Pos Malaysia 2012 Annual Report - International Post Corporation

UNVEILING THE NEXT
P OS MA LA YSIA B ERHA D A N N UA L REP ORT 2012
Pos Malaysia Berhad
annual report 2012
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1
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Pos Malaysia Berhad
annual report 2012
UNVEILING THE NEXT
Today, Pos Malaysia is strong. Tomorrow, we’ll be even
stronger as we seize on new oppor tunities to continuously
unveil the new chapters in our strategic initiatives. We will
progressively build upwards, with a distinct strategy and a
clear vision. Significantly, we are refining our organisation to
distinguish ourselves as we strive towards unveiling the new
possibilities, potential, ideas, strength and growth.
Pos Malaysia Berhad
annual report 2012
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GROUP FINANCIAL HIGHLIGHTS
2008
RM Million
2009
2010
2012*
859.3
921.7
2008
902.6
2009
1,015.0
1,481.7
2010
EBITDA
101.0
2007
RM Million
2007
Operating Profit
2007
86.2
2008
82.4
2009
83.4
2012*
Profitability
RM Million
Revenue
177.8
2010
145.0
126.7
131.3
140.5
2012*
264.6
2012*
2010
2009
2008
2007
Profit before tax
RM million
200.2
99.1
109.3
(0.5)
15.5
Operating margin
%
12.0
10.4
9.1
9.4
11.8
EBITDA margin
%
16.0
14.5
13.7
16.9
Return on assets
%
17.9
9.9^
8.0
5.9
6.2
7.9
Return on equity
%
12.4^
8.1
9.6
(4.4)
(3.9)
Total assets
RM million
1,498.1
1,375.2
1,274.6
1,537.8
1,247.1
Total equity attributable to equity holders of the company
RM million
898.1
828.6
799.6
764.5
859.4
times
1.2
1.4
1.2
1.1
1.3
No.
15,877
15,618
15,780
16,125
15,777
52.7
55.1
56.8
55.7
53.1
74.7^
65.0
57.2
57.2
54.5
Balance Sheet
Current ratio
Staff Information
No. of staff
Staff costs to revenue
%
Revenue per employee
* 15-month performance
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RM’000
^ Annualised
Pos Malaysia Berhad
annual report 2012
GROUP FINANCIAL HIGHLIGHTS
*
* 15-month performance
Pos Malaysia Berhad
annual report 2012
*
^ Annualised
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BUSINESS HIGHLIGHTS
BUSINESS REVIEW
MAIL BUSINESS
• Revenue :
RM 921.5 million
•Revenue Contribution :
62.2%
2011 / 2012 ACCOMPLISHMENTS
• Awarded the Certificate of Recognition in adopting worldwide S42
addressing standards in 2011 by the Universal Postal Union (UPU).
• Executed Genba Kaizen, 5S and Autonomous Maintenance (AM)
initiatives.
MOVING FOWARD
• Introduce Direct Mail services to further enhance promotional efforts of
customers’ products and services.
• Introduce PosEdaran service, encompassing MyDespatch and MyShopping
products with a focus on merchandise delivery and handling of customer errands.
• Completed Phases 1 and 2 of Radio Frequency Identification (RFID)
• Ensure value extraction from our CMM business by extending services to
Street Posting Box Monitoring System in April and December 2011
respectively.
include electronic solutions, office solutions, and other value added services for
corporate clients.
• Given due recognition by our Corporate Mail Management (CMM) client
ExxonMobil Exploration and Production Malaysia Inc. in recognition of
outstanding performance and safety procedures.
COURIER BUSINESS
• Revenue :
RM 308.7 million
2012 under the Air Freight and Courier category.
• Recipient of the Frost & Sullivan Malaysia Excellence Awards for Domestic
• Revenue Contribution :
20.8%
Express Service Provider 2011 and 2012.
• Completed the transfer of PosEkspres product into PosLaju network
under the Streamline Network Structure (SNS) project.
• Revenue :
RM 202.6 million
RETAIL BUSINESS
• Recipient of the Reader’s Digest Trusted Brand Gold Award in 2011 and
4
& Trace System (1PITTIS) for premium products.
• Increase the automation of our national hub with establishment of Integrated
Parcel Centre (IPC).
• Continue to strengthen our market share with the booming E-Commerce.
• Launched the new domestic PosLaju Prepaid Box and Padded Envelope.
• Venture into new services such as warehousing and Umra’ baggage handling.
• Awarded first place for Best Counter Services Competition (General
• Continue to leverage on extensive branch network to create post offices as
Post Office Kuala Lumpur) in conjunction with 2011 Innovation Day.
(Individual/Family plan) targeted to the mass consumer market.
• Shared Banking Services in collaboration with Maybank and RHB Bank
offered at 350 and 319 outlets countrywide respectively.
• Western Union money transfer service rolled out at 592 outlets.
• PosShoppe rolled out at 100 outlets countrywide.
• 22 outlets renovated based on new Retail Design Strategy.
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greater accessibility and convenience to our customers countrywide.
• Continue to upgrade track & trace system platform under I Pos Integrated Track
• Launched On-Demand Pick-Up service to customers.
• Launched six (6) insurance products inclusive of Pos 1Malaysia Insurance
• Revenue Contribution :
13.7%
• Continuously expand network coverage area by opening new outlets to provide
‘One-Stop solutions’ centre for the public.
• Creation of new business model focusing on the financial solutions, namely:
-
-
introduction of Islamic pawn-broking services branded as “ArRahnu@POS”
at selected outlets to provide micro credit to small enterprise and public.
embark on PosAssurance concept by focusing on the offering of white label
insurance products.
• Embark on development of a new Postal Retail System to keep abreast with
business requirements and technology changes.
Pos Malaysia Berhad
annual report 2012
SHARE PRICE PERFORMANCE
Volume
( ‘000 )
Share price
( RM )
RM3.40
(3 Jan 11)
RM2.73
(30 Mar 12)
2011
2012
JAN
FEB
MAR
APR
MAY
JUNE
JULY
AUG
SEPT
OCT
NOV
DEC
JAN
FEB
MAR
37,379
24,001
53,209
55,880
27,141
11,232
10,106
10,673
8,146
4,602
5,630
6,193
27,309
15,810
33,288
Monthly High (RM)
3.72
3.48
3.56
3.74
3.27
3.38
3.30
3.19
2.96
2.86
2.80
2.65
2.96
2.85
2.76
Monthly Low (RM)
3.34
3.12
3.02
3.20
2.91
3.05
3.03
2.80
2.22
2.40
2.48
2.43
2.50
2.66
2.63
Monthly End Closing Price (RM)
3.40
3.12
3.48
3.23
3.10
3.30
3.19
2.90
2.55
2.80
2.49
2.59
2.81
2.69
2.73
Total Monthly Volume (‘000)
Pos Malaysia Berhad
annual report 2012
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Pos Malaysia Berhad
annual report 2012
CONTENTS
Cover Rationale
1
Corporate Responsibility Statement
79
Group Financial Highlights
2
1Malaysia Initiatives
84
Business Highlights
4
Corporate Governance Statement
87
Share Price Performance
5
Statement of Internal Control
101
Chairman’s Statement
10
Directors’ Responsibility Statement
105
Group CEO’s Report
16
Additional Compliance Information
107
Accolades and Awards
24
Audit Committee Report
108
Mail Business
27
Directors’ Report 116
Courier Business
31
Statement of Comprehensive Income
119
Retail Business
35
Statement of Financial Position
121
Digital Certification Business
41
Statement of Changes in Equity
123
Group Products and Services
42
Statements of Cash Flow
125
Corporate Events
48
Notes to the Financial Statements
128
Pos Malaysia in the News
56
Top 10 Properties 202
Corporate Information
60
Analysis of Shareholdings
206
Group Structure
62
Notice of 20th Annual General Meeting
210
Board of Directors
64
Proxy Form
215
Group CEO’s Profile
73
Leadership Team
74
UNVEILING
POSSIBILITIES
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Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
9
Esteemed & valued
shareholders,
As the new Chairman of Pos Malaysia Berhad and on
behalf of the Board of Directors, it gives me great pleasure
to present to you the Annual Report and Audited Financial
Statements of Pos Malaysia Berhad (“Pos Malaysia” or “the
Company”) and its subsidiaries (“Pos Malaysia Group” or
“the Group”) for the 15-month financial period ended
31 March 2012. The financial year has marked many new
beginnings for Pos Malaysia and I am delighted to be
onboard and sharing it with you.
Pos Malaysia Berhad
annual report 2012
CHAIRMAN’S STATEMENT
Strategic Alliance
2011 was indeed an eventful and momentous year for us. The successful divestment of Khazanah
about new areas of oppor tunities within the postal industry at large to offset the decline in the
Nasional Berhad’s 32.2% equity stake in Pos Malaysia to DRB-HICOM Berhad (“DRB-HICOM”)
traditional postal business. This is evidenced by the growth in Direct Mail volume and merchandise
on 1 July 2011 marked the beginning of our bright and synergistic journey together. As we
delivery propelled by the E-Commerce boom as well as other new oppor tunities within the
embark on this new future with our single largest shareholder, many potential oppor tunities
digitisation wave. We see significant potential for growth and value-creation in these challenging
become available for Pos Malaysia within the larger DRB-HICOM Group and rest assured, we will
times by leveraging on our vast physical delivery and branch networks and by building new
see exciting times ahead. On 23 November 2011, the Company had also announced the change
digital capabilities. As par t of the DRB-HICOM Group, Pos Malaysia is well-positioned to provide
of year end from 31 December to 31 March to streamline with DRB-HICOM Group’s financial
beyond postal services as we pave the way to realise our full potential within this new business
year end. Therefore, the financial statements of Pos Malaysia this year will be covering a 15-month
environment and to stay ahead in this demanding landscape. Moving in tandem with the DRB-
period from 1 January 2011 to 31 March 2012 (“FYE 2012”).
HICOM Group as par t of its services arm, we can steer Pos Malaysia to greater heights and ride
the wave of change to build a new future for Pos Malaysia.
The landscape of the postal industry has undergone significant changes over the years amidst
the proliferation of digital media and rapidly changing customer behaviours, which in turn saw
stagnating physical mail and retail transactional volumes. These changes, nonetheless, also brought
Pos Malaysia Berhad
annual report 2012
pg
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CHAIRMAN’S STATEMENT
Global Economy in 2011
Share Price and Dividends Performance
On the global front, the world economy battled with tumultuous debt woes and was tryingly
The share price of Pos Malaysia has been moderately volatile throughout the year, largely due to
tested by mother nature in 2011. The Eurozone’s future hung by a thread even with much
unsettled investor sentiments plagued by the geopolitical tensions in the Middle East and Nor th
concer ted effor ts put in place to breathe life into the financial crisis epicentre. Several par ts
Africa, European sovereign debt crisis and global economic slowdown. This saw our share price
of the world were rocked by devastating quakes and tsunamis, with our neighbouring Thailand
dip to a low of RM2.22 per share on 26 September 2011, trending parallel with the FBM KLCI
also hit by one of the worst floods in half a century. The spiralling effects temporarily paralysed
and other bourses in the region. Nonetheless, the local market rebounded in the last quar ter of
adjacent manufacturing hubs and saw global supply chains in the region interrupted. Post-
2011 suppor ted by firmer regional markets and by 31 March 2012, Pos Malaysia’s share price
crisis rebuilding effor ts have since stimulated the economy, albeit the recovery appears fragile.
closed higher at RM2.73 per share; having recovered by 23.0% from its low. Throughout the
Unemployment, sovereign debt levels and sluggish growth remain the concerns of many. Our
financial period, the market capitalisation of Pos Malaysia has remained above the RM1 billion
local market, however, remained resilient.
mark.
Astounding Growth
Notwithstanding the challenging global economic conditions and the sweeping changes internally
and externally, Pos Malaysia has braved the financial storm well. We delivered an expanded revenue
of RM1.48 billion for the 15-month FYE 2012 whilst profit before tax (PBT) closed at RM200.2
million, buoyed by full year tariff impact and revenue growth initiatives during the year such as
growing retail revenue arising from increased offerings in postal products and financial services,
and growing the courier business in line with developments in E-Commerce; whilst operational
cost saving initiatives include delivery beat recasting and streamlining network structure, amongst
others. On an annualised basis, revenue and PBT recorded reasonable growths of 16.8% and
61.6% respectively from 2010. This achievement reflects positively on Pos Malaysia considering
the challenges faced by the postal industry and the regression in overall volumes across our main
In line with the higher Group revenue achieved, Pos Malaysia’s normalised net profit after tax
for the FYE 2012 stood at RM151.4 million after adding back impairment losses and fair value
adjustments for financial assets and change in fair value of investment proper ties, with a net cash
position of RM409.9 million. Upholding the Company’s dividend policy to distribute dividends of
at least 35% of the net profit after tax and minority interest, the Board of Directors would like
to propose a first and final dividend of 17.5 sen per ordinary share less 25% income tax to be
paid out to the shareholders for the 15-month FYE 2012, subject to shareholders’ approval at
the 20th Annual General Meeting of Pos Malaysia. The proposed dividend per share translates into
net dividend payout of 46.6% of net profit after tax, which is in line with our consistent effor t
to provide strong and sustainable returns to our shareholders while retaining an optimal capital
structure, and to ensure sufficient funding for the aggressive growth targets we set for ourselves
in the coming years.
business lines.
Collective effor ts were made in realising the operational initiatives implemented during the
financial year. We have also made every effort to ensure our balance sheet remains sound and
that the growth of our revenue and bottom line figures are enhanced.
pg
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Pos Malaysia Berhad
annual report 2012
CHAIRMAN’S STATEMENT
Accelerating Transformation
Pos Malaysia embarked on a 3-year Transformation Master Plan (TMP) which commenced in
2010. The TMP’s main initiatives addressed the uncompetitive tariffs for standard mail, low level
of mechanisation and automation, and inefficient and outdated processes. Effor ts were focused
on addressing internal challenges to ensure the successful implementation of the transformation
initiatives, the prerequisite of any successful postal transformation effor t.
Although we have made significant improvements internally, we still had to deal with external
challenges such as structural decline in mail and retail transactional volumes, changing customer
behaviours, evolving requirements of business communities and intensified competition. Hence,
we need to accelerate the pace of our transformation to address these pressing external
challenges whilst managing internal challenges concurrently.
At the same time, we recognise that the survival of Pos Malaysia depends on how we reinvent
our future. In light of the evolving and demanding operating landscape, we have formulated our
5-year Strategic Plan, a blueprint which defines the optimal direction for Pos Malaysia going
forward. The 5-year Strategic Plan is premised on sustaining double-digit growth rates and at the
same time enhancing equilibrium in revenue and earnings as well as business por tfolio which
leverages on our core competencies in the delivery and branch networks.
Our priority is to pursue a revenue diversification strategy that encompasses both organic
and inorganic growth including exploring regional oppor tunities in the medium term. Our mail
business shall remain the core contributor moving forward and we will continue to protect and
grow this business, but effor ts to expand into new business areas will be intensified. We see
tremendous oppor tunities in collaborating with financial service providers to serve the everchanging needs of our customers and we will also enhance our position in the niche logistics
market as well as explore other new oppor tunities.
Pos Malaysia Berhad
annual report 2012
pg
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CHAIRMAN’S STATEMENT
Corporate Responsibility
Under the 5-year Strategic Plan, Pos Malaysia is set to become the preferred one-stop provider in
As a responsible corporate citizen, Pos Malaysia strives to best serve and give back to our
communications, financial and supply chain solutions. Under this Plan, we will implement a series
community, marketplace, workplace and environment in recognition of the trust given to us as
of initiatives that will involve realignment of our business processes, redefining our business lines
the national postal operator. We are privileged to be able to touch the lives of every Malaysian
and ultimately reinventing our business models. The year onwards shall mark the beginning of a
and contribute to the community by focusing on enhancing and enriching lifestyles. This is
radical transformation journey for Pos Malaysia.
also in suppor t of the Prime Minister’s aspirations under “1Malaysia: People First, Performance
Now” concept. In addition, we continuously ensure Pos Malaysia provides a conducive and safe
Consistent Achievement and Recognition
Throughout the year, we continue to garner numerous accolades for our exceptional performance.
As a testament to our commitment to provide excellent service to our customers, we have
been awarded first place in the Best Counter Services Competition (General Post Office Kuala
Lumpur) in conjunction with 2011 Innovation Day organised by the Ministry of Information,
Communications and Culture (Kementerian Penerangan, Komunikasi dan Kebudayaan) (KPKK).
Our stamp collection featuring the cartoon series Upin and Ipin was awarded second place under
the World’s Most Touching Stamp category, recognised by www.stampnews.com, an independent
web por tal that provides updates on stamp collections all over the world. This achievement
resonates with our efforts in producing unique and extraordinary stamp collections that project
the image and identity of Malaysia. This is also the first stamp collection in Asia that was printed
using the glitter sticker technique with perforations.
In 2011, our courier outfit PosLaju was also awarded multiple awards in recognition of its
performance in the domestic courier market. For the seventh consecutive year, PosLaju was
awarded the Reader’s Digest Trusted Brand Gold Award 2012 for its excellent service quality.
Similarly, we have also bagged the Frost & Sullivan Asia Pacific Transpor tation & Logistics Award
for Domestic Express Service Provider of The Year for the four th year running. These awards
over the years speak volumes of the quality and consistency of service that we deliver to our
customers.
pg
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workplace for our employees to foster high staff morale and performance.
2011 has seen us embarking on numerous nation-building initiatives. In collaboration with the
Malaysian Communications & Multimedia Commission (MCMC), we organised the 1Malaysia
Letter Writing Competition to promote the culture and interest in letter writing and instil the
spirit of 1Malaysia among school children. This effor t was also suppor ted by KPKK and the
Ministry of Education. Another notable initiative is our Pos Malaysia Education Assistance Scheme,
where our employees’ children from around the country are awarded financial assistance to enrol
in diploma programmes at local universities and colleges. Under this scheme, we have awarded
financial assistance to Limkokwing University of Creative Technology students in FYE 2012 and
International College of Automotive Malaysia students in June 2012. Cash rewards were also
awarded to employees’ children who achieved excellent results in major school exams.
In our continuous effor t to connect people, we also focused on improving our services in the
rural areas. On top of deploying mobile post offices and appointing community postmen in the
rural areas of Sabah and Sarawak, we have also contributed desktop computers to schools and
local community centres in Kuala Kubu Baru and Sibu. Pos Malaysia has also collaborated with the
Ministry of Health to provide medicine delivery services or ‘Ubat Melalui Pos’ of which 10% of
the proceeds are donated to the National Cancer Fund.
At Pos Malaysia, we believe that fulfilling our role as a responsible corporate citizen will contribute
towards our business sustainability.
Pos Malaysia Berhad
annual report 2012
CHAIRMAN’S STATEMENT
Board Changes
Acknowledgements & Appreciations
The Board of Directors and Management of Pos Malaysia would like to extend a warm welcome
Pos Malaysia has accomplished a lot throughout this transformative year and we owe our successes
to YBhg Dato’ Lukman bin Ibrahim to Pos Malaysia. YBhg Dato’ Lukman was appointed effective
to our loyal employees for all their hard work, professionalism and steadfast commitment. 1,
4 July 2011 as a Non-Independent Non-Executive Director and brings with him years of vast
personally, together with members of the Board of Directors and the Management of Pos Malaysia
knowledge and experience in the services sector.
would like to take this oppor tunity to express our hear tfelt appreciation for all their sacrifices
and contributions. Without their relentless effor t, we would not be where we are now. We are
I would also like to welcome YBhg Dato’ Khalid Abdol Rahman as our Group Chief Executive
confident that they will continue to carry the same dedication and team spirit into the future.
Officer effective 1 January 2012. With his influence and leadership qualities, I strongly believe
that Pos Malaysia will continue to excel under his stewardship.
To all our dedicated par tners, loyal customers and other stakeholders, Pos Malaysia would like
to give our highest assurance and commitment in persistently delivering high-quality service and
The Board of Directors and Management of Pos Malaysia would like to take this oppor tunity
continuously improve the reliability and relevance of our service offerings. We also accord special
to acknowledge the stewardship and dedication of the former Chairman, YBhg Tan Sri Dato’
thanks to the Government and the Minister of Information, Communications and Culture, YB
Seri (Dr.) Aseh bin Haji Che Mat during his tenure with Pos Malaysia. We would also like to
Dato’ Seri Utama Dr. Rais Yatim, as well as our policy maker and regulator, KPKK and MCMC, for
extend appreciation to our other former Directors, namely YM Tunku Dato’ Mahmood Fawzy bin
their continued suppor t in strengthening the postal industry.
Tunku Muhiyiddin, YBhg Tan Sri Dato’ Ir. Muhammad Radzi bin Haji Mansor, YBhg Puan Sri Datuk
Nazariah binti Mohd Khalid and Encik Abdul Hamid bin Sh Mohamed for their contributions.
Lastly, on behalf of the Board of Directors and the employees of Pos Malaysia, I would like to
Last but not least, we accord our utmost gratitude to the former Group Managing Director/
extend our hear tfelt gratitude to all valued shareholders for your tireless suppor t, trust, loyalty
Chief Executive Officer, YBhg Dato’ Syed Faisal Albar bin Syed A.R Albar for his commitment and
and confidence in the Company. We value and eagerly look forward to this continued relationship.
invaluable contributions in navigating the Company through its first phase of transformation. We
Rest assured, we will continue to excel as we forge ahead as par t of the DRB-HICOM Group.
wish them all the very best in their future endeavours.
Thank you,
Dato’ Sri Haji Mohd Khamil bin Jamil
Chairman
Pos Malaysia Berhad
annual report 2012
pg
15
Pos Malaysia can proudly reflect on
2011 as a year of all-round change
and yet another good
financial performance.
We steered through the year with intensified
transformational effor ts, revenue and cost optimisation
measures whilst battling effects of the challenging global
economy, to emerge a stronger player.
Today, I address you as the new Group Chief Executive
Officer of Pos Malaysia and I am privileged to be onboard
for the coming oppor tune times. The new strategic
alliance between DRB-HICOM and Pos Malaysia will set
to unveil many new possibilities and oppor tunities for us.
GROUP CEO’S REPORT
Solid Financial Performance
2011 namely the rolling out of retail corners branded as PosShoppe selling postal products and
Once again, Pos Malaysia ended its financial year with a record-level revenue of RM1.48 billion, the
as Pos-on-Wheels intended to give better accessibility to the public in particular the rural areas,
highest in its long-standing history, albeit for a 15-month period ended 31 March 2012 (FYE 2012)
and Shared Banking Services with RHB Bank Berhad (RHB Bank) and Malayan Banking Berhad
due to the change in financial year end from 31 December to 31 March. On an annualised basis,
(Maybank) which have all been fully deployed and stand to reap value creation in the following
this translates into a 16.8% increase from RM1.02 billion in 2010 underpinned by growth across all
months.
philatelic items under the ‘pick and pay’ concept, the deployment of our mobile post offices known
business lines.
Operating expenses amounted to RM1.30 billion for the 15-month FYE 2012. This represents an
Our Mail business has grown significantly, recording a total revenue of RM921.5 million for the
annualised increase of 12.0% from 2010. The rise in operating expenses was mainly due to the
15-month FYE 2012. This represents an a 21.8% increase on an annualised basis from 2010 and was
revision of salary for executives and non-executives from 1 July 2010, higher network and electricity
mainly fuelled by the full year effect of the domestic tariff increase implemented on 1 July 2010. Mail
usage with higher automation especially at Pusat Mel Nasional (PMN), higher jet fuel prices and
business continues to be the major contributor to our top line at 62.2% of total Group revenue,
higher allowance for doubtful debts.
a marginal increase against 2010. We will continue to focus on defending and growing our Mail
business to counter the effect of substitution to electronic media which saw structural mail volume
Profit before tax (PBT) settled at RM200.2 million for the 15-month FYE 2012, powered by the
decline in recent years.
full year domestic tariff impact and the realisation of value creation from our other transformation
initiatives. This is equivalent to a 61.7% increase on an annualised basis from 2010. We see a similar
Our Courier business, which has been earmarked as the growth catalyst of the Group, delivered a
upsurge in profit after tax (PAT) to RM138.8 million for the 15-month FYE 2012. This increase
total revenue of RM308.7 million for the 15-month FYE 2012. This poses a growth of 9.0% on an
represents an annualised increase of 65.5% against previous year.
annualised basis from 2010 and accounts for 20.8% of the Group’s revenue contribution for FYE
2012. This achievement was backed by the increase in the on-demand segment of our business,
mainly from online purchases and extended operating counter hours at PosLaju centres within the
Klang Valley. During the year, PosLaju also introduced several new products and services such as
the On-Demand Pick-up service countrywide, the new PosLaju Prepaid Box and Padded Envelope,
which have all been well-received by our customers. The continuous effort in the streamlining
of network structure where we have consolidated the parcel and PosEkspres products under
our courier network in effort to further improve efficiency has also helped to drive PosLaju’s
performance.
Our Retail business has also registered an increase in revenue to RM202.6 million in the 15-month
FYE 2012, accounting for 13.7% of Group revenue. This yields a 9.4% growth on an annualised basis
from 2010. Much of this contribution can be accredited to the Retail transformation initiatives in
Pos Malaysia Berhad
annual report 2012
Our Transformation Journey and Interim Successes
Our transformation journey began in 2010 as we recognised the immediate need to respond to the
demanding challenges facing the postal industry and that ‘business-as-usual’ would no longer ensure
our sustenance. We then formulated a larger transformational roadmap charting the 3 Strategic
Waves which set to pave the way for us to transform into a modern, high-performing and relevant
Pos Malaysia.
Subsequently, we proceeded to embark on our 3-year Transformation Master Plan (TMP) which
operationalised the first phase of the Strategic Waves. The TMP, rolled out under the theme of
FOCUS, established a portfolio of 39 initiatives aimed to strengthen the position of our core
businesses and lay the foundations and building blocks to support our future growth. Its objective
was on fixing the basics and hence leaned towards being operational in nature.
pg
17
GROUP CEO’S REPORT
Pos Malaysia has accomplished the intended benefits throughout the year, as reflected in the PBT
markets we operate in and it is reassuring to know that the TMP is progressively seeding the growth
for FYE 2012. As at March 2012, 19 out of the 39 TMP initiatives have been successfully completed.
we set out to achieve.
Among the revenue growth initiatives are Expand On-Demand Pick-up and Grow Retail Revenue
with Postal Products and Financial Services, all aimed at increasing touchpoints for the convenience
Notwithstanding that, Pos Malaysia is once again at a crossroad; driven by the changes in the global
of our customers. The year saw the complete deployment of 24 units of our Pos-on-Wheels across
economic landscape and tirelessly evolving technologies that have greatly influenced customer
the country and PosShoppe at 100 outlets. The roll out of Shared Banking Services with RHB Bank
behaviours, needs and their demands for near-instantaneous information and solutions. With the
at 319 outlets and Maybank at 350 outlets has too marked its completion. Our automated machines
mounting external pressures coupled with escalating costs, a strategy focused purely on operational
branded POS24, have also been strategically deployed to 12 outlets at various locations including
efficiency alone cannot guarantee the level of change needed for us to secure a commercially-viable
General Post Office (GPO) KL, GPO Kuantan, Taman Tun, Jinjang, Bangsar, Sg. Buloh, to name a few,
and sustainable future. Amidst these challenges however, there remains abundant opportunities,
and we target another 13 locations in the coming year. Further, our Retail business has also launched
in particular the opportunities with DRB-HICOM Group of companies, E-commerce, emerging
the International Express Money Order (IEMO) service on 1 March 2012; a remittance service
customer segments, and scope expansion within the postal value chain and adjacencies, all of which
to send money to and fro Malaysia and Indonesia primarily catering for Indonesians working and
can be explored and tapped on by leveraging on our strengths and core competencies.
studying in Malaysia or vice versa.
Most importantly, we believe that that transformation is not a destination, rather it is a journey.
Other operational and cost optimisation initiatives during the year included delivery beat recasting,
The Management of Pos Malaysia is determined to accelerate the pace of our current operational
streamlining network structure, optimising procurement processes and our steadfast rebranding
TMP whilst at the same time embark on the second phase of the Strategic Waves via our newly
exercise. The year saw us persistently pursuing continuous improvement and more streamlined
developed 5-year Strategic Plan which defines the overall direction for the Company.
operations as well. Within our mail business, we achieved overall productivity improvement of 9
areas at our PMN in Shah Alam with Genba Kaizen activities, which is a Japanese term for method
Having assessed our strengths, marketplace and competitors, we established that our core
of improving operations with leaner working areas. We expect to roll out another 30 Genba Kaizen
competencies lie in our vast delivery and branch network. This led us to formulate our 5-year
activities in 2012. We have also been progressing well with our mail processing centres and delivery
Strategic Plan encompassing the periods 2013 – 2017, to best leverage on our core competencies.
centres consolidation to further enhance operational efficiency and improve productivity.
It contains strategic initiatives that are transformational in nature and poised to yield quantum
Shifting FOCUS to SCORE!
leap performance. By 2017, we aspire to establish ourselves as the preferred one-stop provider
for communications, financial services and supply chain solutions. We will do so via aggressive
business growth strategies whilst reducing our dependency on mail and diversify into other business
The TMP thus far, has delivered much of the intended benefits. Not only have we attained new
areas both organically and inorganically to create a more balanced portfolio. The set of strategies
record levels in both our top and bottom line figures in 2010 and 2011, our outlets are also
established are anchored around 5 Strategic Thrusts themed “SCORE”, as encapsulated in the
revamped, given a fresh and vibrant touch to give a whole new customer experience. We are
following diagram:
slowly but surely being noticed. In addition, with our PMN, mail automation levels have increased
substantially to more than 60% from a mere 13%. On the whole, we are well positioned in the
pg
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Pos Malaysia Berhad
annual report 2012
GROUP CEO’S REPORT
5-year Strategic Plan
run errands for customers, our pawn-broking business branded as “ArRahnu@POS”, and a
proposed establishment of an international gateway based in the Middle East to capture inbound
courier volume from the Middle Eastern mass markets, amongst others. Along the way of our
One-Stop
Solutions Provider for
Communications, Financial Services
and Supply Chain
transformation journey, we will continuously scan our environment for new opportunities and,
if qualified, shall be treated as a strategic initiative which comes directly under the purview of a
Steering Committee chaired by the Group CEO. Initiatives which are classified as strategic shall
be accorded a high level of priority and focus, driven by dedicated resources to ensure successful
S C O R E
Solutions
driven by
techno logies
Customer
Centricity
Operational
Efficiency
Revenue &
Geographic
Diversification
Opportunities
Effective
Enablers’
capabilities
Revenue Initiatives
One-Stop
Solutions
Supply Chain
Solutions
Our 5-year Strategic Plan is projected to yield double-digit growth to our revenue each year and
significantly improve our profitability by 2017. Recognising that the journey towards building a
sustainable Pos Malaysia is a challenging one, we are committed to invest in resources and our
people to see our Company transform into a modern, dynamic and high-performing organisation
that remains relevant in years to come. More will be unveiled as the year unfolds.
Cost Efficiency Initiatives
Communications
and Distribution
Solutions
implementation.
International Relations and Regulatory Development
Digital
Solutions
On the international front, Pos Malaysia continues to strengthen our international network focusing
on quality of service and operational efficiency. We were awarded a Certificate of Recognition for
The 5-year Strategic Plan shall see us fundamentally redefining our core businesses from the
successfully participating in the regional addressing project conducted by Universal Postal Union
product-centric paradigm encompassing Mail, Courier and Retail businesses to 4 new solutions-
(UPU). With the award, Malaysia joined 17 other countries in the world in using worldwide S42
driven paradigm with the following business clusters: Communications & Distribution Solutions,
address formatting standards. The integration of S42 standards into our domestic mail sorting
One-Stop Solutions, Supply Chain Solutions and Digital Solutions. Along with the redefinition of our
system enables faster processing of international mail thus improving the quality of mail across the
business lines, a whole new set of products and services that go beyond our current boundaries can
globe.
be offered. The establishment of the new business line named Digital Solutions shall consolidate all
of our offerings that can be digitalised under a single unit.
Another key achievement was the Expedited Mail Service (EMS) Gold level certification for Pos
Malaysia’s EMS quality of service where the service performance of international inbound EMS
In addition, focus in terms of dedicated resources and investments shall be given to key initiatives
items across the country was monitored and measured by UPU and audited by an international
critical to support our aspiration. The few strategic initiatives set to be launched are Direct Mail to
audit body. The EMS Gold certification is a testament to the strength and efficiency of our PosLaju
enhance clients sales and marketing efforts, PosEdaran which focuses on delivery of merchandise/
domestic network in supporting international courier service and once again puts Malaysia on the
ranks of premier EMS operators in the world.
Pos Malaysia Berhad
annual report 2012
pg
19
GROUP CEO’S REPORT
International development continues to be the focus of our international strategy as we enhanced
rural Sabah and Sarawak, Pos Malaysia will continue to support the government in promoting rural
our contribution to regional and global postal initiatives. Our key role at the UPU level where Pos
postal services in the future.
Malaysia chairs the Council of Adminstration (CA) Terminal Dues Governance Issues Project Group
culminated in a CA-Postal Operations Council Joint Proposal on the Terminal Dues System for
Strengthening our Most Valued Assets – Our People
cycle 2014 – 2017. Pos Malaysia also participated actively at the regional level in the Asian Pacific
Postal Union (APPU) Terminal Dues Working Group as well as the APPU Parcels Working Group.
With the infusion of our new Management team, who brings about rich and diverse backgrounds
During the year, Pos Malaysia was successfully re-elected to the Asia Pacific Post Cooperative
and a whole new perspective to Pos Malaysia, we are confident that the new energy will be felt
Management Board making it the third consecutive term.
throughout the Company. There is no doubt that we consider our people our most prized assets
and truly value each individual. With more than 15,800 employees, we take our human capital
At the micro-regional level, Pos Malaysia successfully chaired the 18th ASEAN Postal Business Meeting
development seriously and are dedicated to their welfare to ensure our employees feel a strong
in Brunei Darussalam in November 2011. The Brunei ASEANPOST Meeting was the turning point
sense of belonging to our family.
for a more dynamic ASEANPOST grouping in facing the future challenges of the Post. For the first
time, heads of ASEANPOST and three dialogue partners (China, Japan and Korea) took a critical
In November 2011, we embarked on a pilot project on career development and succession
review of the strategic direction of the grouping. The highlight of the 18th ASEANPOST Meeting
management for postmen named Leadership Pipeline for Postmen (Le PiPE). This initiative is aimed
was undoubtedly the signing of a declaration by the thirteen postal operators for a reform of the
at identifying and grooming potential employees in preparation for the required competencies to
ASEANPOST grouping to integrate its dialogue partner in the development of a commercially-
assume higher positions in supervisory, managerial or leadership roles. Consisting of several stages,
driven and result-oriented entity.
Le PiPE starts with the identification and selection of potential candidates from a talent pool.
These candidates are then subjected to further assessment where those who demonstrate good
On regulatory development, the service performance standards for domestic letter and parcel
leadership capabilities are shortlisted for development purposes. During the development stage,
service for the new term commencing 2011 – 2014 were implemented in January 2011. The
candidates are sent for training and thoroughly assessed, after which successful candidates will be
new standards, which are an improvement of the previous standards, demonstrate Pos Malaysia’s
listed under a successor pool. Thereafter, whenever a vacancy arises, candidates from this pool will
commitment to continuously improve service quality to the public whilst fulfilling our universal
be promoted to assume a higher, vacant position. With the Le PiPE program, candidates appointed
service obligations.
for supervisory, managerial or leadership roles will now be well-informed and more knowledgeable
in their respective jobs prior to assuming higher positions. This initiative can have positive impact on
The Rural Postal Development Plan for Sabah and Sarawak (PTPSS) launched in 2010 was smoothly
employee morale and also contributes to staff retention or lower turnover rate.
implemented for the second consecutive year. The Program saw 225 community postmen and 300
postal delivery agents each appointed in Sabah and Sarawak, rendering mail delivery services to the
Our commitment to our people resonates with our dedication in various trainings ranging from
underserved, remote areas. From 2011 onwards, 10 Pos-on-Wheels were fully operational serving
technical, functional, soft skill programmes as well as leadership programmes to equip them with the
a total of 70 villages which formerly did not have access to postal services. In view of the success
necessary skills sets to excel at their respective job areas. Training programmes were tailored to our
of the PTPSS Program in enabling the expansion of mail delivery service to 220,000 addresses in
front liners covering product knowledge, customer service, technical knowledge and supervisory
pg
20
Pos Malaysia Berhad
annual report 2012
GROUP CEO’S REPORT
skills to enhance service quality at our outlets. For postmen, training programmes include basic
postal service, safe driving, technical and supervisory skills, all of which are aimed at strengthening
the delivery of our mail services.
In addition, we relentlessly plough back our earnings to enhance our staff welfare and create more
conducive working environments. We continuously encourage learning and teamwork with a view
to foster a high-performing and motivated workforce, and build the leaders of tomorrow in line
with the Government’s aspirations to strengthen human capital developments and build a highincome nation. With an engaged and motivated workforce, we will be able to undertake what it
takes to ensure the objectives of our 5-year Strategic Plan are achieved.
Opportunities and Prospects
We trust that FYE 2013 will bring even more radical changes to us, as we pursue strategies to
capture the opportunities at our doorstep today. The journey will only get more exciting as we
synergise with DRB-HICOM and wholly transform within to realise our full potential. Together, we
will build a bolder future for Pos Malaysia, one that exceeds the demands of today’s customers and
be the pride of the nation.
Keep posted as we unveil the next.
Dato' Khalid bin Abdol Rahman
Group Chief Executive Officer
Pos Malaysia Berhad
annual report 2012
pg
21
UNVEILING
POTENTIAL
pg
22
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
23
ACCOLADES AND AWARDS
FROST & SULLIVAN
MALAYSIA EXCELLENCE AWARDS
DOMESTIC EXPRESS PROVIDER OF THE YEAR 2011 & 2012
READER’S DIGEST
TRUSTED BRAND 2011 & 2012
AWARDED TO POSLAJU
FOR AIRFREIGHT / COURIER SERVICE C ATEGORY
KEMENTERIAN PERDAGANGAN DALAM NEGERI,
KOPERASI DAN KEPENGGUNAAN
ANUGERAH KECEMERLANGAN
PERNIAGAAN BERETIKA 2010/2011
PENGIKTIRAFAN SYARIKAT BESAR
SUPERBRANDS 2011
FOR POSLAJU
pg
24
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
25
pg
26
Pos Malaysia Berhad
annual report 2012
MAIL BUSINESS
As the nation’s designated postal operator, Pos Malaysia universally provides basic postal services to the rakyat of Malaysia. We possess the
most extensive last-mile delivery network in Malaysia and deliver up to 8 million addresses every day. Our mail business is handled by our
strategic business unit, PosMel.
We are also well positioned to offer document and data processing services such as hybrid mail solutions via our wholly-owned subsidiary,
Datapos (M) Sdn Bhd.
Key Highlights of PosMel
HMS prescribes global best-practices that have been proven to be effective in helping
organisations achieve their goals. Among the benefits of HMS are facilitating the sharing
Mail business registered a consolidated revenue of RM921.5 million for FYE 2012, a solid 21.8%
of best-practices, standardising execution capabilities, improving employee morale as well as
increase on an annualised basis from 2010. The revenue growth, underpinned by the full year
preparing the company for regional competition. Some of the initiatives grouped
effect of the domestic tariff increase implemented on 1 July 2010 managed to offset effects of
under HMS which have been executed by PosMel are Genba Kaizen, 5S and Autonomous
structural volume decline arising from the proliferation of electronic and digital media. Our mail
Maintenance (AM).
For instance, AM was officially launched at PMN on 9 December 2011. With AM, PosMel
To date, PosMel has a vast network comprising Pusat Mel Nasional (PMN) in Shah Alam, 25 mail
employees are progressively being equipped with basic skills and tools to under take simple
processing centres, 350 delivery branches, more than 3,500 street posting boxes, some 4,700
repair works without having to rely solely on technicians from the Postal Automation Unit.
postmen handling delivery beats across the country and an international gateway at the Kuala
AM activities also include cleaning and inspecting. This will instil a maintenance mindset and
Lumpur International Airport.
ownership in our daily work culture.
• Operational Improvement
Management is confident that the AM initiatives can help prolong the useful lives of our
Being labour-intensive, PosMel strives for continuous improvement. Mail operations
postal machines, reduce maintenance cost through preventive maintenance, and upgrade
are being streamlined to eliminate wastages, minimise redundancies and curb rising costs.
the skills of our postmen. The overall result is an expected improvement in productivity.
We have implemented a series of initiatives under the Hicom Management System (HMS),
in line with practices for operating companies of DRB-HICOM Group.
In addition, Pos Malaysia’s Annual Quality Convention (QC) saw increased par ticipation by
PosMel staff, which yielded significant benefits. PosMel contributed 69 Quality Improvement
Teams (QITs) ideas, out of which 5 were shor tlisted for final presentation at the
business remains the largest contributor to the Group revenue accounting for 62.2%.
Convention.
Pos Malaysia Berhad
annual report 2012
pg
27
MAIL BUSINESS
PosMel also registered some progress with the consolidation of Mail Delivery Centres
including internal delivery, collection and delivery to and from Kuala Lumpur General Post
(DC), where some 40 DCs have been consolidated into around 20, which
Office; as well as making external dispatches to third par ties within the Klang Valley.
enabled better supervision.
• Embracing Radio Frequency Identification Technology
Phase 1 of the Radio Frequency Identification (RFID) Street Posting Box Monitoring System
for Kuala Lumpur was completed in April 2011. The system is designed to help monitor
the performance and movement of postmen responsible for collecting letters dropped into
street posting boxes in a timely manner. Phase 2 was completed in December 2011,
which saw the system extended to more posting boxes in Selangor, Penang, Johor and
Negeri Sembilan.
The system will also generate reports on the performance of mail collection from street
posting boxes. Close to 1,400 street posting boxes have been installed with RFID thus far.
With this new system, we are now better positioned to track mail collection and hence
improved mail delivery standards.
• Continued Recognition
Pos Malaysia was awarded the Certificate on S42 Standards Recognition in 2011 by the
Universal Postal Union (UPU), which is the international governing body under the United
Nations. With this award, Malaysia’s addressing standards now comply with international
best-practice.
Closer to home, PosMel was also recently given due recognition by one of its Corporate
Mail Management (CMM) client, namely ExxonMobil Exploration and Production Malaysia
Inc. On 3 April 2012, Pos Malaysia won the company’s “Outstanding Safety Records 2011”
award in recognition of PosMel’s outstanding performance with zero accident and injury.
We have been providing this CMM service at Menara ExxonMobil, Kuala Lumpur since
2005. Pos Malaysia personnel are responsible for managing the entire mailing process
pg
28
The Year Ahead for PosMel
Much is in store for PosMel in the coming year. We are set to launch Direct Mail as our new
product, which will give customers a new avenue to promote their products and services through
the distribution of addressed and non-addressed mail at a reasonable cost.
Direct Mail allows our customers to increase their customer reach and brand loyalty as it can
complement and enhance their sales and marketing effor ts. This is because Direct Mail enables
businesses to offer their products and services to customers on a personalised, targeted and
confidential basis. From the company’s point of view, Direct Mail can par tially counter the
declining trend in mail volume arising from substitution and digitisation.
PosMel also recently piloted the new PosEdaran service. Branded as the new jewel of PosMel,
PosEdaran will introduce the products MyDespatch and MyShopping under the distribution
concept which focuses on delivery of merchandise and running errands for customers in line
with customer demands as it can offer significant value of convenience to our customers.
We will continue to extract value from our CMM business and effor ts will be intensified to reap
oppor tunities within the larger DRB-HICOM stable of companies. As par t of our aspiration
to offer total communications solutions, CMM shall extend its services to include electronic
solutions, office solutions, and other value added services for our corporate clients.
On the whole, we will continue to streamline our mail operations and improve processes to
fur ther enhance efficiency. Wherever possible, we shall deploy technologies to improve our
automation levels for better service quality.
Pos Malaysia Berhad
annual report 2012
MAIL BUSINESS
Key Highlights of Datapos
Datapos provides total mailing solutions ranging from data processing (formatting and sor ting)
to data printing, envelope-inser ting, bulk printing, and mail services. Its hybrid mail business
strategically complements the assor tment of services that Pos Malaysia offers.
In the year under review, Datapos recorded total consolidated revenue of RM21.7 million,
representing an increase of 8.2% on an annualised basis from 2010. This growth was attributed
to the increase in volume received from its major customers. Printing volume also increased by
double digit growth over the year.
The coming year shall see Datapos fur ther improving its internal processes to bring about
operational excellence. We will be exploring new technologies and capabilities including digital
colour printing, TransPromo, dynamic and personalised content as well as precision marketing to
enhance total mailing solutions for customers.
We will also be tapping into the e-Presentment market in phases to meet the ever-changing
demands of our business customers. Datapos will be exploring new oppor tunities and foster new
business par tnerships to develop new revenue streams.
Pos Malaysia Berhad
annual report 2012
pg
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pg
30
Pos Malaysia Berhad
annual report 2012
COURIER BUSINESS
Pos Malaysia operates its courier business via its strategic business unit, PosLaju and its subsidiary PSH Express Sdn Bhd under the brand
name AsiaXpress. PosLaju also offers international courier service via our Expedited Mail Service (EMS) to numerous countries including
time-cer tain service to selected destinations.
The wide network coverage of PosLaju around the country spans across more than 1,000 outlets offering PosLaju services including 61
dedicated PosLaju centres, 28 authorised agents, 5 service centres, more than 700 Post Offices and Pos Mini outlets. Our D+1 (next day
service) serves nearly 80% of the populated area in Malaysia and we have recently just set up new PosLaju centres in Por t Dickson and
Tanjung Malim to cater for the volume growth in these areas.
Key Highlights of PosLaju
of our PosEkspres product into the courier network in May 2011. The new network structure
Over the 15-month FYE 2012, overall courier business posted its highest revenue to date of
be more efficient and have yielded significant cost savings and higher margins for the Group.
today sees us operating only the standard and the premium networks, which have proven to
RM308.7 million, inclusive of courier, parcel and PosEkspres revenues.This represents an annualised
increase of 9.0% from 2010 and accounts for 20.8% of total Group revenue, making courier the
• New Offerings
second largest contributor to our top line. The significant growth posted was attributed to the
increase in on-demand revenue from more walk-in customers, online businesses and extended
PosLaju has proudly launched its pick-up services from customers’ premises or
operating hours at our PosLaju centres in the Klang Valley.
homes countrywide. Available via a phone call to PosLaju’s call centre at 1-300-22-
LAJU (5258), we can pick up the items at customers’ convenience with an affordable
service charge.
PosLaju Prepaid Boxes and Padded Envelopes
Similarly, courier volume saw a double-digit increase to more than 20 million items delivered over
i.
On-Demand Pick-up Service (ODP)
the financial period in review as compared against 2010. PosEkspres, which was transferred to
our courier business in May 2011, also saw a volume increase of more than 20%.
ii.
As an alternative means of packaging courier items, PosLaju has introduced the
• Streamline Network Structure (SNS)
Prepaid Boxes and Padded Envelopes, catering especially for today’s growing online
The SNS project was initiated to restructure and integrate multiple delivery infrastructure
business. The Prepaid Boxes come in 3 sizes of S, M and L whilst the Padded
for mail, parcel and courier networks which function independently from one another.
Envelopes are available in S and L sizes, all at respective fixed prices which are slightly
The project was intended to reduce inefficiencies arising from resource and route overlaps
lower as compared to customer’s own packaging on the same weight/size. Since
and cost redundancies in our networks. Subsequently, we have also completed the transfer
the launching, these prepaid products fast gained popularity and we believe it will
contribute significantly to our on-demand segment in the coming years.
Pos Malaysia Berhad
annual report 2012
pg
31
COURIER BUSINESS
• Recognition of our Services
In 2011 and 2012,
PosLaju was awarded multiple accolades in recognition of our
We are excited and confident that the initiatives will further expand our position as the dominant
performance in the domestic courier market. For the seventh year running, we have
provider of courier services in Malaysia and strengthen our service reliability internationally to tap
once again been awarded the Reader’s Digest Trusted Brand Gold Award 2011 and 2012
on the larger international shipments market.
for our excellent service quality. Likewise, we have also pocketed the Frost & Sullivan
Malaysia Excellence Award for Domestic Express Service Provider of the year for the four th
consecutive year. These awards over the years exhibit our consistent pursuit of high service
quality and brand recognition.
Key Highlights of PSH Express
PSH Express, a wholly-owned subsidiary of Pos Malaysia, under the brand name AsiaXpress
provides customised, fast and reliable courier services to corporate clients. With a strong
The Year Ahead for PosLaju
domestic network and solid international connectivity, AsiaXpress international courier service
offers express deliveries to more than 220 countries worldwide.
PosLaju will steadfastly continue to build on its core strengths and service reliability to best serve
its customers. We will actively widen our network coverage area fur ther to 90% in the next
Our combined exper tise with distinctive position allows us to exercise our vast variety of
year by opening up new PosLaju centres or making our products available at more convenient
resources within the Group to mix and match our range of services to meet the requirements
locations/kiosks to give greater accessibility and touchpoints to our clients across the nation.
of our customers, making AsiaXpress a versatile service provider, which guarantees a premium
PosLaju will be operating on flexible working hours and evening delivery times in urban locations
service stratum and offers time-sensitive, end-to-end shipment solutions at the most competitive
to reduce the need for costly second attempt deliveries.
rates. We ensure a door-to-door service from point of pick-up until the point of delivery, for
both documents and parcels, with full capability of Track and Trace, proactive tracking and e-mail
To fur ther enhance our delivery services and better respond to customer needs, we will continue
notifications. During the year, we established AsiaXpress Nor thern Region to extend our services
to upgrade the common track & trace platform under the 1 Pos Integrated Track & Trace System
to cover from Penang Island up to Kulim Hi-Tech Park.
(1PITTIS) designed for premium products of Pos Malaysia. The increased automation at our
Integrated Parcel Centre (IPC) will enhance our efficiency and cater for the expected volume
In 2011, AsiaXpress was the proud recipient of Malaysia Productivity & Innovation Class (MPIC)
increase in the future.
Membership Cer tification Award by Malaysia Productivity Corporation (MPC).
New services such as warehousing and Umra’ baggage handling, amongst others, have been
Operationally, we look forward to integrate our in-house developed system, the X-Ship with
earmarked as revenue growth and diversification initiatives for PosLaju to expand in logistics
our domestic counterpar t beyond Klang Valley reachability. The year ahead will see AsiaXpress
related businesses that complement our existing business. We will also continue to strengthen
extending its presence and offerings to the whole of Malaysia via strong integration with our
our market share to capture the direct growth potential fuelled by booming E-commerce.
domestic counterpar t.
pg
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Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
33
pg
34
Pos Malaysia Berhad
annual report 2012
RETAIL BUSINESS
The retail business and customer touchpoints of Pos Malaysia are operated by PosNiaga, one of our strategic business units, with footprints
and reach in the country unsurpassed by any other. With more than 1,000 outlets all over Malaysia, PosNiaga continues to provide a
wide range of products and services to the rakyat including driving licence and road tax renewal, purchase of motor vehicle and nonmotor insurance, shared banking services, investment in national unit trust products, multiple household bill payments, worldwide funds
remittance services, acceptance of mail, parcel as well as courier items. Notwithstanding, PosNiaga aims to be a one-stop solutions
provider by continuously increasing its variety of offerings and providing convenience, at the same time expanding reach and access with
multiple channels.
Key Highlights of PosNiaga
During the year, PosNiaga recorded consolidated revenue of RM202.6 million for the 15-month
At PosNiaga, our customers are our assets and they are always close to our hear ts. In effor t to
FYE 2012 representing an annualised increase of 9.4%. This makes up 13.7% of total Group
better serve our customer base, we have invested in the renovation of 22 selected outlets to
Revenue. The number of transactions handled by PosNiaga is sustained despite intensified
fur ther enhance their experience under the new ‘Look & Feel’ concept incorporating new retail
competition from other electronic channels and we attained higher yield for our financial
design and this has created greater customer satisfaction throughout the year. The year saw
products such as insurance and banking services.
PosNiaga providing additional channels with 22 new Pos-on-Wheels (PoW), 5 new post offices
at shopping complexes and 7 additional POS24 automatic terminals.
PosNiaga’s network as at 31 March 2012:
POST OFFICES
702
POS MINI
326
POSTAL AGENTS
119
STAMP VENDORS
4,599
POS-ON-WHEELS (POW)
POST OFFICES THAT CAN HANDLE RENEWAL OF ROAD TAX/DRIVING LICENCE
POST OFFICES AT SHOPPING COMPLEX
72
POST OFFICES WITH EXTENDED SERVICES BEYOND 7PM
21
POST OFFICES WHICH OPEN ON SUNDAYS/FRIDAYS (WHERE SUNDAYS/FRIDAYS ARE WEEKEND)
18
POS AUTOMATED MACHINE (POS24)
12
Pos Malaysia Berhad
annual report 2012
24
699
pg
35
RETAIL BUSINESS
• Full Deployment of TMP Initiatives
were also deployed at more than 300 outlets catering for RHB Bank customers. In
Pos-on-Wheels (PoW)
addition, the RHB Easy Kiosks which offer financial products were made available at
PoW is par t of the extensive network under Pos Malaysia providing services similar
50 outlets with plans to expand to another 20 outlets in future.
to that of a brick and mortar post office. Apar t from bill payment, the mobile PoW
also offers transactions such as buying and selling Amanah Saham Units, Jabatan
Pengangkutan Jalan (JPJ) related transactions and purchase of insurance using satellite
connection. From its initial launching in 2010,
touchpoints especially in rural areas of Sabah and Sarawak with 5 PoWs servicing
each state. Throughout the year, we have also extended our PoW services within the
Klang Valley in areas where there are no post offices nearby. This has benefited many
urban dwellers in the city. PosNiaga has now completed the PoW deployment
initiative with a total of 24 PoWs throughout the country.
i.
PoW has increased customer
ii. PosShoppe
PosShoppe is a retail corner introduced in refurbished and targeted Post Offices
carrying the professional merchandising concept designed to suppor t and grow retail
revenues. Piloted at GPO KL in May 2011, PosShoppe is now fully rolled out at 100
outlets countrywide. Using the ‘pick & pay’ concept, customers are free to purchase
postal related products grouped in 3 different categories: Premium Sending Solutions,
Value Sending Solutions and Philatelic Items. Various products such as PosLaju Prepaid
Boxes, bubble envelopes, stamp albums, stamp collections are attractively displayed
at PosShoppes and a special dedicated counter is also provided for customers to
iii.
Pos Malaysia has been offering various insurance products to all Malaysians ranging
from motor to personal insurance such as Pos Maid Insurance, Pos Auto Assist and
Pos Raya Insurance. Pos Malaysia continues to provide convenient and relevant
services with the introduction of Pos 1Malaysia Insurance: Family Plan that was
launched in February 2012. Pos 1Malaysia Insurance: Family Plan is an affordable and
reliable insurance plan providing comprehensive coverage for families. With an annual
premium star ting from only RM25.00 per year for individuals and spouse, the
insurance plan is the lowest in the nation and provides individuals and families with
all year long protection in the event of accidents, deaths and permanent disability.
There are 3 types of plans available to suit personal needs with different annual
premium rates: RM25.00 for self and spouse, RM35.00 for self and children and
RM40.00 for self, spouse and children. Pos 1Malaysia Insurance is offered at more than
700 Pos Malaysia outlets as well as our PoWs.
ii.
International Express Money Order (IEMO)
PosNiaga has also recently launched the International Express Money Order service
facilitate convenience and shorter waiting time.
on 1 March 2012 which is a remittance service to send and receive money between
Malaysia and Indonesia. This service mainly caters for Indonesians working and
Shared Banking Services (SBS)
studying in Malaysia or vice versa, or tourists who require immediate cash. IEMO
service is fast and secure using the postal electronic international remittance system.
Orders can be transacted on the same day for a fixed fee of RM8.00 for any amount
remitted, which is the lowest in the market, and the recipient can encash the money
at more than 4,000 outlets throughout Indonesia. In the first phase of IEMO,
the service was made available at all our General Post Offices. By July 2012, IEMO will
Shared Banking Services in partnership with Maybank and RHB Bank were fully
expanded and made available at more outlets. Communities, especially in rural
areas, have benefited greatly from these services offered at outlets where banking
services are not easily available. Services for Maybank such as cash deposit, cash
withdrawal and loan repayments were rolled out to 350 outlets. Similar services
36
i. Pos 1Malaysia Insurance: Family Plan
pg
• New Offerings
Pos Malaysia Berhad
annual report 2012
RETAIL BUSINESS
be offered at more than 700 outlets throughout the country. PosNiaga is currently
producing unique and extraordinary stamp collections that por tray the image and identity
working on opening new exchanges with other postal organisations to offer the
of Malaysia. The stamp collection was also unique and the first ever in Asia that was printed
IEMO product.
with glitter sticker technique with perforation.
• Collaborations and Synergies
i.
The Year Ahead for PosNiaga
Issuance of Joint Issue Stamps with Indonesia
The special joint issue stamps between Malaysia and Indonesia were launched on 8
In the coming year, we shall continue to add value to our presence as a One-Stop Solutions
August 2011. The opportunity to work together with Indonesia Post is a testament
provider with innovative products and services tailored to suit our customers’ ever-changing
for Pos Malaysia's commitment in promoting greater understanding and goodwill
needs. Several new businesses with innovative concepts such as PosAssurance and Islamic pawn-
amongst the people of the two nations who have much in common, with the
broking business would be rolled out to maximise our products and services offering and propel
aspiration towards achieving our shared destiny of peace, progress and prosperity. The
us fur ther to becoming a one-stop niche financial solutions provider.
uniqueness of the two neighbouring countries was por trayed on 4 exclusive designs;
national monuments, first currencies, first stamp issued after independence as well as
PosAssurance mainly focuses on the offering of white label insurance products that are available
fowls that are unique to both countries.
only at Pos outlets. These products are jointly developed by both Pos Malaysia and its insurance
Oppor tunities with Uni.Asia General Insurance Berhad (UAG)
par tners with a new business model replete with incentive performance bonus for Pos Malaysia,
ii.
apar t from the normal corporate agent fees earned.
The latest Retail development saw the collaboration between Pos Malaysia and UAG
in August 2011 where Motor Insurance (Private Car & Motorcycle Insurance) was
In a strategic move towards offering comprehensive retail financial services to the market, Pos
offered at more than 700 outlets. The appointment of UAG as an insurance par tner
Malaysia has entered into a syariah-based pawn shop business, located suitably at strategic post
for Pos Malaysia had enhanced the synergy between the DRB-HICOM Group of
offices offering “ArRahnu@POS” services. A joint venture company where Pos Malaysia is the
companies. Full of potential, the extensive network of Pos Malaysia allows the
majority shareholder will be managing the business with another par tner who provides technical
oppor tunity for UAG to widen its reach to the customers countrywide.
exper tise.
• Awards and Recognition
“ArRahnu@POS” is an alternative source of micro credit facility for the locality, especially to petty
PosNiaga can look back on the financial period ended 2012 as a year of achievement. We
traders who find difficulties in getting loan from commercial banks. Indirectly the move will assist
were awarded first place in the Best Counter Services Competition (GPO KL) in
the Government initiative towards reducing illegal loan shark activities. The syariah-based services
conjunction with 2011 Innovation Day organised by the KPKK. Fur thermore, our Upin and
will be offered to Malaysians from all walks of life. The target is to open at least 50 “ArRahnu@
Ipin cartoon series stamp feature was awarded second place as the World’s Most Touching
POS” outlets at selected locations within the next 2 years.
Stamp, recognised by www.stampnews.com, an independent web por tal that provides
updates on stamp collections all over the world. This feat projects PosNiaga’s effor ts in
Pos Malaysia Berhad
annual report 2012
pg
37
RETAIL BUSINESS
We will continue to explore opportunities with DRB-HICOM Group. The collaboration between
Pos Malaysia and Uni.Asia Life Assurance Berhad (UAL) will be fur ther strengthened with the
introduction of ‘Pos Hayat’ Insurance. Available at all our post offices star ting May 2012, ‘Pos
Hayat’ is an affordable life insurance offered to the public. UAL will be able to leverage on Pos
Malaysia’s network to increase customer reach particularly in areas of high demand.
Last but not least, PosNiaga will be leveraging on social media platforms such as Facebook,
Twitter, YouTube, Flickr and blogs in its online campaign as a new approach to engage and build
relationship with customers, especially the Gen Y who thrives on instant, anytime, information.
Social media is the channel where customers do research and form opinions, and also where they
can express their suggestions and views to influence those of others. The power of social media
is capable of leading to brand awareness with the suppor t of online campaigns and persistent
engagement, and we are ready to change the way we conduct business where the future takes us.
pg
38
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
39
pg
40
Pos Malaysia Berhad
annual report 2012
DIGITAL CERTIFICATION BUSINESS
A wholly-owned subsidiary of Pos Malaysia, Digicer t Sdn Bhd (Digicer t) is the first Licensed Cer tification Authority in the country. Established
in 1998, Digicert engages in the issuance of legally binding digital cer tificates as par t of the Public Key Infrastructure (PKI) Technology in
fulfillment of the Digital Signature Act (DSA) 1997.
Key Highlights of Digicer t
Digicer t will continue to focus on providing quality services to its customers as evidenced by
Digicer t’s consolidated revenue closed in at RM17.8 million for the 15-month FYE 2012,
Improvement Programme. Digicer t has also sustained the necessary compliance level as audited
representing an annualised 23.8% increase from 2010. The growth was mainly contributed by its
by Ernst & Young, the registered auditor with MCMC under the DSA.
the sustenance of our ISO 9001:2008 cer tification and the introduction of our Continuous
PKI projects and PKI retail business. The main focus of Digicer t during the year was to strengthen
its core business and continuously support its major existing clients such as Lembaga Hasil Dalam
Digicer t also plays an active role in servicing Pos Malaysia’s Information Technology (IT)
Negeri (LHDN), Biro Pengawalan Farmaseutikal and Bank Negara Malaysia. By vir tue of the
requirements which encompasses the Integrated Production and Planning System for our PMN
LHDN e-filing services alone, Digicert has more than 2.0 million active subscribers.
in Shah Alam, the E-Commerce platform PostMe.com.my, Pos Malaysia’s data centre and Disaster
Recovery Centre.
Being a technology based company, the last financial period was the period of capability upgrade
at Digicer t. As mobile platform is the current going trend, Digicer t has embarked on mobile PKI
infrastructure together with a premier payment gateway operator. In addition, we have also rolled
The Year Ahead for Digicert
out m-filing (submission via mobile devices) of LHDN for the 2012 tax filing season.
Digicer t will leverage on its core strength to explore extending services similar to LHDN’s e-filing
Digicer t is also expanding its presence in the Government sector. Recently, it has appointed a
to other service providers and venturing into Electronic Identity (E-ID) Services. As par t of our
new registration authority to cater for electronic government administered by the Malaysian
growth strategy, Digicer t will undergo a WebTrust audit program (an internationally recognised
Administrative Modernisation and Management Planning Unit (MAMPU). Digicer t is also providing
assurance program) as well as par ticipate in Information Security Management System.
services to the immigration department of Malaysia to enhance its capabilities with the Extended
Access Control to facilitate border entry and exit. As such, Digicer t is building the necessary
2013 will see Digicert fur ther expanding its products and services in the PKI space and aggressively
infrastructure and knowledge base to equip itself for the upcoming e-passpor t capability.
grow its subscriber base.
Pos Malaysia Berhad
annual report 2012
pg
41
GROUP PRODUCTS AND SERVICES
POSMEL PRODUCTS AND SERVICES
•
MAILING SOLUTIONS
• Standard Mail
• Non-Standard Mail
• Postcard
• MelRakyat
• PREMIUM MAILING SOLUTIONS
• PosDaftar
•
BUSINESS MAILING SOLUTIONS
• Prepaid Postage
• Franking
• Periodicals
• PosDokumen
• Small Packet
• Corporate Mail Management
• Business Reply Services
• Special Handling Services
• Customs Clearance
•
POST OFFICE SERVICES
• Private Letter Box
• Locked Bag Service
• Window Delivery Counter
• ADVERTISING SERVICES
• AdMail
• Direct Mail
pg
42
DATAPOS SERVICES
•
DATA PROCESSING
• Database Management
• Software Solutions
• Document Formatting
•
HIGH SPEED DIGITAL LASER PRINTING
• High Volume Digital Quality Printing
• Personalised (Variable Data Printing)
• Simplex Highlight Colour
• Simplex and Duplex B&W
• Continuous and Cut Sheet Printing
•
MAIL PROCESSING
• Enveloping, Bar Coding and Account Number Verification (ANV)
• Poly Wrapping (Plastic)
• Page Mailer / Seal Mailer
• Address Labeling, AR Register, Packing and Repor ting
• TRANSPORTATION
• Pick-Up and Delivery
• VALUE ADDED SERVICES
• Data Archiving and Imaging
• E-Bill Presentment
• Return Mail Management
Pos Malaysia Berhad
annual report 2012
GROUP PRODUCTS AND SERVICES
POSLAJU PRODUCTS AND SERVICES
• TRACK & TRACE
Via www.pos.com.my, www.poslaju.com.my and SMS Service via Mobile
• NEXT DAY DELIVERY
Next working day delivery (D+1) within PosLaju coverage area
• PAKET POSTERUS
Prepaid delivery service to selected coverage area in Indonesia
• SAME DAY DELIVERY
Local Town & Cross Town delivery for documents up to 1kg
• POSEKSPRES
A fast, convenient and economical way of sending documents within Malaysia
• TIME CERTAIN SERVICE DOMESTIC (TCS)
Guaranteed delivery by 10 am on the next working day
• DOMESTIC AND INTERNATIONAL PARCEL
• BORNEO ECONOMY EXPRESS (BEE)
Domestic delivery from Peninsular Malaysia to Sabah and Sarawak
(vice versa) with D+2 delivery standard
• PUTRAJAYA EXPRESS
Same day delivery from/to KlangValley to/from Putrajaya or Cyberjaya
•
• POSLAJU PREPAID BOX & ENVELOPE
‘Pay, pack and post’ within Peninsular Malaysia
• INTERNATIONAL DELIVERY (EMS)
Deliver to over 200 countries worldwide
• TIME CERTAIN SERVICE SINGAPORE
Guaranteed delivery by 10 am on the next working day
• TIME CERTAIN SERVICE TOKYO
Guaranteed delivery by 1 pm next working day
• POSPRIORITY EXPRESS (PPE)
A high performance, premium delivery service to international
destinations
Pos Malaysia Berhad
annual report 2012
OUR VALUE ADDED SERVICES
• On-Demand Pick-Up Service from customers door step
• Pick-Up Service from contract customers
• Packaging Services
• PosLaju Pack-Boxes, Envelopes and Tube
• PosLaju Insurance
ASIAXPRESS PRODUCTS AND SERVICES
•
INTERNATIONAL COURIER
• Economy Xpress
• Priority Xpress
• Diplomatic Xpress
• Inbound Xpress
•
DOMESTIC COURIER
• Standard Xpress
• Same Day Xpress
• Time Cer tain Xpress
pg
43
GROUP PRODUCTS AND SERVICES
POSNIAGA RETAIL SERVICES
• PAYMENT SERVICES
◦ Bills Payment
▪ Electricity
▪ Water
▪ Telephone and Internet
▪ Assessment
▪ Quit Rent
▪ Medical Bill
◦ Public Service Network
▪ JPJ Driving Licence Renewal
▪ JPJ Road Tax Renewal
▪ SPR Voters’ Registration and Change of address
▪ SOCSO Payment
▪ LHDN Income Tax Payment
▪ LHDN Stamp Duty
▪ PDRM Traffic Summon Payment
▪ JPJ Traffic Summon Payment
◦ Loan Repayment
▪ TEKUN
▪ Jabatan Perumahan Negara
▪ PKNS
◦ Student Loan Repayment
▪ JPA
▪ PTPTN
▪ MARA
▪ Education Foundation (13 Foundations)
▪ Kementerian Pengajian Tinggi (KPT)
▪ Perbadanan Tabung Pendidikan Kemahiran (PTPK)
◦ Zakat (Tithe) Payment
▪ 14 States Pusat Zakat
pg
44
◦ Ticketing and Booking
▪ AirAsia and Firefly
◦ Telco Prepaid Card/ Reload
▪ Maxis
▪ Digi
▪ Celcom
◦ FOMEMA
◦ Lembaga Tabung Haji
◦ Purchase and Registration
▪ P1 Registration
▪ IBoxx (Purchase of ITTV HDD)
▪ AmBank NexG (Purchase of Debit Card)
• FINANCIAL SERVICES
◦ ArRahnu@POS
◦ Domestic Remittance
▪ Domestic Money Order
▪ Postal Order
▪ Express Money Order
◦ International Remittance
▪ International Express Money Order
▪ International Money Order
▪ Western Union
◦ Unit Trust
▪ PNB Products (ASN, ASB, ASM, ASW, ASD, ASG, ASIM)
◦Insurance
▪ Pos 1Malaysia Insurance (Individual & Family)
▪ Pos Auto Plus
▪ Pos Auto Assist
▪ Pos Hospital Cash Income
▪ Pos Maid Protector
Pos Malaysia Berhad
annual report 2012
GROUP PRODUCTS AND SERVICES
POSNIAGA RETAIL SERVICES
▪ Pos Cuti-Cuti PA
▪ Pos Raya Insurance
▪ 'Skim Kemasukan Hospital Pembedahan Pekerja Asing (SKHPPA)'
▪ Motor Insurance in Par tnership With Panel Insurers :
- Uni.Asia General Insurance
- Allianz General Insurance
- Kurnia Insurance
- MAA Assurance
- ETIQA Insurance & Takaful
- Syarikat Takaful Malaysia
- RHB Insurance
- Malaysian Motor Insurance Pool
◦ Shared Banking Services (*At Selected Outlets)
▪ RHB Bank*
- Cash Deposit
- Cash Withdrawal
- Loan Repayment
- Marketing of Financial Products
(ASNB Loan, Personal Loan and Credit Card)
- EASY Kiosk Products
◦ ASNB Loan
◦ Personal Financing
◦ PA Insurance
◦ Life Insurance
◦ EKD9 (Easy Debit Card)
◦ EASY Savings
▪ Maybank*
- Cash Deposit
- Cash Withdrawal
- Loan Repayment
Pos Malaysia Berhad
annual report 2012
• POSSHOPPE
◦ PosEkspres Envelopes
◦ PosLaju (Prepaid, Postpaid)
◦ Paket PosTerus
◦Philately
▪ Annual Stamp Album
▪ Stamp Booklets
▪ Miniature Sheets
▪ Folder Set
◦ PosNiaga Pack/Box
◦ Postal Related Products
▪ Envelopes
▪ Padded Envelopes
▪ Tapes
▪ Wrapping Material
▪ Parcel Strings
▪ Postcode CD
▪ Greeting Cards
• PHILATELY
◦Stamps
▪ Special Issue
▪ Commemorative
▪ Definitive
◦ SODA Account
▪ New Account Registration
▪ Account Top-Up
◦ Personalised Stamps
▪ Corporate
▪ Individual
◦ Other Philatelic Products
▪ First Day Cover
▪ Miniature Sheet
▪ Presentation Pack
▪ Folder Set
▪ Annual Stamp Album
▪ Stamp Booklet
▪ Greeting Stamps
pg
45
GROUP PRODUCTS AND SERVICES
DIGICERT PRODUCTS AND SERVICES
• AUTHENTICATION & DIGITAL SIGNATURE SOLUTIONS
• SERVER CERTIFICATE
• DIGISIGN ID Enhanced
- Smartcard
• DIGISIGN ID Basic
- Smartcard, Security Token and Softcer t
• DIGISIGN Wireless PKI
• DIGISIGN File Manager
• DIGISIGN Forms Solution
• DIGISIGN PKI Toolkit
- DC Tools
- DC Signature
- DC Tools Crypto
• iVEST Client
• iVEST Biz Client
• iVEST Server
• iVEST File
pg
46
• ENTERPRISE MANAGED IT SECURITY SERVICES (EMITSS)
• Risk Assessment
• IT Security Assurance
• Monitoring Services of Critical Assets
• IT Security Assurance Testing
• Managed Identity Management Service
• Assurance Services for Data Protection
• DOCUMENT SECURITY SOLUTION
• SecureCODE
• ID-Trace
• Optical Watermark, Transactional Micro-Print & Print Control
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
47
CORPORATE EVENTS
14•01•2011
18•01•2011
24•01•2011
03•03•2011
LAUNCHING
CEREMONY OF SHARED
BANKING SERVICES,
BENUT, PONTIAN,
JOHOR
EXHIBITION “SETEM
1MALAYSIA 1DUNIA”
“UBAT MELALUI POS
1MALAYSIA”
The three-month exhibition which began on
15 December 2010 until 15 March 2011 at
the National Museum was aimed at increasing
public awareness and knowledge of stamps
and philatelic products and encourage the
hobby of stamp collecting. The exhibition was
launched by the Information, Communications
and Culture Deputy Minister (II) YB Senator
Datuk Maglin Dennis D’Cruz.
The “Ubat melalui Pos 1Malaysia” service was
successfully launched by YB Dato’ Sri Liow
Tiong Lai, Minister of Health. This service is to
reduce the congestion at hospital pharmacies,
shor ten waiting time for patients and give
pharmacists more time to focus on patients
who are in need of their attentions.
PDRM TRAFFIC SUMMON
PAYMENT AT POS
MALAYSIA
Pos Malaysia and Maybank launched a
strategic par tnership to provide Shared
Banking Services to provide convenience
for customers to conduct selected banking
services with Maybank at more than 300 Pos
Malaysia outlets. The signing of agreement
ceremony was held at Pos Malaysia Benut,
Pontian, Johor on 14 January 2011.
pg
48
This service is to enable Pos Malaysia to
collect traffic summons on behalf of PDRM.
Customers can now pay their summonses,
uplift their blacklist status, purchase their
motor insurance and renew their road tax
or driving licence immediately at any of post
offices all over the country.
Pos Malaysia Berhad
annual report 2012
CORPORATE EVENTS
5•03•2011
29•03•2011
8•04•2011
20-28•04•2011
LAUNCHING OF POS
MINI & COMMUNITY
POSTMEN PROGRAMME
AT PEKAN KERDAU,
PAHANG
SIGNING CEREMONY –
DIGICERT & LEMBAGA
HASIL DALAM NEGERI
(LHDN)
LAUNCHING
CEREMONY OF SHARED
BANKING SERVICES,
BELAGA, SARAWAK
MINGGU SAHAM
AMANAH MALAYSIA
2011
The Minister of Information, Communications
and Culture, YB Dato’ Seri Utama Dr. Rais
Yatim launched a Pos Mini & Community
Postmen Programme at Pekan Kerdau,
Temerloh on 5 March 2011. The Pos Mini
office in Kerdau town would benefit 2,000
people living in Kg Lipat Kajang, Kg Paya Taram,
Kg Guntung Kelibang as well as plantation
estates in the area. It is the fifth mini post office
in the constituency. The others are in Kg Teluk
Sentang, Felda Jengka 24, Rumpun Makmur and
Kg Desa Murni.
Digicer t signed a service contract to supply,
install, test, cer tify and maintain the public
key infrastructure for the e-filing system with
Lembaga Hasil Dalam Negeri (LHDN) on 29
March 2011 at Putrajaya.
Maybank and Pos Malaysia extended their
shared banking services to East Malaysia
star ting in Belaga, Sarawak. YB Dato' Sri
Dr. James Jemut Masing, Minister of Land
Development, Sarawak represented the Chief
Minister of Sarawak to launch the service in
Belaga, Sarawak.
Pos Malaysia Berhad
annual report 2012
Pos Malaysia par ticipated in the annual
Minggu Saham Amanah Malaysia, organised
by Permodalan Nasional Berhad from 20 –
28 April 2011 in Ipoh, Perak. The exhibition
involved the strategic business units of Pos
Malaysia namely PosMel (mail services),
PosNiaga (retail services) and PosLaju
(courier services).
pg
49
CORPORATE EVENTS
05•05•2011
19•05•2011
26•05•2011
11•06•2011
19TH ANNUAL GENERAL
MEETING
STRENGTHENING POS
MALAYSIA REMITTANCE
SERVICES
STRATEGIC
PARTNERSHIP WITH
U MOBILE
POS-ON-WHEELS
SABAH
Pos Malaysia renewed its alliance with the
Western Union Company, a global leader in
money transfer services, on 19 May 2012. In
line with the signing ceremony, Pos Malaysia
has also extended the Western Union®
Money Transfer service from the current 154
post offices to more than 500 post offices
countrywide. This expansion increases the
service reachability and convenience to the
mass market especially to migrant workers in
this country.
Pos Malaysia signed the collaboration with U
Mobile as the collection agent for U Mobile’s
broadband and mobile bills on 26 May 2011.
The 19th Annual General Meeting for Pos
Malaysia Berhad was held at the Berjaya Times
Square Hotel on 5th May 2011.
pg
50
The Pos-on-Wheels (PoW) in Sabah was
launched on 11 June 2011 to enable Pos
Malaysia to have wider customer coverage as
the mobile unit can visit a number of places
within a day. Pos Malaysia believes that PoW
will be able to suppor t and enhance its postal
services and accessibility for the people in
Kota Kinabalu and Sandakan.
Pos Malaysia Berhad
annual report 2012
CORPORATE EVENTS
21•06•2011
06•07•2011
12•07•2011
15•07•2011
LAUNCHING CEREMONY
OF PUSAT MEL
NASIONAL
CASH FOR GOLD AT
POS MALAYSIA
POS-ON-WHEELS
SARAWAK
The Cash for Gold kiosk from Habib Jewel
was made available at our Post Offices
for purchasing back gold and diamonds
at Pos Malaysia General Post Office (KL
GPO) and Pos Malaysia Gombak outlets. To
commemorate the event, a simple Majlis Doa
Selamat was held at Pos Malaysia KL GPO.
The Minister of Information, Communications
and Culture, YB Dato’ Seri Utama Dr. Rais
Yatim launched the PoW Sarawak service
on 12 July 2011 at Grand Margherita Hotel,
Kuching in conjunction with the launching
of “Komuniti 1Malaysia peringkat Negeri
Sarawak”.
STATEMENT OF
COOPERATION
BETWEEN POS
MALAYSIA & KOREA
POST
The Deputy Prime Minister, Yang Amat
Berhormat Tan Sri Muhyiddin B. Hj. Mohd
Yassin launched Malaysia’s first ever
integrated national mail processing hub, the
Pusat Mel Nasional (PMN) at Shah Alam.
The PMN is a key milestone in Pos Malaysia’s
transformation efforts with regards to one of
its key areas towards streamlining operations
and increasing efficiency in the processing and
delivery of mail through the use of modern
technology that will increase its level of
automation from 15% to 80%.
Pos Malaysia Berhad
annual report 2012
Pos Malaysia and Korea Post agreed to step
up a bilateral cooperation towards the
enhancement of the postal service between
the two countries. This was reflected in the
Statement of Cooperation (SOC) signed
by the two organisations on 15 July 2011 in
conjunction with the official visit of the Korea
Post delegation to Malaysia.
pg
51
CORPORATE EVENTS
16•09•2011
19&22•09•2011
10•10•2011
11•10•2011
POS MALAYSIA
PARTICIPATED IN 54TH
MERDEKA CELEBRATION
AIDILFITRI OPEN HOUSE
FOR CORPORATE
CLIENTS, MEDIA & STAFF
POSLAJU ON-DEMAND
PICK-UP SERVICE
As par t of its patriotic spirit, Pos Malaysia
employees continued to participate in
the 54th Merdeka Celebration at Dataran
Merdeka, Kuala Lumpur.
Pos Malaysia continued to share the joy of
Hari Raya Aidilfitri with its corporate clients,
media representatives, Board of Directors,
Senior Management and staff of Pos Malaysia
by organising its Aidil Fitri Open House. This
year the event took place at the Istana Hotel
Kuala Lumpur for the session with Corporate
Client and Media on 22 September 2011, and
at the PMN for the session with staff on 19
September 2011.
WORLD POST DAY,
STAMP WEEK & PRIZE
GIVING CEREMONY
FOR 1MALAYSIA LETTER
WRITING COMPETITION
pg
52
Deputy Minister (II) of Information,
Communications and Culture, YB Senator
Datuk Maglin Dennis D’Cruz launched the
World Post Day 2011, Stamp Week and Prize
The On-Demand Pick-up (ODP) Service that
will provide the convenience and flexibility
for customers to schedule the pickup of
their courier items at their home or office
for delivery by PosLaju was launched on 11
October 2011 at KL Tower.
Giving Ceremony for 1Malaysia Letter Writing
Competition at Sunway Pyramid Convention
Centre on 10 October 2011.
Pos Malaysia Berhad
annual report 2012
CORPORATE EVENTS
21•10•2011
22•11•2011
12•02•2012
08•03•2012
BANK MUAMALAT’S
CHEQUE DEPOSIT BOX
AT SELECTED POST
OFFICES
PAKET POSTERUS TO
INDONESIA
POS-ON-WHEELS
LAWAS, SARAWAK
Pos Malaysia in collaboration with Pos
Indonesia launched Paket POSTerus, a new
prepaid parcel to Indonesia, which offers
convenience, reliability and affordability to
its walk-in customers. The Paket POSTerus
prepaid box comes in four different sizes to
selected destinations in Indonesia, namely
to Jakar ta, Jawa, Sumatera, Bali and Nusa
Tenggara. Delivery of Paket POSTerus is
via air mail to Pos Indonesia for delivery to
the selected destinations within 10 working
days, subject to Customs clearance by the
Indonesian Customs.
Convenience, ease and accessibility for the
customers has always been the main agenda
of Pos Malaysia, and on 12 February 2012 the
postal service reaches fur ther to the people
of Lawas, Sarawak with the launch of the new
PoW service by YB Datuk Amar Haji Awang
Tengah bin Ali Hasan, the Second Minister of
Resource Planning and Environment, Minister
of Public Utilities and Minister of Industrial
Development, Sarawak.
SIGNING CEREMONY
POS MALAYSIA &
POS INDONESIA ON
INTERNATIONAL
EXPRESS MONEY
ORDER & PREPAID
PARCEL
Pos Malaysia and Bank Muamalat Malaysia
Berhad (BMMB) launched a special service for
BMMB customers to deposit their personal
cheques into special “Cheque Deposit Boxes”,
conveniently located at selected Pos Malaysia
outlets. The cheques deposited in the
Cheque Deposit Boxes will be delivered by
PosLaju express service to the nearest BMMB
branch for cheque processing purposes. The
collaboration between Pos Malaysia and
BMMB was solidified in a ceremony held
at Pos Malaysia Headquarters, Dayabumi
Complex on 21 October 2011.
Pos Malaysia Berhad
annual report 2012
Pos Malaysia and Pos Indonesia launched
a strategic par tnership as well as the
introduction of International Express Money
Order (IEMO) and Pos Indonesia’s Paket
POSTerus (for delivery from Indonesia to
Malaysia) in a ceremony held in Jakar ta on 8
March 2012. IEMO and Paket POSTerus are
the testament of both postal organisation’s
commitment towards providing mutual
convenience and ease for the customers of
both neighbouring countries.
pg
53
CORPORATE EVENTS
08•03•2012
24•03•2012
MALAYSIAN ANTARCTIC
RESEARCH PROGRAMME
STAMP LAUNCH
OMBAK RINDU
SETEMKU COLLECTION
LAUNCH
Commemorative Stamps and First Day
Cover of the Malaysian Antarctic Research
Programme (MARP) was launched by YB
Datuk Seri Panglima YB Dr. Maximus Johnity
Ongkili, Minister of Science, Technology and
Innovation (MOSTI) at the National Science
Centre, Bukit Kiara on 8 March 2012 in
conjunction with Tahun Sains Gerakan Inovasi
2012 (Science Driven Innovation Year 2012).
The success of the film has inspired Pos
Malaysia to form the collaboration and
produced the SetemKu Album and Folder
Set, the first of its kind produced based on a
Malaysian film. The collection depicts scenes
from Ombak Rindu on the personalised
stamps which will cer tainly enhance the
nostalgia of the film in the hear ts and minds
of its fans.
pg
54
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
55
POS MALAYSIA IN THE NEWS
pg
56
Pos Malaysia Berhad
annual report 2012
POS MALAYSIA IN THE NEWS
Pos Malaysia Berhad
annual report 2012
pg
57
UNVEILING
NEW IDEAS
pg
58
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
59
CORPORATE INFORMATION
Board of Directors
Dato’ Sri Haji Mohd Khamil bin Jamil
Non-Independent Non-Executive Chairman
Dato’ Ibrahim Mahaludin bin Puteh
Independent Non-Executive Director
Datuk Low Seng Kuan
Senior Independent Non-Executive Director
Dato’ Krishnan a/l Chinapan
Independent Non-Executive Director
Dato’ Lukman bin Ibrahim
Non-Independent Non-Executive Director
Dato’ Wee Hoe Soon @ Gooi Hoe Soon
Independent Non-Executive Director
Eshah binti Meor Suleiman
Non-Independent Non-Executive Director
pg
60
Pos Malaysia Berhad
annual report 2012
CORPORATE INFORMATION
Board Committees
Information and Communications
Technology Committee
Audit Committee
Datuk Low Seng Kuan
Chairman/Senior Independent Non-Executive
Director
Dato’ Wee Hoe Soon @ Gooi Hoe Soon
Independent Non-Executive Director
Dato’ Lukman bin Ibrahim
Non-Independent Non-Executive Director
Dato’ Ibrahim Mahaludin bin Puteh
Independent Non-Executive Director
Board Nomination and Remuneration
Committee
Dato’ Sri Haji Mohd Khamil bin Jamil
Non-Independent Non-Executive Chairman
Dato’ Ibrahim Mahaludin bin Puteh
Independent Non-Executive Director
Pos Malaysia Berhad
annual report 2012
Datuk Low Seng Kuan
Senior Independent Non-Executive Director
Dato’ Krishnan a/l Chinapan
Independent Non-Executive Director
Eshah binti Meor Suleiman
Non-Independent Non-Executive Director
Tender Board Committee
Eshah binti Meor Suleiman
Chairperson/Non-Independent NonExecutive Director
Dato’ Ibrahim Mahaludin bin Puteh
Independent Non-Executive Director
Dato’ Lukman bin Ibrahim
Non-Independent Non-Executive Director
Dato’ Krishnan a/l Chinapan
Independent Non-Executive Director
Dato’ Lukman bin Ibrahim
Chairman/Non-Independent Non-Executive
Director
Dato’ Ibrahim Mahaludin bin Puteh
Independent Non-Executive Director
Datuk Low Seng Kuan
Senior Independent Non-Executive Director
Company Secretary
Dato’ Sabrina Albakri binti Abu Bakar
(LS 8508)
Registered Office
Tingkat 8, Ibu Pejabat Pos
Kompleks Dayabumi
50670 Kuala Lumpur
Tel : 603-22672267
Fax : 603-22672266
Share Registrar
Tricor Investor Services Sdn Bhd
(Company No: 118401-V)
Level 17, The Gardens Nor th Tower
Mid Valley City, Lingkaran Syed Putra
59200 Kuala Lumpur
Tel : 603-22643883
Fax : 603-22821886
Auditors
KPMG (AF 0758)
Char tered Accountants
Bankers
HSBC Amanah Malaysia Berhad
Malayan Banking Berhad
CIMB Bank Berhad
Stock Exchange Listing
Main Market of Bursa Malaysia Securities
Berhad
pg
61
GROUP STRUCTURE
SUBSIDIARIES
No.
Name of Company
Shareholder (s)
Percentage of Shareholding
1
Prestige Future Sdn Bhd
PSH Capital Par tners Sdn Bhd
100%
2
PSH Venture Capital Sdn Bhd
Pos Malaysia Berhad
100%
3
PSH Express Sdn Bhd
PSH Venture Capital Sdn Bhd
100%
4
PSH Capital Par tners Sdn Bhd
Pos Malaysia Berhad
100%
5
PSH Allied Berhad
Pos Malaysia Berhad
100%
6
PSH Proper ties Sdn Bhd
Pos Malaysia Berhad
7
Effivation Sdn Bhd
Pos Malaysia Berhad
PSH Proper ties Sdn Bhd
99.99%
0.01%
8
Real Riviera Sdn Bhd
PSH Proper ties Sdn Bhd
100%
100%
9
Datapos (M) Sdn Bhd
Pos Malaysia Berhad
100%
10
Pos Takaful Agency Sdn Bhd
Pos Malaysia Berhad
100%
11
PMB Proper ties Sdn Bhd
Pos Malaysia Berhad
100%
12
Digicer t Sdn Bhd
Pos Malaysia Berhad
100%
13
Pos Malaysia & Services Holdings Berhad
Pos Malaysia Berhad
100%
14
Poslaju (M) Sdn Bhd
Pos Malaysia Berhad
100%
15
PSH Investment Holdings (BVI) Ltd
Pos Malaysia & Services Holdings Berhad
100%
16
Pos Ar-Rahnu Sdn Bhd
(formerly known as Bright Emerald Sdn Bhd)
Pos Malaysia Berhad
Bank Muamalat Malaysia Berhad
80%
20%
ASSOCIATES
No.
1
2
3
4
5
pg
62
Name of Company
Shareholder (s)
Percentage of Shareholding
CEN Sdn Bhd
Pos Malaysia Berhad
Transmile Group Berhad
42.5%
57.5%
PosPay Exchange Sdn Bhd
Pos Malaysia Berhad
Fask Capital Sdn Bhd
50%
50%
Elpos Print Sdn Bhd
Econlink Sdn Bhd
Pos Malaysia Berhad
60%
40%
CEN Worldwide Sdn Bhd
CEN Sdn Bhd
100%
CEN Technology Sdn Bhd
CEN Sdn Bhd
Chay Wai Lan
50%
50%
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
63
BOARD OF DIRECTORS
Dato’ Sri Haji Mohd Khamil bin Jamil
Non-Independent Non-Executive Chairman
Dato’ Sri Haji Mohd Khamil bin Jamil, 56, a Malaysian, was
Dato’ Sri Haji Mohd Khamil is a Director of Etika Strategi
appointed to the Board on 4 July 2011 as Non-Independent
Sdn Bhd, the holding company of DRB-HICOM Berhad in
Non-Executive Director and was thereafter re-designated
which he has a 10% shareholding.
as Non-Independent Non-Executive Chairman on 15 July
2011. Dato’ Sri Haji Mohd Khamil is also the Chairman of
Dato’ Sri Haji Mohd Khamil does not have any family
the Board Nomination and Remuneration Committee.
relationship
with
any
director
and/or
substantial
shareholder of the Company or any conflict of interest with
Dato’ Sri Haji Mohd Khamil holds a Bachelor of Laws
the Company. He has not been convicted of any offence
(Honours) from the University of London and is a Barrister-
within the past 10 years.
at-Law at Gray’s Inn, England. He was called to the English
Bar in 1983.
Dato’ Sri Haji Mohd Khamil attended all seven (7) Board
meetings held subsequent to his appointment during the
Dato’ Sri Haji Mohd Khamil began his executive career at
financial period under review.
Bank Bumiputra Malaysia Berhad in August 1980, where
he served until December 1989. He was called to the
Par ticulars of other directorships in public companies:
Malaysian Bar in September 1990, following which, he
- DRB-HICOM Berhad (Group Managing Director)
became a practising partner of several legal firms before
- Proton Holdings Berhad (Executive Chairman)
venturing into business in 2001.
- Edaran Otomobil Nasional Berhad
- Bank Muamalat Malaysia Berhad
Dato’ Sri Haji Mohd Khamil is currently the Group
- HICOM Berhad
Managing Director of DRB-HICOM Berhad. He was
- HICOM Holdings Berhad
recently appointed Executive Chairman of Proton Holdings
- Horsedale Development Berhad
Berhad and Chairman of Lotus Group International Limited
- Uni.Asia General Insurance Berhad
and Group Lotus Plc. He also holds directorships in several
- Uni.Asia Life Assurance Berhad
subsidiaries and associate companies of DRB-HICOM
Berhad and several private limited companies.
pg
64
Pos Malaysia Berhad
annual report 2012
BOARD OF DIRECTORS
Dato’ Ibrahim Mahaludin bin Puteh
Independent Non-Executive Director
Dato’ Ibrahim Mahaludin bin Puteh, 60, a Malaysian,
Prasarana Negara Berhad. Prior to that, Dato’ Ibrahim
was appointed to the Board on 22 August 2007 as
had served in various divisions at the Ministry of
Non-Independent Non-Executive Director. On 25
Finance since 1974 including as Senior Adviser to the
February 2009, he was re-designated as Independent
Executive Director for South East Asia at the World
Non-Executive Director. Dato’ Ibrahim is a member of
Bank Group in Washington D.C. His last post prior to
the Board Nomination and Remuneration Committee,
his retirement in 2008 was Deputy Secretary General
the Audit Committee, the Tender Board Committee
(Policy) in the Ministry of Finance.
and the Information and Communications Technology
Committee.
Dato’ Ibrahim does not have any family relationship
with any director and/or substantial shareholder of the
Dato’ Ibrahim holds a Bachelor of Arts (Honours)
Company or any conflict of interest with the Company.
degree from the University of Malaya and a Master of
He has not been convicted of any offence within the
Business Administration degree from the Manchester
past 10 years.
Business School, University of Manchester, United
Kingdom.
Dato’ Ibrahim attended eleven (11) out of twelve (12)
Board meetings held during the financial period under
Dato’ Ibrahim is currently the Chairman of Indah
review.
Water Konsor tium Sdn Bhd, a position which he held
since 1 September 2009. He is also the Chairman
Par ticulars of other directorships in public companies:
of Computer Forms (Malaysia) Berhad since 1
- Computer Forms (Malaysia) Berhad (Chairman)
December 2008, and former Chairman of Syarikat
Pos Malaysia Berhad
annual report 2012
pg
65
BOARD OF DIRECTORS
Datuk Low Seng Kuan
Senior Independent Non-Executive Director
Datuk Low Seng Kuan, 65, a Malaysian, was appointed
also serves on the Board of a number of private and
Director of the Company on 1 July 1992, when the Company
government-linked corporations. He is currently the
was corporatised from Jabatan Perkhidmatan Pos. Following
Vice-President
the reorganisation exercise of the Pos Malaysia Group in
Manufacturers (FMM) and is formerly its President. He is
2007, Datuk Low was re-designated as Independent Non-
also the current President of Transparency International
Executive Director and was simultaneously appointed
Malaysia. Earlier, Datuk Low had served as a Board
Senior Independent Director with effect from 21 August
member of the Malaysian Industrial Development
2007. Datuk Low is the Chairman of the Audit Committee,
Authority (MIDA) and the Malaysian Institute of
a member of the Board Nomination and Remuneration
Economic Research (MIER).
of
the
Federation
of
Malaysian
Committee as well as the Information and Communications
Technology Committee.
Datuk Low does not have any family relationship with any
director and/or substantial shareholder of the Company
Datuk Low is a Char tered Accountant by profession and
or any conflict of interest with the Company. He has not
is a member of the Malaysian Institute of Accountants.
been convicted of any offence within the past 10 years.
He graduated from the Footscray Institute of Technology
(Victoria University) in Business Studies (Accountancy)
Datuk Low attended eleven (11) out of twelve (12)
and the Royal Melbourne Institute of Technology (RMIT) in
Board meetings held during the financial period under
Industrial Accountancy.
review.
Datuk Low has more than 30 years of experience in the
Par ticulars of other directorships in public companies:
manufacturing industry. He was the Managing Director of
- Sunway Berhad
Malaysian Sheet Glass Sdn Bhd until 31 March 2010. He
- Be in Health Berhad
pg
66
Pos Malaysia Berhad
annual report 2012
BOARD OF DIRECTORS
Dato’ Krishnan a/l Chinapan
Independent Non-Executive Director
Dato’ Krishnan a/l Chinapan, 65, a Malaysian, was appointed Director of the Company
on 1 July 1992 when the Company was corporatised from Jabatan Perkhidmatan
Pos. Following the reorganisation exercise of the Pos Malaysia Group in 2007, Dato’
Krishnan was re-designated as Independent Non-Executive Director of the Company
with effect from 21 August 2007. Dato’ Krishnan is a member of the Board Nomination
and Remuneration Committee and the Tender Board Committee.
Dato’ Krishnan is currently a Director of National Land Finance Co-Operative Society
Limited, Nalfin Realities Sdn Bhd and Status Point Sdn Bhd. Dato’ Krishnan was a
Senator in the Parliament from 1986 to 1992.
Dato’ Krishnan does not have any family relationship with any director and/or substantial
shareholder of the Company or any conflict of interest with the Company. He has not
been convicted of any offence within the past 10 years.
Dato’ Krishnan attended all twelve (12) Board meetings held during the financial
period under review.
Dato’ Krishnan does not hold any directorship in any public company.
Pos Malaysia Berhad
annual report 2012
pg
67
BOARD OF DIRECTORS
Dato’ Wee Hoe Soon @ Gooi Hoe Soon
Independent Non-Executive Director
Dato’ Wee Hoe Soon @ Gooi Hoe Soon, 51, a Malaysian,
in 2001 and Deputy Chairman in 2004; holding this last
was appointed to the Board on 13 August 2007 as
post until 2006. He was also the CEO/Executive Director
Independent Non-Executive Director. He is a member of
(Dealing) of Avenue Securities Sdn Bhd.
the Audit Committee.
Dato’ Gooi does not have any family relationship with any
Dato’ Gooi is a member of the Malaysian Institute of
director and/or substantial shareholder of the Company or
Certified Public Accountants and the Malaysian Institute of
any conflict of interest with the Company. He has not been
Accountants. He has more than 30 years of experience
convicted of any offence within the past ten (10) years.
in the fields of accounting and corporate finance and
was Finance Director of several private and public listed
Dato’ Gooi attended eleven (11) out of twelve (12) Board
companies.
meetings held during the financial period under review.
Dato’ Gooi had been instrumental in the successful
Par ticulars of other directorships in public companies:
implementation of several corporate exercises, which
- EON Capital Berhad (Chairman)
included mergers and acquisitions as well as corporate
- MIMB Investment Bank Berhad (Chairman)
debt restructuring exercises undertaken by public listed
- Weida (M) Bhd (Chairman)
companies.
- Hup Seng Industries Berhad
- American International Assurance Bhd
In 1999, Dato’ Gooi was appointed to the Board of Avenue
Capital Resources Berhad as a Non-Executive Director
and was subsequently appointed Group Managing Director
pg
68
Pos Malaysia Berhad
annual report 2012
BOARD OF DIRECTORS
Dato’ Lukman bin Ibrahim
Non-Independent Non-Executive Director
Dato’ Lukman bin Ibrahim, 46, a Malaysian, was
and the position was later re-designated to Group
appointed to the Board on 4 July 2011 as Non-
Chief Financial Officer. In June 2011, he was promoted
Independent Non-Executive Director. Dato’ Lukman is
as Group Chief Operating Officer of DRB-HICOM
the Chairman of the Information and Communications
Berhad. On 1 May 2012, Dato’ Lukman was appointed
Technology Committee and a member of the Audit
Deputy Chief Executive Officer of Proton Holdings
Committee and the Tender Board Committee.
Berhad, a position which he is currently holding. Dato’
Lukman also holds directorships in several subsidiaries
Dato’ Lukman obtained his Bachelor of Business
and associate companies of DRB-HICOM Berhad.
Administration degree (Magna Cum Laude) in 1989
and Master of Business Administration degree in 1990
Dato’ Lukman does not have any family relationship
from the Temple University, Philadelphia, U.S.A. He is
with any director and/or substantial shareholder of the
a Fellow of the Association of Char tered Cer tified
Company or any conflict of interest with the Company.
Accountants (ACCA), a member of the Malaysian
He has not been convicted of any offence within the
Institute of Cer tified Public Accountants (CPA) and
past ten (10) years.
the Malaysian Institute of Accountants (MIA).
Dato’ Lukman attended six (6) out of seven (7) Board
Dato’ Lukman star ted his career in 1989 with Sun
meetings held subsequent to his appointment during
Refining and Marketing, Philadelphia, U.S.A. before
the financial period under review.
joining Automotive Corporation (Malaysia) Sdn. Bhd.
in 1990. He then joined Proton Berhad in 1991 and
Par ticulars of other directorships in public companies:
established his career with Proton where he spent
- Bank Muamalat Malaysia Berhad
17 years of his working life. Immediately prior to him
joining DRB-HICOM Berhad, Dato’ Lukman was the
Managing Director of PHN Industry Sdn. Bhd. on a
secondment arrangement from Proton. Dato’ Lukman
joined DRB-HICOM in 2008 as Group Chief of Finance
Pos Malaysia Berhad
annual report 2012
pg
69
BOARD OF DIRECTORS
Eshah binti Meor Suleiman
Non-Independent Non-Executive Director
Puan Eshah binti Meor Suleiman, 57, a Malaysian, was
Puan Eshah does not have any family relationship with any
appointed to the Board on 25 February 2009 as
director and/or substantial shareholder of the Company or
Non-Independent Non-Executive Director. She is the
any conflict of interest with the Company. She has not
Chairperson of the Tender Board Committee and a member
been convicted of any offence within the past 10 years.
of the Board Nomination and Remuneration Committee.
Puan Eshah attended ten (10) out of twelve (12) Board
Puan Eshah obtained her Bachelor of Economics (Honours)
meetings held during the financial period under review.
degree from the University of Malaya in 1980 and obtained
her Master in Business Administration (Finance) degree
Par ticulars of other directorships in public companies:
from the Oklahoma City University, U.S.A in 1994.
- Global Maritime Ventures Berhad
- Telekom Malaysia Berhad (Alternate Director)
She star ted her career in 1981 as Assistant Director
- Malaysia Airpor ts Holdings Berhad
(Macro Economic Section) Economic Planning Unit of the
- Malaysian Airline System Berhad (Alternate Director)
Prime Minister’s Department before serving as Assistant
Secretary at the Government Procurement Division,
Ministry of Finance in the middle of 1991. Puan Eshah
later held various positions in the Ministry of Finance and
other Government Agencies. In September 2006, she was
promoted to her current position as Under Secretary
of Investment, Minister of Finance (Incorporated) and
Privatisation Division of the Ministry of Finance Malaysia.
pg
70
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
71
pg
72
Pos Malaysia Berhad
annual report 2012
GROUP CEO’S PROFILE
Dato’ Khalid Bin Abdol Rahman
Group Chief Executive Officer
Dato’ Khalid Bin Abdol Rahman, 56, a Malaysian, was
Dato’ Khalid was the Group General Manager,
appointed Group Chief Executive Officer of the
Corporate Planning and Business Development of
Company on 1 January 2012.
Tradewinds Corporation Berhad from January 1997
to July 2006. He joined DRB-HICOM Berhad in
Dato’ Khalid holds a Diploma in Accountancy from
August 2006 as Senior General Manager, Corporate
MARA University of Technology (UiTM), Bachelor of
Planning. Subsequently, Dato’ Khalid was appointed
Science (Finance) from the Indiana State University,
Group Director, Corporate & Services of DRB-
U.S.A. and
Business Administration
HICOM Berhad on 1 August 2009 and the position
(Marketing) degree from the University of New
was later re-designated to Group Director, Corporate
Haven, U.S.A.
Planning on 1 June 2011.
Dato’ Khalid star ted his career as Assistant Leasing
Dato’ Khalid does not have any family relationship
Manager with Leasing Corporation Sdn Bhd from
with any director and/or substantial shareholder of
1979 to 1982 prior to pursuing fur ther studies. When
the Company or any conflict of interest with the
he returned in 1986, he served as Corporate Finance
Company. He has not been convicted of any offence
Manager with Rakyat Merchant Bankers Bhd until
within the past ten (10) years.
Master
of
1990. Between 1991 and 1996, he was under the
employment of Malaysian Mining Corporation Berhad,
Dato’ Khalid does not have any interest in the
Perdana Merchant Bankers Bhd and MARA Holdings
securities of the Company and he does not hold any
Sdn Bhd in various capacities primarily in corporate
directorship in any public company.
finance field.
Pos Malaysia Berhad
annual report 2012
pg
73
LEADERSHIP TEAM
1
2
3
1 • Dato’ Sabrina Albakri binti Abu Bakar
5• Dato’ Rohaiza binti Hashim
9• Aziz bin Manas
2• Radin Asrul Adza bin Radin Soenarno
10• Raja Nor Izah binti Raja Jaafar
3 • Dato’ Khalid bin Abdol Rahman
6 • Mohd Rizal bin Hamzah
7 • Mohd Yusri bin Dolah
4 • Mohd Shukrie bin Mohd Salleh
8 • Mimi Megawati binti Abdul Wahid
12• Bahaman bin Kamaruzzaman
Group Head, Legal, Secretarial & Regulatory Counsel
4
5
6
7
8
9
10
11
12
Chief Information Officer
Group Chief Executive Officer
Group Chief Operating Officer
pg
74
Group Head, Corporate Communications &
Customer Care
Group Head, Strategic Procurement
Group Head, Transformation Management Office
Chief Marketing Officer
Chief Internal Auditor
Group Head, Sales
11• Nik Ahmad Fauzan bin Nik Mohamed
Group Head, Corporate Services
Chief Operating Officer, PosMel
Pos Malaysia Berhad
annual report 2012
LEADERSHIP TEAM
13• Hj Nor Azizan bin Tarja @ Tarjo
17• Fikri bin Ahmad
21• Zaidi bin Hussain
14•
Chief Operating Officer, PosNiaga
22•
15• Mohd Lutfi bin Mat Lazim
18•
19• Chiang Cheng Guan
Group Head, Transport Management
23• Hasnul bin Haniff
16• Ahmad Faisal bin Murad
20• Balqais binti Yusoff
24• Mohd Amin bin Nallah Yahya
Chief Operating Officer, PosLaju
Chum Choy Han
Group Head, International Business &
Regulatory Management
Chief Executive Officer, Digicert
Group Chief Financial Officer
Pos Malaysia Berhad
annual report 2012
Group Head, Human Resource
Dato’ Mearia binti Hamzah
Group Head, Corporate Planning
Group Head, Programme Management Office
13 14 15
16
17
18
19
20 21
22 23
24
Dato’ Shahri bin Jikun
Group Head, Facilities Management
Chief Executive Officer, Datapos
Group Head, Risk Management
pg
75
UNVEILING
STRENGTHS
pg
76
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
77
pg
78
Pos Malaysia Berhad
annual report 2012
CORPORATE RESPONSIBILITY STATEMENT
POS MALAYSIA’S CORPORATE RESPONSIBILITY INITIATIVES FOR YEAR 2011/ 2012
Corporate Responsibility (CR) is widely embraced by organisations who seek to demonstrate their roles and functions beyond the provision of products
and services and this includes Pos Malaysia.
As an organisation that operates its business directly within the various communities all over Malaysia from all walks of life, we perceive CR as an extension
of our normal day to day business and we focus our CR effor ts on positively enhancing the quality of life and culture of our stakeholders, contributing
towards the development of the society and conducting our business responsibly.
In the long term, CR has proven to provide many advantages to organisations who believe, engage and dedicate themselves to become ethical and socially
responsible corporate citizens. This includes enhancement of corporate image and reputation, provide competitive edge and sustainability of the business
as well as increased trust, loyalty and suppor t from the workforce.
CR programmes and activities in Pos Malaysia are developed to create and deliver sustainable value in relations to the 4 focus areas as described below :
Pos Malaysia Berhad
annual report 2012
Workplace
•
•
Facilitating equal opportunities for employment and for professional and personal development for all staff.
Providing healthy, respectful and safe working conditions to ensure high performance of our staff.
Marketplace
•
•
•
Building fair and honest relationship with suppliers, vendor and contractors.
Encourage vendors to adapt ethical and suitable approach in their business practices (i.e green procurement).
Maintaining high standards of transparency, quality, corporate governance and ethics.
Community
•
Committed to being a responsible corporate citizen and making positive contribution to society through participation in
communities where we operate in.
Environment
• Understanding our effect and respecting the environment by minimizing the impact from our energy use and reducing our
consumption.
• Using resources as efficiently as possible and for further development, seek ways in which we can contribute to enhance the environment and its biodiversity.
pg
79
CORPORATE RESPONSIBILITY STATEMENT
Workplace
Our people are assets to the company and we are committed to run
our business in a way that meets the needs of the present without taking
cognisance the ability of future generations.
At Pos Malaysia, our 16,000 employees enjoy flexible career path and
career growth as the company believes in investing in its people.
• Workplace
Pos Malaysia believes that a conducive working environment is
essential to inspire a high performance culture. With that, we have
embarked on a major renovation exercise at the headquar ters
building to ensure that we provide a safe and comfor table working
area to the staff.
• Our Motivated people
Unity is the key element in building and strengthening the company.
• Our Talented Staff
‘Pos Malaysia All-Starz’ is a program created as a platform for the staff
to showcase their talents in singing and performing ar ts. This program
has also been seen as a way of creating competitiveness, creativity
and teamwork amongst the staff.
• Training and Development
Pos Malaysia through its training centre, Institut Latihan Pos (ILP),
manages the staff training from the postmen level up to the
executive level. As for the new staff, we never fail to organize an
induction programme to ensure that they understand the strategic
and operational aspects of the Company as well as embracing the
culture and ethos of Pos Malaysia.
The Keepers of The Flame Program was introduced and conducted
to all management and executive staff. This is to ensure the future
leaders will be well groomed and prepared in leading the company
mentally and physically.
As testament, Pos Malaysia propagates its philosophy through
programmes such as Annual Dinner, Buka Puasa, Sahur and Hari Raya
Open House for the employees.
Whilst working with a peace of mind and soul, we always remind
each other to be successful in career while not forgetting the
creator. Through ‘Sinar Zohor’ - a monthly religious programme as
well as a series of afternoon religious talks (tazkirah), external
speakers are invited to give spiritual and motivational talks to the
staff.
pg
80
Community
Through our extensive presence countrywide, we believe we would be
able to give back to the community as a responsible corporate citizen
by focusing on enhancing education and enriching the communities.
With the right direction and by capitalizing on various oppor tunities, we
are able to contribute to the community as well as suppor t the Prime
Minister‘s 1Malaysia aspiration of “People First, Performance Now”.
Pos Malaysia Berhad
annual report 2012
CORPORATE RESPONSIBILITY STATEMENT
• Education
• Nation Building
‘1Malaysia Letter Writing Competition’ is an annual initiative to
In our continuous effor ts to connect people, our vast coverage and
encourage school children on the interest of letter writing and
physical communication network does not stop at just providing more
inculcate positive values via the spirit of 1Malaysia. This competition
than 700 Pos Malaysia Outlets, but has been enlarged by the
is a joint collaboration with the Malaysian Communications and
introduction of Post-on-Wheels/ PoW (mobile post office), Posmen
Multimedia Commission, and suppor ted by the Ministry of
Komuniti, as well as Community Postal Representatives to serve the
Information, Communications and Culture, and the Ministry of
rural areas of Sabah and Sarawak. As of now, we have provided
Education.
5 PoWs each for Sabah and Sarawak, appointed 225 Posmen
Komuniti each for Sabah and Sarawak, and appointed 300
Last year also witnessed the launch of the Pos Malaysia Education
Community Postal Representatives each for Sabah and Sarawak.
country were awarded with scholarships to enrol in a diploma
Under the rural service improvement programme, we aspire to
programme at Limkokwing University of Creative Technology. We
enrich the lives of the needy and less for tunate through our
have awarded financial assistance to students enrolled in Limkokwing
sponsorship initiatives to the people at the rural areas. Our
University of Creative Technology during the FYE 2012 and students
collaboration with the Ministry of Information, Communication and
registered for International College of Automotive Malaysia in June
Culture has enabled Pos Malaysia to contribute desktop computers to
2012. Cash rewards were also granted to employees’ children who
schools as well as local Community Centres at Kuala Kubu Bharu and
achieved excellent results in major school exams.
Sibu. We also contributed 1,000 post boxes each to the
In addition to that, cash rewards were also contributed to children
of staff who achieved excellent results in major exams for Primary
Pos Malaysia also collaborated with the Ministry of Health in
and Secondary School such as Ujian Penilaian Sekolah Rendah (UPSR),
providing the medicine delivery service or Ubat Melalui Pos
Penilaian Menengah Rendah (PMR), Sijil Pelajaran Malaysia (SPM) and
1Malaysia (UMP1M). Under this service, Pos Malaysia via its courier
Sijil Tinggi Pelajaran Malaysia (STPM).
business, PosLaju will deliver medicine from the hospitals right to the
customers’ doorstep at only RM5 per delivery, out of which 10% of
the proceeds will be donated to the National Cancer Fund.
Scheme, where, a total of 69 employees’ children from all over the
Pos Malaysia Berhad
annual report 2012
residents in Kuala Kubu Baru and Sibu.
pg
81
CORPORATE RESPONSIBILITY STATEMENT
Marketplace
Environment
Pos Malaysia brings together the knowledge, skills and enthusiasm of its
We recognise the impact and implications that businesses have on the
committed staff to create greater value and return to our shareholders
environment. Therefore as an integral par t of our business strategy and
while at the same time offer superior products and reliable services to the
operating methods, we are committed to reducing the environmental
customers at large. Therefore, our customers’ interest and shareholders’
impact of our operations.
return are always at the top of our priority.
One of the energy saving initiatives in our operations include the delivery
We believe that providing better facilities and attractive ambience are one
of letters by bicycle. As of 2011, we have about 7 postmen delivering
of the factors to enhance our customers’ experience at our outlets. To
letters on bicycles in the Kuala Lumpur city centre. This minimises the
achieve that objective, we have modernised our post offices in line with
impact of carbon monoxide pollution in the city.
the new brand and corporate identity.
We are also dedicated to producing environmental friendly products and
As a continuation from the modernised Kuala Lumpur and Kuantan
reduce the unnecessary usage of non-recyclable materials. For a star t, our
General Post Office (GPO) in 2010, we have renovated another 2 GPOs
parcel boxes and PosEkspres prepaid envelopes are no longer made of
that is Melaka GPO and Kota Bharu GPO in 2011. Under the Retail
plastic but instead are made of recyclable materials.
Design Strategy we are targeting to renovate another 5 GPOs in 2012
namely Johor Bahru, Seremban, Shah Alam, Ipoh and Alor Setar.
At the working level, we encourage our staff to be fully responsible in
saving the energy by switching off the lights, as well as electrical and
Every year, we never missed to share the joy and spirit of Hari Raya
electronic devices when not in use and during the lunch break. A shared
Aidilfitri celebration by organising our Aidilfitri Open House for corporate
por tal for Pos Malaysia staff has also been established as a platform for
clients and the media. Besides enhancing relationships, this is also an
staff to communicate internally which helps the company to reduce the
initiative to show our appreciation to the support given by our corporate
consumption of paper.
partners and media friends.
Our reach to the customers at large does not rely only on the vast network
of our post offices. We also reach out to our customers by par ticipating
in various public events and activities which include Permodalan Nasional
Berhad’s annual Minggu Saham Amanah Malaysia (MSAM) as well as our
own annual Stamp Week and World Postal Day Celebration.
pg
82
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
83
1MALAYSIA INITIATIVES
In suppor t of the government’s 1Malaysia efforts, Pos Malaysia has
3) 1Malaysia Letter Writing Competition 2011
participated in several 1Malaysia activities as part of our initiative to build
better relationship with our stakeholders and highlight the values that Pos
1Malaysia Letter Writing Competition 2011 was jointly organised
Malaysia brings to the community :
by Pos Malaysia Berhad and MCMC in collaboration with KPKK and
the Ministry of Education Malaysia.
1Malaysia Letter Writing Competition 2011 was open to all primary
1)‘1Malaysia 1Dunia’ Stamp Exhibition
This exhibition was organised for the first time by the Ministry
and secondary school students from Year 1 to 6 (category A) and
of Information, Communication and Culture (KPKK), Depar tment
Form 1 to 5 (category B) throughout Malaysia star ting from May 1,
of Museums Malaysia, Pos Malaysia, The Malaysian Communications
2011 to June 30, 2011. The competition received an overwhelming
and Multimedia Commission (MCMC) and the Philatelic Society of
response with a total of more than 50,000 entries received.
Malaysia. 1Malaysia 1Dunia Stamp Exhibition was organised to increase
awareness and interest amongst the public on the hobby of stamp
Prize Giving Ceremony for the winners was held on October 10,
collecting and was held from 15 December 2010 to 15 March 2011.
2011 in conjunction with the World Postal Day and presented by the
Deputy Minister (II) of KPKK, YB Senator Datuk Maglin Dennis
The launching ceremony was officiated by the Deputy Minister (II) of
KPKK, YB Senator Datuk Maglin Dennis D’Cruz on January 18, 2011
at the National Museum, Kuala Lumpur.
D’Cruz.
4) Launching Ceremony of Komuniti 1Malaysia and Mobile Post
Office
2) Penyerlahan Gagasan 1Malaysia Program
This event was jointly organised by KPKK, Information Depar tment of
Penyerlahan Gagasan 1Malaysia Program is an ongoing program of
Malaysia and Pos Malaysia. The ceremony was held on June 11, 2011
KPKK and Special Affairs Department (JASA) that aims to increase
in Kota Kinabalu, Sabah and July 12, 2011 in Kuching, Sarawak. It
understanding and awareness of people about the 1Malaysia
was launched by the Minister of KPKK, YB Dato’ Seri Utama
Concept inspired by the Prime Minister of Malaysia.
The
ceremony
was
launched
by
Minister
of
Information,
Communication and Culture, YB Dato’ Seri Utama Dr. Rais Yatim on
26 April 2011 at Menara Telekom Malaysia, Kuala Lumpur.
pg
84
Dr. Rais Yatim.
Pos Malaysia Berhad
annual report 2012
1MALAYSIA INITIATIVES
5)Pustaka 1Malaysia
Pustaka 1Malaysia or better known as U-Pustaka Service is a
collaborative effor t by KPKK, and MCMC with the suppor t of the
the three days of the carnival and received an overwhelming
National Library of Malaysia (PNM).
Pos Malaysia suppor ted the U-Pustaka Pilot Project together with
Pos Malaysia State Offices also participated in their respective states’
the Malaysian Administrative Modernisation and Management
1Malaysia Community Carnival throughout 2011.
Planning Unit (MAMPU), Economic Planning Unit (EPU), Malaysian
National Registration Depar tment (JPN), Centre of Excellence for
Sensor Technology (NEST), Universiti Putra Malaysia, FPX Gateway
Sdn Bhd, Bank Islam Malaysia Berhad and Touch ‘n Go Sdn Bhd.
The launching ceremony of Pustaka 1Malaysia was held successfully
at the National Library of Malaysia, Kuala Lumpur on March 31,
2011 and officiated by YB Dato’ Seri Utama Dr. Rais Yatim, Minister
of Information, Communication and Culture.
Pos Malaysia opened a sales and stamp exhibition booth throughout
response from the visitors at the carnival.
6) 1Malaysia Community Carnival
In line with the 1Malaysia Community’s mission in empowering
Pos Malaysia Berhad
annual report 2012
people for unity through information, KPKK organized the 1Malaysia
Community Carnival in Hulu Selangor for three days star ting from
January 6 to January 8, 2012. The carnival was officiated by
YAB Dato’ Sri Mohd Najib bin Tun Abdul Razak, the Prime Minister of
Malaysia on January 7, 2012.
Pos Malaysia also par ticipated in the 1Malaysia Community Carnival
in Muar, Johor for three days star ting on March 2 to March 4, 2012.
pg
85
pg
86
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
The Board of Directors (“Board”) and Management of Pos Malaysia
including comments and suggestions made were deliberated by the
Berhad (“Pos Malaysia” or “the Company”), remain committed to
BNRC and the necessary action plans for improvement were suggested
upholding and continuously improving good corporate governance
to be put in place.
practices throughout the Pos Malaysia Group of Companies (“Group”)
for the protection of and greater creation of shareholders’ and other
The Board is now pleased to repor t to the shareholders in greater detail
stakeholders’ value and for maintaining integrity, trust and confidence in
on the manner by which the Group has applied the principles of the
the Company.
Code and the extent of compliance with the best practice provisions of
the Code.
The foundation for good governance lies in having an effective Board
in place. The Board realises that to be effective, the Board and its
members must progress to be continuously performing rather than
just conforming. The Board subscribes to the belief that improving the
effectiveness of the Board to best practice standards is a continuous
A. Board of Directors
Principal Responsibilities of the Board
journey.
The Board, which is appointed by the shareholders, is entrusted with
Pos Malaysia has applied the principles and best practices as set out in
Group, which includes optimising long-term financial returns and
the Malaysian Code on Corporate Governance (“the Code”) and the
Corporate Governance Guide issued by Bursa Malaysia Berhad.
Board Effectiveness Assessment
dealing and controlling the Group and overseeing the business of the
shareholders’ wealth creation.
As a fundamental par t of discharging the Board’s responsibilities in order
to protect and enhance stakeholders’ value and financial performance
of the Group, the Board of Directors continuously acts to improve and
The Board Nomination and Remuneration Committee (“BNRC”) is
refine management practices and systems and ensures that the Group
tasked under its Terms of Reference with carrying out the necessary
has strong internal controls and processes in place to implement the
evaluation of the effectiveness of the Board and Board Committees on
principles and concepts of good governance.
an annual basis. This includes ensuring that the Board has the appropriate
mix of skills and experiences and discharges its duties effectively.
The duties, responsibilities, powers and functions of the Board are
governed by the Ar ticles of Association of the Company (“Company
For the period under review, the BNRC had carried out the necessary
Pos Malaysia Berhad
annual report 2012
Articles”), the Companies Act 1965 and Companies (Amendment)
assessment as an effor t to continuously monitor the level of effectiveness
Act 2007 (collectively the “Companies Act”), the Main Market Listing
of the Board, the Board Committees as well as the Board members. The
Requirements of Bursa Malaysia Securities Berhad (“MMLR of Bursa
results of the assessment and evaluation of the members of the Board,
Securities”) and other relevant laws, rules, and regulatory guidelines that
pg
87
CORPORATE GOVERNANCE STATEMENT
are in force. The Board is also governed by its Pos Malaysia Board Policy
(vi) Appoint Board Committees to address specific issues, consider
Manual, which assists Board members to better appreciate their roles
recommendations of the Board Committees and discuss problems
and responsibilities. With an appropriate understanding of its role, the
and reservations arising from the Committees’ deliberations;
Board is better equipped to meet its responsibilities in ensuring that the
long-term objectives of the Group are met.
The Board directs and oversees the management of the business and
(vii)Ensure that the statutory accounts of the Group are fairly
stated and conform with the relevant regulations including
acceptable accounting policies;
affairs of the Group and do the following:(viii)Ensure that there is in place an appropriate succession planning
(i) Ensure that the Group’s objectives are clearly established and that
positions;
a strategic plan is in place to achieve those objectives;
mechanism for members of the Board and for Senior Management
(ii) Establish policies for strengthening the performance of the Group
(ix) Ensure that the Group adheres to high standards of ethics and
including ensuring that Management proactively seeks to build the
business through innovation, initiative, technology, new products
business;
and development of business capital;
corporate behaviour including transparency in the conduct of
(x) Ensure that there is in place an appropriate public relations and
(iii) Adopt performance measures to monitor implementation and
communications programme, as well as an investor relations
programme; and
performance of the Group’s objectives, strategies, action plans and
policies;
(xi)Ensure there is a Schedule of Matters reserved for collective
(iv) Oversee the conduct of the Group’s business to evaluate whether
decision of the Board.
the business is being properly managed;
The Schedule of Matters reserved for collective decision of the Board
(v) Ensure that the Group has appropriate business and enterprise-
is enshrined in the Company’s Discretionary Authority Limits (“DAL”)
wide risk management processes, including an adequate control
document, which comprises the overall internal authority limits applicable
environment based on internal control systems, management
to the Company and its principal officers.
information systems and systems for compliance with applicable
laws, rules and regulations;
pg
88
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
Board Balance and Composition of the Board
discussion. The Chairman also ensures that appropriate discussions take
The Company Ar ticles stipulate that the Board shall not comprise less
The Chairman fur ther ensures that discussions result in logical and
than two (2) nor more than twelve (12) members. The Board currently
understandable outcomes, which will lead to appropriate and considered
consists of seven (7) members, comprising a Non-Independent Non-
decisions by the Board.
place and that relevant opinions among Board members are for thcoming.
Executive Chairman, two (2) Non-Independent Non-Executive Directors
and four (4) Independent Non-Executive Directors. With half of the
The overall business and day-to-day operations of the Group is managed
Board members comprising Independent Directors, the Company has
by the GCEO who does not sit on the Board. The profile of the GCEO is
exceeded the compliance level set under the MMLR of Bursa Securities,
as contained in this Annual Repor t.The GCEO is accountable to the Board
which requires one-third of the Board to consist Independent Directors.
for the overall organisation, management and staffing of the Group and
for its procedures in financial and operational matters, including conduct
The Board is of the opinion that the current size and composition of
and discipline. The authority limits of the GCEO are enshrined in the
the Board is well balanced and the Board is able to properly discharge
Company’s Discretionary Authority Limits duly approved by the Board.
its responsibilities in an effective manner. The Board members’ varied
skills and breadth of experience are relevant and impor tant for effective
The four (4) Independent Non-Executive Directors of the Company are
management of the Group’s business. Details of the Board members’ skills
independent from Management and are able to exercise independent
and experience are outlined in the Board of Directors’ profile contained
judgement and provide positive par ticipation in all the Board’s deliberations.
in this Annual Repor t.
They also play a pivotal role in the provision of unbiased and independent
views, advice and judgement as well as safeguard the interests of other
There is a clear separation of responsibilities between the Chairman and
par ties such as minority shareholders and other stakeholders. Dato’ Sri
the Group Chief Executive Officer (“GCEO”) and a balance of power
Haji Mohd Khamil bin Jamil and Dato’ Lukman bin Ibrahim are the nominee
is maintained in the Company so that no one individual has unfettered
Directors of DRB-HICOM Berhad, the Company’s largest shareholder
powers of decision.
while Puan Eshah binti Meor Suleiman is the Appointed Director of the
Minister of Finance (Incorporated), the Company’s Special Shareholder.
The Chairman of the Board is responsible for representing the Board to
Pos Malaysia Berhad
annual report 2012
the shareholders. The Chairman is responsible for ensuring integrity and
Datuk Low Seng Kuan is the Company’s Senior Independent Non-
effectiveness of the governance process of the Board and will consult the
Executive Director to whom concerns may be conveyed by shareholders
Board promptly over any matter that gives him cause for concern. The
and/or members of the public. Datuk Low has been a Director of the
Chairman will act as facilitator at meetings of the Board to ensure that
Company since 1 July 1992 i.e. pursuant to the corporatisation of the
no Board member, whether executive or non-executive, dominates the
Company from being a Government agency. On 21 August 2007, pursuant
pg
89
CORPORATE GOVERNANCE STATEMENT
to the reorganisation exercise of the Pos Malaysia Group which had resulted in the transfer of the listing status to Pos Malaysia Berhad, Datuk Low was redesignated as the Company’s Independent Director and simultaneously was appointed the Company’s Senior Independent Director. Datuk Low is also the
Company’s Audit Committee Chairman. The Senior Independent Non-Executive Director represents the interest of minority shareholders and the general
public by exercising independent judgement as well as promoting good governance practices within the Company and the Board.
Board Meetings and Supply of Information to the Board
During the financial period ended 31 March 2012, twelve (12) Board meetings were held and the attendance of the Board members were as follows:-
Directors
Tan Sri Dato’ Seri (Dr.) Aseh bin Haji Che Mat (Ceased w.e.f. 15 July 2011)
No. of meetings atended
Percentage
7 out of 7
100%
10 out of 10
100%
Dato’ Sri Haji Mohd Khamil bin Jamil (Appointed w.e.f. 4 July 2011)
7 out of 7
100%
Dato’ Lukman bin Ibrahim (Appointed w.e.f. 4 July 2011)
6 out of 7
86%
Dato’ Ibrahim Mahaludin bin Puteh
11 out of 12
92%
Datuk Low Seng Kuan
11 out of 12
92%
Dato’ Krishnan a/l Chinapan
12 out of 12
100%
9 out of 9
100%
11 out of 12
92%
Dato’ Syed Faisal Albar bin Syed A.R Albar (Ceased w.e.f. 1 January 2012)
Puan Sri Datuk Nazariah binti Mohd Khalid (Resigned w.e.f. 9 November 2011)
Dato’ Wee Hoe Soon @ Gooi Hoe Soon
Tunku Dato’ Mahmood Fawzy bin Tunku Muhiyiddin (Resigned w.e.f. 1 July 2011)
4 out of 5
80%
Abdul Hamid bin Sh Mohamed (Resigned w.e.f. 13 December 2011)
10 out of 10
100%
Eshah binti Meor Suleiman
10 out of 12
83%
8 out of 8
100%
Tan Sri Dato’ Ir. Muhammad Radzi bin Haji Mansor (Ceased w.e.f. 21 October 2011)
A schedule for Board Meetings and Board Committee meetings for a whole financial year is prepared in advance and tabled to the Board for approval
before the commencement of a new financial year. Generally, the Board is scheduled to meet at least once in every quarter with additional meetings
convened as and when necessary.
pg
90
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
For each Board and Board Committee meeting, the meeting agenda
of Board papers prepared, the Board has adopted a process for rating
together with the relevant papers and suppor ting documents relating
of papers and presentations prepared by Management at each Board
to the agenda items are circulated to Board members and/or Board
meeting. Each Board member is to provide constructive feedback on
Committee members five (5) to seven (7) days before each meeting.
the quality of information and analysis contained in the Board papers
The Board papers are issued in advance to enable the Directors to be
and presentations through a Board Paper Evaluation Form which is to
better prepared for the meeting as well as to allow the Directors more
be filled out by each Board member at the end of each Board meeting. time to obtain fur ther information, if necessary, in order to be properly
This process helps Management in continuously improving the quality of
and adequately informed before the meetings.
Board papers and presentations.
All Board deliberations including views of the respective Board
The Directors also have access to all information within the Group to
members, Board decisions, rationale for each decision, as well as clear
the extent that the information required is per tinent to the discharge of
actions to be taken by Management are clearly and accurately recorded
their duties as Directors and is for the benefit of the Group. In order to
in the minutes. Relevant Board and Board Committee decisions are also
ensure the Board is consistently and promptly updated on the Group’s
communicated to Management for thwith after each meeting.
performance, the Board receives a Corporate Performance Repor t from
Management on a periodical basis. Each repor t contains information
Board papers are prepared based on a standard format to ensure
on the Group’s year-to-date performance and updates on action plans
consistency in the presentation of facts and to ensure all necessary
under the Company’s Strategic and Business Plans. The Board is also
information are adequately provided to the Board. Each Board paper
apprised on the Mid-Term Performance of the Group against the
for approval contains comprehensive information on the objective of
Business Plan for the said financial year at the beginning of the second
the paper, background information, financial effects of the proposal
half of the financial year.
made, issues for consideration including issues on risk management,
other options for consideration, disclosure of interest of a Director or a
In addition, all Directors have access to the advice and services of the
major shareholder (if applicable), recommendations from Management
Company Secretary and may seek independent professional advice
and action sought from the Board. During meetings, Management and/
should the need arise. In an effor t to fur ther enhance the services of
or advisors (as and when necessary) make presentations on the papers
the Company Secretary to the Board, the Board members provide their
tabled to the Board to fur ther facilitate the Board in its decision-making.
respective feedback on the quality of services of the Company Secretary
through an Internal Customer Satisfaction Survey designed specifically
The quality of information received by the Board has a direct impact
for the Company Secretary.
on the quality of decisions made by the Board. In order to facilitate the
process of the Board providing feedback to Management on the quality
Pos Malaysia Berhad
annual report 2012
pg
91
CORPORATE GOVERNANCE STATEMENT
Appointment of Board Members
Director’s Training
One of the functions of the BNRC is to propose to the Board for
The Board recognises the impor tance of training as a continuous education
consideration suitable candidates for appointment as Directors, GCEO
process for the Directors in order to ensure that the Directors stay
and Executive Directors (if any) in Pos Malaysia. When considering
abreast of the latest developments and changes in laws and regulations,
new appointment(s), the BNRC would consider the candidates’ skills,
business environment and new challenges and to equip the Directors
knowledge, exper tise, experience, professionalism and integrity. In the
with the necessary knowledge and skills to enable them to fulfill their
case of candidate for the position of Independent Directors, the BNRC
responsibilities and effectively discharge their duties.
would consider the candidate’s ability to discharge such responsibilities/
functions as expected from Independent Directors.
As an integral par t of the process of recruiting new Board members,
each new Director will undergo an orientation programme to better
The BNRC is also tasked with reviewing the performance evaluation of
understand the business of the Group. All the Directors have also
the GCEO and Chief Level Officers of the Company. The BNRC also
attended the Mandatory Accreditation Programme.
ensures that the level and composition of remuneration are structured so
as to link rewards with corporate and individual performance.
Re-election of Directors
The Company Ar ticles require all Directors of the Company to retire by
rotation at least once in every three (3) years and the Directors are then
eligible for re-election at the Company’s Annual General Meeting (“AGM”).
In accordance with the Company Articles, all Directors will retire from
office at least once in every three (3) years and at least one-third of the
number of Directors is subject to retirement by rotation at each AGM
and they are then eligible to offer themselves for re-election.
Training programmes and/or forums attended by the Directors during
the financial period under review included Sustainability Programme
for
Corporate
Malaysia-Industrial
Products,
Cranfield
Executive
Leadership Forum-The Making of a Global Leader, Bursa Malaysia
Corporate Governance Week 2011, Corporate Directors ConferenceThe Resurgence of Corporate Malaysia, Confronting the Bribery and
Corruption Nexus in the Private Sector, Luncheon Talk on Corruption
in Malaysia, Financial Institutions Directors’ Education Programme, Talk
on Competition Act 2010, Institute of Internal Auditors International
Conference 2011, Directors’ Duties Conference 2011 and ACCA Malaysia
Sustainability Repor ting Awards (MASRA) 2011.
Details of the Directors seeking re-election at the for thcoming AGM
such as their age, qualification, working experience, other directorships of
public companies and position in the Company are disclosed in the Board
of Directors’ profile contained in this Annual Report.
pg
92
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
Board Committees
Institute of Accountants (MIA) and has vast experience in the fields
In accordance with the Company Ar ticles, the Board delegates cer tain
Association of Char tered Certified Accountants (ACCA), a member of
responsibilities to the Board Committees with clear terms of reference
the Malaysian Institute of Cer tified Public Accountants (CPA) and the
and scope of responsibilities. In the financial period under review, there
Malaysian Institute of Accountants (MIA). He was also the Group Chief
were four (4) Board Committees namely, the Audit Committee, the BNRC,
Financial Officer and Group Chief Operating Officer of DRB-HICOM
the Tender Board Committee and the Information and Communication
Berhad. As for Dato’ Ibrahim, he has vast experience having served in
Technology Committee.
various divisions at the Ministry of Finance including as Senior Adviser to
of accounting and corporate finance. Dato’ Lukman is a Fellow of the
the Executive Director for South East Asia at the World Bank Group in
(1) Audit Committee
Washington D.C.
The Audit Committee comprises four (4) Non-Executive Directors, of
The principal functions and duties of the Audit Committee are as follows:-
which, three (3) members including the Chairman of the Committee are
•
Review the quar terly results and annual financial statements of the
Independent Directors. The members are as follows:-
Company and Group prior to the approval of the Board.
(a) Datuk Low Seng Kuan
•
Assess the quality and effectiveness of the systems of internal
control and the efficiency of the Group’s operations, particularly
those relating to areas of significant risk. (c) Dato’ Lukman bin Ibrahim
•
Assess the internal process for determining and managing key risks
other than those that are dealt with by other specific Board
(Chairman/Senior Independent Non-Executive Director)
(b) Dato’ Wee Hoe Soon @ Gooi Hoe Soon
(Independent Non-Executive Director)
(Non-Independent Non-Executive Director)
(d) Dato’ Ibrahim Mahaludin bin Puteh
committees.
(Independent Non-Executive Director)
•
Review the evaluation by the internal and external auditors of the
Most of the Audit Committee members are financially literate and/or
Group’s system of internal control and thereafter repor t the
have strong management experience. Datuk Low Seng Kuan, Chairman
evaluation to the Board.
of the Committee is a Char tered Accountant with the Malaysian Institute
of Accountants (MIA) and he was the Managing Director of Malaysian
Pos Malaysia Berhad
annual report 2012
Fur ther details on the Audit Committee including its activities during
Sheet Glass Sdn Bhd. Dato’ Wee Hoe Soon is a member of the Malaysian
the period under review are disclosed in the Audit Committee Repor t
Institute of Cer tified Public Accountants (MICPA) and the Malaysian
contained in this Annual Repor t.
pg
93
CORPORATE GOVERNANCE STATEMENT
(2) Board Nomination and Remuneration
Committee
•
Assess on an annual basis the effectiveness of the Board as a whole,
the Board Committees and the contribution of each individual
Director.
The BNRC comprises five (5) Non-Executive Directors, of which, three
(3) members of the Committee are Independent Directors. The members
•
Recommend to the Board the remuneration framework for the
are as follows:-
GCEO, Executive Directors (if any) and Chief Level Officers and
to fur ther recommend remuneration package and terms of
(a) Dato’ Sri Haji Mohd Khamil bin Jamil
employment of the GCEO, Executive Directors (if any) and Chief
Level Officers of the Company.
•
Recommend to the Board Key Performance Indicators (“KPIs”) for
(c) Datuk Low Seng Kuan
the GCEO, Executive Directors (if any) and Chief Level Officers of
the Company.
(Non-Independent Non-Executive Chairman)
(b) Dato’ Ibrahim Mahaludin bin Puteh
(Independent Non-Executive Director)
(Senior Independent Non-Executive Director)
(d) Dato’ Krishnan a/l Chinapan
(Independent Non-Executive Director)
(3) Tender Board Committee
(e) Puan Eshah binti Meor Suleiman
(Non-Independent Non-Executive Director)
The Tender Board Committee comprises four (4) Non-Executive
Directors, of which two (2) members are Independent Directors. The
The principal functions and duties of the BNRC are as follows:-
members are as follows:-
•
Propose to the Board suitable candidates for appointment as
(a) Puan Eshah binti Meor Suleiman
Directors including membership and chairmanship of Board
Committees.
(b) Dato’ Ibrahim Mahaludin bin Puteh
•
Review on an annual basis the Board structure, size and composition.
(Chairperson/Non-Independent Non-Executive Director)
(Independent Non-Executive Director)
(c) Dato’ Lukman bin Ibrahim
(Non-Independent Non-Executive Director)
•
Propose Succession Planning for the GCEO, Executive Directors
(d) Dato’ Krishnan a/l Chinapan
(if any) and Chief Level Officers of the Company.
pg
94
(Independent Non-Executive Director)
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
The principal functions and duties of the Tender Board Committee are
The principal functions and duties of the Information and Communication
as follows:-
Technology Committee are as follows:-
•
Examine and where appropriate, approve awards of contracts for
•
Review, deliberate and thereafter recommend to the Board of
supply of goods, works or services within the limits authorised in
Directors for approval proposals made by Management on the
the DAL.
Group’s flagship ICT related projects.
•
Review selection for the appointment of successful tenderers for
•
Review and assess the business case of the Group’s flagship ICT
both close and open tender applications.
projects and its costing to ensure that decisions are properly made
on ICT related investments and projects.
•
Review and approve the Company’s procurement policies and
procedures including general evaluation criteria, anti-corruption
•
Deliberate on Management’s ICT strategic and operational plans to
policy and codes of conduct.
ensure its alignment with the Group’s Corporate Strategy and
direction.
•
Oversee and monitor the overall implementation of the Company’s
Procurement Policy Guidelines and review the efficiency and
•
Review on an annual basis key emerging ICT trends and aler t the
effectiveness of the Company’s procurement processes.
Board on the same including potential significant changes to the
(4) Information and Communication
Technology Committee
Deliberate on significant ICT issues affecting delivery of the
Group’s flagship projects and thereafter make the necessary
recommendations to the Board on action plans to address and
three (3) Non-Executive Directors, of which two (2) are Independent
mitigate the same.
(a) Dato’ Lukman bin Ibrahim
(Chairman/Non-Independent Non-Executive Director)
(b) Dato’ Ibrahim Mahaludin bin Puteh
(Independent Non-Executive Director)
(c) Datuk Low Seng Kuan
(Senior Independent Non-Executive Director)
annual report 2012
•
The Information and Communication Technology Committee comprises
Directors. The members are as follows:-
Pos Malaysia Berhad
trend.
B. Directors’ Remuneration
The Board through the BNRC ensures that the level of remuneration of
the GCEO and/or Executive Director(s) (if any) is sufficient to attract
and retain the GCEO and/or Executive Director(s) to manage the Group
successfully. The level and make up of the remuneration are structured so
as to link rewards with corporate and individual performance. The BNRC
pg
95
CORPORATE GOVERNANCE STATEMENT
determines the performance contracts and targets and structures the rewards for the GCEO and/or the Executive Director(s)’ performance against these
targets. The performance of the GCEO and/or Executive Director(s) and key senior management positions are measured via KPIs that are structured early
in the year to measure the performance of key personnel.
Meanwhile, the Board as a whole determines the fees payable to Non-Executive Directors and any increase in Directors’ fees shall be subject to
shareholders’ approval at the Company’s AGM. The Non-Executive Directors are paid meeting allowances for every Board Meeting that they attend and
the Company also reimburses reasonable expenses incurred by the Directors in the course of their performance of duties as Directors.
Details of the remuneration of the Directors of Pos Malaysia for the financial period under review are as follows:Category (Director)
Fees
(RM)
Salaries & bonus
(RM)
Allowance
(RM)
-
1,360,524
162,688
1,523,212 *
Non-Executive
538,474
-
686,015
1,224,489
Total
538,474
1,360,524
848,703
2,747,701
Executive
Total
(RM)
The remuneration band of the Directors of Pos Malaysia for the financial period under review are as shown below:Range of Remuneration
Number of Directors
Executive
Non-Executive
Below RM50,000
-
1
RM50,001 – RM100,000
-
6
RM100,001 – RM150,000
-
3
-
2
1**
-
RM150,001 – RM200,000
RM1,500,001 – RM1,550,000
Note :
* This was the total remuneration received by the former Group Managing Director/ Chief Executive Officer (“GMD/CEO”) of Pos Malaysia
Group until his cessation w.e.f. 1 January 2012 which included the Company’s contribution to EPF, salary, bonus, gratuity and allowances.
** This was the remuneration band of the former GMD/CEO of Pos Malaysia Group.
pg
96
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
C. Relationship and Communications with
Investors and Shareholders
AGM, the shareholders are presented with a summary of the Group’s
performance on the financial period under review.
Investor Relations and Shareholder Communication
D. Accountability and Audit
The Board acknowledges the impor tance of communication with
Financial Repor ting
investors and other stakeholders. The Group has been communicating
with stakeholders and investors via quar terly financial repor ts, distribution
The Company’s financial statements are drawn up in accordance with
of annual repor ts, announcements, circulars and press releases. In addition,
the provisions of the Companies Act and applicable approved accounting
the Company conducts briefings and dialogues with financial analysts via
standards for entities other than private entities issued by the Malaysian
Investors’ Briefings on a quar terly basis to keep investors informed of the
Accounting Standards Board. In presenting the annual financial statements
Group’s activities and developments.
and quar terly announcements of results to shareholders, the Board aims
to present a balanced and understandable assessment of the Group’s
The Group’s website, www.pos.com.my also provides an avenue for
position and prospects. In this regard, the Board also ensures that the
keeping the general public updated on the activities of the Group. The
Group uses acceptable accounting policies for its financial statements,
website is a source of information on the Group’s financial results, services
consistently applied and suppor ted by reasonable and prudent judgement
and products, annual repor ts, press releases, events, newsletters, media
and estimates.
highlights and other relevant information.
The Audit Committee assists the Board by first reviewing the financial
General Meetings
statements to ensure completeness, accuracy and validity prior to
adoption of the statements by the Board and subsequent release to Bursa
The Company’s general meetings serve as the principal forum for
communicating with the shareholders of the Company.
Malaysia Securities Berhad.
At general
meetings, shareholders have direct access to the Directors. The
The Board also approves the Company’s Annual Budget and Business
shareholders are given ample oppor tunity and time to raise questions
Plans and carries out periodic review on the progress made by the
or seek fur ther information from the Directors regarding the Group’s
business units.
activities, financial performance and prospects as well as raise any issues
of concern regarding the Group. Besides the Directors, the Senior
The Directors’ Responsibility Statement in respect of the Audited Financial
Management team and the external auditors of the Company are present
Statement as required under Paragraph 15.26(a) of the MMLR of Bursa
at the meetings to assist in providing the necessary responses to queries
Securities is contained in this Annual Repor t.
from the shareholders. Prior to the tabling of proposed resolutions at an
Pos Malaysia Berhad
annual report 2012
pg
97
CORPORATE GOVERNANCE STATEMENT
Internal Control
Depar tment conducts regular audit checks on the Strategic Business
The Board has an overall responsibility for maintaining a sound system
audit repor ts to the Audit Committee for deliberation.
Units and other suppor t depar tments on a periodical basis and tables its
of internal control to provide reasonable assurance of the effectiveness
of the Group’s business operations and risk management. The Group’s
The International Business and Regulatory Management Depar tment of
Statement on Internal Control is detailed out in this Annual Repor t.
the Company serves as a contact point for the Company to engage with
the Malaysian Communications and Multimedia Commission, which is the
Compliance
regulator of postal services in Malaysia and other relevant authorities
Pos Malaysia is licensed under the Postal Services Act 1991 to carry out
framework for Malaysia.
postal services in Malaysia. Apart from being subject to the provisions of
the Postal Services Act 1991 and all related rules and regulations on the
and/or government bodies to establish and develop the postal regulatory
Relationship with Auditors
postal services, the Company is also subject to the terms and conditions
of the postal services license issued to it as well as all relevant Universal
The Company, through the Audit Committee, has an appropriate and
Postal Union Conventions and Regulations.
transparent relationship with the external auditors. In the course of audit
of the Group’s operations, the external auditors highlight to the Audit
The Company Secretary assists the Board in ensuring compliance by
Committee and the Board matters that require the Board’s attention. The
the Company and the Board of Directors with the Companies Act, the
external auditors also repor t to the Audit Committee on their findings
MMLR of Bursa Securities and other securities laws, rules and regulations.
per taining to their annual audit.
The Board is apprised of the latest amendments to these laws, rules and
regulations from time to time and their application to the Company and/
Fur ther, the external auditors met the Audit Committee members
or the Board. As and when necessary, the Company also seeks clarification
without the presence of Management or other employees pursuant to
through professional opinions on the extent of application of the said
Paragraph 15.17 of the MMLR of Bursa Securities. Thereafter, the Audit
laws, rules and regulations especially when they concern the duties and
Committee shares and discusses with Management all concerns raised by
responsibilities of the directors.
the external auditors (if any). Thereafter, the necessary action plans are
formulated and implemented by Management.
The Company’s Internal Audit Department assists the Board and
Management in ensuring compliance by the Company with other relevant
Pursuant to the requirement under Paragraph 15.25 of the MMLR of
laws, rules and regulations applicable to the operations of the Company
Bursa Securities, the Board is pleased to repor t that the Company has
and the Company’s internal policies and procedures. The Internal Audit
pg
98
Pos Malaysia Berhad
annual report 2012
CORPORATE GOVERNANCE STATEMENT
applied the principles set out in Par t 1 of the Code and that the Board continues to adopt and
comply with the best practices in corporate governance set out in Par t 2 of the Code.
Initiatives
During the financial period under review, in light of the many challenges which the Company
needed to embrace and address, the Board has approved a five(5)-year Strategic Plan to define
the path and direction of Pos Malaysia in the next five(5) years. The five(5)-year Strategic Plan
was the follow-up to the earlier Transformation Masterplan which main emphasis was to keep the
house in order through improving the Company’s core businesses and processes.
(This Statement is made in accordance with a resolution of the Board of Directors dated
18 June 2012).
Pos Malaysia Berhad
annual report 2012
pg
99
pg
100
Pos Malaysia Berhad
annual report 2012
STATEMENT ON INTERNAL CONTROL
Introduction
The Malaysian Code on Corporate Governance (Revised 2007) requires listed companies to
The Board has a stewardship responsibility to understand these risks, communicating the
maintain a sound system of internal controls to safeguard shareholders’ investments and the
requirements of this policy and to guide the organisation in dealing with these risks.
Group’s assets. The Bursa Malaysia Securities Berhad’s (“Bursa Securities”) Listing Requirements
requires directors of public listed companies to include a statement on the state of their internal
The policy of the Board is:
controls. The Bursa Securities’ Statement on Internal Control: Guidance for Directors of Public
• To manage risks proactively;
Listed Companies (“Guidance”) provides guidance for compliance with these requirements. Set
• To manage risks pragmatically, to acceptable levels given the par ticular circumstance of each
out below is the Board’s Statement on Internal Control, which has been prepared in accordance
situation;
with the Guidance.
• To manage risk routinely and in an integrated and transparent way in accordance with good
Responsibility
The Board is responsible for ensuring that a sound system of internal control to safeguard
shareholder’s interest and Company’s assets is maintained. The Board affirms its overall
responsibility for the Group’s system of internal control which includes the establishment of an
appropriate control environment and framework as well as reviewing its adequacy and integrity.
governance practices; and
• To require that an effective and formalised Enterprise Risk Management (“ERM”) Policy and
Procedure Manual framework is established and maintained by the Group.
Reporting Structure
The Risk Management Committee (“RMC”) of the Group is chaired by the Group Chief Executive
Officer (“GCEO”) and during the period under review, the members are as follows:
As there are limitations that are inherent in any system of internal control, this system is designed
to manage rather than eliminate risks that may hinder the achievement of the Group’s business
objectives. Accordingly, it can only provide reasonable but not absolute assurance against material
misstatement or loss. The system of internal control includes strategic, financial, operational,
compliance controls and risk management procedures.
Risk Management Framework
Policy
The Board subscribes to the fact that an effective risk management practice is a critical component
of a sound system of internal control. In view of this, there is a formal process to identify, evaluate
Chairman:
Dato’ Khalid bin Abdol Rahman
Group Chief Executive Officer
Members:
• Mohd Shukrie bin Mohd Salleh
Group Chief Operating Officer
• Nik Ahmad Fauzan bin Nik Mohamed
Group Head, Corporate Services
and manage significant risks faced by the Group that may impede the achievement of the Group’s
• Ahmad Faisal bin Murad
objectives during the period under review.
Pos Malaysia Berhad
annual report 2012
Group Chief Financial Officer
pg
101
STATEMENT ON INTERNAL CONTROL
• Bahaman bin Kamaruzzaman
The Risk Management Depar tment (“RMD”) acts as a suppor t for the RMC in monitoring,
analysing and reporting of the risks identified enterprise-wide and as the facilitator in the risk
Chief Operating Officer, PosMel
• Hj. Azizan bin Tarja
Chief Operating Officer, PosLaju
• Dato’ Mearia binti Hamzah
Chief Operating Officer, PosNiaga
assessment process. RMD evaluates the risk policy and procedures, and initiates improvements by
maintaining awareness of trends and developments in risk management that may have significant
impact to the organisation.
Risk owners and co-owners have been identified to ensure that the risk registers and risk
profiles are updated accordingly. The risk registers and risk profiles of each Strategic Business
• Radin Asrul bin Adza
Unit (“SBU”), depar tment and the main subsidiary company are updated quarterly and the
consolidated repor ts are tabled to the RMC and the Audit Committee.
Chief Information Officer
The RMC’s principal roles and responsibilities, which are stipulated in the ERM, are as follows:
• Formulate policy, business rules, processes and structures to meet the risk management
implementation needs;
The Group Internal Audit (“IA”) is involved in validating the results of the ERM processes. The IA
function examines the risk management systems for its effectiveness.
The Board and the Management review and enhance the ERM framework to ensure that ERM
• Implement the processes and source for suitable personnel for the depar tment;
practices are aligned with the latest ERM development and best practices.
• Monitor policy implementation and the continuous development of the risk management in
Other Key Elements of Internal Control
the organization;
• Approve risk parameters and controls;
• Initiate and conduct business within agreed risk constraints and business rules;
• Ensure that periodical risk reports are submitted accurately and in a timely manner to the
Audit Committee and the Board: and
• Ar ticulate and challenge the key risks, controls and elements of best practice and also offers
pg
suppor t and advice.
102
The other key elements of the Group’s internal control systems are described below:
• The roles and responsibilities of the Board of Directors, Risk Management Committee,
Business and Support Units and State offices in respect of Risk Management are defined in
the Risk Management Policy.
• The lines of responsibility and frequency of repor ting of risks are also defined in the Risk
Management Policy.
• Operating policies and procedures, which incorporate regulatory and internal requirements,
are prescribed in Operating Procedures and Circulars. The documents are updated as and
when necessary to meet the continually changing operational needs.
Pos Malaysia Berhad
annual report 2012
STATEMENT ON INTERNAL CONTROL
• The Board meets at least quarterly to review the Group’s operational and financial
performance against approved budgets, approved quar terly report to Bursa Malaysia
Securities Berhad (“Bursa Securities”) and deliberate on issues that require the Board’s
approval. In addition, the Board is also updated on the changes in the business environment
that may adversely affect business performance and relevant actions taken.
• The Audit Committee, together with the IA Depar tment provides an assessment on
the adequacy, efficiency and effectiveness of the Group’s internal control system. The IA
Depar tment recommends improvements where necessary.
The monitoring, review and repor ting arrangements in place give reasonable assurance that the
structure of controls and its operations are appropriate to the Group’s operations and that risks
are at an acceptable level throughout the Group. However, the arrangements do not eliminate
the possibility of human error or deliberate circumvention of control procedures by employees.
The Board believes that the development of the system of internal control is an ongoing process
and has taken steps throughout the year to improve its internal control system and will continue
to do so.
Weakness in Internal Control that Result in Material Losses
To the best of the Board’s knowledge, there were no material losses incurred during the period
under review as a result of weaknesses in internal control. Management continues to take
measures to improve and strengthen the internal control environment.
This Statement on Internal Control was approved by the Board of Directors on 18 June 2012.
Pos Malaysia Berhad
annual report 2012
pg
103
pg
104
Pos Malaysia Berhad
annual report 2012
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to Paragraph 15.26(a) of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors is required to include a statement in
the Company’s Annual Report explaining its responsibility for preparing the annual audited financial statements.
In preparing the financial statements of the Company and the Group for the financial period ended 31 March 2012, the Directors are satisfied that the Company and the
Group have used appropriate accounting policies, consistently applied and supported by reasonable and prudent judgments and estimates. The Directors are also satisfied
that all applicable approved accounting standards for entities other than private entities issued by the Malaysian Accounting Standards Board and the provisions of the
Companies Act, 1965 have been complied.
The Directors are responsible for ensuring that the Company and companies within the Group keep accounting records which disclose with reasonable accuracy the
financial position of the Company and of the Group. In addition, the Directors are responsible to take such steps as are reasonably open to them to safeguard the assets of
the Group and to prevent and detect fraud and other irregularities.
(This Statement is made in accordance with a resolution of the Board of Directors dated 18 June 2012).
Pos Malaysia Berhad
annual report 2012
pg
105
pg
106
Pos Malaysia Berhad
annual report 2012
ADDITIONAL COMPLIANCE INFORMATION
1. Utilisation of Proceeds
6. Variation in Results
During the financial period ended 31 March 2012, there were no proceeds raised by the
There is no variance in the Company’s audited financial results for the financial period ended
Company from any corporate proposals.
31 March 2012 from the unaudited results as previously announced. The Company has not
released or announced any estimated profit, financial forecast and projection in the
financial period ended 31 March 2012.
2. Share buy-back
During the financial period ended 31 March 2012, the Company has not exercised any share
buy-back permitted by Section 67A of the Companies Act, 1965.
7. Profit Guarantee
During the financial period ended 31 March 2012, the Company did not give any profit
guarantee.
3. Options, Warrants or Convertible Securities
During the financial period ended 31 March 2012, the Company did not issue or exercise any
ESOS, warrants or convertible securities.
4. American Depository Receipt (ADR) / Global Depository Receipt
(GDR)
During the financial period ended 31 March 2012, the Company did not sponsor any ADR
and GDR.
5. Sanctions and/ or Penalties
During the financial period ended 31 March 2012, there were no sanctions and/or penalties
imposed on the Company and its subsidiaries, directors or management by the relevant
regulatory bodies.
Pos Malaysia Berhad
annual report 2012
8. Material Contracts
There were no material contracts entered into by the Company or its subsidiaries
involving the directors and substantial shareholders, either still subsisting at the end of the
financial period ended 31 March 2012 or entered into since the end of the previous financial
year.
9. Non-Audit Fees
The amount of non-audit fees paid and payable to external auditors by the Group for the
financial period ended 31 March 2012 is RM67,000.
pg
107
AUDIT COMMITTEE REPORT
The Board of Directors of Pos Malaysia is pleased to present the repor t on the Audit Committee
e) Puan Sri Datuk Nazariah binti Mohd Khalid
of the Board for the financial period ended 31 March 2012.
Independent Non-Executive Director
(Member)
Members and Meetings
The Audit Committee of Pos Malaysia had convened twelve (12) meetings during the financial
f) Dato’ Lukman bin Ibrahim
period under review. The details of the Pos Malaysia’s Audit Committee members and the
attendance are as follows:
Members
(Resigned w.e.f. 9 November 2011)
Non-Independent Non-Executive Director
(Member)
(Appointed w.e.f.15 September 2011)
g) Dato’ Ibrahim Mahaludin bin Puteh
a) Datuk Low Seng Kuan
Independent Non-Executive Director
(Appointed w.e.f. 15 February 2012)
Senior Independent Non-Executive Director
(Chairman)
Attendance of Meetings
b) Dato’ Wee Hoe Soon @ Gooi Hoe Soon
Independent Non-Executive Director
(Member)
Members
Total
Datuk Low Seng Kuan
12/12
Dato’ Wee Hoe Soon @ Gooi Hoe Soon
10/12
c) YM Tunku Dato’ Mahmood Fawzy bin Tunku Muhiyiddin
YM Tunku Dato’ Mahmood Fawzy bin Tunku Muhiyiddin
Abdul Hamid bin Sh Mohamed
11/11
(Member)
Puan Sri Datuk Nazariah binti Mohd Khalid
10/10
Dato’ Lukman bin Ibrahim
3/3
Dato’ Ibrahim Mahaludin bin Puteh
1/1
Non-Independent Non-Executive Director
(Resigned w.e.f. 1 July 2011)
4/5
d) Abdul Hamid bin Sh Mohamed
Independent Non-Executive Director
(Member)
pg
(Resigned w.e.f. 13 December 2011)
108
Pos Malaysia Berhad
annual report 2012
AUDIT COMMITTEE REPORT
Terms of Reference
The Terms of Reference of the Audit Committee are in line with the Main Market Listing
Requirements of Bursa Malaysia Securities Berhad (“MMLR of Bursa Securities”) and the Malaysian
Code on Corporate Governance (Revised 2007)(“the Code”). The Terms of Reference of the
Audit Committee are as follows:-
Composition of Committee
The Audit Committee shall be appointed by the Board of Directors upon recommendation of
the Board Nomination and Remuneration Committee which meets the following requirements:• The Audit Committee shall consist of not less than three (3) members;
• All the members of the Audit Committee must be non-executive directors, with a majority
of them being independent directors as defined under the MMLR of Bursa Securities;
• At least one (1) member of the Audit Committee must meet the criteria set by the MMLR
• In the event of any vacancy in the Audit Committee resulting in the non-compliance of the
MMLR of Bursa Securities per taining to composition of the Audit Committee, the Board of
Directors shall within three (3) months of that event fill the vacancy;
• The Audit Committee members shall collectively:
a)
b)
Have knowledge of the industries in which the Group operates; and
Have the ability to understand key business and financial risks as well as related
controls and control processes;
• All members of the Audit Committee shall also be financially literate i.e. have the ability to
read and understand fundamental financial statements, including a Company’s balance sheet,
income statement, statement of cash flow and key performance indicators.
Audit Committee Meetings
The Audit Committee Meetings shall be held not less than four (4) times a year. In addition to
of Bursa Securities as follows:-
•
Must be a member of the Malaysian Institute of Accountants; or
Director/Chief Executive Officer, Chief Financial Officer and Chief Internal Auditor. Other
•
If he/she is not a member of the Malaysian Institute of Accountants, he must have at
members of the Board, senior management and external auditors’ representatives may attend
least three (3) years working experience; and
the meetings upon invitation of the Audit Committee. The auditors, both internal and external,
He/she must have passed the examinations specified in Par t I of the 1st Schedule of
may request a meeting if they deem necessary.
•
the Accountants Act 1967; or he/she must be a member of one (1) of the associations of
accountants specified in Part II of the 1st Schedule of the Accountants Act 1967; or
•
Fulfils such other requirements as prescribed or approved by Bursa Malaysia Securities
Berhad (“Bursa Securities”);.
the members of the Audit Committee, the meeting shall be attended by the Group Managing
The quorum for a meeting of the Audit Committee shall comprise a majority of Independent
Directors from among its members. In the absence of the Chairman, the members present
shall elect a chairman for the meeting from among the members present. Minutes of each
meeting shall be kept and distributed to each member of the Audit Committee and of the Board.
• The members of the Audit Committee shall elect a Chairman from among themselves who
The Audit Committee shall repor t on each meeting to the Board. The Secretary to the Audit
Committee shall be the Company Secretary or any other person as the Committee may decide.
shall be an Independent Director ;
• No alternate director should be appointed as a member of the Audit Committee;
Pos Malaysia Berhad
annual report 2012
pg
109
AUDIT COMMITTEE REPORT
Rights and Authority
Responsibilities and Duties
The duties of the Audit Committee shall be in accordance with the same procedures adopted
The responsibilities and duties of the Audit Committee are as follows:
by the Board:-
a) Risk Management
To review the adequacy and effectiveness of Enterprise Risk Management (“ERM”),
• Have authority to investigate any activity within its Terms of Reference;
repor ting structures, risk profiles and governance processes.
• Have the resources which are required to perform its duties;
b) Internal Audit
• Have full and unrestricted access to any employee and information per taining to the Group.
•
All documents of the Group shall be made accessible to the Audit Committee and all
employees are directed to co-operate with the request made by the Audit Committee;
•
To approve the appointment, replacement and dismissal of the Chief Internal Auditor
and his/her deputy;
To review the adequacy of the scope, functions, competency and resources of Internal
• Have direct communication channels with the external auditors and person(s) carrying out
Audit Department (“IAD”) and that it has the necessary authority to carry out its work;
To review and approve the Annual Risk Based Audit Plan, Key Performance Indicators
the internal audit function or activity for the Group; and
• Be able to engage independent professional advisers or other advisers and to secure
attendance of other third parties with relevant experience and exper tise if it considers
necessary.
•
•
•
and subsequently appraise the performance of the IAD;
To monitor the effectiveness in the implementation of the Whistle Blowing Policy and
procedure and other related governance processes;
To review the internal audit repor ts on significant/ major audit findings and
Notwithstanding anything to the contrary, the Audit Committee does not have executive
Management’s responses to ensure that appropriate and adequate remedial actions
powers and shall report to the Board of Directors on matters considered and its
are taken by the Management; and
recommendation thereon, relating to the Group and the Company.
To review the systems of internal controls with the auditors.
Review of the Audit Committee
The performance of the Audit Committee and each of the members shall be reviewed by the
Board of Directors at least once every three (3) years to determine whether the Committee and
its members have carried out their duties in accordance with the Terms of Reference as set out
in the Corporate Governance Statement in this Annual Repor t.
pg
110
•
c) External Audit
•
To review the external auditors’ audit plan, scope of their audits and their
Management letters and ensure appropriate and adequate remedial actions are taken
by Management on significant lapses in controls and procedures that are identified;
•
To assess the performance of the external auditors and make recommendations to
the Board of Directors on their appointment and removal;
•
To recommend the nomination of external auditors, their audit fees and resignation
or dismissal of external auditors and thereafter repor t the same to the Board;
Pos Malaysia Berhad
annual report 2012
AUDIT COMMITTEE REPORT
•
To review the quarterly and annual financial statements of the Group and the
Company focusing on the matters set out below, and thereafter submit the same to
the Board:-
Summary of Activities
During the period under review, the Audit Committee carried out the following activities:-
•
Any changes in or implementation of major accounting policies and practices;
•
Major judgmental areas, significant and unusual events;
•
Significant adjustments arising from the audit;
•
Going concern assumption; and
repor ting and disclosure are in compliance with:
•
Compliance with Accounting Standards and regulatory requirements.
• Provisions of the Companies Act 1965;
•
To discuss problems and reservations arising from the interim and final audits and any
• MMLR of Bursa Securities;
matter the external auditors may wish to discuss.
• Applicable approved accounting standards in Malaysia; and
d) Other Matters
•
To review related par ty transactions entered into by the Group and the Company and
Financial Reporting
Reviewed quar terly and annual financial repor ts of the Group and the Company prior to
submission to the Board of Directors for approval. The review was to ensure that the financial
• Other legal and regulatory requirements;
In the review of the annual audited financial statements, the Audit Committee discussed with
Management and the external auditors, the accounting principles and standards that were applied
to ensure that such transactions are undertaken on the Group’s normal commercial
terms and that the internal control procedures with regards to such transactions are
sufficient.
•
Any other functions as may be agreed to by the Committee and the Board.
•
Where the Audit Committee is of the view that a matter repor ted to the Board
a. Reviewed the risk-based annual audit plan to ensure adequacy of the scope and coverage of
of Directors has not been satisfactorily resolved resulting in a breach of the MMLR of
Bursa Securities, the Committee has the responsibility to properly repor t such matter
b. Reviewed the Key Performance Indicators of the IAD and appraised the depar tment’s
to Bursa Securities.
and their judgment of the items that may affect the financial statements.
Internal Audit
major risk areas of the Group;
performance and competency level;
c. Reviewed the effectiveness of the audit process, resource requirements for the year ;
d. Reviewed the internal audit repor ts which were tabled during the period, the audit
recommendations made and management’s responses to these recommendations and
where appropriate, the committee would direct Management to rectify and improve
internal controls and Standard Operating Procedures based on the internal auditor’s
Pos Malaysia Berhad
annual report 2012
recommendations and suggestions for improvement;
pg
111
AUDIT COMMITTEE REPORT
e. Monitored the corrective actions on the outstanding audit issues to ensure that all the key
The audit scope includes performing audit reviews at Strategic Business Units (“SBUs”), States
Management Offices, Suppor t Services Depar tments and subsidiaries.
risks and control lapses had been addressed; and
f. Monitored internal audit activities and the staffing requirements, skills and the core
competency of the Internal Auditors.
External Auditors
a. Reviewed the external auditors on:
•
their audit plan, audit strategy and scope of work for the period; and
•
the results of the annual audit, their audit reports and management letter together
with management’s response to the findings of the external auditors.
b. Evaluated the performance and the effectiveness of the external auditors and made
recommendations to the Board of Directors on their appointment and remuneration.
The audits cover the reviews on:1. the adequacy of internal controls;
2. the effectiveness and efficiency of operations;
3. the accuracy of financial and operational information;
4. the compliance with internal policy & procedure, regulatory and statutory requirements;
5. the adequacy and effectiveness of IT systems in suppor ting operations;
6. the effectiveness of risk management processes and the implementation of controls by
management to mitigate company’s major risks;
7. the effectiveness of on-going key project implementation and deliverables; and
8 the compliance with the Code and the MMLR of Bursa Securities.
Related Party Transactions
The IAD shows a high level of professional exper tise, with qualified and experienced auditors
Review related par ty transactions entered into by the Group and the Company and the disclosure
who consistently show their competency through the high quality and usefulness of the audit
of such transactions as per the regulatory requirements.
product over time.
Internal Audit Function
The IAD also conducted ad-hoc assignments and investigation audits requested by the Audit
The Audit Committee is assisted by the IAD to effectively discharge its duties and responsibilities.
The IAD reports directly to the Audit Committee. In the financial period ended 2012, there were
twelve (12) Audit Committee meetings held to deliberate on major audit findings. In general, the
IAD provides an independent assurance on the adequacy and effectiveness of internal controls,
corporate risk management and overall governance processes.
Annually, the IAD prepares a risk based audit plan and presents to the Audit Committee for
Committee and Management. Fur ther, the IAD conducts regular follow-up(s) on the closing of
audit issues with input from the Management.
In ensuring effective communication of audit issues to all operational areas and prompt closing
of audit issues, meetings were held with the Management on a regular basis. Management is
responsible for ensuring that corrective actions on repor ted weaknesses and suggested
improvements as recommended are taken within the required time frame.
approval. In view of scarce resources, the risk based audit plan gives priority and focuses on the
Company’s top risks identified by the Management.
pg
112
Pos Malaysia Berhad
annual report 2012
AUDIT COMMITTEE REPORT
The IAD also provides consultancy services to the Management in evaluating the risk exposures
of new business products and projects prior to implementation and ensures that controls are
in place to mitigate risks identified. The IAD continues to assist Management in suppor ting the
Whistle Blowing Policy and the Integrity Pact established in 2008 to ensure transparency and
integrity throughout the tendering process.
The IAD independently reviews the risk management governance processes to ensure their
adequacy and effectiveness and repor ts to the Audit Committee on a periodical basis. The IAD
also performs a full scope of investigation functions and produces investigation repor t to the
management for subsequent internal disciplinary action.
The total budget for the Internal Audit function at Pos Malaysia in respect of the financial period
ended 31 March 2012 was RM6.4 million.
Pos Malaysia Berhad
annual report 2012
pg
113
UNVEILING
FOR GROWTH
pg
114
Pos Malaysia Berhad
annual report 2012
Pos Malaysia Berhad
annual report 2012
pg
115
DIRECTORS’ REPORT FOR THE PERIOD ENDED 31 MARCH 2012
The Directors of Pos Malaysia Berhad have pleasure in submitting their repor t together with the
Dividends
audited financial statements of the Group and of the Company for the financial period ended
Since the end of the previous financial year, the Company paid a first and final dividend of
31 March 2012.
10.0 sen per ordinary share less tax at 25% (7.5 sen net per ordinary share) and a special
dividend of 7.5 sen per ordinary share less tax at 25% (5.6 sen net per ordinary share) totalling
Principal activities
RM70,485,000 on 3 June 2011 in respect of the financial year ended 31 December 2010.
The principal activities of the Company during the financial period are to provide postal and its
related services which include receiving and dispatching of postal ar ticles, postal financial services,
The Directors recommend the payment of a first and final dividend of 17.5 sen per ordinary
dealing in philatelic products and sale of postage stamps.
share less tax at 25% (13.1 sen net per ordinary share) totalling to RM70,485,000 in respect of
the financial period ended 31 March 2012, subject to the approval of the shareholders at the
The principal activities of the subsidiaries are stated in Note 13 to the financial statements.
for thcoming Annual General Meeting.
There has been no significant change in the nature of these activities during the financial period.
Directors of the Company
The Directors who have held office during the period since the date of the last repor t are as
Change of year end
follows:
On 23 November 2011, the Group changed its financial year end from 31 December to
• Dato’ Sri Haji Mohd Khamil bin Jamil (appointed as Director w.e.f. 04.07.2011 and redesignated
31 March.
as Chairman w.e.f. 15.07.2011)
• Dato’ Lukman bin Ibrahim (appointed w.e.f. 04.07.2011)
• Datuk Low Seng Kuan
Financial Results
Profit for the financial period attributable to
the owners of the Company
Group
RM’000
Company
RM’000
138,841
115,886
• Dato’ Krishnan a/l Chinapan
• Dato’ Ibrahim Mahaludin bin Puteh
• Dato’ Wee Hoe Soon @ Gooi Hoe Soon • Eshah binti Meor Suleiman
• Dato’ Syed Faisal Albar bin Syed A.R Albar (ceased w.e.f. 01.01.2012)
• Abdul Hamid bin Sh. Mohamed (resigned w.e.f. 13.12.2011)
There were no material transfers to or from reserves and provisions during the period under
• Puan Sri Datuk Nazariah binti Mohd Khalid (resigned w.e.f. 09.11.2011)
review other than as disclosed in the financial statements.
• Tan Sri Dato’ Ir Muhammad Radzi bin Haji Mansor (resigned w.e.f. 21.10.2011)
• Tan Sri Dato’ Seri (Dr.) Aseh bin Haji Che Mat (resigned w.e.f. 15.07.2011)
• Tunku Dato’ Mahmood Fawzy bin Tunku Muhiyiddin (resigned w.e.f. 01.07.2011)
pg
116
Pos Malaysia Berhad
annual report 2012
DIRECTORS’ REPORT FOR THE PERIOD ENDED 31 MARCH 2012
Directors’ interests
The Nomination and Remuneration Committee consists of the following Directors:
According to the Register of Directors’ Shareholdings, par ticulars of the interests of a Director
• Dato’ Sri Haji Mohd Khamil bin Jamil (Chairman/Non-Independent Non-Executive Director)
who held office at the end of financial period, in shares of the Company were as follows:
Number of ordinary shares of RM0.50 each
At date of
appoinment
Dato’ Sri Haji Mohd Khamil bin Jamil
Bought Sold
57
At 31.3.2012
• Dato’ Ibrahim Mahaludin bin Puteh
(Independent Non-Executive Director)
• Datuk Low Seng Kuan
(Senior Independent Non-Executive Director)
• Dato’ Krishnan a/l Chinapan
• Eshah binti Meor Suleiman
-
-
(Independent Non-Executive Director)
(Non-Independent Non-Executive Director)
57
Issue of shares
Other than as disclosed above, according to the Register of Directors, none of the Directors in
There were no changes in the authorised, issued and paid-up capital of the Company during the
office at the end of the financial period held any interest in the shares of the Company and of its
financial period.
related corporations during the financial period.
Options granted over unissued shares
Directors’ benefits
No options were granted to any person to take up unissued shares of the Company during the
During and at the end of the financial period, no arrangements subsisted to which the Company
financial period.
is a par ty, being arrangements with the object or objects of enabling Directors of the Company
to acquire benefits by means of the acquisition of shares in, or debentures of, the Company or
Other statutory information
any other body corporate.
Before the statements of comprehensive income and statements of financial position of the Group
and of the Company were made out, the Directors took reasonable steps to ascer tain that:
Since the end of the previous financial period, no Director has received nor become entitled
to receive a benefit (other than emoluments disclosed in Note 6 to the financial statements)
i) all known bad debts have been written off and adequate provision made for doubtful
by reason of a contract made by the Company or a related corporation with the Director or
debts, and
with a firm of which the Director is a member, or with a company in which the Director has a
substantial financial interest.
ii) any current assets which were unlikely to be realised in the ordinary course of business
have been written down to an amount which they might be expected so to realise.
Nomination and remuneration committee
The Nomination and Remuneration Committee establishes and recommends the remuneration
structure and policy for the Directors and Key Management Officers whereupon such
recommendations are made to the Board of Directors for approval.
Pos Malaysia Berhad
annual report 2012
pg
117
DIRECTORS’ REPORT FOR THE PERIOD ENDED 31 MARCH 2012
At the date of this report, the Directors are not aware of any circumstances:
Other statutory information (continued)
No contingent liability or other liability of any company in the Group has become enforceable, or
i)
that would render the amount written off for bad debts, or the amount of the provision for
is likely to become enforceable within the period of twelve months after the end of the financial
doubtful debts, in the Group and in the Company inadequate to any substantial extent, or
period 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.
ii) that would render the value attributed to the current assets in the financial statements of
the Group and of the Company misleading, or
In the opinion of the Directors, except for impairment losses as disclosed in Note 5 of the
financial statements, the financial performance of the Group and of the Company for the financial
iii) which have arisen which render adherence to the existing method of valuation of assets or
period ended 31 March 2012 have not been substantially affected by any item, transaction or
event of a material and unusual nature nor has any such item, transaction or event occurred in
liabilities of the Group and of the Company misleading or inappropriate, or
the interval between the end of that financial period and the date of this repor t.
iv) not otherwise dealt with in this report or the financial statements, that 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:
i)
any charge on the assets of the Group or of the Company that has arisen since the end of
the financial period and which secures the liabilities of any other person, or
Auditors
The auditors, Messrs KPMG, have indicated their willingness to accept re-appointment.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
ii) any contingent liability in respect of the Group or of the Company that has arisen since the
end of the financial period.
Dato’ Sri Haji Mohd Khamil bin Jamil Datuk Low Seng Kuan
Kuala Lumpur,
Date : 18 June 2012
pg
118
Pos Malaysia Berhad
annual report 2012
STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIOD ENDED 31 MARCH 2012
Group
Company
1.1. 2011 to
Year ended
1.1.2011 to
Year ended
31.3.2012
31.12.2010
31.3.2012
31.12.2010
RM’000
RM’000
RM’000
RM’000
1,481,660
1,014,975
1,435,227
982,026
(24,952)
(16,026)
(7,356)
(6,158)
(780,713)
(559,395)
(764,158)
(546,461)
(81,916)
(55,545)
(84,673)
(53,019)
(167,308)
(119,099)
(166,388)
(118,385)
(70,751)
(49,421)
(70,457)
(45,403)
(86,845)
(57,126)
(83,956)
(54,606)
(91,415)
(52,695)
(87,339)
(49,600)
-
(22,273)
-
(22,273)
177,760
83,395
170,900
86,121
Finance income
19,153
13,234
16,153
12,382
Other income
17,897
13,437
17,709
13,561
283
1,489
337
1,489
-
15,537
-
-
Note
Revenue
4
Cost of materials and consumables
Staff costs
Rental , communication and utilities
Transportations
Maintenance and supplies
Depreciation of property, plant and equipment
10
Other operating expenses
Impairment loss on property, plant and equipment
10
Results from operating activities
Fair value through profit or loss: held for trading
Reversal of impairment loss on other receivables
Impairment loss on investment in a subsidiary
13
-
-
(17,164)
-
Impairment loss on financial assets designated as available-for-sale
15
(10,322)
(25,098)
(10,322)
(25,098)
Change in fair value of investment properties
11
(2,531)
-
-
-
(2,038)
(2,928)
(2,037)
(2,926)
Finance cost
Profit before tax
5
200,202
99,066
175,576
85,529
Tax expense
7
(61,361)
(31,958)
(59,690)
(30,810)
138,841
67,108
115,886
54,719
Profit for the period/year attributable to owners of the Company
Pos Malaysia Berhad
annual report 2012
pg
119
STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIOD ENDED 31 MARCH 2012
Group
Note
Company
1.1.2011 to
Year ended
1.1.2011 to
Year ended
31.3.2012
31.12.2010
31.3.2012
31.12.2010
RM’000
RM’000
RM’000
RM’000
1,144
-
-
-
139,985
67,108
115,886
54,719
25.9
12.5
Other comprehensive income, net of tax
Revaluation of property, plant and equipment upon transfer of properties to investment properties
Total comprehensive income for the period/year attributable to owners of the
Company
Basic earnings per ordinary share (sen)
8
The notes on pages 128 to 196 are an integral part of these financial statements.
pg
120
Pos Malaysia Berhad
annual report 2012
STATEMENTS OF FINANCIAL POSITION AS AT 31 MARCH 2012
Group
Company
31.3.2012
31.12.2010
31.3.2012
31.12.2010
Note
RM’000
RM’000
RM’000
RM’000
Property, plant and equipment
10
622,309
551,960
543,932
459,819
Investment properties
11
27,958
15,071
-
-
Goodwill
12
4,630
4,630
-
-
Investments in subsidiaries
13
-
-
45,180
62,344
Investments in associates
14
-
-
-
-
Other investments
15
120,744
96,468
121,193
96,079
Deferred tax assets
22
-
417
-
-
775,641
668,546
710,305
618,242
Assets
Total non-current assets
Other investments
15
3,268
104,306
2,323
103,164
Inventories
16
10,132
8,761
6,855
5,457
Trade and other receivables
17
153,157
187,595
257,994
242,882
9,857
8,975
4,243
8,214
190
1,503
-
-
Prepayment and other assets
Current tax assets
Cash and cash equivalents
18
544,076
395,533
436,648
354,443
Assets classified as held for sale
19
1,755
-
1,755
-
722,435
706,673
709,818
714,160
1,498,076
1,375,219
1,420,123
1,332,402
Total current assets
Total assets
Pos Malaysia Berhad
annual report 2012
pg
121
STATEMENTS OF FINANCIAL POSITION AS AT 31 MARCH 2012
Group
Company
31.3.2012
31.12.2010
31.3.2012
31.12.2010
Note
RM’000
RM’000
RM’000
RM’000
Share capital
20
268,513
268,513
268,513
268,513
Share premium
20
385
385
385
385
Reserves
21
629,195
559,695
528,185
482,784
898,093
828,593
797,083
751,682
Equity
Total equity
Liabilities
Deferred tax liabilities
22
17,804
12,282
17,399
11,372
Hire purchase liabilities
23
15
30,762
-
30,738
17,819
43,044
17,399
42,110
5
13,236
-
13,222
17,538
18,497
17,946
19,011
564,621
471,849
587,695
506,377
Total current liabilities
582,164
503,582
605,641
538,610
Total liabilities
599,983
546,626
623,040
580,720
1,498,076
1,375,219
1,420,123
1,332,402
Total non-current liabilities
Hire purchase liabilities
23
Current tax liabilities
Trade and other payables
Total equity and liabilities
24
The notes on pages 128 to 196 are an integral part of these financial statements.
pg
122
Pos Malaysia Berhad
annual report 2012
STATEMENTS OF CHANGES IN EQUITY FOR THE PERIOD ENDED 31 MARCH 2012
Attributable to owners of the Company
Non distributable
Distributable
Share capital*
Share premium
Revaluation reserve
Retained earnings
Total
RM’000
RM’000
RM’000
RM’000
RM’000
268,513
385
-
542,933
811,831
-
-
-
67,108
67,108
-
-
-
(50,346)
(50,346)
268,513
385
-
559,695
828,593
Profit for the period
-
-
-
138,841
138,841
Revaluation of property, plant and equipment upon transfer of properties
to investment properties
-
-
1,144
-
1,144
Total comprehensive income for the period
-
-
1,144
138,841
139,985
Note
Group
At 1 January 2010
Profit and total comprehensive income for the year
Dividends to owners of the Company
9
At 31 December 2010/ 1 January 2011
Dividends to owners of the Company
At 31 March 2012
9
-
-
-
(70,485)
(70,485)
268,513
385
1,144
628,051
898,093
Note 20
Note 20
Note 20
Note 21
The notes on pages 128 to 196 are an integral par t of these financial statements.
Pos Malaysia Berhad
annual report 2012
pg
123
STATEMENTS OF CHANGES IN EQUITY FOR THE PERIOD ENDED 31 MARCH 2012 (CONTINUED)
Attributable to owners of the Company
Non distributable
Note
Distributable
Share capital*
Share premium
Retained earnings
Total
RM’000
RM’000
RM’000
RM’000
268,513
385
478,411
747,309
-
-
54,719
54,719
-
-
(50,346)
(50,346)
268,513
385
482,784
751,682
-
-
115,886
115,886
Company
At 1 January 2010
Profit and total comprehensive income for the year
Dividends to owners of the Company
9
At 31 December 2010/ 1 January 2011
Profit and total comprehensive income for the period
Dividends to owners of the Company
At 31 March 2012
*
9
-
-
(70,485)
(70,485)
268,513
385
528,185
797,083
Note 20
Note 20
Note 21
Share capital includes the Special Rights Redeemable Preference Share of RM1.00.
Refer to Note 20(a) the financial statements for details of the terms and rights attached to Special Rights Redeemable Preference Share.
The notes on pages 128 to 196 are an integral part of these financial statements.
pg
124
Pos Malaysia Berhad
annual report 2012
STATEMENTS OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2012
Group
Note
Company
1.1.2011 to 31.3.2012 Year ended 31.12.2010
RM’000
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended
31.12.2010
RM’000
Cash flows from operating activities
Profit before tax
200,202
99,066
175,576
85,529
Adjusments for:
Change in fair value of investment properties
11
2,531
-
-
-
Depreciation of property, plant and equipment
10
87,262
57,126
84,373
54,606
(74)
(132)
(41)
(132)
Dividend income
Fair value through profit or loss: held for trading
Finance income
Finance costs
Gain on disposal of property, plant and equipment
(283)
(1,489)
(337)
(1,489)
(19,153)
(13,234)
(16,153)
(12,382)
2,038
2,928
2,037
2,926
(1,773)
(7,096)
(1,753)
(7,096)
10,322
25,098
10,322
25,098
-
22,273
-
22,273
Impairment loss on:
- Financial asset designated as available-for-sale
- Property, plant and equipment
10
- Investment in a subsidiary
13
-
-
17,164
-
16
(93)
16
(93)
281,088
184,447
271,204
169,240
Change in inventories
(1,371)
(69)
(1,398)
(721)
Change in trade and other receivables, prepayments and other assets
33,556
(19,063)
(11,141)
(14,019)
Change in trade and other payables
89,100
55,254
77,646
84,896
Cash generated from operations
402,373
220,569
336,311
239,396
Income tax paid
(55,068)
(27,399)
(54,728)
(25,221)
-
5,281
-
5,281
347,305
198,451
281,583
219,456
Loss/(Gain) on disposal of other investments
Operating profit before changes in working capital
Income tax refund
Net cash generated from operating activities
Pos Malaysia Berhad
annual report 2012
pg
125
STATEMENTS OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2012 (CONTINUED)
Group
Note
1.1.2011 to
31.3.2012
RM’000
Company
Year ended
31.12.2010
RM’000
1.1.2011 to
31.3.2012
RM’000
Year ended
31.12.2010
RM’000
102,353
3,694
100,853
3,694
1,856
8,492
1,836
8,492
(173,723)
(76,332)
(170,324)
(78,087)
(35,890)
(200)
(35,890)
-
19,397
13,447
16,916
12,960
74
132
41
132
-
-
-
(21,060)
(85,933)
(50,767)
(86,568)
(73,869)
(43,978)
(8,821)
(43,960)
(8,809)
Cash flows from investing activities
Proceeds from disposal of other investments
Proceeds from disposal of property, plant and equipment
Purchase of property, plant and equipment
(ii)
Acquisition of other investments
Interest received
Dividend received
Increase in investment in a subsidiary
Net cash used in investing activities
Cash flows from financing activities
Repayment of hire purchase
Interest paid
Dividend paid to owners of the Company
Net cash used in financing activities
Net increase in cash and cash equivalents
(2,038)
(2,928)
(2,037)
(2,926)
(70,485)
(50,346)
(70,485)
(50,346)
(116,501)
(62,095)
(116,482)
(62,081)
144,871
85,589
78,533
83,506
Cash and cash equivalents at 1 January
(i)
265,066
179,477
223,976
140,470
Cash and cash equivalents at 31 March/31 December
(i)
409,937
265,066
302,509
223,976
pg
126
Pos Malaysia Berhad
annual report 2012
STATEMENTS OF CASH FLOWS FOR THE PERIOD ENDED 31 MARCH 2012 (CONTINUED)
(i) Cash and cash equivalents
Cash and cash equivalents included in the statements of cash flows comprise the following statements of financial position amounts:
Group
Note
31.3.2012
RM’000
Company
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
Cash and bank balances
18
97,903
119,781
77,748
84,136
Liquid investments
18
280,838
118,700
198,900
118,700
Deposits placed with licensed banks
18
165,335
157,052
160,000
151,607
544,076
395,533
436,648
354,443
Less:
Cash held for the purpose of distribution of fuel rebate for the government
Collections on behalf of agency creditors
18
-
(4,338)
-
(4,338)
(134,139)
(126,129)
(134,139)
(126,129)
409,937
265,066
302,509
223,976
(ii)Purchase of property, plant and equipment
During the period, the Group and Company acquired proper ty, plant and equipment with an aggregate cost of RM173,723,000 (31.12.2010: RM96,926,000)
and RM170,324,000 (31.12.2010: RM98,681,000) of which Nil (31.12.2010: RM20,594,000) and Nil (31.12.2010: RM20,594,000) respectively,
were acquired by means of hire purchases.
The notes on pages 128 to 196 are an integral par t of these financial statements.
Pos Malaysia Berhad
annual report 2012
pg
127
NOTES TO THE FINANCIAL STATEMENTS
Pos Malaysia Berhad is a public limited liability company, incorporated and domiciled in Malaysia
The following are the accounting standards, amendments and interpretations of
and is listed on the Main Market of the Bursa Malaysia Securities Berhad. The address of its
the FRS framework that have been issued by the Malaysian Accounting Standards
registered office and principal place of business is as follows:
Board (MASB) but have not been adopted by the Group and the Company:
Registered office/Principal place of business
FRSs, Interpretations and amendments effective for annual periods beginning on or after
Tingkat 8, Ibu Pejabat Pos
1 July 2011
Kompleks Dayabumi
• IC Interpretation 19, Extinguishing Financial Liabilities with Equity Instruments
50050 Kuala Lumpur
• Amendments to IC Interpretation 14, Prepayments of a Minimum Funding Requirement
The consolidated financial statements of the Company as at and for the period ended
FRSs, Interpretations and amendments effective for annual periods beginning on or after
31 March 2012 comprise the Company and its subsidiaries (together referred to as the “Group”
1 January 2012
and individually referred to as “Group entities”) and the Group’s interest in associates. The
• FRS 124, Related Par ty Disclosures (revised)
financial statements of the Company as at and for the period ended 31 March 2012 do not
• Amendments to FRS 1, First-time Adoption of Financial Repor ting Standards
include other entities.
– Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters
• Amendments to FRS 7, Financial Instruments: Disclosures - Transfers of Financial Assets
• Amendments to FRS 112, Income Taxes - Deferred Tax: Recovery of Underlying Assets
The principal activities of the Company during the financial period are to provide postal and its
related services which include receiving and dispatching of postal ar ticles, postal financial services,
dealing in philatelic products and sale of postage stamps. The principal activities of the subsidiaries
are stated in Notes 13 to the financial statements.
FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 July 2012
• Amendments to FRS 101, Presentation of Financial Statements - Presentation of Items of
Other Comprehensive Income
These financial statements were authorised for issue by the Board of Directors on 18 June 2012.
1. BASIS OF PREPARATION
(a) Statement of compliance
pg
FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2013
• FRS 10, Consolidated Financial Statements
The financial statements of the Group and of the Company have been prepared in accordance
• FRS 11, Joint Arrangements
with Financial Reporting Standards (FRSs), generally accepted accounting principles and the
• FRS 12, Disclosure of Interests in Other Entities
Companies Act, 1965 in Malaysia.
• FRS 13, Fair Value Measurement
• FRS 119, Employee Benefits (2011)
128
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
• FRS 127, Separate Financial Statements (2011)
(c) Functional and presentation currency
• FRS 128, Investments in Associates and Joint Ventures (2011)
These financial statements are presented in Ringgit Malaysia (RM), which is the Company’s
• IC Interpretation 20, Stripping Costs in the Production Phase of a Surface Mine
functional currency. All financial information presented in RM has been rounded to the
• Amendments to FRS 7, Financial Instruments: Disclosures - Offsetting Financial Assets and
nearest thousand, unless otherwise stated.
Financial Liabilities
• Amendments to FRS 1, First-time Adoption of Financial Repor ting Standards - Government
(d)Use of estimates and judgements
Loans
The preparation of the financial statements in conformity with FRSs requires management
to make judgements, estimates and assumptions that affect the application of accounting
FRSs, Interpretations and amendments effective for annual periods beginning on or after
policies and the repor ted amounts of assets, liabilities, income and expenses. Actual results
1 January 2014
may differ from these estimates.
• Amendments to FRS 132, Financial Instruments: Presentation - Offsetting Financial Assets
and Financial Liabilities
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to
accounting estimates are recognised in the period in which the estimates are revised and in
FRSs, Interpretations and amendments effective for annual periods beginning on or after
1 January 2015
• FRS 9, Financial Instruments (2009)
There are no significant areas of estimation uncer tainty and critical judgements in applying
• FRS 9, Financial Instruments (2010)
accounting policies that have significant effect on the amounts recognised in the financial
• Amendments to FRS 7, Financial Instruments: Disclosures - Mandatory Date of FRS 9 and
statements other than those disclosed in the following notes:
any future periods affected.
Transition Disclosures
• Note 11
The Group’s and the Company’s financial statements for annual period beginning on
• Note 12 - Measurement of the recoverable amounts of cash-generating units
1 April 2012 will be prepared in accordance with the Malaysian Financial Repor ting Standards
• Note 22
(MFRSs) issued by the MASB and International Financial Repor ting Standards (IFRSs). As a
result, the Group and the Company will not be adopting the above FRSs, Interpretations and
- Valuation of investment proper ties
- Recognition of unutilised tax losses and capital allowances
2. SIGNIFICANT ACCOUNTING POLICIES
amendments.
The accounting policies set out below have been applied consistently to the periods
(b)Basis of measurement
presented in these financial statements, and have been applied consistently by Group entities,
The financial statements have been prepared on the historical cost basis except as disclosed
unless otherwise stated.
in the Note 2 to the financial statements.
Pos Malaysia Berhad
annual report 2012
pg
129
NOTES TO THE FINANCIAL STATEMENTS
(a) Basis of consolidation
•
the fair value of the consideration transferred; plus
•
the recognised amount of any non-controlling interests in the acquiree; plus
•
if the business combination is achieved in stages, the fair value of the existing equity
(i) Subsidiaries
Subsidiaries are entities, including unincorporated entities, controlled by the Group.
Control exists when the Group has the ability to exercise its power to govern the
financial and operating policies of an entity so as to obtain benefits from its activities.
interest in the acquiree; less
•
the net recognised amount (generally fair value) of the identifiable assets acquired
and liabilities assumed.
In assessing control, potential voting rights that presently are exercisable are taken into
account.
When the excess is negative, a bargain purchase gain is recognised immediately in profit
or loss.
Investments in subsidiaries are measured in the Company’s statement of financial position
at cost less any impairment losses. The cost of investments includes transaction costs.
The consideration transferred does not include amounts related to the settlement of
pre-existing relationships. Such amounts are generally recognised in profit or loss.
The accounting policies of subsidiaries are changed when necessary to align them with
the policies adopted by the Group.
Costs related to the acquisition, other than those associated with the issue of debt or
equity securities, that the Group incurs in connection with a business combination are
(ii) Accounting for business combinations
expensed as incurred.
Business combinations are accounted for using the acquisition method from the acquisition
date, which is the date on which control is transferred to the Group.
Any contingent consideration payable is recognised at fair value at the acquisition date.
If the contingent consideration is classified as equity, it is not remeasured and settlement
The Group has changed its accounting policy with respect to accounting for business
is accounted for within equity. Otherwise, subsequent changes to the fair value of the
combinations.
contingent consideration are recognised in profit or loss.
From 1 January 2011, the Group has applied FRS 3, Business Combinations (revised) in
Acquisitions between 1 January 2006 and 1 January 2011
accounting for business combinations. The change in accounting policy has been applied
prospectively in accordance with the transitional provisions provided by the standard and
For acquisitions between 1 January 2006 and 1 January 2011, goodwill represents the
does not have impact on earnings per share.
excess of the cost of the acquisition over the Group’s interest in the recognised amount
(generally fair value) of the identifiable assets, liabilities and contingent liabilities of
Acquisitions on or after 1 January 2011
the acquiree. When the excess was negative, a bargain purchase gain was recognised
For acquisitions on or after 1 January 2011, the Group measures goodwill at the
immediately in profit or loss.
acquisition date as:
pg
130
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
Transaction costs, other than those associated with the issue of debt or equity securities,
Investments in associates are accounted for in the consolidated financial statements
that the Group incurred in connection with business combinations were capitalised as
using the equity method less any impairment losses. The cost of the investment includes
par t of the cost of the acquisition.
transaction costs. The consolidated financial statements include the Group’s share of
the profit or loss and other comprehensive income of the equity-accounted associates,
Acquisitions prior to 1 January 2006
after adjustments if any, to align the accounting policies with those of the Group, from
For acquisitions prior to 1 January 2006, goodwill represents the excess of the cost of
the date that significant influence commences until the date that significant influence ceases.
the acquisition over the Group’s interest in the fair values of the net identifiable assets
and liabilities.
When the Group’s share of losses exceeds its interest in an associate, the
carrying amount of that interest including any long-term investments is reduced
(iii)Loss of control
to zero, and the recognition of fur ther losses is discontinued except to the extent
The Group applied FRS 127, Consolidated and Separate Financial Statements (revised)
that the Group has an obligation or has made payments on behalf of the investees.
since the beginning of the reporting period in accordance with the transitional provisions
provided by the standard and does not have impact on earnings per share. Upon the
Investments in associates are measured in the Company’s statement of financial position
loss of control of a subsidiary, the Group derecognises the assets and liabilities of the
at cost less any impairment losses. The cost of the investment includes transaction costs.
subsidiary, any non-controlling interests and the other components of equity related to
the subsidiary. Any surplus or deficit arising on the loss of control is recognised in profit
(v) Transactions eliminated on consolidation
or loss. If the Group retains any interest in the previous subsidiary, then such interest is
Intra-group balances and transactions, and any unrealised income and expenses arising
measured at fair value at the date that control is lost. Subsequently it is accounted for as
from intra-group transactions, are eliminated in preparing the consolidated financial
an equity-accounted investee or as an available-for-sale financial asset depending on the
statements.
level of influence retained.
Unrealised gains arising from transactions with equity accounted investees are
In the previous financial years, if the Group retained any interest in the previous subsidiary,
eliminated against the investment to the extent of the Group’s interest in the investees.
such interest was measured at the carrying amount at the date that control was lost and
Unrealised losses are eliminated in the same way as unrealised gains, but only to the
this carrying amount would be regarded as cost on initial measurement of the investment.
extent that there is no evidence of impairment.
(iv)Associates
(b)Foreign currency
Associates are entities, including unincorporated entities, in which the Group
has significant influence, but not control, over the financial and operating policies.
Pos Malaysia Berhad
annual report 2012
Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of
the Group entities at exchange rates at the dates of the transactions.
pg
131
NOTES TO THE FINANCIAL STATEMENTS
Monetary assets and liabilities denominated in foreign currencies at the repor ting period are
Financial assets
retranslated to the functional currency at the exchange rate at that date.
(a) Financial assets at fair value through profit or loss
Non-monetary assets and liabilities denominated in foreign currencies are not retranslated
Fair value through profit or loss category comprises financial assets that are held
at the end of the reporting date except for those that are measured at fair value are
for trading, including derivatives (except for a derivative that is a financial guarantee
retranslated to the functional currency at the exchange rate at the date that the fair value
contract or a designated and effective hedging instrument) or financial assets that are
was determined.
specifically designated into this category upon initial recognition.
Foreign currency differences arising on retranslation are recognised in profit or loss, except
Other financial assets classified as fair value through profit or loss is subsequently
measured at their fair values with the gain or loss recognised in profit or loss.
for differences arising on the retranslation of available-for-sale equity instruments which are
recognised in other comprehensive income.
(b) Held-to-maturity investments
(c) Financial instruments
Held-to-maturity investments category comprises debt instruments that are quoted in
an active market and the Group or the Company has the positive intention and ability
(i) Initial recognition and measurement
to hold them to maturity.
A financial asset or a financial liability is recognised in the statement of financial position
when, and only when, the Group or the Company becomes a par ty to the contractual
Financial assets categorised as held to maturity investments are subsequently measured
provisions of the instrument.
at amortised cost using the effective interest method.
A financial instrument is recognised initially, at its fair value plus, in the case of a financial
(c) Loans and receivables
instrument not at fair value through profit or loss, transaction costs that are directly
Loans and receivables category comprises debts instruments that are not quoted in an
attributable to the acquisition or issue of the financial instrument.
active market.
* (ii) Financial instrument categorises and subsequent measurement
The Group and the Company categorises financial instruments as follows:
Financial assets categorised as loans and receivables are subsequently measured at
amortised cost using the effective interest method.
(d) Available-for–sale financial assets
Available-for-sale category comprises investments in equity and debt securities
instruments that are not held for trading.
pg
132
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
Investments in equity instruments that do not have a quoted market price in an active
A regular way purchase or sale of financial assets is recognised and derecognised, as applicable,
market and whose fair value cannot be reliably measured are measured at cost. Other
using trade date accounting. Trade date accounting refers to:
financial assets categorised as available-for-sale are subsequently measured at their fair
values with the gain or loss recognised in other comprehensive income, except for
impairment losses, foreign exchange gains and losses arising from monetary items and
trade date, and
gains and losses of hedged items attributable to hedge risks of fair value hedges which
(b)
derecognition of an asset that is sold, recognition of any gain or loss on disposal and the recognition of a receivable from the buyer for payment on the trade date.
are recognised in profit or loss.
On derecognition, the cumulative gain or loss recognised in other comprehensive
(a)
the recognition of an asset to be received and the liability to pay for it on the
income is reclassified from equity into profit or loss. Interest calculated for a debt
(iv)Derecognition
instrument using the effective interest method is recognised in profit or loss.
rights to the cash flows from the financial asset expire or the financial asset is
All financial assets, except for those measured at fair value through profit or loss, are subject
transferred to another par ty without retaining control or substantially all risks and
to review for impairment (see note 2(k)(i)).
rewards of the asset. On derecognition of a financial asset, the difference between the
carrying amount and the sum of the consideration received (including any new asset
Financial liabilities
obtained less any new liability assumed) and any cumulative gain or loss that had been
recognised in equity is recognised in the profit and loss.
All financial liabilities are subsequently measured at amor tised cost other than those
categorised as fair value through profit and loss.
Other financial liabilities categorised as fair value though profit or loss are subsequently
measured at their fair values with the gain or loss recognised in profit or loss.
(iii)Regular way purchase or sale of financial assets
non-cash assets transferred or liabilities assumed, is recognised in the profit and loss.
(d)Property, plant and equipment
(i)
Recognition and measurement
Items of proper ty, plant and equipment are stated at cost less any accumulated
Cost includes expenditures that are directly attributable to the acquisition of the asset
A regular way purchase or sale is a purchase or sale of a financial asset under a contract
whose terms require delivery of the asset within the time frame established generally by
financial liability, the difference between the carrying amount of the financial liability
extinguished or transferred to another par ty and the consideration paid, including any
designated and effective hedging instrument) or financial liabilities that are specifically
designated to this category upon initial recognition.
A financial liability or par t of it is derecognised when, and only when, the obligation
specified in the contract is discharged or cancelled or expires. On derecognition of a
Fair value through profit and loss category comprises of financial liabilities that are held
for trading, derivatives (except for a derivative that is a financial guarantee contract or a
A financial asset or par t of it is derecognised when, and only when the contractual
depreciation and any accumulated impairment losses.
regulation or convention in the marketplace concerned.
Pos Malaysia Berhad
annual report 2012
pg
133
NOTES TO THE FINANCIAL STATEMENTS
and any other costs directly attributable to bringing the asset to working condition for
(iii)Depreciation
its intended use, and the costs of dismantling and removing the items and restoring the
Depreciation is calculated over the depreciable amount, which is the cost of an asset, or
site on which they are located. Purchased software that is integral to the functionality
other amount substituted for cost, less its residual value.
Depreciation is recognised in profit or loss on a straight-line basis over the estimated
useful lives of each par t of an item of proper ty, plant and equipment. Leased assets are
of the related equipment is capitalised as part of that equipment.
The cost of property, plant and equipment recognised as a result of a business
combination is based on fair value at acquisition date. The fair value of proper ty is the
depreciated over the shor ter of the lease term and their useful lives unless it is reasonably
estimated amount for which a property could be exchanged between knowledgeable
cer tain that the Group will obtain ownership by the end of the lease term. Freehold land
willing par ties in an arm’s length transaction after proper marketing wherein the
is not depreciated. Proper ty, plant and equipment under construction are not depreciated
par ties had each acted knowledgeably, prudently and without compulsion. The fair
until the assets are ready for their intended use.
value of other items of plant and equipment is based on the quoted market prices for
similar items when available and replacement cost when appropriate.
When significant parts of an item of proper ty, plant and equipment have different
Leasehold land
30 - 99 years
Buildings
50 years
Building improvements and renovations
2 - 10 years
The gain or loss on disposal of an item of property, plant and equipment is determined
Plant and machinery
10 - 20 years
by comparing the proceeds from disposal with the carrying amount of proper ty, plant
Motor vehicles
5 years
and equipment and is recognised net within “other income” or “other operating
Furniture and fittings, office and computer equipment 3 - 10 years
useful lives, they are accounted for as separate items (major components) of proper ty,
plant and equipment.
The estimated useful lives for the current and comparative periods are as follows:
expenses” respectively in profit or loss.
Depreciation methods, useful lives and residual values are reviewed, and adjusted as
(ii) Subsequent costs
appropriate at the end of the repor ting period.
The cost of replacing part of an item of proper ty, plant and equipment is recognised
in the carrying amount of the item if it is probable that the future economic benefits
embodied within the part will flow to the Group or the Company, and its cost can be
measured reliably. The carrying amount of the replaced par t is derecognised to profit
or loss. The costs of the day-to-day servicing of proper ty, plant and equipment are
recognised in profit or loss as incurred.
(e) Leased assets
(i) Finance lease
Leases in terms of which the Group and the Company assumes substantially all the
risks and rewards of ownership are classified as finance leases. On initial recognition of
the leased asset is measured at an amount equal to the lower of its fair value and the
pg
134
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
present value of the minimum lease payments. Subsequent to initial recognition, the asset
(f) Investment properties
is accounted for in accordance with the accounting policy applicable to that asset.
(i) Investment properties carried at fair value
Minimum lease payments made under finance leases are appor tioned between the
Investment proper ties are proper ties which are owned or held under a leasehold interest
finance expense and the reduction of the outstanding liability. The finance expense is
to earn rental income or for capital appreciation or for both, but not for sale in the
allocated to each period during the lease term so as to produce a constant periodic
ordinary course of business, use in the production or supply of goods or services or for
rate of interest on the remaining balance of the liability. Contingent lease payments are
administrative purposes.
accounted for by revising the minimum lease payments over the remaining term of the
Investment proper ties are measured initially at cost and subsequently at fair value with
lease when the lease adjustment is confirmed.
any change therein recognised in profit or loss for the period in which they arise. Where
Leasehold land which in substance is a finance lease is classified as proper ty, plant and
the fair value of the investment proper ty under construction is not reliably determinable,
equipment.
the investment proper ty under construction is measured at cost until either its fair value
becomes reliably determinable or construction is complete, whichever is earlier.
(ii) Operating lease
Leases, where the Group or the Company does not assume substantially all the risks and
Cost includes expenditure that is directly attributable to the acquisition of the investment
rewards of ownership are classified as operating leases except for proper ty interest held
proper ty. The cost of self-constructed investment proper ty includes the cost of materials
under operating lease, the leased assets are not recognised in the Group’s statements of
and direct labour, any other costs directly attributable to bringing the investment proper ty
financial position.
to a working condition for their intended use and capitalised borrowing costs.
Payments made under operating leases are recognised in profit or loss on a straight-line
An investment property is derecognised on its disposal, or when it is permanently withdrawn
basis over the term of the lease unless another systematic basis is more representative of
from use and no future economic benefits are expected from its disposal. The difference
the time pattern in which economic benefits from the leased asset are consumed. Lease
between the net disposal proceeds and the carrying amount is recognised in profit or loss
incentives received are recognised in profit or loss as an integral par t of the total lease
in the period in which the item is derecognised.
expense, over the term of the lease. Contingent rentals are charged to profit or loss in
the repor ting period in which they are incurred. Leasehold land which in substance is an
(ii) Reclassification to/from investment property
operating lease is classified as prepaid lease payments.
When an item of proper ty, plant and equipment is transferred to investment proper ty
following a change in its use, any difference arising at the date of transfer between the
carrying amount of the item immediately prior to transfer and its fair value is recognised
in other comprehensive income and accumulated in equity as revaluation reserve.
However, if a fair value gain reverses a previous impairment loss, the gain is recognised in
Pos Malaysia Berhad
annual report 2012
pg
135
NOTES TO THE FINANCIAL STATEMENTS
profit or loss. Upon disposal of an investment proper ty, any surplus previously recorded
When rent reviews or lease renewals are pending with anticipated reversionary increases,
in equity is transferred to retained earnings; the transfer is not made through profit or loss.
it is assumed that all notices and where appropriate counter-notices, have been served
validly and within the appropriate time.
When the use of a property changes such that it is reclassified as proper ty, plant and
equipment or inventories, its fair value at the date of reclassification becomes its deemed
Investment property under construction is valued by estimating the fair value of the
cost for subsequent accounting.
completed investment property and then deducting from that amount the estimated costs
to complete construction, financing costs and a reasonable profit margin.
(iii) Determination of fair value
An external, independent valuation firm, having appropriate recognised professional
(g)Goodwill
qualifications and recent experience in the location and category of property being valued,
Goodwill arises on business combinations is measured at cost less any accumulated impairment
losses. Goodwill with indefinite useful lives is allocated to cash-generating unit and is tested for
The fair values are based on market values, being the estimated amount for which a property
impairment annually and more frequently if events or changes in circumstances indicate that it
could be exchanged on the date of the valuation between a willing buyer and a willing seller
might be impaired.
values the Group’s investment property portfolio annually.
in an arm’s length transaction after proper marketing wherein the parties had each acted
knowledgeably.
In the absence of current prices in an active market, the valuations are prepared by
(h) Inventories
Inventories are measured at the lower of cost and net realisable value.
considering the estimated rental value of the property. A market yield is applied to the
estimated rental value to arrive at the gross property valuation. When actual rents differ
The cost of inventories is measured based on weighted average cost formula, and includes
materially from the estimated rental value, adjustments are made to reflect actual rents.
expenditure incurred in acquiring the inventories and other costs incurred in bringing them to
their existing location and condition.
Valuations reflect, where appropriate:
Net realisable value is the estimated selling price in the ordinary course of business, less the
• the type of tenants actually in occupation or responsible for meeting lease commitments
estimated costs of completion and the estimated costs necessary to make the sale.
or likely to be in occupation after letting vacant accommodation, and the market’s
general perception of their creditworthiness;
(i) Non-current assets held for sale or distribution to owners
• the allocation of maintenance and insurance responsibilities between the Group and the
lessee; and
• the remaining economic life of the property.
Non-current assets comprising assets or disposal group comprising assets and liabilities that
are expected to be recovered primarily through sale rather than through continuing use, are
classified as held for sale or distribution.
pg
136
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
Immediately before classification as held for sale or distribution, the assets, or components of a
(k) Impairment
disposal group, are remeasured in accordance with the Group’s accounting policies. Thereafter
generally the assets, or disposal group are measured at the lower of their carrying amount and
fair value less costs to sell.
(i) Financial assets
All financial assets (except for financial assets categorised as fair value through profit or
loss, investments in subsidiaries and investments in associates) are assessed at each
Any impairment loss on a disposal group is first allocated to goodwill, and then to remaining
repor ting date whether there is any objective evidence of impairment as a result of one
assets and liabilities on pro rata basis, except that no loss is allocated to inventories, financial
or more events having an impact on the estimated future cash flows of the asset. Losses
assets, deferred tax assets, employee benefit assets and investment property, which continue to
expected as a result of future events, no matter how likely, are not recognised. For an
be measured in accordance with the Group’s accounting policies. Impairment losses on initial
equity instrument, a significant or prolonged decline in the fair value below its cost is
classification as held for sale or distribution and subsequent gains or losses on remeasurement
an objective evidence of impairment.
are recognised in profit or loss. Gains are not recognised in excess of any cumulative impairment
loss.
An impairment loss in respect of loans and receivables and held-to-maturity investments
Intangible assets and property, plant and equipment once classified as held for sale or distribution
is recognised in profit or loss and is measured as the difference between the asset’s
are not amortised or depreciated. In addition, equity accounting of equity-accounted investees
carrying amount and the present value of estimated future cash flows discounted at
ceases once classified as held for sale or distribution.
the asset’s original effective interest rate. The carrying amount of the asset is reduced
through the use of an allowance account.
(j) Cash and cash equivalents
An impairment loss in respect of available-for-sale financial assets is recognised in profit
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and
or loss and is measured as the difference between the asset’s acquisition cost (net
highly liquid investments which have an insignificant risk of changes in value with original
of any principal repayment and amor tisation) and the asset’s current fair value, less
maturities of three months or less.
any impairment loss previously recognised. Where a decline in the fair value of an
available-for-sale financial asset has been recognised in other comprehensive income,
For the purpose of the statements of cash flows, cash and cash equivalents are presented net
the cumulative loss in other comprehensive income is reclassified from equity and
of cash held for the purpose of distribution of fuel rebate for the government and collections
recognised to profit or loss.
on behalf of agency creditors.
An impairment loss in respect of unquoted equity instrument that is carried at cost
is recognised in profit or loss and is measured as the difference between the asset’s
carrying amount and the present value of estimated future cash flows discounted at the
current market rate of return for a similar financial asset.
Pos Malaysia Berhad
annual report 2012
pg
137
NOTES TO THE FINANCIAL STATEMENTS
Impairment losses recognised in profit or loss for an investment in an equity instrument
An impairment loss is recognised if the carrying amount of an asset or its related cash-
classified as available-for-sale is not reversed through profit or loss.
generating unit exceeds its estimated recoverable amount.
If, in a subsequent period, the fair value of a debt instrument increases and the
Impairment losses are recognised in profit or loss. Impairment losses recognised in respect
increase can be objectively related to an event occurring after the impairment loss
of cash-generating units are allocated first to reduce the carrying amount of any goodwill
was recognised in profit or loss, the impairment loss is reversed, to the extent that the
allocated to the units and then to reduce the carrying amount of the other assets in the
asset’s carrying amount does not exceed what the carrying amount would have been
unit (groups of units) on a pro rata basis.
had the impairment not been recognised at the date the impairment is reversed. The
An impairment loss in respect of goodwill is not reversed. In respect of other assets,
amount of the reversal is recognised in profit or loss.
impairment losses recognised in prior periods are assessed at the end of each repor ting
(ii) Other assets
period for any indications that the loss has decreased or no longer exists. An impairment
The carrying amounts of other assets (except for inventories, deferred tax assets,
loss is reversed if there has been a change in the estimates used to determine the
investment properties that is measured at fair value and non-current assets (or disposal
recoverable amount since the last impairment loss was recognised. An impairment loss
groups) classified as held for sale) are reviewed at the end of each repor ting period to
is reversed only to the extent that the asset’s carrying amount does not exceed the
determine whether there is any indication of impairment. If any such indication exists,
carrying amount that would have been determined, net of depreciation or amor tisation, if
then the asset’s recoverable amount is estimated.
no impairment loss had been recognised. Reversals of impairment losses are credited to
profit or loss in the period in which the reversals are recognised.
For the purpose of impairment testing, assets are grouped together into the smallest
group of assets that generates cash inflows from continuing use that are largely
(l) Equity instruments
independent of the cash inflows of other assets or groups of assets (known as cashgenerating unit). The goodwill acquired in a business combination, for the purpose of
All equity instruments are stated at cost on initial recognition and are not re-assessed
impairment testing, is allocated to cash-generating units or a group of cash-generating
subsequently.
units that are expected to benefit from the synergies of the combination.
(i)
Issue expenses
The recoverable amount of an asset or cash-generating unit is the greater of its value in
Costs directly attributable to issue of equity instruments are recognised as a deduction
use and its fair value less costs to sell. In assessing value in use, the estimated future cash
from equity.
flows are discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the
asset.
pg
138
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
(ii)Preference share capital
(n)Provisions
Preference share capital is classified as equity if it is non-redeemable, or is redeemable but
only at the Company’s option, and any dividends are discretionary. Dividends thereon are
A provision is recognised if, as a result of a past event, the Group has a present legal or
recognised as distributions within equity.
constructive obligation that can be estimated reliably, and it is probable that an outflow of
economic benefits will be required to settle the obligation. Provisions are determined by
Preference share capital is classified as a liability if it is redeemable on a specific date or at
discounting the expected future cash flows at a pre-tax rate that reflects current market
the option of the shareholders, or if dividend payments are not discretionary.
assessments of the time value of money and the risks specific to the liability. The unwinding
of the discount is recognised as finance cost.
Dividends thereon are recognised as interest expense in profit and loss as accrued.
Contingent liabilities
(m)Employee benefits
Where it is not probable that an outflow of economic benefits will be required, or the
(i)Short-term employee benefits
amount cannot be estimated reliably, the obligation is disclosed as a contingent liability,
Shor t-term employee benefit obligations in respect of salaries, annual bonuses, paid annual
unless the probability of outflow of economic benefits is remote. Possible obligations, whose
leave and sick leave are measured on an undiscounted basis and are expensed as the
existence will only be confirmed by the occurrence or non-occurrence of one or more
related service is provided.
future events, are also disclosed as contingent liabilities unless the probability of outflow of
economic benefits is remote.
A liability is recognised for the amount expected to be paid under shor t term cash bonus
or profit-sharing plans if the Group has a present legal or constructive obligation to pay
(o)Revenue and other income
this amount as a result of past service provided by the employee and the obligation can
be estimated reliably.
(i)Revenue
Revenue from mail, courier services, remittances and agency services and other services
(ii)State plans
are recognised in profit or loss upon performance of services.
The Group’s contributions to Employees’ Provident Fund are charged to profit or loss in
the period to which they relate. Once the contributions have been paid, the Group has
(ii)
Other income
no fur ther payment obligations.
Interest income
Interest income is recognised as it accrues, using the effective interest method in profit
or loss.
Pos Malaysia Berhad
annual report 2012
pg
139
NOTES TO THE FINANCIAL STATEMENTS
Dividend income
(q)Tax expense
Dividend income is recognised when the right to receive payment is established.
Income tax expense comprises current and deferred tax. Tax expense is recognised in profit
Rental income
or loss except to the extent that it relates to a business combination or items recognised
Rental income is recognised in profit or loss on a straight-line basis over the term of
directly in equity or other comprehensive income.
the lease. Lease incentives granted are recognised as an integral par t of the total rental
income, over the term of the lease. Rental income from subleased proper ty is recognised
Current tax is the expected tax payable on the taxable income for the period, using tax rates
as other income.
enacted or substantively enacted by the end of the repor ting period, and any adjustment to
tax payable in respect of previous years.
Government grant
Government grant is recognised initially as deferred income at fair value when there is
Deferred tax is recognised using the liability method, providing for temporary differences
reasonable assurance that they will be received and that the Group will comply with the
between the carrying amounts of assets and liabilities in the statement of financial position
conditions associated with the grant and is then recognised in profit or loss as other
and their tax bases. Deferred tax is not recognised for the following temporary differences:
income on a systematic basis over the useful life of the asset.
the initial recognition of goodwill, and the initial recognition of assets or liabilities in a
transaction that is not a business combination and that affects neither accounting nor taxable
Grants that compensate the Group for expenses incurred are recognised in profit or loss
profit or loss. Deferred tax is measured at the tax rates that are expected to be applied to
as other income on a systematic basis in the same periods in which the expenses are
the temporary differences when they reverse, based on the laws that have been enacted or
recognised.
substantively enacted by the end of the repor ting period.
Grants that compensate the Group for the cost of an asset are recognised in profit or loss
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset
on a systematic basis over the useful life of the asset.
current tax liabilities and assets, and they relate to income taxes levied by the same tax
authority on the same taxable entity, or on different tax entities, but they intend to settle
(p)Borrowing costs
current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised
simultaneously.
Borrowing costs that are not directly attributable to the acquisition, construction or
production of a qualifying asset are recognised in profit or loss using the effective interest
A deferred tax asset is recognised to the extent that it is probable that future taxable profits
method.
will be available against which the temporary difference can be utilised. Deferred tax assets
are reviewed at the end of each repor ting period and are reduced to the extent that it is no
longer probable that the related tax benefit will be realised.
pg
140
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
A tax incentive that is not a tax base of an asset is recognised as a reduction of tax expense
3. VESTING OF BUSINESS
in profit or loss as and when it is granted and claimed.
On 1 January 1992, all proper ty, rights and liabilities, other than land and buildings and
cer tain assets, to which Jabatan Perkhidmatan Pos Malaysia (“JPPM”) was entitled or subject
(r) Earnings per ordinary share
to immediately before that vesting date, became the proper ty, rights and liabilities of the
The Group presents basic earnings per share (EPS) data for its ordinary shares. Basic EPS is
Company by vir tue of Section 3 of the Postal Services (Successor Company) Act 1991.
calculated by dividing the profit or loss attributable to ordinary shareholders of the Company
The value of assets and the amount of liabilities of JPPM transferred to and vested in the
by the weighted average number of ordinary shares outstanding during the period.
Company were those stated in the financial statements of JPPM as at 31 December 1991.
In accordance with Section 7(4) of the said Act, for the purposes of any statutory financial
statements of the Group and of the Company, the amount to be included in respect of any
(s) Operating segments
item shall be determined as if anything done by JPPM whether by way of acquiring, revaluing
An operating segment is a component of the Group that engages in business activities from
or disposing of any assets or incurring, revaluing or discharging any liability, or by carrying any
which it may earn revenues and incur expenses, including revenues and expenses that relate
amount to any provision of reserve, or otherwise, had been done by the Company.
to transactions with any of the Group’s other components. An operating segment’s operating
results are reviewed regularly by the chief operating decision maker, which in this case is the
Managing Director/Chief Executive Officer of the Group, to make decision about resources
to be allocated to the segments and assess its performance and for which discrete financial
information is available.
4. REVENUE
Group
1.1.2011 to 31.3.2012
RM’000
Company
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
Mail
921,527
605,338
918,490
603,407
Courier
308,687
226,643
305,897
224,007
Retail
202,597
148,124
202,597
148,124
Others
Pos Malaysia Berhad
annual report 2012
48,849
34,870
8,243
6,488
1,481,660
1,014,975
1,435,227
982,026
pg
141
NOTES TO THE FINANCIAL STATEMENTS
5. PROFIT BEFORE TAX
Group
Note
Profit before tax is arrived at after charging:
Company
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
333
333
230
230
67
90
67
90
535
164
472
86
Auditors’ remuneration
- Audit fees to KPMG Malaysia
- Non-audit fees : KPMG Malaysia
: Local affiliates of KPMG Malaysia
Change in fair value of investment properties
11
2,531
-
-
-
Depreciation for property, plant and equipment
10
87,262
57,126
84,373
54,606
2,038
2,928
2,037
2,926
2
465
2
-
Finance costs
Inventories written off
Impairment loss:
- Property, plant and equipment
10
-
22,273
-
22,273
- Trade receivables
26
13,594
347
11,976
-
- Financial assets designated as available-for-sale
15
10,322
25,098
10,322
25,098
758
-
758
-
- Other receivables
- Investment in a subsidiary
-
-
17,164
-
16
-
16
-
6,343
4,919
6,343
4,919
- Office and computer equipment
12,114
5,586
10,786
4,607
- Land and buildings
20,128
15,978
25,644
15,759
225
170
183
170
1,066
264
1,013
218
672,617
483,007
658,450
472,145
94,396
69,410
92,689
68,052
Loss on disposal of other investments
Operating licence fee
12
Rental
- Machinery
- Motor vehicles
Staff costs (excluding key management personnel)
- Salaries, bonuses and allowances
- Contributions to state plans
pg
142
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
5. PROFIT BEFORE TAX (continued)
Group
Note
and after crediting:
Amortisation of government grants
Dividend income (gross)
Fair value through profit or loss: held for trading
Gain on disposal of property, plant and equipment
Gain on disposal of other investments
Interest income : - Unquoted debentures in Malaysia
- Others
Company
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
4,520
731
4,520
731
74
132
41
132
283
1,489
337
1,489
1,773
7,096
1,753
7,096
-
93
-
93
8,020
7,713
7,500
6,807
11,133
5,521
8,653
5,575
Reversal of impairment loss on financial assets:
- Trade receivables
44
4,077
-
4,077
-
15,537
-
-
1,924
819
2,019
824
- Investment properties
1,064
790
-
-
- Operating lease other than those relating to investment properties
2,852
1,799
2,852
1,799
22
120
22
120
- Other receivables
Realised foreign exchange gain
26
Rental income:
Unrealised foreign exchange gain
Group and Company
Included in profit before tax is zakat assessment as follows:
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
4,884
799
Zakat assessment based on net current assets or results of the period/year
- Current
Pos Malaysia Berhad
annual report 2012
pg
143
NOTES TO THE FINANCIAL STATEMENTS
6. KEY MANAGEMENT PERSONNEL COMPENSATION
The key management personnel compensation are as follows:
Group
Company
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
557
489
538
471
Directors
- Fees
- Remuneration
2,213
1,209
2,209
1,207
2,770
1,698
2,747
1,678
10,930
5,280
10,272
4,586
13,700
6,978
13,019
6,264
Other key management personnel
- Remuneration
Other key management personnel comprises persons other than the Directors of Group entities, having authority and responsibility for planning, directing and controlling the activities of the entity either directly or
indirectly.
7. TAX EXPENSE
Group
1.1.2011 to 31.3.2012
RM’000
Company
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
Current tax expense:
Current year
61,397
44,553
59,620
43,137
Over provision in prior periods/years
(5,975)
(10,042)
(5,957)
(10,042)
55,422
34,511
53,663
33,095
(2,231)
(6,173)
(2,067)
(6,072)
Deferred tax expense:
Reversal of temporary differences
Under provision in prior periods/years
Total tax expense
pg
144
8,170
3,620
8,094
3,787
5,939
(2,553)
6,027
(2,285)
61,361
31,958
59,690
30,810
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
7. TAX EXPENSE (continued)
A reconciliation of tax expense applicable to profit before taxation at the statutory income tax rate to tax expense at the effective tax rate of the Group and of the Company are as follows:
Group
Company
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
200,202
99,066
175,576
85,529
(31.12.2010 : 25%)
50,051
24,767
43,894
21,382
Tax exempt income
(1,564)
(377)
(1,057)
(377)
Expenses not deductible for tax purposes
10,801
14,158
14,716
16,060
Profit before tax
Tax calculated using Malaysian tax rate of 25%
Utilisation of previously unrecognised deferred tax assets
(122)
(168)
-
-
59,166
38,380
57,553
37,065
(5,975)
(10,042)
(5,957)
(10,042)
8,170
3,620
8,094
3,787
61,361
31,958 31,9531,958
59,690
30,810
Under/(Over) provision in prior periods/years
- Current tax
- Deferred tax
Tax expense
Included in the amount of expenses not deductible for tax purposes of the Group is the tax effect on the impairment losses in relation to financial assets designated as available-for-sale of RM10,322,000
(31.12.2010: RM25,098,000).
Included in the expenses not deductible for tax purposes of the Company is the tax effect on the impairment loss of investment in a subsidiary and impairment loss in relation to financial assets designated as available-for-sale
of RM17,164,000 (31.12.2010: Nil) and RM10,322,000 (31.12.2010: RM25,098,000) respectively.
Pos Malaysia Berhad
annual report 2012
pg
145
NOTES TO THE FINANCIAL STATEMENTS
8. EARNINGS PER SHARE
Basic earnings per share
The earnings per ordinary share for the financial period has been calculated based on the profit attributable to ordinary shareholders of RM138,841,000 (31.12. 2010: RM67,108,000) and a weighted
average number of ordinary shares in issue during the financial period of 537,026,085 (31.12.2010: 537,026,085).
9. DIVIDENDS
Dividends recognised in the current year by the Company are:
Sen per share
(net of tax)
Total amount
RM’000
First and final dividend in respect of financial year ended 31 December 2010
7.5
40,277
Special dividend in respect of financial year ended 31 December 2010
5.6
30,208
31.3.2012
70,485
31.12.2010
Final dividend in respect of financial year ended 31 December 2009
9.4
50,346
The Company did not declare and pay any interim dividends in respect of the financial period ended 31 March 2012. However, subsequent to the repor ting period the following dividend was proposed
by the Directors. This dividend will be recognised in subsequent financial period upon approval by the owners of the Company.
First and final dividend
Sen per share
(net of tax)
Total amount
RM’000
13.1
70,485
pg
146
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT
Group
Leasehold Government
land and leasehold land
buildings and buildings Freehold land
Building
Improvements and
Buildings renovations
Plant and
Machinery
Motor
Vechicles
Furniture
and fittings,
office and
computer
equipment
Capital
work-inprogress
Total
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
185,467
210,799
2,276
35,114
88,444
18,804
134,993
144,961
68,555
889,413
Additions
-
-
-
-
1,908
608
10
3,894
90,506
96,926
Disposals
(1,751)
-
-
-
-
-
(9,188)
(111)
-
(11,050)
Transfers
-
-
-
-
3,403
2,290
28,447
18,875
(53,015)
-
183,716
210,799
2,276
35,114
93,755
21,702
154,262
167,619
106,046
975,289
Additions
-
-
-
-
13,344
32
479
4,103
155,765
173,723
Disposals
-
-
-
-
-
-
(7,653)
(728)
-
(8,381)
Transfers
-
-
-
-
147,579
47,331
11,241
22,307
(228,458)
-
Transfer to investment properties:
- Offset of accumulated depreciation
(2,308)
-
-
(2,380)
-
-
-
-
-
(4,688)
- Revaluation of property transferred
-
-
-
1,144
-
-
-
-
-
1,144
-Transfer of carrying amount
(7,258)
-
-
(8,160)
-
-
-
-
-
(15,418)
Transfer to assets classified as held for sale
(1,801)
-
-
-
-
-
-
-
-
(1,801)
172,349
210,799
2,276
25,718
254,678
69,065
158,329
193,301
33,353
1,119,868
Cost
At 1 January 2010
At 31 December 2010/ 1 January 2011
At 31 March 2012
Pos Malaysia Berhad
annual report 2012
pg
147
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (continued)
Group
Leasehold Government
land and leasehold land
buildings and buildings Freehold land
Building
Improvements and
Buildings renovations
Plant and
Machinery
Motor
Vechicles
Furniture
and fittings,
office and
computer
equipment
Capital
work-inprogress
Total
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
33,471
100,660
-
7,929
30,708
13,898
85,638
81,280
-
353,584
2,018
9,344
-
693
7,575
733
20,077
16,686
-
57,126
-
-
-
-
-
-
-
-
22,273
22,273
(469)
-
-
-
-
-
(9,091)
(94)
-
(9,654)
35,020
110,004
-
8,622
38,283
14,631
96,624
97,872
-
401,056
-
-
-
-
-
-
-
-
22,273
22,273
35,020
110,004
-
8,622
38,283
14,631
96,624
97,872
22,273
423,329
3,399
11,422
-
629
18,757
3,162
25,713
24,180
-
87,262
-
-
-
-
-
-
(7,588)
(710)
-
(8,298)
(2,308)
-
-
(2,380)
-
-
-
-
-
(4,688)
(46)
-
-
-
-
-
-
-
-
(46)
Depreciation and impairment loss
At 1 January 2010
Depreciation for the year
Impairment loss for the year
Disposals
At 31 December 2010/ 1 January 2011:
Accumulated depreciation
Accumulated impairment loss
Depreciation for the period
Disposals
Offset of accumulated depreciation on property
transferred to investment properties
Transfer to assets classified as held for sale
pg
148
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (continued)
Group
Leasehold Government
land and leasehold land
buildings and buildings Freehold land
Building
Improvements and
Buildings renovations
Plant and
Machinery
Motor
Vechicles
Furniture
and fittings,
office and
computer
equipment
Capital
work-inprogress
Total
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
36,065
121,426
-
6,871
57,040
17,793
114,749
121,342
-
475,286
-
-
-
-
-
-
-
-
22,273
22,273
36,065
121,426
-
6,871
57,040
17,793
114,749
121,342
22,273
497,559
At 1 January 2010
151,996
110,139
2,276
27,185
57,736
4,906
49,355
63,681
68,555
535,829
At 31 December 2010/ 1 January 2011
148,696
100,795
2,276
26,492
55,472
7,071
57,638
69,747
83,773
551,960
At 31 March 2012
136,284
89,373
2,276
18,847
197,638
51,272
43,580
71,959
11,080
622,309
Depreciation and impairment loss (continued)
At 31 March 2012:
Accumulated depreciation
Accumulated impairment loss
Carrying amounts
Pos Malaysia Berhad
annual report 2012
pg
149
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (continued)
Company
Leasehold Government
land and leasehold land
buildings and buildings Freehold land
Building
Improvements and
Buildings renovations
Plant and
Machinery
Motor
Vechicles
Furniture
and fittings,
office and
computer
equipment
Capital
work-inprogress
Total
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
101,385
210,799
2,276
25,718
82,256
6,276
134,213
125,921
68,627
757,471
Additions
-
-
-
-
1,876
-
10
2,380
94,415
98,681
Disposals
(1,751)
-
-
-
-
-
(9,188)
(105)
-
(11,044)
Transfers
-
-
-
-
3,403
-
28,447
18,875
(50,725)
-
99,634
210,799
2,276
25,718
87,535
6,276
153,482
147,071
112,317
845,108
Additions
-
-
-
-
13,142
-
192
4,452
152,538
170,324
Disposals
-
-
-
-
-
-
(7,562)
(728)
-
(8,290)
Transfers
-
-
-
-
147,580
47,158
11,242
25,989
(231,969)
-
Transfer to assets classified as held for sale
(1,801)
-
-
-
-
-
-
-
-
(1,801)
At 31 March 2012
97,833
210,799
2,276
25,718
248,257
53,434
157,354
176,784
32,886
1,005,341
Cost
At 1 January 2010
At 31 December 2010/ 1 January 2011
pg
150
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (continued)
Company
Leasehold Government
land and leasehold land
buildings and buildings Freehold land
Building
Improvements and
Buildings renovations
Plant and
Machinery
Motor
Vechicles
Furniture
and fittings,
office and
computer
equipment
Capital
work-inprogress
Total
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
29,110
100,660
-
5,740
28,387
3,568
84,990
65,603
-
318,058
1,645
9,344
-
504
7,236
543
20,034
15,300
-
54,606
-
-
-
-
-
-
-
-
22,273
22,273
(469)
-
-
-
-
-
(9,086)
(93)
-
(9,648)
30,286
110,004
-
6,244
35,623
4,111
95,938
80,810
-
363,016
-
-
-
-
-
-
-
-
22,273
22,273
30,286
110,004
-
6,244
35,623
4,111
95,938
80,810
22,273
385,289
2,270
11,422
-
629
18,284
2,777
25,675
23,316
-
84,373
-
-
-
-
-
-
(7,497)
(710)
-
(8,207)
(46)
-
-
-
-
-
-
-
-
(46)
32,510
121,426
-
6,873
53,907
6,888
114,116
103,416
-
439,136
-
-
-
-
-
-
-
-
22,273
22,273
32,510
121,426
-
6,873
53,907
6,888
114,116
103,416
22,273
461,409
Depreciation and impairment loss
At 1 January 2010
Depreciation for the year
Impairment loss for the year
Disposals
At 31 December 2010/ 1 January 2011 :
- Accumulated depreciation
- Accumulated impairment loss
Depreciation for the period
Disposals
Transfer to assets classified as held for sale
At 31 March 2012:
- Accumulated depreciation
- Accumulated impairment loss
Pos Malaysia Berhad
annual report 2012
pg
151
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (continued)
Company
Leasehold Government
land and leasehold land
buildings and buildings Freehold land
Building
Improvements and
Buildings renovations
Plant and
Machinery
Motor
Vechicles
Furniture
and fittings,
office and
computer
equipment
Capital
work-inprogress
Total
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
At 1 January 2010
72,275
110,139
2,276
19,978
53,869
2,708
49,223
60,318
68,627
439,413
At 31 December 2010/ 1 January 2011
69,348
100,795
2,276
19,474
51,912
2,165
57,544
66,261
90,044
459,819
At 31 March 2012
65,323
89,373
2,276
18,845
194,350
46,546
43,238
73,368
10,613
543,932
Carrying amounts
pg
152
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
10. PROPERTY, PLANT AND EQUIPMENT (continued)
10.3 Government leasehold land and buildings
The cost of government leasehold land and buildings for the Group and the Company of
Depreciation for the period has been allocated as follows:
RM210,799,000 (31.12.2010 : RM210,799,000) are for a lease period of sixty (60) periods
Group
Depreciation of property, plant and
equipment
Company
2012
RM’000
2010
RM’000
2012
RM’000
2010
RM’000
86,845
57,126
83,956
54,606
Other income*
417
87,262
57,126
417
84,373
54,606
• Depreciation has been netted off against other income as the assets were purchased in
relation to government grant received by the Group and Company.
commencing from 1 January 1992, the vesting date as stated in Note 3 to the financial
statements.
The cost capitalised is in respect of the lease for the first thir ty (30) years period as stipulated
in the agreement signed between the Company and the Government. The cost in respect of
the remaining thir ty (30) years lease period has not been agreed. However, this cost will be
agreed upon finalisation of the agreement with the authorities, no later than 31 December
2020, and thereafter will be recognised accordingly.
The Company is also in the process of finalising lease agreements with the authorities for
additional Government leasehold land and buildings currently used by the Company, which
are at present carried at nil values in the statement of financial position. These Government
10.1 Hire purchase arrangements
leasehold land and buildings will be recognised in the statement of financial position upon the
valuations being finalised by the authorities.
The carrying amount of motor vehicles purchased under hire purchase arrangements for
the Group and the Company amounted to RM20,000 (31.12.2010: RM29,601,000) and nil
10.4 Impairment loss
(31.12.2010: RM29,561,000) respectively.
In the previous financial year, an upgrade of a postal counter system was discontinued and the
10.2 Leasehold land and buildings
Group and the Company wrote down the carrying amount of these assets by RM22,273,000
based on nil recoverable amounts.
The title deeds for certain landed properties with net carrying value amounting to
RM1,600,000 (31.12.2010: RM2,333,000) have yet to be issued in the name of the
Company as at 31 March 2012 by the relevant authorities.
Pos Malaysia Berhad
annual report 2012
pg
153
NOTES TO THE FINANCIAL STATEMENTS
11. INVESTMENT PROPERTIES
Group
Group
31.3.2012
RM’000
31.12.2010
RM’000
15,071
15,071
Transfer from property, plant and equipment
15,418
-
Change in fair value recognised in profit or loss
(2,531)
-
At 31 March/31 December
27,958
15,071
11,816
3,311
At 1 January
Included in the above are:
At fair value :
- Freehold land and buildings
- Leasehold land and buildings with unexpired lease period of more than 50 years
16,142
11,760
27,958
15,071
Investment properties comprise a number of commercial proper ties that are leased to third par ties. Few proper ties have been transferred from proper ty, plant and equipment (see Note 10)
to investment properties, since the buildings were no longer used by the Group and leased to third par ties.
The fair values of all investment properties are determined based on market values.
The following are recognised in profit or loss in respect of investment proper ties:
Group
Rental income
Direct operating expenses:
- income generating investment
properties
pg
154
31.3.2012
RM’000
31.12.2010
RM’000
1,064
790
286
518
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
12. GOODWILL
Group
RM’000
Cost
At 1 January 2010/31 December 2010/ 1 January 2011/31 March 2012
4,630
Amortisation and impairment losses
At 1 January 2010/31 December 2010/ 1 January 2011/31 March 2012
-
Carrying amount
At 1 January 2010/31 December 2010/ 1 January 2011/31 March 2012
4,630
The goodwill relates to the Group’s licensed digital certificate authority business unit.
Impairment testing for goodwill
The recoverable amounts of the business unit is higher than its carrying amount and was based its value in use. Value in use was determined by discounting the future cash flows generated from the
continuing operation of the business as a licensed digital certificate provider and was based on the following key assumptions:
(i)
Cash flows were projected based on actual operating results and financial budget approved by management covering a 5-year business plan.
(ii)
The anticipated growth rate of 15%.
(iii)
The projected gross margin which reflects the average historical gross margin, adjusted for projected market and economic conditions and internal resource efficiency.
(iv)
The unit will continue its operations indefinitely.
(v)
A discount rate used of 13.30% which approximates the Group’s average cost of funds, was applied.
(vi) The size of operations will remain with at least or not lower than the current results.
Pos Malaysia Berhad
annual report 2012
pg
155
NOTES TO THE FINANCIAL STATEMENTS
Sensitivity to changes in assumptions
Management recognises that the changes in demand patterns and the possibility of new entrants could have a significant impact on growth rate assumptions. However, unless, there is a sudden change in
the demand patterns, the Group should be able to sustain its growth rate.
13. INVESTMENTS IN SUBSIDIARIES
Company
Unquoted shares, at cost
Less : Accumulated impairment losses
pg
156
31.3.2012
RM’000
31.12.2010
RM’000
65,050
65,050
(19,870)
(2,706)
45,180
62,344
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
13. INVESTMENTS IN SUBSIDIARIES (continued)
Details of the subsidiaries are as follows:
Name of subsidiary
Country of incorporation
Effective
ownership interest
Principal activities
31.3.2012 (%)
31.12.2010 (%)
Datapos (M) Sdn. Bhd.
Malaysia
Printing and insertion of documents for mailing
100
100
Digicert Sdn. Bhd.
Malaysia
Licensed digital certification authority
100
100
Effivation Sdn. Bhd.
Malaysia
Property investment
100
100
Pos Takaful Agency Sdn. Bhd.
Malaysia
Dormant
100
100
Poslaju (M) Sdn. Bhd.
Malaysia
Dormant
100
100
Pos Malaysia & Services Holdings Berhad
Malaysia
Investment holding
100
100
PSH Capital Partners Sdn. Bhd.
Malaysia
Investment holding
100
100
PSH Venture Capital Sdn. Bhd.
Malaysia
Investment holding
100
100
PSH Properties Sdn. Bhd.
Malaysia
Property investment
100
100
PSH Allied Berhad
Malaysia
Dormant
100
100
PMB Properties Sdn. Bhd.
Malaysia
Property investment
100
100
Malaysia
Dormant
100
100
Malaysia
Property investment
100
100
Malaysia
Air courier services & fulfilment business
100
100
Dormant
100
100
Held by PSH Capital Partners Sdn. Bhd.
Prestige Future Sdn. Bhd.
Held by PSH Properties Sdn. Bhd.
Real Riviera Sdn. Bhd.
Held by PSH Venture Capital Sdn. Bhd.
PSH Express Sdn. Bhd.
Held by Pos Malaysia & Services Holdings Berhad
PSH Investment Holding (BVI) Ltd. *
Pos Malaysia Berhad
annual report 2012
British Virgin Islands
pg
157
NOTES TO THE FINANCIAL STATEMENTS
13. INVESTMENTS IN SUBSIDIARIES (continued)
*
The investment in PSH Investment Holding (BVI) Ltd. has been consolidated based on the management financial statements for the financial period ended 31 March 2012 as a statutory audit
is not required in the British Virgin Islands.
Impairment loss
The carrying amounts of the investment in subsidiaries were assessed for impairment during the period. The recoverable amounts of the investment in subsidiaries are determined based on
the value in use of the subsidiaries. Based on the assessment of the value in use, the recoverable amounts are lower than the carrying amounts of the investments in the subsidiaries, and
accordingly, an allowance for impairment loss of RM17,164,000 was recognised in current period.
14. INVESTMENTS IN ASSOCIATES
Group
Unquoted shares, at cost
Less: Accumulated impairment losses
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
7,650
7,650
7,650
7,650
(7,650)
(7,650)
(7,650)
(7,650)
-
-
-
-
The Group discontinued equity accounting of loss in associates as the loss exceeded the carrying amount of the investments. As at 31 March 2012, the share of losses in those associates for the
financial period and share of losses cumulatively not accounted for was RM2,000 (31.12.2010: loss of RM508,000) and RM38,461,000 (31.12.2010: RM38,458,000) respectively. The Group has no
obligation in respect of these losses.
pg
158
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
14. INVESTMENTS IN ASSOCIATES (continued)
Summary financial information for associates, not adjusted for the percentage ownership held by the Group:
Effective
ownership
interest
Revenue
(100%)
Profit /(Loss)
(100%)
Total assets
(100%)
Total liabilities
(100%)
%
RM’000
RM’000
RM’000
RM’000
Malaysia
40.0
15,805
1,465
6,772
9,470
Malaysia
42.5
2,383
(152)
12,503
66,383
Malaysia
50.0
Country of
incorporation
Group
31.3.2012
Elpos Print Sdn. Bhd. #
CEN Sdn. Bhd.
#
Pospay Exchange Sdn. Bhd.
#
-
(1,047)
709
5,441
18,188
266
19,984
81,294
341
8,161
12,567
31.12.2010
Elpos Print Sdn. Bhd. #
CEN Sdn. Bhd.
#
Pospay Exchange Sdn. Bhd. #
#
Malaysia
40.0
12,501
Malaysia
42.5
5,799
(305)
12,169
65,848
Malaysia
50.0
7
(1,030)
717
3,309
18,307
(994)
21,047
81,724
Based on management accounts as at 31 March 2012/31 December 2010.
Pos Malaysia Berhad
annual report 2012
pg
159
NOTES TO THE FINANCIAL STATEMENTS
15. OTHER INVESTMENTS
Shares
Group
Debentures
Total
RM’000
Unquoted in Malaysia
RM’000
Quoted in Malaysia
RM’000
Unquoted in Malaysia
RM’000
249,562
249,562
-
-
(249,562)
(249,562)
-
-
120,744
-
-
120,744
31.3.2012
Non-current
Available-for-sale financial assets
Less: Impairment loss
Held to maturity investments
Current
Financial assets at fair value through profit or loss: held for trading
3,268
-
3,268
-
124,012
-
3,268
120,744
120,744
-
-
120,744
3,268
-
3,268
-
124,012
-
3,268
120,744
3,268
-
3,268
-
Representing items:
At amortised cost
At fair value
Market value of quoted investments
31.12.2010
Non-current
Available-for-sale financial assets
Less: Impairment loss
Held-to-maturity investments
249,562
-
249,562
-
(239,240)
-
(239,240)
-
10,322
-
10,322
-
86,146
-
-
86,146
96,468
-
10,322
86,146
4,356
-
4,356
-
Current
Financial assets at fair value through profit or loss: held-for-trading
Held-to-maturity investments
pg
160
99,950
-
-
99,950
104,306
-
4,356
99,950
200,774
-
14,678
186,096
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
15. OTHER INVESTMENTS (continued)
Shares
Group
Total
RM’000
Unquoted in Malaysia
RM’000
186,096
14,678
Debentures
Quoted in Malaysia
RM’000
Unquoted in Malaysia
RM’000
-
-
186,096
-
14,678
-
200,774
-
14,678
186,096
14,678
-
14,678
-
31.12.2010
Representing items:
At amortised cost
At fair value
Market value of quoted investments
Company
31.03.2012
Non-current
Available-for-sale financial assets
Less: Impairment loss
Held-to-maturity investments
357,343
357,343
-
-
(357,343)
(357,343)
-
-
-
-
-
-
121,193
-
-
121,193
2,323
-
2,323
-
123,516
-
2,323
121,193
121,193
-
-
121,193
Current
Financial assets at fair value through profit or loss: held-for-trading
Representing items
At amortised cost
At fair value
Market value of quoted investments
Pos Malaysia Berhad
annual report 2012
2,323
-
2,323
-
123,516
-
2,323
121,193
2,323
-
2,323
-
pg
161
NOTES TO THE FINANCIAL STATEMENTS
15. OTHER INVESTMENTS (continued)
Shares
Company
Total
RM’000
Unquoted in Malaysia
RM’000
Debentures
Quoted in Malaysia
RM’000
Unquoted in Malaysia
RM’000
31.12. 2010
Non-current
Available-for-sale financial assets
Less: Impairment loss
Held-to-maturity investments
357,343
-
357,343
-
(347,021)
-
(347,021)
-
10,322
-
10,322
-
85,757
-
-
85,757
96,079
-
10,322
85,757
Current
Financial assets at fair value through profit or loss: held-for-trading
Held-to-maturity investments
2,856
-
2,856
-
100,308
-
-
100,308
103,164
-
2,856
100,308
199,243
-
13,178
186,065
186,065
-
-
186,065
Representing items:
At amortised cost
At fair value
Market value of quoted investments
13,178
-
13,178
-
199,243
-
13,178
186,065
13,178
-
13,178
-
Available-for-sale financial assets
During the financial period, the Group recognised impairment loss of RM10,322,000 (31.12.2010: RM25,098,000) for its unquoted equity instruments classified as available-for-sale financial assets as there was
“significant” and “prolonged” decline in the fair value of the investments. These quoted shares were delisted from Bursa Malaysia Securities Berhad on 24 May 2011.
pg
162
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
16. INVENTORIES
Group
Postal uniforms and consumables
Pos 2020 merchandise
Insertion and mailing materials
Digital certificates, CD ROM and smart cards
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
6,260
5,059
6,207
4,901
648
556
648
556
1,732
1,928
-
-
1,492
1,218
-
-
10,132
8,761
6,855
5,457
During the financial period, inventories recognised as expenses in profit or loss of the Group and of the Company amounted to RM42,848,000 (31.12.2010: RM26,558,000) and RM32,205,000
(31.12.2010: RM18,983,000) respectively.
17. TRADE AND OTHER RECEIVABLES
Group
Note
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
93,396
117,393
64,633
83,590
28,097
31,658
19,168
24,490
121,493
149,051
83,801
108,080
Trade
Trade receivables
Accrued receivables
Pos Malaysia Berhad
annual report 2012
a
pg
163
NOTES TO THE FINANCIAL STATEMENTS
17. TRADE AND OTHER RECEIVABLES (Continued)
Group
Note
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
2,586
13,236
2,199
5,195
-
-
145,704
106,573
11,625
9,683
10,685
8,753
Non-trade
Other receivables
Amount due from subsidiaries
b
Deposits
Investment income receivables
8,601
4,248
6,833
3,019
Staff advances
8,852
11,377
8,772
11,262
31,664
38,544
174,193
134,802
153,157
187,595
257,994
242,882
a. Trade receivables
Credit terms of trade receivables other than international mail receivables range from thir ty (30) days to sixty (60) days. The credit terms for international mail receivables range from six (6)
months to eighteen (18) months in accordance with the Universal Postal Union guidelines.
Concentration of credit risk with respect to trade receivables are limited due to the Group’s large number of customers whereby sufficient allowance has been made for debts that are doubtful
in collection. In addition, the Group has adopted a credit evaluation policy for all trade receivables. Due to these factors, management believes that no additional credit risk beyond amounts
provided for collection losses is inherent in the Group’s trade receivables.
Included in trade receivables of the Group and Company is RM2,028,000 due from related companies of a significant investor that has an influence over the Group.
b. Amount due from subsidiaries
pg
164
The amount due from subsidiaries is unsecured, interest free and repayable on demand.
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
18. CASH AND CASH EQUIVALENTS
Group
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
989
1,345
-
-
164,346
155,707
160,000
151,607
165,335
157,052
160,000
151,607
280,838
118,700
198,900
118,700
Deposits are placed with :
Licensed banks
Other financial institutions
Liquid investments
Cash and bank balances
97,903
119,781
77,748
84,136
544,076
395,533
436,648
354,443
Included in deposits with licensed banks and other financial institutions of the Group and the Company are cash held for the purpose of distribution of fuel rebate for the government amounting to Nil
(31.12.2010: RM4,338,000) and collections on behalf of agency payables amounting to RM134,139,000 (31.12.2010: RM126,129,000).
The Directors regard liquid investments as cash and cash equivalents when they are highly liquid investments that are readily conver tible to known amounts of cash and which are subject to an
insignificant risk of changes in value.
Pos Malaysia Berhad
annual report 2012
pg
165
NOTES TO THE FINANCIAL STATEMENTS
19. ASSETS CLASSIFIED AS HELD FOR SALE
The Group and the Company entered into a sale and purchase agreement to dispose of a proper ty on 10 May 2011. The completion of the sale is expected within the next 12 months.
As at 31 March 2012, the details of the property are as follows:
Group and Company
Leasehold land
RM’000
Property, plant and equipment:
Cost
1,801
Accumulated depreciation
(46)
Carrying amount
1,755
pg
166
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
20. SHARE CAPITAL AND RESERVES
Group and Company
Amount
Number of shares
Amount
Number of shares
31.3.2012
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
31.12.2010
RM’000
1,000,000
2,000,000
1,000,000
2,000,000
*
*
*
*
268,513
537,026
268,513
537,026
268,513
537,026
268,513
537,026
*
*
*
*
268,513
537,026
268,513
537,026
Authorised:
Ordinary shares of RM0.50
Special Rights Redeemable Preference shares of RM1 each
Issued and fully paid:
Ordinary shares of RM0.50 each
Balance at 31 March
Ordinary shares of RM0.50 each
Balance at 31 March
Special Rights Redeemable Preference shares of RM1 each
* Share capital includes the Special Rights Redeemable Preference Share of RM1.00.
Pos Malaysia Berhad
annual report 2012
pg
167
NOTES TO THE FINANCIAL STATEMENTS
20. SHARE CAPITAL AND RESERVES (continued)
(b)Share premium reserve
This reserve comprises the premium paid on subscription of shares in the Company over and
(a) The Special Rights Redeemable Preference Share confers the following rights:
above the par value of the shares.
(c) Revaluation reserve
(i)The Special Rights Redeemable Preference Share issued to the Government of Malaysia
would enable the Government of Malaysia through Minister of Finance (Incorporated),
The revaluation reserve relates to the revaluation of proper ty, plant and equipment
or its successors or any Minister, representative or any person acting on behalf, to ensure
immediately prior to its reclassification as investment proper ty.
that cer tain major decisions affecting the operation of the Company are consistent with
the Government’s policy. The Special Rights Redeemable Preference shareholder is
The movements in each category of the reserves are disclosed in the statements of changes
entitled to receive notices of meetings but does not carry any right to vote at such
in equity.
meetings of the Company. He also has the right to require the Company to redeem the
Special Rights Redeemable Preference Share at par at any time.
21. SECTION 108 TAX CREDIT
(ii)Cer tain matters, in particular, the alteration of the Ar ticles of Association of the
Under the single-tier tax system which came into effect from the year of assessment 2008,
Company relating to the rights of the Special Rights Redeemable Preference shareholder,
companies are not required to have tax credits under Section 108 of the Income Tax Act,
the dissolution of the Company, any substantial acquisitions and disposal of assets,
1967 for dividend payment purposes. Dividends paid under this system are tax exempt in
amalgamation, merger and takeover, appointment of foreign directors, creation or issue
the hands of shareholders.
of any shares which when aggregated with all other existing issued shares, carry ten
percent of total voting rights, require prior consent of the Special Rights Redeemable
Companies with Section 108 tax credit as at 31 December 2007 may continue to pay
Preference shareholder.
franked dividends until the Section 108 tax credit are exhausted or 31 December 2013
whichever is earlier unless they opt to disregard the Section 108 credits to pay single-tier
(iii)In a distribution of capital or a winding-up of the Company, the Special Rights
dividends under the special transitional provisions of the Finance Act 2007.
Redeemable Preference shareholder is entitled to the repayment of the capital paid-up
on the Special Rights Redeemable Preference Share in priority to any repayment of
As at 31 March 2012, the Company has sufficient Section 108 tax credits (which expires on
capital to any other member. The Special Rights Redeemable Preference Share does
31 December 2013) to pay approximately RM317,000,000 (31.12.2010: RM388,000,000)
not confer any right to participate in the capital or profits of the Company.
of the retained earnings of the Company as franked dividends. In addition, the Company
has tax exempt income of approximately RM72,000,000 (31.12.2010: RM72,000,000) as at
31 March 2012, available to frank as tax exempt dividends.
pg
168
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
22. DEFERRED TAX ASSETS AND LIABILITIES
Deferred tax assets and liabilities are attributable to the following:
Assets
Liabilities
Net
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
1,548
556
(45,293)
(30,904)
(43,745)
(30,348)
25,934
17,610
-
-
25,934
17,610
7
873
-
-
7
873
Group
Property, plant and equipment
Provisions
Unabsorbed tax losses
Tax assets/ (liabilities)
Set-off
Net tax assets/ (liabilities)
27,489
19,039
(45,293)
(30,904)
(17,804)
(11,865)
(27,489)
(18,622)
27,489
18,622
-
-
-
417
(17,804)
(12,282)
(17,804)
(11,865)
1,548
556
(43,901)
(29,176)
(42,353)
(28,620)
Company
Property, plant and equipment
Provisions
24,954
17,248
-
-
24,954
17,248
Tax assets/ (liabilities)
26,502
17,804
(43,901)
(29,176)
(17,399)
(11,372)
(26,502)
(17,804)
26,502
17,804
-
-
-
-
(17,399)
(11,372)
(17,399)
(11,372)
Set-off
Net tax assets/ (liabilities)
Deferred tax assets and liabilities are offset above when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred taxes relate to the same
taxation authority.
Pos Malaysia Berhad
annual report 2012
pg
169
NOTES TO THE FINANCIAL STATEMENTS
22. DEFERRED TAX ASSETS AND LIABILITIES (continued)
Unrecognised deferred tax assets
Deferred tax assets have not been recognised for the following items:
Group
Unutilised tax losses
Unabsorbed capital allowances
31.3.2012
RM’000
31.12.2010
RM’000
49,557
50,072
1,897
1,870
51,454
51,942
The deductible temporary differences do not expire under the current tax legislation. Deferred tax assets were not recognised in respect of these items because it was not probable that future taxable
profit will be available against which the Group can utilise the benefits there from.
23. HIRE PURCHASE LIABILITIES
Hire purchase liabilities are payable as follows:
Gross
31.3.2012
Interest
31.3.2012
Principal
31.3.2012
Gross
31.12.2010
Interest
31.12.2010
Principal
31.12.2010
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
5
*
5
15,042
1,806
13,236
15
*
15
32,563
1,801
30,762
20
*
20
47,605
3,607
43,998
-
-
-
15,026
1,804
13,222
Group
Less than one year
Between one and five years
Company
Less than one year
Between one and five years
-
-
-
32,539
1,801
30,738
-
-
-
47,565
3,605
43,960
* Interest amounts to less than RM1,000.
pg
170
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
24. TRADE AND OTHER PAYABLES
Group
Company
Note
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
a
42,690
38,876
40,050
35,954
Amount due to subsidiaries
b
-
-
37,050
52,329
Amount due to associates
b
239
1,069
239
1,069
86,249
85,492
86,249
85,492
c
134,138
130,467
134,138
130,467
Money order payables
21,021
12,328
21,021
12,328
Service payables
31,392
27,084
28,076
24,208
233,968
161,994
228,412
151,455
14,924
14,539
12,460
13,075
521,931
432,973
547,645
470,423
564,621
471,849
587,695
506,377
Trade
Trade payables
Non-trade
Other payables and accruals:
Unpresented postal and money orders
Agency payables
Other accruals
Deposits received
d
a. Trade payables
Credit terms of international mail payables of the Group and of the Company range from six (6) months to eighteen (18) months (31.12.2010: 6 months to 18 months) in accordance with the
Universal Postal Union guidelines.
Included in trade payables of the Group and of the Company is RM9,000 due to related companies of a significant investor that has an influence over the Group.
b. Amount due to subsidiaries and associates
The amount due to subsidiaries and associates are unsecured, interest free and repayable on demand.
Pos Malaysia Berhad
annual report 2012
pg
171
NOTES TO THE FINANCIAL STATEMENTS
24. TRADE AND OTHER PAYABLES (continued)
operating decision maker) and the Board of Directors review internal management repor ts at
least on a quar terly basis. The following summary describes the operations in each of the Group’s
c. Agency payables
Included in agency payables is cash held for the purpose of distribution of fuel rebate for the
repor table segments:
• Mail - Includes the provision of basic mail services for corporate and individual customers
and customised solutions such as Mailroom Management and Direct Mail.
government amounting to Nil (31.12.2010: RM4,338,000).
d. Other accruals
• Courier - Includes courier solutions by sea, air and land to both national and international
destinations.
Included in other accruals of the Group and the Company are deferred government grant
received and deferred income in relation to prepaid mail amounting to RM4,776,000
• Retail- Includes over-the-counter services for payment of bills and cer tain financial products
(31.12.2010: RM1,296,000) and RM25,819,000 (31.12.2010: RM21,463,000) respectively.
The Group and Company have been awarded a RM8,000,000 (31.12.2010: RM2,000,000)
Other operations include the hybrid mail which provides data and document processing services,
government grant which was received during the period. The grant received was both related
logistics solutions by sea, air and land to both national and international destinations, business of
to income and assets and was conditional upon the execution of post transformation plan on
internet security products, solutions and services and rental income from investment proper ties
the expenditures spent and the acquisition of certain motor vehicles.
held by the Group. None of these segments meets any of the quantitative thresholds for
and services.
determining repor table segments in 31 December 2010 and 31 March 2012. The grant related to income is recognised as other income in profit or loss to match with the
expenditures spent, on a systematic basis. The grant related to assets is amor tised over the
There are varying levels of integration between the Mail repor table segment and the Courier
useful life of the assets. During the period, the grant amounting to RM4,520,000 (31.12.2010:
repor table segments. This integration includes shared distribution services.
RM731,000) has been recognised as other income.
Performance is measured based on segment results. Segment results is used to measure
25. OPERATING SEGMENTS
performance as management believes that such information is the most relevant in evaluating
the results of cer tain segments relative to other entities that operate within these industries.
The Group has three reportable segments, as described below, which are the Group’s
strategic business units. The strategic business units offer different products and services and
Inter-segment pricing is determined on a negotiated basis.
are managed separately because they require different business processes and customer
needs. For each of the strategic business units, the Group’s Chief Executive Officer (the chief
pg
172
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
Segment assets
The total of segment asset is measured based on all assets (including goodwill) of a segment, as included in the internal management repor ts that are reviewed by the Group’s Chief Executive Officer.
Segment total asset is used to measure the return of assets of each segment.
Segment liabilities
The total segment liabilities is measured based on all liabilities of a segment, as included in the internal management repor ts that are reviewed by the Group’s Chief Executive Officer. Segment total
liabilities are used to measure the gearing of each segment.
Geographical segments
The Group operates in Malaysia. Accordingly, information by geographical segment is not presented.
Segment capital expenditure
Segment capital expenditure is the total cost incurred during the financial year to acquire proper ty, plant and equipment.
Major customers
The Group has a diversified range of customers varying from retail customers and wholesale customers. There is no significant concentration of revenue from any customers.
Pos Malaysia Berhad
annual report 2012
pg
173
NOTES TO THE FINANCIAL STATEMENTS
25. OPERATING SEGMENTS (Continued)
Mail
Courier
Retail
Other operations
Elimination
Group
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
Total external revenue
921,527
308,687
202,597
48,849
-
1,481,660
Intersegment revenue
3,346
1,425
64,279
-
(69,050)
-
Total revenue for reportable segments
924,873
310,112
266,876
48,849
(69,050)
1,481,660
Reportable segment results
183,408
34,062
(46,126)
6,416
-
177,760
Other unallocated results
-
-
-
-
-
22,442
Profit before taxation
-
-
-
-
-
200,202
347,046
122,209
155,170
118,618
-
743,043
Period Ended 31 March 2012
Revenue
Reportable segments assets
Other unallocated assets
-
-
-
-
-
755,033
Total assets
-
-
-
-
-
1,498,076
34,306
1,011
133,783
7,743
-
176,843
Reportable segment liabilities
Other unallocated liabilities
-
-
-
-
-
423,140
Total liabilities
-
-
-
-
-
599,983
Other information
Capital expenditure - Property, plant and equipment
130,493
14,366
24,998
3,866
-
173,723
Depreciation of property, plant and equipment
(46,210)
(16,023)
(20,253)
(4,359)
-
(86,845)
-
-
-
-
-
19,153
(1,381)
(465)
(190)
(2)
-
(2,038)
-
-
-
-
-
(10,322)
Finance income
Finance expense
Impairment loss on financial assets designated as available-for-sale
Change in fair value of investment properties
-
-
-
-
-
(2,531)
Fair value through profit or loss: held for trading
-
-
-
-
-
283
Tax expense
-
-
-
-
-
(61,361)
pg
174
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
25. OPERATING SEGMENTS (Continued)
Mail
Courier
Retail
Other operations
Elimination
Group
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
Total external revenue
605,338
226,643
148,124
34,870
-
1,014,975
Intersegment revenue
2,023
1,000
49,307
-
(52,330)
-
(52,330)
1,014,975
Year Ended 31 December 2010
Revenue
Total revenue for reportable segments
607,361
227,643
197,431
34,870
Reportable segment results
112,731
19,279
(24,303)
(2,039)
-
105,668
Other unallocated results
-
-
-
-
-
(6,602)
Profit before taxation
-
-
-
-
-
99,066
287,111
122,525
144,469
146,973
-
701,078
Reportable segments assets
Other unallocated assets
-
-
-
-
-
674,141
Total assets
-
-
-
-
-
1,375,219
58,718
9,516
135,537
9,567
-
213,338
Reportable segment liabilities
Other unallocated liabilities
-
-
-
-
-
333,288
Total liabilities
-
-
-
-
-
546,626
Other information
Capital expenditure - Property, plant and equipment
Depreciation of property, plant and equipment
Finance income
Finance expense
Reversal of impairment loss on financial assets
74,781
9,342
9,184
3,619
-
96,926
(28,469)
(13,152)
(13,033)
(2,472)
-
(57,126)
-
-
-
-
-
13,234
(1,950)
(811)
(163)
(4)
-
(2,928)
-
-
-
-
-
15,537
Impairment loss on financial assets designated as available-for-sale
-
-
-
-
-
(25,098)
Impairment loss on property, plant and equipment
-
-
-
-
-
(22,273)
Fair value through profit or loss: held for trading
-
-
-
-
-
1,489
Tax expense
-
-
-
-
-
(31,958)
Pos Malaysia Berhad
annual report 2012
pg
175
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS
26.1Categories of financial instruments
The table below provides an analysis of financial instruments categorised as follows:
(a) Loans and receivables (L&R);
(b) Fair value through profit or loss (FVTPL): Held for trading (HFT)
(c) Available-for-sale financial assets (AFS);
(d) Held-to-maturity investments (HTM); and
(e) Other financial liabilities measured at amortised cost (OL).
Carrying amount
L&R /(OL)
FVTPL-HFT
AFS
HTM
RM’000
RM’000
RM’000
RM’000
RM’000
31.3.2012
Financial assets
Group
Other investments
124,012
-
3,268
-
120,744
Trade and other receivables
153,157
153,157
-
-
-
Cash and cash equivalents
544,076
544,076
-
-
-
821,245
697,233
3,268
-
120,744
Company
Other investments
123,516
-
2,323
-
121,193
Trade and other receivables
257,994
257,994
-
-
-
Cash and cash equivalents
436,648
436,648
-
-
-
818,158
694,642
2,323
-
121,193
Financial liabilities
Group
Hire purchase liabilities
Trade and other payables
(20)
(20)
-
-
-
(564,621)
(564,621)
-
-
-
(564,641)
(564,641)
-
-
-
(587,695)
(587,695)
-
-
-
Company
Trade and other payables
pg
176
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (Continued)
26.1Categories of financial instruments (continued)
Carrying amount
L&R /(OL)
FVTPL-HFT
AFS
HTM
RM’000
RM’000
RM’000
RM’000
RM’000
31.12.2010
Financial assets
Group
Other investments
200,774
-
4,356
10,322
186,096
Trade and other receivables
187,595
187,595
-
-
-
Cash and cash equivalents
395,533
395,533
-
-
-
783,902
583,128
4,356
10,322
186,096
Company
Other investments
199,243
-
2,856
10,322
186,065
Trade and other receivables
242,882
242,882
-
-
-
Cash and cash equivalents
354,443
354,443
-
-
-
796,568
597,325
2,856
10,322
186,065
Financial liabilities
Group
Hire purchase liabilities
Trade and other payables
(43,998)
(43,998)
-
-
-
(471,849)
(471,849)
-
-
-
(515,847)
(515,847)
-
-
-
(43,960)
(43,960)
-
-
-
Company
Hire purchase liabilities
Trade and other payables
Pos Malaysia Berhad
annual report 2012
(506,377)
(506,377)
-
-
-
(550,337)
(550,337)
-
-
-
pg
177
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (Continued)
26.2 Net gains and losses arising from financial instruments
Group
1.1.2011 to 31.3.2012
RM’000
Company
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
Net gains/(losses) on :
Fair value through profit or loss :
- Held for trading
341
1,714
362
1,714
- Available-for-sale financial assets
(10,322)
(25,098)
(10,322)
(25,098)
- Held-to-maturity investments
8,020
7,713
7,500
6,807
- Loans and receivables
(3,153)
24,908
(4,059)
9,772
- Financial liabilities measured at amortised cost
(2,038)
(2,928)
(2,037)
(2,926)
(7,152)
6,309
(8,556)
(9,731)
26.3Financial risk management
The Group’s overall financial risk management objective is to ensure the continuous growth in profitability and enhance shareholders’ value in a competitive and changing environment. At the
same time, the Group is focused in performing its Universal Service Obligation as a provider of postal service throughout the country and to international destinations in an efficient and
effective manner.
The Group has exposure to the following risks from its use of financial instruments:
pg
178
•
Credit risk
•
Liquidity risk
•
Market risk
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26.4 Credit risk
Credit risk is the risk of a financial loss to the Group if a customer or counterpar ty to a financial instrument fails to meet its contractual obligations. The Group’s exposure to credit risk arises
principally from its receivables from customers and investment securities.
The Company also has exposure to credit risk from loans and advances to subsidiaries.
Receivables
Risk management objectives, policies and processes for managing the risk
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. The Group seeks to control credit risk by setting counterpar ty limits and ensuring
that services are made to customers with an appropriate credit history. Any receivables having significant more than 120 days, which are deemed to have higher credit risk, are monitored
individually.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the maximum exposure to credit risk arising from receivables is represented by the carrying amounts in the statements of financial position.
Management has taken reasonable steps to ensure that receivables that are neither past due nor impaired are measured at their realisable values. A significant por tion of these receivables
are regular customers that have been transacting with the Group. The Group uses ageing analysis to monitor the credit quality of the receivables. Any receivables having significant balances
past due more than 120 days, which are deemed to have higher credit risk, are monitored individually.
Concentration of credit risk with respect to receivables is limited due to the Group’s large number of customers.
Pos Malaysia Berhad
annual report 2012
pg
179
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.4 Credit risk (continued)
Receivables (continued)
Impairment losses
The ageing of trade receivables as at the end of the repor ting period was:
Gross
Impairment
Net
RM’000
RM’000
RM’000
Not past due
49,962
-
49,962
Past due 1-30 days
13,431
(557)
12,874
Past due 31-120 days
13,589
(1,266)
12,323
Past due more than 120 days
38,827
(20,590)
18,237
115,809
(22,413)
93,396
Not past due
63,967
-
63,967
Past due 1-30 days
15,553
-
15,553
Group
31.3.2012
31.12.2010
Past due 31-120 days
Past due more than 120 days
pg
180
7,454
-
7,454
39,282
(8,863)
30,419
126,256
(8,863)
117,393
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.4 Credit risk (continued)
Receivables (continued)
Impairment losses (continued)
Company
Gross
Impairment
Net
RM’000
RM’000
RM’000
31.3.2012
Not past due
44,806
-
44,806
Past due 1-30 days
6,724
(557)
6,167
Past due 31-120 days
9,081
(1,266)
7,815
Past due more than 120 days
23,945
(18,100)
5,845
84,556
(19,923)
64,633
Not past due
41,033
-
41,033
Past due 1-30 days
13,211
-
13,211
5,351
-
5,351
31.12.2010
Past due 31-120 days
Past due more than 120 days
31,942
(7,947)
23,995
91,537
(7,947)
83,590
Allowance for impairment losses of trade receivables has been made for the remaining past due receivables as the Group monitors the repayments of these customers regularly and are
confident of ability of the customers to repay the balances owing.
Pos Malaysia Berhad
annual report 2012
pg
181
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.4 Credit risk (continued)
Receivables (continued)
The movements in the allowance for impairment losses of trade receivables during the financial period were:
Group
At 1 January
Impairment loss recognised
Impairment loss reversed
At 31 March/31 December
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
8,863
12,593
7,947
12,024
13,594
347
11,976
-
(44)
(4,077)
-
(4,077)
22,413
8,863
19,923
7,947
The allowance account in respect of receivables is used to record impairment losses. Unless the Group is satisfied that recovery of the amount is possible, the amount considered irrecoverable
is written off against the receivable directly.
Investments and other financial assets
Risk management objectives, policies and processes for managing the risk
Investments are allowed only in liquid securities and only with counterpar ties that have a credit rating equal to or better than the Group.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the Group has only invested principally in domestic securities. The maximum exposure to credit risk is represented by the carrying amounts in the
statements of financial position.
In view of the sound credit rating of counterpar ties, management does not expect any counterpar ty to fail to meet its obligations.
The investments and other financial assets are unsecured.
pg
182
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.4Credit risk (continued)
Investments and other financial assets (continued)
Impairment losses
An impairment loss of RM10,322,000 (31.12.2010: Nil) in respect of a quoted equity instrument classified as available-for-sale financial assets was recognised as there was significant and prolonged
decline in fair value of the investment. These quoted shares were delisted from Bursa Malaysia Securities Berhad on 24 May 2011.
The movements in the allowance for impairment loss during the financial year were:
Group
At 1 January
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
239,240
214,142
347,021
321,923
Impairment loss recognised
10,322
25,098
10,322
25,098
At 31 March/31 December
249,562
239,240
357,343
347,021
Inter company balances
Risk management objectives, policies and processes for managing the risk
The Company provides unsecured advances to subsidiaries. The Company monitors the results of the subsidiaries regularly.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the maximum exposure to credit risk is represented by their carrying amounts in the statement of financial position.
Loans and advances are only provided to subsidiaries which are wholly owned by the Company.
The amounts due from subsidiaries are repayable on demand.
Pos Malaysia Berhad
annual report 2012
pg
183
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.4Credit risk (continued)
Inter company balances (continued)
Impairment losses
As at the end of the reporting period, the inter company balance that is assessed to be irrecoverable had been impaired amounting to RM45,776,000 (31.12.2010: RM45,776,000).
The Company does not specifically monitor the ageing of current advances to the subsidiaries.
26.5 Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s exposure to liquidity risk arises principally from its various payables.
The Group maintains a level of cash and cash equivalents and bank facilities deemed adequate by the management to ensure, as far as possible, that it will have sufficient liquidity to meet its
liabilities when they fall due.
Maturity analysis
The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities as at the end of the repor ting period based on undiscounted contractual payments:
Carrying amount
Contractual interest
Contractual cash flows
Under 1 year
1-5 years
RM’000
rate
RM’000
RM’000
RM’000
20
2.3%
20
5
15
564,621
-
564,621
564,621
-
564,641
564,641
564,626
15
587,695
587,695
587,695
-
31.3.2012
Group
Hire purchase liabilities
Trade and other payables
Company
Trade and other payables
pg
184
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.5 Liquidity risk (continue)
Maturity analysis (continued)
Carrying amount
Contractual interest rate
RM’000
Contractual cash flows
Under 1 year
1-5 years
RM’000
RM’000
RM’000
31.12.2010
Group
Hire purchase liabilities
Trade and other payables
43,998
2.3% - 3.6%
47,605
15,042
32,563
471,849
-
471,849
471,849
-
519,454
486,891
32,563
515,847
Company
Hire purchase liabilities
Trade and other payables
43,960
2.3% - 3.6%
47,565
15,026
32,539
506,377
-
506,377
506,377
-
553,942
521,403
32,539
550,337
Pos Malaysia Berhad
annual report 2012
pg
185
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.6 Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other prices will affect the Group’s financial position or cash flows.
26.6.1 Currency risk
The Group is exposed to foreign currency risk on sales and purchases that are denominated in a currency other than the respective functional currencies of Group entities, as a result
of providing foreign mail exchange service and remittance service. The currency giving rise to this risk is primarily US Dollar (USD).
Risk management objectives, policies and processes for managing the risk
The Group does not use any forward contracts to hedge against its exposure to foreign currency. The Group ensures that the net exposure is kept to an acceptable level by monitoring
the fluctuation of the foreign currency.
Exposure to foreign currency risk
The Group’s exposure to foreign currency (a currency which is other than the currency of the Group entities) risk, based on carrying amounts as at the end of the repor ting period
was:
Group
31.3.2012
Trade and other receivables
Trade and other payables
Exposure in the statement of financial position
Denominated in USD
RM’000
9,926
(7,985)
1,941
31.12.2010
Trade and other receivables
Trade and other payables
Exposure in the statement of financial position
pg
186
9,924
(16,296)
(6,372)
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.6
Market risk (continued)
26.6.1Currency risk (continued)
Currency risk sensitivity analysis
Foreign currency risk arises from Group entities which have a USD functional currency.
A 10% strengthening of the RM against the USD at the end of the repor ting period would have increased (decreased) equity and post-tax profit or loss by the amounts shown below.
This analysis assumes that all other variables, in par ticular interest rates, remained constant and ignores any impact of forecasted sales and purchases.
Equity
Profit or loss
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
146
(477)
146
(477)
Group
USD
A 10% weakening of RM against the USD at the end of the repor ting period would have had equal but opposite effect on the above currencies to the amounts shown above, on the
basis that all other variables remained constant.
26.6.2Interest rate risk
The Group’s investments in fixed rate debt securities, deposits placed with licensed banks, fixed rate borrowings, investments in equity securities and shor t term receivables and
payables are not significantly exposed to interest rate risk.
Risk management objectives, policies and processes for managing the risk
The Group adopts a policy of investing and borrowing mainly in fixed rate instruments to avoid the risk of fluctuation in interest rates. As for investments in fixed rate debt securities,
the Group will only invest in debt securities that have a rating of A and above.
Pos Malaysia Berhad
annual report 2012
pg
187
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.6 Market risk (continued)
26.6.2 Interest rate risk (continued)
Exposure to interest rate risk
The interest rate profile of the Group’s and the Company’s significant interest-bearing financial instruments, based on carrying amounts as at the end of the repor ting period was:
Group
Company
31.3.2012
31.12.2010
31.3.2012
31.12.2010
RM’000
RM’000
RM’000
RM’000
120,744
186,096
121,193
186,065
165,335
157,052
160,000
151,607
(20)
(43,998)
-
(43,960)
286,059
299,150
281,193
293,712
Fixed rate instruments
Financial assets
Held-to-maturity investments
Deposits placed with licensed banks
Financial liabilities
Hire purchase liabilities
Interest rate risk sensitivity analysis
(a) Fair value sensitivity analysis for fixed rate instruments
The Group does not account for any fixed rate financial assets and liabilities at fair value through profit or loss. Therefore, a change in interest rates at the end of the
reporting period would not affect profit or loss.
(b) Cash flow sensitivity analysis for variable rate instruments
pg
188
The Group does not have any financial assets and liabilities based on variable rate instruments. Hence, no sensitivity analysis was performed.
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.6
Market risk (continued)
26.6.3 Other price risk
Equity price risk arises from the Group’s investments in equity securities.
Risk management objectives, policies and processes for managing the risk
Management of the Group monitors the equity investments on a por tfolio basis. Material investments within the por tfolio are managed on an individual basis and all buy and sell
decisions are approved by the Directors.
Equity price risk sensitivity analysis
This analysis assumes that all other variables remained constant and the Group’s equity investments moved in correlation with FTSE Bursa Malaysia KLCI (FBMKLCI).
A 10% (31.12.2010: 10%) strengthening in FBMKLCI at the end of the repor ting period would have increased post-tax profit or loss by RM245,000 for investment classified as
fair value through profit or loss (31.12.2010: RM327,000). A 10% (31.12.2010: 10%) weakening in FBMKLCI would have had equal but opposite effect on equity and profit or loss
respectively.
26.7
Fair value of financial instruments
The carrying amounts of cash and cash equivalents, shor t term receivables and payables approximate fair values due to the relatively shor t term nature of these financial instruments.
The fair values of other financial assets and liabilities, together with the carrying amounts shown in the statements of financial position, are as follows :
Pos Malaysia Berhad
annual report 2012
pg
189
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.7 Fair value of financial instruments (continued)
31.3.2012
31.12.2010
Carrying
amount
Fair
value
Carrying
amount
Fair
value
RM’000
RM’000
RM’000
RM’000
120,744
121,390
186,096
186,696
3,268
3,268
4,356
4,356
20
20
43,998
47,605
121,193
121,390
186,065
186,696
2,323
2,323
2,856
2,856
-
-
43,960
47,565
Group
Unquoted held-to-maturity investments
Quoted shares
Hire purchase liabilities
Company
Unquoted held-to-maturity investments
Quoted shares
Hire purchase liabilities
The following summarises the methods used in determining the fair value of financial instruments reflected in the above table.
Investments in equity and debt securities
The fair values of financial assets that are quoted in an active market are determined by reference to their quoted closing bid price at the end of the repor ting period.
Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the
end of the reporting period. For hire purchase liabilities, the market rate of interest is determined by reference to similar hire purchase arrangements.
pg
190
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
26. FINANCIAL INSTRUMENTS (continued)
26.7 Fair value of financial instruments (continued)
Interest rates used to determine fair value
The interest rates used to discount estimated cash flows, when applicable, are as follows:
Unquoted held-to-maturity investments
Hire purchase liabilities
31.3.2012
31.12.2010
3.4% - 3.9%
3.5% - 3.9%
2.3%
2.3% - 3.6%
26.8 Fair value hierarchy
Comparative figures have not been presented for 31 December 2010 by vir tue of the exemption provided in paragraph 44G of FRS 7.
The table below analysis financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:
• Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities.
• Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
• Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Pos Malaysia Berhad
annual report 2012
pg
191
NOTES TO THE FINANCIAL STATEMENTS
Level 1
Level 2
Level 3
Total
RM’000
RM’000
RM’000
RM’000
31.3.2012
Group
Financial assets
Investment in unquoted held-to-maturity
Investment in quoted shares
-
-
120,744
120,744
3,268
-
-
3,268
3,268
-
120,744
124,012
27. CAPITAL MANAGEMENT
The Group’s objectives when managing capital is to maintain a strong capital base and safeguard the Group’s ability to continue as a going concern, so as to maintain investor, creditor and market
confidence and to sustain future development of the business. The Directors monitor and determine to maintain an optimal debt-to-equity ratio that complies with regulatory requirements.
Group
31.3.2012
31.12.2010
RM’000
RM’000
20
43,998
Less: Cash and cash equivalents (Note 18)
(544,076)
(395,533)
Net cash
(544,056)
(351,535)
898,093
828,593
Total borrowings (Note 23)
Total equity
There were no changes in the Group’s approach to capital management during the financial period.
Under the requirement of Bursa Malaysia Practice Note No. 17/2005, the Company is required to maintain a consolidated shareholders’ equity equal to or not less than the 25 percent of the issued
and paid-up capital (excluding treasury shares) and such shareholders’ equity is not less than RM40 million. The Company has complied with this requirement.
pg
192
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
28. CAPITAL COMMITMENTS
Group
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
Authorised but not contracted for
15,252
281,339
8,685
273,378
Contracted but not provided for
42,309
55,879
42,309
55,807
Property, plant and equipment
29. SIGNIFICANT RELATED PARTY TRANSACTIONS
For the purposes of these financial statements, par ties are considered to be related to the Group or the Company if the Group or the Company has the ability, directly or indirectly, to control the
par ty or exercise significant influence over the par ty in making financial and operating decisions, or vice versa, or where the Group or the Company and the par ty are subject to common control
or common significant influence. Related parties may be individuals or other entities.
Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Group either directly or indirectly. The key
management personnel include all the Directors of the Group, and cer tain members of senior management of the Group.
Transactions with government departments and agencies or with entities providing public utilities are entered at arm’s length by vir tue of their normal dealings as a public utility or a government
depar tment and agency.
Pos Malaysia Berhad
annual report 2012
pg
193
NOTES TO THE FINANCIAL STATEMENTS
29. SIGNIFICANT RELATED PARTY TRANSACTIONS (continued)
The significant related party relationships of the Group and the Company, other than key management personnel compensation (see Note 6), are as follows:
Group
1.1.2011 to 31.3.2012
RM’000
Company
Year ended 31.12.2010
RM’000
1.1.2011 to 31.3.2012
RM’000
Year ended 31.12.2010
RM’000
A. Related companies of a significant
investor that has an influence over
the Group
Sales of services
6,263
1,955
Commissions on services
784
-
784
-
Rental income
314
-
314
-
(1,008)
-
(1,008)
-
(14)
-
(14)
-
-
-
61,196
35,272
-
(9,426)
(2,327)
-
(6,173)
(858)
(10,692)
(10,278)
(10,692)
(10,278)
Purchase of services
Rental expense
B. Subsidiaries
Sales of services
Purchase of services
Rental expense
C. Associates
Purchase of goods
The above transactions have been entered into the natural course of business and have been established under negotiated terms.
There were allowance for impairment losses being provided in respect of these balances outstanding at period/year end at 31 March 2012 and 31 December 2010.
The outstanding net amounts due from/to subsidiaries, related companies of a significant investor that has an influence over the Group and associates as at 31 March 2012 and 31 December
2010 are disclosed in Note 17 and Note 24 respectively.
pg
194
Pos Malaysia Berhad
annual report 2012
NOTES TO THE FINANCIAL STATEMENTS
30. COMPARATIVE FIGURES
Cer tain comparative figures have been reclassified to conform with the current year’s presentation.
GroupCompany
Trade and other receivables
Prepayments and other assets
As restated
RM’000
As previously stated
RM’000
As restated
RM’000
As previously stated
RM’000
187,595
196,570
242,882
251,096
8,975
-
8,214
-
31. SUPPLEMENTARY INFORMATION ON THE BREAKDOWN OF REALISED AND UNREALISED PROFITS
On 25 March 2010, Bursa Malaysia Securities Berhad (“Bursa Malaysia”) issued a directive to all listed issuers pursuant to Paragraphs 2.06 and 2.23 of Bursa Malaysia Main Market Listing
Requirements. The directive requires all listed issuers to disclose the breakdown of the unappropriated profits of accumulated losses as at the end of the repor ting period, into realised and
unrealised profits or losses.
On 20 December 2010, Bursa Malaysia further issued another directive on the disclosure and the prescribed format of presentation. The breakdown of the retained earnings of the Group and
of the Company as at 31 March 2012, into realised and unrealised profits, pursuant to the directive are as follows:
Pos Malaysia Berhad
annual report 2012
pg
195
NOTES TO THE FINANCIAL STATEMENTS
31. SUPPLEMENTARY INFORMATION ON THE BREAKDOWN OF REALISED AND UNREALISED PROFITS (continued)
Group
Company
31.3.2012
RM’000
31.12.2010
RM’000
31.3.2012
RM’000
31.12.2010
RM’000
- Realised
554,855
503,959
545,269
492,547
- Unrealised
(17,450)
(13,474)
(17,084)
(9,763)
537,405
490,485
528,185
482,784
Total retained earnings of the Company and its subsidiaries:
Total share of retained earnings of associates:
- Realised
Add: Consolidation adjustments
Total retained earnings
(7,650)
(7,650)
-
-
529,755
482,835
-
-
98,296
76,860
-
-
628,051
559,695
528,185
482,784
The determination of realised and unrealised profits is based on the Guidance of 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, issued by Malaysian Institute of Accountants on 20 December 2010.
pg
196
Pos Malaysia Berhad
annual report 2012
THIS SECTION IS INTENTIONALLY LEFT BLANK
Pos Malaysia Berhad
annual report 2012
pg
197
STATEMENT BY DIRECTORS PURSUANT TO SECTION 169(15) OF THE COMPANIES ACT, 1965
In the opinion of the Directors, the financial statements set out on pages 119 to 196 are drawn up in accordance with Financial Repor ting Standards and the Companies Act, 1965 in Malaysia so as to
give a true and fair view of the financial position of the Group and of the Company as of 31 March 2012 and of their financial performance and cash flows for the period then ended.
In the opinion of Directors, the information set out in Note 31 on page 195 to the financial statements had been complied in accordance with the Guidance on Special Matter No. 1, Determination of
Realised and Unrealised Profits or Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants, and presented based
on the format prescribed by Bursa Malaysia Securities Berhad.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
…………………………………………………………
Dato’ Sri Haji Mohd Khamil bin Jamil
…………………………………………………………
Datuk Low Seng Kuan
Kuala Lumpur,
Date: 18 June 2012
pg
198
Pos Malaysia Berhad
annual report 2012
STATUTORY DECLARATION PURSUANT TO SECTION 169(16) OF THE COMPANIES ACT, 1965
I, Ahmad Faisal bin Murad, the officer primarily responsible for the financial management of Pos Malaysia Berhad, do solemnly and sincerely declare that the financial statements set out on pages 119 to
196 are, to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true, and by vir tue of the provisions of the Statutory Declarations
Act, 1960.
Subscribed and solemnly declared by the above named in Kuala Lumpur on 18 June 2012.
……………………………………………….
Ahmad Faisal bin Murad
Before me:
Pos Malaysia Berhad
annual report 2012
pg
199
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF POS MALAYSIA BERHAD
Report on the Financial Statements
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
We have audited the financial statements of Pos Malaysia Berhad, which comprise the statements
made by the Directors, as well as evaluating the overall presentation of the financial statements.
of financial position as at 31 March 2012 of the Group and of the Company, and the statements
of comprehensive income, changes in equity and cash flows of the Group and of the Company for
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
the period then ended, and a summary of significant accounting policies and other explanatory
basis for our audit opinion.
information, as set out on pages 119 to 196.
Opinion
Directors’ Responsibility for the Financial Statements
In our opinion, the financial statements have been properly drawn up in accordance with Financial
The Directors of the Company are responsible for the preparation of financial statements that
Repor ting Standards and the Companies Act, 1965 in Malaysia so as to give a true and fair view
give a true and fair view in accordance with Financial Repor ting Standards and the Companies
of the financial position of the Group and of the Company as of 31 March 2012 and of their
Act, 1965 in Malaysia, and for such internal control as the Directors determine are necessary to
financial performance and cash flows for the period then ended.
enable the preparation of financial statements that are free from material misstatement, whether
due to fraud or error.
Report on Other Legal and Regulatory Requirements
Auditors’ Responsibility
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also repor t
the following:
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
a) In our opinion, the accounting and other records and the registers required by the Act to
standards require that we comply with ethical requirements and plan and perform the audit
be kept by the Company and its subsidiaries of which we have acted as auditors have been
to obtain reasonable assurance about whether the financial statements are free from material
properly kept in accordance with the provisions of the Act.
misstatement.
b) We have considered the accounts of a subsidiary of which we have not acted as auditors,
which is indicated in Note 13 to the financial statements.
An audit involves performing procedures to obtain audit evidence about the amounts and
c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the
disclosures in the financial statements. The procedures selected depend on our judgement,
Company’s financial statements are in form and content appropriate and proper for the
including the assessment of risks of material misstatement of the financial statements, whether
purposes of the preparation of the financial statements of the Group and we have received
due to fraud or error. In making those risk assessments, we consider internal control relevant to
satisfactory information and explanations required by us for those purposes.
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
pg
200
d) The audit repor ts on the accounts of the subsidiaries did not contain any qualification or any
adverse comment made under Section 174(3) of the Act.
Pos Malaysia Berhad
annual report 2012
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF POS MALAYSIA BERHAD
Other Reporting Responsibilities
Our audit was made for the purpose of forming an opinion on the financial statements taken as a whole. The information set out in Note 31 on page 195 to the financial statements has been compiled
by the Company as required by the Bursa Malaysia Securities Berhad Listing Requirements. We have extended our audit procedures to repor t on the process of compilation of such information. In
our opinion, the information has been properly compiled, in all material respects, in accordance with the Guidance of Special Matter No.1, Determination of Realised and Unrealised Profits or Losses
in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants and presented based on the format prescribed by
Bursa Malaysia Securities Berhad.
Other Matters
This repor t is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility
to any other person for the content of this report.
KPMG Chong Dee Shiang
Firm Number : AF 0758
Approval Number : 2782/09/12(J)
Char tered Accountants
Chartered Accountant
Petaling Jaya,
Date: 18 June 2012
Pos Malaysia Berhad
annual report 2012
pg
201
TOP 10 PROPERTIES
No
Type
Location
Subject Property
Registered /
Beneficial Owner
Exisiting Use / Description
1.
Alienated Land
Shah Alam
HS(D) 98478, PT No 1 Sek 21, Bandar Shah Alam, District of
Petaling Jaya, State of Selangor
PMB Properties Sdn Bhd
MPC Section 21 Shah Alam/Double Storey Office
Building, 2 units of 1 1⁄2 Storey Factory Buidling
2.
Alienated Land
Pejabat Pos Besar
Kuala Lumpur
Pajakan Negeri 33472, Lot 46 Sek 70, Bandar Kuala Lumpur,
District of Kuala Lumpur, State of Wilayah Persekutuan, Kuala
Lumpur
Pesuruhjaya Tanah
Persekutuan
General Post Office / Eight Storey Building
3.
Building
KLIA
PT27 (Landside), KL International Airport, Mukim of Sepang,
District of Sepang, State of Selangor
Malaysia Airports
(Properties) Sdn Bhd
Pos Malaysia International Hub
4.
Registered Land
Bukit Raja
HS(D) 56783, PT 27615, Mukim of Kapar, District of Klang,
State of Selangor.
Pos Malaysia Berhad
Delivery Branch / Warehouse with attached three
storey office
5.
Alienated Land
Ipoh
Pajakan Negeri 155068 for Lot 2436N, Town of Ipoh, Daerah
Kinta, State of Perak
Effivation Sdn Bhd
Vacant Land
Alienated Land
Ipoh
Pajakan Negeri 155069 for Lot 2437N, Town of Ipoh, Daerah
Kinta, State of Perak
Effivation Sdn Bhd
Vacant Land
Alienated Land
Ipoh
Pajakan Negeri 4738 for Lot 31448, Town of Ipoh, Daerah
Kinta, State of Perak
Effivation Sdn Bhd
Vacant Land
Alienated Land
Ipoh
Pajakan Negeri 153337 for Lot 35120, Town of Ipoh, Daerah
Kinta, State of Perak
Effivation Sdn Bhd
Vacant Land
Alienated Land
Ipoh
Pajakan Negeri 153721 for Lot 2351N, Town of Ipoh, Daerah
Kinta, State of Perak
Effivation Sdn Bhd
Vacant Land
Alienated Land
Ipoh
GRN 55283 for lot 31449 Town of Ipoh, Daerah Kinta, State
of Perak
Effivation Sdn Bhd
Vacant Land
Alienated Land
Ipoh
Pajakan Negeri 155073 for Lot 2740N,Town of Ipoh, Daerah
Kinta, State of Perak
Effivation Sdn Bhd
Vacant Land
pg
202
Pos Malaysia Berhad
annual report 2012
TOP 10 PROPERTIES
Tenure / Age of Building
Land Area
( sq mt )
Gross Floor Area
( sq mt )
Cost of Purchase /
Lease Amount (RM)
Net Book Value (RM)
as of 31 March 2012
Leasehold 99 years (expiring 19/7/2094)
90,072
46,451
69,000,000
70,077,040
Leasehold 99 years (expiring 27/01/2079)
8,496
44,519
60,000,000
25,369,897
36,950
18,729
34,277,932
20,460,811
Freehold
8,809
5,617
10,300,000
13,129,300
Leasehold 999 Years (expiring on 30/12/2893)
1,310
Not applicable
3,262,660
12,540,000
Leasehold 999 Years (expiring on 30/12/2893)
1,424
Not applicable
2,804,939
Leasehold 999 Years (expiring on 30/12/2893)
2,722
Not applicable
4,741,831
Leasehold 999 Years (expiring on 24/03/2895)
2,228
Not applicable
Leasehold 999 Years (expiring on 30/12/2883)
1,500
Not applicable
3,550,000
Freehold
3,010
Not applicable
2,980,593
Leasehold 999 Years (expiring on 30/12/2893)
1,507
Not applicable
3,739,742
Concession
Pos Malaysia Berhad
annual report 2012
pg
203
TOP 10 PROPERTIES (CONTINUED)
No
Type
Location
Subject Property
Registered /
Beneficial Owner
Existing Use / Description
6.
Registered Land
Larkin
HS(D) 109201, PT TLO 682, Bandar Johor Bahru, District of
Johor Bahru, State of Johor
Pos Malaysia Berhad
Mail Centre, Johor Bahru/ a Single Storey detached
Warehouse with a double storey office annex and
a Single storey detached office block and detached
warehouse
7.
Building
Jalan Damansara
Unit Nos. F108, F110, F111, F112, F113, F208, F210, F211,
F212 & F213, Phileo Damansara, Jalan Damansara, Petaling
Jaya, State of Selangor
PSH Properties
Sdn .Bhd
Office and Commercial units
8.
Building
Persiaran Greenhill
Refer notes*
Real Riviera Sdn Bhd
Office Building / Seven Storey Building
9.
Registered Land
Bangi
HS(D) 52880, PT 41029, Bandar Baru Bangi, District of Ulu
Langat, State of Selangor
Pos Malaysia Berhad
Delivery Branch / Warehouse with attached office
Registered Land
Bangi
HS(D) 52881, PT 41030, Bandar Baru Bangi, District of Ulu
Langat, State of Selangor
Pos Malaysia Berhad
Delivery Branch / Warehouse with attached office
Alienated Land
Kota Kinabalu
Town Lease 017542746 Lot 017542746
Location of Kota Kinabalu, Town District of Kota Kinabalu,
State of Sabah
Pesuruhjaya Tanah Persekutuan
Post Office / Eleven Storey Building
10.
Notes:*HS(D) Ka 21276 PT 18020, Town of Ipoh, State of Perak, Leasehold 99 years (expiring 20/12/2078)
*HS(D) Ka 7533/79 PT 18021, Town of Ipoh, State of Perak, Leasehold 99 years (expiring 20/12/2078)
*HS(D) Ka 7534/79 PT 18022, Town of Ipoh, State of Perak, Leasehold 99 years (expiring 20/12/2078)
*PN 101760 Lot 8619 N, Town of Ipoh, State of Perak, Leasehold 999 years (expiring 21/09/2894)
*PN 101761 Lot 8620 N, Town of Ipoh, State of Perak, Leasehold 999 years (expiring 21/09/2894)
*PN 101762 Lot 8621 N, Town of Ipoh, State of Perak, Leasehold 999 years (expiring 21/09/2894)
pg
204
Pos Malaysia Berhad
annual report 2012
TOP 10 PROPERTIES (CONTINUED)
Tenure / Age of Building
Land Area
( sq mt )
Gross Floor Area
( sq mt )
Cost of Purchase /
Lease Amount (RM)
Net Book Value (RM)
as of 31 March 2012
20,234
6,601
10,300,000
12,830,526
-
1,441
7,694,005
8,160,000
635
3,176
9,566,461
7,258,123
Leasehold 99 years (expiring 19/08/2098)
6,267
2,044
2,800,000
5,662,571
Leasehold 99 years (expiring 19/08/2098)
4,206
2,044
2,400,000
Leasehold 99 years (expiring 31/12/2074)
6,718
13,479
12,146,000
Leasehold 60 years (expiring 15/12/2021)
Freehold / Approximately 15 years
Refer notes*
Pos Malaysia Berhad
annual report 2012
5,135,712
pg
205
ANALYSIS OF SHAREHOLDINGS AS AT 12 JUNE 2012
Authorised Capital
: RM1,000,000,001.00 divided into 2,000,000,000 ordinary shares of RM0.50 each and 1 Special Rights Redeemable Preference Share of RM1.00
Issued and full paid-up capital : RM268,513,043.50 comprising 537,026,085 ordinary shares of RM0.50 each and one (1) Special Rights Redeemable Preference Share of RM1.00
Voting Rights
: One vote for every ordinary share
(The Special Rights Redeemable Preference Share does not carry any voting right except in circumstances set out in the Company’s Ar ticles of Association)
Number of Shareholders
: 24,616
Substantial Shareholders
Shareholders
1. DRB-HICOM Berhad
2. Employees Provident Fund Board
Direct
No. of shares
%
Indirect
No. of shares
%
172,997,399
32.21
-
-
60,709,600
11.30
-
-
38,005,000*
7.08
-
-
4. Tan Sri Dato’ Seri Syed Mokhtar Shah bin Syed Nor
-
-
172,997,399(a)
32.21
5. Etika Strategi Sdn Bhd
-
-
172,997,399(b)
32.21
6. Mitsubishi UFJ Financial Group, Inc
-
-
38,005,024
7.08
3. Aberdeen Asset Management PLC and its subsidiaries
(c)
Notes:
*
Includes holdings of mandates delegated from other subsidiaries of Aberdeen Asset Management PLC.
(a)
Deemed interested pursuant to Section 6A of the Companies Act, 1965 by virtue of his interest in DRB-HICOM Berhad.
(b)
Deemed interested pursuant to Section 6A of the Companies Act, 1965 by virtue of its interest in DRB-HICOM Berhad.
(c)
Deemed interested in the shares by virtue of Mitsubishi UFJ Financial Group, Inc’s wholly-owned subsidiary, Mitsubishi UFJ Trust & Banking Corp holding more than 15% in Aberdeen Asset Management PLC
and Mitsubishi UFJ Financial Group, Inc holding more than 15% interest in shares of Morgan Stanley Group.
pg
206
Pos Malaysia Berhad
annual report 2012
ANALYSIS OF SHAREHOLDINGS AS AT 12 JUNE 2012
Distribution of Shareholdings
Holdings
No. of
Shares
Less than 100
100 to 1,000
% of Issued
Share Capital
No. of Shareholders/
Depositors
% of Shareholders/
Depositors
235,146
0.04
5,337
21.68
5,322,355
0.99
8,130
33.03
1,001 to 10,000
36,312,309
6.76
9,304
37.80
10,001 to 100,000
44,971,404
8.37
1,623
6.59
100,001 to 26,851,303
230,828,172
42.99
220
0.89
26,851,304 and above
219,356,699
40.85
2
0.01
Total
537,026,085
100.00
24,616
100.00
30 Largest Registered Shareholders
No.
Name
1
Maybank Nominees (Tempatan) Sdn Bhd
Pledged Securities Account for DRB-HICOM Berhad (414011604790)
No. of Shares
Percentage (%)
172,997,399
32.21
2
Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board
46,359,300
8.63
3
Lembaga Tabung Haji
23,905,800
4.45
4
HSBC Nominees (Asing) Sdn Bhd
BNP Paribas Secs Svs Lux for Aberdeen Global
15,303,200
2.85
5
AmanahRaya Trustees Berhad
Skim Amanah Saham Bumiputera
15,000,000
2.79
6
Citigroup Nominees (Tempatan) Sdn Bhd
ING Insurance Berhad (INV-IL PAR)
9,777,300
1.82
7
AmanahRaya Trustees Berhad
Public Islamic Select Treasures Fund
8,159,900
1.52
8
AMSEC Nominees (Tempatan) Sdn Bhd
AmTrustee Berhad for CIMB Islamic Dali Equity Growth Fund (UT-CIMB-DALI)
6,764,400
1.26
9
HSBC Nominees (Asing) Sdn Bhd
Coutts & Co Ltd Sg for Glenmorgan Company Inc
6,500,000
1.21
10
HSBC Nominees (Asing) Sdn Bhd
BNP Paribas Secs Svs Paris for Aberdeen Asian Smaller Companies Investment Trust Plc
5,500,000
1.02
Pos Malaysia Berhad
annual report 2012
pg
207
ANALYSIS OF SHAREHOLDINGS AS AT 12 JUNE 2012
30 Largest Registered Shareholders (continued)
pg
208
No.
Name
No. of Shares
Percentage (%)
11
Valuecap Sdn Bhd
5,209,800
0.97
12
Citigroup Nominees (Tempatan) Sdn Bhd
Kumpulan Wang Persaraan (Diperbadankan) (Aberdeen)
5,200,000
0.97
13
AmanahRaya Trustees Berhad
Public Islamic Optimal Growth Fund
4,708,200
0.88
14
Pertubuhan Keselamatan Sosial
4,257,700
0.79
15
HSBC Nominees (Asing) Sdn Bhd
Exempt An For BNP Paribas Securities Services (Jersey GBP)
4,000,000
0.74
16
AmanahRaya Trustees Berhad
Public Islamic Dividend Fund
3,801,500
0.71
17
Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (CIMB PRIN)
3,790,500
0.71
18
Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (Aberdeen)
3,584,200
0.67
19
CIMB Group Nominees (Tempatan) Sdn Bhd
CIMB Bank Berhad (EDP 2)
3,564,700
0.66
20
HSBC Nominees (Asing) Sdn Bhd
Exempt An for Credit Suisse Securities (USA) LLC (PB Client)
3,500,000
0.65
21
Citigroup Nominees (Asing) Sdn Bhd
CBNY for Dimensional Emerging Markets Value Fund
3,144,917
0.59
22
Citigroup Nominees (Tempatan) Sdn Bhd
Employees Provident Fund Board (Alliance INV)
2,689,000
0.50
23
AmanahRaya Trustees Berhad
Public Islamic Opportunities Fund
2,669,500
0.50
24
AmanahRaya Trustees Berhad
Public Islamic Equity Fund
2,585,000
0.48
Pos Malaysia Berhad
annual report 2012
ANALYSIS OF SHAREHOLDINGS AS AT 12 JUNE 2012
30 Largest Registered Shareholders (continued)
No.
Name
No. of Shares
Percentage (%)
25
HSBC Nominees (Tempatan) Sdn Bhd
HSBC (M) Trustee Bhd for Pertubuhan Keselamatan Sosial
(CIMB-P 6939-404)
2,339,500
0.44
26
Citigroup Nominees (Tempatan) Sdn Bhd
Kumpulan Wang Persaraan (Diperbadankan)(RHB INV)
2,213,000
0.41
27
Citigroup Nominees (Tempatan) Sdn Bhd
Kumpulan Wang Persaraan (Diperbadankan)(CIMB Equities)
1,982,000
0.37
28
HSBC Nominees (Asing) Sdn Bhd
Exempt An For HSBC Private Bank (Suisse) S.A.
(Hong Kong AC CL)
1,865,000
0.35
29
HSBC Nominees (Asing) Sdn Bhd
BNY Brussels for Wisdomtree Emerging Markets Smallcap Dividend Fund
1,829,500
0.34
30
HSBC Nominees (Asing) Sdn Bhd
Exempt An For JPMorgan Chase Bank, National Association (Bermuda)
1,771,800
0.33
374,973,116
69.82
Total
Directors’ Shareholdings as per the Register of Directors’ Shareholdings as at 12 June 2012
Name of Directors
Dato’ Sri Haji Mohd Khamil bin Jamil
Direct Interest
%
Indirect Interest
%
57
+
-
-
Dato’ Ibrahim Mahaludin bin Puteh
-
-
-
-
Datuk Low Seng Kuan
-
-
-
-
Dato’ Krishnan a/l Chinapan
-
-
-
-
Dato’ Wee Hoe Soon @ Gooi Hoe Soon
-
-
-
-
Dato’ Lukman bin Ibrahim
-
-
-
-
Eshah binti Meor Suleiman
-
-
-
-
Notes:
+ Negligible
Pos Malaysia Berhad
annual report 2012
pg
209
NOTICE OF 20TH ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the 20th Annual General Meeting (“AGM”)
of Pos Malaysia Berhad (“Pos Malaysia” or “the Company”) will be held at
Grand Mahkota Ballroom, Level BR, Istana Hotel, 73 Jalan Raja Chulan, 50200
Kuala Lumpur on Thursday, 9 August 2012 at 9.00 a.m. for the following
purposes:
As Ordinary Business:
As Special Business:
To consider and, if thought fit, to pass the following resolutions:
6.To approve the following Directors’ Fees: (a)
“That the payment of the Directors’ Fees of RM538,474.00 for the financial period
ended 31 March 2012 be hereby approved.”
1.To receive the Audited Financial Statements for the financial period ended 31 March 2012
and the Repor ts of the Directors and Auditors thereon. Please refer to Note A.
2.
To declare a first and final dividend of 17.5 sen per ordinary share less 25% tax in respect
of the financial period ended 31 March 2012. 3.
(Ordinary Resolution 1)
(b)“That the following increase in the Directors’ Fees with effect from 1 April 2012 be
hereby approved:
(i)
Fees payable to each of the Non-Executive Directors (save for the Non-
Executive Chairman) be increased from RM30,000.00 per annum to
RM80,000.00 per annum; and
(ii)Additional fees payable to the Chairman and each member of each of the
To re-elect the following Directors who retire by rotation pursuant to Ar ticle 115 of
Board Committees (save for the Audit Committee) amounting to
the Company’s Articles of Association, and who being eligible, offered themselves for re-
RM8,000.00 per annum and RM6,000.00 per annum respectively.”
election :
(a) Datuk Low Seng Kuan
(Ordinary Resolution 2)
(b) Eshah binti Meor Suleiman (Ordinary Resolution 3)
4.
To re-elect the following Directors who retire pursuant to Ar ticle 110 of the Company’s
Ar ticles of Association, and who being eligible, offered themselves for re-election:
(a) Dato’ Sri Haji Mohd Khamil bin Jamil
(Ordinary Resolution 7)
(Ordinary Resolution 8)
7.Proposed Shareholders’ Mandate for Recurrent Related Par ty Transactions (“Proposed
Shareholders’ Mandate”)
“THAT subject to the Companies Act, 1965 (“the Act”), the Memorandum and Ar ticles
of Association of the Company and the Main Market Listing Requirements (“the Listing
Requirements”) of Bursa Malaysia Securities Berhad (“Bursa Securities”), approval be and
(Ordinary Resolution 4)
is hereby given to the Company and its subsidiaries (“Pos Malaysia Group”) to enter into
(b) Dato’ Lukman bin Ibrahim (Ordinary Resolution 5)
any of the category of recurrent transactions of a revenue or trading nature as set out in
Par t A, Section 2.2.3 of the Company’s Circular to Shareholders dated 18 July 2012 with the
5.To re-appoint Messrs KPMG as Auditors of the Company for the ensuing year and to
authorise the Directors to fix their remuneration.
(Ordinary Resolution 6)
related par ties mentioned therein which are necessary for the Pos Malaysia Group’s day-today operations subject to the following:(a)the transactions are in the ordinary course of business and are on terms not more
favourable to the related par ties than those generally available to the public; and
pg
210
Pos Malaysia Berhad
annual report 2012
NOTICE OF 20TH ANNUAL GENERAL MEETING
(b) the shareholders’ mandate is subject to annual renewal and disclosure is made in the
annual report of the Company of the aggregate value of transactions conducted pursuant
9. To transact any other business of which due notice has been given in accordance with the Act
and the Company’s Ar ticles of Association.
to the shareholders’ mandate during the financial year.
FURTHER NOTICE IS HEREBY GIVEN THAT for the purpose of determining a member
AND THAT the Proposed Shareholders’ Mandate, if approved by shareholders at the
who shall be entitled to attend this 20th AGM, the Company shall be requesting Bursa Malaysia
for thcoming AGM, will be subject to annual renewal. In this respect, any authority conferred
Depository Sdn Bhd, in accordance with Ar ticle 89(3) of the Company’s Ar ticles of Association
by the Proposed Shareholders’ Mandate shall only continue to be in force until:
and Section 34(1) of the Securities Industry (Central Depositories) Act 1991, to issue a General
Meeting Record of Depositors as at 1 August 2012. Only Depositor whose name appears on the
(a)the conclusion of the next AGM of the Company, at which time it will lapse, unless by a
resolution passed at the meeting, the authority is renewed; or
Record of Depositors as at 1 August 2012 shall be entitled to attend the said meeting or appoint
proxies to attend and/or vote on his/her behalf.
(b) the expiration of the period within which the next AGM of the Company is required to
Notice of Book Closure and Notice of Dividend Entitlement and Payment :
be held pursuant to Section 143(1) of the Act (but shall not extend to such extension as
NOTICE IS ALSO HEREBY GIVEN THAT the first and final dividend of 17.5 sen per ordinary
may be allowed pursuant to Section 143(2) of the Act); or
share less 25% tax in respect of the financial period ended 31 March 2012, if approved by the
(c)revoked or varied by resolution passed by the shareholders in general meeting;
shareholders at the 20th AGM, will be paid on 10 September 2012 to shareholders whose names
appear in the Register of Members or Record of Depositors at the close of business on 17
whichever is earlier ;
August 2012.
AND THAT the Directors and/or any of them be and are hereby authorised to complete and
A Depositor shall qualify for entitlement to the dividend only in respect of:
do all such acts and things (including executing such documents as may be required) to give
effect to the transactions contemplated and/or authorised by this resolution.”
(a)shares deposited into the Depositor’s securities account before 12.30 p.m. on 15 August
2012 in respect of securities exempted from mandatory deposit;
(Ordinary Resolution 9)
(b) shares transferred into the Depositor’s securities account before 4.00 p.m. on 17 August
8. Proposed Amendments to the Articles of Association of the Company
2012 in respect of ordinary transfers; and
“THAT the amendments to the Articles of Association of the Company as set out in Appendix
A of Par t B of the Circular to Shareholders dated 18 July 2012 be and is hereby approved and
adopted AND THAT the Board of Directors be and is hereby authorised to give effect to the
said amendments.”
(c) shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according
to the Rules of Bursa Malaysia Securities Berhad.
(Special Resolution 1)
Pos Malaysia Berhad
annual report 2012
pg
211
NOTICE OF 20TH ANNUAL GENERAL MEETING
By Order of the Board,
3. The instrument appointing a proxy shall be in writing under the hand of the appointor or of
his attorney duly appointed under a power of attorney or if such appointor is a corporation,
Dato’ Sabrina Albakri binti Abu Bakar (LS8508)
either under the corporation’s seal or under the hand of an officer or attorney duly appointed
Company Secretary
under a power of attorney.
Kuala Lumpur,
18 July 2012
4. The instrument appointing a proxy or representative shall be deposited at the Company’s
Share Registrar’s office at Tricor Investor Services Sdn Bhd, Level 17, The Gardens Nor th
Note A:
This agenda item is meant for discussion only as the provision of Section 169(1) of the Act does
Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur not less than for ty-eight (48)
hours before the time set for holding the meeting or any adjournment thereof.
not require a formal approval of the shareholders and hence is not put forward for voting.
5. Additional Notes on Special Business
Notes:
1. A member entitled to attend and vote is entitled to appoint a proxy to attend and vote in
(i) The proposed Ordinary Resolution 7 is in accordance with the Company’s Ar ticles of
his/her stead. A member may appoint a maximum of two (2) proxies to attend the meeting
Association and if passed, will authorise the payment of Directors’ Fees to Directors of
provided that such member holds not less than the minimum board lot as specified under the
Rules and the Listing Requirements.
the Company for their services during the financial period ended 31 March 2012.
(ii) The proposed Ordinary Resolution 8 is in respect of the proposed increase in Directors’
2. Where a member appoints two (2) proxies to attend the meeting, the member shall specify
pg
Fees with effect from new financial year commencing 1 April 2012. The proposal is to
the propor tion of his/her shareholding to be represented by each proxy. A proxy may but
increase Directors’ fees for each of the Non-Executive Director (save for the Non-
need not be a member of the Company and the provisions of Section 149(1)(b) of the Act
Executive Chairman) from RM30,000.00 per annum to RM80,000.00 per annum. Additional
shall not apply to the Company. Pursuant to the Listing Requirements, a member of the
Directors’ fees are also proposed for the Chairman and each member of each Board
Company which is an exempt authorised nominee, as defined under the Securities Industry
Committees (save for the Audit Committee) amounting to RM8,000.00 per annum and
(Central Depositories) Act, 1991, who holds ordinary shares in the Company for multiple
RM6,000.00 per annum. For information, at the previous AGM of the Company held on 5
beneficial owners in one securities amount (“omnibus account”) is allowed to appoint
May 2011, shareholders’ approval had been procured for payment of additional Directors’
multiple proxies in respect of each omnibus account it holds.
fees for the Chairman of the Audit Committee amounting to RM20,000.00 per annum.
212
Pos Malaysia Berhad
annual report 2012
NOTICE OF 20TH ANNUAL GENERAL MEETING
(iii)The proposed Ordinary Resolution 9 will enable the Pos Malaysia Group to enter into
any of the recurrent related party transactions of a revenue or trading nature which are
necessary for the Pos Malaysia Group’s day to day operations, subject to the transactions
being in the ordinary course of business and 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 are as set
out in Par t A of the Circular to Shareholders dated 18 July 2012.
(iv)The proposed Special Resolution 1 is in relation to the proposed amendments to
cer tain provisions of the Company’s Articles of Association. The details of the proposed
amendments are as set out in Part B of the Circular to Shareholders dated 18 July 2012.
Pos Malaysia Berhad
annual report 2012
pg
213
THIS SECTION IS INTENTIONALLY LEFT BLANK
pg
214
Pos Malaysia Berhad
annual report 2012
PROXY FORM 20TH ANNUAL GENERAL MEETING
POS MALAYSIA BERHAD (229990-M)
Total Number of Shares Held
I/We CDS Account No. of Authorised Nominee *
NRIC/Passport/Company No.:
FULL NAME OF SHAREHOLDER AS PER NRIC/PASSPORT NO. IN BLOCK LETTERS
Address: being a member of Pos Malaysia Berhad (229990-M), hereby appoint the following:
(1) Proxy “A” : NRIC/Passport No.:
FULL NAME OF PROXY “A” AS PER NRIC/PASSPORT NO. IN BLOCK LETTERS
Address:
or failing him/her Address:
NRIC/Passport No.:
FULL NAME AS PER NRIC/PASSPORT NO. IN BLOCK LETTERS
(2) Proxy “B” (If Applicable): NRIC/Passport No.:
FULL NAME OF PROXY “B” AS PER NRIC/PASSPORT NO. IN BLOCK LETTERS
Address:
or failing him/her Address:
NRIC/Passport No.:
FULL NAME AS PER NRIC/PASSPORT NO. IN BLOCK LETTERS
OR,
the CHAIRMAN OF THE MEETING (if no proxy named above);
as my/our proxy to vote for me/us and on my/our behalf, at the 20th Annual General Meeting of the Company, to be held at Grand Mahkota Ballroom, Level BR, Istana Hotel, 73 Jalan Raja Chulan, 50200 Kuala Lumpur on
Thursday, 9 August 2012 at 9.00 a.m. and at any adjournment thereof. My/our proxy is to vote as indicated below.
The propor tion of my/our holding to be represented by my/our proxies are as follows:
Proxy A
%
No.
Ordinary Resolution
1
Declaration of Dividend
2
Re-election of Datuk Low Seng Kuan as Director
3
Re-election of Eshah binti Meor Suleiman as Director
4
Re-election of Dato’ Sri Haji Mohd Khamil bin Jamil as Director
5
Re-election of Dato’ Lukman bin Ibrahim as Director
6
Re-appointment of Messrs KPMG as the Company’s Auditors for the ensuing year
7
Approval of Directors’ Fees
8
Approval of Increase in Directors’ Fees
9
Proposed Shareholders’ Mandate for Recurrent Related Par ty Transactions
Proxy B
%
Total
100
%
For
Against
Special Resolution
1
Proposed Amendments to the Ar ticles of Association of the Company
Please indicate with an (“X”) in the appropriate spaces as to how you wish your votes to be cast on the Ordinary Resolutions and Special Resolution specified in the Notice of the 20th Annual General Meeting. If you do not do so, the Proxy may vote or abstain from voting at his/
her discretion.
* Applicable to shares held through an Authorised Nominee Account
Signed this day of 2012
Pos Malaysia
Berhad
annual report 2012
Signature(s)/Common Seal of Shareholder(s)
pg
215
Notes:
1.
A member entitled to attend and vote is entitled to appoint a proxy to attend and vote in his/her stead. A member may appoint a maximum of two (2) proxies to attend the meeting provided that such member holds not less than the minimum board lot as specified under the Rules and the
Listing Requirements.
2.
Where a member appoints two (2) proxies to attend the meeting, the member shall specify the propor tion of his/her shareholding to be represented by each proxy. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Act shall not apply to
the Company. Pursuant to the Listing Requirements, a member of the Company which is an exempt authorised nominee, as defined under the Securities Industry (Central Depositories) Act, 1991, who holds ordinary shares in the Company for multiple beneficial owners in one securities amount
(“omnibus account”) is allowed to appoint multiple proxies in respect of each omnibus account it holds.
3.
The instrument appointing a proxy shall be in writing under the hand of the appointor or of his attorney duly appointed under a power of attorney or if such appointor is a corporation, either under the corporation’s seal or under the hand of an officer or attorney duly appointed under a power
of attorney.
4.
The instrument appointing a proxy or representative shall be deposited at the Company’s Share Registrar’s office at Tricor Investor Services Sdn Bhd, Level 17, The Gardens Nor th Tower, Mid Valley City, Lingkaran Syed Putra, 59200 Kuala Lumpur not less than for ty-eight (48) hours before the
time set for holding the meeting or any adjournment thereof.
Complete this form where applicable, place in envelope and post to:
The Share Registrar
TRICOR INVESTOR SERVICES SDN BHD (118401-V)
Level 17, The Gardens North Tower
Mid Valley City, Lingkaran Syed Putra
59200 Kuala Lumpur
pg
216
Pos Malaysia Berhad
annual report 2012