhood store”. The supermarket was rebranded
from “D’HATI” to “MaxValu” in January 2008. There are five
MaxValu supermarkets in operation by the end of 2007 with
three new MaxValu stores located at Kota Kemuning, Desa
ParkCity and Ampang. These new supermarkets provide
opportunities for the Company to further establish itself in the
food and household necessities sector.
During the year, the Company also opened two new
stores in Bandar Sunway and Bukit Tinggi, Klang on 29
September 2007 and 24 November 2007 respectively.
JUSCO Bandar Sunway, covering approximately 225,000
square feet, is the anchor tenant in the newly opened,
expanded second phase of Sunway Pyramid Shopping
Centre. JUSCO Bukit Tinggi, which occupies a net lettable
space of approximately 300,000 square feet is the anchor
tenant in AEON Bukit Tinggi Shopping Centre, the largest
shopping centre that the Company manages in Malaysia.
The opening of these two new stores has enabled the
Company to strengthen its penetration in residential areas
with high disposable income and strong spending power.
The Company continuously looks for innovative sales
strategies to attract customers to shop in its stores and
supermarkets. Towards this objective, the Company always
ensures that it is quick to respond to the ever-changing
customers’ needs and wants through its services, selling floor
and merchandise management. In addition, the Company
took measures to further promote its private brands during
the year among others, are Jusco Selection, Orange Sorbet
and Crème. More Jusco Selection assortments of household
staples and groceries which offer quality and value-formoney, and more fashion collections of Orange Sorbet and
Crème were introduced. In response to customers’ changing
lifestyles aimed towards health and beauty consciousness,
the Company had also in the year, expanded and innovated
its health and beauty care category into a new separate
division called AEON Wellness in order to provide the best
quality and widest selections of health and beauty products
such as nutritional supplements, medical equipment, dental
care products, traditional and modern medicines; all
essential items necessary for optimal health and beauty
fulfillment available at affordable prices to the customers.
It offers customers the convenience of a unique health and
beauty service program available under one roof.
Annual Report 2007
29
In its continuous efforts to provide a clean and hygienic
shopping environment for its customers especially with
regards to its foodcourt, bakery, delicatessen, respective
kitchens, backrooms and processing centres, the year
also witnessed the Company’s selected stores embarking
on a mission to achieve the Hazard Analysis & Critical
Control Point (HACCP) certification, to put the Company’s
selected supermarkets’ food quality system on par with the
international standard in food safety compliance. In 2008,
JUSCO supermarkets at Taman Maluri and Taman Equine,
and also the AEON Central Kitchen, were granted the
HACCP certification by SGS, the international certification
body, through its Malaysian office, SGS (Malaysia) Sdn
Bhd. This is an excellent and proud achievement for the
Company for it marks the first for a retailer in Malaysia to
be granted such a certification.
Besides hygiene, the Company continued to emphasise
on its customer service and merchandise assortment to
differentiate itself from the competition. Through its “Show
& Tell Cashier Contest”, an annual contest which provides
customers the opportunity to nominate the best cashier,
the attitude of good customer service is inculcated into
the cashiers to always ensure that they provide prompt,
courteous, personalised and reliable services to all customers
at all times. The “5 Star Campaign”, another innovative
customer service campaign, was also carried out in the
year to remind all staff on the importance of having a highlevel of awareness and positive attitude towards customer
service. The efforts to enhance and maintain consistent
level of customer service had enabled the Company to win
numerous awards. In the year under review, the Company
received the Silver Award in the prestigious “2007 Retail
Asia Pacific Top 500 Award”. In the same year, JUSCO
stores of Taman Maluri, Permas Jaya and Queensbay also
received the “Customer Choice Shop 2007/2008 Award”
organised by the Ministry of Domestic Trade and Consumer
Affairs.
The Company’s loyalty program continued to be a major
marketing tool with the membership reaching approximately
700,000 members for the year. On average, J CARD
members contributed about 60% of the monthly retail sales.
J CARD Members’ Days and J CARD Privilege Shopping
Days continue to be favoured shopping days as members
look forward to enjoying the privilege of shopping with
special discounts at all JUSCO stores. The number of J CARD
members is expected to grow in tandem with the expansion
and growth of JUSCO stores and MaxValu supermarkets.
PROPERTY MANAGEMENT SERVICES
The year under review was a very challenging year for
the property management services division of the Company
with increased in shopping space from the opening of new
shopping centres and expansion of existing ones. The new
and expanded shopping centres also bring new thematic
30
Annual Report 2007
concepts to entice customers and tenants alike. Despite
such challenges, the Company continued to record strong
and steady growth in its property management services.
For the financial year ended 31 December 2007, the
Company’s property management services division has
registered an income of RM245.9 million, which is 16.5%
above the previous year’s performance of January to
December 2006. Besides the impressive same shopping
centres growth of 5.2%, the high growth was also due to
the full year operation of its shopping centres in Taman
Equine and Cheras Selatan.
During the year, AEON added another shopping centre to
its property management services division with the opening
of AEON Bukit Tinggi Shopping Centre on 24 November
2007. AEON Bukit Tinggi Shopping Centre which has
a net lettable space of approximately 745,000 square
feet, houses about 200 tenants and more than 5,000 car
parking bays, is the largest shopping centre operated by the
Company in Malaysia. Besides having the JUSCO general
merchandise store and supermarket as its anchor tenant,
AEON Bukit Tinggi Shopping Centre has also attracted
exclusive tenants, amongst which are Harvey Norman,
MNG, Guess, Esprit, Padini Concept Store, Bonia and TGV
Cinemas. With the varied retail-mix planning, AEON Bukit
Tinggi Shopping Centre has been enjoying good stream of
customers since the shopping centre opened.
In order to continually attract customers to patronise
its shopping centres and to cater to higher expectations
and demands, the Company constantly reviews its tenant
mix, carries out refurbishment and maintenance works on
its shopping centres as well as continuously strategises to
create memorable shopping experiences for its customers
through excellent customer service, comfort and ambience
coupled with exciting events throughout the year.
PROSPECTS AND CHALLENGES
While there are concerns over the impact on the economy
from external factors such as the US economy, fuel prices
and other geopolitical factors, Malaysia’s economy is
expected to remain stable and resilient in the coming year
Annual Report 2007
31
against these external factors, mainly due to sustainable
domestic demands and private consumption amidst the
various economic measures put in place by the Government
such as the Ninth Malaysia Plan and the economic corridors
which will ensure the economic outlook remains positive for
the country.
For the Company, the new financial year will be a challenging
year as it seeks to continue its growth in strength and size
in an increasingly competitive environment which has
witnessed development and opening of new hypermarkets
and malls with different varieties, formats and themes.
32
Annual Report 2007
Despite these, the Company is confident that with its
established brand name and presence, competitive edges
and expansion plans, it will be able to continue to enjoy
growth in the coming year. The Company continuously
strives to ensure that it maintains its operational efficiency
and its ability to respond quickly to customers’ needs and
desires as well as the increasing competition. To this end,
customer services and conveniences, good ambience
environment, merchandise assortments and pricing remain
utmost priorities for the Company’s business besides core
areas such as human resource and information technology
development. On its private brands, the Company seeks to
continue developing and promoting its in-house brands of
Jusco Selection, and specialty shops such as ti:
zed, Orange Sorbet and Jeans Studio in order
to increase the awareness of customers on these
brands which are high in quality yet available
at affordable prices. The Company is looking
into innovative ideas to enhance the benefits
of J CARD memberships including tie-ups with
more business associates so as to continuously
enhance customer loyalty and distinguish the
Company from its competitors.
On its property management division, besides
ensuring safety, security and comfortable
shopping centres for the tenants and customers
alike, the Company will also be increasing
its efforts to develop suitable promotions and
events for each of its shopping centre in entirety.
Reorganisation of the tenants and tenant mix
including new categories of business will also
be carried out so as to ensure that its tenant mix
is always attractive for the shoppers.
On its expansion plan, the Company aims to
further establish its presence in new locations
and townships besides Klang Valley with new
and more ecologically friendly shopping centre
formats. In the coming year, the Company had
targeted to open at least two new shopping
centres. AEON Seberang Prai City Shopping
Centre which the Company will lease from the
owner and manage entirely is expected to be
completed before the end of 2008. AEON
AU2 Shopping Centre, which is currently under
construction on a land which the Company
purchased during the year, is expected to open
by the end of 2008. The shopping centre in Bukit
Indah, Johor Bahru is expected to be completed
by the first quarter of 2009. The Company is
also currently seeking more potential locations to
expand its MaxValu supermarket operations.
With the expansion and increasing number of
outlets, the Company is confident it will be able
to achieve its aim of being the retailer of choice
for the consumers in terms of merchandising
depth and breadth as well as quality of the
overall shopping experience.
Annual Report 2007
33
STATEMENT ON CORPORATE GOVERNANCE
Board Responsibilities
The Board of Directors, in recognising the importance of
corporate governance, is committed to ensuring that the
Company’s business and operations are in line with the
principles and best practices advocated in the Malaysian
Code on Corporate Governance.
The Board of Directors assumes responsibilities in corporate
governance and has established various processes and committees
to assist the Board in discharging of these responsibilities. Among
others, the Company’s strategies and directions, shareholders and
investors’ relationship, annual budget, major capital expenditure,
significant financial matters, and the adequacy and integrity
of internal controls including risk assessment are within the
responsibilities of the Board of Directors.
The following paragraphs set out the Company’s application
of the principles and best practices of the Malaysian Code on
Corporate Governance.
A) Directors
Board Balance
The Board of Directors consists of eight (8) members; comprising
one (1) Non-Executive Chairman, one (1) Non-Executive Vice
Chairman, one (1) Executive Director, and five (5) Non-Executive
Directors. Of the five (5) Non-Executive Directors, three (3) are
Independent Directors.
Dato’ Chew Kong Seng is the Senior Independent NonExecutive Director to whom concerns on matters relating to
corporate governance of the Company could be conveyed to.
No
34
The Directors bring a wide range of expertise and experience
in various fields such as economics, public services,
accounting and finance, legal, human resource, banking,
marketing, taxation, general management, retail management
and property management services. All Board members
participated and deliberated on the issues and matters
affecting the Company.
The profile of each Director is presented on page 21 to page
22 of the Annual Report.
Supply Of Information
The Company Secretary ensures that all Board meetings are
furnished with proper agendas. Board papers and reports
providing updates on financial, operational and corporate
developments including matters such as the Company’s
corporate social responsibility program and staff welfare matters
are circulated prior to the meetings to all Directors for them to
discharge their duties effectively. The Directors have full access to
the advice and services of the Company Secretary. In addition,
the Directors, if necessary, may also seek professional advice,
at the Company’s expense. The Directors may also consult
the Chairman and other Board members prior to seeking any
independent professional advice. The proceeding of meetings
were properly recorded by the Company Secretary.
Board Meetings
The Board met seven (7) times during the financial year ended
31 December 2007. The details of attendance of each Director
at the Board meetings held during the financial year are as the
table below: -
Name of Directors
Number of meetings attended/
held during the Director’s term in office
1
7/7
2
Mr. Tsutomu Kajita (appointed on 16 May 2007)
2/4
3
Mr. Nagahisa Oyama
7/7
4
6/7
5
7/7
6
7/7
7
7/7
8
Mr. Naruhito Kuroda (appointed on 16 May 2007)
4/4
9
Mr. Toshiji Tokiwa (resigned on 14 August 2007)
4/4
10
Mr. Tatsuichi Yamaguchi (resigned on 16 May 2007)
3/3
11
Mr. Masato Yokoyama (resigned on 16 May 2007)
3/3
Annual Report 2007
Directors’ Training
All the Directors have attended the Directors’ Mandatory
Accreditation Programme and the continuing Education
Programme organised by Bursa Malaysia Securities Berhad and
are also provided with updates from time to time on relevant
new laws and regulations affecting their directorship.
Directors also from time to time visited existing stores and/or
new sites to have a thorough understanding of the Company’s
operational matters.
Board Committees
The Board of Directors is assisted by its Committees, which
have been established under defined terms of reference. The
Committees are the Nomination Committee, the Remuneration
Committee and the Audit Committee.
The Nomination Committee
Mr. Tsutomu Kajita, who was appointed a Non-Executive
Director on 16 May 2007 was also appointed the Chairman
of the Nomination Committee after the resignation of Mr.
Tatsuichi Yamaguchi on 16 May 2007. The Committee is
made up of Non-Executive Directors whose other members are
Dato’ Abdullah bin Mohd Yusof, Dato’ Chew Kong Seng, Brig.
Jen (B) Dato’ Mohamed Idris bin Saman and Datuk Zawawi bin
Mahmuddin. The Committee met one (1) time in the financial
year under review.
Tatsuichi Yamaguchi on 16 May 2007. The Committee is
made up of Non-Executive Directors whose other members are
Dato’ Abdullah bin Mohd Yusof and Datuk Ramli bin Ibrahim.
The duties of the Committee shall be to recommend to the
Board the remuneration of all Directors in all its forms. Executive
Directors play no part in decision-making or determining their
own remuneration.
In the financial year under review the Committee met one (1)
time to determine the remuneration packages of all Directors’
including the Non-Executive Chairman and Non-Executive Vice
Chairman. The determination of the remuneration packages
is a matter for the Board as a whole to approve. Individual
Directors concerned do not participate in the discussion on their
own remuneration.
The Audit Committee
The Board is also assisted by the Audit Committee whose
members, terms of reference and activities for the financial
year under review are stated on page 38 to 40 of the Annual
Report.
Re-election
In accordance with the Company’s Articles of Association, all
Directors retire every year.
The duties and responsibilities of the Committee, among others,
are to recommend to the Board, candidates for directorship,
directors to fill seats on Board Committees and to review
annually the required mix of skills and experience of the Board
including the effectiveness of the Board as a whole and the
contribution from each Director.
The Board, through the Nomination Committee, on 15 February
2007 conducted the annual assessment of the Directors’
performance and contribution, and reviewed the required mix
of skills and experience of the Board to function competently
and efficiently as a whole.
The Remuneration Committee
Mr. Tsutomu Kajita who was appointed a Non-Executive
Director on 16 May 2007 was also appointed the Chairman
of the Remuneration Committee after the resignation of Mr.
Annual Report 2007
35
B) Directors Remuneration
The breakdown of the remuneration of the Directors during the financial year under review is as follow: 1) Aggregate remuneration of the Directors categorised into appropriate components:
Executive Directors
RM
Total
RM
Non-Executive Directors
RM
Fees
245,500
875,000
1,120,500
Salaries
465,324
-
465,324
30,850
17,400
48,250
113,820
-
113,820
855,494
892,400
1,747,894
Benefits-in-kind
Other emoluments
2) The number of Directors whose total remuneration fall within the following bands:
Number of Directors
Range of Remuneration
36
Executive
Non-Executive
Total
less than RM50,000
-
2
2
RM50,001 to RM100,000
-
5
5
RM100,001 to RM150,000
-
-
-
RM150,001 to RM200,000
-
1
1
RM200,001 to RM250,000
1
1
2
RM250,001 to RM300,000
-
-
-
RM300,001 to RM350,000
-
-
-
RM350,001 to RM400,000
-
-
-
RM400,001 to RM450,000
-
-
-
RM450,001 to RM500,000
-
-
-
RM500,001 to RM550,000
-
-
-
RM550,001 to RM600,000
-
-
-
RM600,001 to RM650,000
1
-
1
2
9
11
Annual Report 2007
C) Shareholders
Investors and Shareholders Communication
It has always been the Company’s practice to maintain
good relationship with its shareholders. Major corporate
developments and happenings in the Company have always
been duly and promptly announced to all shareholders, in line
with Bursa Malaysia Securities Berhad’s objectives of ensuring
transparency and good corporate governance practices.
The Company’s financial performance, major corporate
developments and other relevant information are promptly
disseminated to shareholders and investors via announcements
of its quarterly performance, annual report, corporate
announcements to Bursa Malaysia Securities Berhad and
press conferences. Further update of the Company’s activities
and operations are also disseminated to shareholders and
investors through dialogue with analysts, fund managers,
investors and the media.
ensure that the financial statements comply with the Companies
Act, 1965. The Directors have a general responsibility for
taking such steps as is reasonably open to them to safeguard
the assets of the Company, to prevent and detect fraud and
other irregularities.
Going Concern
The Board of Directors confirms that the Company has
adequate resources to continue its business in the foreseeable
future. For this reason, they continue to adopt the going
concern basis for preparing the financial statements.
State Of Internal Control
The Statement on Internal Control set out on page 41 of the
Annual Report provides an overview of the state of internal
control within the Company.
Relationship With The External Auditors
Besides highlighting retail business promotional activities, the
Company’s website www.jusco.com.my provides an update of
the Company’s latest performance released to Bursa Malaysia
Securities Berhad as well as other corporate information to
the public.
The Board of Directors with the assistance of the Audit
Committee maintains a formal and transparent relationship
with the Company’s External Auditors through the Audit
Committee, Board and formal meetings whereby issues are
discussed.
During the Annual General Meeting, shareholders are usually
given a presentation on the Company’s performance and
major activities that were carried out by the Company for the
period under review. During the meeting, shareholders have
the opportunity to enquire and comment on the Company’s
performance and operations.
The relationship between the Board and the External Auditors
is also formalised through the Audit Committee’s terms of
reference.
D) Accountability And Audit
The Board of Directors is pleased to state that the Company
was in compliance with all the principles and best practices as
advocated in the Malaysian Code on Corporate Governance
during the financial year under review, except on disclosure
of each individual Director’s remuneration.
Financial reporting
In its financial reporting via quarterly announcements of results,
annual financial statements and annual report presentation
including the Chairman’s Statement and Review of Operations,
the Board of Directors always provides a comprehensive
assessment of the Company’s performance and prospects for
the benefits of shareholders, investors and interested parties.
The Audit Committee also assists the Board in overseeing the
Company’s financial reporting processes.
Compliance With Malaysian Code On Corporate
Governance
Directors’ responsibility statement in respect of the
preparation of the audited financial statements
The Board of Directors is responsible for the preparation of the
financial statements for the financial year of the Company, which
gives a true and fair view of the state of affairs of the Company
and its results and cash flow for the financial year ended.
The Board of Directors has ensured that the financial statements
have been prepared in accordance with applicable approved
accounting standards in Malaysia, the requirements of the
Companies Act, 1965, Bursa Malaysia Securities Berhad and
other regulatory bodies. In preparing the financial statements,
the Board of Directors has ascertained that accounting policies
and reasonable prudent judgement and estimates have been
consistently applied.
The Directors are responsible for keeping proper accounting
records, which disclose with reasonable accuracy at any time
the financial position of the Company and to enable them to
Annual Report 2007
37
TERMS OF REFERENCE OF THE AUDIT COMMITTEE
Audit Committee
Designation
Chairman (Independent Non-Executive Director)
Member (Non-Independent Non-Executive Director)
Member (Independent Non-Executive Director)
Constitution
Quorum
The Board hereby resolves to establish a Committee of the
Board to be known as the Audit Committee with the following
terms of reference.
A quorum shall consist of a majority of committee members
present at the meeting who are Independent Directors. In
the absence of Chairman, the members present shall elect a
Chairman for the meeting from amongst the members present.
Composition Of Audit Committee
The Committee shall be appointed by the Board from among its
members and shall consist of not less than 3 members of whom
a majority shall be Independent Directors and all shall be NonExecutive Directors.
The Committee shall include at least one person who is a
member of the Malaysian Institute of Accountants (MIA) or
alternatively a person who must have at least 3 years’ working
experience and have passed the examinations specified in Part
I of the First Schedule of the Accountants Act 1967 or is a
member of one of the associations specified in Part II of the
said Schedule or fulfils such other requirements as prescribed or
approved by Bursa Malaysia Securities Berhad.
No Alternate Director shall be appointed as a member of the
Committee.
The Committee shall elect a chairperson from amongst its
members. In the event that a member of the audit committee
resigns, dies or for any other reason ceases to be a member,
with the result that the number of members is reduced to below
three, the Board of Directors shall, within three months of
that event, appoint such number of new members as may be
required to make up the minimum number of three members.
The Board shall review the terms of office and performance of
Committee members at least once in every three years.
Meetings
The Committee shall meet at least four times a year. In addition,
the chairperson shall convene a meeting of the Committee if
requested to do so by any member, the management or the
internal or external auditors to consider any matter within the
scope and responsibilities of the Committee.
The Committee shall meet at least two times a year with the
External Auditor and/or the Internal Auditor without the presence
of any Executive Board members, management or employees.
38
Annual Report 2007
Attendance At Meetings
The Head of Finance, the Head of Internal Audit, the Company
Secretary, the Senior Finance Manager and a representative of
the External Auditors shall normally attend meetings. However,
the Committee may invite any person to be in attendance to
assist it in its deliberations.
Non-member directors shall not attend unless specifically invited
to by the Committee.
Secretary To Audit Committee
The Company Secretary shall be the secretary of the committee
and shall be responsible for drawing up the agenda in
consultation with the chairperson. The agenda together with the
relevant explanatory papers and documents shall be circulated
to the committee members prior to each meeting.
The secretary shall be responsible for recording attendance of
all members and invitees, keeping the minutes of the meeting
of the Committee, circulating them to committee members
and to the other members of the Board of Directors and for
ensuring compliance with Bursa Malaysia Securities Berhad’s
requirements.
Reporting Procedures
The Committee shall prepare an annual report to the Board
that provides a summary of the activities of the Committee for
inclusion in the Company’s annual report.
The Committee shall assist the Board in preparing the following
for publication in the Company’s annual report:
- Statement of the Company’s application of the principles set out
in Part I of the Malaysian Code on Corporate Governance.
- Statement on the extent of compliance with the Best Practices
in Corporate Governance set out in Part II of the Malaysian
Code on Corporate Governance, specifying reasons for any
areas of non-compliance (if any) and the alternatives adopted
in such areas.
- Statement on the Board’s responsibilities for preparing the
annual audited financial statements, and
- Statement on the state of Internal Control of the Company.
Where the Committee is of the view that a matter reported by
it to the Board of Directors has not been satisfactorily resolved
resulting in a breach of the Listing Requirements of Bursa
Malaysia Securities Berhad, the Committee shall promptly
report such matter to Bursa Malaysia Securities Berhad.
Authority
The Committee is authorised by the Board to:
- Investigate any activity within its terms of reference.
- Have resources, which are reasonably required to enable it
to perform its duties.
- Have free access to all information and documents it requires for
the purpose of discharging its functions and responsibilities.
- Have direct communication channels with the External
Auditors, the Internal Auditor and Senior Management of the
company.
- Obtain outside legal or other independent professional
advice and secure the attendance of outsiders with relevant
experience and expertise if it considers this necessary.
- To review with the External Auditors their audit plan, scope
and nature of audit for the Company.
- To review and discuss the External and Internal Auditors’ audit
reports, areas of concern arising from the audit and any other
matters the External and Internal Auditors may wish to discuss
in the absence of management, if necessary.
- To assess the adequacy and effectiveness of the system of
internal controls and accounting control procedures of the
company by reviewing the External and/or Internal Auditors’
management letters and management responses.
- To discuss problems and reservations arising from the audits
and any matters the auditors may wish to discuss in the
absence of management, if necessary.
- To review the internal audit plan, consider the major findings
of Internal Audit, fraud investigations and actions and steps
taken by management in response to audit findings.
- To review the adequacy and relevance of the scope, functions
and resources of Internal Audit and the necessary authority to
carry out its work, including any appraisal or assessment of
the competency of the internal audit function.
- To take cognisance of resignations of Internal Audit staff
members and provide the resigning staff member an
opportunity to submit his reasons for resigning.
- To review any related party transactions and conflict of interest
situations that may arise within the Company.
- To consider the appointment of the External Auditors, the
terms of reference of its appointment and any question of
resignation and dismissal before making a recommendation
to the Board.
- Convene meetings with the External Auditors, excluding
the attendance of the Executive Board Members, whenever
deemed necessary.
- To undertake such other responsibilities as may be agreed to
by the Committee and the Board.
Duties and Responsibilities
- To report to the Board its activities, significant results and
findings.
The duties and responsibilities of the Committee shall be:
- To review the Terms of Reference at least annually, or as
conditions dictate.
- To review any financial information for publication, including
quarterly and annual financial statements before submission
to the Board.
- The review shall focus on:
. Any changes in accounting policies and practices.
. Major judgmental areas.
. Significant audit adjustments from the External Auditors.
. The going concern assumption.
. Compliance with accounting standards.
. Compliance with stock exchange and legal requirements.
Overseeing The Internal Audit Function
The Committee shall oversee all internal audit functions and is
authorised to commission investigations to be conducted by
Internal Audit as it deems fit. The Head of Internal Audit shall
report directly to the Committee and shall have direct access to
the Chairman of the Committee.
All proposals by management regarding the appointment,
transfer or dismissal of the Head of Internal Audit shall require
the prior approval of the Committee.
Annual Report 2007
39
THE AUDIT COMMITTEE
The Audit Committee comprises the following members:
Dato’ Chew Kong Seng (Chairman)
Brig Jen (B) Dato’ Mohamed Idris bin Saman
Terms Of Reference Of The Audit Committee
During the financial year under review, there were changes to the terms of reference of the Audit Committee to include new best
practices described in the Revised Code on Corporate Governance.
Meetings
During the financial year under review, the Audit Committee convened four (4) meetings. The attendance records of the member of
the Audit Committee are as follow:
Name of Directors
Number of meetings attended/
held during the member’s term in office
Dato’ Chew Kong Seng (Chairman)
4/4
4/4
Brig Jen (B) Dato’ Mohamed Idris bin Saman
4/4
The meetings were structured through the use of agendas, which
were distributed to members with sufficient notification.
i. Reported to the Board on its activities and significant findings and
results of the External and Internal Audit recommendations.
The Company Secretary was present in all the meetings. A
representative of the External Auditors, Messrs KPMG Desa
Megat & Co., the Head of Finance, the Head of Internal Audit
and the Senior Finance Manager attended the meetings, and
related management personnel attended the meetings upon
invitation.
In the financial year under review, the Audit Committee held two
(2) meetings with the External Auditors without the presence of the
management, to allow the auditors to discuss any issues arising
from the audit exercise or any other matters, which the External
Auditors wished to raise.
Summary Of The Audit Committee’s
Activities During The Year Under Review
During the year under review, the Audit Committee carried out its duties
in accordance with its terms of reference as follows:
a. Reviewed the quarterly unaudited financial result and annual
audited financial statements before submission to the Board for
consideration and approval.
b. Reviewed the External Auditors’ scope of work and audit plan
for the year.
c. Reviewed and discussed the External Auditors’ audit report and
areas of concern.
d. Considered the appointment of the External Auditors and the
terms of reference of their appointment.
e. Reviewed the internal audit plan, considered the major findings
of Internal Audit, fraud investigations and actions taken by
management in response to the audit findings.
f. Assessed the adequacy and effectiveness of the system of
internal controls and accounting control procedures of the
Company by reviewing the External and Internal Auditors’
management letters and management responses.
g. Reviewed the adequacy and relevance of scope, functions
and resources of Internal Audit and that it has the necessary
authority to carry out its work.
h. Reviewed related party transactions.
40
Annual Report 2007
During the year under review, the Internal Audit Department carried
out the following activities:
a. Presented and obtained approval from Audit Committee, the annual
internal audit plan, its audit strategy and audit scope of work.
b. Reviewed and analysed certain key business processes
identified in the annual audit plan, reported ineffective and
inadequate controls, and made recommendations to improve
their effectiveness.
c. Monitored and ensured management implemented corrective
action plans.
d. Monitored compliance with policies and procedures.
e. Reviewed the adequacy and effectiveness of the internal control
structures of the Company.
f. Assisted the Board of Directors and Management on compliance
matters required by the Malaysian Code on Corporate
Governance.
g. Assisted the Board of Directors and Management by reviewing
the risk policy and control strategies in the organisation.
h. Carried out investigative assignments.
i. Continued inculcating good risk management practices
throughout the Company.
STATEMENT ON INTERNAL CONTROL
Board’s Responsibilities
The Board of Directors recognises its responsibilities over the
Company’s system of internal controls, covering all its financial
and operating activities to safeguard shareholders’ investment
and the Company’s assets.
The Board has an established on-going process for identifying,
evaluating and managing the significant risks encountered by
the Company. The Board through its Audit Committee regularly
reviews this process.
- The management structure of the Company formally defines
lines of responsibility and delegation of authority for all
aspect of the Company’s affairs. Senior management
and business unit’s managers submit and present their
operational performance reviews as well as business
plans and strategic measures in regularly held Executive
Committee and Management Meetings.
- The Board approves the annual budget and reviews key
business variables and monitors the achievements of the
Company’s performance on a quarterly basis.
In view of the limitations inherent in any system of internal
controls, the system is designed to manage, rather than to
eliminate the risk of failure to achieve the Company’s corporate
objectives.
- The authorisation limits and approvals authority threshold
of the Company encompasses internal control procedures.
These procedures are subject to review by the management
to incorporate changing business risks and operational
efficiency.
The Audit Committee assists the Board to review the adequacy
and integrity of the system of internal controls in the Company
and to ensure that an appropriate mix of techniques is used to
obtain the level of assurance required by the Board. The Audit
Committee presents its findings to the Board.
- The Audit Committee is responsible for reviewing the
statutory annual financial statements and the quarterly
announcements to Bursa Malaysia Securities Berhad and
recommends to the Board for approval prior to submission
to Bursa Malaysia Securities Berhad.
Internal Audit Function
The Audit Committee, assisted by the Internal Audit Department,
provides the Board with the assurance it requires on the
adequacy and integrity of the system of internal controls.
The Internal Audit Department independently reviews the risk
identification procedures and control processes implemented
by the management, conducts audits that encompass reviewing
critical areas that the Company faces, and reports to the Audit
Committee on a quarterly basis.
The Internal Audit Department also carried out internal control
reviews on key activities of the Company’s business on the
basis of a three-year audit plan that was presented and
approved by the Audit Committee. The internal audit function
adopts a risk-based approach and prepares its audit strategy
and plan based on the risk profiles of the major business units
of the Company.
System Of Internal Controls
The Board of Directors is responsible for managing the key
business risks of the Company and implementing appropriate
internal control system to manage those risks. The Board
reviewed the adequacy and integrity of the system of internal
controls as it operated during the period. The following are the
key elements of the Company’s system of internal controls:
- The Internal Audit Department periodically monitors the
effectiveness and evaluates the proper functioning of the
internal control system on an on-going basis to ascertain
compliance with the control procedures and policies of
the Company. The Head of Internal Audit reports to Audit
Committee on the status of internal control system on a
quarterly basis.
- Project teams are set up from time to time to address business
and operational issues to meet the business objectives and
operational requirements of the Company.
All the above mentioned processes have been in place and
provide reasonable assurance on the effectiveness of the
internal control system.
Conclusion
The Board of Directors reviewed the adequacy and integrity
of the system of internal controls that provides reasonable
assurance to the Company in achieving its business objectives.
As the development of sound system of internal controls is an
on-going process, the Board and the management maintain
an on-going commitment and continue to take appropriate
measures to strengthen the internal control environment of the
Company.
Annual Report 2007
41
OTHER INFORMATION
Material Contracts Involving Directors And
Substantial Shareholders
Material contracts entered into by the Company which involve
Directors’ and major shareholders’ interests and still subsisting
at the end of the financial year ended 31 December 2007,
or entered into since the end of the previous financial year,
comprise the following:
On 12 October 2000 and through a supplementary agreement
on 1 January 2006, the Company entered into a Technical
Service Agreement with ÆON Co., Ltd. whereby the Company
is granted the exclusive right by ÆON Co., Ltd. to use their
trademark in relation to goods and services. The Company is
also granted the non-exclusive right to use the information and
know-how, employed or developed by ÆON Co., Ltd. for the
management and operation of retail stores, wholesale business
and related supporting activities. The total cash consideration
payable by the Company to ÆON Co., Ltd. for the year under
review amounted to RM16.96 million. ÆON Co., Ltd. is the
holding company of the Company.
On 1 July 1997, the Company entered into a Factoring
Agreement with a related company, AEON Credit Service
(M) Berhad whereby the Company’s goods sold on credit
under its easy payment scheme are factored to AEON Credit
Service (M) Berhad. The debts sold to AEON Credit Service
(M) Berhad are at full value of the goods and upon the
terms and conditions as stated in the factoring agreement.
The total value of the debts sold to AEON Credit Service
(M) Berhad in the year under review amounted to RM7.10
million. Dato’ Abdullah bin Mohd Yusof, Datuk Ramli bin
Ibrahim and Mr. Naruhito Kuroda, all Directors of AEON
CO. (M) BHD. are also Directors and shareholders in AEON
Credit Service (M) Berhad. ÆON Co., Ltd. has an indirect
interest in AEON Credit Service (M) Berhad through AEON
Credit Service Co. Ltd.
On 23 June 2005, the Company entered into a JUSCO Credit
Card Agreement with AEON Credit Service (M) Berhad to set out
the terms and conditions for the issuance of a credit card called
JUSCO Credit Card by AEON Credit Service (M) Berhad, in
affiliation or association with the Company, to further promote
and enhance AEON Credit Service (M) Berhad’s credit card
business and the Company’s retailing business. The Company
permits AEON Credit Service (M) Berhad to promote JUSCO
Credit Card to consumers in return for allowing the consumers to
use JUSCO Credit Card for the purchase of goods and services
offered by the Company. JUSCO Credit Card holders who
are also J CARD members will enjoy additional J CARD loyalty
points provided by AEON Credit Service (M) Berhad through
42
Annual Report 2007
purchase of the additional J CARD points from the Company.
During the year under review, the total additional J CARD points
purchased by AEON Credit Service (M) Berhad was RM310
thousand. The Company further agreed to appoint AEON
Credit Service (M) Berhad as the sole acquirer of the card
transaction transacted using AEON Credit Service (M) Berhad’s
issued cards.
On 29 December 2005, the Company entered into a credit
card merchant agreement with AEON Credit Service (M)
Berhad whereby the Company’s goods sold on credit through
credit cards issued by AEON Credit Service (M) Berhad,
AEON Credit Service (M) Berhad will purchase from the
Company all such transaction receipts. The purchase of the
transaction receipts will be net of the credit card commission
payable and upon terms and conditions as stated in the
merchant agreement. The total value of the transaction receipts
purchased by AEON Credit Service (M) Berhad in the year
under review was RM40.33 million and the total commission
payable is RM588 thousand. Dato’ Abdullah bin Mohd Yusof,
Datuk Ramli bin Ibrahim and Mr. Naruhito Kuroda, all Directors
of AEON CO. (M) BHD. are also Directors and shareholders
in AEON Credit Service (M) Berhad. ÆON Co., Ltd. has an
indirect interest in AEON Credit Service (M) Berhad through
AEON Credit Service Co. Ltd.
On 1 February 2004, the Company entered into an agreement
with AEON Fantasy Co., Ltd. to provide consultancy services
to the Company’s indoor amusement centre business. AEON
Fantasy agreed to provide consultation and advice on the shop
design, the assortment and strategy of game machines, on skill
training in respect of advertisement, promotion and training to
the operation staff. The total cash consideration payable by the
Company to AEON Fantasy Co., Ltd. for the year under review
amounted to RM472 thousand. ÆON Co., Ltd.is the holding
company of AEON Fantasy Co., Ltd. and the Company.
Non-Audit Fees
The amount of non-statutory audit fees paid to External Auditor
and its affiliates during the period under review is RM 139,950
comprising of mainly advisory, review and tax services.
Revaluation Policy On Landed Properties
There is no revaluation policy on the Company’s landed
properties. The Company adopted the transitional provisions
issued by Malaysian Accounting Standards Board (MASB)
to retain the carrying amount on the basis of their previous
revaluation as stated in page 54 of this Annual Report.
FINANCIAL STATEMENTS
FOR THE YEAR ENDED
31 DECEMBER 2007
Annual Report 2007
43
DIRECTORS’ REPORT
for the year ended 31 December 2007
The Directors have pleasure in submitting their report and the audited financial statements of the Company for the year
ended 31 December 2007.
Principal activities
The Company is principally engaged in the operations of a chain of superstores selling a broad range of goods
ranging from clothing, food, household goods, other merchandise and shopping centre operation. There has been no
significant change in the nature of these activities during the financial year.
Results
RM’000
Profit for the year
105,176
Reserves and provisions
There were no material transfers to or from reserves and provisions during the year under review except as disclosed
in the financial statements.
Dividend
Since the end of the previous financial period, the Company paid a first and final dividend of 16% less income tax of
27%, totalling RM20,498,400 in respect of the period ended 31 December 2006 on 24 May 2007.
The first and final dividend in respect of the year ended 31 December 2007 of 17% less income tax of 26% amounting
to RM22,077,900 and 4% special tax exempt dividend amounting to RM7,020,000 recommended by the Directors
is subject to the approval of members at the forthcoming Annual General Meeting of the Company.
Directors of the Company
Directors who served since the date of the last report are:
Nagahisa Oyama
Dato’ Chew Kong Seng @ Chew Kong Huat
Tsutomu Kajita (appointed on 16.05.2007)
Naruhito Kuroda (appointed on 16.05.2007)
Tatsuichi Yamaguchi (resigned on 16.05.2007)
Masato Yokoyama (resigned on 16.05.2007)
Toshiji Tokiwa (resigned on 14.08.2007)
44
Annual Report 2007
Directors’ Interests
The holdings and deemed holdings in the ordinary shares of the Company and of its related corporations of those who were
Directors at year end as recorded in the Register of Directors’ Shareholdings are as follows:
Nominal
value
per share
Number of ordinary shares
At
At
1.1.2007/
Acquired Sold
31.12.2007
Date of
appointment
as Director
Shareholdings in which Directors
have direct interests
Interest of Dato’ Abdullah bin Mohd Yusof in:
AEON CO. (M) BHD.
RM1.00
268,000
-
-
268,000
AEON Credit Service (M) Berhad
RM0.50
480,000
-
-
480,000
RM0.50
180,000
-
(20,000)
160,000
AEON CO. (M) BHD.
RM1.00
16,000
-
-
16,000
RM0.50
480,000
-
-
480,000
AEON Credit Service (Asia) Co., Ltd.
HK$0.10
74,800
-
-
74,800
AEON Credit Service Co., Ltd.
Yen98.50
1,980
-
-
1,980
AEON Thana Sinsap (Thailand) Plc.
Bath5.00
100,000
-
-
100,000
ÆON Co., Ltd.
Yen248.00
2,800
-
-
2,800
The Talbots, Inc.
US$0.01
8,000
-
-
8,000
RM1.00
1,501,000
-
(694,100)
806,900
RM1.00
280,000
-
-
280,000
Interest of Datuk Ramli bin Ibrahim in:
Interest of Naruhito Kuroda in:
Interests of Tsutomu Kajita in:
Shareholdings in which Directors
have deemed interests
Interest of Dato’ Abdullah bin Mohd Yusof in:
AEON CO. (M) BHD.
Interest of Datuk Ramli bin Ibrahim in:
AEON CO. (M) BHD.
None of the other Directors holding office at 31 December 2007 had any interest in the ordinary shares of the Company or of
its related corporations during the financial year.
Annual Report 2007
45
Directors’ benefits
Since the end of the previous financial period, no Director of the Company has received nor become entitled to receive any benefit
(other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors as shown in
the financial statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm
of which the Director is a member, or with a company in which the Director has a substantial financial interest, except for certain
Directors who may be deemed to derive a benefit by virtue of those transactions, advisory services and tenancy between the
Company and corporations in which the Directors are deemed to have interest.
There were no arrangements during and at the end of the financial year which had the object of enabling Directors of the Company
to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.
Issue of shares and debentures
There were no changes in the authorised, issued and paid-up capital of the Company during the financial year.
Options granted over unissued shares
No options were granted to any person to take up unissued shares of the Company during the financial year.
Other statutory information
Before the balance sheet and income statement of the Company were made out, the Directors took reasonable steps to ascertain that:
i) all known bad debts have been written off and adequate provision made for doubtful debts, and
ii) all current assets have been stated at the lower of cost and net realisable value.
At the date of this report, the Directors are not aware of any circumstances:
i) that would render the amount written off for bad debts, or the amount of the provision for doubtful debts in the financial
statements of the Company inadequate to any substantial extent, or
ii) that would render the value attributed to the current assets in the financial statements of the Company misleading, or
iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Company
misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated in the financial
statements of the Company misleading.
At the date of this report, there does not exist:
i) any charge on the assets of the Company that has arisen since the end of the financial year and which secures the liabilities
of any other person, or
ii) any contingent liability in respect of the Company that has arisen since the end of the financial year.
No contingent liability or other liability of the Company has become enforceable, or is likely to become enforceable within the
period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may substantially affect
the ability of the Company to meet its obligations as and when they fall due.
In the opinion of the Directors, the results of the operations of the Company for the financial year ended 31 December 2007
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.
46
Annual Report 2007
Significant events during the financial year
i) On 13 March 2007, the Company entered into a Sale and Purchase Agreement with a third party for the acquisition of
a piece of leasehold land located in the Mukim of Ulu Kelang, District of Kuala Lumpur at a purchase price of RM53.69
million for the purpose of constructing a shopping centre, of which 70% has been paid during the financial year.
ii) On 29 October 2007, the Company entered into a Sale and Purchase Agreement with a third party for the acquisition
of a piece of freehold land located in the Mukim of Pulai, District of Johor Bahru, State of Johor at a purchase price of
RM106.97 million for the purpose of constructing a shopping centre. The acquisition of freehold land has been completed
and fully paid during the financial year.
Auditors
The auditors, Messrs KPMG Desa Megat & Co., have indicated their willingness to accept re-appointment.
Signed in accordance with a resolution of the Directors:
Nagahisa Oyama
Kuala Lumpur,
Date: 21 February 2008
Annual Report 2007
47
BALANCE SHEET
at 31 December 2007
Note
2007
2006
RM’000
RM’000
Assets
3
1,069,027
942,252
Prepaid lease payments
4
126,365
127,269
Investments
5
1,075
1,075
1,196,467
1,070,596
Total non-current assets
Inventories
6
260,928
214,183
Receivables, deposits and prepayments
7
79,818
45,669
Cash and cash equivalents
8
185,261
107,925
526,007
367,777
1,722,474
1,438,373
175,500
175,500
53,309
53,826
562,012
476,817
9
790,821
706,143
10
23,829
29,113
23,829
29,113
858,023
677,930
49,801
25,187
Total current liabilities
907,824
703,117
Total liabilities
931,653
732,230
1,722,474
1,438,373
Total current assets
Total assets
Equity
Share capital
Reserves
Retained earnings
Total equity attributable to shareholders
of the Company
Liabilities
Deferred tax liabilities
Total non-current liabilities
Payables and accruals
11
Taxation
Total equity and liabilities
The notes on pages 52 to 71 are an integral part of these financial statements.
48
Annual Report 2007
INCOME STATEMENT
Note
1.1.2007 to
31.12.2007
1.3.2006 to
31.12.2006
RM’000
RM’000
2,886,220
1,941,431
2,571
35,594
46,745
55,122
(2,108,923)
(1,425,525)
(158,985)
(108,808)
(106,604)
(69,086)
(403,514)
(286,567)
Continuing operations
Revenue
Other operating income
Changes in inventories
Net purchases
Staff costs
Depreciation
3
Operating expenses
Operating profit
12
157,510
142,161
Interest expense
14
(274)
(1,962)
1,770
542
159,006
140,741
(53,830)
(37,495)
105,176
103,246
59.9
58.8
Interest income
Profit before tax
Tax expense
15
Profit for the year/period attributable
to shareholders of the Company
Basic earnings per ordinary share (sen)
16
Annual Report 2007
49
STATEMENT OF CHANGES IN EQUITY
Non-distributable
Note
At 1 March 2006
Distributable
Share
capital
Share
premium
Revaluation
reserve
Retained
profits
Total
RM’000
RM’000
RM’000
RM’000
RM’000
175,500
20,609
33,648
392,094
621,851
-
-
-
103,246
103,246
-
-
(431)
431
-
-
-
(431)
103,677
103,246
-
-
-
(18,954)
(18,954)
175,500
20,609
33,217
476,817
706,143
-
-
-
105,176
105,176
-
-
(517)
517
-
-
-
(517)
105,693
105,176
-
-
-
(20,498)
(20,498)
175,500
20,609
32,700
562,012
790,821
Profit for the period
Transfer from revaluation
reserve to retained profits
Total recognised income
and expense for the period
Dividend - 2006 final in
respect of year ended
28 February 2006
17
At 31 December 2006/
1 January 2007
Profit for the year
Transfer from revaluation
reserve to retained profits
Total recognised income
and expense for the year
Dividend - 2006 final in
respect of period ended
31 December 2006
At 31 December 2007
17
Note 9
50
Annual Report 2007
CASH FLOW STATEMENT
1.1.2007 to
31.12.2007
RM’000
1.3.2006 to
31.12.2006
RM’000
159,006
140,741
106,604
1,466
274
(1,770)
(134)
2,562
69,086
1,202
1,962
(542)
(34,073)
1,387
Operating profit before changes in working capital
268,008
179,763
Changes in working capital:
Inventories
Trade and other receivables
Trade and other payables
(46,745)
(34,149)
180,093
(55,122)
(12,924)
130,778
Cash generated from operations
Tax paid
367,207
(34,500)
242,495
(25,059)
Net cash from operating activities
332,707
217,436
(236,721)
352
1,770
-
(252,862)
113,408
542
(2,463)
(234,599)
(141,375)
Cash flows from financing activities
Dividend paid to shareholders of the Company
Interest paid
(20,498)
(274)
(18,954)
(1,962)
Net cash used in financing activities
(20,772)
(20,916)
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year/period
77,336
107,925
55,145
52,780
Cash and cash equivalents at end of year/period
185,261
107,925
Note
Cash flows from operating activities
Profit before tax
Adjustments for:
Depreciation of property, plant and equipment
Amortisation of prepaid lease payments
Interest expense
Interest income
Gain on disposal of property, plant and equipment
Property, plant and equipment written off
Cash flows from investing activities
Acquisition of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Interest received
Addition to prepaid lease payments
3
4
14
3
4
Net cash used in investing activities
Cash and cash equivalents
Cash and cash equivalents included in the cash flow statements comprise the following balance sheet amounts:
Cash and bank balances
Deposits with licensed financial institutions
Note
2007
RM’000
2006
RM’000
8
8
164,061
21,200
107,925
-
185,261
107,925
Annual Report 2007
51
NOTES TO THE FINANCIAL STATEMENTS
AEON CO. (M) BHD. is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main
Board of the Bursa Malaysia Securities Berhad. The address of its registered office and principal place of business is as follow:
Registered office and Principal place of business
3rd Floor
Jusco Taman Maluri Shopping Centre
Jalan Jejaka, Taman Maluri
Cheras
55100 Kuala Lumpur
The Company is principally engaged in the operations of a chain of superstores selling a broad range of goods ranging from
clothing, food, household goods, other merchandise and shopping centre operation.
The holding company during the financial year is ÆON Co.,Ltd., a company incorporated in Japan.
1. Basis of preparation
(a) Statement of compliance
The financial statements of the Company has been prepared in accordance with applicable approved Financial Reporting
Standards issued by the Malaysian Accounting Standards Board (MASB), accounting principles generally accepted in
Malaysia and the provisions of the Companies Act, 1965. These financial statements also comply with the applicable
disclosure provisions of the Listing Requirements of the Bursa Malaysia Securities Berhad.
The MASB has also issued the following FRSs and Interpretations that have not been applied in preparing these
financial statements:
FRSs / Interpretations
FRS 107, Cash Flow Statements
1 July 2007
FRS 111, Construction Contracts
1 July 2007
FRS 112, Income Taxes
1 July 2007
FRS 118, Revenue
1 July 2007
FRS 120, Accounting for Government Grants and Disclosure of Government Assistance
1 July 2007
Amendment to FRS 121, The Effects of Changes in Foreign Exchange Rates Net Investment in a Foreign Operation
1 July 2007
FRS 134, Interim Financial Reporting
1 July 2007
FRS 137, Provisions, Contingent Liabilities and Contingent Assets
1 July 2007
FRS 139, Financial Instruments: Recognition and Measurement
52
Effective date
To be announced
IC Interpretation 1, Changes in Existing Decommissioning, Restoration and Similar Liabilities
1 July 2007
IC Interpretation 2, Members’ Shares in Co-operative Entities and Similar Instruments
1 July 2007
IC Interpretation 5, Rights to Interests arising from Decommissioning, Restoration and
Environmental Rehabilitation Funds
1 July 2007
Annual Report 2007
1. Basis of preparation (continued)
(a) Statement of compliance (continued)
FRSs / Interpretations
Effective date
IC Interpretation 6, Liabilities arising from Participating in a Specific Market –
Waste Electrical and Electronic Equipment
1 July 2007
IC Interpretation 7, Applying the Restatement Approach under FRS 129,
Financial Reporting in Hyperinflationary Economies
1 July 2007
IC Interpretation 8, Scope of FRS 2
1 July 2007
The Company plans to adopt the abovementioned FRSs and Interpretations for the annual period beginning 1 January
2008.
The Company has not adopted FRS 139 and by virtue of the exemption in paragraph 103AB of FRS 139, the impact
of applying FRS 139 on its financial statements upon first adoption of this standard as required by paragraph 30(b) of
FRS 108, Accounting Policies, Changing in Accounting Estimates and Errors is not disclosed.
The initial application of the other FRSs and Interpretations are not expected to have any material impact on the financial
statements of the Company.
The financial statements were approved by the Board of Directors on 21 February 2008.
(b) Basis of measurement
The financial statements have been prepared on the historical cost basis except as disclosed in the notes to the financial
statements.
(c) Functional and presentation currency
These financial statements are presented in Ringgit Malaysia (RM), which is the Company’s functional currency. All
financial information presented in RM has been rounded to the nearest thousand, unless otherwise stated.
(d) Use of 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 year in which the estimate is revised and in any future years affected.
2. Significant accounting policies
The accounting policies set out below have been applied consistently to the periods presented in these financial statements,
unless otherwise stated.
(a) Foreign currency
Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies at exchange rates at the dates of
the transaction.
Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are retranslated to the functional
currency at the exchange rate at that date. Non-monetary assets and liabilities denominated in foreign currencies that are
measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was
determined. Foreign currency differences arising on retranslation are recognised in the income statement.
Annual Report 2007
53
2. Significant accounting policies (continued)
(b) Property, plant and equipment
(i) Recognition and measurement
Property, plant and equipment except for freehold land and construction work-in-progress are stated at cost/
valuation less accumulated depreciation and accumulated impairment losses, if any.
The Company has availed itself to the transitional provision when the MASB first adopted International Accounting
Standard No.16 (Revised), Property, Plant and Equipment in 1998. Certain leasehold land and buildings were
revalued in February 1995 and no later valuation has been recorded for these property, plant and equipment.
Cost includes expenditures that are directly attributable to the acquisition of the asset. The cost of self-constructed
assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the asset to
working condition for its intended use, and the costs of dismantling and removing the items and restoring the site on
which they are located.
When significant parts of an item of property, plant and equipment have different useful lives, they are accounted
for as separate items (major components) of property, plant and equipment.
(ii) Subsequent costs
The cost of replacing part of an item of property, plant and equipment is recognised in the carrying amount of the
item if it is probable that the future economic benefits embodied within the part will flow to the Company and its cost
can be measured reliably. The costs of the day-to-day servicing of property, plant and equipment are recognised in
the income statement as incurred.
(iii) Depreciation
Depreciation is recognised in the income statement on a straight-line basis over the estimated useful lives of each
part of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term
and their useful lives unless it is reasonably certain that the Company will obtain ownership by the end of the lease
term. Freehold land is not depreciated. Property, plant and equipment under construction are not depreciated until
the assets are ready for their intended use.
The principal annual rates of depreciation used for the current and comparative years are as follows:
•
Buildings
2% - 4%
•
Structures
10%
•
Office equipment
10%
•
Machinery and equipment
•
Furniture, fixtures and fittings
20%
•
Motor vehicles
20%
•
IT equipment
20%
10% - 33.3%
The depreciable amount is determined after deducting the residual value.
Depreciation methods, useful lives and residual values are reassessed at the reporting date.
(c) Leased assets
(i) Finance lease
Leases in terms of which the Company assumes substantially all the risks and rewards of ownership are classified
as finance leases. 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. Subsequent to initial recognition, the asset is accounted
for in accordance with the accounting policy applicable to that asset.
54
Annual Report 2007
(c) Leased assets (continued)
(i) Finance lease (continued)
Minimum lease payments made under finance leases are apportioned between the finance expense and the
reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as
to produce a constant periodic rate of interest on the remaining balance of the liability. 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.
(ii) Operating lease
Other leases are operating leases and are not recognised on the Company’s balance sheet.
Leasehold land that normally has an indefinite economic life and title is not expected to pass to the lessee by the end
of the lease term is treated as an operating lease. The payment made on entering into or acquiring a leasehold land
is accounted as prepaid lease payments.
Payments made under operating leases are recognised in the income statements on a straight-line basis or agreed
basis over the term of the lease.
(d) Investments in equity securities
Investments in equity securities are recognised initially at fair value plus attributable transaction costs.
Subsequent to initial recognition:
• Investments in non-current equity securities, are stated at cost less allowance for diminution in value,
• All current investments are carried at the lower of cost and market value, determined on an individual investment
basis by category of investments.
Where in the opinion of the Directors, there is a decline other than temporary in the value of non-current equity securities, the
allowance for diminution in value is recognised as an expense in the financial year in which the decline is identified.
On disposal of an investment, the difference between net disposal proceeds and its carrying amount is recognised in the
income statement.
All investments in equity securities are accounted for using settlement date accounting. Settlement date accounting refers to:
a) the recognition of an asset on the day it is received by the entity, and
b) the derecognition of an asset and recognition of any gain or loss on disposal on the date it is delivered.
(e) Inventories
Inventories are measured at the lower of cost and net realisable value with weighted average cost being the main basis
for cost. Cost comprises the weighted average cost of merchandise derived at by using the Retail Inventory Method.
Weighted average cost includes related charges incurred in purchasing such merchandise.
Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion
and the estimated costs necessary to make the sales.
(f) Receivables
Trade and other receivables are initially recognised at their cost when the contractual right to receive cash or another
financial asset from another entity is established.
Subsequent to initial recognition, receivables are stated at cost less allowance for doubtful debts.
Receivables are not held for the purpose of trading.
(g) Cash and cash equivalents
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and highly liquid investments
which have an insignificant risk of changes in value. For the purpose of the cash flow statements, cash and cash
equivalents are presented net of bank overdrafts.
Annual Report 2007
55
(h) Impairment of assets
The carrying amounts of assets except for inventories and financial assets are reviewed at each reporting date to
determine whether there is any indication of impairment. If any such indication exists then the asset’s recoverable amount
is estimated.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs
to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For the
purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows
from continuing use that are largely independent of the cash in flows of other assets or groups of assets (the “cashgenerating unit”).
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable
amount. Impairment losses are recognised in the income statement. Impairment losses recognised in respect of cashgenerating units are allocated first to reduce the carrying amount of any goodwill allocated to the units and then to
reduce the carrying amount of the other assets in the unit (groups of units) on a pro rata basis.
Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss
has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to
determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does
not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment
loss had been recognised. Reversals of impairment losses are credited to the income statements in the year in which the
reversals are recognised, unless it reverses an impairment loss on a revalued asset, in which case it is credited directly
to revaluation surplus. Where an impairment loss on the same revalued asset was previously recognised in the income
statements, a reversal of that impairment loss is also recognised in the income statements.
(i) Employee benefits
Short term employee benefits
Short-term employee benefit obligations in respect of salaries, annual bonuses, paid annual leave and sick leave are
measured on an undiscounted basis and are expensed as the related service is provided.
A provision is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the
Company has a present legal or constructive obligation to pay this amount as a result of past service provided by the
employee and the obligation can be estimated reliably.
The Company’s contribution to the statutory pension funds are charged to the income statements in the year to which they
relate. Once the contributions have been paid, the Company has no further payment obligations.
(j) Payables
Payables are measured initially and subsequently at cost. Payables are recognised when there is a contractual obligation
to deliver cash or another financial asset to another entity.
(k) Revenue recognition
Goods sold and services rendered
Revenue from the sale of goods represents gross trading sales, including concessionaire sales which the Company is able
to exercise control, less returns and discounts. Revenue is recognised in the income statement when the significant risks
and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated
costs and possible return of goods can be estimated reliably, and there is no continuing management involvement with
the goods.
Property management services from shopping centre operation which include rental income, service charge, sales
commission and distribution centre charges earned are recognised on an accrual basis.
56
Annual Report 2007
(l) Interest income and borrowing costs
Interest income is recognised as it accrues, using the effective interest method.
All borrowing costs are recognised in the income statement using the effective interest method, in the year in which they
are incurred.
(m) Tax expense
Tax expense comprises current and deferred tax. Tax expense is recognised in the income statement except to the extent
that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantially enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying
amounts of assets and liabilities for reporting purposes and the amounts used for taxation purposes. 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 (tax
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 balance sheet date.
Deferred tax liability is recognised for all taxable temporary differences.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against
which temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced
to the extent that it is no longer probable that the related tax benefit will be realised.
Additional taxes that arise from the distribution of dividends are recognised at the same time as the liability to pay the
related dividend is recognised.
(n) Earnings per share
The Company presents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is calculated by dividing
the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary
shares outstanding during the year.
(o) Segment reporting
A segment is a distinguishable component of the Company that is engaged either in providing products or services
(business segment), or in providing products or services within a particular economic environment (geographical segment),
which is subject to risks and rewards that are different from those of other segments.
Annual Report 2007
57
58
Annual Report 2007
-
-
Written off
Transfer in/(out)
-
Written off
108,306
175,101
Transfer in/(out)
At 31 December 2007
(Note 4)
prepaid lease payment
-
-
Disposals
Reclassification to
-
66,795
Additions
1 January 2007
(20,871)
Disposals
-
-
-
-
126,003
RM’000
28,337
-
(74,728)
69,243
369,595
RM’000
Buildings
(at
Buildings
valuation) (at cost)
207
(996)
(2,234)
25,806
100,684
RM’000
Structures
-
(278)
(36)
2,434
7,663
RM’000
Office
equipment
2
(1,597)
(4,952)
92,723
257,597
RM’000
Machinery
and
equipment
-
(6,748)
(1,018)
51,491
173,849
RM’000
Furniture,
fixtures
and
fittings
-
(1)
(63)
936
4,931
RM’000
Motor
vehicles
-
-
-
104
308
RM’000
IT
equipment
RM’000
Total
(28,546)
-
-
10,125
-
(9,620)
(103,902)
252,862
29,573 1,157,869
RM’000
Construction
work in
progress
126,003
-
-
-
-
-
126,003
391,778
-
(562)
-
(107)
-
392,447
157,645
19,961
-
(993)
-
15,210
123,467
11,426
377
-
(139)
(3)
1,408
9,783
380,838
22,131
-
(4,097)
(238)
19,269
343,773
259,951
22,733
-
(3,626)
(585)
23,855
217,574
6,821
1,121
-
(19)
(1,089)
1,005
5,803
674
86
-
-
-
176
412
-
(562)
(8,874)
(2,022)
236,721
12,235 1,522,472
(174,715)
-
-
-
175,798
11,152 1,297,209
_______________________________________________________________________________________________________________________________
-
87,666
Additions
At 1 March 2006
Cost/Valuation
RM’000
Freehold
land
(at cost)
3. Property, plant and equipment
Annual Report 2007
59
-
-
-
Depreciation for the year
Disposals
Written off
-
-
-
-
Depreciation for the year
Disposals
Written off
At 31 December 2007
87,666
66,795
175,101
At 1 March 2006
At 31 December 2006
At 31 December 2007
Carrying amounts
-
1 January 2007
-
93,414
95,934
96,552
32,589
-
-
2,520
30,069
-
-
618
29,451
RM’000
RM’000
At 1 March 2006
Depreciation
Buildings
(at
valuation)
Freehold
land
(at cost)
341,898
351,649
323,838
49,880
-
-
9,082
40,798
-
(12,803)
7,844
45,757
RM’000
Buildings
(at cost)
3. Property, plant and equipment (continued)
103,468
82,288
66,873
54,177
(515)
-
13,513
41,179
(452)
(1,003)
8,823
33,811
RM’000
Structures
6,926
6,055
4,209
4,500
(89)
(2)
863
3,728
(234)
(25)
533
3,454
RM’000
223,581
233,672
175,148
157,257
(2,703)
(186)
50,045
110,101
(1,375)
(3,697)
32,724
82,449
RM’000
Machinery
Office
and
equipment equipment
108,694
92,414
59,543
151,257
(2,986)
(572)
29,655
125,160
(6,171)
(927)
17,952
114,306
RM’000
Furniture,
fixtures
and
fittings
3,362
2,138
1,775
3,459
(19)
(1,044)
857
3,665
(1)
(62)
572
3,156
RM’000
Motor
vehicles
348
155
71
326
-
-
69
257
-
-
20
237
RM’000
IT
equipment
942,252
845,248
453,445
(6,312)
(1,804)
106,604
354,957
(8,233)
(18,517)
69,086
312,621
RM’000
Total
12,235 1,069,027
11,152
29,573
-
-
-
-
-
-
-
-
-
RM’000
Construction
work in
progress
3. Property, plant and equipment (continued)
Two of the buildings of the Company are situated on land belonging to third parties.
One of the freehold land of the Company is in the process of transfer of title.
The buildings stated at Directors’ valuation are based on professional valuation carried out by an independent firm of valuers
in February 1995 using the open market value and on an existing use basis. In accordance with the transitional provisions
issued by Malaysian Accounting Standards Board (“MASB”) upon adoption of International Accounting Standard No. 16
(Revised), “Property, Plant and Equipment”, the valuation of these assets has not been updated, and they continue to be stated
at their existing carrying amounts less accumulated depreciation.
Had the buildings been carried at historical cost less accumulated depreciation, the carrying amount of the revalued assets
that would have been included in the financial statements at the end of the year would be as follows:
Buildings
2007
2006
RM’000
RM’000
57,426
59,125
4. Prepaid lease payments
Unexpired
period more
than 50 years
Note
RM’000
Cost
At 1 March 2006
136,368
Additions
2,463
At 31 December 2006/1 January 2007
Reclassification from property, plant and equipment
138,831
3
At 31 December 2007
562
139,393
Amortisation
At 1 March 2006
Amortisation for the period
10,360
12
Amortisation for the year
At 31 December 2007
60
Annual Report 2007
1,202
11,562
12
1,466
13,028
4. Prepaid lease payments (continued)
Unexpired
period more
than 50 years
RM’000
Carrying amounts
At 1 March 2006
126,008
127,269
At 31 December 2007
126,365
5. Investments
Non-current
2007
2006
RM’000
RM’000
45
45
-
1,030
45
1,075
1,030
-
1,075
1,075
10,010
-
At cost:
Golf membership
Unquoted shares
Equity investment
Quoted shares in Malaysia
Market value:
Quoted shares in Malaysia
The Company’s investment in unquoted shares amounting to RM1,030,000 in previous year has been classified as quoted
shares following the listing of the unquoted shares on the Bursa Malaysia Securities Berhad on 12 December 2007.
6. Inventories
2007
2006
RM’000
RM’000
Retail merchandise
145,867
132,555
Food and others
115,061
81,628
260,928
214,183
Annual Report 2007
61
7. Receivables, deposits and prepayments
Note
2007
2006
RM’000
RM’000
20,328
21,381
(889)
(722)
19,439
20,659
1,420
1,469
20,859
22,128
43,802
9,261
15,157
14,280
58,959
23,541
79,818
45,669
Current
Trade
Trade receivables
Less: Allowance for doubtful debts
Amount due from a related company
a
Non-trade
Other receivables and prepayments
Rental and utility deposits
b
Note a
The amount due from a related company is unsecured, interest free and subject to normal trade term.
Note b
Included in other receivables and prepayments is a deposit of RM37,713,640 (31.12.2006 - Nil) paid as part of purchase
consideration for the acquisition of a piece of leasehold land for the purpose of constructing a shopping centre.
8. Cash and cash equivalents
Cash and bank balances
Deposits with licensed financial institutions
62
Annual Report 2007
2007
2006
RM’000
RM’000
164,061
107,925
21,200
-
185,261
107,925
9. Capital and reserves
Share Capital
Amount
2007
RM’000
Number
of shares
2007
’000
Amount
2006
RM’000
Number
of shares
2006
’000
500,000
500,000
500,000
500,000
175,500
175,500
175,500
175,500
Authorised:
Ordinary shares
of RM1 each
Issued and fully paid:
Ordinary shares
of RM1 each
Share premium
Share premium relates to the amount that shareholders have paid for the shares in excess of the nominal value.
Revaluation reserve
The revaluation reserve relates to the revaluation of property, plant and equipment in prior years.
Section 108 tax credit
Subject to agreement of the Inland Revenue Board, the Company has sufficient Section 108 tax credit and tax-exempt
income to frank all of its retained profits at 31 December 2007 if paid out as dividends.
The Malaysian Budget 2008 introduced a single tier company income tax system with effect from year of assessment
2008. As such, the Section 108 tax credit as at 31 December 2007 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.
10. Deferred tax liabilities
Deferred tax assets and liabilities are attributable to the following:
Assets
Liabilities
2007
Net
2007
2006
2006
2007
RM’000
RM’000
- capital allowance
-
-
(16,964)
(17,863)
(16,964)
(17,863)
- revaluation
-
-
(12,715)
(12,916)
(12,715)
(12,916)
Provisions
5,850
1,666
-
-
5,850
1,666
Net tax assets/(liabilities)
5,850
1,666
(29,679)
(30,779)
(23,829)
(29,113)
RM’000 RM’000
2006
RM’000 RM’000
Annual Report 2007
63
11.Payables and accruals
Note
2007
2006
RM’000
RM’000
501,088
389,394
224,491
167,188
29,455
42,220
102,514
78,705
475
423
356,935
288,536
858,023
677,930
Trade
Trade payables
Non-trade
Other payables and accrued expenses
Progress claims by contractors
Rental and utility deposits
Holding company
a
Note a
The amount due to holding company, ÆON Co., Ltd., a company incorporated in Japan is unsecured, interest free
and repayable on demand.
12.Operating profit
1.1.2007 to
31.12.2007
RM’000
1.3.2006 to
31.12.2006
RM’000
Operating profit is arrived at after crediting:
Gain on disposal of property, plant and equipment
134
34,073
206,006
150,285
39,873
27,863
140
130
10
35
1,466
1,202
106,604
69,086
15,825
11,143
143,160
97,665
2,562
1,387
1,151
941
72,004
45,236
1,274
475
198
222
36
7
16,964
11,181
Property management services
- Rental income on shopping centre operation
- Other property management services income
and after charging:
Auditors’ remuneration
- statutory audit
- KPMG
- Other services
- KPMG
Amortisation of prepaid lease payment
Depreciation
Personnel expenses (including key management personnel)
- Contributions to Employees Provident Fund
- Wages, salaries and others
Property, plant and equipment written off
Rental expense
- land
- buildings
- equipment
- fixtures and fittings
- hostel
Royalty
64
Annual Report 2007
13. Key management personnel compensation
The key management personnel compensations are as follows:
1.1.2007 to
31.12.2007
RM’000
Directors
- Fees
- Remuneration
- Other short term employee benefits (including
estimated monetary value of benefits-in-kind)
Total short-term employee benefits
1.3.2006 to
31.12.2006
RM’000
1,121
579
959
747
48
57
1,748
1,763
14. Interest expense
Bank overdrafts
Other borrowings
1.1.2007 to
31.12.2007
1.3.2006 to
31.12.2006
RM’000
RM’000
9
41
265
1,921
274
1,962
15. Tax expense
Current tax expense
- current
- under provision in prior year
1.1.2007 to
31.12.2007
1.3.2006 to
31.12.2006
RM’000
RM’000
57,052
37,663
2,062
-
59,114
37,663
Deferred tax expense
- origination and reversal of temporary differences
(5,284)
(168)
Total tax expense
53,830
37,495
159,006
140,741
42,932
38,000
Income not subject to tax
-
(9,170)
Non-deductible expenses
9,037
8,833
(201)
(168)
51,768
37,495
2,062
-
53,830
37,495
Reconciliation of effective tax expense
Profit before taxation
Tax calculated using Malaysian tax rate of 27%
(31.12.2006 - 27%)
Reversal of deferred tax liabilities on crystallisation of
revaluation reserves of property, plant and equipment
Under provision of tax expense in prior year
Tax expense
Annual Report 2007
65
15. Tax expense (continued)
With effect from year of assessment 2007, the corporate tax rate is at 27%. The Malaysian Budget 2008 also announced
the reduction of corporate tax rate to 26% with effect from year of assessment 2008 and to 25% with effect from year of
assessment 2009 respectively. Consequently, deferred tax assets and liabilities are measured using these tax rates.
Due to the change of its financial year end from 28 February to 31 December, the Company’s basis year for the year of
assessment 2007 is from 1 March 2006 to 31 December 2007. As a result, the statutory tax rate in this financial year
is 27%.
16. Basic earnings per ordinary share
Basic earnings per share is calculated by dividing the profit attributable to ordinary shareholders of RM105,176,225
(31.12.2006 - RM103,246,050) by the number of ordinary shares outstanding of 175,500,000 (31.12.2006 number of shares outstanding of 175,500,000) during the year/period.
17. Dividend
Dividend recognised in the current year by the Company is:
Sen
per share
(net)
Total
amount
RM’000
Date of
payment
11.7
20,498
24 May 2007
10.8
18,954
20 July 2006
1.1.2007 to 31.12.2007
Final 31.12.2006 ordinary dividend
of 16% less 27% income tax
1.3.2006 to 31.12.2006
Final 28.2.2006 ordinary dividend
of 15% less 28% income tax
After the balance sheet date, the following dividend was proposed by the Directors. This dividend will be recognised in
subsequent financial reports upon approval by the shareholders.
Final 31.12.2007 ordinary dividend of 17% less 26% income tax
Final 31.12.2007 ordinary special tax exempt dividend of 4%
Sen
per share
(net)
Total
amount
RM’000
12.6
22,078
4.0
7,020
18. Segmental reporting
Segment information is presented in respect of the Company’s business segment. The primary format, business segments,
is based on the Company’s management and internal reporting structure. There is no segmental analysis by geographical
location as the Company’s operations are principally located in Malaysia.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated
on a reasonable basis. Unallocated items mainly comprise interest-earning assets and revenue and income taxes.
Segment capital expenditure is the total cost incurred during the year to acquire property, plant and equipment.
Business segments
The Company comprises the following main business segments:
66
Retailing
The operations of a chain of superstores selling clothing, food, household goods
and other merchandise.
Property management services
Shopping centre operation and distribution centre charges earned.
Annual Report 2007
18. Segmental reporting (continued)
Property
management services
Retailing
Total
1.1.2007 to
1.3.2006 to
1.1.2007 to 1.3.2006 to 1.1.2007 to 1.3.2006 to
31.12.2007
31.12.2006
31.12.2007 31.12.2006 31.12.2007 31.12.2006
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
Revenue from external
customers
2,640,341
1,763,283
245,879
178,148
2,886,220
1,941,431
Total revenue
2,640,341
1,763,283
245,879
178,148
2,886,220
1,941,431
93,571
61,832
63,939
46,366
157,510
108,198
-
-
-
33,963
-
33,963
157,510
142,161
(274)
(1,962)
1,770
542
159,006
140,741
(53,830)
(37,495)
105,176
103,246
Business segments
Operating profit before
disposal of Kinta City
Shopping Centre
Gain on disposal of Kinta City
Shopping Centre
Operating profit after disposal of
Kinta City Shopping Centre
Interest expense
Interest income
Profit before taxation
Tax expense
Profit for the year/period
Annual Report 2007
67
18. Segmental reporting (continued)
Property
management services
Retailing
Segment assets
2007
RM’000
2006
RM’000
2007
RM’000
741,700
601,218
980,774
2006
RM’000
2007
RM’000
2006
RM’000
837,155 1,722,474 1,438,373
Total assets
Segment liabilities
Total
1,722,474 1,438,373
(698,971) (525,739)
(159,052) (152,191)
Unallocated liabilities
(858,023) (677,930)
(73,630)
Total liabilities
(54,300)
(931,653) (732,230)
Capital expenditure
92,667
108,603
144,054
144,259
236,721
252,862
Depreciation
65,016
41,279
41,588
27,807
106,604
69,086
-
-
1,466
1,202
1,466
1,202
1,574
1,371
988
16
2,562
1,387
Amortisation of prepaid lease payment
Non- cash expenses other than depreciation
19. Operating leases
Leases as lessee
Total future minimum lease payments under non-cancellable operating leases are as follows:
2007
2006
RM’000
RM’000
Less than one year
111,523
64,276
Between one and five years
389,818
409,324
More than five years
393,826
471,111
895,167
944,711
The Company leases a number of land and buildings under operating leases.
The leases have initial years ranging from 3 to 25 years, with an option to renew the respective leases for another 3 to
15 years.
20. Capital commitments
2007
2006
RM’000
RM’000
341,357
30,622
Contracted but not provided for:
Within one year
68
Annual Report 2007
21. Related parties
Identity of related parties
For the purposes of these financial statements, parties are considered to be related to the Company if the Company has
the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial
and operating decisions, or vice versa, or where the Company and the party are subject to common control or common
significant influence. Related parties may be individuals or other entities. The Company has a related party relationship
with its Directors, its holding company and the holding company’s subsidiaries.
Key management personnel are defined as those persons having authority and responsibility for planning, directing
and controlling the activities of the Company either directly or indirectly. The key management personnel includes all
the Directors of the Company, and certain members of senior management of the Company.
Transactions with key management personnel
(i)
Key management personnel compensation
Key management personnel compensation is disclosed in note 13.
(ii) Transactions with key management personnel other than compensation
A number of key management personnel, of their related parties, hold positions in other entities that result in them
having control or significant influence over the financial or operating policies of these entities.
Transaction value
Director
Balance outstanding
1.1.2007 to
1.3.2006 to
2007
2006
31.12.2007
RM’000
31.12.2006
RM’000
RM’000
RM’000
With companies in which
Dato’ Abdullah bin Mohd Yusof and
Datuk Ramli bin Ibrahim have interests:
Management fee receivable
Rental income receivable
With companies in which
Dato’ Abdullah bin Mohd Yusof has interest:
Legal fees payable
Other related party transactions
Holding company
Royalty expenses
Holding company’s subsidiaries
Purchase of merchandise
Consultation fees
Related company
Sales through easy payment scheme financing
Rental income
Sales through AEON credit card
Convertible J-card point income
Credit card sales commission expenses
26
43
-
5
297
332
-
-
(11)
(24)
-
-
(16,964)
(11,181)
(16,964)
(11,181)
(1,985)
(472)
(1,118)
(300)
(650)
(123)
(125)
(52)
7,097
1,335
40,327
310
(588)
4,211
765
35,466
378
(515)
832
588
-
816
653
-
The terms and conditions for the above transactions are based on normal trade terms and are to be settled in cash. None
of the balances is secured.
Annual Report 2007
69
22. Financial instruments
Exposure to credit risk, foreign currency risk, liquidity risk and interest rate risk arises in the normal course of the Company’s
business. The Company’s policies for managing each of these risks are summarised below.
Credit risk
The Company has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit
evaluations are performed on shopping centre tenants and the Company requires all tenants to place adequate security
deposits as stipulated under the tenancy agreement. At balance sheet date, the Company does not have any major
concentration of credit risk on its shopping centre tenants. The maximum exposure to credit risk for the Company was
represented by the carrying amount of each financial asset.
Foreign currency risk
The Company does not have any significant exposure to foreign currency risk as its transactions and balances are
substantially denominated in Ringgit Malaysia.
Liquidity risk
The Company monitors and maintains a level of cash and cash equivalents deemed adequate by management to finance
the Company’s operations and to mitigate the effects of fluctuations in cash flows.
Interest rate risk
The Company’s exposure to interest rate risk relates only to its short term borrowings such as overdraft and trade financing
facilities. Interest-earning financial assets are mainly deposits placed with financial institutions that generate interest income
for the Company.
The management monitors the prevailing interest rates at regular intervals, and maintains an appropriate level of cash and
cash equivalents to finance the working capital requirements and mitigate the effects of fluctuation in cash flow and liquidity
positions of the Company.
In view of the competitive rates that are available from the prevailing banking facilities granted to the Company to finance
its working capital requirements and the prevailing low interest rate scenario, the interest rate risk is not expected to have
a material impact on the Company.
Effective interest rates and repricing analysis
In respect of interest-earning financial assets, the following table indicates their effective interest rate at the balance sheet
date and the years in which they reprice or mature, whichever is earlier:
2007
2006
Effective
interest
rate per
annum
%
Total
RM’000
Within
1 year
RM’000
3.2
21,200
21,200
Effective
interest
rate per
annum
%
Total
RM’000
Within
1 year
RM’000
Floating rate
financial assets
Deposits placed with
licensed financial
institutions
70
Annual Report 2007
-
-
-
22. Financial instruments (continued)
Fair values
In respect of cash and cash equivalents, trade and other receivables, trade and other payables, the carrying amounts
approximate fair value due to the relatively short term nature of these financial instruments.
The aggregate fair values of other financial assets carried on the balance sheet are shown below:
2007
2006
Carrying
Fair
Carrying
Fair
amount
value
amount
value
RM’000
RM’000
RM’000
RM’000
1,030
10,010
-
-
-
-
1,030
-
45
45
45
42
Financial assets
Long-term investments:
Investment in quoted shares
Investment in unquoted shares
Other investment
Estimation of fair values
Fair value of quoted shares is based on quoted market prices at the balance sheet date without any deduction for
transaction costs.
In previous financial period, it was not practicable to estimate the fair value of an investment in an unquoted company
due to the lack of compensation quoted market prices and the inability to estimate fair value without incurring excessive
costs. That investment was carried at its original cost of RM1,030,000 in the balance sheet. At 31.12.2006, the share
of the net tangible assets in this unquoted company was RM2,647,302.
23. Significant events during the financial year
i.
On 13 March 2007, the Company entered into a Sale and Purchase Agreement with a third party for the
acquisition of a piece of leasehold land located in the Mukim of Ulu Kelang, District of Kuala Lumpur at a purchase
price of RM53.69 million for the purpose of constructing a shopping centre, of which 70% has been paid during
the financial year.
ii. On 29 October 2007, the Company entered into a Sale and Purchase Agreement with a third party for the
acquisition of a piece of freehold land located in the Mukim of Pulai, District of Johor Bahru, State of Johor at a
purchase price of RM106.97 million for the purpose of constructing a shopping centre. The acquisition of freehold
land has been completed and fully paid during the financial year.
Annual Report 2007
71
STATEMENT BY DIRECTORS
pursuant to Section 169(15) of the Companies Act, 1965
In the opinion of the Directors, the financial statements set out on pages 48 to 71 are drawn up in accordance with the provisions
of the Companies Act, 1965 and applicable approved Financial Reporting Standards issued by the Malaysian Accounting
Standards Board so as to give a true and fair view of the state of affairs of the Company at 31 December 2007 and of the results
of its operations and cash flows for the year ended on that date.
Signed in accordance with a resolution of the Directors:
Nagahisa Oyama
Kuala Lumpur,
STATUTORY DECLARATION
pursuant to Section 169(16) of the Companies Act, 1965
I, Poh Ying Loo, the officer primarily responsible for the financial management of AEON CO. (M) BHD., do solemnly and
sincerely declare that the financial statements set out on pages 48 to 71 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 in Kuala Lumpur on 21 February 2008.
Poh Ying Loo
Before me:
Commissioner for Oaths
Kuala Lumpur
72
Annual Report 2007
REPORT OF THE AUDITORS
to the members of AEON CO. (M) BHD.
We have audited the financial statements set out on pages 48 to 71. The preparation of the financial statements is the responsibility
of the Company’s Directors.
It is our responsibility to form an independent opinion, based on our audit, on the financial statements and to report our opinion
to you, as a body, in accordance with Section 174 of the Companies Act, 1965 and for no other purpose. We do not assume
responsibility to any other person for the contents of this report.
We conducted our audit in accordance with approved Standards on Auditing in Malaysia. Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates made by the Directors, as well as evaluating the
overall financial statements presentation. We believe our audit provides a reasonable basis for our opinion.
In our opinion:
(a) the financial statements are properly drawn up in accordance with the provisions of the Companies Act, 1965 and applicable
approved Financial Reporting Standards issued by the Malaysian Accounting Standards Board so as to give a true and fair
view of:
i) the state of affairs of the Company at 31 December 2007 and of the results of its operations and cash flows for the year
ended on that date; and
ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements of the
Company; and
(b) the accounting and other records and the registers required by the Companies Act, 1965 to be kept by the Company have
been properly kept in accordance with the provisions of the said Act.
KPMG Desa Megat & Co.
Firm Number: AF 0759
Chartered Accountants
Peter Ho Kok Wai
Partner
Approval Number: 1745/12/09(J)
Kuala Lumpur,
Annual Report 2007
73
ANALYSIS OF SHAREHOLDINGS
as at 31 March 2008
Authorised Share Capital
:
RM500,000,000
Paid-up Share Capital
:
RM175,500,000
Class of Shares
:
Ordinary Share of RM1 each
Voting Rights
:
1 vote per Ordinary Share
Size of
Shareholding
No. of
Shareholders/
Depositors
% of
Shareholders/
Depositors
No. of
Shares Held
% of
Issued Capital
97
8.75
1,426
0.00
100 - 1,000
281
25.34
198,014
0.11
1,001 - 10,000
583
52.57
2,096,660
1.19
10,001 - 100,000
90
8.11
2,817,600
1.61
100,001 - 8,774,999
56
5.05
70,634,877
40.25
8,775,000 and above
2
0.18
99,751,423
56.84
1,109
100.00
175,500,000
100.00
1 - 99
Total
SUBSTANTIAL SHAREHOLDINGS
as per Register of Substantial Shareholders
No. Name
No. of Shares
Direct Interest
%
Indirect Interest
%
1.
ÆON Co., Ltd.
89,505,000
51.00
-
-
2.
Aberdeen Asset Management PLC
15,350,900
8.75
-
-
3.
Aberdeen Asset Management Asia Limited
11,555,400
6.58
-
-
DIRECTORS’ INTERESTS
No. Name
1.
2.
3.
Naruhito Kuroda
74
Annual Report 2007
No. of Shares
Direct Interest
%
Indirect Interest
%
268,000
0.15
786,900
0.45
-
-
280,000
0.16
16,000
0.01
-
-
LIST OF 30 LARGEST SHAREHOLDERS
as at 31 March 2008
No.
Name of Shareholders
No. of Shares
% of Share Held
1
ÆON Co., Ltd
89,505,000
51.00
2
HSBC Nominees (Asing) Sdn Bhd
BBH (LUX) SCA for Genesis Smaller Companies
10,246,423
5.84
3
Amanah Raya Nominees (Tempatan) Sdn Bhd
Skim Amanah Saham Bumiputera
7,000,000
3.99
4
Exempt An for BNP Paribas Securities Services
(Convert in USD)
6,000,000
3.42
5
Amanah Raya Nominees (Tempatan) Sdn Bhd
Amanah Saham Wawasan 2020
5,478,800
3.12
6
Cartaban Nominees (Asing) Sdn Bhd
SSBT Fund D26J for Emerging Markets Global
Small Capitalization Fund (TEMMUF)
4,595,900
2.62
7
State Street London Fund XCB9 for Aberdeen
Asian Smaller Companies Investment Trust PLC
2,779,100
1.58
8
HSBC Nominees (Tempatan) Sdn Bhd
Nomura Asset MGMT Malaysia for Employees
Provident Fund
2,645,300
1.51
9
BBH and Co Boston for Smaller Companies
Portfolio (GEMOFL)
2,540,199
1.45
10
Employees Provident Fund Board
2,438,300
1.39
11
HSBC-FS for Aberdeen Malaysia Equity Fund
2,291,300
1.30
12
HSBC-FS I for Apollo Asia Fund Ltd
2,130,000
1.21
13
Exempt An for JPMorgan Chase Bank,
National Association (JERSEY)
2,067,878
1.18
14
Exempt An for JPMorgan Chase Bank,
National Association (Nordea Bank S.A)
2,012,300
1.15
15
Syarikat Maluri Sdn Bhd
1,865,000
1.06
Annual Report 2007
75
LIST OF 30 LARGEST SHAREHOLDERS (continued)
as at 31 March 2008
No.
Name of Shareholders
No. of Shares
% of Share Held
16
Mayban Nominees (Tempatan) Sdn Bhd
Aberdeen Asset Management Sdn Bhd for
The Employees’ Provident Fund Board (250416)
1,649,500
0.94
17
Permodalan Nasional Berhad
1,616,200
0.92
18
Malaysia Nominees (Tempatan) Sendirian Berhad
Great Eastern Life Assurance (Malaysia) Berhad
(Par 1)
1,532,900
0.87
19
Government of Singapore Investment
Corporation Pte Ltd for Government of Singapore (C)
1,309,100
0.75
20
AMSEC Nominees (Tempatan) Sdn Bhd
Aberdeen Asset Management Sdn Bhd for Tenaga
Nasional Berhad Retirement Benefit Trust Fund
(FM-Aberdeen)
1,217,000
0.69
21
Takuya Okada
1,200,000
0.68
22
Roshayati binti Basir
1,155,000
0.66
23
Rozilawati binti Haji Basir
1,155,000
0.66
24
Exempt An For JPMorgan Chase Bank,
National Association (Norges Bank)
1,100,000
0.63
25
Exempt An For JPMorgan Chase Bank,
National Association (U.K.)
1,000,500
0.57
26
AMSEC Nominees (Tempatan) Sdn Bhd
Amtrustee Berhad for CIMB Islamic
Dali Equity Growth Fund (UT-CIMB-DALI)
976,400
0.56
27
Exempt An for Danske Bank A/S (Client Holdings)
940,000
0.53
28
Exempt An for Morgan Stanley & Co.
International PLC (IPB Client Acct)
841,900
0.48
29
Status Resources Sdn Bhd
796,900
0.45
30
MCIS Zurich Insurance Berhad
730,200
0.42
160,816,100
91.63
Total
76
Annual Report 2007
PARTICULARS OF PROPERTIES
Location
Description/
Existing use
Land/
Built-up
area
(sq ft)
Date of
Acquisition (A)/
Completion (C)/
Revaluation (R)
Approx.
age of
building
(year)
Tenure
(Year of
expiry for
leasehold)
Net book
value as at
31/12/2007
(RM’000)
Details of AEON’s properties as at 31 December 2007 are set out below:
Lot 7041,
Mukim of Bukit Baru,
District of
Melaka Tengah,
Melaka.
Existing two-storey
shopping centre
Extention/Renovation
200,316
February 1995 (R)
-
43,445
Lot 23551,
Mukim of Setapak,
District and State
of Wilayah
Persekutuan.
Two-storey shopping
centre and three-storey
car park
666,694
February 1995 (R)
15 ½
-
47,430
Lot PT 21441,
Mukim of Kapar,
District of Klang,
Selangor.
Two-storey shopping
centre and
two-storey car park
691,414
October 1995 (C)
12
-
48,876
Lot 49045,
Mukim of Pulai,
District of Johor
Bahru, Johor.
Freehold land/
Two-storey shopping
centre including
covered car park
377,490/
483,299
April 2002 (A)/
August 2002 (C)
5½
Freehold
28,354
Lot 4086, Kawasan A,
Mukim Batu,
Daerah Kuala Lumpur,
Wilayah Persekutuan.
Two-storey shopping
centre and two-storey
car park
906,497
January 2004 (C)
4
-
48,958
Lot PTD 114179,
Mukim of Tebrau,
District of Johor
Bahru, Johor.
Freehold land/
Three-storey shopping
centre and one-storey
car park
1,308,035/
1,468,693
March 2004 (A)
January 2006 (C)
2
Freehold
161,374
Lot 3144,
Mukim of Cheras,
District of Ulu Langat,
Selangor.
Freehold land/
Two-storey shopping
centre and two-storey
car park
113,451/
893,819
April 2004 (A)
December 2006 (C)
1
Freehold
67,927
Lot PTD 90606,
Mukim of Pulai,
District of Johor Bahru,
Johor.
Freehold land
1,645,697
October 2007 (A)
-
Freehold
108,306
179,989
16
9½
Details of AEON’s prepaid lease payments as at 31 December 2007 are set out below:
Lot 7041,
Mukim of Bukit Baru,
District of
Melaka Tengah,
Melaka.
Leasehold land
436,036
February 1995 (R)
-
99 years
expiring on
19/12/2089
13,241
Lot 23551,
Mukim of Setapak,
District and State
of Wilayah
Persekutuan.
Leasehold land
368,516
February 1995 (R)
-
95 years
expiring on
28/3/2085
38,969
Lot PT 21441,
Mukim of Kapar,
District of Klang,
Selangor.
Leasehold land
643,753
June 1994 (A)
-
99 years
expiring on
9/5/2093
16,548
Lot 4086, Kawasan A,
Mukim Batu,
Daerah Kuala Lumpur,
Wilayah Persekutuan.
Leasehold land
410,815
January 2004 (C)
-
99 years
expiring on
April 2101
40,782
Lot PT 41977,
Mukim of Cheras,
District of Ulu Langat,
Selangor.
Leasehold land
550,910
April 2004 (A)
-
99 years
expiring on
12/4/2103
16,825
Annual Report 2007
77
JUSCO STORES, SHOPPING CENTRES & MAXVALU
JUSCO IPOH
PULAU PINANG
IPOH
NORTHERN
KUANTAN
No.2, Jalan Teh Lean Swee,
Off Jalan Sultan Azlan Shah Utara,
31400 Ipoh, Perak Darul Ridzuan.
Tel: 05-549 9633
KINTA CITY
SHOPPING CENTRE
KUALA LUMPUR
MELAKA
Tel: 05-548 4668
JOHOR BAHRU
CENTRAL
JUSCO BANDAR BARU
KLANG
.
PULAU PINANG
IPOH
KUANTAN
KUALA LUMPUR
MELAKA
JOHOR BAHRU
JUSCO TAMAN MALURI
Tel: 03-9285 5222
JUSCO TAMAN MALURI
SHOPPING CENTRE
Tel: 03-9200 1004
Persiaran Bukit Raja 2,
Bandar Baru Klang,
41150 Klang,
Selangor Darul Ehsan.
Tel: 03-3343 9366
BUKIT RAJA
SHOPPING CENTRE
Tel: 03-3343 2166
JUSCO MID VALLEY
AT3 Mid Valley Megamall,
Mid Valley City,
Lingkaran Syed Putra,
59200 Kuala Lumpur.
Tel:03-2284 4800
JUSCO WANGSA MAJU
Jalan R1, Seksyen 1,
Bandar Baru Wangsa Maju,
53300 Kuala Lumpur.
Tel: 03-4149 7666
ALPHA ANGLE
SHOPPING CENTRE
Tel: 03-4149 5288
JUSCO BANDAR UTAMA
No. 1, Leboh Bandar Utama,
Bandar Utama, Damansara,
47800 Petaling Jaya,
Tel: 03-7726 6266
JUSCO BANDAR
PUCHONG
Lot G40, IOI Mall, Batu 9,
Jalan Puchong,
Bandar Puchong Jaya,
47100 Puchong,
Tel: 03-8070 1200
JUSCO METRO PRIMA
No. 1, Jalan Metro Prima,
52100 Kepong,
Kuala Lumpur.
Tel: 03-6257 2121
1 UTAMA
SHOPPING CENTRE
JUSCO METRO PRIMA
SHOPPING CENTRE
Tel: 03-7726 6033
Tel: 03-6259 1122
JUSCO MELAKA
Leboh Ayer Keroh,
75450 Melaka.
Tel: 06-232 4899
PULAU PINANG
IPOH
KUANTAN
KUALA LUMPUR
JUSCO MELAKA
SHOPPING CENTRE
Tel: 06-233 2988
MELAKA
JOHOR BAHRU
SOUTHERN
JUSCO TAMAN
UNIVERSITI
No. 4, Jalan Pendidikan,
Taman Universiti, 81300
Skudai, Johor Darul Takzim.
Tel: 07-521 8000
JUSCO TAMAN UNIVERSITI
SHOPPING CENTRE
Tel: 07-520 8700
78
Annual Report 2007
JUSCO QUEENSBAY
1F-61, Queensbay Mall
100, Persiaran Bayan Indah,
11900 Bayan Lepas,
Pulau Pinang.
Tel: 04-641 3822
JUSCO TAMAN EQUINE
No. 2, Jalan Equine,
Taman Equine,
Bandar Putra Permai,
43300 Seri Kembangan,
Tel: 03-8941 3700
AEON TAMAN EQUINE
SHOPPING CENTRE
Tel: 03-7545 2700
JUSCO CHERAS
SELATAN
Aras Mezzanine,
Lebuh Tun Hussien Onn,
43200 Balakong,
Tel: 03-9080 3018
AEON CHERAS SELATAN
SHOPPING CENTRE
Tel: 03-9080 3498
JUSCO BANDAR SUNWAY
Lg1.111, Sunway Pyramid,
No.3, Jalan PJS 11/15,
Bandar Sunway, 46150 Petaling Jaya,
Tel: 03-5637 3720
JUSCO BUKIT TINGGI
Mezzanine Floor, No.1, Persiaran Batu
Nilam 1/KS 6, Bandar Bukit Tinggi 2,
41200 Klang, Selangor Darul Ehsan.
Tel: 03-3326 2330
AEON BUKIT TINGGI
SHOPPING CENTRE
PASAR RAYA MAXVALU
DAMANSARA DAMAI,
(formerly known as PASAR RAYA D’HATI Damansara Damai)
C-1-05, Park Avenue, Jalan PJU 10/1,
PJU 10, Damansara Damai, 47830
Petaling Jaya, Selangor Darul Ehsan.
Tel: 03-6157 1432
PASAR RAYA MAXVALU
PEARL POINT,
(formerly known as PASAR RAYA D’HATI Pearl Point)
Lot 1.0.49, Ground Floor,
Pearl Point Shopping Mall,
Jalan Klang Lama,
58000 Kuala Lumpur.
Tel: 03-7982 0422
PASAR RAYA MAXVALU
KOTA KEMUNING,
(formerly known as PASAR RAYA D’HATI Kota Kemuning)
No. 1-2G, Jalan Anggerik Vanilla
T31/T, Kota Kemuning, Seksyen 31,
40460 Shah Alam, Selangor.
Tel: 03-5122 1669
PASAR RAYA MAXVALU
DESA PARKCITY
Lot No. GF22, Ground Floor,
The Waterfront @ Desa ParkCity,
5, Persiaran Residen, Desa ParkCity,
52200 Kuala Lumpur.
Tel: 03-6280 7790
PASAR RAYA MAXVALU
AMPANG
Petronas Service Station, Jalan Kolam
Ayer Lama, Taman Dato’ Ahmad
Razali, 68000 Ampang Selangor.
Tel: 03-4252 1601
Tel: 03-3326 2370
JUSCO PERMAS JAYA
JUSCO TEBRAU CITY
No. 1, Jalan Permas Utara,
Bandar Baru Permas Jaya,
81750 Johor Bahru,
Johor Darul Takzim.
Tel: 07-386 8900
No 1, Jalan Desa Tebrau,
Taman Desa Tebrau,
81100 Johor Bahru,
Johor Darul Takzim.
Tel: 07-3511 110
JUSCO PERMAS JAYA
SHOPPING CENTRE
AEON TEBRAU CITY
SHOPPING CENTRE
Tel: 07-386 0600
Tel: 07-3522 220
JUSCO SEREMBAN 2
112, Persiaran S2 B1,
Seremban 2, 70300 Seremban,
Negeri Sembilan Darul Khusus.
Tel: 06-601 5633
JUSCO SEREMBAN 2
SHOPPING CENTRE
Tel: 06-601 5618
Annual Report 2007
79
MILESTONES
1984
SEPTEMBER
–
JAYA JUSCO STORES SDN BHD established, in response to a request from former Prime
Minister Tun Dr Mahathir bin Mohamad, to help modernise the retailing industry in Malaysia.
1985
JUNE
DECEMBER
–
–
The first pilot store, JAYA JUSCO Dayabumi, opened.
The second pilot store, JAYA JUSCO Taman Tun, opened.
1989
JUNE
OCTOBER
–
–
JAYA JUSCO Dayabumi closed.
The first Superstore, JAYA JUSCO Taman Maluri, opened.
1990
JUNE
NOVEMBER
–
–
“Japan Management Training Programme” begun.
28 Malaysian students invited to Japan as “Ambassadors” through the ÆON “1% Club”
Programme.
1991
OCTOBER
–
–
JUSCO Melaka was opened and fully operated by Malaysian staff.
The ÆON Group’s “Hometown Forest” programme was launched simultaneously at
the inauguration of JUSCO Melaka.
1992
APRIL
–
JUSCO Wangsa Maju (Alpha Angle Shopping Centre), the first Shopping Centre, opened.
1994
AUGUST
OCTOBER
–
–
The Distribution Centre begun operations.
Japanese Trainee Programme begun.
1995
JUNE
AUGUST
OCTOBER
–
–
–
JAYA JUSCO Taman Tun Dr. Ismail closed.
JUSCO Bandar Utama (1 Utama Shopping Centre) opened.
JUSCO Bandar Baru Klang (Bukit Raja Shopping Centre) opened.
1996
DECEMBER
–
JAYA JUSCO STORES BHD was listed on the Main Board of the KLSE.
1997
AUGUST
–
JUSCO Ipoh (Kinta City Shopping Centre) opened.
1998
DECEMBER
–
JUSCO Melaka Superstore was upgraded to a Shopping Centre.
1999
DECEMBER
–
JUSCO Mid Valley opened.
2000
DECEMBER
–
–
JUSCO Taman Maluri Superstore was upgraded to a Shopping Centre.
JUSCO Bandar Puchong opened.
2001
OCTOBER
NOVEMBER
–
–
Launch of WAOH Charity Fund / JUSCO Fest / JUSCO’s 17th Anniversary.
22 Malaysian students and 2 former participants from the 1990 batch were invited
to Japan as ‘Ambassadors’ through the ÆON “1% Club” Programme.
2002
APRIL
–
JULY
–
Establishment of JUSCO-OUM Retail Centre in Alpha Angle Shopping Centre,
at Wangsa Maju.
JUSCO Taman Universiti (JUSCO Taman University Shopping Centre) opened,
Japan Management Training Programme reactivated.
JULY
AUGUST
OCTOBER
DECEMBER
–
–
–
–
2003
–
2004
JANUARY
JUNE
80
–
–
–
Annual Report 2007
WAOH Charity Bazaar.
Smart Wonder World opened in JUSCO Taman Maluri.
JUSCO Home Centre opened in 1 Utama Shopping Centre.
3,000 seedlings were planted in the vicinity of the JUSCO Permas Jaya store
as part of ÆON
ÆON’s environmental campaign, ‘Planting Seeds of Growth’.
JUSCO Permas Jaya (JUSCO Permas Jaya Shopping Centre) opened.
JUSCO Metro Prima Tree Planting Ceremony was held. 2,000 seedlings were planted.
JUSCO Metro Prima (JUSCO Metro Prima Shopping Centre) opened.
“With All Our Hearts” Charity Fund officially registered as the “With All Our Hearts”
Malaysian JUSCO Foundation.
MILESTONES
2004
2005
SEPTEMBER
–
–
–
–
AUGUST
OCTOBER
–
–
MARCH
–
JULY
SEPTEMBER
–
–
–
–
–
AEON CO. (M) BHD. received a certificate of appreciation from the Prime Minister for its
tree planting activities.
WAOH Charity Gala Dinner was held.
JUSCO Seremban 2 Tree Planting ceremony was held. 3,300 seedlings were planted.
JUSCO Seremban 2 (JUSCO Seremban 2 Shopping Centre) opened.
The first PASAR RAYA J-One Supermarket in Damansara Damai.
AEON Tebrau City Tree Planting ceremony was held. 6,000 seedlings were planted.
–
–
–
–
–
–
–
–
–
–
JUSCO Tebrau City (AEON Tebrau City Shopping Centre) opened.
Change of financial year end from February to December.
AEON Taman Equine Tree Planting Ceremony held. 4,000 seedlings were planted.
JUSCO Taman Equine (AEON Taman Equine Shopping Centre) opened.
PASAR RAYA J-One supermarket in Pearl Point opened.
Completion of Kinta City Shopping Centre sales and lease back.
AEON Cheras Selatan Tree Planting Ceremony held. 4,000 seedlings were planted.
WAOH Charity Gala Dinner held.
JUSCO Queensbay opened.
JUSCO Cheras Selatan (AEON Cheras Selatan Shopping Centre) opened.
JANUARY
–
JUNE
AUGUST
SEPTEMBER
–
–
–
–
–
Pasar Raya D’HATI name change ceremony (from J-One to D’HATI) held at Pearl Point
Shopping Mall.
Replanting of trees at AEON Woodland.
WAOH Charity Gala Dinner 2007 held.
Pasar Raya D’HATI Kota Kemuning officially opened.
JUSCO Bandar Sunway Store opened.
AEON Bukit Tinggi Shopping Centre Tree Planting Ceremony held.
5,085 seedlings were planted.
Pasar Raya MaxValu Desa ParkCity and Pasar Raya MaxValu Ampang officially opened.
JUSCO Bukit Tinggi (AEON Bukit Tinggi Shopping Centre) opened.
OCTOBER
DECEMBER
2006
JANUARY
APRIL
JUNE
JULY
SEPTEMBER
NOVEMBER
DECEMBER
2007
OCTOBER
DECEMBER
–
–
JAYA JUSCO STORES BHD. officially changed name to AEON CO. (M) BHD.
JUSCO celebrated 20th Anniversary in Malaysia with Gala Dinner.
Official launch of “With All Our Hearts” Malaysian JUSCO Foundation.
30,000 seedlings planted in the Malaysia-Japan Friendship Forest, AEON Woodland,
Paya Indah Wetlands.
Company authorised share capital increased from RM100,000,000 to RM500,000,000.
Completed Bonus Issue (1:1) for 87,750,000 new Ordinary Shares.
Annual Report 2007
81
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the Twenty-Third Annual General Meeting of AEON CO. (M) BHD. will be held at Prince 1,
Level 3, Prince Hotel & Residence Kuala Lumpur, No. 4, Jalan Conlay, 50450 Kuala Lumpur on Monday, 26 May 2008 at
10.30a.m for the following purposes:-
AGENDA
As Ordinary Business
1. To receive and adopt the Audited Financial Statements for the financial year ended 31
December 2007 together with the Reports of the Directors and Auditors thereon.
Ordinary Resolution 1
2. To declare a First and Final Dividend of 17% less 26% income tax and a special tax-exempt
dividend of 4% in respect of the financial year ended 31 December 2007.
3. To approve the payment of Directors’ Fees for the financial year ended 31 December
2007.
4. To re-elect the following Directors retiring under Article 74 of the Articles of Association of
the Company:i)
ii)
Mr. Tsutomu Kajita
iii) Mr. Nagahisa Oyama
iv) Datuk Ramli bin Ibrahim
v)
vi) Datuk Zawawi bin Mahmuddin
vii) Mr. Naruhito Kuroda
5. To re-appoint Dato’ Chew Kong Seng as Director pursuant to Section 129 (6) of the
Companies Act, 1965.
6. To re-appoint Messrs KPMG Desa Megat & Co. as Auditors of the Company and to authorise
the Directors to fix their remuneration.
As Special Business
To consider and, if thought fit, to pass the following ordinary resolution :7. PROPOSED RENEWAL OF EXISTING SHAREHOLDERS’ MANDATE FOR THE RECURRENT
RELATED PARTY TRANSACTIONS OF A REVENUE OR TRADING NATURE (“PROPOSED
RENEWAL OF SHAREHOLDERS’ MANDATE”)
“THAT approval be and is hereby given to the Company, to enter and give effect to the
recurrent related party transactions of a revenue or trading nature (hereinafter to be referred
to as “Recurrent Transactions”) with the related parties as stated in Section 2.2 of the Circular
to Shareholders dated 5 May 2008 which are necessary for the Company’s day-to-day
operations subject further to the following:(i) the Recurrent Transactions contemplated are in the ordinary course of business and on
terms which are not more favourable to related parties than those generally available to
the public, and are not to the detriment of the minority shareholders;
82
Annual Report 2007
As Special Business (continued)
(ii) the approval is subject to annual renewal and shall only continue to be in force until:(a) the conclusion of the next Annual General Meeting of the Company following
the forthcoming Annual General Meeting of the Company at which the Proposed
Renewal of Shareholders’ Mandate is approved, at which time it will lapse unless by
a resolution passed at the Annual General Meeting the mandate is again renewed;
(b) the expiration of the period within which the next Annual General Meeting of the
Company after the date it is required to be held pursuant to Section 143(1) of the
Companies Act, 1965 (but shall not extend to such extensions as may be allowed
pursuant to Section 143(2) of the Companies Act, 1965); or
(c) revoked or varied by resolution passed by the shareholders in general meeting,
whichever is the earlier; and
iii) the disclosure of the breakdown of the aggregate value of the Recurrent Transactions
conducted pursuant to the Proposed Renewal of Shareholders’ Mandate in the Annual
Report of the Company based on the following information:(a) the type of Recurrent Transactions entered into; and
(b) the names of the related parties involved in each type of the Recurrent Transactions
entered into and their relationship with the Company.
AND THAT the Directors of the Company be and are hereby authorised to do all acts and
things to give full effect to the Recurrent Transactions contemplated and/or authorised by this
resolution, as the Directors of the Company, in their absolute discretion, deem fit.”
Annual Report 2007
83
NOTICE OF DIVIDEND PAYMENT
NOTICE IS HEREBY GIVEN THAT, subject to the approval of shareholders at the Twenty-Third Annual General Meeting, a
first and final dividend of 17% less 26% income tax and a special tax-exempt dividend of 4% in respect of the financial year
ended 31 December 2007 will be paid to shareholders on 26 June 2008. The entitlement date for the said dividend shall
be 6 June 2008.
A Depositor shall qualify for entitlement to the Dividend only in respect of:
(a) Shares transferred to the Depositor’s securities account before 4:00 p.m. on 6 June 2008 in respect of transfers.
(b) Shares bought on Bursa Malaysia Securities Berhad on cum entitlement basis according to the Rules of Bursa Malaysia
Securities Berhad.
BY ORDER OF THE BOARD
TAI YIT CHAN (MAICSA 7009143)
Secretary
Kuala Lumpur
Date: 5 May 2008
NOTES :
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote in his stead. A proxy may but
need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 (“the Act”) shall not apply.
2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting, provided that the provisions of Section
149(1)(c) of the Act are complied with.
3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportions of his shareholdings
to be represented by each proxy.
4. The instrument appointing a proxy must be deposited at the Registered Office of the Company at 3rd Floor, JUSCO Taman Maluri Shopping
Centre, Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur not less than 48 hours before the time set for holding the meeting.
5. If the appointor is a corporation, the instrument appointing a proxy must be executed under its Common Seal or under the hand of its
attorney.
6. Explanatory Note on the Special Business
Ordinary Resolution 13 on the Proposed Renewal of Shareholders’ Mandate
The Ordinary Resolution 13 proposed, if passed, will empower the Directors from the date of the Twenty-Third Annual General Meeting, to
deal with the related party transactions involving recurrent transactions of a revenue or trading nature which are necessary for the Company’s
day-to-day operations. These recurrent related party transactions are in the ordinary course of business and are on terms not more favourable
to the related parties than those generally available to the public and not to the detriment of the minority shareholders. This authority unless
revoked or varied at a general meeting, will expire at the next Annual General Meeting of the Company and subject always to provision
(ii) of the resolution. The details of the recurrent related party transactions are set out in the Circular to the Shareholders dated 5 May 2008,
which is despatched together with this Annual Report.
STATEMENT ACCOMPANYING NOTICE OF
TWENTY-THIRD ANNUAL GENERAL MEETING
Pursuant to the Paragraph 8.28(2) of the Bursa Securities Listing Requirements appended
hereunder is:
a) Further details of Directors standing for re-election
Details of Directors seeking for re-election or re-appointment are set out in Directors’ Profiles appearing on pages 21 and
22 of the Annual Report for financial year ended 31 December 2007.
84
Annual Report 2007
PROXY FORM
AEON CO. (M) BHD. (126926-H)
(Incorporated in Malaysia)
No. of Shares
CDS account No.
I/We, .........................................................................................................(name of shareholder as per NRIC, in capital letters)
IC No./ID No./Company No…..…………………………………………………..(new) ……………………………………………..(old)
of………………………………………………………..….........................................................................................(full address)
being a member(s) of the abovenamed Company, hereby appoint……………………………………....................................
(name of proxy as per NRIC, in capital letters) IC No. …………………………………………….. (new)……………………………… (old)
of ………………………………………………………………………….................................................................… (full address)
or failing him/her ……………………………………………………………………………… (name of proxy as per NRIC, in capital letters)
IC No.………………………………………………… (new) ………………………………………………… (old) of ………………………
…………………………………………………………………………………………………………………………………………………… (full
address) as my/our proxy to vote for me/us and on my/our behalf at the Twenty-Third Annual General Meeting of the Company, to be
held at Prince 1, Level 3, Prince Hotel & Residence Kuala Lumpur, No. 4, Jalan Conlay, 50450 Kuala Lumpur on Monday, 26 May
2008 at 10.30 a.m, and at any adjournment thereat.
My/our proxy is to vote as indicated below:
No.
Resolution
For
Adoption of Audited Financial Statements and Reports for the financial
year ended 31 December 2007
Declaration of a first and final dividend of 17% less 26% income tax and a
special tax-exempt dividend of 4% in respect of the financial year ended
31 December 2007.
Approval of Directors’ Fees for the financial year ended 31 December 2007
Ordianry Resolution 4
Re-election of Dato’ Abdullah bin Mohd Yusof
Re-election of Mr. Tsutomu Kajita
Against
ORDINARY BUSINESS
Re-election of Mr. Nagahisa Oyama
Re-election of Datuk Ramli bin Ibrahim
Re-election of Brig. Jen (B) Dato’ Mohamed Idris bin Saman
Re-election of Datuk Zawawi bin Mahmuddin
Re-election of Mr. Naruhito Kuroda
Re-appointmeent of Dato’ Chew Kong Seng as Director pursuant to Section 129 (6)
of the Companies Act, 1965
Re-appointment of Messrs KPMG Desa Megat & Co.
SPECIAL BUSINESS
Proposed Renewal of the Existing Shareholders’ Mandate for the Recurrent Related
Party Transactions of a Revenue or Trading Nature
[Please indicate with an “X” in the spaces provided whether you wish your votes to be cast for or against the resolutions. In the absence of
specific directions, your proxy will vote or abstain as he/she thinks fit.]
For appointment of two proxies, percentage of
shareholdings to be represented by the proxies:
No. of shares
Percentage
........................................................
Proxy 1
%
Signature of Shareholder or Common Seal
Proxy 2
%
Dated this ............. day of ................................ 2008
Total
100%
NOTES :
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote in his stead. A proxy may but need not
be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 (“the Act”) shall not apply.
2. A member shall be entitled to appoint more than one (1) proxy to attend and vote at the same meeting, provided that the provisions of Section 149(1)(c)
of the Act are complied with.
3. Where a member appoints more than one (1) proxy, the appointment shall be invalid unless he specifies the proportions of his shareholdings to be
represented by each proxy.
4. The instrument appointing a proxy must be deposited at the Registered Office of the Company at 3rd Floor, JUSCO Taman Maluri Shopping Centre, Jalan
Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur not less than 48 hours before the time set for holding the meeting.
5. If the appointor is a corporation, the instrument appointing a proxy must be executed under its Common Seal or under the hand of its attorney.
Place Stamp
Here
The Company Secretary:
AEON CO. (M) BHD. (Company No. 126926-H)
3rd Floor, JUSCO Taman Maluri Shopping Centre,
AEON CO. (M) BHD. (1 2 6 9 2 6 - H )

2004 2007 - AEON CO.

Transcription

Similar documents

Untitled - GROMUTUAL

Citrawarna Malaysia

AEON CO. (M) BHD. - Investor Relations

25558_JUSCO AR06_10R_yin.indd

5725 Aeon Ann Rep cover wai.ai

January 2014 Newsletter - Fresno Police Department Credit Union

qdoba mexican grill - LMS Commercial Real Estate

view pdf - Weiss Realty

(1) - Bursa Malaysia Stock

eCommerce - Exchange

Managingin - Bursa Malaysia Stock

aeon co. (m) bhd. annual report

table of contents