PDF - Investor Relations

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corporate profile
In 1988, two visionary entrepreneurs joined forces to establish a property
development company and create inspiring places to live and work in. Until
today this aspiration continues to fuel Glomac’s commitment to deliver
value beyond expectations in every project it embarks on.
Glomac remains guided by its original founders; Tan Sri Dato’ FD Mansor,
Group Executive Chairman and Datuk Richard Fong, Group Executive Vice
Chairman; and is currently helmed by Datuk Seri Fateh Iskandar, Group
Managing Director/Chief Executive Officer. Listed on the Main Board of
Bursa Malaysia Securities Berhad on 13 June 2000, today Glomac Berhad
comprises more than 50 subsidiaries with involvement in every face of
the real estate business encompassing property development, property
investment, construction, property management and car park management.
The core focus of the Group has always been the development of townships,
residential, commercial and mixed development properties and this
foundation has been reinforced over the years with a growing portfolio
of exemplary projects that has nurtured new lifestyles and communities
across Malaysia. The Group has built a solid reputation as a responsible
and visionary property developer with a reliable track record of continuous
growth over 25 years.
As a long term player, the Group is agile in responding to market change,
continuously planning and designing new projects to optimise the value
of existing landbanks, while looking out for new opportunities in strategic
locations.
The Group has sold over RM4 billion worth of properties, and is sustained
by a strong pipeline of projects worth over RM8 billion. The year ahead will
see the Group launching approximately RM1 billion worth of property and
expanding its presence in strategic growth sectors, particularly in the prime
area of the Greater Kuala Lumpur, where it is already well established.
our vision
Our vision is to help improve the quality of life by providing a
better place to live or work in. By carrying out this vision, we
want to be recognised by our customers, shareholders and
employees as a world-class property developer.
our mission
Our mission as a caring and reliable property developer is to
deliver outstanding service, quality products and value for
money for our customers. Through dedication, innovation and
passion, we are confident about our ability to achieve these
goals.
forward
It starts with inspiration. A vision to provide ideal homes, work
places and recreational facilities; to create an environment
that enhances the quality of our lives. From pen to paper, plan
to reality, we build the vision.
Glomac’s vision is to enrich our lives in the most fundamental
ways – value, quality and service. This is the catalyst of
our business and the essence of our success, affirming our
reputation as a visionary property developer.
annual report
2014
01
Revenue
676.7million
RM
0.6% decrease year on year
Profit Attributable to Owners of the Company
108.4million
RM
Significant 6% increase compared with the previous year
Achieved due to the continued success of our projects
Total Available GDV
8.1billion
RM
Projects anchored by ongoing and pipeline projects
which further drive revenue and profits
Profit Before Tax
157.3million
RM
A 2.4% higher than previous year
Unbilled Sales
715million
RM
Performance underpinned by key ongoing projects
Total Net Dividend Per Share
4.9sen
Total Net Dividend consistent with last financial year
02
GLOMAC BERHAD (110532-M)
contents
5 corporate information
6 group structure
8 board of directors
10 profile of directors
16 5-year financial highlights
18 glomac in the news
20 corporate social responsibility
(csr)
26 chairman’s statement/
penyata pengerusi
32 group managing director/
ceo’s review of operations
39 corporate governance statement
50 additional compliance information
53 audit committee report
56 internal control statement
59 financial statements & reports
150 list of properties and
development properties
153 analysis of shareholdings
156 notice of 30th annual general
meeting
form of proxy
annual report
2014
03
04
corporate information
board of directors
Tan Sri Dato’ Mohamed Mansor bin Fateh Din
Group Executive Chairman
Datuk Richard Fong Loong Tuck
Group Executive Vice-Chairman
Datuk Seri Fateh Iskandar bin Tan Sri Dato’ Mohamed Mansor
Group Managing Director/Chief Executive Officer
Dato’ Ikhwan Salim bin Dato’ Hj Sujak
Senior Independent Non-Executive Director
Datuk Ali bin Tan Sri Abdul Kadir
Independent Non-Executive Director
Mr Chong Kok Keong
company secretaries
registered office
nomination committee
Mr Ong Shaw Ching
Level 15, Menara Glomac
Glomac Damansara
Jalan Damansara
60000 Kuala Lumpur
Tel : 03 7723 9000
Fax : 03 7729 7000
Dato’ Ikhwan Salim bin
Dato’ Hj Sujak
(MIA 7819)
Ms Siew Suet Wei
(MAICSA 7011254)
audit committee
auditor
Dato’ Hj Sujak
remuneration &
esos committee
Deloitte (AF 0080)
(formerly known as Deloitte
KassimChan)
Level 16, Menara LGB
1 Jalan Wan Kadir
Taman Tun Dr Ismail
60000 Kuala Lumpur
Tel : 03 7610 8888
Fax : 03 7726 8986
Dato’ Hj Sujak
registrar
Member
Mr Chong Kok Keong
Member
Chairman
Member
Datuk Seri Fateh Iskandar bin
Tan Sri Dato’ Mohamed Mansor
Member
Member
Mr Chong Kok Keong
Member
Chairman
Chairman
Shareworks Sdn Bhd
2-1, Jalan Sri Hartamas 8
Sri Hartamas
50480 Kuala Lumpur
Tel : 03 6201 1120
Fax : 03 6201 3121
stock exchange
Main Market of Bursa Malaysia
Securities Berhad
Stock Code: 5020
website
www.glomac.com.my
principal bankers
AmBank (M) Berhad
Malayan Banking Berhad
HSBC Amanah Malaysia Berhad
annual report
2014
05
group structure
property
development
100% Glomac Land Sdn Bhd
Saujana Utama, Sg. Buloh
100% Glomac Maju Sdn Bhd
Suria Residen, Cheras
100% Regency Land Sdn Bhd
Saujana Utama III, Sg. Buloh
100% Glomac Rawang Sdn Bhd
Saujana Rawang, Rawang
100% Glomac Sutera Sdn Bhd
Sri Saujana, Kota Tinggi,
Johor
100% Glomac Resources Sdn Bhd
Glomac Galleria,
Kuala Lumpur
100% Glomac Enterprise Sdn Bhd
Sungai Buloh Country Resort,
Sg. Buloh
100% Glomac Vantage Sdn Bhd
Taman Mahkota Laksamana,
Seksyen III, Melaka
100% Glomac Alliance Sdn Bhd
Lakeside Residences,
Puchong
70%
100% Glomac Consolidated Sdn Bhd
Bukit Saujana, Sg. Buloh
51%
100% Glomac Damansara Sdn Bhd
Glomac Damansara,
Kuala Lumpur
51%
100% Glomac Jaya Sdn Bhd
Glomac Cyberjaya, Cyberjaya
30%
FDA Sdn Bhd
Sri Bangi, Section 8,
Bandar Baru Bangi
Glomac Al Batha Sdn Bhd
Glomac Tower, Kuala Lumpur
Glomac Al Batha Mutiara
Sdn Bhd
Reflection Residences,
Mutiara Damansara
PPC Glomac Sdn Bhd
Bandar Sri Permaisuri,
Cheras
100% Glomac Segar Sdn Bhd
(Proposed Phase 4 of
Plaza Kelana Jaya)
100% Dunia Heights Sdn Bhd
(Proposed residential
development in Sg. Buloh)
100% Glomac Kristal Sdn Bhd
Glomac Centro, Petaling Jaya
100% FDM Development Sdn Bhd
(Proposed mixed development
of Glomac Centro Phase 2,
Petaling Jaya)
100% Berapit Properties Sdn Bhd
Glomac Cyberjaya 2, Cyberjaya
100% Kelana Kualiti Sdn Bhd
in Sg.Buloh)
100% Magical Sterling Sdn Bhd
in Saujana KLIA)
100% Elmina Equestrian Centre
(Malaysia) Sdn Bhd
Saujana Utama V
100% Anugerah Armada Sdn Bhd
(Lot 13720, Pekan Kayu Ara)
06
property investment
& management
100% Kelana Centre Point Sdn Bhd
Kompleks Kelana Centre
Point, Kelana Jaya
100% Bangi Integrated Corporation
Sdn Bhd
Plaza Kelana Jaya, Phase II,
Kelana Jaya
100% Glomac Nusantara Sdn Bhd
Dataran Glomac, Kelana Jaya
100% Glomac Regal Sdn Bhd
Suria Stonor, Kuala Lumpur
other
activities
project management
100% Glomac Group
Management Services
Sdn Bhd
property management
100% Glomac Property Services
Sdn Bhd
100% Kelana Property Services
Sdn Bhd
51%
100% Berapit Pertiwi Sdn Bhd
Suria Stonor, Kuala Lumpur
100% Glomac City Sdn Bhd
Plaza Glomac, Kelana Jaya
100% Glo Damansara Sdn Bhd
(formerly known as
Crest Dollars Sdn Bhd)
Retail Mall @
Glomac Damansara,
Kuala Lumpur
45.5% VIP Glomac Pty Ltd
As trustee for
VIP Glomac Unit Trust
45.9% VIP Glomac Unit Trust
380 Lonsdale Street, Australia*
60%
dormant
companies
100% Glomac Leisure Sdn Bhd
100% Kelana Seafood Centre
Sdn Bhd
100% Prisma Legacy Sdn Bhd
60%
Glomac Excel Sdn Bhd
100% Glomac Real Estate Sdn Bhd
100% OUG Square Sdn Bhd
construction
100% Glomac Thailand Sdn Bhd
Glomac Bina Sdn Bhd
100% Glomac Cekap Sdn Bhd
car park operations/
management
100% Magnitud Teknologi Sdn Bhd
Prominent Excel Sdn Bhd
100% BH Interiors Sdn Bhd
investment holding
100% Berapit Development Sdn Bhd
100% Glomac Australia Pty Ltd
100% Prima Sixteen Sdn Bhd
100% Glomac Restaurants Sdn Bhd
100% Sungai Buloh Country Resort
Sdn Bhd
100% Glomac Realty Sdn Bhd
85.7% Glomac Power Sdn Bhd
60%
Glomac Utama Sdn Bhd
Worldwide Business Park
30%
Irama Teguh Sdn Bhd
100% Magic Season Sdn Bhd
* Disposed on 3 October 2013
annual report
2014
07
board of
08
from left
Tan Sri Dato’ Mohamed Mansor bin Fateh Din group executive chairman
Datuk Richard Fong Loong Tuck group executive vice-chairman
Datuk Seri Fateh Iskandar bin Tan Sri Dato’ Mohamed Mansor group managing director/chief executive officer
Dato’ Ikhwan Salim bin Dato’ Hj Sujak senior independent non-executive director
Datuk Ali bin Tan Sri Abdul Kadir independent non-executive director
Chong Kok Keong independent non-executive director
directors
annual report
2014
09
profile of directors
Bin Fateh Din
Aged 74, Malaysian
Tan Sri Dato’ Mohamed Mansor bin Fateh Din or better known as FD Mansor was appointed to the Board on
1 April 1986. Before he founded the Glomac Group, he was employed with Utusan Malaysia Berhad as the Group
Personnel Director.
Tan Sri Dato’ Mohamed Mansor has extensive experience in the property development business through his
involvement in the industry for the past 30 years. He was the Honorary Secretary of the Malay Chamber of
Commerce and Industry, Selangor from 1987 to 1995 and was awarded the Selangor Entrepreneur of the Year
1995 by the Dewan Perniagaan Melayu Malaysia Negeri Selangor in recognition of his contributions to the state. In
September 2005, he was awarded the prestigious “Property Man of the Year” by FIABCI Malaysia. Being a genuine
Malay businessman and entrepreneur, he was presented the award of “Anugerah Usahasama Tulen” by the Malay
Chamber of Commerce, Malaysia in June 2008.
In June 2011, Tan Sri Dato’ Mohamed Mansor was recognized and awarded as a recipient of “Jewels of Muslim
World 2011” as the recognition of achievements and contributions made by high profile business leaders in the
Muslim World. He also sits as the Advisory Council in Iqra Foundation.
In October 2013, Tan Sri Dato’ FD Mansor was conferred the prestigious BrandLaureate – Premier Brand Icon
Leadership Award 2013 in The BrandLaureate Icon Award 2013 for his illustrious career as one of Malaysia’s
top business entrepreneurs and corporate leaders. The annual Brand Laureate Awards provides recognition to
inspirational leaders who dedicate their lives and profession to the country. Individuals who receive the awards are
those who contribute to the development of the nation and the economy with their innovative thoughts.
Tan Sri Dato’ Mohamed Mansor attended all Board Meetings held during the financial year ended 30 April 2014.
010
Group Executive Vice-Chairman
Aged 63, Malaysian
Datuk Richard Fong was appointed to the Board on 4 April 1988. He graduated with a Bachelor of Science (Hons) in
Civil Engineering from University of London, UK. Datuk Fong began his career in Mudajaya Construction Sdn Bhd
and IJM Corporation Berhad before founding Glomac Group in 1988.
He has more than 30 years of experience in the field of property development, building construction and engineering.
He served as the Secretary General of FIABCI (International Real Estate Federation) Malaysian Chapter for the
term 1998-2000 and was appointed President of FIABCI Malaysia from August 2006 to 2010.
As the former President of FIABCI, he was instrumental in the formation of Malaysia Property Incorporated
(“MPI”), a body set-up by the Economic Planning Unit of the Prime Minister’s Department, to promote property
investments among foreigners in Malaysia. Datuk Fong also served as the Chairman of the Board of Directors of
MPI from February 2008 to June 2010.
Datuk Richard Fong is frequently invited as guest speakers at forum and seminars on property market in Malaysia
both locally and internationally.
Datuk Richard Fong attended all Board Meetings held during the financial year ended 30 April 2014.
annual report
2014
011
profile of directors (cont’d)
Datuk Seri Fateh Iskandar
Bin Tan Sri Dato’ Mohamed Mansor
Member of Remuneration and ESOS Committee
Aged 46, Malaysian
Datuk Seri Fateh Iskandar bin Tan Sri Dato’ Mohamed Mansor was appointed to the Board on 5 February 1997. Datuk Seri
FD Iskandar was the Group Executive Director from 1997 up to October 2004 when he assumed the position of Group Managing
Director of Glomac Berhad. Subsequently, on 24 March 2009, he was appointed as Chief Executive Officer of Glomac Berhad.
Datuk Seri FD Iskandar attended the Malay College Kuala Kangsar (MCKK) and later obtained his law degree from the University
of Queensland, Australia and subsequently went on to obtain his Masters in Business Administration. He practiced law in
Australia before coming back to Malaysia joining Kumpulan Perangsang Selangor Berhad (KPS) as its Corporate Manager. He
left KPS to join Glomac in 1992 as General Manager for Business Development and climbed the way up the corporate ladder.
Apart from sitting on several private limited companies, Datuk Seri FD Iskandar is also the Deputy Chairman of Media Prima
Berhad, the largest incorporated media company in South East Asia with all 4 private TV stations in Malaysia, radio stations,
print media, news media, outdoor advertising agency and many more. He is a Director of New Straits Times Press (Malaysia)
Berhad as well, the publisher of 3 main newspapers with a string of magazines. The New Straits Times newspaper is one of
the most established in Asia and have been around for more than 160 years. Datuk Seri FD Iskandar sits as a Board Member
of Axis-Reits Managers Berhad, the first REITs company to be listed on Bursa Malaysia and a Director of Telekom Malaysia
Berhad, Malaysia’s broadband champion and leading integrated information and communications Group.
Recently he was appointed as the President of the Real Estate & Housing Developer’s Association (REHDA) Malaysia and
Immediate Past Chairman of REHDA Selangor Branch. He was the former Deputy Chairman of the Malaysian Australian
Business Council (MABC), Chairman of Gagasan Badan Ekonomi Melayu, Selangor Branch (GABEM) a body that promotes
entrepreneurial ship amongst Malays in the country. He is the Co-Chair of the Special Taskforce to Facilitate Business Group
(PEMUDAH) on Legal & Services and was also a Member of PEMUDAH Selangor Group. He was one of the founding Director
of Malaysia Property Incorporated, a partnership between Government and the private sector that was established to promote
property investments and ownership to foreigners all around the world.
With more than 20 years of experience and involvement in the property development industry, his vast experiences and
expertise has made him a very well-known and respected figure among his peers locally as well as on the international arena.
He is frequently invited as a guest speaker in forums, seminars and conventions to offer his insights and views and to share his
wealth of experiences, and has given talks both locally and internationally on the property market in Malaysia over the years.
He was awarded the “Malaysian Business Award in Property 2012” and won another award in 2013 from Asean Business
Council for Property Excellence. In mid-2013 he was also accorded the “Entrepreneurship Award – Property & Real Estate” by
Asia Pacific Entrepreneurship Malaysia. In April 2014, Datuk Seri FD Iskandar was awarded by The Leaders International the
“Global Leadership Awards 2014 – Commercial Property Development.
Datuk Seri FD Iskandar attended all Board Meetings held during the financial year ended 30 April 2014.
012
Dato’ Ikhwan Salim
Bin Dato’ Hj Sujak
Senior Independent Non-Executive Director
Chairman of Nomination
Remuneration and ESOS Committee
Member of Audit Committee
Aged 57, Malaysian
Dato’ Ikhwan Salim bin Dato’ Hj Sujak was appointed to the Board on 9 February 2000. Dato’ Ikhwan Salim holds a
Bachelor of Science degree in Economics/Accounting from Queen’s University, Belfast, Ireland, UK. He began his
career as an Auditor with Coopers & Lybrand, UK and joined Nestle (M) Sdn Bhd in 1979. In 1980, he moved on to
be the Group Financial Planning Manager of Kumpulan Low Keng Huat Sdn Bhd. In 1982 and upon restructuring
his family’s varied business operations in 1981, he was made the Director for the holding company, Jaya Holdings
Sdn Bhd.
In 1999, Dato’ Ikhwan Salim was appointed Executive Chairman of Konsortium Jaringan Selangor Sdn Bhd. In
2003, he was appointed as Non-Executive Chairman of Malaysia Steel Works (KL) Berhad and was also appointed
as a Director in Land and General Berhad on 2007.
He is the Division Head of Petaling Jaya Utara Division of United Malay National Organisation (UMNO).
Dato’ Ikhwan Salim also sits on the Board of several private companies in Malaysia.
Dato’ Ikhwan Salim attended all Board Meetings held during the financial year ended 30 April 2014.
annual report
2014
013
profile of directors (cont’d)
Datuk Ali Bin Tan Sri Abdul Kadir
Chairman of Audit Committee
Member of Remuneration
Nomination and ESOS Committee
Aged 65, Malaysian
Datuk Ali bin Tan Sri Abdul Kadir was appointed to the Board on 20 February 2009. Datuk Ali is a Fellow of the
Institute of Chartered Accountants in England and Wales (“ICAEW”), member of the Malaysian Institute of Certified
Public Accountants and the Malaysian Institute of Accountants. He is also currently Honorary Advisor to ICAEW
Malaysia, Honorary Fellow of the Institute of Chartered Secretaries & Administrators (UK) and the Malaysian
Institute of Directors.
Datuk Ali is currently the Chairman of Jobstreet Corporation Berhad, Milux Corporation Berhad, Privasia Technology
Berhad and the Financial Reporting Foundation. He is also a Board Member of Citibank Berhad, Labuan Financial
Services Authority, Labuan IBFC and member of the Advisory Panel of the Companies Commission of Malaysia.
Datuk Ali was appointed as the Chairman of the Securities Commission of Malaysia on 1 March 1999 and served
in that capacity until 29 February 2004. During his tenure, he launched the Capital Market Masterplan and chaired
the Capital Market Advisory Council. He was a member of a number of national committees including the National
Economic Consultative Council II, the Foreign Investment Committee, the Oversight Committee of National Asset
Management Company (Danaharta) and the Finance Committee on Corporate Governance.
Prior to his appointment to the Securities Commission, he was the Executive Chairman and Partner of Ernst &
Young and its related firms. He was also the former President of the Malaysian Association of Certified Public
Accountants, chairing both its Executive Committee and Insolvency Practices Committee and co-chairing the
Company Law Forum. He was appointed as an Adjunct Professor in the Accounting and Business Faculty, University
of Malaya in 2008 and retired in August 2011. He was then appointed to the Advisory Board of the same Faculty.
Datuk Ali attended all Board Meetings held during the financial year ended 30 April 2014.
014
Chong Kok Keong
Member of Audit and Nomination Committee
Aged 65, Malaysian
Mr Chong Kok Keong was appointed to the Board on 21 September 2000. He holds a Bachelor of Engineering (Hons)
from University of Malaya. He is a Fellow of the Institution of Engineers and a registered engineer with the Board
of Engineers, Malaysia.
He began his career as a Trainee Engineer with Malayawata Steel Berhad and later as a Service Executive with
the Caterpillar Distributor, Tractors Malaysia Berhad. His achievements included setting up the assembly plant
for Kubota Engines and the design and production of a mid-mounted grader adapted from a standard agricultural
tractor. In 1980, he was appointed Manager, Engines Division of Tractors Malaysia Berhad and responsible for
Market development and Service Support.
Mr Chong was one of the pioneers of Pilecon Engineering Berhad where he set up the Plant Division and was part
of the team which invented and patented the ‘Tripile Piling System’. He was appointed Group Managing Director
of Pilecon Engineering Berhad from 1992 to 1999. Mr Chong has extensive experience in construction, specialised
foundation works, large civil engineering projects and also in property sector, having been involved as an advisor
to various projects since 2000.
He also sits on the Board of Sunway Geotechnics (M) Sdn Bhd, a wholly owned subsidiary of Sunway Berhad, as
an advisor and on the Boards of various private limited companies.
Mr Chong attended four out of five Board Meetings held during the financial year ended 30 April 2014.
annual report
2014
015
5-year financial highlights
revenue
profit attributable to
owners of the company
profit before tax
(RM’000)
(RM’000)
(RM’000)
108,380
676,661
157,281
680,934
652,406
2014
102,277
153,521
161,067
85,160
597,478
2013
129,492
62,981
2012
74,893
316,756
2011
40,854
2010
return on total assets
(%)
basic earnings per share
(sen)
net dividend per share
(sen)**
15.0
4.9
14.8
4.9
6.3
6.4
14.8
4.1
6.3
2014
10.7*
2013
3.6*
4.6
2012
2011
3.2*
3.5
7.1*
2010
Notes:
* The above comperative figures have been restated to take into account the effect of share split exercise in financial year ended
30 April 2012.
** The information is based on dividend declared for respective financial year.
016
2014
RM’000
2013
RM’000
2012
RM’000
2011
RM’000
2010
RM’000
Revenue
676,661
680,934
652,406
597,478
316,756
Profit Before Tax and Exceptional Item
157,281
153,521
161,067
129,492
74,893
Profit Before Tax
157,281
153,521
161,067
129,492
74,893
Income Tax Expense
(44,393)
(45,264)
(41,475)
(36,761)
(17,614)
Profit For The Year
112,888
108,257
119,592
92,731
57,279
Profit Attributable to: Owners of the Company
108,380
102,277
85,160
62,981
40,854
4,508
5,980
34,432
29,750
16,425
112,888
108,257
119,592
92,731
52,279
Total Assets Employed
1,711,865
1,596,154
1,353,136
1,354,882
1,154,027
Paid-up Share Capital
363,911
363,911
304,614
297,174
297,170
Equity Attributable To Owners of the Company
887,116
793,710
637,116
599,684
553,090
12.2%
12.9%
13.4%
10.5%
7.4%
6.3%
6.4%
6.3%
4.6%
3.5%
Basic Earnings Per Share (Sen)
15.0
14.8
14.8
10.7*
7.1*
Net Assets Per Share (RM)
1.22
1.12
1.12
1.02*
0.94*
4.9
4.9
4.1
3.6*
3.2*
Non-controlling Interest
ASSETS AND EQUITY
Return on Shareholders’ Funds
Attributable To Owners of the Company
Return On Total Assets
SHARE INFORMATION
Net Dividend Per Share (Sen)**
Notes:
* The earnings per share and net assets per share for 2011 have been restated to take into account the effect of share
split exercise in financial year ended 30 April 2012.
** The information is based on dividend declared for respective financial year.
annual report
2014
017
s
w
e
c en
a
m
h
o
t
gl in
corporate social responsibility (csr)
Since its establishment, Glomac has ingrained responsibility into its core
business. The Group commits to building quality homes to enhance lifestyles;
creating wholesome communities; and providing housing to all range of income
levels because it believes that everyone deserves their own living space. Through
the years, this core commitment hasbeen nurtured and extended to encompass
the pillars of Workplace, Community, Environment and Marketplace, to
ensure the continued wellbeing and sustainability of the community we serve.
020
marketplace
The Group’s proactive approach to enhancing
investor relations was recognised when
Glomac was awarded the Malaysia Investor
Relations Award 2013.
workplace
Glomac’s 25th anniversary afforded as
opportunity for the group to show its
appreciation to long-service staff and
celebrate with a grand anniversary dinner.
community
Glomac invests time and effort to interact with
and serve the community it operates within
in order to enhance our role as a leading
developer.
environment
Through
incremental
steps
and
by
implementing small changes, Glomac hopes
to nurture, long-term ‘green’ consciousness
and habits among its stakeholders.
annual report
2014
021
corporate social responsibility (cont’d)
Today Glomac stands as a caring developer and a good
corporate citizen continually looking at ways in which we can
play a meaningful role in serving our stakeholders.
the marketplace
the workplace
The Glomac group commits to transparency and
good governance in every aspect of our operations.
As a public listed company we make it a priority to
build effective channels of communication with our
shareholders and stakeholders. Beyond meeting
regulatory compliances of Bursa Malaysia, the Group
holds regular dialogues with our investors, and engage
with the investing community via visits to project sites,
small group meetings, luncheons, roadshows and
investor conferences.
Glomac attributes its employees as the drivers of the
Group’s continued success and growth. The quality
of our human capital anchors Glomac’s continuous
success. As such, the Group strives to be an employer
of choice, and maintains high standards of recruitment,
development and retention of knowledgeable
and competent employees by offering attractive
remuneration and career development planning, as
well as comprehensive medical benefits including the
provision of insurance coverage under hospitalisation
and surgical, group term life and personal accident.
During the period under review, Glomac also participated
in the Invest Malaysia Kuala Lumpur (IMKL) which is
Bursa Malaysia Berhad’s flagship event organised
annually for the global investing audience. The IMKL
platform showcases the diversity of Malaysia’s capital
market and introduces key multinational companies
and global champions that are set to drive economic
growth within the ASEAN marketplace.
The award is based on a comprehensive, professional
poll where over 800 investment professionals were
invited to rate the IR-related activities conducted by
Malaysian companies and corporate individuals in the
year 2012.
022
Glomac also recognises that to maintain a competitive
edge, we need to attract and retain talent. One of the
ways is by establishing the Employee Share Scheme
(ESS) on 2 May 2014 for eligible employees and
directors as a way of appreciating and recognising their
contributions towards the Group.
Significant resources are invested in annual Human
Resource Induction and Training programmes to
cultivate the competencies of employees at all levels,
and meet professional and personal development
needs and requirements. Regular courses on quality
leadership, teamwork and effective management are
organised to enhance performance levels and grow a
sustainable pool of in-house talent.
These are balanced with fun sporting activities such
as an inter-department bowling and badminton
competitions to provide our employees wholesome
work-life balance and further foster good working
relationships. Regular festive gatherings and
celebrations are encouraged within the workplace as
we believe a welcoming, conducive and comfortable
work environmentt is essential for employees to deliver
their best.
As Glomac’s 25th anniversary fell during the period
under review, the Group took the opportunity to show its
appreciation to its staff by holding a grand anniversary
dinner celebrations at Sime Darby Convention Centre.
The event included a presentation of long service
awards for staff, lucky draw and best dressed awards.
the community
Maintaining our relationship with the communities
we serve, Glomac continues to be actively involved in
diverse community events to facilitate our relationship
with those who live in these communities and keep an
ear out to opinions and suggestions on how to further
improve facilities and development of the area.
During the period under review, several events
were organized in Glomac townships to recognize
and appreciate our customers, as well as uplift the
community with value added activities.
Amongst these was a cooking workshop held in Bandar
Saujana Utama themed as“Sehari Bersama Chef Liza”.
This full day event (8am – 5pm) was a collaborative
effort with Celebrity Chef, Chef Liza to help Glomac
build and foster relationship with the residents. During
the workshop, Chef Liza demonstrated her cooking
skills, and shared useful and practical tips with Bandar
Saujana residents.
Over at Saujana Rawang, over 200 new buyers of
Saujana Rawang homes were feted to a fusion
buffet spread and a live performance on Customer
Appreciation Day to welcome them into the Glomac
family; and on September 21, 2013 a Family Day was
held in Saujana Rawang to show our appreciation
and provide opportunities for Glomac staff to interact
with the residents. The one day event started with an
aerobics activity where families of all ages participated
in the morning exercise. About 50 children took part
in various games such as Run the Ball, Find Candy,
Musical Chair, Blow the Balloon and Tug of War. Over
500 people; including residents and Glomac staff,
participated in the Family Telematch which was the
highlight of the event.
annual report
2014
023
corporate social responsibility (cont’d)
Glomac also regularly contributes to the funds of
orphanages, schools and charitable organisations.
Many of these are sustained efforts as we believe
in forging strong bonds with our chosen causes by
maintaining a long-term commitment. During the
financial year under review, the Group has, amongst
others, participated in the following community
activities:
Ramadhan Contribution to Rumah Aman
Glomac continued with its tradition and commitment
to its social responsibility by having its annual
Breaking Fast with the Rumah Aman orphanage.
Through the years staff and children have grown
familiar to one another and thus the event was made
truly meaningful by having been sustained annually.
As in previous years, the children were treated to
a sumptuous dinner and were then given new Baju
Melayus and green packets.
024
The Edge – Bursa Malaysia Kuala Lumpur Rat Race
For the 13th year, Glomac once again supported
the Edge-Bursa Malaysia Kuala Lumpur Rat Race
by sending a team to participate in the event. This
annual charity event is a platform for Glomac to
come together to help the needy in a noble way.
Participating since 2001, Glomac sent in teams for
the open category and CEO race.
Officiating of Rumah Aman 2 by DYMM
Sultan of Selangor
In helping Rumah Aman open their doors to more
children in need, Glomac gave them their second
home located at Sungai Buloh Country Resort. The
orphanage, which provides not only a shelter for
orphans but also schooling for the less fortunate,
could only house about 30 children in the first home.
The second home now allows them to house more
than 80 children.
An Afternoon with Glomac;
“SuperMokh The Musical”
Glomac sponsored a matinee show of the local
musical theatre performance, “Super Mokh The
Musical” in appreciation of Glomac’s purchasers,
the Rumah Aman orphanage, and its media and
management partners. Held in Istana Budaya, Kuala
Lumpur, well-known local artistes entertained the
guests with funny yet touching performances.
Contribution to the National Press Club Annual
dinner and charity fundraising
Glomac Berhad participated in contributing towards
supporting the media by giving a contribution to the
National Press Club Malaysia’s Annual Dinner and
Charity Fundraising event, at Hotel Istana.
the environment
The Glomac group has increasingly invested in
more environmentally sustainable practices as a
developer to reduce our impact on the environment
by monitoring and reducing our carbon footprint,
waste, emissions and environmental risks.
In adopting a more green-oriented planning,
Glomac has actively sought to preserve the beauty
of natural surroundings, promote lush greenery
within township environs and utilise environmentally
friendly materials for our developments. In recent
years, several innovative green initiatives have
been introduced in our projects such as investing
in a rain water harvesting system for gardening
and sewerage purposes and building attractive
lake-front footpaths.
Environmental consciousness and proactiveness is
also encouraged at the workplace through simple
measures. A greater awareness of the need to
reduce electricity consumption, reuse paper and
recycle waste has become part of our daily practice.
annual report
2014
025
chairman’s statement/
penyata pengerusi
Dear Valued Shareholders,
Glomac Berhad (‘The Group’) has delivered another year
of solid growth, leveraging on steady progress in every
ongoing project. The Group’s commitment to cater to
the needs of Malaysian homeowners anchors the Group
as the property industry adjusted to new regulations
curbing speculation and foreign ownership. Thus, I am
glad to report that the Group’s focus on townships, mixed
developments and strategic locations near MRT lines,
within the Greater KL area, continues to pay off.
Para Pemegang Saham Yang Dihormati
Glomac sekali lagi telah mencatat
pertumbuhan yang kukuh dalam tahun
kewangannya, berikutan kemajuan
berterusan dalam setiap projek yang
dilaksanakannya. Komitmen untuk
memenuhi keperluan pemilik-pemilik
rumah mengukuhkan Kumpulan
apabila industri hartanah melakukan
pelarasannya terhadap pengenaan
peraturan-peraturan baharu yang
bertujuan mengawal berlakunya
spekulasi harga hartanah dan
juga pemilikan asing. Saya dengan
sukacitanya ingin melaporkan
bahawa tumpuan Kumpulan terhadap
pembangunan perbandaran, rumah
mampu milik dan pelaksanaan projek
di lokasi-lokasi strategik berhampiran
laluan MRT, dalam kawasan Greater KL
ternyata terus membuahkan hasil.
026
On behalf of the Board of Directors, I am pleased
to present Glomac Berhad’s Annual Report and
Financial Statements for the financial year ended
April 30, 2014 (FY 2014).
Bagi pihak Lembaga Pengarah, saya dengan sukacitanya
membentangkan Laporan Tahunan dan Penyata
Kewangan bagi tahun kewangan berakhir pada 30 April,
2014 (TK2014).
It was a year of consolidation for Glomac Berhad (the
Group) as the Group made a strategic decision to defer
several planned launches while Malaysia’s property
industry adjusted to new regulations implemented
by the government. However the Group sustained
its record of solid growth, even amidst these new
industry challenges and achieved revenue of RM676.7
million driven by total sales of RM504 million. Profit
before tax increased by 2.4% to RM157.3 million while
net profit attributable to owners of the company rose
6.0% to RM108.4 million from the previous financial
year. This included the RM15 million gained from the
sale of Glomac’s Australian investment associate in
the second quarter of FY2014. The balance sheet was
strengthened by an improvement in net gearing of
21% from 24% in the previous year.
Kemampuan mengekalkan rekod pertumbuhan yang
kukuh, biarpun di tengah-tengah berlakunya kemelesetan
dalam industri menjelang setengah kedua tahun 2014,
Kumpulan Glomac meraih perolehan sebanyak RM676.7
juta melalui jualannya yang berjumlah RM504 juta.
Keuntungan sebelum cukai meningkat sebanyak 2.4%
kepada RM157.3 juta manakala keuntungan bersih
yang diagih kepada pemilik-pemilik syarikat bertambah
6.0% kepada RM108.4 juta daripada tahun kewangan
sebelumnya. Ini termasuk keuntungan sebanyak RM15
juta yang diterima daripada jualan pelaburan sekutu
Glomac di Australia dalam suku kedua TK2014. Lembaran
imbangan bertambah mantap dengan gearan (nisbah
hutang berbanding ekuiti) bersih yang bertambah baik
sebanyak 21% berbanding 24% dalam tahun sebelumnya.
The prime contributors to Glomac’s revenue were
Lakeside Residences in Puchong and Saujana Rawang,
the group’s thriving township development. The Group
also enjoyed sustained sales from Glomac Centro and
Reflection Residences @ Mutiara Damansara, both
of which are serviced apartments in prime locations
within close proximity to MRT stations. The Group’s
projects in Glomac Damansara Residences, Bandar
Saujana Utama and Glomac Cyberjaya 2 also helped
sustain steady revenue.
dividends
The continued good performance adds another healthy
dividend-paying year to the Groups unblemished record.
The Board of Directors has proposed a final single
tier dividend of 2.65 sen per share and total single tier
dividend of 4.9 sen per share for the financial year
2014. This is a dividend yield of 4.5% based on share
price of RM1.10.
Perolehan Glomac diraih terutamanya melalui projek
Lakeside Residences di Puchong dan Saujana Rawang,
sebuah pembangunan perbandaran milik Kumpulan
yang sedang berkembang maju. Kumpulan juga
menikmati jualan yang berterusan daripada Glomac
Centro dan Reflection Residences @ Mutiara Damansara,
kedua-duanya merupakan projek pangsapuri servis
yang letaknya di lokasi-lokasi utama berdekatan dengan
stesen-stesen MRT. Projek-projek akhir Kumpulan
di Glomac Residences Damansara, Bandar Saujana
Utama dan Glomac Cyberjaya 2 turut membantu dalam
mengekalkan perolehan yang stabil.
dividen
Prestasi baik yang berterusan menjadikan tahun
kewangan sebagai satu lagi tempoh yang menyaksikan
pembayaran dividen yang lumayan oleh syarikat, sekali gus
mengekalkan rekod pembayarannya secara berterusan.
Lembaga Pengarah telah mencadangkan dividen akhir
peringkat satu sebanyak 2.65 sen sesaham, menjadikan
jumlah keseluruhannya sebanyak 4.9 sen sesaham bagi
tahun kewangan 2014. Ini adalah bersamaan hasil dividen
sebanyak 4.5% berdasarkan harga saham sebanyak
RM1.10.
annual report
2014
027
chairman’s statement (cont’d)/penyata pengerusi (samb)
awards & achievements
anugerah & pencapaian
Glomac’s advancement as a top leading developer
was recognised by a host of awards received during
the year under review. These are as follows:
Pencapaian Glomac sebagai pemaju hartanah utama yang
terkemuka diiktiraf melalui sejumlah anugerah-anugerah
yang diterima sepanjang tahun dalam kajian. Anugerahanugerahnya adalah seperti berikut:
Global Leadership Awards (2014) – Commercial
Property Development
The Global Leadership Award is an awards programme
designed to promote excellence, innovation and best
practices in business entities and their leadership,
and is widely regarded as the epitome of outstanding
businesses and personalities in Malaysia.
Glomac Berhad was honoured to be one of the winners
at the Global Leadership Awards (2014) staged on 25th
April 2014 at the Putrajaya International Convention
Centre (PICC). The Group took home the award in the
category for Commercial Property Development.
2013 – Malaysian Investor Relations Association
(MIRA)
Glomac Berhad was also one of the winners at the
Malaysia Investor Relations Award (MIRA) 2013 and
took home the award in the small cap category for
Best Company for investor relations (IR) practices.
The MIRA award benchmarks IR performance of
Malaysian listed companies and IR professionals
via a comprehensive, professional poll that focuses
on evaluating and rating the IR-related activities
conducted by Malaysian companies and corporate
individuals/professionals in the year 2012. Over 800
investment professionals were invited to take part in
the survey.
Malaysia Business Awards 2013 (MBA) – MBA
Industry Excellence Award Properties Sector
The MBA awards recognise excellence, innovation
and best practices in business entities and are widely
regarded as the ultimate showcase of outstanding
businesses and personalities in Malaysia.
For the second consecutive year, Glomac’s Group
Managing Director/Chief Executive Officer, YBhg
Datuk Seri Fateh Iskandar Mohamed Mansor was
once again the recipient of the coveted “MBA Industry
Excellence Award – Properties Sector”. Organised
by the Asean Business Advisory Council Malaysia
and Kuala Lumpur Malay Chamber of Commerce
(KLMCC), the award acknowledges his immense
contribution to the advancement of the Malaysian
business community as a whole, exceptional
demonstration of stewardship of a business as well
as the continuous success of Glomac Berhad.
028
Anugerah Kepemimpinan Global (2014) – Pembangunan
Hartanah Komersial
Glomac Berhad berbesar hati kerana dipilih sebagai
antara pemenang pada Majlis Anugerah Kepemimpinan
Global (2014) yang diadakan pada 25 April 2014 di Pusat
Konvensyen Antarabangsa (PICC) Putrajaya. Kumpulan
meraih anugerah itu bagi kategori Pembangunan
Hartanah Komersial.
2013 – Malaysian Investor Relations Association (MIRA)
Glomac Berhad juga menjadi salah sebuah syarikat yang
memenangi Anugerah Hubungan Pelabur Malaysia (MIRA)
2013 bagi Syarikat Terbaik dalam Amalan Hubungan
Pelabur (IR) bagi kategori syarikat bermodal kecil.
Anugerah MIRA menjadi penanda aras kepada pencapaian
IR dalam syarikat-syarikat senaraian awam Malaysia
dan profesional-profesional IR melalui tinjauan yang
dibuat secara profesional dan komprehensif dengan
menumpukan kepada penilaian dan penarafan ke atas
aktiviti-aktiviti IR yang dijalankan oleh syarikat-syarikat
Malaysia dan individu/profesional korporat dalam tahun
2012. Lebih 800 profesional bergiat dalam pelaburan
dipelawa untuk mengambil bahagian dalam tinjauan itu.
Anugerah Perniagaan Malaysia 2013 (MBA) – Anugerah
Kecemerlangan Industri MBA Sektor Hartanah
Anugerah-anugerah MBA mengiktiraf kecemerlangan,
inovasi dan amalan-amalan terbaik dalam entiti
perniagaan dan dianggap secara meluas sebagai contoh
terbaik perniagaan dan personaliti cemerlang di Malaysia.
Bagi dua tahun secara berturut-turut, Pengarah Urusan
Kumpulan Glomac/Ketua Pegawai Eksekutif, YBhg Datuk
Seri Fateh Iskandar Mohamed Mansor sekali lagi dipilih
menjadi penerima “Anugerah Kecemerlangan Industri
MBA – Sektor Hartanah”. Dianjurkan oleh Majlis Penasihat
Perniagaan Asean Malaysia dan Dewan Perniagaan
Melayu Kuala Lumpur (KLMCC), anugerah itu mengiktiraf
sumbangan beliau yang sangat besar bagi kemajuan
komuniti perniagaan Malaysia secara keseluruhannya,
memperlihatkan keupayaan luar biasa dalam menerajui
perniagaan dan juga kejayaan berterusan Glomac Berhad.
2013 – Asia Pacific Entrepreneurship Awards
(APEA)
Our Group Managing Director/Chief Executive
Officer, YBhg Datuk Seri FD Iskandar bin Tan Sri
Dato’ FD Mansor was also awarded the Asia Pacific
Entrepreneurship Awards presented by Enterprise
Asia, a leading non –governmental organisation for
entrepreneuship.
The awards are now presented annually in 12
countries across Asia, and are the largest and most
stringent awards of its kind in this region. Each
nominee undergoes extensive quantitative research
and score-carding, compulsory site audit, and has to
demonstrate a consistent and outstanding adoption
of responsible practices and people-centric policies,
prior to being shortlisted for judging by a panel of
local and international judges.
The Brand Laureate – Brand Icon Leadership
Awards 2013
It was also an honour for myself to receive the
prestigious Brand Laureate – Premier Brand Icon
Leadership Award 2013 in The Brand Laureate Icon
Award 2013 as Glomac Berhad’s Group Executive
Chairman.
The Asia Pacific Brands Foundation, APBF initiated
The Brand Laureate Brand Icon Award, to honour
individuals who contribute to the development of
the nation and the economy, and I thank them for
ranking me among these inspiring individuals.
2013 – Anugerah Keusahawanan Asia Pasifik (APEA)
Pengarah Urusan Kumpulan/Ketua Pegawai Eksekutif,
YBhg Datuk Seri FD Iskandar bin Tan Sri Dato’ FD Mansor
juga menerima Anugerah Keusahawanan Asia Pasifik
daripada Enterprise Asia, sebuah organisasi bukan
kerajaan bagi keusahawanan yang terkemuka.
Anugerah ini diberikan setiap tahun di 12 buah negara
seluruh Asia, dan merupakan anugerah terbesar
dan paling ketat pemilihannya di rantau ini. Setiap
penama harus melalui penyelidikan kuantitatif yang
meluas dan `score-carding’, pengauditan wajib dan
perlu mempamerkan ketekalan dan pengamalan yang
cemerlang dalam amalan-amalan bertanggungjawab
dan dasar-dasar berpusat kepada orang ramai, sebelum
disenarai pendek untuk dihakimi oleh panel hakim di
dalam dan luar negara.
The Brand Laureate – Anugerah Kepemimpinan Ikon
Jenama Brand 2013
Saya sebagai Pengerusi Eksekutif Kumpulan Glomac
Berhad. juga berbesar hati kerana dipilih untuk menerima
anugerah berprestij BrandLaureate – Anugerah
Kepemimpinan Ikon Jenama Perdana 2013 dalam
Penganugerahan Ikon Brand Laureate 2013.
Yayasan Jenama Asia Pasifik, APBF telah memulakan
Anugerah Icon Jenama The Brand Laureate untuk
menghargai individu-individu yang menyumbang kepada
pembangunan negara dan ekonomi dan saya ingin
berterima kasih kepada mereka kerana menempatkan
diri saya dalam kalangan yang terbaik.
annual report
2014
029
chairman’s statement (cont’d)/penyata pengerusi (samb)
prospects
prospek
A better economic outlook awaits us in FY 2015 amidst
improving global economic conditions. Glomac is well
placed to tap into market opportunities where demand
remains resilient with our strong fundamentals
fortified by a solid portfolio of landed and township
projects. The Group has a healthy balance sheet, and
aims to maintain above average dividend payments.
Unbilled sales of RM715 million, fuelled further by
planned launches, provides earnings clarity over
the current financial year. Recent land acquisition
primarily earmarked for development of landed
residential and affordable townships have raised our
total available GDV to RM8.1 billion.
Tinjauan ekonomi yang lebih baik dijangka bakal menantikan
kami pada TK 2015. IMF telah mengunjurkan pertumbuhan
KDNK sebanyak 5.2% pada tahun 2014, manakala MIER
pula meramalkan 5.5%,dan BNM menjangkakan KDNK
5.1% – kesemuanya menunjukkan peningkatan daripada
kemelesetan sebanyak 4.7% pada tahun 2013. Glomac
berada pada kedudukan yang baik untuk mengambil faedah
daripada peluang-peluang pasaran ketika permintaan
kekal teguh dengan fundamental atau dasaran kami yang
kukuh diperkuatkan lagi oleh portfolio projek harta tanah
dan perbandaran yang mantap. Kumpulan mempunyai
lembaran imbangan yang sihat dan menyasarkan untuk
mengekalkan pembayaran dividen lebih tinggi daripada
paras purata. Jualan yang belum dibilkan sebanyak RM715
juta, juga dijangka meningkat lagi pelancaran-pelancaran
yang dirancang, memberikan kejelasan terhadap
kedudukan dalam tahun kewangan semasa. Pemerolehan
tanah yang terbaharu yang diperuntukkan terutamanya
bagi pembangunan perbandaran kediaman bertanah
mampu milik telah meningkatkan GDV sedia ada kepada
RM8.1 bilion.
Within the expectation of more robust growth, Glomac
plans to launch RM1.0 billion worth of projects in
FY2015, comprising landed residential and mixed
developments in prime locations.
This includes the maiden launch of Saujana KLIA,
a township development located within the strong
catchment area of KLIA, Putrajaya and Cyberjaya;
which has a total GDV of RM1.1 billion.
To further boost the Group’s exposure in this midmarket segment, Glomac has also successfully
secured new tracts of land in Bandar Saujana Utama,
Selangor and Kulaijaya, Johor both meant for mixed
development.
corporate social responsibility
Glomac Berhad has ingrained Corporate Social
Responsibility within the pillars of Marketplace,
Community, Workplace and Environment to ensure
that our impact is one that sustains communities,
spreads prosperity and helps to improve the quality of
life of Malaysian homeowners.
As a listed corporation, Glomac is also mindful of
our responsibilities to our customers, suppliers,
business partners, investors, bankers, governments
and regulatory bodies. We place great importance in
cultivating a culture steeped in strong business ethics
and values and good corporate governance. We also
engage with our stakeholders in a timely, effective and
transparent manner by effectively communicating
and disseminating quality and accurate information
about our operations, developments and financial
performance.
030
Dalam jangkaan pertumbuhan yang lebih teguh, Glomac
merancang untuk melancarkan projek-projek bernilai
RM1.0 bilion dalam TK2015, terdiri daripada kediaman
bertanah dan pembangunan bercampur di kawasankawasan utama.
Ini termasuk pelancaran ulung Saujana KLIA, sebuah
pembangunan perbandaran terletak dalam kawasan
berpotensi besar di KLIA, Putrajaya dan Cyberjaya; dengan
GDV berjumlah RM1.1 bilion.
Untuk meningkatkan pendedahan Kumpulan dalam
segmen pasaran pertengahan ini, Glomac juga telah
berjaya mendapatkan kawasan-kawasan tanah yang
baharu di Bandar Saujana Utama, Selangor dan
Kulaijaya, Johor, kedua-duanya bagi tujuan pembangunan
bercampur.
tanggung jawab sosial korporat
Tanggungjawab sosial korporat Glomac Berhad adalah
bersendikan kepada Tempat Pasaran, Komuniti, Tempat
Bekerja dan Alam Sekitar dalam memastikan apa yang
dilakukan mampu memberikan kesan ke arah kemapanan
komuniti, menyebar luas kemakmuran dan membantu
meningkatkan kualiti hidup para pemilik rumah dalam
kalangan rakyat Malaysia.
Sebagai sebuah entiti senaraian awam, Glomac juga
prihatin terhadap tanggungjawab kami kepada pelangganpelanggan, pembekal, rakan kongsi perniagaan, pelabur,
bank-bank, kerajaan dan badan-badan perundangan.
Kami memberikan keutamaan kepada menyemai budaya
etika dan nilai perniagaan yang kukuh serta tadbir urus
korporat yang baik. Kami juga melibatkan diri dengan para
pemegang saham kami secara bertepatan pada masanya,
berkesan dan telus melalui komunikasi dan penyaluran
maklumat yang berkualiti serta tepat tentang operasi,
pembangunan dan prestasi kewangan.
By working positively to manage our impact on
local communities; delivering benefits such as jobs,
business opportunities and social investment; taking
an active interest in societal issues; and engaging
with our various stakeholders; Glomac Berhad is
actively expanding its contributions to the social well
being of Malaysians.
Dengan berusaha secara positif terhadap apa yang boleh
kami berikan kepada komuniti setempat; menyampaikan
faedah seperti pekerjaan, peluang-peluang perniagaan
dan pelaburan sosial; memberikan tumpuan yang aktif
dalam isu-isu kemasyarakatan; dan melibatkan diri
dengan pelbagai pemegang kepentingan kami; Glomac
Berhad secara aktifnya meluaskan sumbangannya
terhadap kesejahteraan rakyat Malaysia.
acknowledgements
penghargaan
A company is only as good as the people who steer
it onwards. The management and employees of
Glomac Berhad have been the drivers of our growth.
On behalf of the Board I would like to thank them
for their dedication, passion and loyalty through the
years. Each and everyone of you are a paramount
importance to Glomac’s continued success.
Hebatnya pencapaian sesebuah syarikat terletak di tangan
orang yang mengendalikannya. Pihak pengurusan dan
kakitangan Glomac Berhad adalah penggerak kepada
pertumbuhan kami. Bagi pihak Lembaga Pengarah, saya
ingin merakamkan ucapan terima kasih kerana sikap
dedikasi, semangat dan kesetiaan yang diberikan mereka
selama ini. Setiap daripada anda amat penting kepada
kejayaan Glomac yang seterusnya.
My utmost appreciation goes out to all the stakeholders
who are a part of our journey towards becoming a
world class property developer. They include our
stakeholders, shareholders, investors, customers,
business associates, bankers, contractors, members
of the media and governing authorities. Thank you
for supporting our vision and being our partners in
shaping a future of better possibilities.
I also take the opportunity to thank the Board of
Directors. Their commitment and contributions
drive us to go further in exceeding expectations and
excelling in every way possible.
Thank you.
Tan Sri Dato’ F.D. Mansor
Setinggi-tinggi penghargaan diberikan kepada semua
pemegang kepentingan kerana menjadi sebahagian
daripada kami dalam usaha untuk muncul sebagai
pemaju hartanah peringkat dunia. Mereka termasuklah
pemegang kepentingan dan para pemegang saham,
pelabur, pelanggan, sekutu perniagaan, bank-bank,
kontraktor, media, dan pihak berkuasa. Terima kasih
kerana memberikan sokongan terhadap visi kami dan
menjadi rakan-rakan kami dalam membentuk satu masa
depan yang lebih baik.
Saya juga ingin mengambil kesempatan ini untuk
menyatakan rasa penghargaan kepada Lembaga
Pengarah. Komitmen dan sumbangan mereka telah
membolehkan kami melangkah lebih jauh sehingga
melangkaui jangkaan dan mengatasi segala kemungkinan.
Terima kasih.
Tan Sri Dato’ F.D. Mansor
Pengerusi Eksekutif Kumpulan
annual report
2014
031
group managing director/
ceo’s review of operations
The hallmark of quality that every Glomac project carries
bears testament to the Group’s focus and commitment to
deliver distinctive value to our valued shareholders.
032
In FY2014 the Glomac Group continued to deliver an uninterrupted 10-year profit track record, maintaining a
strong balance sheet even amidst a slowdown in the property market due to measures implemented by Bank
Negara Malaysia and the federal government to cool and correct property prices. Our strong financial standing
puts us in good position to take advantage of new opportunities that are emerging as the market adjusts to the
recently implemented changes.
During the course of the year, our ongoing projects provide good returns and increased profit, while net gearing
has reduced to 21% from 24%. This allows us to once again deliver consistent dividends above the industry average.
Looking ahead to FY2015, we are positioned for sustainable growth with high unbilled sales and a strong pipeline
of projects with GDV worth about RM8.1 billion. Glomac is set to launch about RM1.0 billion worth of planned
property projects in the next financial year.
annual report
2014
033
group managing director/ceo’s review of operations (cont’d)
financial review
For the financial year ended 30 April 2014 (FY2014), Group net profit attributable to owners of the company rose
6.0% to RM108.4 million compared to RM102.3 million recorded in the previous financial year ended 30 April 2013
(FY2013). Lower gearing and improved profit has improved the Group’s net asset value of RM1.22 per share and a
higher internal Revalued Net Asset Value (RNAV) of RM2.30.
This was achieved even amidst reduced sales year on year as the Group decided to strategically defer several new
launches and concentrate on ongoing construction progress and healthy take-up rates in Lakeside Residences
and Saujana Rawang as well as sustained sales from projects such as Glomac Damansara Residences, Bandar
Saujana Utama and Glomac Cyberjaya 2. The notion of launches deferment allows us to better gauge market
response to recent cooling measures and fine tune our strategies accordingly.
Highlights for the Financial Year Ended 30 April
RM mil
FY2014
FY2013
Change (%)
Revenue
676.7
680.9
(0.6%)
Pre-tax Profit
157.3
153.5
2.4%
Net Profit^
108.4
102.3
6.0%
Net EPS (sen)*
14.97
14.84
0.9%
^ Net profit attributable to Owners of the Company.
* Based on weighted average share base of 724.0m shares for FY2014 and 689.3m shares for FY2013.
review of operations
Property prices in Malaysia continue to rise in 2013, albeit at a slower pace following the effects of tightened
policies and measures to curb speculation. The impact of the new regulations to the Glomac Group fortuitously
minimal as our key projects are landed properties and townships, and a big percentage of our high-rise projects
have been sold. At Glomac, we view these measures as positive drivers towards weeding out speculators, giving
genuine home-buyers opportunity to purchase property and at the same time finding new ways of doing business
may it be in financing, sales, marketing, investment and even project development.
Continued good progress on ongoing projects sustained the Group’s performance even as several planned
launches were strategically put on hold. The prevalent strong demand for landed residential units at selected
locations in the Klang Valley priced at RM1 million and below attracted steady sales growth in Saujana Rawang
and Lakeside Residences in Puchong, and has translated to high unbilled sales of RM715 million moving forward.
Another upside is that land prices have become more stable and palatable creating investment opportunities for
developers in strong financial position. It is an ideal environment for Glomac to venture forth and do what it does
best – finding rough gems of strategic opportunity and shaping them to a polished finish.
Two key land purchases were made in March 2014. The first is a 62.58-acre parcel located adjacent to Bandar
Saujana Utama in Sungai Buloh for RM23 million. This RM23 million acquisition is earmarked for the future
development of Saujana Utama 5, a project that expands on our thriving and successful township Bandar Saujana
Utama, with an estimated GDV of RM300 million. The Group also acquired development rights to 174.24 acres in
Kulaijaya from Kumpulan Prasarana Rakyat Johor through a RM22.8 million acquisition of Precious Quest Sdn
Bhd. This is planned for mixed development with an estimated GDV of RM700 million and solidifies our foothold in
Johor, on top of our Sri Saujana, Johor development.
These new additions boost Glomac Group’s sustainability, as our total available GDV has now increased to
RM8.1 billion.
034
Lakeside Residences, Puchong
Launched: 2012
GDV: RM2.7 billion
Launched GDV: RM264 million
Take-Up Rate: 99%
FY2014 sales: RM24 million
Unbilled sales: RM81 million
Glomac’s 200-acre Lakeside Residences, in Puchong, is now the Group’s flagship project. Located close to
Puchong’s thriving commercial hub and set to benefit from the Sri Petaling to Putra Heights LRT extension line, the
200-acre guarded mixed development has a GDV of RM2.7 billion.
To date, the project enjoys a high average take up rate of 99% and is rapidly maturing as an established
residential community comprising terrace homes, serviced apartments, condominiums, shop-offices and
possibly even a mall in the next five or six years.
With the earlier phases sold out, new phases 5,6 and 7 which has a total GDV of RM193 million is planned for
launch in FY15.
Saujana Rawang
Launched: 2008
GDV: RM1.2 billion
Take-Up Rate: 95%
Catering to medium to high-end spacious homes in low density neighbourhoods, complemented by reasonable
value-driven pricing, Glomac’s Saujana Rawang township has attracted increasing interest since its launch in
2008. The 345-acre township is strategically located in the Northern Growth Corridor, just 10 minutes off the
Rawang Interchange. This makes it a township of choice for new homeowners who seek verdant surroundings
while enjoying easy access to KL’s business district.
An AEON Mall and community serving commercial developments have been established within this primarily
residential hub in recent years, providing ease and convenience to its residents. With RM640 million worth of
projects already launched, another RM113 million comprising the development of 2 storey terrace houses,
semi-Ds, shop offices and bungalows is in the pipeline.
annual report
2014
035
Glomac Damansara
Launched: 2009
GDV: RM891 million
Take-Up Rate: 97%
Glomac Damansara is primely positioned on 6.8 acres of freehold land along Jalan Damansara with close proximity
to TTDI, and easy access via the Sprint, LDP, Penchala Link, and an upcoming adjacent MRT station. This strategic
location has gained Glomac Damansara projects consistent high take-up rates of above 97%.
To date, projects completed include a 25-storey corporate tower (completed in April 2013 and sold en-bloc to
Lembaga Tabung Haji), a 16-storey office building (the current headquarters of the Glomac Group) surrounded
by 12 units of five and eight-storey shop offices, and two serviced apartment towers named Glomac Damansara
Residences. The handing over of Glomac Damansara Residences in April was one of the milestones in FY2014.
This project has a take-up rate of 97% since its launch in February 2011 and provided GDV of RM285 million.
The development of a planned boutique retail mall will mark the final phase of Glomac Damansara. This exciting
new neighborhood mall known as Glo will complement the rest of the developments at Glomac Damansara.
Bandar Saujana Utama
Launched: 1997
GDV: RM1.68 billion
Launched GDV: RM1.55 billion
Take-Up Rate: 100%
Glomac’s established Bandar Saujana Utama township continues to generate sustainable sales through 100%
take-up rate on this project. The mature township has its own residents’ clubhouse, matured parks, primary and
secondary schools, thriving commercial centre and hypermarket. Access has improved since the completion of
the KL-Kuala Selangor Expressway and expectations continue to be buoyed by upcoming MRT plans. There is now
a resounding demand for homes in the vicinity and this is an opportunity that Glomac is leveraging on with its
strategic purchases of surrounding parcels of land.
The recently acquired 62.58 acres in March 2014 will be an expansion of the thriving township. The expansion,
which will be known as Saujana Utama 5, has an indicative GDV of RM300 million and will continue to contribute
to Glomac’s bottomline.
036
Glomac Centro
Launched: 2012
GDV: RM644 million
Take-Up Rate: 76%
Glomac Centro is a well-located 7.62-acre mixed development in Petaling Jaya with superb accessibility to
major highways such as SPRINT, NKVE and LDP. Excellent amenities, public facilities and higher education
centres abound within its neighbourhood of well established suburbs such as Bandar Utama, Damansara
Utama, Taman Tun Dr. Ismail, Mutiara Damansara and Mont Kiara.
This provides purchasers of its double storey shop offices and serviced apartment a large population catchment
area. Futhermore, an upcoming MRT station is planned just 1.5 km away and this is anticipated to contribute to
a future rise in Glomac Centro’s real estate value. Phase 2 of Glomac Centro is scheduled to be launched in the
first-half of FY2015 with development comprising of serviced apartments and 2-storey shop offices.
Reflection Residences @ Mutiara Damansara
Launched: 2012
GDV: RM294 million
Take-Up Rate: 96%
Reflection Residences @ Mutiara Damansara is another well located freehold serviced apartment project
within the surrounding vicinity of The Curve, IPC Shopping Centre, IKEA, Cineleisure at e@Curve, KidZania
and The Royale Bintang Hotel. The 39-storey modern luxury residence apartment sits on 2.6 acres of freehold
commercial land and is also nearby to hospitals, schools, colleges, and minutes away from the future MRT
station. Due to its ideal location, this development markets well to young professionals who highly value the
convenience of having shopping and entertainment outlets very close to them.
These prime apartments with a built-up area from 1,092 square feet to 1,705 square feet offers value-added
facilities and services such as Sky Lounge, swimming pool, kid’s pool, steam room, gymnasium, tennis court,
BBQ pit, playground and 3-tier security. In addition, it offers easy accessibility to the MRR2, SPRINT, NKVE, LDP
and Penchala Link. Reflection Residences @ Mutiara Damansara project will be a key contribution to earnings
from FY2015 onwards as building works are now in full swing with 22% of the development completed.
annual report
2014
037
strategy & outlook
The year ahead heralds the introduction of the Goods and Services Tax (GST) in April and we expect this to lead
to a pent up demand for residential property in the months ahead. A major challenge would also be the resultant
increase in land costs, development cost, labour cost and the cost of building materials. We intend to meet the
spike in demand before GST roll out with quick and timely launches of distinctive projects that cater to emerging
market demands.
A relatively flat management structure gives Glomac the advantage of being very agile when opportunities arise
as decisions can be made fast with minimum red-tape within the company itself. Our sustainable pipeline of about
RM7 billion worth of projects provide assurance of future revenue, as does our high unbilled sales.
Glomac is sensitive, fast and innovative in ensuring that we meet market demands, thus, townships are set to
remain our focus in the near future. For the upcoming financial year, Glomac will continue to develop townships
in Greater Kuala Lumpur as that is where the demand is highest, with the urbanisation of Malaysians into KL
forecasted to be 10,000,000 by year 2020. At the same time the Group is also on the lookout for opportunities in
growing states like Negri Sembilan, Penang, Johor and even Sabah.
About RM1 billion worth of new properties are planned for roll out in FY2015. These would largely focus on landed
residential and township developments, namely Saujana KLIA, Lakeside Residences, Sri Saujana, Kulaijaya and
the extension of our Saujana Utama township to name a few.
FY2015 Planned Launches
Project Type
GDV (RM)
Lakeside Residences
Terrace Houses
193 million
Saujana Rawang
Terrace Houses
113 million
Suria Residen, Cheras
Terrace Houses
24 million
Sri Saujana, Johor
Terrace Houses
109 million
Saujana KLIA
Terrace Houses
122 million
Glomac Centro V
Serviced Apartments/
Shop Offices
263 million
Plaza Kelana Jaya 4
Serviced Apartments/
Shop Offices
250 million
By continuing to nurture the expertise within and staying grounded by our strong balance sheet, the Glomac Group
is firmly committed to tap into more landbank opportunities in good locations, and deliver progressive work on
time and within budget in every project we embark on.
Today, as we strive for another decade of uninterrupted growth, the hallmark of quality that every Glomac
project carries bears testament to the Group’s focus and commitment to deliver distinctive value to our valued
shareholders.
Datuk Seri F.D. Iskandar Bin Tan Sri Dato’ F.D. Mansor
038
corporate governance statement
The Board of Directors (the “Board”) of Glomac Berhad recognises the importance of adopting high corporate
governance standards in its efforts to enhance shareholder value, besides safeguarding stakeholders’ interest.
In its application of pertinent governance practices, the Board has taken into consideration the enumerations of
the Malaysian Code on Corporate Governance 2012 (“MCCG 2012” or the “Code”) and the Main Market Listing
Requirements (“Listing Requirements”) of Bursa Malaysia Securities Berhad (“Bursa Malaysia”).
This Corporate Governance Statement (“Statement”) sets out how the Company has applied the eight (8) Principles
and observed the 26 Recommendations, including Commentaries, of the MCCG 2012 for the financial year ended
30 April 2014. Where a specific Recommendation of the MCCG 2012 has not been observed during the financial
year under review, the non-observance, including reasons thereof and, where appropriate, the alternative practice,
if any, is mentioned in this Statement.
principle 1: establishing clear roles and responsibilities
The Board recognises the key role it plays in charting the strategic direction of the Company and has assumed the
following principal responsibilities in discharging its fiduciary and leadership functions:
• reviewing,approvingandmonitoringofoverallstrategiesanddirectionoftheCompany,includingsustainability
of the Group’s businesses;
• overseeingandevaluatingtheconductandperformanceoftheGroup’sbusinesses;
• identifyingandmanagingprincipalrisksfacingtheGroupandensuringtheimplementationofappropriate
systems to manage these risks;
• reviewingtheadequacyoftheGroup’sinternalcontrolpolicyandsafeguardingassetsoftheCompany;
• ensuringappropriatecorporatedisclosurepolicyandproceduresareinplaceforeffectivedisseminationof
information which is comprehensive, accurate and timely, and leverage on information technology, where
applicable;
• reviewing and monitoring the systems of risk management and internal controls, continuous disclosure,
legal and regulatory compliance and other significant corporate policies; and
• succession planning, including appointing, training, fixing the compensation of, and, where appropriate,
replacing members of the Board.
The Executive Directors are responsible for implementing policies of the Board, overseeing the Group’s operations
and developing the Group’s business strategies for the Board’s adoption. The Independent Non-Executive Directors
fulfil a pivotal role in corporate accountability by providing independent views, advices and judgement to enable
a balanced and unbiased decision making process in safeguarding shareholders’ interest. Accordingly, the Board
has designated Dato’ Ikhwan Salim bin Dato’ Hj Sujak as the Senior Independent Non-Executive Director of the
Company to whom concerns may be conveyed.
To enhance its effectiveness, the Board has established Board Committees, namely the Audit Committee,
Nomination Committee and Remuneration Committee, to examine specific issues within their respective terms
of reference, as approved by the Board, and report to the Board with their recommendations. The ultimate
responsibility for decision making, however, lies with the Board.
annual report
2014
039
corporate governance statement (cont’d)
(i)
Board Charter (“Charter”)
To enhance accountability, the Board has established clear functions reserved for the Board for decision
and those delegated to Management. There is a schedule of Board’s Reserved Matters stipulating matters
reserved for the Board’s deliberation and decision to ensure the control and direction of the Company are
vested in the Board. Key matters specifically reserved for the Board include the following:
• corporateplans,programmesandnewventures;
• conflictofinterestissuesrelatingtoasubstantialshareholderoraDirector;
• materialacquisitionsanddispositionofassets;
• investmentsincapitalprojects;
• riskmanagementpolicies;and
• corporateannouncementstoregulators.
Such delineation of roles is clearly set out in the Charter which serves as a reference point for Board activities.
The Charter provides guidance for Directors and Management regarding responsibilities of the Board, its
Committees and Management, the requirements of Directors in carrying out their stewardship roles and
in discharging their fiduciary duties towards the Company as well as boardroom activities. The Charter is
uploaded on Company’s website at www.glomac.com.my.
(ii)
Code of Ethics and Conduct
The Board recognises the importance of having in place a Code of Conduct/Ethics setting out broad principles
and standard of business ethics and conduct for Directors. Steps will be taken to formalise such a Code of
Conduct/Ethics for observance by the Directors. At the date of this Statement, the Company is in the midst
of developing an Employees Handbook, which aims to disseminate the Company’s ethical corporate culture
and acceptable behaviour throughout the Group.
The Board has formalised a set of Whistle Blowing Policy and Procedures to provide an avenue for stakeholders
of the Company to raise concerns related to possible breach of business conduct, non-compliance with laws
and regulatory requirements as well as other malpractices.
(iii) Sustainability of business
The Board is mindful of its responsibility on the Environmental, Social and Governance (“ESG”) aspects of
business sustainability. As such, the ESG aspects are considered by the Board in its corporate strategies.
In addition, the Company has carried out various efforts addressing the ESG aspects of its business
sustainability, which include capitalising on technology to promote environmental sustainability for certain of
its development projects, maintaining open and effective communication channels with its shareholders, and
giving back to the community via its Corporate Social Responsibility activities, details of which are provided
on pages 20 to 25 of this Annual Report.
040
(iv) Access to information and advice
In order to assist Directors to discharge their responsibilities, they are entitled to full and unrestricted access,
either as a full Board or in their individual capacity, to all information and reports on financial, operational,
corporate regulatory, business development and audit matters for decisions to be made on an informed
basis.
To expedite the conduct of Board meetings, all Directors receive the meeting agenda accompanied with a set
of Board papers prior to the meetings.
Senior Management of the Group and external advisers are invited to attend Board meetings to provide
additional insights and professional views, advice and explanation on specific items on the meeting agenda,
where necessary.
The Board has a policy enabling Directors to obtain independent professional advice at the Company’s
expense, if considered necessary, in furtherance of their duties.
(v)
Company Secretaries
Directors have unrestricted access to the advice and services of the Company Secretaries to enable them
to discharge their duties effectively and that Board procedures are adhered to at all times. The Board is
regularly updated and advised by the Company Secretaries who are qualified, experienced and competent on
statutory and regulatory requirements, and the resultant implications of any changes therein to the Company
and Directors in relation to their duties and responsibilities.
principle 2 – strengthening the board’s composition
During the financial year under review, the Board consists six (6) members, comprising three (3) Executive
Directors and three (3) Independent Non-Executive Directors. This composition fulfils the Listing Requirements,
which stipulate that at least two (2) Directors or one-third of the Board, whichever is higher, must be independent.
The profile of each Director is set out on pages 10 to 15 of this Annual Report. The Directors, with their diverse
backgrounds and qualifications, collectively bring with them a wide range of experience and expertise on property
development, engineering, entrepreneurship, accounting, audit, legal and economics.
(i)
Nomination Committee
The Board established a Nomination Committee to consider candidates for directorship and Board Committee
membership, and to review the effectiveness of the Board, through performance assessment of the Board,
Board Committees and individual Directors.
The Nomination Committee comprises the following members:
• Dato’IkhwanSalimbinDato’HjSujak,ChairmanofNominationCommitteeandSeniorIndependent
Non-Executive Director;
• DatukAlibinTanSriAbdulKadir,IndependentNon-ExecutiveDirector;and
• MrChongKokKeong,IndependentNon-ExecutiveDirector.
The Board has stipulated specific terms of reference for the Nomination Committee, which cover, inter-alia,
the following salient functions:
• toconsiderandrecommendtotheBoardcandidatefordirectorshipandBoardCommitteemembership;
• to facilitate an annual assessment of the required mix of skills and experience of the Board, Board
Committees and individual Directors; and
• torecommendtotheBoarditsappropriatebalanceandsize,includingnon-executiveparticipation.
annual report
2014
041
The Board does not intend to formalise any specific target on women Directors as it believes the Company
should be on-boarding Directors who bring with them the requisite skills and experience to enable the
Company realise its corporate strategies and objectives.
During the financial year ended 30 April 2014, the Nomination Committee carried out, and reported to the
Board the outcome of, the following key activities:
• assessedtheperformanceoftheBoard,BoardCommitteesandindividualDirectors;and
• reviewed the independence of Independent Non-Executive Directors, particularly in relation to the
9-year limit on the tenure of Independent Non-Executive Directors.
A formal performance assessment of the Board, Board Committees and individual Directors enables the
Board to assess its performance and identify areas for improvement. A formal assessment of the Board’s
effectiveness was conducted during the financial year ended 30 April 2014, and was guided by the Corporate
Governance Guide – Towards Boardroom Excellence taking into consideration the following key aspects for
assessment:
• appropriate size, composition, independence, mix of skills and experience within the Board and the
Board Committees;
• cleardefinitionoftheBoardandBoardCommittees’rolesandresponsibilities;
• functioningoftheBoardandBoardCommitteesinaproductive,objective,timely,effectiveandefficient
manner;
• opencommunicationofinformationandactiveparticipationwithinBoardandBoardCommittees;and
• properdischargeofresponsibilitiesandleadershipbytheChairmenoftheBoardandBoardCommittees.
In considering candidates for directorship, the Nomination Committee takes into account the following:
• requiredmixofskills,experienceanddiversity,includinggender,whereappropriate;
• character,knowledge,expertise,professionalism,integrityandtimeavailability;and
• inthecaseofIndependentNon-ExecutiveDirectors,theirabilitiestodischargesuchresponsibilities/
functions as expected from Independent Non-Executive Directors.
Proposed appointment of member(s) to the Board to fill casual vacancy and proposed re-election/
re-appointment of Directors seeking re-election/re-appointment at the Annual General Meeting are
recommended by the Nomination Committee to the Board for approval or tabling at the Annual General
Meeting for shareholders’ approval, as the case may be.
The Company Secretaries ensure that all appointments are properly made and that all necessary information
is obtained from the Directors, for the Company’s records and for the purposes of meeting statutory
obligations as well as obligations arising from the Listing Requirements.
(ii)
Remuneration Committee
In order to assist the Board on fair remuneration practices and attracting, retaining and motivating Directors,
the Board established a Remuneration Committee to review Directors’ remuneration matters and make
relevant recommendations to the Board.
The Remuneration Committee comprises the following members:
• Dato’IkhwanSalimbinDato’HjSujak,ChairmanofRemunerationCommitteeandSeniorIndependent
Non-Executive Director;
• DatukAlibinTanSriAbdulKadir,IndependentNon-ExecutiveDirector;and
• DatukSeriFatehIskandarbinTanSriDato’MohamedMansor,GroupManagingDirector/ChiefExecutive
Officer.
042
The Board has stipulated specific terms of reference for the Remuneration Committee, which include the
following functions:
• to review the annual remuneration packages of each individual Director (both Executive and NonExecutive) such that the levels of remuneration are sufficient to attract and retain the Directors needed
to run the Company successfully; and
• to recommend to the Board the remuneration packages of the Directors (both Executive and NonExecutive) of the Company. In respect of Directors’ fees, shareholders’ approval is sought.
Directors do not participate in the discussion of their own remuneration.
The number of Directors of the Company, whose remuneration levels fall within successive bands of
RM50,000, is as follows:
Range of remuneration
Executive Directors
Non-Executive Directors
RM50,000 and below
–
3
RM2,050,001 – RM2,100,000
2
–
RM2,100,001 – RM2,150,000
–
–
RM2,150,001 – RM2,200,000
1
–
principle 3 – reinforcing independence
There is a clear division of responsibilities between the Group Executive Chairman and the Group Managing
Director/Chief Executive Officer to ensure a balance of power and authority. The Group Executive Chairman
is responsible for the Board’s effectiveness and standard of conduct whilst the management of the Group’s
businesses, implementation of policies and the day-to-day running of the businesses are the responsibilities of
the Group Managing Director/Chief Executive Officer.
With more than 30 years of experience in the property development industry and being the founder and major
shareholder of the Company, the Group Executive Chairman’s interest is aligned with that of the Company’s
shareholders and is well positioned to provide leadership to the Company’s Board.
The Independent Non-Executive Directors bring to bear objective and independent views, advice and judgement on
interests, not only of the Group, but also of shareholders, employees, customers, suppliers and the communicates
in which the Group conducts its business. Independent Non-Executive Directors are essential for protecting the
interests of minority shareholders and can make significant contributions to the Company’s decision making by
bringing in the quality of detached impartiality.
The Board is aware that the MCCG 2012 recommends the Board composition to comprise a majority of Independent
Non-Executive Directors in the event the Chairman is not an Independent Non-Executive Director. Nonetheless,
the Board is of the view that the significant composition of Independent Non-Executive Directors, which comprises
half of the current Board’s size, coupled with the adoption of Board Charter which sets out the Board’s Reserved
Matters as well as the designation of a Senior Independent Non-Executive Director, jointly provide for the relevant
check and balance to ensure no one individual has unfettered powers in making Board’s decision.
annual report
2014
043
Following a review of the tenure of Independent Non-Executive Directors, Dato’ Ikhwan Salim bin Dato’ Hj Sujak and
Mr Chong Kok Keong, who have served as Independent Non-Executive Directors of the Company for a cumulative
term of more than nine (9) years each as at the end of the financial year under review, have been recommended
by the Board to continue to act as Independent Non-Executive Directors, subject to shareholders’ approval at the
forthcoming Annual General Meeting of the Company. Key justifications for their recommended continuance as
Independent Non-Executive Directors are as follows:
• theyfulfilthecriteriaunderthedefinitiononIndependentNon-ExecutiveDirectorasstatedintheListing
Requirements and, therefore, are able to bring independent and objective judgement to the Board;
• theirexperienceintherelevantindustriesenablethemtoprovidetheBoardandtheAuditCommittee,asthe
case may be, with pertinent expertise, skills and competence;
• theircommitmenttotheCompanyintermsoftimeexpendedontheGroup,asevidencedbytheirmeeting
attendance; and
• they have been with the Company long enough to understand the Company’s business operations which
enable them to contribute actively during deliberations or discussions at the Board and Audit Committee
Meetings, as the case may be.
principle 4 – fostering commitment
The Board meets at least four (4) times annually, with the meetings scheduled well in advance at the beginning of
each financial year to facilitate the Directors in managing their meeting plans. Additional meetings are convened
when urgent and important decisions need to be made between scheduled meetings.
At the quarterly Board meetings, the Board reviews the business performance of the Group and discusses major
operational and financial issues. All pertinent issues discussed at Board meetings in arriving at decisions and
conclusions are properly recorded by the Company Secretaries by way of minutes of meetings. During the financial
year under review, the number of Board of Directors’ meeting attended by each Director is as follows:
Meetings attended
Percentage of
attendance (%)
(Group Executive Chairman)
5/5
100%
Datuk Fong Loong Tuck
(Group Executive Vice-Chairman)
5/5
100%
Datuk Seri Fateh Iskandar bin Tan Sri Dato’ Mohamed
Mansor
(Group Managing Director/Chief Executive Officer)
5/5
100%
(Senior Independent Non-Executive Director)
5/5
100%
(Independent Non-Executive Director)
5/5
100%
Mr Chong Kok Keong
(Independent Non-Executive Director)
4/5
80%
Name of Director
All Directors have complied with the minimum 50% attendance requirement in respect of Board meetings as
stipulated by the Listing Requirements.
044
The Board has also stipulated in its Charter, the need for Directors to notify the Chairman prior to accepting any
new directorship and the notification includes the indication of time that will be spent on the new appointment,
in order for the Chairman to assess if Directors are able to commit sufficient time to discharge their duties and
responsibilities.
The Board is mindful that continuous education is vital for Board members to gain insight into the state of economy,
technological advances, regulatory updates and management strategies to enhance the Board’s skill sets and
knowledge in discharging its responsibilities.
All Directors appointed to the Board, apart from attending the Mandatory Accreditation Programme accredited by
Bursa Malaysia, have also attended other relevant trainings and seminars organized by relevant regulatory and
professional bodies to be apprised of latest developments and changes to regulatory requirements.
The Board identifies the training needs of each Director via the performance evaluation for the individual Directors.
The continuous education programmes attended by the Directors during the financial year ended 30 April 2014
comprise the following:
Breakfast at KLGCC with Board Chairman
Advocacy Session Corporate Disclosure For Director
FIABCI Morning Talk – Legal Issue relating to Real Estate Property
FIABCI Morning Talk – Challenge and New Guidelines for Development
Malaysia Property Award – Invited as a Judging Panel
FIABCI Morning Talk – Corporate Branding
FIABCI Morning Talk – Real Estate Law & Policy
FIABCI Morning Talk – Investment Opportunity in Myanmar
FIABCI Morning Talk – Fengshui Outlook for 2014
FIABCI Morning Talk – Property Market Outlook 2014
FIABCI Morning Talk – Good & Services (GST) How to get prepared
FIABCI Morning Talk – Personal Data Act
MAREC 2013 by Malaysian Institute of Estate Agents
Business Times Insight Series by Media Prima/NSTP
Invest Malaysia by Maybank
ASLI National Economic Summit & Dialogue with PM
ASLI Greater KL & Smart City Conference
Maybank IB Roadshow 2014, Singapore
Proposed New Companies Bill 2013
Proposed Goods & Service Tax
Malaysian Accounting Students Convention 2013
Sector Focussed Careers Fair
World Capital Markets Symposium
Islamic Wealth Management Symposium 2014
IFRS For SMEs, Train The Trainers
annual report
2014
045
Mr Chong Kok Keong
Malaysian Builders Going Global Construction Business Mission to Jakarta, Indonesia
Advocacy Sessions On Corporate Disclosure For Director
Real Estate CEO Forum
MBAM Delegation To The Thailand Construction
Building Technology Week & 37th ACF Council Meeting
Rethinking The Future Affordable Housing in Tropical Country
3rd Asia Pacific Hardware Economic Forum
Credit Suisse Market Outlook Seminar
Structuring Successful Property Joint Ventures
The Company Secretaries normally circulate the relevant statutory and regulatory requirements from time to time
for the Board’s reference and brief the Board on the updates, where applicable.
principle 5 – uphold integrity in financial reporting
It is the Board’s commitment to provide and present a clear, balanced and comprehensive assessment of the
Group’s financial performance and prospects at the end of each reporting period and financial year, primarily
through the quarterly announcement of the Group’s results to Bursa Malaysia, the annual financial statements of
the Group and Company as well as the reports of the Board of Directors and the Group Managing Director/Chief
Executive Officer’s review of operations in the Annual Report, where relevant.
The Board is responsible for ensuring that the financial statements give a true and fair view of the state of affairs
of the Group and the Company as at the end of the reporting period and of their results and cash flows for the
period then ended.
In assisting the Board to discharge its duties on financial reporting, the Board has established an Audit Committee,
comprising wholly Independent Non-Executive Directors, with Datuk Ali bin Tan Sri Abdul Kadir as the Audit
Committee Chairman. The composition of the Audit Committee, including its roles and responsibilities, are set
out in the Audit Committee Report on pages 53 to 55 of this Annual Report. One of the key responsibilities of the
Audit Committee in its specific terms of reference is to ensure that the financial statements of the Group and
Company comply with applicable financial reporting standards in Malaysia and provisions of the Companies Act,
1965. Such financial statements comprise the quarterly financial report announced to Bursa Malaysia and the
annual statutory financial statements.
The Directors are satisfied that in preparing the financial statements of the Group and of the Company for
the financial year ended 30 April 2014, the Group has used appropriate accounting policies and applied them
consistently. The Directors are also of the view that relevant approved accounting standards have been followed in
the preparation of these financial statements.
The Board understands its role in upholding the integrity of financial reporting by the Company. Accordingly, the
Audit Committee, which assists the Board in overseeing the financial reporting process of the Company, has
formalised and adopted a Non-Audit Services Policy governing the types of non-audit services permitted to be
provided by the External Auditors. To address the threats faced by the External Auditors, including self-review and
self-interest threats, the Non-Audit Services Policy provides for safeguards which may be considered, including
having an engagement team different form the external audit team to provide the non-audit services.
In assessing the independence of External Auditors, the Audit Committee requires assurance by the External
Auditors, confirming that they are, and have been, independent throughout the conduct of the audit engagement
with the Company in accordance with the independence criteria set out by the International Federation of
Accountants and the Malaysian Institute of Accountants.
046
principle 6 – recognising and managing risks
The Board regards risk management and internal controls as an integral part of the overall management processes.
The following represent the key elements of the Group’s risk management and internal control structure:
(i) an organisational structure in the Group with formally defined lines of responsibility and delegation of
authority;
(ii) review and approval of annual business plans and budget of all major business units by the Board. This plan
sets out the key business objectives of the respective business units, the major risks and opportunities in the
operations and ensuing action plans;
(iii) quarterly review of the Group’s business performance by the Board, which also covers the assessment of the
impact of changes in business and competitive environment;
(iv) active participation and involvement by the Group Managing Director/Chief Executive Officer in the day-to-day
running of the major businesses and regular discussions with the senior management of smaller business
units on operational issues; and
(v) monthly financial reporting by subsidiaries to the Company.
Recognising the importance of having risk management processes and practices, the Board has established a
Risk Management Committee (“RMC”), which is chaired by the Group Managing Director/Chief Executive Officer,
to oversee the identification, evaluation, control, monitoring and reporting of the critical risks faced by the Group
on an ongoing basis, including remedial measures to be taken to address the risks vis-à-vis the risk appetite of
the Group. Meetings of the RMC are observed by a representative from Audit Committee, who then briefs the Audit
Committee on the outcome of risk assessment and the corresponding recommendations.
In line with the Listing Requirements and the MCCG 2012, the Board has established an internal audit function,
which reports directly to the Audit Committee on the adequacy and effectiveness of the system of internal controls
from the perspective of governance, risk and controls. The internal audit function of the Company is outsourced to
an independent professional firm, whose scope of work covered during the financial year under review is provided
in the Audit Committee Report as set out on pages 53 to 55 of this Annual Report. All internal audits carried
out are guided by internal auditing standards promulgated by the Institute of Internal Auditors Inc, a globally
recognized professional body for internal auditors.
principle 7 – ensuring timely and high quality disclosure
The Board is aware of the need to establish corporate disclosure policies and procedures to enable comprehensive,
accurate and timely disclosures relating to the Company and its subsidiaries to be made to the regulators,
shareholders and stakeholders. Accordingly, the Board is in the midst of developing pertinent corporate disclosure
policies and procedures to govern and enhance its existing information disclosure practices adopted from the
Listing Requirements.
It is also required of the Directors and employees who are in possession of price-sensitive information regarding
the Company which are not publicly available, and who deal in the securities of the Company, to notify the Company
within a specific timeframe as prescribed by the Listing Requirements.
The Company’s corporate website at www.glomac.com.my serves as a key communication channel for shareholders,
investors, members of the public and other stakeholders to obtain up-to-date information on the Group’s activities,
financial results, major strategic developments and other matters affecting stakeholders’ interests.
To augment the process of disclosure, the Board has earmarked a dedicated section for corporate governance
on the Company’s website, where information on the Company’s announcements to the regulators, the Board
Charter, rights of shareholders, and the Company’s Annual Report may be accessed.
annual report
2014
047
pinriciple 8 – strengthening relationship between the company and its shareholders
The AGM of the Company serves as the principal forum that provides opportunities for shareholders to raise
questions pertaining to issues in the Annual Report, audited Financial Statements, and corporate developments in
the Group, the resolutions being proposed and concerns over the Group’s businesses, to the Board for clarification.
The Chairman as well as the Group Managing Director/Chief Executive Officer and the external auditors, if so
required, respond to shareholders’ questions during the meeting.
The Notice of AGM is circulated to shareholders at least twenty-one (21) days before the date of the meeting to
enablt them to go through the Annual Report and papers supporting the resolutions proposed. All the resolutions
set out in the Notice of the last AGM were put to vote by a show of hands and duly passed. The outcome of the AGM
was announced to Bursa on the same meeting day.
In addition, a press conference is generally held after such general meetings whereat, the Directors explain and
clarify any issues posed by members of the media regarding the Company, save and except for such information
that may be regarded as material or price sensitive in nature, which disclosure is made in strict adherence to the
disclosure requirements as prescribed under the Listing Requirements and other various contractual or statutory
rules and provisions that the Group may be subject to.
The Group Executive Chairman, at the commencement of a general meeting, informs shareholders of their rights
to demand for poll voting in accordance with conditions provided in the Company’s Articles of Association.
The Board maintains an open channel of communication with its shareholders, institutional investors and the
investing public at large with the objective of providing a clear and complete picture of the Group’s performance
and position. The Company values feedback and dialogues with its investors and believes that a constructive and
effective investor relationship is an essential factor in enhancing value for its shareholders.
In addition to various announcements made during the year, the timely release of annual reports, circulars to
shareholders, press releases and financial results on a quarterly basis provides shareholders and investors with
an overview of the Group’s performance and operations.
The Company holds analyst results briefings immediately after each announcement of quarterly results to Bursa
Malaysia. The Company also actively responds to requests for discussions with institutional shareholders and
analysts, locally and abroad, to provide them better insights into the Group. The Company also takes a proactive
approach in reaching out to the investing community via visits to project sites, small group meetings, luncheons
and participating in roadshows and investor conferences and such activities are usually spearheaded by the
Executive Directors.
Such approaches allow shareholders and the investment communities to make more informed investment
decisions based not only on past performance but also the future direction of the Company.
048
compliance statement
The Board has deliberated, reviewed and approved this Statement on Corporate Governance. The Board considers
that the Statement on Corporate Governance provides the information necessary to enable shareholders to
evaluate how the Code has been applied. The Board considers and is satisfied that the Company has fulfilled its
obligation under the Code, the Main Market LR and all applicable laws and regulations throughout the financial
year ended 30 April 2014.
directors’ responsibility statement
The Directors are required by the Companies Act, 1965, to prepare financial statements for each financial year
which have been made out in accordance with the applicable approved accounting standards and give a true and
fair view of the state of affairs of the Group and Company at the end of the financial year and of the results and
cash flows of the Group and Company for the financial year.
The Directors are satisfied that in preparing the financial statements of the Group and of the Company for the
financial year ended 30 April 2014, the Group has used the appropriate accounting policies and applied them
consistently. The Directors are also of the view that relevant approved accounting standards have been followed
in the preparation of these financial statements.
This Statement is made in accordance with a resolution of the Board of Directors dated 20 August 2014.
annual report
2014
049
additional compliance information
1.
utilisation of proceeds
There were no corporate proposals to raise funds during the financial year ended 30 April 2014.
2.
share buy back
During the financial year, the Company repurchased 1,011,000 of its own shares from the open market of
Bursa Securities for a total consideration of RM1,090,820.47. The shares are being held as treasury shares.
Details of the shares repurchased during the financial year are as follows:No of
shares bought
back/(resold)
RM
Highest Price
paid/(sold)
RM
Lowest Price
paid/(sold)
RM
Average Price
paid/(received)
RM
Total
consideration
RM
May
0
0
0
0
0
June
0
0
0
0
0
July
(19,213,300)
(1.19)
(1.18)
(1.18)
(22,602,479)
Aug
337,000
1.15
1.03
1.05
352,780
Sept
250,000
1.17
1.08
1.11
278,196
Oct
0
0
0
0
0
Nov
424,000
1.11
1.08
1.08
459,844
Dec
0
0
0
0
0
Jan
0
0
0
0
0
Feb
0
0
0
0
0
Mar
0
0
0
0
0
April
0
0
0
0
0
Month
2013
2014
3.
options, warrants or convertible securities
At the 29th Annual General Meeting held on 24 October 2013, the shareholders had approved the establishment
of an employees’ share scheme (“ESS”) of up to 8% of the issued and paid-up share capital of the Company at
any point in time. As at 30 April 2014, the Company did not offer and issue any share options.
The Company also did not issue any warrants or convertible securities during the financial year ended
30 April 2014.
050
4.
depository receipt programme
The Company did not sponsor any depository programme for the financial year ended 30 April 2014.
5.
imposition of sanction/penalties
There were no sanctions and/or penalties imposed on the Company and its subsidiaries, Directors or
management by the relevant regulatory bodies.
6.
non-audit fees
The amount of non-audit fees incurred for the services rendered to the Company and its Group by its external
auditors, Messrs Deloitte for the financial year ended 30 April 2014 is RM5,000.00
7.
variation in results
There were no profit estimate, forecasts or projections made or released by the Company for the financial
8.
profit guarantee
No profit guarantee was received by the Company in respect of the financial year ended 30 April 2014.
9.
material contracts
There were no material contracts entered into by the Company and its subsidiaries involving Directors’
and major shareholders’ interests either subsisting as at 30 April 2014 or entered into since the end of the
financial year ended 30 April 2014.
10. recurrent related party transactions
At the 29th Annual General Meeting of the Company held on 24 October 2013, the Company had obtained a
general mandate from its shareholders on the renewal to enter into recurrent related party transactions of
a revenue or trading nature (“RRPT”), which are necessary for its day-to day operations and in the ordinary
course of its business with related parties (“RRPT Mandate”). The said RRPT Mandate took effect on
24 October 2013 and until the conclusion of the forthcoming Annual General Meeting of the Company.
At the forthcoming Annual General Meeting to be held on 17 October 2014, the Company intends to seek its
shareholders’ approval to renew the existing RRPT Mandate.
annual report
2014
051
additional compliance information (cont’d)
The following is the disclosure of the aggregate value of transactions conducted pursuant to the RRPT
Mandate during the financial year ended 30 April 2014:
Nature of
transactions
Transacting
Parties
Award of contracts
and/or projects for
construction works
Glomac Bina
Sdn Bhd
Provision of project
management fees
FDA Sdn Bhd
Related Parties
Relationship
• TSFDM
• TSFDM is a
Director & Major
Shareholder of
Glomac Bina
Sdn Bhd
• Interested
Directors/Major
Shareholders
• Interested
Directors are
Directors & Major
Shareholders of
the Company
•DSFDI
• DSFDI is a
Director & Major
Shareholder of
FDA Sdn Bhd
• Interested
Directors/Major
Shareholders
Sale of properties
by the Group in the
ordinary course of
business
Directors
and Major
Shareholders of
the Company and
its subsidiaries
and Persons
Connected to
them
Directors
and Major
Shareholders of
the Company and
its subsidiaries
and Persons
Connected to
them
Value of
Transaction
(RM)
107,743,000
332,220.65
• Interested
Directors are
Directors & Major
Shareholders of
the Company
Directors and Major
Shareholders of
the Company and
its subsidiaries and
Persons Connected
to them
9,248,291.43
Notes:
•
TanSriDato’MohamedMansorbinFatehDin(“TSFDM”)
•
DatukSeriFatehIskandarbinTanSriDato’MohamedMansor(“DSFDI”)
•
InterestedDirectors/MajorShareholders–TSFDM,DSFDIandDatukFongLoongTuckcollectively
052
audit committee report
The Audit Committee assists the Board in overseeing of the Company’s financial statements and reporting in
fulfilling its fiduciary responsibilities relating to internal controls, financial and accounting records and policies as
well as financial reporting practices of the Company and its subsidiaries (“Group”).
a.
members
The Audit Committee comprises 3 Directors, all of whom are Independent Non-Executive Directors:
• DatukAlibinTanSriAbdulKadir(Chairman/IndependentNon-ExecutiveDirector)
• Dato’IkhwanSalimbinDato’HjSujak(SeniorIndependentNon-ExecutiveDirector)
• ChongKokKeong(IndependentNon-ExecutiveDirector)
b.
terms of reference
(1)
Composition
(a) The Audit Committee shall consist of not less than three (3) members, all of whom shall be NonExecutive Directors, with a majority being Independent Directors.
(b) At least of one (1) member of the Audit Committee:(i) must be a member of the Malaysian Institute of Accountants; or
(ii) if he is not member of the Malaysian Institute of Accountants, he must have at least 3 years’
working experience and –
(aa) he must have passed the examinations specified in Part I if the 1st Schedule of the
Accountants Act 1967; or
(bb) he must be a member of one of the associations of accountants specified in Part II of the
1st Schedule of the Accountants Act 1967;
(iii) fulfils such other requirements as prescribed or approved by the Exchange.
(c) The Chairman of the Audit Committee shall be an Independent Director.
(d) No alternate director shall be appointed as a member of the Audit Committee.
(e) In the event of any vacancy in Audit Committee resulting in the non-compliance of the Bursa
Malaysia Securities Berhad’s (“Bursa Securities”) Main Market Listing Requirements (“Main
Market LR”) pertaining the composition of the audit committee, the Board of Directors shall,
within three (3) months of that event, fill the vacancy.
(2)
Meetings and Quorum
During the financial year ended 30 April 2014, the Committee held five meetings. The details of the
attendance of each Committee member are as follows:
Name of Audit Committee Member
Total meetings attended
5/5
5/5
Chong Kok Keong
4/5
annual report
2014
053
audit committee report (cont’d)
The Audit Committee shall meet at least four (4) times a year, with additional meetings convened as and
when necessary and attended by the Department Head charged with the responsibility of the Group’s
financial reporting. Attendance of other Directors and employees at any particular Audit Committee
Meeting will be at the invitation of the Audit Committee. The presence of the Internal and External
Auditor for a meeting will be requested if required.
The quorum for any meeting shall be two (2) members of which the majority must be independent directors.
(3)
Secretary to Audit Committee and Minutes
The Company Secretary shall be the secretary of the Committee and as a reporting procedure the
minutes shall be circulated to all members of the Board.
(4)
Authority
The Committee is authorised by the Board to investigate any activity within its terms of reference. It
is authorised to seek any information it requires from any employee for the purpose of discharging its
functions and responsibilities.
The Committee is also authorised to obtain legal or other independent professional advice and to ensure
the attendance of outsiders with relevant experience and expertise if it considers this necessary.
(5)
Duties and Responsibilities
The duties and responsibilities of the Audit Committee shall be:
(i)
To review the Company’s and the Group’s 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 and unusual events
–
the going concern assumption
–
compliance with accounting standards and other legal requirements
–
compliance with Main Market LR
(ii)
To review with the external auditors their audit plan, scope and nature of audit for the Company
and the Group.
(iii) To assess the adequacy and effectiveness of the systems of internal control and accounting control
procedures of the Company and the Group by reviewing the external auditors’ management letters
and management response.
(iv)
To hear from the external auditors problems and reservations arising from their interim and final audits.
(v)
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 and to review the
adequacy of the competency of the internal audit function.
(vi) To review any related party transactions that may arise within the Company or the Group.
(vii) To consider the appointment of the external auditors, the terms of reference of their appointment
and any question of resignation or dismissal.
(viii) To undertake such other responsibilities as may be agreed to by the Committee and the Board.
054
c.
summary of audit committee activities
In line with the terms of reference of the Committee, activities carried out by the Committee during the
financial year ended 30 April 2014 in the discharge of its duties and responsibilities included the following:-
d.
•
Reviewedwiththeexternalauditorson:
–
the scope of work and audit plan of the Company and of the Group for the financial year ended 30
April 2014; and
–
significant issues and concerns arising from the audit
•
Reviewedtheauditedfinancialstatementsforfinancialyearended30April2014
•
ReviewedtheunauditedquarterlyfinancialresultsannouncementsoftheGrouppriortotheBoardof
Directors’ approval with particular focus on:
–
compliance with accounting standards and regulatory requirements; and
–
the Group’s accounting policies and practices
•
Reviewed the Related Party Transactions entered into by the Company and the Group and the draft
proposal to seek shareholders’ mandate for the Company and the Group to enter into recurrent related
party transactions of a revenue or trading nature
•
Reviewedwiththeinternalauditorson:
–
the scope of work and audit plan of the Company and of the Group for the financial year ended 30
April 2014;
–
significant issues and concerns arising from the audit; and
–
accessing the internal auditor’s findings and the management’s responses thereto and thereafter,
making the necessary recommendations or changes to the Board of Directors
•
ConsideredandrecommendedtotheBoardforapprovaloftheauditfeespayabletotheinternaland
external auditors
•
ReviewedtheRiskManagementreportsontheriskprofileoftheGroupandtheadequacyandintegrity
of internal control systems to manage these risks
•
ApprovedthepolicyonNon-AuditServicesprovidedbytheexternalauditors
internal audit function
The Internal Audit (“IA”) function is considered an integral part of the assurance framework within the Group.
IA function plays an intermediary role in that it assists in the discharge of the oversight function which
is delegated by the Board to the Audit Committee. It serves as a means of obtaining sufficient assurance
of regular review and/or appraisal of the adequacy and effectiveness of the risk, control and governance
framework of the Group.
The Group outsources its IA function to KPMG Business Advisory Sdn Bhd (“KPMG”), which has adequate
resources and appropriate standing to undertake its activities independently and objectively to provide
reasonable assurance to the Audit Committee regarding the adequacy and effectiveness of risk management,
internal control and governance systems. KPMG reports directly to the Audit Committee. As at 30 April 2014,
the reimbursable costs incurred for the audit function is RM70,000.
annual report
2014
055
internal control statement
The Board of Directors (the “Board”) of Glomac Berhad is committed to maintaining a sound system of risk
management and internal control in the Group (comprising the Company and its subsidiaries) and is pleased
to provide the following Internal Control Statement (the “Statement”), which outlines the nature and scope of
risk management and internal control of the Group for the financial year ended 30 April 2014. For the purpose
of disclosure, the Board has taken into consideration the Statement on Risk Management and Internal Control:
Guidelines for Directors of Listed Issuers (the “Guidelines”), a publication issued by Bursa Malaysia Securities
Berhad (“Bursa Securities”) on the issuance of Internal Control Statement pursuant to Paragraph 15.26(b) of the
Main Market Listing Requirements.
board responsibility
The Board recognises the importance of maintaining a sound system of internal control and the proper identification
and management of risks affecting the Group’s operations in order to safeguard shareholders’ investments.
Accordingly, the Board affirms its overall responsibility for the Group’s system of risk management and internal
control, and for reviewing the adequacy and operating effectiveness of the said system. The system covers not
only financial but operational and compliance risks and the relevant controls designed to manage the said risks.
In view of the limitations inherent in any system of risk management and internal control, the system is designed
to manage, rather than eliminate, the risk of failure to achieve the Group’s business and corporate objectives.
The system can, therefore, only provide reasonable, but not absolute assurance, against material misstatement
or loss.
risk management framework
The Board firmly believes that risk management is critical to the Group’s continued profitability and the
enhancement of shareholder value. Accordingly, the Board appointed an independent professional firm to
facilitate the formalisation and implementation of an enterprise risk management (“ERM”) framework for the
Group, focusing on its core business division, i.e. the Property Development Division, in 2010. Since then, the
Board has deployed this framework in its Group’s operations. The development of the ERM framework largely
entailed the following:
• formalisation of a structured process on risk identification, evaluation, controls and reporting across the
Group; and
• developmentofriskmanagementpolicyandguidelineswhichhavebeenadoptedbytheBoard.
As part of the framework, a Risk Management Committee (“RMC”), chaired by the Group Managing Director/Chief
Executive Officer, has been established to oversee the following:
• communicatingtheBoard’svision,strategy,policy,responsibilitiesandreportinglinestopersonnelacross
the Group;
• identifyingandcommunicatingtotheBoard,criticalriskstheGroupfaces,theirchangesandManagement’s
action plans to manage the risks;
• performing risk oversight activities and reviewing the risk profile of the Group as well as organisational
performance;
• aggregatingtheGroup’sriskpositionandhalfyearlyreportingtotheBoardontherisksituation/status;
• settingperformancemeasuresfortheGroup;and
• providing guidance to the business divisions on the Group’s risk appetite and capacity, and other criteria
which, when exceeded, trigger an obligation to report upward to the Board.
056
The RMC meets on an ongoing basis to assess and evaluate risks that may impede the Group from achieving its
strategic and operational objectives, as well as develop action plans to mitigate such risks.
During the financial year under review, the results of risk updates deliberated at the RMC meetings, i.e. the
internal controls to address key risks identified, were used as the basis to develop a risk-based internal audit plan
for the financial year ended 30 April 2014, which was approved by the Audit Committee.
This risk management framework has been in place for the financial year under review and up to the date of
approval of this Statement for inclusion in the Annual Report of the Company.
internal control framework
The key elements of the Group’s internal control framework are described below:
(a)
Limits of authority and responsibility
Clearly defined and documented lines and limits of authority, responsibility and accountability have been
established through the relevant terms of reference, organisational structures and appropriate authority
limits, including matters requiring the Board’s approval. The corporate structure further enhances the ability
of each subsidiary or division, as the case may be, to focus on its assigned core or support functions within
the Group; and
(b)
Planning, monitoring and reporting
The following internal control processes have been deployed by the Group:
•
StrategicBusinessPlanningProcesses
Appropriate business plans are established where the Group’s business objectives, strategies and
targets are articulated. Business planning and budgeting are undertaken annually to establish plans
and targets against which performance is monitored on an ongoing basis;
•
ISO9001:2008Accreditation
The Construction Division of the Group has been accorded full ISO 9001:2008 accreditation in line with
the Group’s quest in consistently improving the strength of its internal control system;
•
DocumentedPoliciesandProcedures
Internal policies and procedures, which are set out in a series of clearly documented standard
operating manuals covering a majority of areas within the Group, are maintained and subject to review
as considered necessary;
•
PerformanceMonitoringandReporting
The Group’s management team monitors and reviews financial and operational results, including
monitoring and reporting of performance against the operating plans. The management team
formulates and communicates action plans to address areas of concern;
•
FinancialPerformanceReview
The preparation of periodic and annual results and the state of affairs of the Group are reviewed and
approved by the Board before release of the same to the regulators whilst the full year financial statements
are audited by the External Auditors before their issuance to the regulators and shareholders;
annual report
2014
057
internal control statement (cont’d)
•
QualityControl
The Group takes continuous efforts in maintaining the quality of its products and services. Accordingly,
the Group has a process to enable timely adherence to safety and health regulations, environmental
requirements and relevant legislations affecting the Group’s operations; and
•
SafeguardingofAssets
Sufficient insurance coverage and physical safeguards over major assets of the Group are in place
to ensure that the assets are adequately covered against calamities and/or theft that may result in
material losses to the Group.
This internal control framework has been in place for the financial year under review and up to the date of approval
of this Statement for inclusion in the Annual Report of the Company.
internal audit function
The Group outsourced its internal audit function to an independent professional firm to assess the adequacy
and integrity of the Group’s risk management and internal control systems. The internal audit function reports
directly, and provides assurance, to the Audit Committee through the execution of internal audit based on a riskbased internal audit plan approved by the Audit Committee before commencement of work. Its scope of works
includes periodic assessment of the risk management process and internal controls deployed by Management to
address risks inherent in the Group’s operational, financial and compliance processes.
During the financial year under review, the internal audit function reported directly to the Audit Committee on
improvement measures pertaining to internal controls, including a follow-up on the status of Management’s
implementation of recommendation raised in previous reports. The reports were submitted to the Audit Committee,
who reviewed the observations with Management at its quarterly meetings, including Management’s action plans
to address the concerns raised by the internal audit function. In addition, the External Auditors’ management
letters and Management’s responsiveness to the control recommendations on deficiencies noted during financial
audits provided added assurance that control procedures on matters of finance were in place, and were being
followed.
In addressing the adequacy and operating effectiveness of the system of internal control and accounting control
procedures of the Group, the Audit Committee reports to the Board its activities, significant results, findings and
the necessary recommendations or changes.
adequacy and effectiveness of the group’s risk management and internal control systems
The Board has received assurance from the Group Managing Director/Chief Executive Officer and the Chief
Operating Officer, who also heads the Finance function, that the Group’s risk management and internal control
systems are operating adequately and effectively, in all material aspects, for the financial year under review and
up to the date of approval of this Statement for inclusion in the Annual Report of the Company.
conclusion
The Board is of the view that there has been no breakdown or weaknesses in the system of risks management
and internal control of the Group for the financial year ended 30 April 2014 that resulted in a significant loss to the
Group. The Board continues to take pertinent measures to sustain and, where required, to improve the Group’s
risk management and internal control system in meeting the Group’s strategic objectives.
058
financial statements & reports
60
directors’ report
65
independent auditors’ report
67
statements of profit or loss and
other comprehensive income
68
statements of financial position
70
statements of changes in equity
72
statements of cash flows
75
notes to the financial statements
147
supplementary information – disclosure
on realised and unrealised profits
148
statement by directors
149
declaration by the officer primarily
responsible for the financial management
of the company responsible for the
financial management of the company
directors’ report
The directors of GLOMAC BERHAD have pleasure in submitting their report and the audited financial statements of the Group
and of the Company for the financial year ended 30 April 2014.
principal activities
The principal activities of the Company are property development and investment holding.
The principal activities of the subsidiary and associated companies are disclosed in Note 42 to the Financial Statements.
There have been no significant changes in the nature of the principal activities of the Company, and its subsidiary and associated
companies during the financial year.
result of operations
The results of operations of the Group and of the Company for the financial year are as follows:
The Group The Company
RM
RM
Profit before tax
Income tax expense
157,281,185
(44,392,962)
43,602,588
(1,568,951)
Profit for the year
112,888,223
42,033,637
Profit attributable to:
Owners of the Company
Non-controlling interests
108,380,245
4,507,978
42,033,637
–
112,888,223
42,033,637
In the opinion of the directors, the results of operations of the Group and of the Company during the financial year have
not been substantially affected by any item, transaction or event of a material and unusual nature other than as disclosed in
Note 9 to the Financial Statements.
dividends
The amounts of dividends paid or declared by the Company since the end of the previous financial year were as follows:
060
RM
In respect of the financial year ended 30 April 2013 as reported in the directors’ report of that year:
Final dividend of RM0.0350 per share of RM0.50 each, on 726,810,313 ordinary shares less 25% tax,
paid on 4 December 2013
19,078,769
In respect of the financial year ended 30 April 2014:
First interim single tier dividend of RM0.0225 per share of RM0.50 each, on 726,810,313 ordinary shares,
paid on 23 June 2014
16,353,232
financial_0071 15.9.14.indd 60
24/09/14 3:15 PM
dividends (cont’d)
The directors propose a final single tier dividend of RM0.0265 per share of RM0.50 each on 726,810,313 ordinary shares,
totalling approximately RM19,260,473 in respect of the current financial year. This dividend is subject to the approval of the
shareholders at the forthcoming Annual General Meeting of the Company, and has not been included as a liability in the
financial statements. Upon approval by the shareholders, the cash dividend payment will be accounted for in equity as an
appropriation of retained earnings during the financial year ending 30 April 2015.
The proposed dividend for 2014 is payable in respect of all outstanding ordinary shares in issue at a date to be determined by
the directors subsequent to the approval of the shareholders at the forthcoming Annual General Meeting.
reserves and provisions
There were no material transfers to or from reserves or provisions during the financial year other than those disclosed in the
financial statements.
issue of shares and debentures
The Company has not issued any new shares or debentures during the financial year.
share options
No options have been granted by the Company to any parties during the financial year to take up unissued shares of the
Company.
No shares have been issued during the financial year by virtue of the exercise of any option to take up unissued shares of the
Company. As at the end of the financial year, there were no unissued shares of the Company under options.
treasury shares
During the financial year, the Company purchased 1,011,000 units of its own shares through purchases on Bursa Malaysia
Securities Berhad. The total amount paid for acquisition of the shares was approximately RM1,090,820 and it has been
deducted from equity. The share transactions were financed by internally generated funds and the average price paid for the
shares was RM1.08 per share. The repurchased shares are held as treasury shares in accordance with Section 67A of the
Companies Act, 1965.
On 1 July 2013, the Company resold 19,213,300 treasury shares at an average price of RM1.18 per share. The difference
of RM6,596,302 between the sale consideration and the carrying amount of the shares has been credited to the Share
Premium Account.
annual report
2014
061
directors’ report (cont’d)
other statutory information
Before the statements of profit or loss and other comprehensive income and the statements of financial position of the Group
and of the Company were made out, the Directors took reasonable steps:
(a) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of allowance for
doubtful debts, and had satisfied themselves that no known bad debts need to be written off and that adequate allowance
had been made for doubtful debts; and
(b) to ensure that any current assets which were unlikely to realise their values as shown in the accounting records in the
ordinary course of business had been written down to an amount which they might be expected so to realise.
At the date of this report, the Directors are not aware of any circumstances:
(a) which would necessitate the writing off of bad debts or render the amount of allowance for doubtful debts in the financial
statements of the Group and of the Company inadequate to any substantial extent; or
(b) which would render the values attributed to the current assets in the financial statements of the Group and of the Company
misleading; or
(c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of
the Company misleading or inappropriate; or
(d) not otherwise dealt with in this report or financial statements which would render any amount stated in the financial
statements of the Group and of the Company misleading.
At the date of this report, there does not exist:
(a) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which
secures the liability of any other person; or
(b) any contingent liability of the Group and of the Company which has arisen since the end of the financial year.
No contingent or other liability has become enforceable, or is likely to become enforceable within the period of twelve months
after the end of the financial year which, in the opinion of the directors, will or may substantially affect the ability of the Group
and of the Company to meet their obligations as and when they fall due.
In the opinion of the directors, no item, transaction or event of a material and unusual nature has arisen in the interval between
the end of the financial year and the date of this report which is likely to affect substantially the results of operations of the
Group and of the Company for the financial year in which this report is made.
directors
The following directors served on the Board of the Company since the date of the last report:
Chong Kok Keong
062
directors (cont’d)
In accordance with Article 84 of the Company’s Articles of Association, Datuk Fong Loong Tuck and Datuk Ali bin Tan Sri Abdul
Kadir retire by rotation at the forthcoming Annual General Meeting of the Company and, being eligible, offer themselves for
re-election.
Pursuant to Section 129(2) of the Companies Act, 1965, Tan Sri Dato’ Mohamed Mansor bin Fateh Din retires and a resolution
will be proposed for his re-appointment as director under the provision of Section 129(6) of the Act to hold office until the
conclusion of the following Annual General Meeting of the Company.
directors’ interests
The shareholdings in the Company and in related companies of those who were directors at the end of the financial year,
as recorded in the Register of Directors’ Shareholdings kept by the Company under Section 134 of the Companies Act, 1965,
are as follows:
Number of ordinary shares of RM0.50 each
Balance
Balance
as of
as of
1.5.2013
Bought
Sold
30.4.2014
Shares in the Company
Registered in the name of directors
Datuk Seri Fateh Iskandar bin
Chong Kok Keong
144,536,198
122,392,096
–
–
–
3,000,000
144,536,198
119,392,096
113,778,600
20,800
1,700,000
913,000
–
–
130,000
–
–
–
–
–
113,778,600
20,800
1,830,000
913,000
Number of ordinary shares of RM1.00 each
Balance
Balance
as of
as of
1.5.2013
Bought
Sold
30.4.2014
Shares in a subsidiary company, Glomac Bina Sdn. Bhd.
Registered in the name of director
1,092,000
–
–
1,092,000
75,000
–
–
75,000
Shares in a subsidiary company, FDA Sdn. Bhd.
Registered in the name of director
By virtue of all the above directors having interest in shares of the Company, they are deemed to have an interest in the shares
of all the subsidiary companies of the Company to the extent the Company has an interest.
annual report
2014
063
directors’ report (cont’d)
directors’ benefits
Since the end of the previous financial year, none of the directors of the Company has received or become entitled to receive
any benefit (other than those disclosed as directors’ remuneration 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 other than any benefit which may be deemed to have arisen by virtue of
the transactions as disclosed in Note 39 to the Financial Statements.
During and at the end of the financial year, no arrangement subsisted to which the Company was a party whereby directors
of the Company might acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other
body corporate.
significant events
The significant events during the financial year are disclosed in Note 44 to the Financial Statements.
subsequent events
The subsequent events are disclosed in Note 45 to the Financial Statements.
auditors
The auditors, Messrs. Deloitte (formerly known as Deloitte KassimChan), have indicated their willingness to continue in office.
Signed on behalf of the Board in accordance with a resolution of the Directors,
________________________________________________________________
TAN SRI DATO’ MOHAMED MANSOR BIN FATEH DIN
________________________________________________________________
DATUK SERI FATEH ISKANDAR BIN TAN SRI DATO’ MOHAMED MANSOR
Kuala Lumpur
22 August 2014
064
Independent Auditors’ Report
to the members of Glomac Berhad (Incorporated in Malaysia)
Report on the financial statements
We have audited the financial statements of GLOMAC BERHAD, which comprise the statements of financial position as of
30 April 2014 of the Group and the Company, and the statements of profit or loss and other comprehensive income, statements
of changes in equity and statements of cash flows for the year then ended, and a summary of significant accounting policies
and other explanatory information, as set out on pages 67 to 146.
Directors’ Responsibility for the Financial Statements
The directors of the Company are responsible for the preparation of these financial statements so as to give a true and fair
view in accordance with Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia.
The directors are also responsible for such internal control as the directors determine is necessary to enable the preparation
of financial statements that are free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit
in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from
material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on the auditors’ judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors
consider internal control relevant to the entity’s preparation of financial statements that give a true and fair view in order to
design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used
and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the
financial statements.
We believe that the audit evidence that we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements give a true and fair view of the financial position of the Group and of the Company as of
30 April 2014 and of their financial performance and cash flows for the year then ended in accordance with Financial Reporting
Standards and the requirements of the Companies Act, 1965 in Malaysia.
Report on other legal and regulatory requirements
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report on the following:
(a) in our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and by
the subsidiary companies of which we have acted as auditors, have been properly kept in accordance with the provisions
of the Act;
(b) we have considered the accounts and auditors’ reports of the subsidiary companies of which we have not acted as auditors,
as shown in Note 42 to the Financial Statements, being accounts that have been included in the financial statements of the
Group;
(c) we are satisfied that the accounts of the subsidiary companies that have been consolidated with the financial statements
of the Company are in form and content appropriate and proper for the purposes of the preparation of the financial
statements of the Group, and we have received satisfactory information and explanations as required by us for those
purposes; and
(d) the auditors’ reports on the accounts of the subsidiary companies did not contain any qualification or any adverse comment
made under Section 174(3) of the Act.
annual report
2014
065
Independent Auditors’ Report (cont’d)
to the members of Glomac Berhad (Incorporated in Malaysia)
Other reporting responsibilities
The supplementary information set out on page 147 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad
and is not part of the financial statements. The directors are responsible for the preparation of the supplementary information
in accordance with Guidance on Special Matter No.1 “Determination of Realised and Unrealised Profits or Losses in the Context
of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements” as issued by the Malaysian Institute
of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary
information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia
Securities Berhad.
Other matter
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act,
1965 in Malaysia and for no other purpose. We do not assume responsibility towards any other person for the contents of this
report.
________________________________________________________________
DELOITTE
AF 0080
Chartered Accountants
________________________________________________________________
YEE YOON CHONG
Partner – 1829/07/15 (J)
Chartered Accountant
Kuala Lumpur
22 August 2014
066
statements of profit or loss and other comprehensive income
for the year ended 30 april 2014
The Group
Note
The Company
2014
2013
RM
RM
2014
RM
2013
RM
676,661,153
(459,046,036)
680,933,511
(471,800,810)
43,262,800
–
65,756,597
–
217,615,117
7,517,581
6,193,250
16,818,982
(23,638,479)
(32,044,073)
(9,818,203)
(25,362,990)
209,132,701
8,631,912
3,332,026
5,202,081
(13,149,391)
(31,334,391)
(8,485,735)
(19,808,484)
43,262,800
13,154,515
1,133,182
–
–
(3,208,902)
(7,512,418)
(3,226,589)
65,756,597
9,386,221
1,336,868
–
–
(2,616,758)
(6,725,124)
(3,464,064)
157,281,185
(44,392,962)
153,520,719
(45,263,409)
43,602,588
(1,568,951)
63,673,740
(6,957,005)
112,888,223
108,257,310
42,033,637
56,716,735
(1,054,153)
356,434
–
–
Total comprehensive income for the year
111,834,070
108,613,744
42,033,637
56,716,735
108,380,245
4,507,978
102,276,732
5,980,578
42,033,637
–
56,716,735
–
112,888,223
108,257,310
42,033,637
56,716,735
107,326,092
4,507,978
102,633,166
5,980,578
42,033,637
–
56,716,735
–
111,834,070
108,613,744
42,033,637
56,716,735
14.97
14.84
Revenue
Cost of sales
Gross profit
Investment revenue
Other operating income
Share of profit of associated companies
Marketing expenses
Administration expenses
Finance costs
Other operating expenses
Profit before tax
Income tax expense
5
6
7
18
8
9
10
Profit for the year
Other comprehensive (loss)/income
Item that may be reclassified subsequently
to profit or loss
Exchange differences on translation
of foreign operations
Total comprehensive income attributable to:
Earnings per share (sen)
Basic
11
The accompanying Notes form an integral part of the Financial Statements
annual report
2014
067
statements of financial position
as of 30 april 2014
The Group
Note
The Company
2014
2013
RM
RM
2014
RM
2013
RM
56,547,971
68,767
19,178,393
563,214,447
–
56,298,746
4,000,000
395,165
23,603,787
60,646,715
72,812
19,265,313
512,622,662
–
40,337,613
4,000,000
395,165
18,056,953
2,133,284
–
–
–
369,763,079
–
–
–
3,513,859
1,489,554
–
–
–
369,763,079
–
–
–
3,093,206
723,307,276
655,397,233
375,410,222
374,345,839
29
89,859,369
271,880,650
109,244,765
142,326,214
38,348,358
–
–
3,848,262
333,049,918
94,763,251
284,907,616
92,872,424
99,325,413
56,856,317
–
1,478,809
5,503,563
305,049,144
1,295,942
–
–
–
2,862,422
326,984,215
–
–
29,004,507
1,295,942
–
–
–
188,582
241,835,342
–
559,532
43,701,618
30
988,557,536
–
940,756,537
–
360,147,086
–
287,581,016
–
988,557,536
940,756,537
360,147,086
287,581,016
1,711,864,812 1,596,153,770
735,557,308
661,926,855
ASSETS
Non-current Assets
Property, plant and equipment
Prepaid lease payments on leasehold land
Investment properties
Land held for property development
Subsidiary companies
Associated companies
Other investments
Goodwill on consolidation
Deferred tax assets
13
14
15
16
17
18
19
20
21
Total Non-current Assets
Current Assets
Inventories
Property development costs
Accrued billings
Trade receivables
Other receivables
Amount due from subsidiary companies
Amount due from associated companies
Tax recoverable
Deposits, cash and bank balances
Non-current assets classified as held for sale
Total Current Assets
TOTAL ASSETS
068
22
23
25
26
27
28
28
The Group
Note
The Company
2014
2013
RM
RM
2014
RM
2013
RM
363,910,657
55,155,771
(608,170)
(1,090,820)
469,748,340
363,910,657
48,559,469
445,983
(16,006,177)
396,800,096
363,910,657
55,155,771
–
(1,090,820)
89,097,473
363,910,657
48,559,469
–
(16,006,177)
82,495,837
Equity attributable to owners of the Company
887,115,778
49,252,677
793,710,028
44,480,044
507,073,081
–
478,959,786
–
Total Equity
936,368,455
838,190,072
507,073,081
478,959,786
314,227,383
231,368
419,589,766
259,125
32,686,246
–
58,994,311
–
314,458,751
419,848,891
32,686,246
58,994,311
122,209,190
36,663,878
41,739,372
–
21,436,561
–
395,688
217,138,005
5,101,682
16,353,230
149,435,997
43,635,475
23,935,483
–
–
–
377,300
96,783,907
8,002,965
15,943,680
3,234
987,154
–
–
–
41,959,014
308,065
136,000,000
187,284
16,353,230
3,234
597,436
–
–
–
36,634,507
293,901
70,500,000
–
15,943,680
Total Current Liabilities
461,037,606
338,114,807
195,797,981
123,972,758
Total Liabilities
775,496,357
757,963,698
228,484,227
182,967,069
1,711,864,812 1,596,153,770
735,557,308
661,926,855
EQUITY AND LIABILITIES
Capital and Reserves
Issued capital
Share premium
Foreign currency translation reserve
Treasury shares
Retained earnings
Non-current Liabilities
Long term liabilities
Deferred tax liabilities
31
31
31
32
33
21
Total Non-current Liabilities
Current Liabilities
Trade payables
Other payables and accrued expenses
Advance billings
Amount due to contract customers
Amount due to associated company
Amount due to subsidiary companies
Hire-purchase and lease payables
Borrowings
Tax liabilities
Dividend payable
TOTAL EQUITY AND LIABILITIES
34
35
25
24
28
28
33
36
annual report
2014
069
statements of changes in equity
The Group
Non-distributable
reserves
As of 1 May 2012
Issued
capital
RM
Share
premium
RM
Foreign
currency
translation
reserve
RM
Retained
earnings
RM
Attributable
to owners
Treasury
of the
shares
Company
RM
RM
Noncontrolling
interests
RM
Total
equity
RM
(34,921,214) 637,115,686
304,614,311
42,165,380
89,549
325,167,660
61,299,717
698,415,403
Profit for the year
Other comprehensive income for the year
–
–
–
–
–
356,434
102,276,732
–
–
–
102,276,732
356,434
5,980,578
–
108,257,310
356,434
Share of non-controlling interests
in results of associated companies
Dividend to non-controlling shareholders
Dividends to owners of the Company
(Note 12)
Disposal of treasury shares (Note 31)
Share buyback
Warrants exercised
–
–
356,434
102,276,732
–
102,633,166
5,980,578
108,613,744
–
–
–
–
–
–
–
–
–
–
–
–
841,207
(23,641,458)
841,207
(23,641,458)
–
–
–
59,296,346
–
464,454
5,929,635
–
–
–
–
(30,644,296)
–
–
–
–
33,033,546
(14,118,509)
–
(30,644,296)
33,498,000
(14,118,509)
65,225,981
–
–
–
–
(30,644,296)
33,498,000
(14,118,509)
65,225,981
As of 30 April 2013
363,910,657
48,559,469
445,983
396,800,096
(16,006,177) 793,710,028
44,480,044
838,190,072
As of 1 May 2013
363,910,657
48,559,469
445,983
396,800,096
(16,006,177) 793,710,028
44,480,044
838,190,072
Profit for the year
Other comprehensive loss for the year
–
–
–
–
– 108,380,245
(1,054,153)
–
–
–
108,380,245
(1,054,153)
4,507,978
–
112,888,223
(1,054,153)
Share of non-controlling interests
in results of associated companies
Dividend to non-controlling shareholders
Dividends to owners of the Company
(Note 12)
Share buyback (Note 31)
–
–
(1,054,153) 108,380,245
–
107,326,092
4,507,978
111,834,070
–
–
–
–
–
–
–
–
–
–
–
–
508,455
(243,800)
508,455
(243,800)
–
–
–
–
6,596,302
–
–
–
–
(35,432,001)
–
–
–
16,006,177
(1,090,820)
(35,432,001)
22,602,479
(1,090,820)
–
–
–
(35,432,001)
22,602,479
(1,090,820)
363,910,657
55,155,771
(1,090,820) 887,115,778
49,252,677
936,368,455
As of 30 April 2014
070
Distributable
reserve
(608,170) 469,748,340
The Company
Nondistributable Distributable
reserve
reserve
Issued
capital
RM
Share
premium
RM
Retained
earnings
RM
Treasury
shares
RM
Total
RM
As of 1 May 2012
Dividends (Note 12)
Disposal of treasury shares
Share buyback
Warrants exercised
304,614,311
–
–
–
–
59,296,346
42,165,380
–
–
464,454
–
5,929,635
56,423,398
56,716,735
(30,644,296)
–
–
–
(34,921,214)
–
–
33,033,546
(14,118,509)
–
368,281,875
56,716,735
(30,644,296)
33,498,000
(14,118,509)
65,225,981
As of 30 April 2013
363,910,657
48,559,469
82,495,837
(16,006,177)
478,959,786
As of 1 May 2013
Dividends (Note 12)
Share buyback (Note 31)
363,910,657
–
–
–
–
48,559,469
–
–
6,596,302
–
82,495,837
42,033,637
(35,432,001)
–
–
(16,006,177)
–
–
16,006,177
(1,090,820)
478,959,786
42,033,637
(35,432,001)
22,602,479
(1,090,820)
As of 30 April 2014
363,910,657
55,155,771
89,097,473
(1,090,820)
507,073,081
annual report
2014
071
statements of cash flows
The Group
2013
RM
112,888,223
108,257,310
42,033,637
56,716,735
44,392,962
3,733,847
45,263,409
3,337,839
1,568,951
912,132
6,957,005
542,855
–
–
9,818,203
–
4,045
13,045,513
86,920
(7,517,581)
(16,818,982)
9,010
42,385
8,485,735
–
4,045
4,001,782
(586,705)
(8,631,912)
(5,202,081)
–
–
7,512,418
1,557,236
–
–
–
(13,154,515)
–
–
42,385
6,725,124
194,868
–
–
–
(9,386,221)
–
397
–
39,342
1,841,948
(121,392)
(10,000)
45,056
–
–
–
3
–
–
–
43,879
–
160,177
28,807
4,546
–
–
12,900
–
–
4,101
–
–
12,900
–
–
–
–
–
(43,262,800)
(1,158)
(65,756,597)
Operating Profit/(Loss) Before Working Capital Changes
(Increase)/Decrease in:
Land held for property development
Inventories
Property development costs
Accrued billings
Receivables
Increase/(Decrease) in:
Payables
Advance billings
161,708,367
154,907,381
(2,828,837)
(3,908,225)
(79,288,654)
21,952,400
4,477,527
37,834,019
(16,372,341)
(24,835,036)
(301,981,821)
(304,010)
5,901,984
129,812,532
(35,503,596)
(54,015,489)
–
–
–
–
–
(2,677,941)
–
–
–
–
–
1,525,354
(36,861,884)
17,803,889
54,760,019
(31,900,221)
327,015
–
861,232
–
Cash Generated From/(Used In) Operations
Income tax refunded
Income tax paid
Finance costs paid
86,418,287
–
(51,213,535)
(22,123,539)
(78,323,221)
3,086,724
(52,357,841)
(26,005,789)
(5,179,763)
1,055,543
(1,798,331)
(7,449,715)
(1,521,639)
–
(937,581)
(8,002,725)
Net Cash From/(Used In) Operating Activities
13,081,213
(153,600,127)
(13,372,266)
(10,461,945)
CASH FLOWS FROM/(USED IN) OPERATING ACTIVITIES
Profit for the year
Adjustments for:
Income tax expense recognised in profit or loss
Depreciation of property, plant and equipment
Bad debts written off:
Other receivables
Amount due from an associated company
Finance costs
Unrealised foreign exchange loss
Amortisation of prepaid lease payments on leasehold land
Provision for foreseeable property development losses
Loss/(Gain) on change in fair value of investment properties
Interest income
Share of profit of associated companies
Loss/(Gain) on disposal of:
Property, plant and equipment written off
Inventories written down
Impairment loss on:
Trade receivables
Other receivables
Refundable deposits written off
Impairment loss on amount due from subsidiary
companies no longer required
Dividend income
072
The Company
2014
2013
RM
RM
2014
RM
The Group
CASH FLOWS (USED IN)/FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment*
Proceeds from disposal of property, plant and equipment
Additions to investment properties
Proceeds from disposal of investment properties
Proceeds from disposal of non-current assets held for sale
Purchase of shares in subsidiary companies
Increase in amount due from subsidiary companies
Interest received
Dividend received from subsidiary companies
Dividend received from investment in associated companies
Net cash outflow on acquisition of subsidiary
companies (Note 17)
Net Cash From/(Used In) Investing Activities
CASH FLOWS FROM/(USED IN) FINANCING ACTIVITIES
Drawdown/(Repayment) of revolving credits
Proceeds from issuance of shares – warrants exercised
Decrease in bank balances and deposits pledged
Increase in amount due to subsidiary companies
(Repayment)/Drawdown of term loans and bridging loans
Repayment of hire-purchase and lease payables
Share buyback
Dividend paid
Dividend paid to non-controlling shareholders
Net Cash From Financing Activities
The Company
2014
2013
RM
RM
2014
RM
2013
RM
(966,329)
2,700
–
–
–
–
–
6,972,559
–
1,299,375
(1,571,845)
325,500
(13,486,664)
140,000
4,959,784
–
–
7,250,531
–
–
(1,555,865)
–
–
–
–
–
(86,706,109)
13,154,515
42,762,800
–
(531,394)
–
–
–
–
(1,097,498)
(101,286,849)
9,386,020
60,932,034
–
–
–
–
(4)
7,308,305
(2,382,694)
(32,344,659)
(32,597,691)
61,116,956
–
437,577
22,602,479
–
(39,042,861)
(662,493)
(1,090,820)
(35,022,451)
(243,800)
(22,749,514)
65,225,981
732,613
33,498,000
–
117,526,535
(451,270)
(14,118,509)
(28,535,156)
(23,641,458)
59,000,000
–
–
22,602,479
5,324,507
(19,500,000)
(293,901)
(1,090,820)
(35,022,451)
–
(19,000,000)
65,225,981
–
33,498,000
1,158,262
–
(279,739)
(14,118,509)
(28,535,156)
–
8,094,587
127,487,222
31,019,814
37,948,839
annual report
2014
073
statements of cash flows (cont’d)
The Group
Note
NET INCREASE/(DECREASE) IN CASH
AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS
AT BEGINNING OF YEAR
Effect of exchange rate changes on the balance
of cash held in foreign currencies
CASH AND CASH EQUIVALENTS AT END OF YEAR
29
The Company
2014
2013
RM
RM
2014
RM
2013
RM
28,484,105
(28,495,599)
(14,697,111)
(5,110,797)
301,357,341
329,860,136
43,701,618
48,812,415
(24,254)
(7,196)
–
–
329,817,192
301,357,341
29,004,507
43,701,618
* During the current financial year, the Group and the Company acquired property, plant and equipment as follows:
The Group
Hire-purchase arrangements
Cash payment
Total (Note 13)
2014
RM
620,000
966,329
2013
RM
–
1,571,845
The Company
2014
2013
RM
RM
–
–
1,555,865
531,394
1,586,329
1,571,845
1,555,865
074
531,394
notes to the financial statements
1.
general information
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on the Main
Market of Bursa Malaysia Securities Berhad.
The Company is principally involved in property development and investment holding.
The principal activities of the subsidiary and associated companies are disclosed in Note 42.
There have been no significant changes in the nature of the principal activities of the Company, and its subsidiary
companies and associated companies during the financial year.
The financial statements of the Group and of the Company are presented in Ringgit Malaysia (“RM”).
The registered office and principal place of business of the Company is located at Level 15, Menara Glomac, Glomac
Damansara, Jalan Damansara, 60000 Kuala Lumpur.
The financial statements of the Group and of the Company were authorised for issue by the Board of Directors in
accordance with a resolution of the Directors on 22 August 2014.
2.
basis of preparation of the financial statements
The financial statements of the Group and of the Company have been prepared in accordance with Financial Reporting
Standards (“FRSs”) and the provisions of the Companies Act, 1965 in Malaysia.
Adoption of new and revised Financial Reporting Standards
In the current financial year, the Group and the Company adopted all the new and revised FRSs and Issues Committee
Interpretations (“IC Interpretation”) and amendments to FRSs and IC Interpretation issued by the Malaysian Accounting
Standards Board (“MASB”) which became effective for annual periods beginning on or after 1 May 2013 as follows:
FRS 7
Financial Instruments: Disclosures [Amendments relating to Mandatory Effective Date of FRS 9
(IFRS 9 issued by IASB in November 2009), FRS 9 (IFRS 9 issued by IASB on October 2011) and Transition
Disclosures]
FRS 7
Financial Instruments: Disclosures (Amendments relating to Disclosures – Offsetting Financial Assets
and Liabilities)
FRS 10
Consolidated Financial Statements
FRS 10
Consolidated Financial Statements (Amendments relating to Transition Guidance)
FRS 11
Joint Arrangements
FRS 11
Joint Arrangements (Amendments relating to Transition Guidance)
FRS 12
Disclosure of Interests in Other Entities
FRS 12
Disclosure of Interests in Other Entities (Amendments relating to Transition Guidance)
FRS 13
Fair Value Measurement
FRS 101
Presentation of Financial Statements (Amendments relating to Presentation of Items of Other
Comprehensive Income)
FRS 116
Property, Plant and Equipment (Classification of servicing equipment)
FRS 119
Employee Benefits (2012)
FRS 127
Separate Financial Statements (2012)
FRS 128
Investment in Associates and Joint Ventures
FRS 134
Interim Financial Reporting
annual report
2014
075
notes to the financial statements (cont’d)
2.
basis of preparation of the financial statements (cont’d)
Adoption of new and revised Financial Reporting Standards (cont’d)
IC Interpretation 2
Members’ Shares in Cooperative Entities and Similar Instruments (Tax effect of distribution to
holders of equity instruments)
IC Interpretation 20
Stripping Costs in the Production Phase of a Surface Mine
Amendments to FRSs contained in the document entitled Annual Improvements FRSs 2009 – 2012 cycle
The adoption of these new and revised FRSs and IC Interpretations did not result in significant changes in the accounting
policies of the Group and of the Company and has no significant effect on the financial performance or position of the
Group and of the Company.
Malaysian Financial Reporting Standards Framework (“MFRS Framework”)
On 19 November 2011, the Malaysian Accounting Standards Board (“MASB”) issued a new MASB approved accounting
framework, the MFRS Framework, a fully-IFRS compliant framework. Entities other than private entities shall apply the
MFRS Framework for annual periods beginning on or after 1 January 2012, with the exception for Transitioning Entities
(“TEs”).
TEs, being entities within the scope of MFRS 141 Agriculture and/or IC Interpretation 15 Agreements for the Construction
of Real Estate, including its parents, significant investors and venturers were given a transitional period of two years,
which allowed these entities an option to continue with the FRS Framework. Following the announcement by the MASB
on 7 August 2013, the transitional period for TEs has been extended for an additional year.
Accordingly, the Group and the Company, being TEs, have availed themselves of this transitional arrangement and will
continue to apply FRSs in their next set of financial statements. Accordingly, the Group and the Company including
certain subsidiary companies will be required to prepare its first set of MFRS financial statements when the MFRS
Framework is mandated by MASB.
The Group and the Company are currently assessing the impact of adoption of MFRS 1, including identification of the
differences in existing accounting policies as compared to the new MFRSs and the use of optional exemption as provided
for in MFRS 1. As at the date of authorisation of issue of the financial statements, accounting policy decisions or elections
have not been finalised. Thus, the impact of adopting the new MFRS Framework on the Group’s and on the Company’s
first set of financial statements prepared in accordance with the MFRS Framework cannot be determined and estimated
reliably until the process is complete.
076
2.
basis of preparation of the financial statements (cont’d)
Standards and IC Interpretations in issue but not yet effective
At the date of authorisation for issue of these financial statements, the new and revised Standards and IC Interpretations
which were in issue but not yet effective and not early adopted by the Group and the Company are as listed below:
FRS 9
Financial Instruments (IFRS 9 issued by IASB in November 2009)1
FRS 9
Financial Instruments (IFRS 9 issued by IASB in October 2010)1
FRS 9
Financial Instruments (Hedge Accounting and amendments to FRS 9, FRS 7 and
FRS 139)1
IC Int. 21
Levies2
Amendments to FRS 9
and FRS 7
Mandatory Effective Date of FRS 9 (IFRS 9 issued by IASB in November 2009 and October
2010, respectively)] and Transition Disclosures1
Amendments to FRS 10,
FRS 12 and FRS 127
Investment Entities2
Amendments to FRS 119
Employee Benefits (Amendments relating to Defined Benefit Plans: Employee
Contributions)3
Financial Instruments: Presentation (Amendments relating to Offsetting Financial Assets
and Financial Liabilities)2
Impairment of Assets (Amendments relating to Recoverable Amounts Disclosures for
Non-Financial Assets)2
Financial Instruments: Recognition and Measurement (Amendments relating to Novation
of Derivatives and Continuation of Hedge Accounting)2
Amendments to FRSs contained in the document entitled Annual Improvements to FRSs 2010 - 2012 cycle
Amendments to FRSs contained in the document entitled Annual Improvements to FRSs 2011 - 2013 Cycle
1
The mandatory effective date of FRS 9 (IFRS 9 issued by IASB in November 2009 and October 2010, respectively) which
was for annual periods beginning on or after 1 January 2015, has been removed with the issuance of FRS 9 Financial
Instruments: Hedge Accounting and amendments to FRS 9, FRS 7 and FRS 139. The effective date of FRS 9 will be
decided when IASB’s IFRS 9 project is closer to completion. However, each version of the FRS 9 is available for early
adoption
2
Effective for annual periods beginning on or after 1 January 2014
3
Effective for annual periods beginning on or after 1 July 2014
The directors anticipate that the abovementioned Standards and IC Interpretations will be adopted in the annual financial
statements of the Group and of the Company when they become effective and that the adoption of these Standards and
IC Interpretations will have no material impact on the financial statements of the Group and of the Company in the period
of initial application.
annual report
2014
077
3.
significant accounting policies
Basis of Accounting
The financial statements of the Group and of the Company have been prepared under the historical cost convention
unless otherwise indicated in the accounting policies stated below. Historical cost is generally based on the fair value of
the consideration given in exchange for assets.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date, regardless of whether that price is directly observable or estimated
using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account
the characteristics of the asset or liability if market participants would take those characteristics into account when
pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these
consolidated financial statements is determined on such a basis, except for share-based payment transactions that are
within the scope of FRS 2, leasing transactions that are within the scope of FRS 117, and measurements that have some
similarities to fair value but are not fair value, such as net realisable value in FRS 102 or value in use in FRS 136.
In addition, for financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the
degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair
value measurement in its entirety, which are described as follows:
• Level1inputsarequotedprices(unadjusted)inactivemarketsforidenticalassetsorliabilitiesthattheentitycan
access at the measurement date;
• Level2inputsareinputs,otherthanquotedpricesincludedwithinLevel1,thatareobservablefortheassetorliability,
either directly or indirectly; and
• Level3inputsareunobservableinputsfortheassetorliability.
The principal accounting policies are set out below.
(a) Revenue Recognition
Revenue is recognised when it is probable that the economic benefits associated with the transaction will flow to the
Group and the Company and the amount of the revenue can be measured reliably.
Revenue is measured at the fair value of the consideration received or receivable and represents amounts receivable
for goods and services provided in the normal course of business.
(i) Sale of development properties
Revenue from sale of residential and commercial properties are accounted for by the stage of completion method
as described in Note (n).
Sale of completed property units is recognised when the risks and rewards associated with ownership transfers
to the property purchasers.
(ii) Construction contracts
Revenue from construction contracts is accounted for by the stage of completion method as described in
Note (o).
(iii) Project management fee
Project management fee is recognised when such service is rendered.
078
3.
significant accounting policies (cont’d)
Basis of Accounting (cont’d)
(a) Revenue Recognition (cont’d)
(iv) Dividend income
Dividend income is recognised when the right to receive payment is established.
(v) Rental income
Rental income is recognised over the tenure of the rental period of properties.
(vi) Interest income
Interest income is recognised when it is probable that the economic benefits will flow to the Group and the
Company and the amount of income can be measured reliably. Interest income is accrued on a time basis, by
reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly
discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net
carrying amount on initial recognition.
(b) Employee Benefits
(i) Short-term benefits
Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in which
the associated services are rendered by employees of the Group and of the Company. Short-term accumulating
compensated absences such as paid annual leave are recognised when services are rendered by employees that
increase their entitlement to future compensated absences and short-term non-accumulating compensated
absences such as sick leave are recognised when the absences occur.
(ii) Defined contribution plan
As required by law, companies in Malaysia make contributions to the Employees Provident Fund (“EPF”),
a statutory defined contribution plan for all their eligible employees based on certain prescribed rates of the
employees’ salaries. Such contributions are recognised as an expense in profit or loss as incurred. Once the
contributions have been paid, the Group and the Company have no further payment obligations.
(c) Foreign currency
The individual financial statements of each group entity are presented in the currency of the primary economic
environment in which the entity operates (its functional currency). For the purpose of the financial statements of the
Group, the results and financial position of each entity are expressed in RM, which is the functional currency of the
Company and the presentation currency for the financial statements of the Group.
In preparing the financial statements of the individual entities, transactions in currencies other than the entity’s
functional currency (foreign currencies) are recognised at the rates of exchange prevailing at the dates of the
transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated
at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign
currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary
items that are measured in terms of historical cost in a foreign currency are not retranslated.
annual report
2014
079
3.
(c) Foreign currency (cont’d)
For the purpose of presenting financial statements of the Group, the assets and liabilities of the Group’s foreign
operations are expressed in RM using exchange rates prevailing at the end of the reporting period. Income and
expense items are translated at the average exchange rates for the period, unless exchange rates fluctuated
significantly during the period, in which case the exchange rates of the dates of the transactions are used. Exchange
differences arising, if any, are recognised in other comprehensive income and accumulated in equity (attributed to
non-controlling interests as appropriate).
On the disposal of a foreign operation (i.e. a disposal of the Group’s entire interest in a foreign operation, or a
disposal involving loss of control over a subsidiary that includes a foreign operation, loss of joint control over a jointly
controlled entity that includes a foreign operation, or loss of significant influence over an associate that includes a
foreign operation), all of the accumulated exchange differences in respect of that operation attributable to the Group
are reclassified to profit or loss. Any exchange differences that have previously been attributed to non-controlling
interests are derecognised, but they are not reclassified to profit or loss.
(d) Income Taxes
Income tax in profit or loss for the year comprises current and deferred tax. Current tax is the expected amount of
income taxes payable in respect of the taxable profit for the year and is measured using the tax rates that have been
enacted or substantively enacted by the end of the reporting period.
Deferred tax is provided for, using the “liability” method, on temporary differences as of the end of the reporting
period between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred
tax liabilities are recognised for all taxable temporary differences while deferred tax assets are recognised for all
deductible temporary differences, unused tax losses and unused tax credits to the extent that it is probable that
future taxable profits will be available against which the deductible temporary differences, unused tax losses and
unused tax credits can be utilised. Deferred tax is not recognised if the temporary difference arises from goodwill
or negative goodwill or from the initial recognition of an asset or liability in a transaction which is not a business
combination and at the time of the transaction, affects neither the accounting profit nor taxable profit.
Deferred tax is measured at the tax rates that are expected to apply in the period when the asset is realised or the
liability settled, based on tax rates that have been enacted or substantively enacted by the end of the reporting
period. Deferred tax is recognised in profit or loss except when it arises from a transaction which is recognised
directly in equity, in which case the deferred tax is also charged or credited directly in equity, or when it arises from
a business combination that is an acquisition, in which case the deferred tax is included in the resulting goodwill.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent
that it is no longer probable that sufficient future taxable profits will be available to allow all or part of the asset to
be recovered.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets
against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the
Group and the Company intend to settle their current tax assets and liabilities on a net basis.
080
3.
(e) Subsidiary Companies and Basis of Consolidation
The consolidated financial statements incorporate the financial statements of the Company and entities (including
structured entities) controlled by the Company and its subsidiary companies. Control is achieved when the
Company:
• haspowerovertheinvestee;
• isexposed,orhasrights,tovariablereturnsfromitsinvolvementwiththeinvestee;and
• hastheabilitytouseitspowertoaffectitsreturns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control listed above.
When the Company has less than a majority of the voting rights of an investee, it has power over the investee when
the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally.
The Company considers all relevant facts and circumstances in assessing whether or not the Company’s voting
rights in an investee are sufficient to give it power, including:
• thesizeoftheCompany’sholdingofvotingrightsrelativetothesizeanddispersionofholdingsoftheothervote
holders;
• potentialvotingrightsheldbytheCompany,othervoteholdersorotherparties;
• rightsarisingfromothercontractualarrangements;and
• anyadditionalfactsandcircumstancesthatindicatethattheCompanyhas,ordoesnothave,thecurrentability
to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous
shareholders’ meetings.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically, income and expenses of a subsidiary company acquired or
disposed of during the year are included in the consolidated statement of profit or loss and other comprehensive
income from the date the Company gains control until the date when the Company ceases to control the subsidiary
company.
All intra-group transactions, balances, income and expenses are eliminated in full on consolidation.
Non-controlling interests in subsidiary companies are identified separately from the Group’s equity therein.
The interests of non-controlling shareholders may be initially measured either at fair value or at the non-controlling
interests’ proportionate share of the fair value of the acquiree’s identifiable net assets. The choice of measurement
basis is made on an acquisition-by-acquisition basis. Subsequent to acquisition, the carrying amount of
non-controlling interests is the amount of those interests at initial recognition plus the non-controlling interests’
share of subsequent changes in equity. Total comprehensive income is attributed to non-controlling interests even if
this results in the non-controlling interests having a deficit balance.
Changes in the Group’s interests in subsidiary companies that do not result in a loss of control are accounted for as
equity transactions. The carrying amounts of the Group’s interests and the non-controlling interests are adjusted
to reflect the changes in their relative interests in the subsidiary companies. Any difference between the amount by
which the non-controlling interests are adjusted at the fair value of the consideration paid or received is recognised
directly in equity and attributed to owners of the Company.
annual report
2014
081
3.
(e) Subsidiary Companies and Basis of Consolidation (cont’d)
Where the Group loses control of a subsidiary, the profit or loss on disposal is calculated as the difference between
(i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the
previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling
interests. Amounts previously recognised in other comprehensive income in relation to the subsidiary are accounted
for in the same manner as would be required if the relevant assets or liabilities were disposed of. The fair value of
any investment retained in the former subsidiary at the date when control is lost is regarded as the fair value on
initial recognition for subsequent accounting under FRS 139 Financial Instruments: Recognition and Measurement or,
when applicable, the cost on initial recognition of an investment in an associate or a joint venture.
(f) Business Combinations
Acquisitions of subsidiary companies and businesses are accounted for using the acquisition method. The
consideration for each acquisition is measured at the aggregate of the fair values (at the date of exchange) of assets
given, liabilities incurred or assumed, and equity instruments issued by the Group in exchange for control of the
acquiree. Acquisition-related costs are recognised in profit or loss as incurred.
Where applicable, the consideration for the acquisition includes any asset or liability resulting from a contingent
consideration arrangement, measured at its acquisition-date fair value. Subsequent changes in such fair values
are adjusted against the cost of acquisition where they qualify as measurement period adjustments. All other
subsequent changes in the fair value of contingent consideration classified as an asset or liability are accounted
for in accordance with relevant FRSs. Changes in the fair value of contingent consideration classified as equity are
not recognised.
Where a business combination is achieved in stages, the Group’s previously held interests in the acquired entity are
remeasured to fair value at the acquisition date and the resulting gain or loss, if any, is recognised in profit or loss.
Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognised
in other comprehensive income are reclassified to profit or loss, where such treatment would be appropriate if that
interest were disposed of.
The acquiree’s identifiable assets, liabilities and contingent liabilities that meet the conditions for recognition under
FRS 3 (revised) are recognised at their fair value at the acquisition date, except that:
• deferredtaxassetsorliabilitiesandassetsorliabilitiesrelatedtoemployeebenefitarrangementsarerecognised
and measured in accordance with FRS 112 Income Taxes and FRS 119 Employee Benefits, respectively;
• liabilitiesorequityinstrumentsrelatedtothereplacementbytheGroupofanacquiree’sshare-basedpayment
awards are measured in accordance with FRS 2 Share-based Payment; and
• assets(ordisposalgroups)thatareclassifiedasheldforsaleinaccordancewithFRS5Non-current Assets Held
for Sale and Discontinued Operations are measured in accordance with that Standard.
If the initial accounting for a business combination is incomplete by end of the reporting period in which the
combination occurs, the Group reports provisional amounts for the items of which the accounting is incomplete.
Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are
recognised, to reflect new information obtained about facts and circumstances that existed as of the acquisition date
that, if known, would have affected the amounts recognised as of that date.
The measurement period is the period from the date of acquisition to the date the Group obtains complete information
about facts and circumstances that existed as of the acquisition date, and is subject to a maximun of one year.
082
3.
(g) Investments in Subsidiary Companies
Investments in unquoted shares of subsidiary companies, which are eliminated on consolidation, are stated at cost
less any accumulated impairment losses. On disposal of such investments, the difference between net disposal
proceeds and their carrying amounts is included in profit or loss.
(h) Investments in Associated Company
An associate is an entity over which the Group has significant influence. Significant influence is the power to
participate in the financial and operating policy decisions of the investee but is not control or joint control over
those policies.
The results and assets and liabilities of an associate are incorporated in these consolidated financial statements
using the equity method of accounting, except when the investment, or a portion thereof, is classified as held for sale,
in which case it is accounted for in accordance with FRS 5. Under the equity method, an investment in an associate
is initially recognised in the consolidated statement of financial position at cost and adjusted thereafter to recognise
the Group’s share of the profit or loss and other comprehensive income of the associate. When the Group’s share of
losses of an associate exceeds the Group’s interest in that associate (which includes any long-term interests that,
in substance, form part of the Group’s net investment in the associate), the Group discontinues recognising its share
of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive
obligations or made payments on behalf of the associate.
An investment in an associate is accounted for using the equity method from the date on which the investee becomes
an associate. On acquisition of the investment in an associate, any excess of the cost of the investment over the
Group’s share of the net fair value of the identifiable assets and liabilities of the investee is recognised as goodwill,
which is included within the carrying amount of the investment. Any excess of the Group’s share of the net fair
value of the identifiable assets and liabilities over the cost of the investment, after reassessment, is recognised
immediately in profit or loss in the period in which the investment is acquired.
The requirements of FRS 139 are applied to determine whether it is necessary to recognise any impairment loss with
respect to the Group’s investment in an associate. When necessary, the entire carrying amount of the investment
(including goodwill) is tested for impairment in accordance with FRS 136 Impairment of Assets as a single asset
by comparing its recoverable amount (higher of value in use and fair value less costs to sell) with its carrying
amount. Any impairment loss recognised forms part of the carrying amount of the investment. Any reversal of
that impairment loss is recognised in accordance with FRS 136 to the extent that the recoverable amount of the
investment subsequently increases.
The Group discontinues the use of the equity method from the date when the investment ceases to be an associate,
or when the investment is classified as held for sale. When the Group retains an interest in the former associate and
the retained interest is a financial asset, the Group measures the retained interest at fair value at that date and the
fair value is regarded as its fair value on initial recognition in accordance with FRS 139. The difference between the
carrying amount of the associate at the date the equity method was discontinued, and the fair value of any retained
interest and any proceeds from disposing of a part interest in the associate is included in the determination of the
gain or loss on disposal of the associate. In addition, the Group accounts for all amounts previously recognised in
other comprehensive income in relation to that associate on the same basis as would be required if that associate
had directly disposed of the related assets or liabilities. Therefore, if a gain or loss previously recognised in other
comprehensive income by that associate would be reclassified to profit or loss on the disposal of the related assets
or liabilities, the Group reclassifies the gain or loss from equity to profit or loss (as a reclassification adjustment)
when the equity method is discontinued.
The Group continues to use the equity method when an investment in an associate becomes an investment in a joint
venture. There is no remeasurement to fair value upon such changes in ownership interests.
annual report
2014
083
3.
(h) Investments in Associated Company (cont’d)
When the Group reduces its ownership interest in an associate but the Group continues to use the equity method,
the Group reclassifies to profit or loss the proportion of the gain or loss that had previously been recognised in other
comprehensive income relating to that reduction in ownership interest if that gain or loss would be reclassified to
profit or loss on the disposal of the related assets or liabilities.
When a group entity transacts with an associate of the Group, profits and losses resulting from the transactions
with the associate are recognised in the Group’s consolidated financial statements only to the extent of the Group’s
interest in the associate that are not related to the Group.
(i) Goodwill
Goodwill arising on the acquisition of subsidiary represents the excess of cost of the acquisition over the Group’s
interest in the fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities, and is initially
recognised as an asset at cost and subsequently measured at cost less any accumulated impairment losses.
For the purpose of impairment testing, goodwill is allocated to each of the Group’s cash-generating units (“CGU”)
expected to benefit from the synergies of the combination. CGUs to which goodwill has been allocated are tested for
impairment annually, or more frequently when there is an indication that the unit may be impaired.
If the recoverable amount of the CGU is less than the carrying amount of the unit, the impairment loss is allocated
first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit on
a pro-rata basis of the carrying amount of each asset in the unit. An impairment loss recognised for goodwill is not
reversed in a subsequent period.
On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the gain or loss
on disposal.
(j) Impairment of Assets Excluding Goodwill
At the end of each reporting period, the Group reviews the carrying amounts of its assets to determine whether there
is any indication that these assets have suffered an impairment loss. If any such indication exists, the recoverable
amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not
possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of
the cash-generating unit to which the asset belongs.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects the
current market assessments of the time value of money and the risks specific to the asset for which the estimates
of future cash flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is
recognised immediately in profit or loss.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is
increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not
exceed the carrying amount that would have been determined had no impairment loss been recognised for the
asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit
or loss.
084
3.
(k) Property, Plant and Equipment
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. The policy
for the recognition and measurement of impairment losses is in accordance with Note (j).
Construction in progress is not depreciated. Depreciation of other property, plant and equipment is computed on a
straight-line basis to write-off the cost of the property, plant and equipment over their estimated useful lives.
The principal annual rates used are as follows:
Building and improvements
Furniture and fittings
Office equipment
Computers
Motor vehicles
Plant and machinery
6 years to 30 years
10% – 20%
10% – 20%
20% – 33 1/3%
20%
20%
At the end of each reporting period, the residual values, useful lives and depreciation method of the property,
plant and equipment are reviewed, and the effects of any changes are recognised prospectively.
Gain or loss arising on the disposal or retirement of an asset is determined as the difference between the estimated
net disposal proceeds and the carrying amount of the asset, and is recognised in profit or loss.
(l) Investment Property
Investment property, which is property held to earn rentals and/or for capital appreciation, is measured initially at
cost, including transaction costs. Subsequent to initial recognition, investment property is measured at fair value.
Gains or losses arising from changes in the fair value of investment property are based on active market prices,
adjusted, if necessary, for any difference in the nature, location or conditions of the specific asset. If this information
is not available, the Group uses alternative valuation methods such as recent prices on less active markets or
discounted cash flow projections. Changes in fair value are included in profit or loss in the period in which they
arise.
On the disposal of the investment property, or when it is permanently withdrawn from use and no economic benefits
are expected from its disposal, it shall be derecognised (eliminated from the statement of financial position).
The difference between the net proceeds and the carrying amount is recognised in profit or loss in the period of the
retirement or disposal.
(m) Non-Current Assets Held for Sale
Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered
principally through a sale transaction rather than through continuing use. This condition is regarded as met only
when the sale is highly probable and the non-current asset (or disposal group) is available for immediate sale in its
present condition.
Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale
within one year from the date of classification. Non-current assets (and disposal groups) classified as held for sale
are measured at the lower of their previous carrying amount and fair value less costs to sell. Any differences are
included in profit of loss.
annual report
2014
085
3.
(n) Land Held for Property Development and Property Development Costs
Land and development expenditure are classified as property development costs under current assets when
significant development work has been undertaken and is expected to be completed within the normal operating
cycle.
Property development revenue are recognised for all units sold using the percentage of completion method,
by reference to the stage of completion of the property development projects at the end of the reporting period
as measured by the proportion that development costs incurred for work performed to-date bear to the estimated
total property development costs on completion.
When the outcome of a property development activity cannot be estimated reliably, property development revenue is
recognised to the extent of property development costs incurred that are probable of recovery.
Any anticipated loss on property development project (including costs to be incurred over the defects liability period),
is recognised as an expense immediately as foreseeable losses.
Accrued billings represent the excess of property development revenue recognised in profit or loss over the billings
to purchasers while advance billings represent the excess of billings to purchasers over property development
revenue recognised in profit or loss.
Land held for property development and costs attributable to the development activities which are held for future
development where no significant development has been undertaken is stated at cost less impairment costs (if any).
Such assets are transferred to property development activities when significant development has been undertaken
and the development is expected to be completed within the normal operating cycle.
(o) Construction Contracts
Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognised by
reference to the stage of completion of the contract activity at the end of the reporting period, measured as the
physical proportion that contract costs incurred for work performed to date bear to the estimated total contract
costs, except where this would not be representative of the stage of completion. Variations in contract work, claims
and incentive payments are included to the extent that they have been agreed with the customer.
Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised to the
extent of contract costs incurred that are probable of recovery. Contract costs are recognised as expenses in the
period in which they are incurred.
When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an
expense immediately as allowance for foreseeable loss.
When costs incurred on construction contracts plus recognised profits (less recognised losses) exceeds billings
to contract customers, the balance is shown as amount due from contract customers. When billings to contract
customers exceed costs incurred plus recognised profits (less recognised losses), the balance is shown as amount
due to contract customers.
(p) Borrowing Costs
Interest incurred on borrowings related to property development activities or construction of assets are capitalised
as part of the cost of the asset during the period of time required to complete and prepare the asset for its intended
use. Capitalisation of borrowing costs ceases when the assets are ready for their intended use or sale.
All other borrowing costs are recognised as an expense in profit or loss in the period in which they are incurred.
086
3.
(q) Inventories
Inventories comprise completed property units for sale and are valued at the lower of cost (determined on the
specific identification basis) and net realisable value.
(r) Property, Plant and Equipment Under Hire-Purchase Arrangements
Property, plant and equipment acquired under hire-purchase arrangements are recognised in the financial
statements and the corresponding obligations treated as liabilities. Finance charges are allocated to profit or loss to
give a constant periodic rate of interest on the remaining hire-purchase liabilities.
(s) Leases
(i) Finance Lease
Assets acquired under leases which transfer substantially all of the risks and rewards incident to ownership
of the assets are capitalised under property, plant and equipment. The assets and the corresponding lease
obligations are recorded at their fair values or, if lower, at the present value of the minimum lease payments of
the leased assets at the inception of the respective leases.
In calculating the present value of the minimum lease payments, the discount factor used is the interest rate
implicit in the lease, when it is practicable to determine; otherwise, the Group’s incremental borrowing rate
is used.
Lease payments are apportioned between the finance costs and the reduction of the outstanding liability.
Finance costs, which represent the difference between the total leasing commitments and the fair value of
the assets acquired, are recognised as an expense in profit or loss over the term of the relevant lease period
so as to produce a constant periodic rate of charge on the remaining balance of the obligations for each
accounting period.
The depreciation policy for leased assets and assets under hire-purchase is consistent with that for depreciable
property, plant and equipment as described in Note 3(k).
(ii) Operating Lease
Leases of assets where a significant portion of the risks and rewards of ownership are retained by the lessor
are classified as operating leases. Payments made under operating lease are charged to profit or loss over the
lease period.
(t) Prepaid Lease Payments on Leasehold Land
Lease of land with title not expected to pass to the lessee by the end of the lease term is treated as operating lease
as land normally has an indefinite economic life. The up-front payments made on entering into a lease or acquiring
a leasehold land that is accounted for as an operating lease are accounted for as prepaid lease payments that are
amortised over the lease term on a straight line basis except for leasehold land classified as investment property.
annual report
2014
087
3.
(u) Provisions
Provisions are made when the Group and the Company have a present legal or constructive obligation as a result
of past events, when it is probable that an outflow of resources will be required to settle the obligation and when a
reliable estimate of the amount can be made.
The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation
at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. Where
a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the
present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third
party, the receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the
amount of the receivable can be measured reliably.
(v) Shares Bought Back
Shares bought back held as treasury shares are accounted for on the cost method and presented as a deduction
from equity. Should such shares be cancelled, their nominal amounts will be eliminated, and the differences between
their cost and nominal amounts will be taken to reserves as appropriate. When such shares are subsequently sold
or reissued, any consideration received, net of any directly attributable incremental external cost and the deferred
tax effects, is recognised in equity.
(w) Cash and Cash Equivalents
The Group and the Company adopt the indirect method in the preparation of statements of cash flows.
For the purposes of the statements of cash flows, cash and cash equivalents include cash on hand and at bank
and short-term highly liquid investments which have an insignificant risk of changes in value, net of outstanding
bank overdrafts.
(x) Contingent Liabilities
A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the
occurrence or non-occurrence of one or more uncertain future events beyond the control of the Group or a present
obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the
obligation. A contingent liability also arises in the extremely rare circumstance where there is a liability that cannot
be recognised because it cannot be measured reliably.
(y) Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn
revenue and incur expenses, including revenue and expenses that relate to transactions with any of the Group’s
other components. An operating segment’s operating results are reviewed by the chief operating decision maker,
which is the Chief Executive Officer, to make decisions about resources to be allocated to the segment and assess
its performance, and for which discrete financial information is available.
088
3.
(z) Financial Instruments
Financial assets and financial liabilities are recognised when, and only when, the Group and the Company become a
party to the contractual provisions of the instruments.
Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly
attributable to the acquisition or issue of the financial assets and financial liabilities (other than financial assets and
financial liabilities at fair value through profit or loss) are added to or deducted from the fair value of the financial
assets or financial liabilities, as appropriate, on initial recognition. Transaction costs that are directly attributable to
the acquisition of financial assets or financial liabilities at fair value through profit or loss are recognised immediately
in profit or loss.
Financial Assets
Financial assets are classified into the following specified categories: financial assets ‘at fair value through profit or
loss’ (FVTPL), ‘held-to-maturity’ investments, ‘available-for-sale’ (AFS) financial assets and ‘loans and receivables’.
The classification depends on the nature and purpose of the financial assets and is determined at the time of initial
recognition. All regular way purchases or sales of financial assets are recognised and derecognised on a trade date
basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets
within the time frame established by regulation or convention in the marketplace.
(i) Effective interest method
The effective interest method is a method of calculating the amortised cost of a financial asset and of allocating
interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated
future cash receipts through the expected life of the financial asset, or (where appropriate) a shorter period, to
the net carrying amount on initial recognition.
Income is recognised on an effective interest basis for debt instruments other than those financial assets
classified as at FVTPL.
(ii) Financial assets at FVTPL
Financial assets are classified as at FVTPL when the financial asset is either held for trading or it is designated
as at FVTPL.
A financial asset is classified as held for trading if:
• ithasbeenacquiredprincipallyforthepurposeofsellingitinthenearterm;or
• oninitialrecognitionitispartofaportfolioofidentifiedfinancialinstrumentsthattheGroupandtheCompany
manage together and has a recent actual pattern of short-term profit-taking; or
• itisaderivativethatisnotdesignatedandeffectiveasahedginginstrument.
annual report
2014
089
3.
(z) Financial Instruments (cont’d)
(ii) Financial assets at FVTPL (cont’d)
A financial asset other than a financial asset held for trading may be designated as at FVTPL upon initial
recognition if:
• suchdesignationeliminatesorsignificantlyreducesameasurementorrecognitioninconsistencythatwould
otherwise arise; or
• thefinancialassetformspartofagroupoffinancialassetsorfinancialliabilitiesorboth,whichismanaged
and its performance is evaluated on a fair value basis, in accordance with the Group’s documented risk
management or investment strategy, and information about the grouping is provided internally on that basis;
or
• itformspartofacontractcontainingoneormoreembeddedderivatives,andFRS139Financial Instruments:
Recognition and Measurement permits the entire combined contract (asset or liability) to be designated as at
FVTPL.
Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognised
in profit or loss. The net gain or loss recognised in profit or loss incorporates any dividend or interest earned
on the financial asset and is included in the “other gains and losses” line item in statement of profit or loss and
other comprehensive income.
(iii) Held-to-maturity investments
Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and
fixed maturity dates that the Group has the positive intent and ability to hold to maturity. Subsequent to initial
recognition, held-to-maturity investments are measured at amortised cost using the effective interest method
less any impairment.
(iv) AFS financial assets
AFS financial assets are non-derivatives that are either designated as available-for-sale or are not classified as
loans and receivables, held-to-maturity investments or financial assets at FVTPL. All AFS assets are measured
at fair value at the end of the reporting period. Gains and losses arising from changes in fair value are recognised
in other comprehensive income and accumulated in the investments revaluation reserve, with the exception of
impairment losses, interest calculated using the effective interest method, and foreign exchange gains and
losses on monetary assets, which are recognised in profit or loss. Where the investment is disposed of or is
determined to be impaired, the cumulative gain or loss previously accumulated in the investments revaluation
reserve is reclassified to profit or loss.
AFS equity investments that do not have a quoted market price in an active market and whose fair value cannot
be reliably measured and derivatives that are linked to and must be settled by delivery of such unquoted equity
investments are measured at cost less any identified impairment losses at the end of the reporting period.
Dividends on AFS equity instruments are recognised in profit or loss when the Group’s right to receive the
dividends is established.
The fair value of AFS monetary assets denominated in a foreign currency is determined in that foreign currency
and translated at the spot rate at the end of the reporting period. The foreign exchange gains and losses that
are recognised in profit or loss are determined based on the amortised cost of the monetary asset. Other foreign
exchange gains and losses are recognised in other comprehensive income.
090
3.
(v) Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market. Loans and receivables are measured at amortised cost using the effective interest
method, less any impairment. Interest income is recognised by applying the effective interest rate, except for
short-term receivables when the recognition of interest would be immaterial.
(vi) Impairment of financial assets
Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each
reporting period. Financial assets are considered to be impaired when there is objective evidence that, as a
result of one or more events that occurred after the initial recognition of the financial asset, the estimated future
cash flows of the investment have been affected.
For equity investments classified as AFS, a significant or prolonged decline in the fair value of the security below
its cost is considered to be objective evidence of impairment.
For all other financial assets, including redeemable bonds classified as AFS and finance lease receivables,
objective evidence of impairment could include:
• significantfinancialdifficultyoftheissuerorcounterparty;or
• defaultordelinquencyininterestorprincipalpayments;or
• itbecomingprobablethattheborrowerwillenterbankruptcyorfinancialre-organisation;or
• thedisappearanceofanactivemarketforthatfinancialassetbecauseoffinancialdifficulties.
For certain categories of financial asset, such as trade receivables, assets that are assessed not to be impaired
individually are, in addition, assessed for impairment on a collective basis. Objective evidence of impairment for
a portfolio of receivables could include the Group’s past experience of collecting payments, an increase in the
number of delayed payments in the portfolio past the average credit period as well as observable changes in
national or local economic conditions that correlate with default on receivables.
For financial assets carried at amortised cost, the amount of the impairment loss recognised is the difference
between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the
financial asset’s original effective interest rate.
For financial assets carried at cost, the amount of the impairment loss is measured as the difference between
the asset’s carrying amount and the present value of the estimated future cash flows discounted at the current
market rate of return for a similar financial asset. Such impairment loss will not be reversed in subsequent
periods.
The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets
with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance
account. When a trade receivable is considered uncollectible, it is written off against the allowance account.
Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes
in the carrying amount of the allowance account are recognised in profit or loss.
When an AFS financial asset is considered to be impaired, cumulative gains or losses previously recognised in
other comprehensive income are reclassified to profit or loss in the period.
annual report
2014
091
3.
(vi) Impairment of financial assets (cont’d)
For financial assets measured at amortised cost, if, in a subsequent period, the amount of the impairment
loss decreases and the decrease can be related objectively to an event occurring after the impairment was
recognised, the previously recognised impairment loss is reversed through profit or loss to the extent that the
carrying amount of the investment at the date the impairment is reversed does not exceed what the amortised
cost would have been had the impairment not been recognised.
In respect of AFS equity securities, impairment losses previously recognised in profit or loss are not reversed
through profit or loss. Any increase in fair value subsequent to an impairment loss is recognised in other
comprehensive income and accumulated under the heading of investments revaluation reserve. In respect of
AFS debt securities, impairment losses are subsequently reversed through profit or loss if an increase in the fair
value of the investment can be objectively related to an event occurring after the recognition of the impairment
loss.
(vii) Derecognition of financial assets
The Group derecognises a financial asset only when the contractual rights to the cash flows from the asset
expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the
asset to another entity. If the Group neither transfers nor retains substantially all the risks and rewards of
ownership and continues to control the transferred asset, the Group recognises its retained interest in the asset
and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and
rewards of ownership of a transferred financial asset, the Group continues to recognise the financial asset and
also recognises a collateralised borrowing for the proceeds received.
On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the
sum of the consideration received and receivable and the cumulative gain or loss that had been recognised in
other comprehensive income and accumulated in equity is recognised in profit or loss.
Financial liabilities and equity instruments issued by the Group and the Company
(a) Classification as debt or equity
Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the
substance of the contractual arrangement.
(b) Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting
all of its liabilities. Equity instruments issued by the Group and the Company are recognised at the proceeds
received, net of direct issue costs. Ordinary shares are equity instruments.
Ordinary shares are recorded at the proceeds received, net of direct attributable transactions costs. Ordinary
shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they
are declared.
092
3.
Financial liabilities and equity instruments issued by the Group and the Company (cont’d)
(c) Financial liabilities
Financial liabilities are classified as either financial liabilities ‘at FVTPL’ or ‘other financial liabilities’.
(i) Financial liabilities at FVTPL
Financial liabilities are classified as at FVTPL when the financial liability is either held for trading or it is
designated as at FVTPL.
A financial liability is classified as held for trading if:
• ithasbeenacquiredprincipallyforthepurposeofrepurchasingitinthenearterm;or
• oninitialrecognitionitispartofaportfolioofidentifiedfinancialinstrumentsthattheGroupmanages
together and has a recent actual pattern of short-term profit-taking; or
• itisaderivativethatisnotdesignatedandeffectiveasahedginginstrument.
A financial liability other than a financial liability held for trading may be designated as at FVTPL upon initial
recognition if:
• such designation eliminates or significantly reduces a measurement or recognition inconsistency that
would otherwise arise; or
• the financial liability forms part of a group of financial assets or financial liabilities or both, which is
managed and its performance is evaluated on a fair value basis, in accordance with the Group’s documented
risk management or investment strategy, and information about the grouping is provided internally on
that basis; or
• it forms part of a contract containing one or more embedded derivatives, and FRS 139 Financial
Instruments: Recognition and Measurement permits the entire combined contract (asset or liability) to be
designated as at FVTPL.
Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on remeasurement
recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any interest paid
on the financial liability and is included in the ‘other gains and losses’ line item in the statements of profit
or loss and other comprehensive income.
(ii) Other financial liabilities
The Group’s and the Company’s other financial liabilities, which include trade payables, other payables
and accrued expenses, amount due to subsidiary companies, amount due to associated company, hirepurchase and lease payables, borrowings and dividend payable, are initially measured at fair value, net of
transaction costs and subsequently measured at amortised cost using the effective interest method, with
interest expense recognised on an effective yield basis.
The effective interest method is a method of calculating the amortised cost of a financial liability and of
allocating interest expense over the relevant period. The effective interest rate is the rate that exactly
discounts estimated future cash payments through the expected life of the financial liability, or (where
appropriate) a shorter period, to the net carrying amount on initial recognition.
annual report
2014
093
3.
Financial liabilities and equity instruments issued by the Group and the Company (cont’d)
(c) Financial liabilities (cont’d)
(iii) Derecognition of financial liabilities
The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged,
cancelled or they expire. The difference between the carrying amount of the financial liability recognised
and the consideration paid or payable is recognised in profit or loss.
(iv) Financial Guarantee Contracts
A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse
the holder for a loss it incurs because a specified debtors fails to make payment when due.
Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs.
Subsequent to initial recognition, financial guarantee contracts are recognised as income in profit or
loss over the period of the guarantee. If the debtor fails to make payment relating to financial guarantee
contract when it is due and the Group, as the issuer, is required to reimburse the holder for the associated
loss, the liability is measured at the higher of the best estimate of the expenditure required to settle the
present obligation at the end of the reporting period and the amount initially recognised less cumulative
amortisation.
4.
critical accounting judgements and key sources of estimation uncertainty
(a) Critical judgments in applying the Group’s accounting policies
In the process of applying the Group’s accounting policies, which are described in Note 3 above, management is of
the opinion that there are no instances of application of judgment which are expected to have a significant effect on
the amounts recognised in the financial statements except as discussed below:
(i) Revenue Recognition on Property Development and Construction Contracts
The Group recognises property development and contract revenue in profit or loss by using the percentage-ofcompletion method.
The stage of completion is determined by the proportion that property development and contract costs incurred
for work performed to date bear to the estimated total property development and contract costs. Estimated
losses are recognised in full when determined. Property development and contract revenue and expenses
estimates are reviewed and revised periodically as work progresses and as variation orders are approved.
Significant judgment is required in determining the stage of completion, the extent of the property development
and contract costs incurred, the estimated total property development and contract revenue and costs, as well
as the recoverability of the project undertaken. In making the judgment, the Group evaluates based on past
experience and by relying on the work of specialists. If the Group is unable to make reasonably dependable
estimates, the Group would not recognise any profit before a contract is completed, but would recognise a loss
as soon as the loss becomes evident.
Adjustments based on the percentage-of-completion method are reflected in property development and contract
revenue in the reporting period. To the extent that these adjustments result in a reduction or elimination of
previously reported property development and contract revenue and costs, the Group recognises a charge or
credit against current earnings and amounts in prior periods, if any, are not restated.
094
4.
critical accounting judgements and key sources of estimation uncertainty (cont’d)
(a) Critical judgments in applying the Group’s accounting policies (cont’d)
(i) Revenue Recognition on Property Development and Construction Contracts (cont’d)
Note 3(a) describes the Group’s policy to recognise revenue from sales of properties using the percentage of
completion method. Property development revenue is recognised in respect of all development units that have
been sold.
(ii) Classification between Investment Properties and Property, Plant and Equipment
Some properties comprise a portion that is held to earn rentals or for capital appreciation and another portion
that is held for own use for administrative purposes.
If these portions would be sold separately (or leased out separately under a finance lease), the Group would
account for the portions separately. If the portions could not be sold separately, the property is an investment
property only if an insignificant portion is held for own use for administrative purposes. Judgement is made on
an individual property basis to determine whether ancillary services are so significant that a property does not
qualify as an investment property.
The Group has several properties being sub-let but has decided not to treat these properties as investment
property because it is not the Group’s intention to hold these properties in the long-term for capital appreciation
or rental income. Accordingly, these properties are still classified as property, plant and equipment.
(iii) Deferred Tax Assets
Deferred tax assets are recognised for all unused tax losses and unabsorbed capital allowances to the extent
that it is probable that future taxable profits will be available against which these losses and capital allowances
can be utilised. Significant management judgement is required to determine the amount of deferred tax assets
that can be recognised, based upon the likely timing and level of future taxable profits together with future tax
planning strategies. Further details are contained in Note 21.
(iv) Fair Value of Investment Properties
The directors use their judgement in selecting and applying an appropriate valuation technique, by reference to
market evidence of transaction prices for similar properties.
(b) Key sources of estimation uncertainty
The following are the key assumptions concerning the future, and other key sources of estimation uncertainty at the
end of the reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year.
(i) Estimated Impairment of Goodwill
The Group tests goodwill for impairment annually in accordance with its accounting policy. More regular reviews
are performed if events indicate that this is necessary.
Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating unit
to which goodwill has been allocated. The value in use calculation requires the entity to estimate the future cash
flows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present
value. The carrying amount of goodwill at the end of the reporting period was RM395,165 (2013: RM395,165).
annual report
2014
095
4.
critical accounting judgements and key sources of estimation uncertainty (cont’d)
(b) Key sources of estimation uncertainty (cont’d)
(ii) Revenue Recognition on Variation Orders
Some portions of the Group’s revenue are billed under fixed price contracts. Variation orders are commonly
billed to customers in the normal course of business and these are recognised to the extent they have been
agreed with the customers and can be reasonably estimated.
(iii) Allowance for Doubtful Debts
The Group makes allowance for doubtful debts based on an assessment of the recoverability of trade receivables.
Allowances are applied to trade receivables where events or changes in circumstances indicate that the balances
may not be collectible. The identification of doubtful debts requires the use of judgement and estimates. Where
the expectation is different from the original estimate, such difference will impact the carrying value of trade
receivables and doubtful debts expenses in the period in which such estimate has been changed.
(iv) Impairment of Non-Current Assets
The Group reviews the carrying amount of its non-current assets, which include property, plant and equipment,
land held for property development, investments in associated companies and other investments, to determine
whether there is an indication that those assets have suffered an impairment loss. As of 30 April 2014, the
impairment loss on other investments is disclosed in Note 19.
5.
revenue
The Group
Property development
Sale of completed properties
Rental income
Project management fee
Dividends from subsidiary companies:
Gross dividends
Single tier dividends
6.
2013
RM
658,478,350
7,657,160
9,738,225
787,418
660,393,284
7,971,750
9,148,590
3,419,887
–
–
–
–
–
–
–
–
–
–
–
–
2,000,000
41,262,800
19,298,250
46,458,347
676,661,153
680,933,511
43,262,800
65,756,597
cost of sales
The Group
Property development costs (Note 23)
Cost of completed properties sold (Note 22)
Rental and related costs
096
The Company
2014
2013
RM
RM
2014
RM
The Company
2014
2013
RM
RM
2014
RM
2013
RM
451,307,871
4,477,527
3,260,638
460,818,275
5,901,984
5,080,551
–
–
–
–
–
–
459,046,036
471,800,810
–
–
7.
investment revenue
The Group
Interest income from:
Deposits with licensed financial institutions
Housing development accounts
Overdue balances of house purchasers
Other investments
Stakeholders’ sum
Imputed interest adjustment on trade payables
The Company
2014
2013
RM
RM
2014
RM
2013
RM
3,141,029
2,513,776
870,644
34,590
263,856
–
693,686
3,602,310
1,985,011
1,509,934
102,688
27,696
–
1,404,273
231,233
–
–
34,590
–
12,888,692
–
275,749
–
–
102,688
–
9,007,784
–
7,517,581
8,631,912
13,154,515
9,386,221
The following is an analysis of investment revenue earned on financial assets and financial liabilities by category.
The Group
Loans and receivables
(including deposits, cash and bank balances)
Held to maturity investment
Other financial liabilities
8.
The Company
2014
2013
RM
RM
2014
RM
2013
RM
6,789,305
34,590
693,686
7,124,951
102,688
1,404,273
13,119,925
34,590
–
9,283,533
102,688
–
7,517,581
8,631,912
13,154,515
9,386,221
finance costs
The Group
Interest expense on:
Term loans
Hire-purchase and lease
Overdrafts, revolving credit and other borrowings
Amount owing to subsidiary companies (Note 28)
Imputed interest on trade payables
Less: Finance charges capitalised:
Land held for property development (Note 16)
Investment properties (Note 15)
The Company
2014
2013
RM
RM
2014
RM
2013
RM
16,337,421
98,395
5,750,426
–
103,322
15,747,458
94,228
5,352,148
–
92,541
3,417,137
30,098
3,266,899
798,284
–
3,670,554
44,262
2,232,390
777,918
–
22,289,564
21,286,375
7,512,418
6,725,124
(7,956,430)
(4,514,931)
–
(5,081,988)
(6,359,755)
(1,358,897)
–
–
–
–
–
–
9,818,203
8,485,735
7,512,418
6,725,124
annual report
2014
097
9.
profit before tax
(a) Profit before tax has been arrived at after charging/(crediting):
The Group
Depreciation of property, plant and equipment
(Note 13)
Bad debts written off:
Other receivables
Amount due from an associated company
Auditors’ remuneration:
Current
Under/(Over) provision in prior year
Other services:
Current
Property, plant and equipment written off
Impairment loss recognised on:
Trade receivables (Note 26)
Other receivable (Note 27)
Refundable deposits written off
Rental of premises
Amortisation of prepaid lease payments
on leasehold land (Note 14)
Provision for foreseeable property development
losses (Note 23)
Loss/(Gain) on disposal of:
Loss/(Gain) on change in fair value
of investment properties (Note 15)
Impairment loss on amount due from subsidiary
companies no longer required (Note 28)
Unrealised foreign exchange loss
Rental income
Inventories written down (Note 22)
098
The Company
2014
2013
RM
RM
2014
RM
2013
RM
3,733,847
3,337,839
912,132
542,855
–
–
9,010
42,385
–
–
–
42,385
499,886
28,037
471,739
–
70,000
(1,000)
66,000
–
5,000
39,342
5,000
45,056
5,000
3
5,000
43,879
160,177
28,807
4,546
51,358
–
–
12,900
54,937
–
–
4,101
751,918
–
–
12,900
599,188
4,045
4,045
–
–
13,045,513
4,001,782
–
–
397
–
(121,392)
(10,000)
–
–
–
–
86,920
(586,705)
–
–
–
–
(260,050)
1,841,948
–
–
(138,600)
–
–
1,557,236
(44,480)
–
(1,158)
194,868
(28,400)
–
9.
profit before tax (cont’d)
(b) Staff costs
The Group
Wages, salaries and bonuses
Pension costs – defined contribution plan
Social security contributions
Less: Amount charged to:
The Company
2014
2013
RM
RM
2014
RM
2013
RM
21,251,630
2,648,086
143,194
21,839,384
2,735,345
215,206
478,894
58,322
2,146
445,261
53,605
2,079
24,042,910
24,789,935
539,362
500,945
(8,632,672)
(15,620,929)
–
–
15,410,238
9,196,006
539,362
500,945
(c) Directors’ remuneration
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
6,466,040
751,985
105,600
6,459,000
757,500
105,600
280,500
33,660
30,600
281,000
33,720
30,600
7,323,625
7,322,100
344,760
345,320
96,000
96,000
96,000
96,000
Total
7,419,625
7,418,100
440,760
441,320
Analysis excluding benefits-in-kind:
Total executive directors’ remuneration
excluding benefits-in-kind
Total non-executive directors’ remuneration
excluding benefits-in-kind
7,218,025
7,216,500
314,160
314,720
96,000
96,000
96,000
96,000
7,314,025
7,312,500
410,160
410,720
(5,395,207)
–
(5,545,121)
(123,325)
–
–
–
–
1,918,818
1,644,054
410,160
410,720
Directors of the Company
Executive:
Salaries and other emoluments
Pension costs defined contribution plan
Benefits-in-kind
Non-Executive:
Fees
Less: Amount charged to:
Investment properties (Note 15)
annual report
2014
099
9.
profit before tax (cont’d)
(c) Directors’ remuneration (cont’d)
The number of Directors of the Company whose total remuneration for the year fall within the following bands is as
follows:
Executive
Directors
Range of remuneration:
Below RM50,000
RM2,000,001 to RM2,100,000
RM2,100,001 to RM2,200,000
2014
2013
–
2
1
–
2
1
Non-executive
Directors
2014
2013
3
–
–
3
–
–
10. income tax expense
The Group
Income tax:
Malaysian income tax
Under/(Over)provision in prior years
Deferred tax (Note 21):
Current
Over/(Under) provision in prior years
100
The Company
2014
2013
RM
RM
2014
RM
2013
RM
48,914,023
1,053,530
44,715,056
1,082,577
2,024,640
(35,036)
5,661,395
1,338,615
49,967,553
45,797,633
1,989,604
7,000,010
(6,444,155)
869,564
(300,995)
(233,229)
(50,463)
(370,190)
(45,394)
2,389
(5,574,591)
(534,224)
(420,653)
(43,005)
44,392,962
45,263,409
1,568,951
6,957,005
10. income tax expense (cont’d)
A reconciliation of income tax expense applicable to profit before tax at the statutory income tax rate to income tax
expense at the effective income tax rate of the Group and of the Company is as follows:
The Group
Profit before tax
Less: Share of profit of associated companies
Taxation at Malaysian statutory tax rate of 25%
(2013: 25%)
Tax effects of income not subject to tax
Tax effects of expenses not deductible for tax purposes
Deferred tax assets not recognised
Realisation of deferred tax assets
previously not recognised
Over/(Under)provision of deferred tax in prior years
Under/(Over) provision of income tax
expense in prior years
Tax expense for the year
The Company
2014
2013
RM
RM
2014
RM
2013
RM
157,281,185
(16,818,982)
153,520,719
(5,202,081)
43,602,588
–
63,673,740
–
140,462,203
148,318,638
43,602,588
63,673,740
35,115,551
(1,647,579)
9,807,551
3,200
37,079,660
(488,240)
7,041,717
810,759
10,900,647
(9,794,465)
867,995
–
15,918,435
(11,238,713)
936,279
–
(808,855)
869,564
(29,835)
(233,229)
–
(370,190)
–
2,389
1,053,530
1,082,577
(35,036)
1,338,615
44,392,962
45,263,409
1,568,951
6,957,005
As of 30 April 2014, subject to agreement of the Inland Revenue Board, the Company has tax exempt income account
of RM11,977,452 (2013: RM11,977,452) arising from tax exempt dividends received from subsidiary companies which is
available for tax-exempt dividend distributions up to the same amount.
11. earnings per share
(a) Basic
Basic earnings per ordinary share of the Group is calculated by dividing the profit attributable to owners of the
Company for the financial year by the weighted average number of ordinary shares in issue during the financial year
as follows:
The Group
2014
2013
Profit attributable to owners of the Company (RM)
108,380,245
102,276,732
Number of shares in issue (net of treasury shares)
Effect of treasury shares
Effect of warrants exercised
708,608,013
15,423,801
–
567,005,522
28,996,242
93,301,931
Weighted average number of ordinary shares in issue
724,031,814
689,303,695
14.97
14.84
Basic earnings per share (sen)
(b) Diluted
There is no dilution in earnings per share as the Company has no potential dilutive ordinary shares.
annual report
2014
101
12. dividends
The Group and The Company
Net Dividends
Amount
per Ordinary Share
2014
2013
2014
2013
RM
RM
Sen
Sen
In respect of financial year ended 30 April 2012:
– Final dividend of RM0.0275 per share of RM0.50 each
on 712,757,913 ordinary shares less 25% tax,
–
14,700,616
–
2.1
– First interim dividend of RM0.0300 per share of
RM0.50 each on 708,608,013 ordinary shares
less 25% tax, paid on 12 June 2013
– Final dividend of RM0.0350 per share of RM0.50 each
on 726,810,313 ordinary shares less 25% tax,
–
15,943,680
–
2.3
19,078,769
–
2.6
–
– First interim single tier dividend of RM0.0225 per
share of RM0.50 each on 726,810,313 ordinary shares,
paid on 23 June 2014
16,353,232
–
2.3
–
35,432,001
30,644,296
4.9
4.4
The directors propose a final single tier dividend of RM0.0265 per share of RM0.50 each on 726,810,313 ordinary shares,
totalling approximately RM19,260,473 in respect of the current financial year. This dividend is subject to the approval of
the shareholders at the forthcoming Annual General Meeting of the Company, and has not been included as a liability in
the financial statements. Upon approval by the shareholders, the cash dividend payment will be accounted for in equity
as an appropriation of retained earnings during the financial year ending 30 April 2015.
The proposed dividend for 2014 is payable in respect of all outstanding ordinary shares in issue at a date to be determined
by the directors subsequent to the approval of the shareholders at the forthcoming Annual General Meeting.
102
13. property, plant and equipment
The Group
Building
and
improvements
RM
Furniture
and
Office
fittings equipment Computers
RM
RM
RM
Plant
Motor
and
vehicles machinery
RM
RM
Total
RM
Cost
As of 1 May 2012
Additions
Transfer from investment
properties (Note 15)
Disposals
Write-offs
6,387,426
550,391
2,204,031
244,968
1,881,424
198,782
2,298,067
86,775
7,517,404
166,404
2,934,543 23,222,895
324,525 1,571,845
58,458,401
–
(811,388)
–
–
(76,950)
–
–
(108,911)
–
–
(239,929)
–
(871,015)
–
– 58,458,401
–
(871,015)
– (1,237,178)
As of 30 April 2013/
1 May 2013
Adjustment
Reclassification
Additions
Disposals
Write-offs
64,584,830
(1,908,787)
(265,183)
120,059
–
(668,145)
2,372,049
–
231,174
521,191
–
(238,365)
1,971,295
–
34,009
96,270
(11,203)
(234,011)
2,144,913
–
–
73,067
–
(452,034)
6,812,793
–
–
132,260
–
–
3,259,068 81,144,948
– (1,908,787)
–
–
643,482 1,586,329
–
(11,203)
– (1,592,555)
As of 30 April 2014
61,862,774
2,886,049
1,856,360
1,765,946
6,945,053
3,902,550 79,218,732
Accumulated Depreciation
As of 1 May 2012
3,322,311
Charge for the year (Note 9a) 2,138,877
Disposals
–
Write-offs
(774,501)
1,919,250
138,124
–
(74,399)
1,489,683
124,470
–
(103,334)
2,068,601
98,698
–
(239,888)
5,592,539
500,642
(666,907)
–
2,235,036 16,627,420
337,028 3,337,839
–
(666,907)
– (1,192,122)
As of 30 April 2013
4,686,687
1,982,975
1,510,819
1,927,411
5,426,274
2,572,064 18,106,230
As of 1 May 2013
4,686,687
Charge for the year (Note 9a) 2,401,899
Disposals
–
Write-offs
(660,925)
1,982,975
253,550
–
(220,346)
1,510,819
140,842
(8,106)
(219,974)
1,927,411
104,524
–
(451,968)
5,426,274
511,732
–
–
2,572,064 18,106,230
321,300 3,733,847
–
(8,106)
– (1,553,213)
As of 30 April 2014
6,427,661
2,016,179
1,423,581
1,579,967
5,938,006
2,893,364 20,278,758
Accumulated
Impairment Loss
As of 1 May 2012/
30 April 2013/1 May 2013/
30 April 2014
2,392,003
–
–
–
–
Carrying Amount
As of 30 April 2013
57,506,140
389,074
460,476
217,502
1,386,519
687,004 60,646,715
As of 30 April 2014
53,043,110
869,870
432,779
185,979
1,007,047
1,009,186 56,547,971
–
2,392,003
Adjustment on property, plant and equipment amounting to RM1,908,787 (2013: RMNil) relates to the variation orders for
the construction of the building.
annual report
2014
103
13. property, plant and equipment (cont’d)
The Company
Building
and
improvements
RM
Cost
As of 1 May 2012
Additions
Write-offs
Furniture
and
Office
fittings equipment Computers
RM
RM
RM
Motor
vehicles
RM
Total
RM
820,574
366,368
(811,388)
293,324
84,280
(76,950)
198,162
65,948
(102,671)
525,410
14,798
(239,929)
2,316,984
–
–
4,154,454
531,394
(1,230,938)
As of 30 April 2013/1 May 2013
Additions
Write-offs
375,554
1,337,747
–
300,654
154,306
(4,082)
161,439
42,752
–
300,279
21,060
–
2,316,984
–
–
3,454,910
1,555,865
(4,082)
As of 30 April 2014
1,713,301
450,878
204,191
321,339
2,316,984
5,006,693
Accumulated Depreciation
As of 1 May 2012
Charge for the year (Note 9a)
Write-offs
737,796
88,190
(774,501)
255,685
38,691
(74,399)
171,818
14,017
(98,272)
399,615
38,432
(239,887)
1,044,646
363,525
–
2,609,560
542,855
(1,187,059)
Charge for the year (Note 9a)
Write-offs
51,485
422,291
–
219,977
61,898
(4,079)
87,563
24,317
–
198,160
40,102
–
1,408,171
363,524
–
1,965,356
912,132
(4,079)
As of 30 April 2014
473,776
277,796
111,880
238,262
1,771,695
2,873,409
Net Carrying Amount
As of 30 April 2013
324,069
80,677
73,876
102,119
908,813
1,489,554
1,239,525
173,082
92,311
83,077
545,289
2,133,284
As of 30 April 2014
At the end of the reporting period, certain property, plant and equipment of the Group and of the Company with net
carrying amount of RM1,557,069 and RM545,289 (2013: RM1,395,661 and RM908,813) respectively were acquired under
hire-purchase and lease arrangements.
Building and improvements of the Group with net carrying amount of RM50,787,556 (2013: RM56,509,788) have been
pledged as security for banking facilities granted as disclosed in Note 33.
104
14. prepaid lease payments on leasehold land
The Group
Leasehold Land
Unexpired period
less than 30 years
RM
Cost
As of 1 May 2012/30 April 2013/1 May 2013/30 April 2014
121,353
Accumulated Amortisation
As of 1 May 2012
Amortisation for the year (Note 9a)
44,496
4,045
Amortisation for the year (Note 9a)
48,541
4,045
As of 30 April 2014
52,586
Net Book Value
As of 30 April 2013
72,812
As of 30 April 2014
68,767
15. investment properties
The investment properties, which pertain to subsidiary companies, are held for investment potential and rental income
in future.
The Group
Freehold
land and
buildings
RM
Leasehold
land and
buildings
RM
Freehold
land and
buildings
under
construction
RM
At fair value:
As of 1 May 2012
Addition through subsequent expenditure
Disposal
Change in fair value of investment properties (Note 9a)
Transfer from property development costs (Note 23)
Transfer to property, plant and equipment (Note 13)
14,610,700
–
–
140,060
–
–
4,197,908
–
(130,000)
446,645
–
–
40,294,651
14,845,561
–
–
3,318,189
(58,458,401)
59,103,259
14,845,561
(130,000)
586,705
3,318,189
(58,458,401)
As of 30 April 2013
14,750,760
4,514,553
–
19,265,313
As of 1 May 2013
Change in fair value of investment properties (Note 9a)
14,750,760
–
4,514,553
(86,920)
–
–
19,265,313
(86,920)
As of 30 April 2014
14,750,760
4,427,633
–
19,178,393
Total
RM
annual report
2014
105
15. investment properties (cont’d)
The fair value of the Group’s investment properties as of 30 April 2014 has been arrived at on the basis of the Directors’
best estimates, by reference to market evidence of transaction prices for similar properties. Based on the above,
the Directors are of the opinion that the carrying amount of the investment properties of the Group approximates their
fair value.
The property rental income earned by the Group from its investment properties, all of which are leased out under
operating leases, amounted to RM869,785 (2013: RM916,052). Direct operating expenses arising on the investment
properties amounted to RM204,251 (2013: RM215,803).
Investment properties amounting to RM15,722,612 (2013: RM15,722,612) are charged as securities for banking facilities
granted to the Group as mentioned in Note 33.
Current year charges to freehold land and buildings under construction include the following:
The Group
Directors remuneration (Note 9c)
Finance costs (Note 8)
2014
RM
2013
RM
–
–
123,325
1,358,897
16. land held for property development
The Group
Cost:
At beginning of year:
Freehold land – at cost
Leasehold land – at cost
Development expenditure
Additions:
Provision for forseeable loss:
Transfer to property development costs (Note 23)
At end of year
106
2014
RM
2013
RM
53,411,211
286,374,749
172,836,702
95,719,685
170,993,559
256,140,204
512,622,662
522,853,448
8,099,319
75,704,266
151,397,761
156,943,815
83,803,585
308,341,576
–
–
(11,317,425)
11,317,425
–
–
16. land held for property development (cont’d)
The Group
Cost: (cont’d)
Transfer to property development costs (Note 23):
2014
RM
2013
RM
(938,869)
(9,169,621)
(23,103,310)
(42,308,474)
(36,016,571)
(240,247,317)
(33,211,800)
(318,572,362)
563,214,447
512,622,662
52,472,342
285,304,447
225,437,658
53,411,211
286,374,749
172,836,702
563,214,447
512,622,662
Current year charges to development expenditure include the following:
The Group
2014
RM
2013
RM
4,514,931
6,359,755
Land held for property development of certain subsidiary have been pledged for banking facilities granted as disclosed
in Note 33.
In accordance to a Joint Venture Agreement (“JVA”) with Permodalan Negeri Selangor Berhad (“PNSB”), Glomac Rawang
Sdn. Bhd., a wholly owned subsidiary company, is obliged to pay PNSB entitlement on the higher of either RM41,400,000
(2013: RM41,400,000) or a sum equal to 30% of the gross profit before tax (as defined in the JVA) to be generated by
the development of the parcel of land belonging to PNSB progressively. A total entitlement of RM41,400,000 has been
included in the land held for property development. As of 30 April 2014, RM30,900,000 (2013: RM23,900,000) has been
paid and the remaining amount of RM9,871,770 (2013: RM16,060,822) has been recognised as part of land cost payable
in Note 35.
annual report
2014
107
17. subsidiary companies
The Company
2014
2013
RM
RM
Unquoted shares, at cost
Less: Accumulated impairment losses
371,279,816
(1,516,737)
371,279,816
(1,516,737)
369,763,079
369,763,079
Details of the subsidiary companies are set out in Note 42.
Acquisition of subsidiary companies
In previous financial year, the Company acquired the following:
Equity
interest
Anugerah Armada Sdn. Bhd.
Magnitud Teknologi Sdn. Bhd.
Number
of shares
Total cash
acquired consideration
RM
100%
100%
2
2
2
2
The abovementioned acquisitions do not have any effect on the financial results of the Group as the said companies have
remained dormant subsequent to their acquisition.
The net fair value of the assets arising from the acquisitions are as follows:
The Group
Carrying values
2014
2013
RM
RM
Net assets acquired:
Cash and bank balances
–
4
Fair values
on acquisitions
2014
2013
RM
RM
–
4
Goodwill on acquisition
–
–
Total purchase consideration
–
4
The Group
Purchase consideration satisfied by cash:
Anugerah Armada Sdn. Bhd.
Less: Cash and cash equivalents of subsidiary companies acquired
Net cash outflow of the Group
108
2014
RM
2013
RM
–
–
–
2
2
(4)
–
–
17. subsidiary companies (cont’d)
Details of non-wholly owned subsidiary companies that have material non-controlling interests to the Group are disclosed
as per below:
Name of subsidiary
companies
Place of
incorporation
and
principal place
of business
Glomac Bina Sdn. Bhd.
Glomac Al-Batha
Mutiara Sdn. Bhd.
Glomac Al-Batha
Sdn. Bhd.
Proportion of
ownership
interest and
voting rights
held by
non-controlling
interests
2014
2013
Profit allocated to
non-controlling
interests
2014
2013
RM
RM
Accumulated
non-controlling
interests
2014
2013
RM
RM
Malaysia
49%
49%
1,565,215
1,086,566
10,849,327
9,284,112
Malaysia
49%
49%
2,425,674
1,260,674
3,467,976
1,042,302
Malaysia
49%
49%
509,869
3,904,695
23,401,204
22,891,335
Summarised financial information in respect of each of the Group’s subsidiary companies that has material
non-controlling interests is set out below. The summarised financial information below represents amounts before
intragroup eliminations.
2014
RM
2013
RM
Current assets
Non-current assets
Current liabilities
Non-current liabilities
64,644,960
4,894,029
(43,196,746)
(1,200,760)
(14,292,156)
(10,849,327)
71,386,353
4,842,316
(52,007,289)
(1,274,214)
(13,663,054)
(9,284,112)
Revenue
Profit for the year
138,620,900
3,194,317
96,461,799
2,217,482
1,629,102
1,565,215
1,130,916
1,086,566
Profit for the year
3,194,317
2,217,482
Other comprehensive income attributable to:
–
–
–
–
–
–
1,629,102
1,565,215
1,130,916
1,086,566
3,194,317
2,217,482
annual report
2014
109
2014
RM
2013
RM
Dividends paid to non-controlling interests
Net cash inflow/(outflow) from operating activities
Net cash inflow from investing activities
Net cash outflow from financing activities
–
14,094,402
297,016
(1,149,292)
–
(5,315,522)
211,891
(1,649,291)
Net cash inflow/(outflow)
13,242,126
(6,752,922)
Current assets
Current liabilities
61,385,649
(14,108,145)
24,111,527
23,165,977
60,064,657
(17,737,509)
21,586,845
20,740,303
Revenue
Profit for the year
32,434,675
4,950,356
27,023,376
2,572,805
2,524,682
2,425,674
1,312,131
1,260,674
Profit for the year
4,950,356
2,572,805
–
–
–
–
–
–
2,524,682
2,425,674
1,312,131
1,260,674
4,950,356
2,572,805
Net cash inflow from operating activities
–
4,687,319
187,285
–
(2,798,277)
89,154
Net cash inflow/(outflow)
4,874,604
(2,709,123)
Glomac Bina Sdn. Bhd. (cont’d)
Glomac Al-Batha Mutiara Sdn. Bhd.
110
2014
RM
2013
RM
7,674,858
40,200,002
(117,300)
24,356,356
23,401,204
12,799,734
40,200,002
(6,282,725)
23,825,676
22,891,335
–
1,040,549
29,526,508
7,968,766
530,680
509,869
4,064,071
3,904,695
1,040,549
7,968,766
–
–
–
–
–
–
530,680
509,869
4,064,071
3,904,695
1,040,549
7,968,766
Net cash outflow from operating activities
–
(5,180,146)
1,253,531
–
(23,394,216)
1,385,622
Net cash outflow
(3,926,615)
(22,008,594)
Glomac Al-Batha Sdn. Bhd.
Current assets
Non-current assets
Current liabilities
Revenue
Profit for the year
Profit for the year
18. associated companies
The Group
Share of post-acquisition reserves
2014
RM
2013
RM
18,875,235
37,423,511
18,875,235
21,462,378
56,298,746
40,337,613
Summarised financial information in respect of each of the Group’s material associated companies is set out below.
The summarised financial information below represents amounts in the associated companies’ financial statements
prepared in accordance with FRSs.
annual report
2014
111
18. associated companies (cont’d)
2014
RM
2013
RM
81,030,137
57,382,684
41,686,724
25,439,252
53,229,576
76,905,856
28,156,608
39,760,311
117,089,058
83,975,074
Profit for the year
13,289,343
–
10,978,931
–
13,289,343
10,978,931
1,732,500
–
PPC Glomac Sdn. Bhd.
Current assets
Non-current assets
Current liabilities
Revenue
Dividend received from the associated companies during the year
Reconciliation of the above summarised financial information to the carrying amount of the interest in PPC Glomac
Sdn. Bhd. recognised in the consolidated financial statements:
2014
RM
2013
RM
71,286,845
35%
24,950,396
62,218,513
35%
21,776,480
2014
RM
2013
RM
130,822,713
–
(61,602,390)
–
5,127,803
98,417,947
(210,300)
(63,478,553)
4,332,625
10,024,369
Profit for the year
30,036,534
–
343,745
–
30,036,534
343,745
–
–
Net assets of the associated company
Proportion of the Group’s ownership interest in PPC Glomac Sdn. Bhd.
Carrying amount of the Group’s interest in PPC Glomac Sdn. Bhd.
Current assets
Non-current assets
Current liabilities
Revenue
Dividend received from the associated companies during the year
112
18. associated companies (cont’d)
Reconciliation of the above summarised financial information to the carrying amount of the interest in VIP Glomac Unit
Trust recognised in the consolidated financial statements:
Net assets of the associated company
Proportion of the Group’s ownership interest in VIP Glomac Unit Trust
Carrying amount of the Group’s interest in VIP Glomac Unit Trust
2014
RM
2013
RM
69,220,323
45.85%
45,904,152
39,856,897
45.85%
18,274,387
Details of the associated companies are set out in Note 42.
19. other investments
The Group
Available-for-sale
Held to maturity
Unquoted subordinated bonds, at cost
Allowance for diminution in value
The Company
2014
2013
RM
RM
2014
RM
2013
RM
4,000,000
4,000,000
–
–
10,300,000
(10,300,000)
10,300,000
(10,300,000)
10,300,000
(10,300,000)
10,300,000
(10,300,000)
–
–
–
–
4,000,000
4,000,000
–
–
20. goodwill on consolidation
The Group
2014
RM
2013
RM
1,032,918
1,032,918
Accumulated impairment losses
At beginning and end of year
(637,753)
(637,753)
Carrying amount
395,165
395,165
Cost
annual report
2014
113
20. goodwill on consolidation (cont’d)
Goodwill acquired in a business combination is allocated, at acquisition, to the cash-generating unit (“CGU”) that is
expected to benefit from that business combination. Before recognition of any impairment losses, the carrying amount
of goodwill had been allocated to the following business segment as independent CGUs:
The Group
Property development division
2014
RM
2013
RM
395,165
395,165
The Group tests goodwill annually for impairment or more frequently if there are indications that goodwill might be
impaired.
The recoverable amount of the CGU is determined from value-in-use calculation which uses cash flow projections
derived from the most recent financial budgets approved by management covering a three-year period, and an estimated
discount rate of 5.55% per annum.
At the end of the reporting period, the Group assessed the recoverable amount of goodwill, and determined that no
further impairment of goodwill associated with property investment and management activities is required. Management
is expecting future cash flows will be generated from these CGUs.
21. deferred tax assets/(liabilities)
The Group
At beginning of year
Recognised in profit or loss (Note 10):
Amount owing by subsidiary companies
Property development activities
Unused tax losses and unabsorbed
capital allowances
Others
At end of year
The Company
2014
2013
RM
RM
2014
RM
2013
RM
17,797,828
17,263,604
3,093,206
3,050,201
76,780
–
–
4,549,539
16,937
–
–
392,494
44,694
379,184
–
–
40,070
–
(290)
–
907,029
41,243
284,552
(159,759)
–
(3,225)
–
3,225
5,574,591
534,224
420,653
43,005
23,372,419
17,797,828
3,513,859
3,093,206
Certain deferred tax assets and deferred tax liabilities have been offset in accordance with the Group’s accounting policy.
The following is an analysis of the deferred tax balances (after offset) for statements of financial position purposes:
The Group
Deferred tax assets
Deferred tax liabilities
114
The Company
2014
2013
RM
RM
2014
RM
2013
RM
23,603,787
(231,368)
18,056,953
(259,125)
3,513,859
–
3,093,206
–
23,372,419
17,797,828
3,513,859
3,093,206
21. deferred tax assets/(liabilities) (cont’d)
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Deferred tax liabilities (before offsetting)
Temporary differences arising from property,
plant and equipment
Others
(156,018)
(87,632)
(200,514)
(132,100)
–
–
(10,606)
–
Offsetting
(243,650)
12,282
(332,614)
73,489
–
–
(10,606)
10,606
Deferred tax liabilities (after offsetting)
(231,368)
(259,125)
–
–
Deferred tax assets (before offsetting)
Temporary differences arising from:
Other investments
Amount owing by subsidiary companies
Unused tax losses and unabsorbed capital allowances
Others
35,692
15,526,144
–
2,575,000
–
5,479,233
–
3,408
10,976,605
–
2,575,000
–
4,572,204
3,225
34,088
–
379,184
2,575,000
525,587
–
–
–
–
–
2,575,000
525,587
–
3,225
Offsetting
23,616,069
(12,282)
18,130,442
(73,489)
3,513,859
–
3,103,812
(10,606)
Deferred tax assets (after offsetting)
23,603,787
18,056,953
3,513,859
3,093,206
As mentioned in Note 3(e), the tax effects of transactions are recognised using the “liability” method and all taxable
temporary differences are recognised. Where deductible temporary differences, unused tax losses and unused tax credits
would give rise to net deferred tax asset, the tax effects are generally recognised to the extent that it is probable that
future taxable profits will be available against which deductible temporary differences, unused tax losses and unused tax
credits can be utilised. As of 30 April 2014, the estimated amount of deductible temporary differences, unused tax losses
and unabsorbed capital allowances pertaining to certain subsidiary companies, for which no deferred tax assets have
been recognised in the financial statements due to uncertainty of their realisation, is as follows:
The Group
Temporary differences arising from:
Unused tax losses and unabsorbed capital allowances
2014
RM
2013
RM
3,057,047
109,836
13,944,723
6,240,087
109,836
13,984,304
17,111,606
20,334,227
annual report
2014
115
21. deferred tax assets/(liabilities) (cont’d)
No deferred tax assets were recognised in the financial statements of these subsidiary companies due to uncertainty of
their recoverability. The comparative information presented above has been restated to conform with the actual income
tax computation submitted to tax authorities. The unabsorbed capital allowances and unused tax losses, which are
subject to agreement by the Inland Revenue Board, are available indefinitely for offset against future taxable profits of
the respective subsidiary companies in the Group.
The Budget 2014 announced on 25 October 2013 reduced the corporate income tax rate from 25% to 24% with effect from
year of assessment 2016. The real property gains tax (RPGT) is also revised to 30% for disposal within the first three
years, 20% within the fourth year, 15% within the fifth year and 5% from sixth year onwards, on gains from the disposal
of real property effective 1 January 2014. Following these, the applicable tax rates to be used for the measurement of any
applicable deferred tax will be the respective expected rates.
22. inventories
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Transfer from property development costs (Note 23)
Inventories sold (Note 6)
Inventories written down (Note 9a)
Contra of inventories with trade payables
94,763,251
3,315,664
(4,477,527)
(1,841,948)
(1,900,071)
83,124,305
17,540,930
(5,901,984)
–
–
1,295,942
–
–
–
–
1,295,942
–
–
–
–
At end of year
89,859,369
94,763,251
1,295,942
1,295,942
Inventories of the Group amounting to RM36,367,366 (2013: RM38,506,623) are pledged to financial institutions as security
for bank borrowings of the Group as mentioned in Note 33.
23. property development costs
The Group
2014
RM
2013
RM
326,901,849
301,016,028
111,210,704
119,858,878
2,061,380,441 2,306,452,813
2,499,492,994 2,727,327,719
Costs incurred during the year:
Transfer from land held for property development (Note 16):
116
–
299,812
421,130,470
215,099
616,771
335,255,861
421,430,282
336,087,731
938,869
9,169,621
23,103,310
42,308,474
36,016,571
240,247,317
33,211,800
318,572,362
23. property development costs (cont’d)
The Group
Transfer to inventories (Note 22):
Transfer to investment properties (Note 15)
Provision for foreseeable losses:
Provision for foreseeable losses during the year (Note 9a)
Transfer from land held for property development (Note 16)
At end of year
Closed out due to completion of projects
2014
RM
2013
RM
(60,639)
(3,255,025)
(13,197,114)
(4,343,816)
(3,315,664)
(17,540,930)
–
(3,318,189)
(34,121,888)
(13,045,513)
–
(18,802,681)
(4,001,782)
(11,317,425)
(47,167,401)
(34,121,888)
(548,938,527)
(861,635,699)
Costs recognised as an expense in profit or loss:
Previous year
Current year (Note 6)
Closed out due to completion of projects
(2,180,463,490) (2,581,280,914)
(451,307,871) (460,818,275)
548,938,527
861,635,699
Cumulative costs at end of year
(2,082,832,834) (2,180,463,490)
At end of year:
271,880,650
284,907,616
138,051,595
7,464,603
126,364,452
91,034,018
29,928,557
163,945,041
271,880,650
284,907,616
Current year charges to development expenditure include the following:
The Group
Directors’ remuneration (Note 9c)
Staff costs (Note 9b)
2014
RM
2013
RM
7,956,430
5,395,207
8,632,672
5,081,988
5,545,121
15,620,929
annual report
2014
117
23. property development costs (cont’d)
Land held for property development and property development costs of certain subsidiary companies amounting to
RM254,470,167 (2013: RM163,450,813) are charged for banking facilities granted to the subsidiary companies as
mentioned in Note 33.
In accordance to a Privatisation Agreement (“PA”) with Perbadanan Kemajuan Negeri Selangor (“PKNS”), FDA Sdn. Bhd.,
a 70% owned subsidiary company, is obliged to pay PKNS entitlement based on percentage of sales value (as defined in
the PA) to be generated by the development of certain parcels of land progressively. A total entitlement of RM28,950,648
(2013: RM29,137,226) has been included in the property development costs. Pursuant to the PA, the computation of the
said entitlement is based on agreed percentage on the total projected gross sales value of several types of property
development of the land, subject to any subsequent increase in the gross sales value of the development. As of 30 April
2014, an amount of RM28,454,841 (2013: RM28,454,841) has been paid and the remaining amount of RM495,807 (2013:
RM682,385) has been recognised as part of land cost payable in Note 35.
In accordance to a Deed of Assignment (“DA”) with Edisi Cangkat Sdn Bhd (“EDISI”), FDA Sdn. Bhd. is obliged to
progressively pay EDISI a consideration amounting to RM1,600,000 or 30% on the gross profit of the development
of certain parcel of land, whichever is higher. In accordance with the DA, a total consideration of RM1,600,000 has
been included in the property development cost. As of 30 April 2014, an amount of RM1,600,000 (2013: RM1,600,000) has
been paid.
In accordance to a Joint Venture Agreement (“JVA”) with Leader Domain Sdn. Bhd. (“LDSB”), Glomac Resources Sdn.
Bhd., a wholly owned subsidiary company, is obliged to pay LDSB entitlement based on profit-sharing (as defined in the
JVA) to be generated by the development of certain parcels of land progressively. A total entitlement of RM12,225,258
(2013: RM12,225,258) has been included in the property development costs. As of 30 April 2014, an amount of RM9,770,522
(2013: RM9,770,522) has been paid and the remaining amount of RM2,454,736 (2013: RM2,454,736) has been recognised
as part of land cost payable in Note 35.
In 2009, pursuant to a Supplementary Joint Venture Agreement (“SJVA”) with LDSB, Glomac Resources Sdn Bhd has
agreed to purchase the car park allotment (as defined in the SJVA). A total consideration of RM4,200,000 has been
included in the property development costs. The consideration was fully settled during the previous financial year.
Prior to the above SJVA, LDSB has entered into a Joint Venture Agreement with the proprietor of the development
land as its attorney to carry out and complete certain development land with a guaranteed return of RM15,500,000
(2013: RM15,500,000) as land value. As of 30 April 2014, an amount of RM15,500,000 (2013: RM12,500,000) has been paid
and the remaining amount of RMNil (2013: RM3,000,000) has been recognised as part of land cost payable in Note 35.
24. amount due to contract customers
The Group
2014
RM
2013
RM
Contract costs
Portion of profit attributable to contract works performed todate
–
–
68,758,187
2,386,205
Billings to contract customers
–
–
71,144,392
(71,144,392)
–
–
–
–
Represented by:
Amount due to contract customers
118
25. accrued billings/(advance billings)
The Group
2014
RM
Revenue recognised in profit or loss todate
Progress billings todate
Represented by:
Accrued billings
Advance billings
2013
RM
2,650,058,245 2,669,424,526
(2,582,552,852) (2,600,487,585)
67,505,393
68,936,941
109,244,765
(41,739,372)
92,872,424
(23,935,483)
26. trade receivables
The Group
Trade receivables
Allowance for doubtful debts
2014
RM
2013
RM
143,587,188
(1,260,974)
100,426,210
(1,100,797)
142,326,214
99,325,413
The Group’s normal trade credit term ranges from 14 to 60 days (2013: 14 to 60 days). Other credit terms are assessed
and approved on a case-by-case basis.
Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records with the
Group.
The Group has no significant concentration of credit risk that may arise from exposures to a single debtor or groups of
debtors.
Ageing of past due but not impaired
The Group
Past due ‹ 1 month
Past due 1 – 2 month
Past due 2 – 3 months
Past due › 3 months
Total
2014
RM
2013
RM
71,306,146
14,258,310
1,906,829
32,527,157
8,231,373
15,418,389
6,705,045
35,566,348
119,998,442
65,921,155
annual report
2014
119
26. trade receivables (cont’d)
Movement in the allowance for doubtful debts
The Group
2014
RM
2013
RM
Balance at beginning of year
Impairment losses recognised on receivables (Note 9a)
1,100,797
160,177
1,100,797
–
Balance at end of year
1,260,974
1,100,797
In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade
receivable from the date credit was initially granted up to the end of the reporting period. The concentration of credit risk
is limited due to the customer base being large and unrelated.
Ageing of past due and impaired
The Group
Past due › 3 months
2014
RM
2013
RM
1,260,974
1,100,797
27. other receivables
The Group
Other receivables
Less: Allowance for doubtful debts
Refundable deposits
Deposits paid for acquisition of:
Land
Subsidiary company
Prepaid expenses
Stakeholders’ sum
Accrued interest income
The Company
2014
2013
RM
RM
2014
RM
2013
RM
8,405,989
(66,871)
37,470,364
(38,064)
84,275
–
42,764
–
8,339,118
37,432,300
84,275
42,764
7,785,671
7,021,512
30,945
24,708
3,072,327
2,275,090
1,122,969
15,663,561
89,622
–
–
818,690
11,345,530
238,285
–
2,275,090
472,112
–
–
–
–
121,110
–
–
38,348,358
56,856,317
2,862,422
188,582
Included in other receivables of the Group is an amount of RM231,981 (2013: RM26,224,068) representing amount
received from house buyers for future repayment of banking facilities of the Group which has been withheld by the
licensed bank.
120
27. other receivables (cont’d)
Movement in the allowance for doubtful debts
The Group
2014
RM
2013
RM
Impairment loss recognised on other receivables (Note 9a)
Amount written off during the year as uncollectible
38,064
28,807
–
118,353
–
(80,289)
66,871
38,064
Stakeholders’ sum represents retention sums held by solicitors upon handing over of vacant possession to individual
purchasers of development properties. These amounts will be paid from 6 to 18 months after the delivery of vacant
possession together with interest earned.
28. amount due from/(to) subsidiary and associated companies
Amount due from subsidiary companies, which arose mainly from trade transactions, assignment of debts, payment
made on behalf and advances granted, bears interest at 5.55% (2013: 6.07%) per annum and is unsecured and repayable
on demand.
The Company
2014
2013
RM
RM
Allowance for doubtful debts
329,086,563
(2,102,348)
243,937,690
(2,102,348)
326,984,215
241,835,342
Amount due to subsidiary companies, which arose mainly from assignment of debts and advances, is unsecured,
bears interest at 5.55% (2013: 6.07%) per annum and repayable on demand.
Amount due from associated companies in 2013, which arose mainly from expenses paid on behalf, was interest-free,
unsecured and repayable on demand.
Amount due to associated company, which arose mainly from advances is interest-free, unsecured and repayable on
demand.
Movement in allowance for doubtful debts
The Company
2014
2013
RM
RM
Impairment losses reversed (Note 9a)
2,102,348
–
2,103,506
(1,158)
2,102,348
2,102,348
annual report
2014
121
28. amount due from/(to) subsidiary and associated companies (cont’d)
During the financial year, significant transactions, which are determined on a basis as negotiated between the Company
and its subsidiary companies, are as follows:
The Company
2014
2013
RM
RM
Interest expense paid to subsidiary companies (Note 8)
Dividend received from subsidiary companies
Interest income receivable from subsidiary companies
Head office allocation income
Rental expenses paid to subsidiary companies
798,284
43,262,800
12,888,692
1,088,702
751,918
777,918
65,756,597
9,007,784
1,180,742
599,188
29. deposits, cash and cash equivalents
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Cash on hand and at banks
Deposits with licensed banks
252,324,843
80,725,075
222,977,376
82,071,768
29,004,507
–
32,176,714
11,524,904
Less: Non-cash and cash equivalents
Deposits pledged
Bank overdrafts (Note 36)
333,049,918
305,049,144
29,004,507
43,701,618
(3,232,726)
–
(3,670,303)
(21,500)
–
–
–
–
Cash and cash equivalents
329,817,192
301,357,341
29,004,507
43,701,618
Included in the Group’s cash and bank balances is an amount of RM126,338,979 (2013: RM111,209,355) which is held
under Housing Development Accounts pursuant to Section 7A of the Housing Developers Act 1966. These accounts
consist of monies received from purchasers and are used for the payment of property development expenditure incurred.
The surplus monies, if any, will be released to the Group upon the completion of the property development and after all
property development expenditure have been fully settled.
Deposits of the Group totalling RM3,232,726 (2013: RM3,670,303) have been pledged to secure the bank guarantee
facilities.
The weighted average effective interest rates for deposits at the end of the reporting period are as follows:
The Group
Licensed banks
Other licensed financial institutions
122
2014
%
2013
%
2.63
–
3.9
2.8
The Company
2014
2013
%
%
3.0
–
3.0
–
29. deposits, cash and cash equivalents (cont’d)
The average maturity periods relating to the various deposits held at the end of the reporting period are as follows:
The Group
Licensed banks
Other licensed financial institutions
2014
Days
2013
Days
30
–
30
1
The Company
2014
2013
Days
Days
–
–
30
–
30. non-current assets classified as held for sale
The Group
2014
RM
2013
RM
Disposal during the year
–
–
4,959,784
(4,959,784)
At end of year
–
–
On 2 July 2012, Glomac Utama Sdn. Bhd. (“Glomac Utama”), a subsidiary of the Company entered into a Share Sale and
Purchase Agreement with Worldwide Holdings Berhad for the disposal of Glomac Utama’s entire 49% equity interest
comprising 2,450,000 ordinary shares held in Worldwide Glomac Development Sdn. Bhd., for a total consideration of
RM4,959,784. The disposal was completed on 31 July 2012.
31. share capital and share premium
The Group and
The Company
2014
2013
RM
RM
Authorised:
Ordinary shares
1,000,000,000 of RM0.50 each as of 1 May 2013; 500,000,000 of RM1.00 each
as of 1 May 2012
At end of year:
1,000,000,000 of RM0.50 each
Issued and fully paid:
Ordinary shares
727,821,313 of RM0.50 each as of 1 May 2013; 609,228,622 of RM0.50 each
as of 1 May 2012
Issued during the year:
Nil in 2014; 118,592,691 of RM0.50 each in 2013
At end of year:
727,821,313 of RM0.50 each as of 30 April 2014 and 30 April 2013
500,000,000
500,000,000
500,000,000
500,000,000
363,910,657
304,614,311
–
59,296,346
363,910,657
363,910,657
annual report
2014
123
31. share capital and share premium (cont’d)
Treasury shares
The shareholders of the Company, by an ordinary resolution passed at the 29th Annual General Meeting held on 24
October 2013, renewed their approval for the Company’s plan to repurchase to its own shares up to a maximum of 10%
of the total issued and fully paid up share capital listed on the Bursa Malaysia Securities Berhad. The directors of the
Company are committed to enhancing the value of the Company for its shareholders and believe that the repurchase plan
can be applied in the best interests of the Company and its shareholders.
The shares repurchased are held as treasury shares as allowed under section 67A of the Companies Act 1965 and are
carried at cost. The Company has a right to reissue these shares at a later date. As treasury shares, the rights attached
as to voting, dividends and participation in other distribution are suspended.
The details of the shares bought back as of 30 April 2014 are as follows:
Month
Purchases up to financial year 2013
August’13
September’13
November’13
No. of shares
bought back
Highest
price paid
RM
Lowest
price paid
RM
Average
Total
price paid consideration
RM
RM
19,213,300
337,000
250,000
424,000
16,006,177
1.15
1.17
1.11
1.03
1.08
1.08
1.05
1.11
1.08
352,780
278,196
459,844
1,011,000
1,090,820
(19,213,300)
(16,006,177)
1,011,000
1,090,820
The shares were bought using internally generated funds. During the current financial year, 19,213,300 (2013: 40,000,000)
of treasury shares repurchased were sold for a total cash consideration of RM22,602,479 (2013: RM33,498,000). The
difference of RM6,596,302 (RM464,454) between the sales consideration and the carrying amount of the shares has been
credited to the Share Premium Account.
Share premium
The increase in share premium during the year arose from the disposal of treasury shares.
32. retained earnings
In accordance with the Finance Act 2007, the single tier income tax system became effective from the year of assessment
2008. Under this system, tax on a company’s profit is a final tax, and dividends paid are exempted from tax in the hands
of the shareholders. Unlike the previous full imputation system, the recipient of the dividend would no longer be able to
claim any tax credit.
Companies with Section 108 tax credit are given an irrevocable option to disregard the tax credit or to continue to utilise
such tax credits until the tax credits are fully utilised or upon the expiry of the 6 year transitional period on 31 December
2013, whichever is earlier. During the transitional period, the Section 108 tax credit will be reduced by any tax credits
utilised and any tax paid will not be added to this account.
The Company had not previously made the irrevocable option to disregard the Section 108 tax credits. Accordingly, the
Company moved to the single tier income tax system upon the expiry of the transitional period on 31 December 2013. Any
remaining balance of the Section 108 tax credits as of that date shall be disregarded.
124
33. long-term liabilities
The Group
2013
RM
2,871,769
9,871,768
–
–
1,140,698
22,588,629
255,126,287
–
1,201,579
31,089,063
318,927,356
–
186,246
–
–
–
494,311
–
–
–
281,727,383
361,089,766
186,246
494,311
32,500,000
–
58,500,000
–
32,500,000
–
58,500,000
–
314,227,383
419,589,766
32,686,246
58,994,311
Land cost payable (Note 35)
Secured:
Bridging loans
Term loans
Revolving credits
Unsecured:
Term loans
Revolving credits
(a)
(b)
(c)
(d)
(c)
(d)
The Company
2014
2013
RM
RM
2014
RM
(a) Hire-purchase and lease payables
The Group
2014
RM
2013
RM
Minimum lease payments:
Not later than one year
Later than 1 year but not later than 5 years
420,156
1,148,490
420,156
1,233,838
Future finance charges
1,568,646
(32,260)
1,653,994
(75,115)
Present value of hire-purchase and lease liabilities
1,536,386
1,578,879
Present value of hire-purchase and lease liabilities:
Not later than 1 year
More than 1 year and less than 2 years
More than 2 years and less than 5 years
395,688
278,093
862,605
377,300
395,688
805,891
1,536,386
1,578,879
395,688
1,140,698
377,300
1,201,579
1,536,386
1,578,879
Analysed as follows:
Due within 12 months (shown under current liabilities)
Due after 12 months
annual report
2014
125
33. long-term liabilities (cont’d)
(a) Hire-purchase and lease payables (cont’d)
The Company
2014
2013
RM
RM
Minimum payment:
Not later than one year
Later than 1 year but not later than 5 years
324,000
189,000
324,000
513,000
Future finance charges
513,000
(18,689)
837,000
(48,788)
Present value of hire-purchase and lease liabilities
494,311
788,212
Present value of hire-purchase and lease liabilities:
Not later than 1 year
308,065
186,246
–
293,901
308,066
186,245
494,311
788,212
308,065
186,246
293,901
494,311
494,311
788,212
Analysed as follows:
Due within 12 months (shown under current liabilities)
Due after 12 months
The hire-purchase and lease payables of the Group and of the Company bear interest at rates ranging from 2.4% to
7.5% and 2.5% (2013: 2.4% to 7.5% and 2.5%) per annum respectively. Interest rates are fixed at the inception of the
hire-purchase and lease arrangements.
The Group’s hire-purchase and lease payables are secured by the financial institutions’ charge over the assets under
hire-purchases/leases.
(b) Bridging loans
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Amount repayable
Due within 1 year (Note 36)
39,477,234
(16,888,605)
33,731,456
(2,642,393)
–
–
–
–
Long-term portion
22,588,629
31,089,063
–
–
The long-term portion of the loans are repayable more than two years and less than five years.
126
(c) Term loans
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Amount repayable
360,655,605
(73,029,318)
405,444,244
(28,016,888)
58,500,000
(26,000,000)
78,000,000
(19,500,000)
Long-term portion
287,626,287
377,427,356
32,500,000
58,500,000
The long-term portion of the loans
are repayable as follows:
More than 5 years
125,430,604
134,288,954
27,906,729
110,856,040
242,834,562
23,736,754
26,000,000
6,500,000
–
26,000,000
32,500,000
–
287,626,287
377,427,356
32,500,000
58,500,000
As of 30 April 2014, the Group has credit facilities issued under Shariah Principles amounting to RM178,839,261
(2013: RM145,345,290), which were obtained from licensed financial institutions. The facility of a subsidiary company
was secured by a first party legal charge over 7 acres of their freehold land.
The details of significant term loans facilities of the Group are as follows:
(a) term loans with tenure ranging from 15 months to 48 months totalling RM346,761,660 (2013: RM396,940,456);
and
(b) term loans with tenure of 15 years totalling RM8,208,466 (2013: RM8,503,788).
The abovementioned bridging and term loans are secured by way of the following:
(a) the respective subsidiary companies’ stamped facility agreements;
(b) fixed charges over certain investment properties of subsidiary companies as disclosed in Note 15;
(c) first party legal charge over 2 parcels of freehold land of subsidiary companies held for property development
as disclosed in Note 16;
(d) first party legal charge over certain parcels of leasehold land of subsidiary companies held for property
development as disclosed in Note 16;
(e) a fixed and floating charge by way of a debenture on subsidiary companies’ present and future assets;
(f) assignment of sales proceeds arising from sale of development properties of certain subsidiary companies;
(g) assignment of all monies in the Housing Development Accounts of certain subsidiary companies, subject to the
provisions of the Housing Development Account Regulations 1991;
(h) assignment of future rental or lease proceeds on development properties of certain subsidiary companies;
(i)
first party legal charge over certain building and improvements of subsidiary companies as disclosed in Note 13;
(j)
legal assignment of certain subsidiary companies’ interest under the Joint Venture Agreement (“JVA”) with a
third party over a parcel of land held for property development; and
(k) legal assignment of a third party’s interest under the Supplemental Joint Venture Agreement with another third
party over a parcel of land held for property development.
annual report
2014
127
(d) Revolving credits
The Group
Secured:
Amount repayable
Long-term portion
Unsecured:
Amount repayable
Long-term portion
The Company
2014
2013
RM
RM
2014
RM
2013
RM
17,220,082
(17,220,082)
15,103,126
(15,103,126)
–
–
–
–
–
–
–
–
110,000,000
(110,000,000)
51,000,000
(51,000,000)
110,000,000
(110,000,000)
51,000,000
(51,000,000)
–
–
–
–
34. trade payables
Included in the Group’s trade payables are retention sums of RM46,001,895 (2013: RM43,196,656) payable to
subcontractors.
The normal credit terms granted to the Group range from 1 to 60 days (2013: 1 to 60 days).
35. other payables and accrued expenses
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Other payables
Land cost payable
Accrued expenses
Deposits received from purchasers and tenants
Accrued interest expense
8,210,930
12,822,313
8,898,115
9,282,761
321,528
5,273,689
22,197,943
16,109,452
9,667,334
258,825
102,362
–
487,814
75,450
321,528
105,939
–
157,822
74,850
258,825
Less: Non-current portion – land cost payable (Note 33)
39,535,647
(2,871,769)
53,507,243
(9,871,768)
987,154
–
597,436
–
36,663,878
43,635,475
987,154
597,436
Other payables comprise amounts outstanding for ongoing costs and operating expenses payable.
Included in other payables of the Group and the Company is an amount of RM49,874 (2013: RM47,610) due to KJ Leisure
Sdn. Bhd., a company in which certain directors of the Company have interest. The said amount, which mainly arose from
payment on behalf, is interest-free, unsecured and repayable on demand.
128
36. borrowings
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
–
16,888,605
47,029,318
17,220,082
21,500
2,642,393
8,516,888
15,103,126
–
–
–
–
–
–
–
–
81,138,005
26,283,907
–
–
26,000,000
110,000,000
19,500,000
51,000,000
26,000,000
110,000,000
19,500,000
51,000,000
136,000,000
70,500,000
136,000,000
70,500,000
217,138,005
96,783,907
136,000,000
70,500,000
Short-Term Borrowings
Secured:
Bank overdrafts
Bridging loans (Note 33b)
Term loans (Note 33c)
Revolving credits (Note 33d)
Unsecured:
Term loans (Note 33c)
Revolving credits (Note 33d)
The weighted average effective interest rates per annum at the end of the reporting period for borrowings are as
follows:
The Group
Bank overdrafts
Bridging loans
Term loans
Revolving credits
2014
%
2013
%
–
5.6
5.4
3.4
7.3
5.5
5.4
5.2
The Company
2014
2013
%
%
–
–
4.7
4.8
–
–
4.7
4.8
The bank overdrafts and revolving credits of the Group and of the Company are secured by fixed charges over certain
investment properties of subsidiary companies and debentures over the assets of a subsidiary company.
Certain revolving credits of the Company and its subsidiary companies are secured by first legal charges over certain
property development projects of certain subsidiary companies and fixed charges over certain investment properties of
certain subsidiary companies of the Group.
37. corporate guarantees
The Company has provided corporate guarantees to certain financial institutions pertaining to the banking facilities
utilised by its subsidiary companies as of 30 April 2014.
The total amount of corporate guarantees provided by the Company for the abovementioned facilities amounted to
RM735,288,000 (2013: RM710,288,000). The financial guarantees have not been recognised since the fair value on initial
recognition was not material as the financial guarantees provided by the Company did not contribute towards credit
enhancement of the subsidiary companies’ borrowings in view of the securities pledged by the subsidiary companies as
disclosed in Note 33.
annual report
2014
129
38. capital commitment
As of the end of reporting period, the Group and the Company have the following capital commitments:
The Group
Approved and contracted for:
Purchase of land held for property development
Acquisition of subsidiary company
2014
RM
2013
RM
27,650,945
20,493,810
–
–
The Company
2014
2013
RM
RM
–
20,493,810
–
–
39. related party transactions
Other than as disclosed elsewhere in the financial statements, the related parties and their relationship with the Company
and its subsidiary companies are as follows:
130
Name of related parties
Relationship
Director of the Company
Datuk Seri’ Fateh Iskandar bin
FaraInezbintiTanSriDato’MohamedMansor
DaughtertothedirectoroftheCompany
Fong Loong Foon
Brother to the director of the Company
Fong Loong Seng
Brother to the director of the Company
Fong Kah Ho
Nephew to the director of the Company
Pertama Crane & Engineering Sdn. Bhd.
A company in which certain directors of the Company have
direct interest
KJ Leisure Sdn. Bhd.
A company in which certain directors of the Company have
direct interest
Berapit Holdings Sdn. Bhd.
A company in which a director of the Company has direct
interest and is also director of the company
Rio Capital Sdn. Bhd.
Efidiai Sdn. Bhd.
Stagebridge Sdn. Bhd.
39. related party transactions (cont’d)
Significant transactions undertaken on agreed terms and prices by the Group with their related parties during the
financial year are as follows:
The Group
Progress billings of properties sold to close
members of the family of certain directors
of the Company
Progress billings of properties sold to a company
in which certain directors of the Company
have interest
Progress billings of properties sold to a company
in which certain directors of the Company have
direct interest and are also directors of the
Company
Amount of
Transaction
RM
2014
Outstanding
Amount
RM
Amount of
Transaction
RM
2013
Outstanding
Amount
RM
6,820,749
361,795
551,450
327,367
13,310,218
924,885
9,679,635
524,919
2,915,334
1,083,946
–
–
Compensation of key management personnel
The Group
Directors
Directors’ fees
Benefits-in-kind
Total short-term employment benefits
Post employment benefits:
EPF
Other key management personnel
Benefits-in-kind
Total short-term employment benefits
Post employment benefits:
EPF
Total Compensation
The Company
2014
2013
RM
RM
2014
RM
2013
RM
96,000
6,466,040
105,600
96,000
6,459,000
105,600
96,000
280,500
30,600
96,000
281,000
30,600
6,667,640
6,660,600
407,100
407,600
751,985
757,500
33,660
33,720
7,419,625
7,418,100
440,760
441,320
5,243,585
6,500
5,408,566
29,200
1,357,381
6,500
1,781,658
29,200
5,250,085
5,437,766
1,363,881
1,810,858
604,324
613,372
152,320
201,150
5,854,409
6,051,138
1,516,201
2,012,008
13,274,034
13,469,238
1,956,961
2,453,328
annual report
2014
131
40. segmental information
(a) Business Segments
The Group is organised into three major businesses:
(i)
Property development – the development of residential and commercial properties for sale and sale of land
(ii) Construction – the construction of buildings
(iii) Property investment – the investment of land and buildings held for investment potential and rental income in
future
Other business segments include investment holding which are not separately reported as the segment’s operations
are not material to the Group.
The accounting policies of the reportable segments are the same as the Group’s accounting policies described in
Note 3. Management has determined the operating segments based on the reports viewed by the Chief Executive
Officer (the chief operating decision-maker) for the purpose of resources allocation and assessment of segment
performance.
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 comprise corporate income, expenses, assets and liabilities.
(b) Geographical Segments
The Group operates and derives its income in Malaysia. Accordingly, the financial information by geographical
segment has not been presented.
132
40. segmental information (cont’d)
2014
REVENUE
External revenue
Inter-segment
revenue
Total revenue
RESULTS
Segment results
Unallocated
corporate
expenses
Property
development
RM
Construction
RM
Property
investment
RM
Other
operations
RM
666,135,510
–
9,738,225
787,418
–
676,661,153
–
138,620,900
2,703,548
19,465,180
(160,789,628)
–
666,135,510
138,620,900
12,441,773
20,252,598
(160,789,628)
676,661,153
157,312,625
4,702,634
13,402,673
(323,016)
(4,706,462)
170,388,454
Eliminations Consolidated
RM
RM
(14,493,196)
Operating profit
Finance costs
Interest income
Change in
fair value of
investment
properties
Provision for
foreseeable
property
development
losses
Share of profit
of associated
companies
Income tax expense
155,895,258
(9,818,203)
7,517,581
Profit for the year
112,888,223
ASSETS
Segment assets
Investment in
associated
companies
Unallocated
corporate
assets
Consolidated
total assets
(86,920)
(13,045,513)
16,818,982
(44,392,962)
1,048,543,913
43,926,733
18,471,772
103,226,875
26,046,597
–
30,252,149
–
– 1,214,169,293
–
56,298,746
441,396,773
1,711,864,812
annual report
2014
133
2014
LIABILITIES
Segment liabilities
Unallocated
corporate liabilities
Property
development
RM
Construction
RM
Property
investment
RM
Other
operations
RM
454,477,382
16,729,625
11,343,906
70,847,248
RM
RM
–
222,098,196
Consolidated
total liabilities
OTHER INFORMATION
Capital expenditure
Non-cash expenses
Depreciation and
amortisation
Provision for
foreseeable
property
development
losses
Property, plant
and equipment
written off
Refundable deposits
written off
Allowance for
doubtful debts
Loss on change in
fair value of
investment properties
Loss on disposal
of property, plant
and equipment
134
553,398,161
775,496,357
750,334
116,957
668,146
50,892
–
1,586,329
628,592
62,147
386,719
2,660,434
–
3,737,892
13,045,513
–
–
–
–
13,045,513
–
–
–
39,342
–
39,342
–
–
–
4,546
–
4,546
–
–
188,984
–
–
188,984
–
–
86,920
–
–
86,920
–
397
–
–
–
397
2013
REVENUE
External revenue
Inter-segment
revenue
Total revenue
RESULTS
Segment results
Unallocated
corporate
expenses
Property
development
RM
Construction
RM
Property
investment
RM
Other
operations
RM
668,365,034
–
9,148,590
3,419,887
–
680,933,511
–
96,461,799
2,108,754
18,048,857
(116,619,410)
–
668,365,034
96,461,799
11,257,344
21,468,744
(116,619,410)
680,933,511
178,751,995
3,651,899
(529,754)
(321,962)
(3,654,624)
177,897,554
RM
RM
(26,320,016)
Operating profit
Finance costs
Interest income
Change in
fair value of
investment
properties
Gain on disposal
of investment
properties
Provision for
foreseeable
property
development
losses
Share of profit
of associated
companies
Income tax expense
151,577,538
(8,485,735)
8,631,912
Profit for the year
108,257,310
586,705
10,000
(4,001,782)
5,202,081
(45,263,409)
annual report
2014
135
2013
ASSETS
Segment assets
Investment in
associated
companies
Unallocated
corporate assets
Property
development
RM
Construction
RM
Property
investment
RM
Other
operations
RM
RM
RM
1,022,219,328
30,796,010
35,357,475
92,895,021
– 1,181,267,834
23,790,340
–
16,547,273
–
–
374,548,323
Consolidated
total assets
LIABILITIES
Segment liabilities
Unallocated
corporate liabilities
1,596,153,770
488,477,870
26,641,661
11,561,704
70,829,472
–
Non-cash expenses
Depreciation and
amortisation
Provision for
foreseeable property
development
losses
Property, plant
and equipment
written off
Refundable deposits
written off
Bad debts written off
Non-cash income
Gain on disposal
of property, plant
and equipment
Gain on change
in fair value of
Gain on disposal of
136
597,510,707
160,452,991
Consolidated
total liabilities
OTHER INFORMATION
Capital expenditure
40,337,613
757,963,698
606,391
10,128
423,643
531,683
–
1,571,845
2,338,493
44,245
415,210
543,936
–
3,341,884
4,001,782
–
–
–
–
4,001,782
669
509
–
43,878
–
45,056
–
–
–
–
–
–
12,900
51,395
–
–
12,900
51,395
(121,392)
–
–
–
–
(121,392)
–
(116,349)
(470,356)
–
–
(586,705)
–
(10,000)
–
–
–
(10,000)
41. financial instruments
(i) Capital risk management
The Group and the Company manage its capital to ensure that it will be able to continue as a going concern while
maximising returns to its shareholder through the optimisation of debt and equity balance. The Group’s and the
Company’s overall strategy remain unchanged from 2013.
The Group and the Company did not engage in any transaction involving financial derivative instruments during the
financial year.
The Group’s and the Company’s risk management committee review the capital structure of the Group and the
Company on a regular basis. The Group manages its capital structure and makes adjustments to it in the light of
changes in economic conditions and the risk characteristic of the underlying assets. No changes were made in the
objectives, policies or processes during the financial year ended 30 April 2014.
Gearing ratio
The gearing ratio at end of the reporting period is as follows:
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Debt
528,889,307
(333,049,918)
506,879,205
(305,049,144)
168,994,311
(29,004,507)
129,788,212
(43,701,618)
Net debt
195,839,389
201,830,061
139,989,804
86,086,594
Equity
Net debt to equity ratio
936,368,455
21%
838,190,072
24%
507,073,081
28%
478,959,786
18%
Debt is defined as long and short-term borrowings, as described in Notes 33 and 36, excluding land cost payable.
Equity includes all capital and reserves of the Group and the Company that are managed as capital.
Significant Accounting Policies
Details of the significant accounting policies and methods adopted (including the criteria for recognition, the bases
of measurement and the bases for recognition of income and expenses), for each class of financial asset, financial
liability and equity instrument are disclosed in Note 3.
annual report
2014
137
41. financial instruments (cont’d)
(i) Capital risk management (cont’d)
Categories of Financial Instruments
The Group
Financial assets
Loans and receivables
Trade receivables
Other receivables
Amount due from associated companies
Deposit, cash and bank balances
Available-for-sale
Other investments
Financial liabilities
Term loans
Bank overdrafts
Bridging loans
Dividend payable
Trade payables
Other payables
Amount due to associated company
Amount due to subsidiary companies
Land cost payable
Deposits received from tenants
Accrued expenses
Revolving credits
The Company
2014
2013
RM
RM
2014
RM
2013
RM
142,326,214
31,877,972
–
–
333,049,918
99,325,413
56,037,627
–
1,478,809
305,049,144
–
115,220
326,984,215
–
29,004,507
–
67,472
241,835,342
–
43,701,618
4,000,000
4,000,000
–
–
360,655,605
1,536,386
–
39,477,234
16,353,230
122,209,190
8,210,930
21,436,561
–
12,822,313
4,097,372
9,219,643
127,220,082
405,444,244
1,578,879
21,500
33,731,456
15,943,680
149,435,997
5,273,689
–
–
22,197,943
1,604,253
16,368,277
66,103,126
58,500,000
494,311
–
–
16,353,230
3,234
102,362
–
41,959,014
–
75,450
809,342
110,000,000
78,000,000
788,212
–
–
15,943,680
3,234
105,939
–
36,634,507
–
74,850
416,647
51,000,000
(ii) Financial Risk Management Objectives
The operations of the Group are subject to a variety of financial risk, credit risk, interest rate risk, foreign currency
risk and liquidity risk.
The Group has formulated a financial risk management framework whose principal objective is to minimise
the Group’s exposure to risks and/or costs associated with the financing, investing and operating activities of
the Group.
Financial risk management is carried out through risk reviews, internal control systems and adherence to Group
financial risk management policies. The Board regularly reviews these risks and approves the treasury policies,
which cover the management of these risks.
138
(iii) Credit Risk Management
Credit risk refers to the risk that a counter party will default on its contractual obligation resulting in financial loss
to the Group.
The Group is exposed to credit risk mainly from its customer base, including trade receivables. The Group extends
credit to its customers based upon careful evaluation of the customer’s financial condition and credit history. Trade
receivables are monitored on an ongoing basis by the Group’s credit control department.
Exposure to credit risk
At the end of the reporting period, the Group’s and the Company’s maximum exposure to credit risk is the carrying
amount of financial assets which are mainly trade and other receivables, amount due from associated companies,
deposits with licensed bank and cash and bank balances.
The Company’s maximum exposure to credit risk also includes amount due from subsidiary companies.
The carrying amount of financial assets recognised in the financial statements, which is net of impairment losses,
represents the Group’s maximum exposure to credit risk, without taking into account collateral or other credit
enhancements held.
(iv) Interest Rate Risk Management
The Group and the Company are exposed to interest rate risk through the impact of rate changes on interest-bearing
deposits, hire-purchase and lease payables and borrowings.
The Group’s and the Company’s exposure to interest rates on financial liabilities are detailed in the liquidity risk
management section of this note.
Interest rate exposure is measured using sensitivity analysis as disclosed below:
Interest rate sensitivity analysis
The sensitivity analyses below have been determined based on the exposure to interest rates for both derivatives and
non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis is prepared
assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole
year. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management
personnel and represents management’s assessment of the reasonably possible change in interest rates.
If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Group’s
profit for the year ended 30 April 2014 would decrease/increase by RM2,636,765 (2013: RM2,526,502). This is mainly
attributable to the Group’s exposure to interest rates on its variable rate borrowings.
The Group’s sensitivity to interest rates has increased during the current period mainly due to the increased in
variable rate debt instruments.
annual report
2014
139
(v) Foreign Currency Risk Management
Foreign exchange exposures in transactional currencies other than functional currencies of the operating entities
are kept to an acceptable level.
The carrying amounts of the Group’s and of the Company’s foreign currency denominated monetary assets and
monetary liabilities at the end of the reporting period are as follows:
The Group
The Company
2014
2013
RM
RM
2014
RM
2013
RM
Assets
Australian Dollar (AUD)
656,039
2,199,586
–
19,147,551
Liabilities
Australian Dollar (AUD)
22,790
5,514
4,398,714
–
Foreign currency sensitivity analysis
The Group is mainly exposed to the Australian Dollar.
The following table details the Group’s sensitivity to a 10% increase and decrease in the RM against the relevant
foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management
personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates.
The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their
translation at the period end for a 10% change in foreign currency rates. The sensitivity analysis includes external
loans as well as loans from/to foreign operations within the Group where the denomination of the loan is in a currency
other than the currency of the lender or the borrower. A positive number below indicates an increase in profit and
other equity where the RM weakens 10% against the relevant currency. For a 10% strengthening of the RM against
the relevant currency, there would be a comparable impact on the profit and other equity, and the balances below
would be negative.
The Group
Profit or loss
2014
2013
RM
RM
Impact of AUD
63,325
219,407
The Company
Profit or loss
2014
2013
RM
RM
439,871
1 ,914,755
This is mainly attributable to the exposure outstanding on AUD receivables and payables in the Group at the end of
the reporting period.
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because
the year end exposure does not reflect the exposure during the year. During the financial year, no other transaction
denominated in foreign currency was undertaken by the Group.
140
(vi) Liquidity Risk Management
Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has established an
appropriate liquidity risk management framework for the management of the Group’s short, medium and longterm funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate
reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash
flows, and by matching the maturity profiles of financial assets and liabilities.
The following tables detail the Group’s and the Company’s remaining contractual maturity for its non-derivative
financial liabilities with agreed repayment periods. The tables have been drawn up based on the undiscounted cash
flows of financial liabilities based on the earliest date on which the Group can be required to pay. The tables include
both interest and principal cash flows. To the extent that interest flows are floating rate, the undiscounted amount is
derived from interest rate curves at the end of the reporting period. The contractual maturity is based on the earliest
date on which the Group may be required to pay.
Liquidity and interest risk table
The Group
30 April 2014
Non- interest bearing
Hire-purchase
and finance
lease liability
Variable interest
rate instruments
The Company
30 April 2014
Non-interest bearing
Hire-purchase
and finance
lease liability
Variable interest
rate instruments
Financial guarantee*
Weighted
average
effective
interest rate
%
Less than
1 year
RM
1-2 years
RM
2-5 years
RM
5+ years
RM
Total
RM
–
173,016,482
10,273,141
19,673,679
–
202,963,302
4.17
420,156
420,156
728,334
–
1,568,646
5.12
239,383,922
162,469,378
145,857,438
34,694,807
582,405,545
Weighted
average
effective
interest rate
%
Less than
1 year
RM
1-2 years
RM
2-5 years
RM
5+ years
RM
Total
RM
–
17,343,618
–
–
–
17,343,619
2.5
324,000
189,000
–
–
513,000
4.75
–
187,810,509
–
27,071,525
–
6,576,538
–
–
–
221,458,572
–
annual report
2014
141
(vi) Liquidity Risk Management (cont’d)
Liquidity and interest risk table (cont’d)
The Group
30 April 2013
Non- interest bearing
Hire-purchase
and finance
lease liability
Variable interest
rate instruments
The Company
30 April 2013
Non-interest bearing
Hire-purchase
and finance
lease liability
Variable interest
rate instruments
Financial guarantee*
Weighted
average
effective
interest rate
%
Less than
1 year
RM
1-2 years
RM
2-5 years
RM
5+ years
RM
Total
RM
–
185,076,705
18,535,482
12,349,929
–
215,962,116
4.2
420,156
420,156
813,682
–
1,653,994
5.0
118,948,285
164,599,038
252,629,990
29,469,129
565,646,442
Weighted
average
effective
interest rate
%
Less than
1 year
RM
1-2 years
RM
2-5 years
RM
5+ years
RM
Total
RM
–
16,544,350
–
–
–
16,544,350
2.5
324,000
324,000
189,000
–
837,000
4.9
–
106,137,422
–
22,102,275
–
48,000,225
–
–
–
176,239,922
–
* At the end of the reporting period, it was not probable that the counterparties to financial guarantee contracts will
claim under the contracts. Consequently, the amount included above is nil.
Fair Value of Financial Instruments
The carrying amounts of financial assets and financial liabilities of the Group and of the Company approximate their
fair values due to the relatively short-term maturity period for these financial instruments except as follows:
The Group
Financial assets
Available-for-sale
Other investments
Financial liabilities
Trade payables
Land cost payable
Term loans
142
The Company
2014
2013
RM
RM
2014
RM
2013
RM
4,000,000
4,000,000
–
–
122,209,190
12,822,313
1,536,386
360,655,605
149,435,997
22,197,943
1,578,879
405,444,244
–
–
494,311
58,500,000
–
–
788,212
78,000,000
(vi) Liquidity Risk Management (cont’d)
Fair Value of Financial Instruments (cont’d)
It is not practical to estimate the fair value of unquoted investments of the Group as there is a lack of quoted market
prices and related information.
Trade payables, land cost payable, hire-purchase and lease payables and term loans
The fair value of trade payables, land cost payable, hire-purchase and lease payables, and term loans are determined
using the present value of future cash flows estimated and discounted using the current interest rates for similar
instruments at the end of the reporting period.
42. subsidiary and associated companies
Effective Equity
Interest
2014
2013
%
%
Name of company
Principal Activities
Incorporated in Malaysia
Anugerah Armada Sdn. Bhd.#
100
100
Property development and investment
Bangi Integrated Corporation Sdn. Bhd.
100
100
Property investment
Berapit Development Sdn. Bhd.#
100
100
Dormant
Dormant
BH Interiors Sdn. Bhd.
100
100
Dunia Heights Sdn. Bhd.#
100
100
Elmina Equestrian Centre
(Malaysia) Sdn. Bhd.#
100
100
Glomac Alliance Sdn. Bhd.
100
100
Glomac Consolidated Sdn. Bhd.#
100
100
#
Glomac City Sdn. Bhd.
100
100
Property investment
Glomac Damansara Sdn. Bhd.
100
100
Glomac Enterprise Sdn. Bhd.
100
100
Property development and investment holding
Glomac Group Management
Services Sdn. Bhd.#
100
100
Property development, investment holding
and project management
Glomac Jaya Sdn. Bhd.
100
100
#
Glomac Land Sdn. Bhd.
100
100
Glomac Leisure Sdn. Bhd.#
100
100
Dormant
Glomac Maju Sdn. Bhd.
100
100
Glomac Nusantara Sdn. Bhd.#
100
100
Property investment
Glomac Property Services Sdn. Bhd.#
100
100
Property management
Glomac Rawang Sdn. Bhd.
100
100
#
annual report
2014
143
42. subsidiary and associated companies (cont’d)
Effective Equity
Interest
2014
2013
%
%
Name of company
Subsidiary companies (cont’d)
Incorporated in Malaysia (cont’d)
Glomac Real Estate Sdn. Bhd.
100
100
Dormant
Glomac Realty Sdn. Bhd.#
100
100
Investment holding
Glomac Regal Sdn. Bhd.
100
100
Property investment
Glomac Resources Sdn. Bhd.
100
100
Glomac Restaurants Sdn. Bhd.*
100
100
Investment holding
Glomac Segar Sdn. Bhd.#
100
100
Glomac Sutera Sdn. Bhd.
100
100
Glomac Vantage Sdn. Bhd.
100
100
Kelana Centre Point Sdn. Bhd.*#
100
100
Property investment and management
Kelana Seafood Centre Sdn. Bhd.*
100
100
Dormant
Magic Season Sdn. Bhd.#
100
100
Dormant
100
100
Dormant
100
100
Dormant
#
#
OUG Square Sdn. Bhd.#
Prisma Legacy Sdn. Bhd.*
100
100
Dormant
Prima Sixteen Sdn. Bhd.*
100
100
Dormant
Regency Land Sdn. Bhd.
100
100
Sungai Buloh Country Resort Sdn. Bhd.#
100
100
Dormant
#
Glomac Thailand Sdn. Bhd.
100
100
Dormant
Glomac Power Sdn. Bhd.#
85.7
85.7
Investment holding
70
70
Glomac Excel Sdn. Bhd.
60
60
Dormant
Glomac Utama Sdn. Bhd.
60
60
Investment holding
#
FDA Sdn. Bhd.
#
Prominent Excel Sdn. Bhd.
60
60
Car park operators and manager
Glomac Al Batha Sdn. Bhd.
51
51
Property development and investment holding
Glomac Al Batha Mutiara Sdn. Bhd.*
51
51
51
51
Building contractor
Glomac Kristal Sdn. Bhd.
100
100
FDM Development Sdn. Bhd.#
100
100
#
#
Berapit Properties Sdn. Bhd.
144
100
100
Kelana Property Services Sdn. Bhd.#
100
100
Property management
Berapit Pertiwi Sdn. Bhd.#
100
100
Property investment
#
42. subsidiary and associated companies (cont’d)
Effective Equity
Interest
2014
2013
%
%
Name of company
Subsidiary companies (cont’d)
Incorporated in Malaysia (cont’d)
Kelana Kualiti Sdn. Bhd.#
100
100
Glomac Cekap Sdn. Bhd.#
100
100
Dormant
100
100
100
100
Dormant
100
100
Investment holding
Irama Teguh Sdn. Bhd.
(held through PPC Glomac Sdn. Bhd.)#
30
30
Investment holding
PPC Glomac Sdn. Bhd
(held through Glomac Power Sdn. Bhd.)#
30
30
Turnkey contractor
VIP Glomac Pty. Ltd.
(held through Glomac Australia
Pty Ltd)#
45.45
45.45
Trustee management
(held through Glomac Australia
Pty Ltd)#
45.85
45.85
Real estate investment
Magical Sterling Sdn. Bhd.
#
Crest Dollars Sdn. Bhd.#
Incorporated in Australia
Glomac Australia Pty Ltd.#
Incorporated in Malaysia
Incorporated in Australia
*
#
Interest held through subsidiary companies.
The financial statements of these companies are examined by auditors other than the auditors of the Company.
43. material litigation
There is no material litigation which will adversely affect the position or business of the Group.
annual report
2014
145
44. significant events
(i)
On 14 March 2014, a wholly owned subsidiary Elmina Equestrian Centre (Malaysia) Sdn. Bhd. (“EEC”) entered into
a Sale and Purchase Agreement with Pertubuhan Peladang Kawasan Kuala Selangor for the acquisition of 62.58
acres of leasehold land at Mukim Ijuk, Daerah Kuala Selangor, Negeri Selangor for a total purchase consideration
of RM23.0 million. EEC has paid the 10% deposit and the Sale and Purchase Agreement is subject to conditions
precedent to be fulfilled by all parties.
(ii) On 21 March 2014, Glomac Berhad entered into a Sale and Purchase of Shares Agreement (“SSA”) for the acquisition
of the entire issued and paid-up capital of Precious Quest Sdn Bhd for a total purchase consideration of RM22,768,900.
Glomac Berhad has paid the 10% deposit and the SSA is subject to conditions precedent to be fulfilled by all parties.
The proposed acquisition is expected to be completed during the financial year ending 30 April 2015.
(iii) On 3 October 2013, a 45.85% owned associated company, VIP Glomac Unit Trust concluded a Contract of Sale of
Real Estate for disposal of an investment property in Melbourne, Australia for a total consideration of AUD43.8
million resulting in gain on disposal of investment property of AUD11,298,437. This has resulted in a share of profit
in associated company of AUD5,180,333 or equivalent to RM15,368,062
(iv) On 24 March 2014, a wholly-owned subsidiary Anugerah Armada Sdn. Bhd. (“AASB”) entered into a Sale and Purchase
Agreement for the acquisition of 3,147 square meters of leasehold land at Lot 13720, Pekan Kayu Ara, Daerah
Petaling, Negeri Selangor for a total purchase consideration of RM7,723,272. AASB has paid the 10% deposit and the
Sale and Purchase Agreement is subject to conditions precedent to be fulfilled by all parties.
45. subsequent events
On 26 September 2013, Maybank Investment Bank Berhad (“MIBB”) had, on behalf of the Board announced that the
Company intended to establish and implement an employees’ share scheme (“ESS”) of up to eight percent (8%) of the
issued and paid-up share capital (excluding treasury shares) of the Company at any point in time for the option(s) to
subscribe for and/or award of ordinary shares of RM0.50 each in Glomac Berhad (“Glomac”) to the eligible employees
and Executive Directors of Glomac and its subsidiary companies, excluding subsidiary companies which are dormant,
who fulfill the criteria for eligibility, which will be stipulated in the by-laws governing the Proposed ESS.
On 30 September 2013, the listing application to Bursa Malaysia Securities Berhad pursuant to the Proposed ESS was
submitted. On 8 October 2013, Bursa Malaysia Securities Berhad resolved to approve the listing of such number of the
Company new shares, representing up to four percent (4%) of the issued and paid-up ordinary share capital of Glomac
(excluding treasury shares), to be issued pursuant to the exercise of ESS Options under the Proposed ESS. The proposed
ESS was approved by the shareholders at the Company’s EGM held on 24 October 2013.
On 2 May 2014, the Company granted 5,523,552 units of share options and 6,812,076 units of share grants to eligible
executive directors, eligible employees of the Company and/or its eligible subsidiary companies.
146
supplementary information
– disclosure on realised and unrealised profits
On 25 March 2010, Bursa Malaysia Securities Berhad (“Bursa Malaysia”) issued a directive to all listed issuers pursuant to
Paragraph 2.06 and 2.23 of the Bursa Securities Main Market Listing Requirements. The directive requires all listed issuers to
disclose the breakdown of the retained earnings or accumulated losses as of the end of the reporting period, into realised and
unrealised profits or losses.
On 20 December 2010, Bursa Malaysia further issued guidance on the disclosure and the prescribed format of disclosure.
The breakdown of the retained earnings of the Group and of the Company as of 30 April 2014 into realised and unrealised
profits or losses, pursuant to the directive, is as follows:
The Group
The Company
2014
2013
RM’000
RM’000
2014
RM’000
2013
RM’000
499,918
21,240
437,375
15,753
86,109
2,988
79,929
2,567
37,424
21,462
–
–
Less: Consolidation adjustments
558,582
(88,834)
474,590
(77,790)
89,097
–
82,496
–
Total retained earnings as per statements
of financial position
469,748
396,800
89,097
82,496
Total retained earnings of the Group and the Company
Realised
Unrealised
Total share of retained profits from associated companies
Realised
The determination of realised and unrealised profits or losses is based on Guidance of Special Matter No. 1 “Determination of
Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Securities Listing Requirements” as
issued by the Malaysian Institute of Accountants on 20 December 2010. A charge or credit to the profit or loss of a legal entity
is deemed realised when it is resulting from the consumption of resource of all types and form, regardless of whether it is
consumed in the ordinary course of business or otherwise. A resource may be consumed through sale or use. Where a credit
or a charge to the profit or loss upon initial recognition or subsequent measurement of an asset or a liability is not attributed
to consumption of resource, such credit or charge should not be deemed as realised until the consumption of resource could
be demonstrated.
This supplementary information has been made solely for complying with the disclosure requirements as stipulated in the
directive of Bursa Malaysia Securities Berhad and is not made for any other purposes.
annual report
2014
147
statement by directors
The directors of GLOMAC BERHAD state that, in their opinion, the accompanying financial statements are drawn up in
accordance with Financial Reporting Standards and the provisions of the Companies Act, 1965 in Malaysia so as to give a true
and fair view of the financial position of the Group and of the Company as of 30 April 2014 and of the financial performance and
the cash flows of the Group and of the Company for the year ended on that date.
The supplementary information set out on page 147, which is not part of the financial statements, is prepared in all material
respects, in accordance with Guidance on Special Matter No. 1 “Determination of Realised and Unrealised Profits or Losses
in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements” as issued by the Malaysian
Institute of Accountants and the directive of Bursa Malaysia Securities Berhad.
Signed in accordance with a resolution of the Directors,
________________________________________________________________
TAN SRI DATO’ MOHAMED MANSOR BIN FATEH DIN
________________________________________________________________
DATUK SERI FATEH ISKANDAR BIN TAN SRI DATO’ MOHAMED MANSOR
Kuala Lumpur
22 August 2014
148
declaration by the officer primarily responsible
for the financial management of the company
I, ONG SHAW CHING the Officer primarily responsible for the financial management of GLOMAC BERHAD, do solemnly and
sincerely declare that the accompanying financial statements are, in my opinion, 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.
________________________________________________________________
ONG SHAW CHING
Subscribed and solemnly declared by the abovenamed
ONG SHAW CHING at KUALA LUMPUR this
22nd day of August, 2014.
Before me,
COMMISSIONER FOR OATHS
MOHAN A.S. MANIAM (No. W 521)
No. 50, Jalan Hang Lekiu,
50100 Kuala Lumpur.
annual report
2014
149
list of properties and development properties
as at 30 April 2014
a.
list of properties
Location
b.
Description
of Asset/
Existing Use
Tenure
Age of
Buildings
(Years)
Size
(Sq. Ft.)
Net Book
Value as at
30 April 2014
(RM’000)
Date of
Acquisition
Menara Glomac
GM 2003, Lot 73
Tempat Pekan Sg Pencala
Mukim Kuala Lumpur
(Glomac Damansara)
Office
Building/
Tenanted
Freehold
2
98,619
75,000
1 January 2012
C-01 – C-06
Jalan SS7/13A
Plaza Kelana Jaya
47301 Kelana Jaya
Petaling Jaya
(Plaza Kelana Jaya
Phase II)
Office
Building/
Tenanted
Freehold
7
28,012
13,446
3 August 2006
Geran 40006
Lot 58 & Geran 33299
Lot 122, Section 63
in the Town and
District of Kuala Lumpur
(GRSB – Suria Stonor)
Luxurious
Condominium
Freehold
6
30,314
16,051
26 August 2008
Geran 40006
Lot 58 & Geran 33299
Lot 122, Section 63
in the Town and
District of Kuala Lumpur
(BPSB – Suria Stonor)
Luxurious
Condominium
Freehold
6
56,200
36,277
22 October 2010
list of development properties
Location
Description of Asset/
Existing Use
Tenure
Size
(Acre)
Net Book
Value as at
30 April 2014
(RM’000)
Freehold
3.0
166,139
Date of
Acquisition
18 December 2006
Wilayah Persekutuan
GM 2003, Lot 73
Tempat Pekan Sg Pencala
Mukim Kuala Lumpur
(Glomac Damansara)
150
Land approved for
mixed development/
Vacant
Location
Existing Use
Tenure
Size
(Acre)
Net Book
Value as at
30 April 2014
(RM’000)
Date of
Acquisition
Selangor
Geran 44783 Lot 3443 &
Geran 47896 of PT 9889
to PT 9904 Lot 4382
Mukim Ulu Langat
Daerah Ulu Langat
(Suria Residen)
Land approved for
development/Vacant
Freehold
43.0
39,453
5 March 2004
HS(D) 266265, PT 47868
Mukim of Sungai Buloh
Daerah Petaling
(Mutiara Damansara)
Land approved for
commercial development/
Development in progress
Freehold
0.2
6,554
1 July 2008
HS(D) 135936 Lot PT 1
Pekan Kayu Ara
Daerah Petaling
Negeri Selangor
(Glomac Centro)
Land approved for
99 years
leasehold,
expiring
05.04.2099
1.7
33,497
13 November 2009
HS(D) 135937 Lot PT 2
Pekan Kayu Ara
Daerah Petaling
Negeri Selangor
Land approved for
Vacant
99 years
leasehold,
expiring
05.04.2099
3.1
14,689
13 November 2009
HS (D) 1127
Lot P.T. 837
Mukim of Ijok
District of Kuala Selangor
(Saujana Utama III)
Land approved for
mixed residential and
99 years
leasehold,
expiring
17.04.2089
16.9
9,302
18 August 2003
HS (D) 2025 – 2030
Lot P.T. 1887 – 1892
Mukim of Ijok
Land approved for
residential development/
Vacant
99 years
leasehold,
expiring
22.06.2094
16.5
3,631
3 July 1995
Hakmilik 17412 & 17413
Lot 3799 & 3800
Mukim of Ijok
(Bukit Saujana)
Land approved for
Vacant
99 years
leasehold,
expiring
24.03.2095
4.5
1,371
5 October 2009
HS (D) 2452
Lot P.T. 1685
Mukim of Ijok
Land approved for
Vacant
99 years
leasehold,
expiring
18.02.2093
10.0
2,106
27 July 1995
HS (D) 5472 & 5473
Lot P.T. 9147 & 9148
Mukim of Ijok
(Saujana Utama IV)
Land held for mixed
residential and commercial
99 years
leasehold,
expiring
30.07.2100
199.7
69,778
17 Feb 2012
annual report
2014
151
list of properties and development properties (cont’d)
as at 30 april 2014
Location
Existing Use
Tenure
Size
(Acre)
Net Book
Value as at
30 April 2014
(RM’000)
Date of
Acquisition
HS (D) 4766 & 4767
Lot 6983 & 6984
Mukim Dengkil
Daerah Sepang
(Saujana KLIA)
Land held for mixed
residential and commercial
99 years
leasehold,
expiring
30.12.2058
230.1
98,730
5 November 2012/
1 June 2012
HS(D) 112510
PT2063
Mukim Petaling
(Puchong)
Land aprroved for mixed
development/vacant
99 years
leasehold,
expiring
15.06.2088
159.2
144,553
21 January 2011
P121A located at parent
Lot No 43988
Geran 170283
Mukim of Dengkil
District of Sepang
(Cyberjaya 2)
Land approved for
commercial building/
Vacant
Freehold
4.1
34,422
30 August 2010
Geran 90687 Lot 36468
Geran 90688 Lot 36470 &
Geran 102858 Lot 36469
Seksyen 40
Bandar Petaling Jaya
Daerah Petaling
Negeri Selangor
(Plaza Kelana Jaya
Phase IV)
Land approved for
commercial building/
Vacant
Freehold
3.2
24,862
1 April 2008
Lot P128A
(Part of Lot 43987)
Mukim of Dengkil
Daerah Sepang
(Cyberjaya)
Land approved for
Vacant
Freehold
1.4
5,863
18 January 2008
Land approved for
mixed housing development/
Freehold
84.3
32,365
25 September 1995
99 years
leasehold,
expiring
17.11.2095
10.0
14,080
18 October 1995
Johore
Lot 2265 & 888
Geran No. 18689 & 20146
Mukim of Kota Tinggi
District of Kota Tinggi
(Sri Saujana)
Malacca
Lot No. 1183
Town of Kawasan Bandar VI
District of Melaka Tengah
Melaka
(Taman Kota Laksamana)
152
Land approved for
mixed residential and
Vacant
analysis of shareholdings
as at 29 August 2014
Authorised Capital
: RM500,000,000.00
Issued Capital
: 727,821,313
Paid-up Capital
: RM363,910,656.50
Type of Shares
: Ordinary Shares of RM0.50 each
No. of Shareholders
: 6,661
Voting Rights
: One vote per ordinary share
a. distribution of shareholdings
No. of
Holders
% of holders
Total
Holdings
% of issued
capital
81
1.22
2,308
0.0003
444
6.67
300,042
0.0413
1,001 to 10,000
4,587
68.86
21,024,352
2.8887
10,001 to 100,000
1,315
19.74
39,963,607
5.4908
230
3.45
316,861,538
43.5356
4
0.06
349,669,466
48.0433
6,661
100.00
727,821,313
100.00
No. of Shares
%
144,536,198
19.86
Size of Holdings
Less than 100
100 – 1,000
100,001 to less than 5% of issued shares
5% and above of issued shares
Total
b. list of thirty (30) largest shareholders
Name of Shareholders
1
Mohamed Mansor bin Fateh Din
2
Cimsec Nominees (Tempatan) Sdn Bhd
CIMB Bank for Fateh Iskandar bin Mohamed Mansor
90,331,088
12.41
3
Lembaga Tabung Haji
72,782,100
10.00
4
CIMB Bank for Fong Loong Tuck
42,020,080
5.77
5
Fong Loong Tuck
25,238,416
3.47
6
CIMB for Fateh Iskandar bin Mohamed Mansor
23,447,512
3.22
7
RHB Capital Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Fong Loong Tuck
20,000,000
2.75
8
Alliancegroup Nominees (Tempatan) Sdn Bhd
17,800,000
2.44
9
Amanahraya Trustees Berhad
Public Smallcap Fund
16,418,100
2.26
10
Citigroup Nominees (Tempatan) Sdn Bhd
10,126,000
1.39
annual report
2014
153
analysis of shareholdings (cont’d)
as at 29 August 2014
b. list of thirty (30) largest shareholders (cont’d)
Name of Shareholders
%
11
Malaysia Nominees (Tempatan) Sendirian Berhad
Great Eastern Life Assurance (Malaysia) Berhad
9,551,000
1.31
12
Employees Provident Fund Board
9,399,000
1.29
13
HSBC Nominees (Tempatan) Sdn Bhd
HSBC (M) Trustee Bhd for MAAKL Al-Fauzan
8,779,700
1.21
14
Citigroup Nominees (Asing) Sdn Bhd
CBNY for Dimensional Emerging Markets Value Fund
7,416,300
1.02
15
5,844,800
0.80
16
HSBC (M) Trustee Bhd for MAAKL Al-Faid
5,581,500
0.77
17
HSBC (M) Trustee Bhd for MAAKL Dividend Fund
5,516,900
0.76
18
5,000,000
0.69
19
Bank Negara Malaysia National Trust Fund
4,791,900
0.66
20
Public Islamic Opportunities Fund
4,396,000
0.60
21
RHB Capital Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Oon Poh Choo
4,000,000
0.55
22
RHB Nominees (Tempatan) Sdn Bhd
DMG & Partners Securities Pte Ltd for Lee Chee Seng
3,792,000
0.52
23
Maybank Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for Lim Gim Leong
3,453,000
0.47
24
CBNY for Emerging Market Core Equity Portfolio
3,338,700
0.46
25
KAF Trustee Berhad
KAF Fund Management Sdn Bhd For Abu Talib Bin Othman
3,220,000
0.44
26
Fara Inez binti Mohamed Mansor
3,200,000
0.44
27
Fara Eliza binti Mohamed Mansor
3,200,000
0.44
28
Carrie Fong Kah Wai
3,000,000
0.41
29
Public Strategic Smallcap Fund
2,974,600
0.41
30
CBNY for DFA Emerging Markets Small Cap Series
2,945,400
0.40
562,100,294
77.22
Total
154
No. of
Shares
c. substantial shareholders
Name of Substantial Shareholders
No. of Shares Held
Direct
Indirect
%
1.
144,536,198
–
19.86
2.
116,392,096*
–
16.00
3.
113,778,600*
–
15.63
4.
Lembaga Tabung Haji
75,142,200
–
10.32
*
Include shares held by Nominee Companies.
d. directors’ shareholdings
Name of Directors
No. of Shares Held
Direct
Indirect
%
1.
144,536,198
–
19.86
2.
116,392,096*
–
16.00
3.
113,778,600*
–
15.63
4.
–
0.003
5.
1,830,000*
–
0.25
6.
Chong Kok Keong
913,000
–
0.13
*
20,800
Include shares held by Nominee Companies.
annual report
2014
155
notice of 30th annual general meeting
NOTICE IS HEREBY GIVEN THAT the 30th Annual General Meeting of Glomac Berhad (“Glomac” or “Company”) will be held
at Dewan Perdana, Bukit Kiara Equestrian & Country Resort, Jalan Bukit Kiara, Off Jalan Damansara, 60000 Kuala Lumpur
on Friday, 17 October 2014 at 9.30 a.m. for the following purposes:
agenda
AS ORDINARY BUSINESS
1.
To receive the Audited Financial Statements for the financial year ended 30 April 2014 together with
the Reports of the Directors and Auditors thereon.
(Please refer
to Note A)
2.
To approve a Final Single Tier Dividend of 2.65sen per ordinary share of RM0.50 each for the financial
Resolution 1
3.
To approve the Directors’ fees for the financial year ended 30 April 2014.
Resolution 2
4.
To re-elect the following Directors, who retire in accordance with Article 84 of the Company’s Articles
of Association and, being eligible, have offered themselves for re-election:
(i) Datuk Fong Loong Tuck
(ii) Datuk Ali bin Tan Sri Abdul Kadir
Resolution 3
Resolution 4
5.
To re-appoint Messrs Deloitte (formerly known as Deloitte KassimChan) (AF 0080) as the Auditors of
the Company and to authorise the Directors to fix their remuneration.
Resolution 5
AS SPECIAL BUSINESS
6.
To consider and if thought fit, to pass the following ordinary resolution pursuant to Section 129(6) of
the Companies Act, 1965:
“THAT Tan Sri Dato’ Mohamed Mansor bin Fateh Din who is over the age of seventy (70) years and
retiring in accordance with Section 129(2) of the Companies Act, 1965, be and is hereby re-appointed
as a Director of the Company and to hold office until the conclusion of the next Annual General
Meeting.”
Resolution 6
To consider and if thought fit, to pass the following ordinary resolutions of the Company:
7.
CONTINUING IN OFFICE AS INDEPENDENT NON-EXECUTIVE DIRECTORS OF
THE COMPANY
(i)
8.
“THAT Dato’ Ikhwan Salim Bin Dato’ Hj Sujak (appointed on 9 February 2000), who has served as
an Independent Non-Executive Director for more than nine (9) years, shall continue to act as an
Independent Non-Executive Director of the Company.”
Resolution 7
(ii) “THAT Mr Chong Kok Keong (appointed on 21 September 2000), who has served as an Independent
Non-Executive Director for more than nine (9) years, shall continue to act as an Independent
Non-Executive Director of the Company.”
Resolution 8
AUTHORITY TO ISSUE SHARES PURSUANT TO SECTION 132D OF THE COMPANIES ACT, 1965
“THAT, subject always to the Companies Act, 1965, (“Act”), the provisions of the Memorandum and
Articles of Association of the Company and other relevant regulatory authorities, the Directors of the
Company (“Board”) be and are hereby empowered, pursuant to Section 132D of the Act, to allot and
issue shares in the Company at any time and upon such terms and conditions and for such purposes as
the Board may in their discretion deem fit and expedient in the interest of the Company, provided that
the aggregate number of shares issued pursuant to this resolution does not exceed 10% of the issued
share capital of the Company for the time being AND THAT the Board be and is also empowered to
obtain the approval for the listing and quotation of the additional shares so issued on Bursa Malaysia
Securities Berhad (“Bursa Securities”) AND FURTHER THAT such authority shall continue to be in
force until the conclusion of the next Annual General Meeting (“AGM”) of the Company.”
156
Resolution 9
9.
PROPOSED RENEWAL OF AUTHORITY FOR SHARE BUY-BACK
“THAT, subject to the Act, provisions of the Memorandum and Articles of Association of the Company, Resolution 10
the Main Market Listing Requirements of Bursa Securities (“Main Market LR”) and other relevant
regulatory authorities, the Company be and is hereby authorised to exercise a buy-back of its ordinary
shares as determined by the Board from time to time through Bursa Securities upon such terms
and conditions as the Board in their discretion deem fit and expedient in the interest of the Company
(“Proposed Share Buy-Back”) provided that:
(i)
the maximum number of ordinary shares which may be purchased or held by the Company
shall be equivalent to 10% of the issued and paid-up share capital of the Company at the point of
purchase;
(ii) the maximum amount of funds to be allocated by the Company for the purpose of purchasing its
shares shall not exceed the retained profits and/or share premium account of the Company at the
time of the purchase(s);
(iii) the authority conferred by this resolution will commence immediately upon passing of this ordinary
resolution and will continue to be in force until:
(a) the conclusion of the next AGM of the Company at which time it will lapse, unless the authority
is renewed by a resolution passed at a general meeting, either unconditionally or subject to
conditions; or
(b) the expiration of the period within which the next AGM after that date is required by law to be
held; or
(c) revoked or varied by ordinary resolution passed by the shareholders in general meeting,
whichever occurs first, but not so as to prejudice the completion of purchase(s) by the Company
before the aforesaid expiry date and, in any event, in accordance with the provisions of the Main
Market LR and any prevailing laws, rules, regulations, orders, guidelines and requirements
issued by any relevant authorities; and
(iv) upon completion of the purchase(s) of the its shares by the Company, the Board be and is hereby
authorised to:
(a) cancel the shares so purchased; or
(b) retain the shares so purchased as treasury shares, either to be distributed as dividends to the
shareholders and/or resold on the market of Bursa Securities;
(c) retain part of the shares so purchased as treasury shares and cancel the remainder; or
(d) deal in any other manner as prescribed by the Act, rules, regulations and orders made
pursuant to the Act and the Main Market LR and any other relevant authority for the time being
in force
AND THAT the Board be and is hereby authorised to take do all such acts, deeds and things as they
may consider expedient or necessary in the best interest of the Company to give full effect to the
Proposed Share Buy-Back with full powers to assent to any condition, modification, variations and/or
amendment as may be imposed by the relevant authorities and to do all such steps, acts and things as
the Board may deem fit and expedient in the best interest of the Company.”
annual report
2014
157
notice of 30th annual general meeting (cont’d)
10. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR RECURRENT RELATED PARTY
TRANSACTIONS
“THAT, the mandate granted by the shareholders of the Company on 24 October 2013, authorising the Resolution 11
Company and its subsidiaries and associated companies to enter into the categories of recurrent related
party transactions of a revenue or trading nature (“Proposed Shareholders’ Mandate”), the details of
which are set out in Section 3.0 of the Company’s Circular to Shareholders dated 24 September 2014
which are necessary for its day-to-day operations, be and is hereby renewed provided that:
(i)
the transactions are in the ordinary course of business and are on normal commercial terms
which are not more favourable to the related parties than those generally available to the public
and are not to the detriment of the minority shareholders of the Company; and
(ii) disclosure is made in the Annual Report of the aggregate value of transactions conducted pursuant
to the shareholders’ mandate based on the type of transactions, names of the related parties and
their relationship.
AND THAT, such approval shall continue to be in force until:
(i)
the conclusion of the next AGM of the Company at which time it will lapse, unless the authority is
renewed by a resolution passed at the meeting;
(ii) the expiration of the period within which the next AGM of the Company is required to be held
pursuant to Section 143(1) of the Act (but shall not extend to such extension as may be allowed
pursuant to Section 143(2) of the Act); or
(iii) revoked or varied by resolution passed by shareholders in general meeting,
whichever is the earlier.
AND FURTHER THAT the Board be and is hereby authorised to complete and do all such acts and
things as they may consider expedient or necessary in the best interest of the Company to give full
effect to the transactions described by this Ordinary Resolution.”
11. To transact any other business of the Company of which due notice has been received.
NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT
NOTICE IS ALSO HEREBY GIVEN THAT a Final Single Tier Dividend of 2.65sen per ordinary share of RM0.50 each in respect
of the financial year ended 30 April 2014, if approved at the forthcoming 30th Annual General Meeting, will be paid on
24 November 2014 to depositors whose names appear in the Record of Depositors on 31 October 2014.
A depositor shall qualify for entitlement only in respect of:
(a) shares transferred to the depositor’s securities account before 4.00 pm on 31 October 2014 in respect of transfers; and
(b) shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia
Securities Berhad.
By Order of the Board
Mr Ong Shaw Ching (MIA 7819)
Ms Siew Suet Wei (MAICSA 7011254)
Company Secretaries
Kuala Lumpur
24 September 2014
158
Note A:
This Agenda item is meant for discussion only as under the provisions of Section 169(1) of the Companies Act, 1965 and
Company’s Articles of Association, the audited financial statements do not require the formal approval of the shareholders. As
such, this matter will not be put forward for voting.
Proxy
1.
A member entitled to attend and vote at the Meeting is entitled to appoint a proxy or proxies to attend and vote in his stead.
The proxy need not be a Member of the Company and Section 149(1)(b) of the Companies Act, 1965 shall not apply.
2.
A member shall be entitled to appoint more than one proxy (subject always to a maximum of two (2) proxies at each
meeting) to attend and vote at the same meeting.
3.
Where a member appoints more than one (1) proxy (subject always to a maximum of two (2) proxies at each meeting) the
appointment shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy.
4.
Where a member is an authorised nominee as defined under the Securities Industry (Central Depositories) Act, 1991 it
may appoint at least one proxy in respect of each Securities Account it holds with ordinary shares of the Company standing
to the credit of the said Securities Account.
5.
The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly appointed or if
such appointor is a corporation, either under its Common Seal or under the hand of an officer or attorney duly appointed
under a power of attorney.
6.
The instrument appointing a proxy must be deposited at the Company’s Registered Office at Level 15, Menara Glomac,
Glomac Damansara, Jalan Damansara, 60000 Kuala Lumpur not less than forty-eight (48) hours before the time appointed
for holding the Meeting or any adjournment thereof.
Explanatory Notes to Special Business
1.
Resolution 6
Tan Sri Dato’ Mohamed Mansor bin Fateh Din, who has attained the age of 74 years, has offered himself for re-election as
a Director of the Company and to hold office until the conclusion of the next annual general meeting. The re-appointment,
shall take effect if the proposed Resolution 6 is passed by a majority of not less than three-fourths of such members as
being entitled to vote in person or, where proxies are allowed, by proxy at this 30th AGM of which not less than 21 days’
notice has been given.
2.
Resolutions 7 and 8
Resolutions 7 & 8 are proposed to enable Dato’ Ikhwan Salim Bin Dato’ Hj Sujak and Mr Chong Kok Keong to continue
serving as Independent Directors of the Company to fulfill the requirements of Paragraph 3.04 of the Main Market Listing
Requirements of Bursa Malaysia Securities Berhad and in line with Recommendation 3.3 of the Malaysian Code on
Corporate Governance 2012.
The Nomination Committee and the Board have assessed the independence of all its Independent Directors and is satisfied
that the incumbents have complied with the independence criteria stated under the definition of Independent Director as
defined in the Listing Requirements of Bursa Malaysia Securities Berhad and they are able to provide proper checks and
balances thus bringing an element of objectivity to the Board of Directors.
annual report
2014
159
notice of 30th annual general meeting (cont’d)
3.
Resolution 9
The proposed Resolution 9, if passed, will empower the Directors of the Company, to allot and issue shares in the Company
up to and not exceeding in total 10% of the issued and paid-up share capital of the Company for the time being for such
purposes as they consider would be in the best interests of the Company. This authority will expire at the next Annual
General Meeting of the Company, unless revoked or varied at a general meeting.
This mandate is a renewal to the general mandate which was approved by the shareholders at the 29th AGM held on
24 October 2013. As at the date of this notice, no new shares were issued pursuant to the general mandate which was
approved by the shareholders at the 29th AGM.
The renewed mandate will also enable the Board to take advantage of any strategic opportunity which involve the issue/
placing of shares for investments, acquisitions or to raise fund for investments and/or working capital.
4.
Resolution 10
The proposed Resolution 10, if passed, will empower the Board to exercise a buy-back of its ordinary shares up to 10% of
the issued and paid-up share capital of the Company by utilizing the funds allocated which shall not exceed the retained
profits and/or share premium account of the Company. This authority will, unless revoked or varied at a general meeting,
expire at the conclusion of the next AGM of the Company. The details of the proposal are set out in Section 2.0 of the
Circular to Shareholders dated 30 September 2014 which is dispatched together with the Company’s abridged version of
the 2014 Annual Report.
5.
Resolution 11
The proposed Resolution 11, if passed, will enable the Company and/or its subsidiaries to enter into recurrent related
party transactions or a revenue or trading in nature with related parties which are necessary for the Group’s day-to-day
operations and are in the ordinary course of business and are on normal commercial terms which are not more favourable
to the related parties than those generally available to the public and are not to the detriment of the minority shareholders
of the Company. The details of the proposal are set out in Section 3.0 of the Circular to Shareholders dated 30 September
2014 which is dispatched together with the Company’s abridged version of the 2014 Annual Report.
Members Entitled to Attend
For the purpose of determining a member who shall be entitled to attend this 30th AGM, the Company shall be requesting
Bursa Malaysia Depository Sdn Bhd in accordance with the provisions under Article 42 of the Company’s Articles of Association
and Section 34(1) of the Securities Industry (Central Depositories) Act 1991 to issue a General Meeting Record of Depositors
(“ROD”) as at 10 October 2014. Only a depositor whose name appears on the ROD as at 10 October 2014 shall be entitled to
attend the said Meeting or appoint proxies to attend and vote on his/her behalf.
STATEMENT ACCOMPANYING NOTICE OF 30TH ANNUAL GENERAL MEETING
Pursuant to Paragraph 8.27(2) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, there is no
person seeking election as Director of the Company at this 30th AGM.
160
form of proxy
No. of shares
CDS Account No.
I/We ____________________________________________________________ of __________________________________________
________________________________________________________________ being a member of GLOMAC BERHAD (“the
Company”)
hereby appoint (1) ________________________________________________ (NRIC No.: ___________________________________)
of __________________________________________________________________________________________________________
(*) and/or failing him/her, (2) _______________________________________ (NRIC No.: ___________________________________)
of __________________________________________________________________________________________________________
or THE CHAIRMAN OF THE MEETING, as my/our proxy, to vote for me/us on my/our behalf at the 30th Annual General meeting of
the Company to be held at Dewan Perdana, Bukit Kiara Equestrian & Country Resort, Jalan Bukit Kiara, Off Jalan Damansara, 60000
Kuala Lumpur on Friday, 17 October 2014 at 9.30 a.m. or at any adjournment thereof.
The proportion of *my/our proxies are as follows (this paragraph should be completed only when two proxies are appointed):
First Proxy (1)
%
Second Proxy (2)
%
*My/Our Proxy is to vote as indicated below:
FOR
Resolution 1
Resolution 2
Resolution 3
Resolution 4
Resolution 5
Resolution 6
Resolution 7
Resolution 8
Resolution 9
Resolution 10
Resolution 11
AGAINST
To approve the Final Single Tier Dividend of 2.65 sen per share
To approve the payment of Directors’ fees
To re-appoint Tan Sri Dato’ Mohamed Mansor bin Fateh Din who retires pursuant to
Section 129(6) of the Companies Act, 1965
To re-elect Datuk Fong Loong Tuck who retires in accordance with Article 84 of the
Company’s Articles of Association
To re-elect Datuk Ali bin Tan Sri Abdul Kadir who retires in accordance with Article 84 of
the Company’s Articles of Association
To re-appoint Messrs Deloitte (formerly known as Deloitte KassimChan) as Auditors and
to authorise the Board to fix their remuneration
To retain Dato’ Ikhwan Salim Bin Dato’ Hj Sujak as Independent Non-Executive Director
To retain Mr Chong Kok Keong as Independent Non-Executive Director
Proposed authority to allot shares pursuant to Section 132D of the Companies Act, 1965
Proposed renewal of authority for share buy-back
Proposed renewal of shareholders’ mandate for recurrent related party transaction
Please indicate with an ‘X’ in the appropriate box against each resolution on how you wish your votes to be casted. If no instruction is
given, the Proxy will vote or abstain from voting at his/her discretion.
Signed (and sealed) this _________ day of __________________2014
Signature/Seal ______________________________
Notes:
1. A member entitled to attend and vote at the Meeting is entitled to appoint a proxy or proxies to attend and vote in his stead. The
proxy need not be a Member of the Company and Section 149(1)(b) of the Companies Act, 1965 shall not apply.
2. A member shall be entitled to appoint more than one proxy (subject always to a maximum of two (2) proxies at each meeting) to
attend and vote at the same meeting.
3. Where a member appoints more than one (1) proxy (subject always to a maximum of two (2) proxies at each meeting) the appointment
shall be invalid unless he specifies the proportions of his holdings to be represented by each proxy.
4. Where a member is an authorised nominee as defined under the Securities Industry (Central Depositories) Act, 1991 it may appoint
at least one proxy in respect of each Securities Account it holds with ordinary shares of the Company standing to the credit of the
said Securities Account.
5. The instrument appointing a proxy shall be in writing under the hand of the appointor or his attorney duly appointed or if such
appointor is a corporation, either under its Common Seal or under the hand of an officer or attorney duly appointed under a power
of attorney.
6. The instrument appointing a proxy must be deposited at the Company’s Registered Office at Level 15, Menara Glomac, Glomac
Damansara, Jalan Damansara, 60000 Kuala Lumpur not less than forty-eight (48) hours before the time appointed for holding the
Meeting or any adjournment thereof.
7. Depositors whose name appear in the Record of Depositors as at 10 October 2014 shall be regarded as members of the company
entitled to attend the AGM or appoint proxy(ies) to attend and vote on his/her behalf.
Affix Stamp
The Company Secretary
Glomac Berhad (110532-M)
Level 15, Menara Glomac
Glomac Damansara
Jalan Damansara
60000 Kuala Lumpur

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