Annual Report 2014
Transcription
Annual Report 2014
1 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD Contents ANNUAL REPORT 2014 2 The Store Group carried out multiple reward campaigns throughout the year in appreciation to our valued customers. During the campaigns, we received overwhelming responses from customers in a bid to win the fantastic prizes. 3 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Reward Campaigns For Our Valued Customers 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Reward Campaigns For Our Valued Customers In celebration of its 46th anniversary in 2014, The Store Group with its remarkable performance in the local retail industry had expressing tons of rewards to its loyal customers for their invaluable support. Hence, numerous fantastic campaigns had been launched included “Amazing Anniversary Rewards” contest. The duration of this contest is between 22 May 2014 till 31 August 2014 which also included redemption programme of “Panda Sweetie” exclusive collection in conjunction with The Store Group 46th Anniversary. The Store Group also launched the limited edition “Panda Sweetie” member card in conjunction with the arrival of two giant Pandas Liang Liang and Xing Xing who were imported from China for the 40th Anniversary Diplomatic tie between Malaysia and China government. Followed by “Cute Baby 2014 (14 May till 31 July 2014), “Christmas Festive Rewards (8 November till 31 December ) ” and “Gong Xi Fa Cai Festive Rewards (1 Jan till 16 Feb 2014)”. 1 1. Anniversary Celebration: The Store Group celebrates 46th anniversary with cake cutting ceremony. The launching of anniversary was a new chapter for The Store Group to look ahead a better growth future. These ranges of rewards had gained tremendous support which attracted millions of customer participated in winning the grand prizes. Besides, more excited rewards had been given with speci´c privileges in order to capture customer’s loyalty and supports to our store. “Amazing Anniversary Rewards” The Store, Pacific and M Card limited edition Panda Sweetie Card Fabulous rewards: Multiple reward campaigns were being held throughout the year in appreciation to our valued customers. More excitement were created to reward our valued customers for their invaluable support over the year ANNUAL REPORT 2014 4 2 1 3 1. 2 million entry forms: The Store Group’s Ambassador Adibah Noor draw the lucky winners from 2 million over entry forms. Accompanied by The Store Group Management at The Store Ipoh (Jalan Kampar) branch. 2. Draw lucky winner: The Store Group’s Ambassador Adibah Noor draw the lucky winners. 3. Cute Babies on stage: Top 3 winners of The Store Group “Cute Baby 2014” Photogenic Contest received their prizes during the prize presentation ceremony. Total of 203 cute babies walked away fantastic prizes worth RM60,000. 4. Joyful Festive Season: Winners of “Christmas Festive Rewards” and “Gong Xi Fa Cai Festive Rewards” Contest was revealed and receiving their prizes respectively. 5. Brought home prizes: Winners of “Amazing Anniversary Rewards” contest was revealed and they were happily brought home amazing prizes. 4 5 “The Store Group’s Never Ending Customer Rewards” 5 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Reward Campaigns For Our Valued Customers 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Participation in Government Campaigns YB Dato’ Sri Hasan bin Malek Minister of Domestic Trade, Co-operatives and Consumerism, was launching the Price Reduction Campaign at The Store, Port Dickson branch, witnessed by the Senior General Manager, Operations of The Store. The Store Group (The Store Supermarket & Departmental Stores, Paci´c Hypermarket & Departmental Stores and Milimewa Superstore) had continuously support the government’s PRICE REDUCTION CAMPAIGN to combat high goods prices. This campaign was of´cially launched by Minister of Domestic Trade, Co-operatives and Consumerism (KPDNKK) YB Dato’ Sri Hasan bin Malek at The Store Oceanic Mall, Port Dickson on 5 April 2014. 1 Up to 70% discount was given on more than 10,000 daily necessities during the campaign period. This campaign is an effort of Ministry of Domestic Trade and Consumer Affairs to help lessen consumers’ burden in the face of the rising cost of living. 2 1~3. Pricing Reduce: The Store Group had continuously support the government’s government calls in Price Reduction participate Campaign the Priceto Reduction combat Campaign high goods’toprices. combat high goods’ prices. 3 ANNUAL REPORT 2014 6 Indulge yourself with our fashions and accessories which accomplish your needs with no doubt. 7 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Wrap Up in Style 252670-P THE STORE CORPORATION BERHAD ( INCORPORATED IN MALAYSIA ) Browse for your selections of top, bottoms, dresses and more. Hot from the fashion runways, right at your fingertips. ANNUAL REPORT 2014 8 New Image of The Store – Kota Bharu, Jalan Padang Gadong This outlet launched its new image with a wider range of products which gives more choices with more comfortable services. The interior of the outlet was decorated with brighter lightings and spacious aisles enable shoppers have a convenient shopping experience. Thumbs up: The Store Group’s management and Adibah Noor were glad with the new launching outlet. New Image of The Store – Seremban, Jalan Tuanku Munawir This outlet launched its new image in conjunction with The Store Group 46th Anniversary celebration. Now, this outlet has a wider space that offers a clearer de´nition of the ambient. All items were arranged in a neatly and well organized which provides shoppers a more seamless and pleasant shopping experience. Well Organized: The Store, Seremban has a wider space that offers a clearer de´nition of the ambient. New Image For More Pleasant Shopping Experience 9 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Spacious Aisles: The Store Kota Bharu has a fresh look with brighter lightings and spacious aisles enable shoppers have a convenient shopping experience. THE STORE CORPORATION BERHAD The Store Group’s New Image Moving Forward To Build It Better 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s New Image Moving Forward To Build It Better New Image of Pacific – KB Mall, Kota Bharu The Store Group had continued to carry out more enhancement of its branch - Paci´c, KB Mall, Kota Bharu by renovated the existing outlet with more pleasant shopping environment. This outlet completed with a wide selection of assorted quality products from trendy fashion, home furnishing, electrical items to daily essentials. The ambience of this newly renovated outlet is able to bring more comfortable shopping experience for shoppers. KB Mall completed with a wide selection of quality products with more comfortable shopping environment ANNUAL REPORT 2014 10 This new outlet at Taiping Mall is committed to provide our shoppers with affordable, happy shopping experience. Shoppers now are easier to get their daily needs or luxury goods in the corner respectively well organized. All goods and branded stuff are in quality conditions with priceless deals. A fresh look of our new outlet where all items organized accordingly by it’s category Straight and focus! 11 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Opening of Pacific Hypermarket & Departmental Store at Taiping Mall, Perak. THE STORE CORPORATION BERHAD The Store Group’s Expansion 252670-P THE STORE CORPORATION BERHAD ( INCORPORATED IN MALAYSIA ) The Store For You We offer a wide range of products to fulfill customer satisfaction. Currently, we have 74 outlets nationwide operating in Peninsular Malaysia and Sabah with aim to serve our customers with good services. ANNUAL REPORT 2014 12 The Store Group currently operates throughout nationwide under three entities with a total combined workforce of 15,500 to serve our customers. THE STORE (MALAYSIA) SDN BHD (8199-K) PACIFIC HYPERMARKET & DEPARTMENTAL STORES SDN BHD (361202-X) SUPERMARKET & DEPARTMENTAL STORES HYPERMARKET & DEPARTMENTAL STORES Northern Region Outlets Kangar (Kayangan Square) Sungai Petani (SP Plaza) Sungai Petani (Central Square) Kulim (Jalan Teoh Moh Soo) Kulim (Landmark Central) Grik (Jalan Toh Shah Bandar Ulu) Taiping (Kamunting) Taiping (Wisma Dato’ Toh Eng Hoe) Taiping (Jalan Kota) Ipoh (Jalan Dato Onn Jaafar) Ipoh (Jalan Kampar) Sitiawan (Jalan Lumut) Sungai Siput (Jalan Besar) Kuala Kangsar (Jalan Kangsar) Teluk Intan (Jalan Ah Cheong) Northern Region Outlets Alor Setar (Star Parade) Alor Setar (Alor Star Mall) Penang (Komtar) Prai (Megamal Penang) Taiping (Taiping Mall) East Coast Region Outlets Kota Bharu (KB Mall) Mentakab (Mentakab Star Mall) Southern Region Outlets Batu Pahat (Batu Pahat Mall) Kluang (Kluang Mall) TOTAL OUTLETS Central Region Outlets Ampang (Paragon Point) Shah Alam (Plaza Alam Sentral) Shah Alam (Sungai Buloh) Klang (Shaw Centrepoint) Banting (Jalan Besar) Semenyih (Semenyih Central) Kuala Lumpur (Pudu Plaza) Kuala Lumpur (Sri Petaling) Kuala Lumpur (Taman Kok Lian) Kuala Lumpur (Mid-Point) Port Dickson (Oceanic Mall) Seremban (Jalan Tuanku Munawir) Seremban (Centre Point) Seremban (Jalan Dato’ Sheikh Ahmad) Tampin (Jalan Besar) Melaka (Soon Seng Plaza) 9 MILIMEWA SUPERSTORE SDN BHD (163412-H) SUPERMARKET & DEPARTMENTAL STORES Milimewa Outlets Kota Bharu (Jalan Padang Garong) Kuala Terengganu (Jalan Bandar) Kemaman (Centre Point) Kuantan (Pasar Besar) Kuantan (Kuantan Parade) Mentakab (Jalan Mok Hee Kiang) Temerloh (Terminal Utama) Bentong (Vega Mall) Kudat (Kudat) Kota Marudu ( Kota Marudu) Tuaran (Tuaran) Kota Kinabalu (Kojasa Building) Inanam (Inanam) Luyang (Bornion Centre) Ranau (Wisma Tai Kong) Sandakan (Centre Point Mall) Penampang (Beverly Hills Plaza) Keningau (Keningau 1) Keningau (Keningau 2) Tawau 1 (Complex Cahaya Baru) Tawau 2 (Kojasa Kompleks) Semporna (Semporna New Town Centre) Kunak (Kunak Plaza) Lahad Datu (Centre Point Shopping Complex) Lido (Panggung Lido) Southern Region Outlets TOTAL OUTLETS East Coast Region Outlets Muar (Wetex Parade) Tangkak (Jalan Payamas) Batu Pahat (Jalan Zabedah) Batu Pahat (Jalan Rugayah) Johor Bahru (Komplek Lien Hoe) Johor Bahru (Taman Johor Jaya) Johor Bahru (Taman Tun Aminah) Johor Bahru (Jalan Tebrau Pandan) Kluang (Jalan Dato Rauf) TOTAL OUTLETS 48 17 15,500 12 74 combined workforce states 13 outlets ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Outlets Directory 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Outlets Directory HEAD OFFICE The Store Corporation Berhad (252670-P) Lot 328, Jalan 51A/223, Seksyen 51A, 46100 Petaling Jaya, Selangor Darul Ehsan. Tel :+603-7960 3233 Fax :+603-7960 3299 Addresses of Outlet NORTHERN REGION ALOR SETAR (STAR PARADE) 888, Kompleks Star Parade, Jalan Teluk Wanjah, 05200 Alor Setar, Kedah Darul Aman. Tel: 04-734 3668 Fax: 04-734 3669 E-mail: paci´cas@paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm SUNGAI PETANI (SP PLAZA) SP Plaza, Jalan Ibrahim, 08000 Sungai Petani, Kedah Darul Aman. Tel: 04-422 1188 / 422 1189 Fax: 04-421 7850 Email : sgpetani@tstore.com.my Business Hour: (Mon - Sun) 10.30am - 10.00pm PENANG (KOMTAR) No. 1, Concourse 1.01- 4.01 Komtar, 10000 Penang. Tel: 04-250 3399 Fax: 04-250 3398 E-mail: paci´ckomtar@paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 10.30pm GRIK (JALAN TOH SHAH BANDAR ULU) No. 30-39, Jalan Toh Shah Bandar Ulu, 33300 Grik, Perak Darul Ridzuan. Tel: 05-792 1463/1423 Fax: 05-792 1478 Email : grik_jtsbu@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm TAIPING (KAMUNTING) PT 13952, Jalan Medan Saujana, Kamunting, 34600 Taiping, Perak Darul Ridzuan. Tel: 05-807 2107 Fax: 05-807 1424 Email : taiping_kmtg@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KANGAR (KAYANGAN SQUARE) Kayangan Square Shopping Complex, Jalan Penjara, 01000 Kangar, Perlis Indera Kayangan. Tel : 04-977 2616 Fax : 04-977 9772 Email : kangar@tstore.com.my Business Hour : (Mon - Sun) 10.00 am to 10.00 pm ALOR SETAR (ALOR STAR MALL) G-888, Ground Floor & 1-888, First Floor, Alor Star Mall, Kawasan Perusahaan Tandop Baru, 05400 Alor Setar, Kedah Darul Aman. Tel: 04-772 9233 Fax: 04-772 1233 E-mail: paci´casmall@paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 10.30pm ANNUAL REPORT 2014 14 SUNGAI PETANI (CENTRAL SQUARE) Central Square Shopping Complex, 23, Jalan Kampung Baru, 08000 Sungai Petani, Kedah Darul Aman. Tel: 04-423 8123 Fax :04-423 6681 Email : csquare@tstore.com.my Business Hour: (Mon - Sun) 10.30am - 10.00pm KULIM (JALAN TEOH MOH SOO) Wisma Lee Bak Hong, Lot 17-20, Jalan Teoh Moh Soo, 09000 Kulim, Kedah Darul Aman. Tel: 04-491 7733 / 491 3773 Fax: 04-491 3377 Email : kulim@tstore.com.my Business Hour: (Mon - Sun) 10.30am - 10.00pm KULIM (LANDMARK CENTRAL) 2-F10 Level 2, Kulim Landmark Central Shopping Centre, No.1, Jalan KLC Satu (1) 09000 Kulim, Kedah Darul Aman. Tel: 04-491 9323 / 491 8323 Fax: 04-490 8323 Email : kulim_landmark@tstore.com.my Business Hour: (Mon - Sun) 10.30am - 10.00pm PRAI (MEGAMAL PINANG) 2828, Jalan Baru, Bandar Perai Jaya, 13600 Seberang Perai Tengah. Pulau Pinang Tel: 04-399 8998 Fax: 04-399 8228 E-mail: paci´cprai@paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 10.30pm TAIPING (WISMA DATO’ TOH ENG HOE) Lot 1512-1522, Jalan Panggung Wayang, 34000 Taiping, Perak Darul Ridzuan. Tel: 05-806 0396/806 0397/ 806 0398 Fax: 05-806 0393 Email : taiping@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm CENTRAL REGION TAIPING (TAIPING MALL) Jalan Tupai, 34000 Taiping Perak Darul Ridzuan Tel: 05-8088 833 Fax: 05-8068 633 E-mail: paci´ctaiping@paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 10.30pm AMPANG (PARAGON POINT) G-001, Ground Floor, Paragon Point Shopping Centre, Jalan Bunga Tanjung B, Taman Putra, 68000 Ampang, Selangor Darul Ehsan. Tel: 03-4295 6199/1599/9299 Fax: 03-4295 2199 Email : ampangparagon@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm TAIPING (JALAN KOTA) No 10-20, Jalan Tupai 34000 Taiping, Perak Darul Ridzuan. Tel: 05-808 5214/ 5215 Fax: 05-807 1042 Email : taiping_jk@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm IPOH (JALAN DATO ONN JAAFAR) Lot 6427 N, Jalan Dato Onn Jaafar, 30300 Ipoh, Perak Darul Ridzuan. Tel: 05-255 0518 Fax: 05-255 6528 Email : ipohjdoj@tstore.com.my Business Hour: (Mon - Sun) 10.30am - 10.30pm SITIAWAN (JALAN LUMUT) Lot 556/779, Jalan Lumut, 32000 Sitiawan, Manjung Perak Darul Ridzuan. Tel: 05-692 1552/691 2423/691 2431 Fax: 05-691 7418 Email : sitiawan_jl@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KUALA KANGSAR (JALAN KANGSAR) 71A-71D, Jalan Kangsar 33000 Kuala Kangsar, Perak Darul Ridzuan. Tel: 05-776 5522/776 5722/776 6432 Fax: 05-776 5622 Email : kualakangsar_jk@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm IPOH (JALAN KAMPAR) 203, Jalan Raja Permaisuri Bainun (Jalan Kampar), 30250 Ipoh, Perak Darul Ridzuan. Tel: 05-241 3597 Fax: 05-241 3612 Email : kamparrd@tstore.com.my Business Hour: (Mon - Sat)10.30am - 10.30pm (Sun) 8.00am - 10.30pm SUNGAI SIPUT (JALAN BESAR) Lot 1352-1356, Jalan Besar, 31100 Sungai Siput, Perak Darul Ridzuan. Tel: 05-598 3233 Fax: 05-598 1828 Email : sungaisiput_jb@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm TELUK INTAN (JALAN AH CHEONG) 775, Jalan Ah Cheong, 36000 Teluk Intan, Perak Darul Ridzuan. Tel: 05-622 2511 Fax: 05-621 3311 Email : telukintan_jac@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm SHAH ALAM (PLAZA ALAM SENTRAL) Plaza Alam Sentral, Jalan Majlis, Seksyen 14, 40000 Shah Alam, Selangor Darul Ehsan. Tel: 03-5513 3377 Fax: 03-5513 3737 Email :shahalam@tstore.com.my Business Hour: (Mon - Sun) 10.30am - 10.00pm SHAH ALAM (SUNGAI BULOH) Kompleks Sungai Buloh, No. 2, Bandar Baru Sungai Buloh, Seksyen U20, 47000 Shah Alam, Selangor Darul Ehsan. Tel: 03-6157 1195 Fax: 03-6157 7195 Email : sgbuloh@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KLANG (SHAW CENTREPOINT) Shaw Centrepoint Complex, LG. 01-3.01, Jalan Raja Hassan, 41400 Klang, Selangor Darul Ehsan. Tel: 03-3344 6233 Fax: 03-3344 9233 Email : klang@tstore.com.my Business Hour: (Mon - Sun) 10.00am -10.00pm BANTING (JALAN BESAR) Lot 1256, Jalan Besar, 42700 Banting, Selangor Darul Ehsan. Tel: 03-3181 2998 Fax: 03-3181 2996 Email : banting_jb@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KUALA LUMPUR (PUDU PLAZA) Upper Ground & 1st Floor, Pudu Plaza, Jalan Davis, Pudu, 55100 Kuala Lumpur. Tel: 03-2141 3599 Fax: 03-2144 8599 Email : puduplaza@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KUALA LUMPUR (TAMAN KOK LIAN) LOT 34817, Jalan Batu Ambar, Taman Kok Lian, 51200 Kuala Lumpur. Tel: 03-6257 3949 Fax: 03-6257 3939 Email :tmnkoklian@tstore.com.my Business Hour: (Mon - Sun) 10.30am -10.00pm 15 ANNUAL REPORT 2014 252670-P Addresses of Outlet NORTHERN REGION ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Outlets Directory 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Outlets Directory Addresses of Outlet CENTRAL REGION PORT DICKSON (OCEANIC MALL) Oceanic Mall, 1/2 Miles, Jalan Pantai, 71000 Port Dickson, Negeri Sembilan Darul Khusus. Tel: 06-647 7733 Fax: 06-647 7337 Email : pdickson@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm SEREMBAN (CENTRE POINT) Jalan Dato’ Siamang Gagap, 70100 Seremban, Negeri Sembilan Darul Khusus. Tel: 06-761 1228 Fax: 06-761 2559 Email : seremban_cp@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm TAMPIN (JALAN BESAR) 49-51, Jalan Besar, 73000 Tampin, Negeri Sembilan Darul Khusus. Tel: 06-441 9736/441 2936 Fax: 06-441 2923 Email : tampin@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm SEMENYIH (SEMENYIH SENTRAL) Jalan Semenyih 3, Semenyih Sentral, 43500 Semenyih, Selangor Darul Ehsan. Tel: 03-8724 3128 Fax: 03-8724 6128 Email : semenyih_ss@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KUALA LUMPUR (SRI PETALING) 41, Jalan Radin Tengah, Bandar Baru Sri Petaling, 57000 Kuala Lumpur. Tel: 03 - 9056 3023 Fax: 03 - 9056 3713 Email : sripetaling@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KUALA LUMPUR (MID-POINT) Mid-Point Shopping Centre, Jalan Pandan Indah 1/25, Pandan Indah, 55100 Kuala Lumpur. Tel: 03-9274 9311/0927/ 6440/0463/0497 Fax: 03-9274 3353 Email : kualalumpur_mp@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm SEREMBAN (JALAN TUANKU MUNAWIR) 43-A, Jalan Tuanku Munawir, 70000 Seremban, Negeri Sembilan Darul Khusus. Tel: 06-762 6280 Fax: 06-763 8609 Email :seremban@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm SEREMBAN (JALAN DATO’ SHEIKH AHMAD) Jalan Tuanku Munawir / Jalan Dato’ Sheikh Ahmad, 70000 Seremban, Negeri Sembilan Darul Khusus. Tel: 06-763 3705 Fax: 06-762 6151 Email : tsns@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm ANNUAL REPORT 2014 16 MELAKA (SOON SENG PLAZA) Lot 165-167, Jalan Tun Ali, 75300 Melaka. Tel: 06-283 5087/5088 Fax: 06-283 6588 Email : melaka_ssp@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm EAST COAST REGION KUALA TERENGGANU (JALAN BANDAR) 218-/1-10, Jalan Bandar, 20100 Kuala Terengganu, Terengganu Darul Iman. Tel: 09-622 5399 Fax: 09-623 5942 Email : pusatkt@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm MENTAKAB (MENTAKAB STAR MALL) Lorong Bendahara 1, Mentakab Star City, 28400 Mentakab, Pahang Darul Makmur. Tel: 09-278 5733 Fax: 09-278 5773 Business Hour: (Mon - Sun) 10.00am - 10.00pm KUANTAN (KUANTAN PARADE) Complex Kuantan Parade, Jalan Haji Abdul Rahman, 25000 Kuantan, Pahang Darul Makmur. Tel: 09-513 1698 Fax: 09-514 1993 Email : ktnparade@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm TEMERLOH (TERMINAL UTAMA) Terminal Utama, No.2, Jalan Sudirman, 28000 Temerloh, Pahang Darul Makmur. Tel: 09-296 6100 Fax: 09-296 6900 Email : temerloh@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KOTA BHARU (JALAN PADANG GARONG) 2982 B-F, Jalan Padang Garong, 15000 Kota Bharu, Kelantan Darul Naim. Tel: 09-748 7711 / 748 7722 / 748 7733 Fax: 09-748 7788 Email : kotabharu@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KOTA BHARU (KB MALL) Level Ground Floor Unit G-888, Level 1st Floor Unit 1-888, KB Mall, Lot Pt 101 & 102, Seksyen 16, Jalan Hamzah 15050 Kota Bharu, Kelantan Darul Naim. Tel: 09-747 6622 Fax: 09-747 5225 Email : paci´ckbmall@paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.30am - 10.30pm KEMAMAN (CENTRE POINT) Kemaman Centre Point, Jalan Da Omar, 24000 Kemaman, Terengganu Darul Iman. Tel: 09-858 4500 Fax: 09-858 4600 Email : kemaman@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KUANTAN (PASAR BESAR) Pasar Besar Kuantan, Jalan Tun Ismail, 25000 Kuantan, Pahang Darul Makmur. Tel: 09-517 8080 Fax: 09-516 5050 Email : ktnpasarbesar@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm MENTAKAB (JALAN MOK HEE KIANG) 28, Jalan Mok Hee Kiang, 28400 Mentakab, Pahang Darul Makmur. Tel: 09-278 1600 Fax: 09-278 1601 Email : mentakab@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm BENTONG (VEGA MALL) Lot 01-01, Bentong Vega Mall, Jalan Ketari, 28700 Bentong, Pahang Darul Makmur. Tel: 09-223 2860 / 223 2861 Fax: 09-223 2863 Email : bentong@tstore.com.my Business Hour: (Mon - Fri) 11.00am - 10.00pm (Sat - Sun) 10.00am - 10.00pm SOUTHERN REGION TANGKAK (JALAN PAYAMAS) Lot 167, Jalan Payamas, 84900 Tangkak, Johor Darul Takzim. Tel: 06-978 8076/ 978 8077 Fax: 06-978 5373 Email : tangkak_jp@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm BATU PAHAT (JALAN RUGAYAH) No 89, Jalan Rugayah, 83000 Batu Pahat, Johor Darul Takzim. Tel: 07-431 8819 Fax: 07-431 2612 Email : batupahat@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm JOHOR BAHRU (KOMPLEK LIEN HOE) Lot 1-15, Block H, Plaza Sentosa, Jalan Sutera, Taman Sentosa, 80150 Johor Bahru, Johor Darul Takzim. Tel : 07-331 8649 Fax: 07-332 2282 Email : holdings@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm JOHOR BAHRU (TAMAN TUN AMINAH) Plaza Tasek, No 2, Jalan Pendekar 16, Taman Ungku Tun Aminah, 81300 Skudai, Johor Darul Takzim. Tel : 07-554 2008 Fax : 07-558 7008 E-mail : ttaminah@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm KLUANG (JALAN DATO RAUF) No 1,3 & 5, Jalan Dato Rauf, 86000 Kluang, Johor Darul Takzim. Tel: 07-777 1528 Fax: 07-777 1598 Email : kluangjdr@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm MUAR (WETEX PARADE) Jalan Ali, 84000 Muar, Johor Darul Takzim Tel: 06-952 1918 Fax: 06-952 1916 Email : muar@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm BATU PAHAT (JALAN ZABEDAH) 28B, Jalan Zabedah, 83000 Batu Pahat, Johor Darul Takzim. Tel: 07-433 3293 Fax: 07-433 1203 Email : jalanzabedah@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm BATU PAHAT (BATU PAHAT MALL) 1-888, Batu Pahat Mall, Jalan Kluang, 83000 Batu Pahat, Johor Darul Takzim. Tel: 07-431 1233 Fax: 07-431 0233 Email : paci´cbpmall@ paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 11.00pm JOHOR BAHRU (TAMAN JOHOR JAYA) 135, 135A, 137 & 137A, Jalan Dedap 4, Taman Johor Jaya, 81100 Johor Bahru Tengah, Johor Darul Takzim. Tel : 07-355 5107 Fax : 07-354 6742 E-mail : johorjaya@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 10.00pm JOHOR BAHRU (JALAN TEBRAU PANDAN) Lot 1876, Batu 7, Jalan Tebrau Pandan, 81100 Johor Bahru, Johor Darul Takzim Tel: 07-355 2486/6735/3530 Fax: 07-354 4988 Email : tebraupandan@tstore.com.my Business Hour: (Mon - Sun) 10.00am - 11.00pm KLUANG (KLUANG MALL) G-88 & 1-88, Kluang Mall, Jalan Rambutan, Bandar Kluang, 86000 Kluang, Johor Darul Takzim. Tel: 07-776 9928 Fax: 07-776 2788 E-mail: paci´ckluang@ paci´chyper-dept.com.my Business Hour: (Mon - Sun) 10.00am - 10.30pm 17 ANNUAL REPORT 2014 252670-P Addresses of Outlet EAST COAST REGION ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Outlets Directory 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Outlets Directory Addresses of Outlet SABAH REGION TUARAN Lot 4 - 9, Jalan Hone, 89208 Tuaran, Sabah. Tel: 088-792 549 / 792 531 Fax: 088-792 520 Email : tuaran@milimewastore.com.my INANAM Block C, Lot 20 - 25, Lorong Inanam Plaza, 88400 Inanam, Kota Kinabalu, Sabah. Tel: 088-438 150 / 438 151 Fax: 088-438 155 Email : inanam@milimewastore.com.my RANAU (WISMA TAI KONG) Wisma Tai Kong, Ground, 1st & 2nd Floor, Lot 6 - 8, 89307 Ranau, Sabah. Tel: 088-879 501 / 879 502 Fax: 088-879 500 Email : ranau@milimewastore.com.my PENAMPANG (BEVERLY HILLS PLAZA) Lot 33 - 36, Ground - 2nd Floor Beverly Hills Plaza, Jalan Bundusan, 88300 Penampang, Kota Kinabalu, Sabah. Tel: 088-728 127 / 728 207 Fax: 088-728 243 Email : penampang@milimewastore.com.my KENINGAU (KENINGAU 2) Yee Shing Commercial Complex, Lot 3 - 10, Phase 2, 89007 Keningau, Sabah. Tel: 087-332 500 / 332 600 / 336 900 Fax: 087-333 800 Email : keningau2@milimewastore.com.my KUDAT Lot 2 - 7, Ground & 1st Floor, Jalan Lintas, 89057 Kudat, Sabah. Tel: 088-621 743 / 622 743 Fax: 088-621 106 Email : kudat@milimewastore.com.my KOTA MARUDU Lot 1 - 6, Jalan Jaya Pekan Baru, 89108 Kota Marudu, Sabah. Tel: 088-661 968 / 662 768 Fax: 088-663 448 Email : ktmarudu@milimewastore.com.my KOTA KINABALU (KOJASA BUILDING) No. 1, Kojasa Building, Jalan Pantai, 88000 Kota Kinabalu, Sabah. Tel: 088-231 521 / 253 397 Fax: 088-219 773 Email : kk@milimewastore.com.my SEMPORNA (SEMPORNA NEW TOWN CENTRE) Lot 1 - 6, Semporna New Town Centre Jalan Panglima Abdullah, 91308 Semporna, Sabah. Tel: 089-784 288 / 784 289 Fax: 089-784 290 Email : semporna@milimewastore.com.my ANNUAL REPORT 2014 18 LUYANG (BORNION CENTRE) Lot 26 - 27, Bornion Centre, Taman Foh Sang, 88836 Luyang, Kota Kinabalu, Sabah. Tel: 088-246 733 / 246 734 Fax: 088-246 729 Email : luyang@milimewastore.com.my SANDAKAN (CENTRE POINT MALL) Lot 15 - 19, Centre Point Mall, Jalan Pryer, 90000 Sandakan, Sabah. Tel: 089-235 021 / 235 022 Fax: 089-235 023 Email : sandakan@milimewastore.com.my KENINGAU (KENINGAU 1) Block C-3, Lot 9 - 12, Jalan Masak, 89007 Keningau, Sabah. Tel: 087-331 400 / 332 300 Fax: 087-332 100 Email : keningau1@milimewastore.com.my TAWAU 1 (COMPLEX CAHAYA BARU) Lot 257 - 261, Complex Cahaya Baru, Jalan Bunga, 91000 Tawau, Sabah. Tel: 089-753 339 / 753 986 / 753 980 Fax: 089-753 990 Email : tawau1@milimewastore.com.my TAWAU 2 (KOJASA KOMPLEKS) Kojasa Kompleks, No. TB 2602, Port Reclamation Area, Sea Front at Jalan Dunlup, 91000 Tawau, Sabah. Tel: 089-761 207 / 761 208 Fax: 089-761 210 Email : tawau2@milimewastore.com.my KUNAK (KUNAK PLAZA) Lot D3 - D8, Kunak Plaza, 91207 Kunak, Sabah. Tel: 089-852 711 / 852 996 Fax: 089-852 710 Email : kunak@milimewastore.com.my LIDO (PANGGUNG LIDO) Mile 3, Taman Che Mei, Ground Floor Panggung Lido, Penampang 88300, Kota Kinabalu, Sabah. Tel: 088-232 920 / 538 920 / 244 920 Fax: 088-230 920 Email : lido@milimewastore.com.my LAHAD DATU (CENTRE POINT SHOPPING COMPLEX) Level 2 & 3, Centre Point Shopping Complex Jalan Kastam Lama, 91100 Lahad Datu, Sabah. Tel: 089-886 652 / 886 653 Fax: 089-887 377 Email : lahaddatu@milimewastore.com.my The Store Group cares on employee’s career development. An established in-house learning and development programme had been set to equip our employees with relevant skills in order to build up their competitive capability. 19 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group Training & Leadership Development 252670-P THE STORE CORPORATION BERHAD ( INCORPORATED IN MALAYSIA ) We have established our in-house learning and development programme to equip our employees with the relevant skill sets as they progress in their careers ANNUAL REPORT 2014 20 The Store Group’s Milestone of Achievements 21 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Milestone of Achievements 2014 Thirteen (13) outlets were awarded the certi´cate of KEDAI HARGA PATUT 2014 in supermarket category by the Ministry of Domestic Trade, Co-operatives and Consumerism. The awarded outlets are as follow: The Store - Bentong (Vega Mall), Kuala Terengganu (Jalan Bandar), Kangar (Kayangan Square), Sungai Petani (Central Square), Setiawan (Jalan Lumut), Sungai Siput (Jalan Besar) Ipoh (Jalan Kampar), Teluk Intan (Jalan Ah Cheong), Batu Pahat (Jalan Rugayah) Paci´c - Kluang (Kluang Mall), Batu Pahat (Batu Pahat Mall), Prai (Megamal Pinang), Penang (Komtar) 2007 / 2008 Eighteen (18) outlets were awarded the Certi´cate of Fair Price Shop in various categories by the Ministry of Domestic Trade & Consumer Affairs in recognition of its fair prices. 2007 / 2008 Eighteen (18) outlets were awarded the Certi´cate of Consumer’s Choice Shop (Kedai Pilihan Pengguna) by the Ministry of Domestic Trade & Consumer Affairs in recognition of its “quality, friendliness and reasonable prices” motto for essential consumer products. 2007 ~ 2008 Malaysia Top 3 Retailers of 2007 as recognized by the Retail Asia-Paci´c Top 500 Ranking & Awards, a prestigious award for best performing retail companies in 14 markets in the Asia-Paci´c Region. ANNUAL REPORT 2014 22 2009 / 2010 Paci´c (Prai) has been awarded the Certi´cate of Merit (under the subsector of Hypermarket outlet) in “Service & Courtesy” Excellence Awards for Retailers. 2010 Eleven (11) outlets have been awarded the Certi´cate of Accreditation (under the sub-sector of Hypermarket / Supermarket & Departmental Store Categories) in Quality Merchandise, Courteous Services & Store Presentation for 2010 / 2011. 2010 Malaysia Top 10 Retailers of 2010 as recognized by the Retail Asia-Paci´c Top 500 Ranking & Awards. 2006 / 2007 Awarded the Certi´cate of Consumer’s Choice Shop (Kedai Pilihan Pengguna) by the Ministry of Domestic Trade & Consumer Affairs.. 2007 ~ 2008 Paci´c (Prai), Paci´c (KB Mall), Paci´c (Alor Star Mall), Paci´c (Batu Pahat Mall), The Store - Johor Bahru (Tebrau Pandan), The Store - Kuantan (Kuantan Parade), The Store - Kuala Lumpur (Sri Petaling) were awarded the Certi´cate of Accreditation (under the sub-sector of Hypermarket / Supermarket & Departmental Store Categories) in Quality Merchandise, Courteous Services & Store Presentation for 2007/2008. The Store - Johor Bahru (Tebrau Pandan) and Paci´c (Alor Star Mall) were also awarded with the best Supermarket, Hypermarket & Departmental Store in “Service & Courtesy” Excellence Awards for Retailers in 2007/2008. All awards were organized by the Malaysia Retailers Association (MRA), in collaboration with the National Productivity Corporation (NPC) and endorsed by the Ministry of Domestic Trade & Consumer Affairs. 2012 Seventeen (17) outlets were awarded the Certi´cate of Anugerah Kedai Pilihan Rakyat 1Malaysia (AKPR1M) in supermarket category by the Ministry of Domestic Trade, Co-operatives and Consumerism. The awarded outlets are as follow: Northern Region-The Store – Ipoh (Jalan Kampar), Taiping (Kamunting), Taiping (Jalan Kota), Sitiawan (Jalan Lumut), Sungai Siput (Jalan Besar), Kangar (Kayangan Square) Paci´c – Prai (Megamal Pinang), Penang (Komtar) Central Region-The Store – Kuala Lumpur (Sri Petaling) Southern Region-The Store – Johor Bahru (Taman Johor Jaya), Johor Bahru (Komplek Lien Hoe), Johor Bahru (Jalan Tebrau Pandan), Paci´c – Kluang (Kluang Mall), Batu Pahat (Batu Pahat Mall) East Coast Region-The Store – Terengganu (Jalan Bandar), Bentong (Vega Mall) Paci´c – Kota Bharu (KB Mall) 2010 Twelve (12) outlets have been awarded the Certi´cate of Kedai Harga Patut 2010 in various categories by the Ministry of Domestic Trade & Consumer Affairs in recognition of its fair price. The awards are as follows: Electronic and Electrical Products 2005 Largest and Oldest Existing Supermarket cum Departmental Chain in Malaysia as certi´ed by the Malaysia Book of Records Year 2001. This recognition has been recerti´ed in August 2005. Supermarket 2005 Malaysia Top 3 Retailer of 2005 as recognized by the Retail Asia Paci´c top 500 Awards 2005, a leading award for top performing retail companies in 14 economies in the Asia-Paci´c Region. Textile & Apparel 2008 / 2009 Nine (9) outlets were awarded the Certi´cate of Consumer’s Choice Shop (Kedai Pilihan Pengguna) by the Ministry of Domestic Trade & Consumer Affairs. 2008 / 2009 Seven (7) outlets were awarded the Certi´cate of Accreditation (under the sub-sector of Hypermarket/ Supermarket & Departmental Store Categories) in Quality Merchandise, Courteous Services & Store Presentation. 2008 / 2009 Eleven (11) outlets were awarded the Certi´cate of Fair Price Shop in various categories by the Ministry of Domestic Trade & Consumer Affairs in recognition of its fair prices. 2005 Acknowledged as one of the top 100 listed companies in terms of shareholder value creation in KPMG/ The Edge Shareholder Value Awards 2005. Leather Products Footwear/ Bag 2004 / 2005 Awarded the Certi´cate of Excellence by the Ministry of Domestic Trade & Consumer Affairs for its successful listing in Malaysia 1000 for year 2004/ 2005, a directory of the top 1000 performing companies in Malaysia. 2004 ~ 2007 The Store (Malaysia) Sdn. Bhd. (8199-K) and Paci´c Hypermarket & Departmental Store Sdn. Bhd. (361202-X) received numerous “Service & Courtesy” Excellence Awards for Retailers from 2004-2007. The awards are as follows: 23 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Milestone of Achievements 252670-P THE STORE CORPORATION BERHAD ( INCORPORATED IN MALAYSIA ) The Store Group’s Corporate Social Responsibility The Store Group continues carry out its responsibility in caring the less fortunate and underprivileged members of society by involved actively in numerous charity campaigns. ANNUAL REPORT 2014 24 On 9 May 2014, a charity fund cheque amounting to RM95,200.00 was presented to 7 selected Associations for Disabled People in Malaysia. This campaign was held from 1 October 2013 till 31 March 2014 and the fund was distributed equally to the 7 selected welfare associations as listed below: • Penang Cheshire home • Rumah Kebajikan Kanak-kanak Cacat Negeri Perak • Pusat Penjagaan Kanak-kanak Terencat Akal Kuala Terengganu • Persatuan Penjagaan Kanak-kanak Cacat Klang Selangor • Persatuan Kebajikan Orang-orang Kurang Upaya Negeri Johor • Sabah Cheshire Home • Seri Mengasih Centre, Sabah The Store Group hope that this fund could help to ease the burden of these welfare associations and able to help the organizers of the respective welfare associations to continue their mission and vision to provide better facilities and education for the residents of the home, and enriching their life. Unleash Love and Care to the Needy Group Handling Over: Mr Winky Pek was handling over a cheque amounting to RM95,200.00 to 7 selected DisabledAssociations around Malaysia. Witnessed by Ms Adibah Noor (The Store Group’s Ambassador). Charity To Yayasan Budi Penyayang Malaysia On 1 November 2014, a charity fund cheque amounting to RM105,000 was presented to Yayasan Budi Penyayang Malaysia. This campaign was held from 1 April 2014 till 30 September 2014. The Store Group wishes that these funds will reach out to more underprivileged families in Malaysia through the Foundation’s aggressive programs and helping hands. Handling Over: A total amount of RM105,000.00 charity fund cheque was presented to Dato’ Leela Mohd Ali, Trustee & CEO of Yayasan Budi Penyayang Malaysia. The Store Group continuously seeking provides assistance and contribution to the social well-being of community through its exclusive retail network. 25 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Charity Fund to 7 Selected Assiociations for Disable People in Malaysia Charity fund raising campaign was one of a frequent charitable activity of The Store Group, which was a half-yearly campaign held twice a year consistently. THE STORE CORPORATION BERHAD The Store Group’s Corporate Social Responsibility 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Corporate Social Responsibility In tune with the season’s festive spirit, The Store Group celebrated Hari Raya Puasa and Chinese New Year with underprivileged children and families each and every year to spread festive cheer through a little caring for them. Each and every year, The Store Group in collaboration with Yayasan Budi Penyayang Malaysia, employees of The Store Group and volunteers of PENYAYANG will be joined together for the distribution of food hampers and other contributions during festive season. Spreading Love: The Store Group had contributed bundle donations for the less fortune and underprivileged members of society via its on-going charity campaign. Berbuka Puasa with Underprivileged Students and Orphans In the blessed month of Ramadan, Paci´c Hypermarket & Departmental Store, in collaboration with Syarikat Faiza Sdn. Bhd. and Nestlé Products Sdn. Bhd. have hosted three Berbuka Puasa Dinner for orphans and students as part of The Store Group’s ongoing efforts to exert a loving spirit and foster closer ties with communities. The Berbuka Puasa Dinner is part of The Store Group’s annual events. The purpose of this meaningful event is to share the enjoyment and bliss of Ramadan and the upcoming Syawal with the less fortunate. It is also aimed to encourage a caring spirit, being supportive of each other, and giving a helping hand to those in needs. Time To Share Joy, Hope and Love Buka Puasa Feast at Batu Pahat Mall,Johor. Orphans from Pertubuhan Kebajikan Anak-Anak Yatim Islam Batu Pahat were treated to this event. Buka Puasa Feast at Alor Star Mall, Kedah. Students from Sekolah Kebangsaan Peremba, Sekolah Kebangsaan Dato’ Wan Mohamad Saman, and Sekolah Kebangsaan Gerigis. Buka Puasa Feast at KB Mall, Kelantan. Orphans from Rumah Puteri Harapan ANNUAL REPORT 2014 26 1 1~2 The Store was handed school supplies to the State Education Department to be given out to 500 students who affected during the µood incident. The contribution activity was held at The Store Kemaman Centrepoint Branch. 3~4 Outlet has runs donation campaign calling on customers to come forward and lead a helping hand by sending in generous contributions into donation boxes located at a few The Store Outlets. 5 Volunteered staff of Paci´c – KB Mall with Ahli Majlis Kerajaan Kelantan, distributed necessities food items to the µood victims at Kelantan area. 2 3 5 4 THE STORE GROUP had organized humanitarian aid to help flood victims at East Coast area as a part of its Corporate Social Responsibility programme 27 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD The Store Group’s Corporate Social Responsibility 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Corporate Information Board Of Directors : Dato’ Sri Md Kamal bin Bilal ~ Chairman (Independent Non-Executive Director ) Tan Sri Dato’Sri Tang Yeam Soon (Managing Director) Dato’ Dr. Haji Kardin bin Haji Shukor (Independent Non-Executive Director) Puan Sri Datin Sri Khor Guik Lee (Executive Director) Chang Yen Huei (Executive Director) Yeoh Chong Keng (Independent Non-Executive Director) Lim Gin Chuan (Independent Non-Executive Director) Kam Teh Chung (Executive Director) (retired w.e.f 28 March 2014) Audit Committee : Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman Yeoh Chong Keng Lim Gin Chuan Remuneration Committee : Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman Yeoh Chong Keng Lim Gin Chuan Nominating Committee : Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman Yeoh Chong Keng Lim Gin Chuan Company Secretaries : Ms Lee Wai Ngan (LS 00184) Ms Hwong Pik Hua (MAICSA 7027798) Registered Office & Registrar Plaza 138, Suite 18.03 18th Floor, 138, Jalan Ampang 50450 Kuala Lumpur Tel: 603-21615466 Fax: 603-21636968 Principal Place of Business Lot 328, Jalan 51A/ 223, Sek. 51A Petaling Jaya 46100 Selangor Darul Ehsan Tel: 603-7960 3233 Fax: 603-7960 3299 Website Address : www.tstore.com.my Email: thestore@tstore.com.my Stock Exchange Listing Listed on the Main Market of Bursa Malaysia Securities Berhad since 3 March 1994 Stock Sector: Trading Stock Name & code : TSTORE & 5711 ANNUAL REPORT 2014 28 Auditors Grant Thornton Chartered Accountants 51-8-A, Menara BHL Bank Jalan Sultan Ahmad Shah 10050 Pulau Pinang Principal Bankers Malayan Banking Berhad (3813-K) Hong Leong Bank Berhad (97141-X) HSBC Bank Malaysia Berhad (127776-V) Place of incorporation & domicile Malaysia Executive Director Chang Yen Huei Nationality/Age : Malaysian/ 51 Nationality/Age : Malaysian/ 52 Date of Appointment : 02 November 2001 Date of Appointment : 14 February 2000 : 15 years 1 month Length of Services (as at 5 March 2015) : 13 years 4 months Length of Services (as at 5 March 2015) Date of last re-election : 23 March 2012 Date of last re-election : 28 March 2013 Board Committee : Nil Board Committee : Nil Board Meeting attended in the ´nancial year : 4/4 Board Meeting attended in the ´nancial year : 4/4 Directorship in Public Companies : Chairman of Borneo Aqua Harvest Bhd (649504-D) Dato’ Sri Kamal has over 20 years of experience in the government sector, serving as a Community Development Of´cer in the Ministry of National & Rural Development. After that, he ventured into the Automobile Industry as a Proton Edar dealer in Penang. He has been the Division Treasurer of UMNO for Kepala Batas Division and also a Division Committee Member of Barison Nasional for Kepala Batas until now.¢ Dato’ Sri Kamal was conferred a Honorary Doctorate of Philosophy (Entrepreneurship) by Golden State University, USA. Group Managing Director Tan Sri Dato’ Sri Tang Yeam Soon P.S.M., S.S.A.P., D.S.N.S Nationality/Age : Malaysian/ 55 Date of Appointment : 21 February 2001 Length of Services (as at 5 March 2015) : 14 years 1 month Date of last re-election : 28 March 2014 Board Committee : Nil Directorship in Public Companies : Nil He is an accountant by profession and a fellow member of Association of Chartered Certi´ed Accountants (FCCA), UK and also a member of the Malaysian Institute of Accountants (MIA). He is currently the Group Finance Director of The Store Group and is responsible for Group’s corporate ´nance, treasury, accounting, taxation, information technology, project ´nancing business plan and investor relations functions. He began his career in a public accounting ´rm in charge of a wide portfolio of clients in diversi´ed industries. During 1993 to 1996, he was attached to a public listed company as an Accountant. Subsequently, he joined Paci´c Hypermarket Group Sdn Bhd as a Group Accountant and moved up the ranks and became Group Financial Controller to task on budgets, organizational ´nancial statements, ´nancing and accounting. In 2001, he assumed the position as Group Finance Director of The Store Corporation Berhad until now. Executive Director Board Meeting attended in the ´nancial year : 4/4 Puan Sri Datin Sri Khor Guik Lee Directorship in Public Companies Nationality/Age : Malaysian/ 53 Date of Appointment : 27 February 2003 Length of Services (as at 5 March 2015) : 12 years 1 month Date of last re-election : 28 March 2013 Board Committee : Nil : Nil Tan Sri Tang has more than 30 years of experience in the business sector, particularly in the retail industry. He founded his ´rst company at the age of 20 and under his stewardship, the company was successfully listed on Bursa Malaysia Securities Berhad’s Second Board 13 years later. Thereafter, he founded Paci´c Hypermarket & Departmental Store Sdn Bhd before forging his career with The Store Group holding position as a Group Managing Director. As Group Managing Director, Tan Sri Tang is mainly responsible for setting and reviewing the operations strategic and succession plans of the Group, evaluating and monitoring the Group’s performance goals and management of risks. Tan Sri Tang also actively involved in several others associations in various capacities. Currently, Tan Sri Tang is the Honorary Deputy Treasurer at Federal of Chinese Associations Malaysia (Huazong), First Vice President of Malaysia-China Chamber of Commerce and Vice President of Malaysia-China Friendship Association, a board member of Kuen Cheng High School and others charitable organisations. On 5 June 2010, he was awarded the Darjah Kebesaran Panglima Setia Mahkota (P.S.M), award which carries the title “Tan Sri” from Duli Yang Maha Mulia Seri Paduka Baginda Yang-di-Pertuan Agong (The King of Malaysia). Tan Sri Tang is the husband of Puan Sri Khor Guik Lee who is also a director and a major shareholder of The Store Corporation Berhad. Board Meeting attended in the ´nancial year : 4/4 Directorship in Public Companies : Nil She has more than 30 years of extensive experience in the retail industry. With her spouse, Tan Sri Dato’ Sri Tang Yeam Soon, they formed a company in which was subsequently listed on Second Board of Bursa Malaysia Securities Berhad 13 years later. Thereafter, she joined Paci´c Hypermarket & Departmental Store Sdn Bhd before her forging her career with The Store Group holding position as an Executive Director. Puan Sri Khor participated actively and constructively in all the board deliberations towards the future growth and direction of The Store Group. Puan Sri Khor is the wife of Tan Sri Dato’ Sri Tang Yeam Soon who is a director and a major shareholder of The Store Corporation Berhad. 29 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Chairman Dato’ Sri Md Kamal bin Bilal S.S.A.P.,D.M.S.M., JP THE STORE CORPORATION BERHAD Director’s Profile 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Director’s Profile Independent Non-Executive Director Independent Non-Executive Director Dato’ Dr. Haji Kardin bin Haji Shukor DPMJ, SMJ, AMN, PIS., JSM., Lim Gin Chuan Nationality/Age : Malaysian/ 51 Nationality/Age : Malaysian/ 75 Date of Appointment : 31 January 2000 Date of Appointment : 13 December 1993 : 21 years 3 months Length of Services (as at 5 March 2015) : 15 years 2 months Length of Services (as at 5 March 2015) Date of last re-election : 28 March 2014 Date of last re-election : 28 March 2014 (Pursuant to Section 129(6) of the Companies Act 1965) Board Committee : Member of Audit Committee Member of Remuneration Committee Member of Nomination Committee Board Committee : Chairman of Audit Committee Chairman of Remuneration Committee Chairman of Nomination Committee Board Meeting attended in the ´nancial year : 4/4 Directorship in Public Companies : Nil Dato’ Kardin is a quali´ed Veterinarian and dedicated to his work in animal husbandry for which he has held many top positions in the public veterinary service. In 1963, he was seconded as Assistant Veterinarian with the Institute of Veterinary Research, Ipoh and subsequently, transferred to Kuala Pilah district before furthering his studies at the University of Queensland in 1965. Board Meeting attended in the ´nancial year : 4/4 Directorship in Public Companies : Director of Wong Engineering Berhad (409959-W) He obtained his Bachelor of Economics (major in Accounting) and Bachelor of Law from Monash University, Melbourne, Australia in 1988.¢ Since then he has been practicing law in Malaysia with the main focus on conveyancing, property, banking and company law. Upon his return to Malaysia in 1969, Dato’ Kardin was appointed as director of Veterinary Service for Kedah followed by other such appointments in various districts throughout Peninsular Malaysia. He was subsequently appointed as the Directors General of the Malaysian Veterinary Services. Independent Non-Executive Director Yeoh Chong Keng Nationality/Age : Malaysian/ 63 Date of Appointment : 14 February 2000 Length of Services (as at 5 March 2015) : 15 years 1 month Date of last re-election : 23 March 2012 Board Committee : Member of Audit Committee Member of Remuneration Committee Member of Nomination Committee Board Meeting attended in the ´nancial year : 4/4 Directorship in Public Companies : Director of Tokio Marine Life Insurance Malaysia Bhd (457556-X) Director of Yoong Onn Corporation Berhad (814138-K) He obtained his Barrister-at-Law from Lincoln’s Inn, England in 1980. He was a senior police of´cer in the Royal Malaysian Police Force before proceeding to read law at Lincoln’s Inn, England. He was called to the English Bar and Malaysian Bar in 1980 and 1981 respectively and is the Managing Partner of a legal ´rm in Kuala Lumpur. He has also acted as counsel for the Government of Hong Kong. He is an experienced lawyer specializing in corporate and banking law, a certi´ed mediator and a Notary Public. ANNUAL REPORT 2014 30 Note: Save as disclosed in this annual report, none of the directors have any family relationship with any other directors and/ or major shareholders of the Company or any personal interest in any business arrangement involving the Company, nor have they any convicted for offences within the past 10 years, other than traffic offences, if any. 31 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD 5 Years Group Financial Highlight Chairman’s Statement ANNUAL REPORT 2014 32 ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD On behalf of the Board of Directors, it is my pleasure to present the Company’s Annual Report and the Audited Financial Statements for the ´nancial year ended 30 September 2014. Financial Review For the ´nancial year ended 30 September 2014, the Group registered a decrease in the consolidated revenue to RM1.768 billion, a drop of RM121.0 million or 6.4% as compared to the previous year’s revenue of RM1.889 billion. The decrease in revenue was mainly due to on-going programme to renovate, refurbish and upgrade certain outlets, softening market and weaker customer spending. Correspondingly, the Group’s net pro´t is RM20.381 million which was a slightly decrease by 1.89% over RM20.774 million registered in the previous year, translating to an earning per shares of 29.76 sen. The drop in the net pro´t was due to higher tax expense estimated. The Group’s balance sheet remained healthy with cash and bank balances of RM183.934 million, while shareholder’s equity increased 3.95% to RM465.710 million from RM447.993 million in the previous year. Delivering Shareholders’ Value As part of the Group’s on-going effort to return value to shareholders, the Board has proposed a ´rst and ´nal single tier dividend of 3.75 sen per ordinary share for the ´nancial year 2014. The Group will continue to strive to maintain an optimal balance between a reasonable return to our shareholders and conserving suf´cient resources to support long term growth of the Group. The proposed dividend will be subject to the shareholders’ approval at the forthcoming Annual General Meeting. Operational Review The Group will continue to leverage on its competitive strengths and grow its business, both organically and through new store expansions. We will continue to provide a refreshing shopping outlook to our customers through refurbishment and upgrade of some of its existing outlets. In the last ´nancial year, we had completed the renovation of 6 outlets and currently the outlets that are still undergoing its renovations are outlets at Klang (Shaw Centrepoint), Seremban (Centre Point), Johor Bahru (Taman Tun Aminah) and Tawau, Sabah. The Group further brings new level of shopping experience and lifestyles to the communities in Taiping, Perak with the opening of its 4-Level supermarket and departmental store under the Paci´c banner at Taiping Mall which is the 9th Paci´c outlet and the 74th outlet in the Group in Malaysia. This outlet is an anchor tenant in the mall with occupied net lettable approximate areas of 130,803 sq. ft. It had its soft opening on 21 July 2014. Last year, the Group had launched a Price Reduction Campaign by slashing the selling price of more than 10,000 items ranging from daily essential item to non-essential items to support the call from the Government through the Domestic Trade, Cooperatives and Consumerism Ministry to ease the burden of the high cost of living. The Group will continue to take pro-active measures in responses to our Government’s directive and embrace in good corporate governance. Corporate Social Responsibility The Board continues to uphold our commitment to undertake responsible practices which focuses on sustainability and good Corporate Governance. The Group has put in efforts towards the well-being of its employees, community and environment and strives to balance its social responsibility to the society with its business objectives and performance greater accountability. The corporate social responsibility initiatives are set out separately in the Statement on Corporate Social Responsibility in this Annual Report. Strategic Outlook This year retail industries will remain dif´cult and challenging with the Government’s constants reminders of reductions or withdrawal of subsidiaries and uncertainties on the impact of the Goods & Services Tax (GST) implementation with effect from 1 April this year. However, the Group will endeavor to continue its efforts in enhancing operational ef´ciency and effectiveness by putting in place stringent cost control measures, pursue to increase market share in terms of quality, pricing and achieve a wide range of product varieties. We expect the domestic economy to remain positive due to the resilient domestic consumption and the support of private investment. Acknowledgement The strength of the Group rests with its strong leadership supported by a loyal and united workforce for persevering through a tough year together. It is my sincere hope that these strengths are carried through in the future. My sincere gratitude and heartfelt thanks to our loyal shareholders as well as our customers, suppliers and business associates for their continuing invaluable trust and unwavering con´dence in our Group over the past years. I would also like to take this opportunity to thank my fellow directors for their valuable advices, contributions and commitments in leading the Group. On behalf of the Board, I would like to record our gratitude to Mr. Kam Teh Chung, our executive director who had retired in March 2014 and we wish him well for the future. Thank you. Dato’ Sri Md Kamal bin Bilal Chairman Corporate Development On 30 April 2014, the Company had completed the disposal of the entire investment in its wholly-owned subsidiary, SB Mall Sdn Bhd to Goldleaf Synergy Sdn Bhd for a gain of RM4.4 million and RM1.06 milion recognised in the Company and Group respectively. 33 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Dear Valued Shareholders, THE STORE CORPORATION BERHAD Chairman’s Statement ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD Corporate Structure ANNUAL REPORT 2014 34 To this end, the Board is pleased to present the following statement which outlines the key aspects of the application of the Principles set out in the Code and the extent of compliance by the Company with the best practices as set out in the Code. PRINCIPLE 1- ESTABLISH CLEAR ROLES AND RESPONSIBILITIES The Board has the overall responsibility for the stewardship of business and affairs of the Group. The Board is committed to assume the following roles and responsibilities speci´ed in the Code when discharging its leadership responsibilities: * Reviewing and adopting a strategic plan for the Group ; * Overseeing the conduct of the Group’s business to evaluate whether the business is being properly managed; * Identifying the principal risks and ensuring the implementation of appropriate systems to manage these risks; * Succession planning, including appointing, training, ´xing the compensation of and where appropriate, replacing key management; * Developing and implementation of a Corporate Disclosure Policy; * Reviewing the adequacy and the integrity of the Group’s internal control systems and information systems, including systems for compliance with applicable laws, regulations, rules, directives and guidelines; * Monitoring and reviewing management processes aimed at ensuring the integrity of ´nancial and other reporting; and * Ensuring that the Company’s ´nancial statements are true and fair and conform to the accounting standards. The Board has delegated the authorities and responsibilities for the day-to-day operation of business to the Managing Director and executive directors who are representing the management. The executive directors lead the senior management team in making and implementing the Board’s decisions, managing resources and risks in pursuing the corporate objective of the Group. The independent directors are independent from management and are free from any business or other relationships which could interfere with the exercise of independent judgment or ability to act in the best interest of the Company. The presence of independent voice on the Board ensures that objectivity in decision making of the Board is achieved and that no single party can dominate such decision making in the Company. The Board has delegated certain responsibilities to its committees which operate within clearly de´ned terms of reference. All Board committees do not have executive powers but report to the Board on all matters considered and the ultimate responsibility for decision making on recommendation presented to the Board lies with the Board. The details of the Board Committees are set out in Principle 2 in the next section. Separation of Position of the Chairman and Managing Director The Chairman of the Company is an independent non-executive director. The roles and responsibilities of the Chairman and Managing Director are distinct and separated to ensure there is an appropriate balance of power and authority with clear division of responsibility and accountability. The Chairman is primarily focused on Governance while the Managing Director, with the assistance of executive directors, is generally focused on the business and its day-to-day operations. The Board does not consider it necessary to nominate a recognized senior independent non-executive director to whom any concerns may be conveyed, in view of the present independent element of the Board composition and the segregation of the roles of the Chairman and Managing Director. Code of Conduct/Ethics and Board Charter The Board continues to adhere to the Code of Ethics which set out the standard of CG with the aim to cultivate good ethical conducts throughout the Group. The Board recognizes the importance of adhering to the Code of Ethics. The Board recognizes the importance of establishing a single source of reference for Board activities through a Board Charter. As such, the Board will review its charter regularly, to keep it up-to-date with new changes in regulations and best practices and to ensure its effectiveness and relevance to the Board’s objectives. The salient features of the Code of Ethics and Board Charter are accessible by the public throughout the Company website. 35 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) The Board remains committed to ensure that the high standards of Corporate Governance (“CG”) set out in Malaysian Code on Corporate Governance 2012 (“the Code”) are practised throughout the Group with the ultimate objective of enhancing shareholders’ value through building a sustainable business. THE STORE CORPORATION BERHAD Statement Of Corporate Governance (cont’d) 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statement Of Corporate Governance Strategies Promoting Sustainability The Board is committed to promote business sustainability strategies and its increasing signi´cance in the Group. The sustainability strategies are realized via the Corporate Social Responsibility Programmes which are disclosed in this Annual Report. Access To Information and Advice All the directors are entitled to request for additional clari´cation and information or update on any aspect of the Company’s operations to assist them in matters that require their decision. Adequate reports with regards to information on the Group’s performance and major operational ´nancial and corporate issues are disseminated in advance to facilitate informed decision-making process. The Board is supported by suitably quali´ed and competent company secretaries who are responsible for ensuring the effective functioning of the Board and that rules and regulations are compiled with. The company secretaries also act as the secretaries for all the Board Committees. In exercising their duties, individual directors may obtain professional advice from external consultants such as investment bankers, valuers, human resource consultant etc. PRINCIPLE 2 - STRENGTHEN COMPOSITION OF THE BOARD The Board presently has seven members comprising: i) ii) iii) The Chairman (Independent Non-Executive) 3 Executive Directors 3 Independent Non-Executive Directors The present composition of the Board is in compliance with the Listing Requirements whereby at least two directors or one-third of the Board must be independent directors. A brief pro´le of each director is presented on pages 29 to 30 of this Annual Report. The Group maintains its current mix of Board which is well represented by individuals with diverse professional background and experience in the areas of ´nancial, legal and law, management and retail experience to facilitate Board and Committees deliberations. There is no individual or group of individuals who dominates the Board’s decision-making. The balance enables the Board to provide clear and effective leadership to the Company and to bring independent judgment to various aspects of the Company’s strategies and performance. The Board concluded that the number of members fairly reµects the interests of its shareholders and other stakeholders. The Board, having reviewed its size and composition, is also satis´ed that it is effective for proper functioning of the Board. Nominating Committee (“NC”) The NC has been established since 2001. It comprises three independent non-executive directors. The membership of the Committee has not changed since the last report. The NC is responsible for nominating new candidates to the Board and to ensure proper Board balance and size as well as to review the required mix of skills, experiences and other competencies and make its recommendations to the Board accordingly. The Board will implement the process, which is to be carried out by the NC, for assessing the effectiveness of the individual directors and the Board as a whole. The NC continually conducts an assessment on independent directors annually, upon a director’s readmission to the Board, and when any new interest or relationship surfaces as well as review the independent directors’ time, commitment and ability to ful´ll their responsibilities. The NC met once during the ´nancial year ended 30 September 2014 to carry out the following activities in accordance with its terms of reference: i. Reviewed and recommended the re-election and re-appointment of directors at the forthcoming AGM. ii. Reviewed and recommended the retention of independent Non-Executive Directors. iii. Reviewed and assessed the independence of the Independent Directors. ANNUAL REPORT 2014 36 The Board acknowledges the recommendation of the Code pertaining to the establishment of Boardroom gender diversity policy. The Board supports non-discrimination on the basis of role, religion and gender and encourages a dynamic and diverse composition by nurturing suitable and potential candidate equipped with skills, experience, time commitment and other qualities in meeting the future needs of the Company. The Board, however, will set speci´c targets in relation to gender diversity in certain areas if the situation so requires. Currently, the Board has a female executive director on the Board. Re-election of Directors The NC has viewed and conducted an assessment the directors who are subject to retirement at the forthcoming AGM in accordance with the Articles of Association of the company which provides for the following: a) any directors who are appointed during the year will be subjected to retirement and re-election by shareholders at the next AGM following their appointment; and b) one-third (1/3) of the remaining directors, including the Managing Director, or if their number is not three or a multiple of three, then the number nearest to 1/3, shall retire from of´ce and be eligible for re-election at each AGM; provided always; c) all the directors, including the Managing Director, shall retire from of´ce at least once in every three (3) years but shall be eligible for re-election. Pursuant to Section 129(6) of the Companies Act, 1965, directors who are over seventy (70) years of age shall retire at every AGM and may offer themselves for re-appointment to hold of´ce until the next AGM. There is no maximum tenure ´xed by the Board of directors as the Board is of the view that there is signi´cant advantage to be gained from the long serving directors who possess tremendous insight and knowledge of the Group’s affairs and operations. At this forthcoming Annual General Meeting, the Company has 2 directors retiring and offering themselves for re-election. The Board con´rms that it is satis´ed that the directors, who are required to stand for re-election and re-appointment respectively at the AGM, continue to demonstrate the necessary commitment to be fully effective members of the Board. To assist the shareholders in their decisions, suf´cient information such as the directors’ personal pro´les, their attendance at the meetings and shareholdings in the Company for each director standing for re-election are furnished in this Annual Report. Remuneration Policies and Procedures The Company has established a Remuneration Committee (“RC”) which comprises three independent non-executive directors. The membership of the RC has not changed since the last report. The RC is tasked with developing a formal procedure to assess and determine the remuneration packages and bene´ts offered by the Group to individual directors and making the necessary recommendations to the Board for approval. The purpose is to ensure that the Company is able to attract and retain Directors of the calibre needed to run the Group successfully. The committee meets when necessary. The Company’s remuneration scheme for executive directors is structured so as to link to the Group’s performance and scope of responsibility taking into account prevailing markets rates and the Company’s ´nancial standing and is reviewed periodically in the case of the non-executive directors, the level of remuneration reµects the expertise and the level of responsibilities undertaken by them. Non-executive directors’ remunerations are determined by the full Board. Directors abstained from participating in decisions on their own remuneration packages. In addition, the Board also takes into consideration any relevant information provided by independent consultants or from survey data. The remuneration for all the directors are based on a standard ´xed fee, except for the Chairman who is paid a higher fee in recognition of his additional responsibilities. Non-Executive directors are paid a meeting allowance for each Board meeting they attend. The directors are also reimbursed reasonable expenses incurred by them in the course of carrying out their duties on behalf of the Company. The details of the remuneration of the directors of the Company comprising remuneration received/receivable from the Company and subsidiary companies during the ´nancial year under review are set out in the table below. 37 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) The Committee con´rms that the present size of the Board, required mix of skills, performance, experience and contribution of Directors, effectiveness of the Board, independent Directors and is satis´ed with the current position and performance of the Board. 252670-P (cont’d) THE STORE CORPORATION BERHAD Statement Of Corporate Governance (cont’d) 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statement Of Corporate Governance The aggregate remuneration of directors categorized into appropriate components is as follows:- Fees Salaries Allowance & other emoluments Executive Non-executive Total (RM) (RM) (RM) 504,000 172,000 676,000 2,670,000 - 2,670,000 456,000 63,000 519,000 3,630,000 235,000 3,865,000 The number of directors of the Company whose remuneration falls into the respective bands are as follows:- Range of remuneration Below RM50,000 Executive director Non-executive director Total 3 - 3 100,000 - 1 1 RM 200,000 – RM 250,000 1 - 1 RM 500,000 – RM 550,000 1 - 1 RM 700,000 – RM 750,000 1 - 1 RM 2,150,000 – RM2,200,000 1 - 1 RM 50,000 – RM (The above disclosure includes director who had retired during the ´nancial year) PRINCIPLE 3 - ANNUAL ASSESSMENT OF INDEPENDENT DIRECTORS The Board has established evaluation on an annual basis of Independent Directors to ensure compliance with the requirements of Independent Directors as set out in the Listing Requirements and the effectiveness and contribution of Independent Directors. The Independent Directors play a pivotal role in corporate accountability and provide unbiased views and impartially to the Board’s deliberation and decision making process. The Board is satis´ed with the level of independence demonstrated by the 4 independent non-executive directors and their ability to provide objective judgement to the Board, which mitigate conµict of interest and undue inµuence from interested parties. Tenure of Independent Directors In line with the Code, the Board adopted the Code’s recommendation in which the tenure of an independent director should not exceed a cumulative term of nine (9) years. Upon completion of 9 years, the independent director will be re-designated as non-independent director. In the event such director is to be retained as an Independent Director, the Board will have to justify and obtain shareholders’ approval. The NC and the Board have deliberated and hold the view that a director’s independence cannot be determined solely with reference to tenure of service. The length of their service on the Board does not in any way interfere with their exercise of independent judgment and ability to act in the best interest of the Company. The continued tenure of Independent Directors also bring stability to the Board and the Company bene´ts from directors who have, over time gained valued insight into the Group’s operation and the industry. Thus, the independence of the independent directors namely, Dato’ Sri Md Kamal Bin Bilal, Dato’ Dr Kardin Bin Haji Shukor, Mr Yeoh Chong Keng and Mr Lim Gin Chuan, have been reviewed and recommended to continue to act as independent directors subject to the shareholders’ approval at the forthcoming AGM based on the following justi´cations: a) All of them continue to ful´ll the criteria under the de´nition of an Independent Director as set out in the Listing Requirements. b) They have never transacted or entered into any transactions with, nor provided any services to the Company or its subsidiaries, within the scope and meaning as set forth in the Listing Requirements. c) They have not been offered or granted any options by the Group, nor any other incentives or bene´ts of whatever nature had been paid to them by the Company, other than directors’ fees and allowances paid which had been the norm and had been duly disclosed in this Annual Report. ANNUAL REPORT 2014 38 The Board endeavors to meet at least 4 times a year, at quarterly intervals which are scheduled well in advance at the commencement of the ´nancial year to help facilitate the directors in planning their meeting schedule for the year. The Board is satis´ed with the level of time commitment given by the directors towards ful´lling their roles and responsibilities which is evidenced by the satisfactory attendance records of the directors at Board meetings. The Board expects that the directors will serve on the boards of other companies only to the extent that such services do not detract from the Director’s ability to devote the necessary time and attention to the Company. All the directors have complied with the Listing Requirements on the limit of 5 directorships in public listed companies. During the ´nancial year, the Board met 4 times. The following are the details of the directors’ attendance: Name of Directors 1. Dato’ Sri Md Kamal bin Bilal 2. Tan Sri Dato’ Sri Tang Yeam Soon 3. Dato’ Dr. Haji Kardin bin Haji Shukor 4. Puan Sri Datin Sri Khor Guik Lee 5. Chang Yen Huei 6. Yeoh Chong Keng 7. Lim Gin Chuan 8. Kam Teh Chung (retired on 28 March 2014) Number of Board meetings attended 4/4 4/4 4/4 4/4 4/4 4/4 4/4 2/4 Continuing Development The Board recognizes the importance of training as a continuous education process for the directors in order to ensure that the directors stay abreast of the latest development and changes in law and regulations, business environment and new challenges to enable them to ful´ll their responsibilities and to discharge their duties effectively. The directors are also encouraged to evaluate their own training needs on a continuous basis and to determine the relevant programmes, seminars, workshops or forums available that would best enable them to enhance their knowledge and contributions to the Board. During the ´nancial year under review, the directors of the Company have collectively or individually attended various training programmes, seminars, conferences and talks with relevant topics as follows: a) b) c) d) Governance in Action – What Every Director Should Know Audit Committee Institute Breakfast Round Table – The Impact of Cyber Security at Board Level. 2014 Tax and Budget Outlook In-house Seminar on GST In addition to this, all the executive directors and managers of the Group have attended one full day workshop in relation to the excellent leadership and motivation course during the ´nancial year under review. PRINCIPLE 5 - UPHOLD INTEGRITY IN FINANCIAL REPORTING Compliance with Applicable Financial Reporting Standards The Board also took due care and reasonable steps to ensure that the annual ´nancial statements and quarterly results announcements of the Company and of the Group are drawn up in accordance with the requirements of the applicable approved accounting standards in Malaysia and the provisions of the Companies Act, 1965. The Audit Committee (“AC”) assists the Board by reviewing and scrutinizing the information to be disclosed before recommending to the Board for approval. The Directors’ Responsibility Statement explaining the responsibility of the Board for preparing the annual audited ´nancial statements of the Company and the Group for the ´nancial year ended 30 September 2014 is presented in this Annual Report. The Board has ensured quality ´nancial reporting to its shareholders, investors and regulatory authorities in order to present a balanced, clear and comprehensive assessment of the Company’s and the Group’s performance and prospects. As part of the Company’s continuing disclosure obligation under the Listing Requirements, the Board ensures that timely, accurate and up-to-date ´nancial information relating to the Company’s and the Group’s quarterly ´nancial results are announced to Bursa Malaysia. Assessment of Suitability and Independence of External Auditors The Company establishes a formal and transparent relationship with the external auditors in seeking their professional advice and ensuring compliance with the applicable ´nancial reporting standards. 39 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) PRINCIPLE 4 - FOSTER COMMITMENT OF DIRECTORS 252670-P (cont’d) THE STORE CORPORATION BERHAD Statement Of Corporate Governance (cont’d) 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statement Of Corporate Governance The external auditors are required to declare their independence annually to the AC as speci´ed by the By-laws issued by the Malaysian Institute of Accountants. The external auditors had made the declaration in their annual audit plan presented to the AC that they were independent throughout the conduct of the audit engagement in accordance with the terms of the relevant professional and regulatory requirements. The external Auditors can be engaged to perform nonaudit services that are not perceived to be in conµict with their role as external Auditors. The AC has assessed and is satis´ed with the competence and independence of the external Auditors and had recommended the re-appointment of the external auditors to the Board and thereafter to be tabled for the shareholders’ approval at the forthcoming AGM. The role of the Audit Committee in relation to the external auditors is elaborated in the Audit Committee Report in this Annual Report. PRINCIPLE 6- RECOGNISE AND MANAGE RISKS The Board acknowledges that risk management and internal control is an integral part of the overall management process. It is an ongoing process to identify, evaluate, monitor and manage and mitigate the risks that may affect the achievement of its business and corporate objective. The details of the Risk Management and System of Internal Control of the Company are set out in the Statement on Risk Management and Internal Control in this Annual Report. PRINCIPLE 7- ENSURE TIMELY AND HIGH QUALITY DISCLOSURE The Company upholds a culture of continuous disclosure and communication with shareholders and stakeholders through practical and legitimate channels, both in principle and in practice, is to maximize transparency consistent with good Corporate Governance, except where commercial con´dentiality dictates. The Board has put in place a Corporate Disclosure Policy to ensure the disclosure of material information pertaining to the Company’s performance and operations is in accordance with the disclosure requirements of the Listing Requirements and other applicable laws. The Company’s website at www.tstore.com.my also serves as a forum to enable the public and shareholders to access corporate information on the board of directors’ pro´le, the latest promotions, performance and activities undertaken as well as achievements of the Group. Bursa Malaysia also provides for the Company to electronically publish all its announcements, including its quarterly results and annual reports via the same link. These can be accessed online through Bursa Malaysia’s website page at http://www.bursamalaysia.com. PRINCIPLE 8 - STRENGTHEN RELATIONSHIP BETWEEN COMPANY AND SHAREHOLDERS The Company has the annual general meeting and extraordinary general meeting as means of communication for shareholders and investors to seek clari´cations on the operations, ´nancial performance and major developments of the Group. During the shareholders’ meetings, the Chairman of the meeting shall remind all members present about their right to demand for a poll in accordance with the provisions of the Articles of Association of the Company in the voting on any resolutions. However, with the current level of shareholders’ attendance at General Meetings, the Board is of the view that voting by show of hands continues to be effective. Currently, all resolutions put forth for the shareholders’ approval are carried out by a show of hands, unless a poll is demanded or speci´cally required. The Chairman will also undertake to provide written answers to signi´cant questions that cannot be readily answered at the meetings. Shareholders’ suggestions received during the meetings are reviewed and considered for implementation, whenever possible. The management and the external auditors are also present at the meetings to provide their professional and independent clari´cation on issues and concerns raised by the shareholders. The outcome of all resolutions proposed at the meetings are announced to Bursa Malaysia on the same day to enable the public to be informed. The Board has identi´ed the Company Secretaries to whom concerns may be conveyed and who would bring the same to the attention of the Board. COMPLIANCE STATEMENT The Board has taken steps to ensure the Group has implemented as far as possible the recommendations as set out in the Code. The Board considers that the Company has, in all material aspects, substantially implemented the Principles and recommendations of the Code during the ´nancial year under review. This statement is made in accordance with a resolution of the Board of Directors passed on 30 January 2015. ANNUAL REPORT 2014 40 The directors are required by the Companies Act, 1965 to prepare ´nancial statements for each ´nancial year which give a true and fair view of the state of affairs of the Company and the Group as at the ´nancial year end and of the results and cash µows for that year. In preparing the ´nancial statements of the Company and of the Group for the ´nancial year ended 30 September 2014, the directors are required to use appropriate accounting policies, consistently applied and supported by reasonable and prudent judgments and estimates as well as all applicable approved accounting standards in Malaysia have been complied with and con´rm that the ´nancial statements have been prepared on a going concern basis. The directors are responsible for ensuring that the Company and the Group keep accounting records which disclose with reasonable accuracy at any time the ´nancial positions of the Company and of the Group which enable them to ensure that the ´nancial statements comply with the provisions of the Companies Act, 1965, where appropriate. The directors are also responsible for taking such steps that are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities. This statement is made in accordance with a resolution of the Board of Directors passed on 30 January 2015. 41 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Pursuant to Paragraph 15.26 (a) of the Main Market Listing Requirements of Bursa Malaysia, the Board is required to issue a statement explaining its responsibility for preparing the annual audited ´nancial statements. THE STORE CORPORATION BERHAD Statement Of Directors’ Responsibilities 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statement On Risk Management And Internal Control The Board is pleased to provide the following Statement on Risk Management And Internal Control (“Statement”) pursuant to Paragraph 15.26(b) of the Bursa Malaysia Listing Requirements and as guided by the Statement on Risk Management & Internal Control: Guidelines for Directors of Listed Issuers (“Internal Control Guidelines”) issued by the Task Force on Internal Control in December 2012 with the support and endorsement of Bursa Malaysia. The Board is committed to discharging its responsibility to ensure the Group fully complies with the Principles and Best Practices provisions in relation to risk management as stipulated in the Malaysian Code on Corporate Governance 2012. The Board’s Responsibility The Board recognises and acknowledges the importance of maintaining a sound system of internal control and effective risk management practices to ensure good corporate governance and af´rms its overall responsibility for the Group’s internal control which includes the establishment of an appropriate control environment and framework as well as the review of its adequacy and effectiveness. In recognition of this responsibility, the Board sets and implements policies and procedures to obtain assurance that the system of internal control is operating effectively. While acknowledging their responsibility for the system of internal control, the Board is aware that a sound system of internal control and risk management can only provide reasonable rather than absolute assurance against risks arising from material misstatements, fraudulent activities, or other irregularities, or any breach of laws or regulations. Risk Management Framework The Board and Management recognise that effective risk management is an integral part of corporate governance and continuously strive for excellence to ensure effective and systematic protection of its assets and shareholders’ value. The Group has in place an ongoing process for identifying, evaluating and managing the principal risks that affect the attainment of the Group’s business objectives and goals. The Board is aware that a sound system of internal control should be embedded in the operations of the Group and forms part of its culture. This system should be capable of responding quickly to evolving risks arising from changes within the Group and in the overall business environment. It should include procedures for reporting immediately to appropriate levels of management any signi´cant control weaknesses identi´ed together with details of corrective action being taken. These risk management activities are co-ordinated by the Internal Audit department in conjunction with all the business heads within the Group. Principal Elements of the Group’s Risk Management and Internal Control System The principal elements of the risk management and internal control functions are embedded within the Company’s policies and procedures and its operations. During the ´nancial year under review, the principal elements which form part of the Group’s Risk Management and Internal Control System can be summarized as follows: • Operating structure with clearly de´ned lines of responsibility and accountability The Group has a properly de´ned organizational structure with clear lines of accountability and responsibility, with strict authorisation, approval and control procedures which provide a sound framework of authority and accountability within the Group. • Clearly de´ned authority level The Group practices clearly de´ned authorisation and signing limits on all ´nancial commitments and transactions within the Group. Such limits are subject to periodic reviews to reµect changing business and operating environment. • Written operational policies and procedures Documented Internal Operating Policies and Procedures set out in the Group’s Standard Operating Procedures (SOP), which are periodically reviewed, are in line with the Company’s objectives and serve to provide guidance in the daily operations. • Performance Management Framework - Comprehensive budgeting and costing process for all operating units with monthly monitoring of performances so that any material variances can be followed up and addressed by the Management. - Regular top/senior management meetings are conducted to share information, monitor the progress of various business units, and to discuss and deliberate upon operational matters. - Regular management visits of its operating business units to ensure all business activities and operational issues and matters are promptly brought up to the attention of the Management for further action to be taken and to gauge the effectiveness of the strategies implemented. ANNUAL REPORT 2014 42 Advance IT & Communication systems Enhanced computerised retail management and operating system for timely monitoring and control of the Group’s business operations. • Corporate values Corporate values, which emphasise ethical behaviour, are clearly incorporated in the Group’s Code of Business Conduct and Ethics. Internal Audit Function The Group’s internal audit function is carried out by an Internal Audit Department under the authority conferred by the Audit Charter and in accordance with the duly approved annual audit plan by the Audit Committee. The function seeks to provide reasonable assurance on the adequacy and effectiveness of the design and operating effectiveness of the Group’s system of internal controls to the Audit Committee. The Group’s Internal Audit Department undertakes to conduct risk management activities, i.e. assessing the Company’s level of risk tolerance and identifying, evaluating and managing signi´cant risks impacting the achievement of business objectives of the Group. In addition, it also undertakes to conduct risk-based reviews on all key activities of the Group. Internal Audit highlights control weaknesses and advises the Management on how to strengthen and enhance its risk management activities and internal control systems. Internal Audit also provides audit recommendations to implement appropriate control procedures. During the ´nancial year under review, the Internal Audit Department conducted various audit assignments which includes the review of operational and compliance controls, management ef´ciency, risk assessment and reliability of ´nancial records. Review of The Statement By External Auditors As required by Paragraph 15.23 of the Listing Requirements, the external auditors have reviewed this Statement pursuant to the scope set out in Recommended Practice Guide 5 (Revised) issued by the Malaysian Institute of Accountants for inclusion in this Annual Report. Based on their review, the external auditors have reported to the Board that nothing has come to their attention that causes them to believe that this Statement is inconsistent with their understanding of the process the Board has adopted in the review of the adequacy and integrity of risk management and internal control system of the Group. Conclusion During the ´nancial year under review, the Board is satis´ed with the adequacy and effectiveness of the Group’s Risk Management and Internal Control System. The Managing Director and Finance Director have assured that the Group’s Risk Management and Internal Control System is operating adequately and effectively, in all material aspects, based on the Risk Management and Internal Control System of the Group. There was no material or signi´cant losses arising from de´ciencies in internal control that would require separate disclosure in this Annual Report. The Board remains committed towards operating a sound system of internal control and therefore recognizes that the system must continuously evolve to support the type of business and size of operations of the Group. This statement is made in accordance with a resolution of the Board of Directors passed on 30 January 2015. 43 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) • THE STORE CORPORATION BERHAD Statement On Risk Management And Internal Control (cont’d) 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statement of Corporate Social Responsibility The Board continues to uphold our commitments and responsibilities towards our employees, stakeholders, society at large and environment and the place we are living in. While striving to sustain and increase shareholders’ value with continuing business sustainability and growth, the Board also puts great value on corporate social responsibilities in conducting its business affairs, aligning it to the Group’s culture and strategy. The Workplace The Group remains committed to workplace diversity and this can be seen in our practices which do not discriminate stakeholders on account of race, age, gender and minorities. These practices are grounded in our belief that basic human rights and good corporate governance will improve the quality of life of our stakeholders. Continual Training and Leadership Development Employees have always been the Group’s greatest assets and we place great emphasis on developing our human capital as it plays a critical role in our future growth and sustainability of the Group’s operations. We continue to implement our training and human development programme to align with the training needs for all levels of employees. The Group continues to conduct orientation and Induction Training Programme for newly recruited employees. Motivational programmes are also conducted for the employees in the Group. Field trips are organized to cater for various levels of employees to acquire hands-on and on-the-job training. Internships, Apprenticeships and Placements The Group has continuously engaged, under its Management Trainee Programmes, with higher learning institutions, universities and local college or taking part in their activities such as career fairs, exhibitions and engaged in recruitment drive to attract graduates with good leadership caliber to ´ll various job vacancies ranging from operational, ´nancial to management. The Management Trainee Programme also aim to be part of the management succession planning programme to groom and nurture fresh graduates to succeed the various positions in future. Practical training and internship are provided to facilitate the selection of suitable candidates to join the Group upon completion of their degree programme. Health and Safety at work The Group cultivates a safety culture among its employees to create and maintain a healthy and safe workplace in compliance with The Occupational, Safety and Health Policy (“OSH”). The OSH’s committee at HQ is always ensuring that OSH standards are applied across all operating outlets and consistency is guided. Annual audits are also undertaken to check on the compliance and adherence to the OSH policy that have been established through the years. We believe that maintaining the safety of not only employees but all other people supporting our business endeavors is a fundamental aspect of our social responsibility. In keeping with this belief, we continue to establish an atmosphere that prioritise occupational safety and health in all social and corporate environment. The Marketplace The Group recognizes that our business conduct will have a signi´cant inµuence on the development and enhancement of the marketplace. We are committed to operate in a responsible manner based on sound business ethics in our retail business, safeguarding the well-being of our customers and taking accountability of our action by upholding effective Corporate Governance practices without compromising long term value creation. Long Standing Relationship with Customers In order to maintain the positive relationship with our long term customers at all levels, the Group is devoted in upholding value in providing reliable and quality products and services in complying with Shariah requirements for halal products and achieving customers satisfaction and safety for the public at large. We also engage and interact with our customers and consumers via our website or facebook. Working with Suppliers and Other Services Providers Our business partners and associates play a critical role in our business aspirations. They also contribute towards achieving our sustainability and environmental goal. We expect them to behave responsibly and where possible, to use sustainable procurement process to enhance the social, environmental and economic well-being of our communities. ANNUAL REPORT 2014 44 As guided by our Corporate Disclosure Policy, the investors can always keep up-to-date with information on the Group’s developments in a transparent, accurate, clear and timely manner at the corporate website. All the announcements, press release, annual reports as well as other Group’s information are also available at this website. The Group is committed in adhering to the high standards of Corporate Governance in compliance with the Listing Requirements and recommendations of the Malaysian Code on Corporate Governance 2012. The Board is also committed in ensuring all activities in the Group are conducted fairly and at arms length and no favouritism. The Board takes into account its corporate responsibility towards the shareholders and stakeholders in formulating its business strategies. The Environment The Group places signi´cant importance towards preserving the environment and conserving resources wisely. The Group has observed environment friendly practices in its daily operations, such as reducing the carbon footprint, recycle of paper or cartons, encourage electronic communication and electronic data storage, reduce energy consumption and water wastage. The Group is committed to seek continuous improvement in its operation to minimize any negative impact on the environment. The Community The Group continues to play its role as a caring corporate citizen by contributing to local charities, humanitarian call and community functions/events in the form of employees’ time and skills, gifts in kind and cash donations. During the ´nancial year, the Group has participated in sponsorship and contribution to Yayasan Budi Penyayang Malaysia and Yayasan Jantung Malaysia. This statement is made in accordance with a resolution of the Board of Directors passed on 30 January 2015. ADDITIONAL COMPLIANCE INFORMATION:1. UTILISATION OF PROCEEDS RAISED FROM CORPORATE PROPOSALS There were no proceeds raised from any corporate proposal for the ´nancial year under review. 2. SHARE BUYBACK There were no shares buy-back transactions or resale of treasury shares undertaken by the Company during the ´nancial year under review. 3. NON-AUDIT FEES During the ´nancial year under review, there were no non-audit fees paid or payable to the external auditors, other than a special review fee of RM2,500 paid to the external auditors and the taxation fees totaling RM68,700 paid or payable to a company in which certain partners of the audit ´rm are shareholders and directors. 4. VARIATION IN RESULTS There was no material variance between the ´nancial results for the ´nancial year ended 30 September 2014 and the unaudited results previously announced by the Company. 5. MATERIAL CONTRACTS During the year under review, there were no material contracts entered into by the Company and its subsidiaries which involved Directors’ or major shareholders’ interests. 6. RECURRENT RELATED PARTY TRANSACTIONS In compliance with the requirements of Paragraph 10.09 of the Main Market Listing Requirements of Bursa Malaysia, at the forthcoming Annual General Meeting, the Company intends to seek a renewal of shareholders’ mandates for the Group to enter into existing and additional Recurrent Related Party Transactions of a revenue nature with speci´ed classes of Related Parties as speci´ed in Section 3.2 of the Circular to shareholders dated 5 March 2015 which are necessary for the day-to-day operations and/or in the ordinary course of business of the Group. 45 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Investors and Stakeholders Engagement THE STORE CORPORATION BERHAD Statement of Corporate Social Responsibility (cont’d) 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Audit Committee Report The Board is pleased to present the report of the Audit Committee for the ´nancial year ended 30 September 2014. The Audit Committee had conducted 4 meetings for the ´nancial year ended 30 September 2014. These meetings were fully attended by all the members of the Audit Committee. A. TERMS OF REFERENCE The terms of reference of the Audit Committee incorporating the requirements of the Main Market Listing Requirements of Bursa Malaysia have been reviewed by the Audit Committee on 29 January 2013 and the Board of Directors approved it on the same day. The term of of´ce of the Audit Committee and the terms of reference shall be reviewed by the Board not less than once in every three years. i) ii) Membership a) The Audit Committee shall be appointed by the Board from among its members and shall consist of not less than three members, all of whom must be non-executive directors with a majority of them being Independent Directors. b) The composition of the Audit Committee shall ful´ll the requirements as prescribed or approved by Bursa Malaysia. c) The members of the Committee shall select a chairman from among their number and be appointed by the Board from the Independent Non-Executive Directors. Authority The Audit Committee shall have the following duties and responsibilities: iii) a) to investigate any activity within its terms of reference. b) to seek any information it requires from any employee to co-operate with any request made by the Committee. c) to obtain outside legal or other independent professional advice as necessary. d) to have direct communication channels with the external auditors and person(s) carrying out the internal audit function or activity, if any. e) to communicate with Bursa Malaysia on any matter reported by the Audit Committee to the Board of Directors of the Company which has not been satisfactorily resolved resulting in a breach of the Listing Requirements of Bursa Malaysia. Functions The functions of the Committee shall be: a) To review and report to the Board : - with the external auditors, the audit plan; - with the external auditors, the evaluation of the system of internal accounting controls; - with the external auditors, the audit report; - the assistance given by the Company’s of´cers to the external auditors; - the quarterly results and year end ´nancial statements of the Company and of the Group and thereafter submitting them to the Board of Directors of the Company, particularly on * any change in or implementation of major accounting policies and practices; * signi´cant and/or unusual events; * the going concern assumption; and * compliance with accounting standards and other legal requirements; - any related party transactions and conµict of interest situation that may arise within the Company or the Group including any transaction, procedure or course of conduct that raises questions of management integrity. b) To carry out the following for internal audit: - review the adequacy of the scope, functions, competency and resources of the internal audit function, and that it has the necessary authority to carry out its work; - review the internal audit programme, processes and results of the internal audit process, programme or investigation undertaken and where necessary, ensuring that appropriate action is taken on the recommendations of the internal audit function. c) To consider the appointment, remuneration, resignation and dismissal of external auditors; and such other functions as may be de´ned by the Board of Directors. ANNUAL REPORT 2014 46 To review the internal audit plan, consider signi´cant ´ndings and management’s response and report to the Board together with such other functions as may be agreed to by the Committee and the Board. e) Verify the criteria for allocation of options pursuant to a share scheme for employee. Meetings a) The Managing Director, the Executive Directors, any other Board Members, General Managers or any other senior executives as may be requested by the Committee and a representative of the external auditors shall normally attend meetings. However, the Committee shall meet with the external auditors at least once a year without the presence of the management. b) Any two members of the Committee present at the meeting shall constitute a quorum which must be made up of the Independent Directors. c) The Company Secretary shall be the Secretary of the Committee. d) Meetings shall be held not less than two times a year. Circular Resolutions signed by all the members shall be valid and effective as if it had been passed at a meeting of the Audit Committee. e) B. The minutes of proceedings of the Audit Committee shall be kept by the Company Secretary at the Registered Of´ce of the Company, and shall be opened for inspection by any member of the Committee or any member of the Board of Directors. ACTIVITIES DURING THE FINANCIAL YEAR END During the ´nancial year under review, the main activities undertaken by the Committee are as below: C. (a) Reviewed the Audit Committee report, Statement on Internal Control, Statement of Corporate Governance and Directors’ Responsibilities Statement before submitting for the Board’s approval and inclusion in the Company’s annual report; (b) Reviewed the audited ´nancial statement of the Company and the external auditors’ ´ndings and recommendation prior to submission to the Board for their consideration and approval. This is to ensure compliance of the ´nancial statements with the provisions of the Act and applicable approved accounting standards as per the Malaysian Accounting Standards Board; (c) Reviewed the quarterly unaudited ´nancial results and announcements of the respective ´nancial quarters of the Company prior to submission to the Board for their consideration and approval; (d) Reviewed the related party transactions entered into by the Company and by the Group and the disclosure of such transactions in the annual report and circulars of the Company; (e) Reviewed the applicable corporate governance principles and the extent of the Group’s compliance with the best practices set out under the Malaysian Code on Corporate Governance 2012; (f) Reviewed and discussed with external auditors, their audit planning memorandum, audit approach and reporting requirement prior to the commencement of audit for the ´nancial year under review; (g) Consideration and recommendation to the Board for approval on the audit fees payable to the external auditors and re-appointment of external auditors; and (h) Reviewed the internal audit’s scope, function, plan and programme. INTERNAL AUDIT FUNCTION The Company has an internal audit department to carry out its reviews and audits on the operations and management of the Group as per the annual audit plan approved by the Audit Committee. The objectives of these audits are to provide reasonable assurance on the adequacy and operating effectiveness of the control procedures and the extent of compliance with company policies and procedures. Internal audit function also carries out investigations and other adhoc reviews with speci´c focus on the high risk areas. Total cost incurred for the internal audit function of the Company for the ´nancial year was RM222,041.87 (2013: RM305,449.23). This statement is made in accordance with a resolution of the Board of Directors passed on 30 January 2015. 47 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) iv) d) THE STORE CORPORATION BERHAD Audit Committee Report (cont’d) 252670-P THE STORE CORPORATION BERHAD ( INCORPORATED IN MALAYSIA ) Reports and Financial Statements 30 September 2014 CONTENTS PAGE Directors’ Report 49 - 51 Directors’ Statement 52 Statutory Declaration 52 Independent Auditors’ Report To The Members 53 - 54 Statements Of Financial Position 55 - 56 Statements Of Comprehensive Income 57 Consolidated Statement Of Changes In Equity 58 Statement Of Changes In Equity 59 Statements Of Cash Flows 60 - 61 Notes To The Financial Statements 62 - 101 Supplementary Information 101 ANNUAL REPORT 2014 48 The directors have pleasure in submitting their report and the audited ´nancial statements of the Group and of the Company for the ´nancial year ended 30 September 2014. PRINCIPAL ACTIVITIES The principal activities of the Company are investment holding and the provision of management services. The principal activities of the subsidiaries are indicated in Note 6 to the ´nancial statements. There have been no signi´cant changes in the nature of these activities during the ´nancial year. RESULTS Pro´t after tax for the year GROUP RM’000 COMPANY RM’000 20,38 1 31,297 20,387 31,297 (6) - 20,38 1 31,297 Attributable to: Owners of the company Non-controlling interests In the opinion of the directors, the results of the operations of the Group and of the Company for the ´nancial year ended 30 September 2014 have not been substantially affected by any item, transaction or event of a material and unusual nature nor has any such item, transaction or event occurred in the interval between the end of that ´nancial year and the date of this report, other than those disclosed in the ´nancial statements. RESERVES AND PROVISIONS All material transfers to or from reserves or provisions during the ´nancial year are disclosed in the notes to the ´nancial statements. ¢ DIVIDENDS Since the end of the previous ´nancial year, the Company has paid a ´rst and ´nal single tier dividend of 3.75 sen per share amounting to RM2,568,885 for the ´nancial year ended 30 September 2013, as proposed in the directors’ report of that ´nancial year. At the forthcoming Annual General Meeting, a ´rst and ´nal single tier dividend of 3.75 sen per share amounting to RM2,568,885 for the ´nancial year ended 30 September 2014 will be proposed for the shareholders’ approval. The ´nancial statements for the current ´nancial year do not reµect this proposed dividend. Such dividend, if approved by the shareholders will be accounted for in equity as an appropriation of retained pro´ts in the ´nancial year ending 30 September 2015. SHARE CAPITAL AND DEBENTURE During the ´nancial year, the Company did not issue any share or debenture and did not grant any option to anyone to take up unissued shares of the Company. 49 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Directors’ Report 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Directors’ Report DIRECTORS The directors who served since the date of the last report are as follows: Dato’ Sri Md. Kamal bin Bilal Tan Sri Dato’ Sri Tang Yeam Soon Chang Yen Huei Puan Sri Datin Sri Khor Guik Lee Dato’ Dr. Hj. Kardin bin Hj. Shukor Yeoh Chong Keng Lim Gin Chuan Kam Teh Chung (retired on 28.3.14) DIRECTORS’ INTERESTS IN SHARES According to the Register of Directors’ Shareholdings, the interests of directors in of´ce at the end of the ´nancial year in shares of the Company and its related corporations during the ´nancial year are as follows: --------- Number of ordinary shares of RM1 each --------Balance Balance at at 1-10-2013 Bought Sold 30-9-2014 The Company Direct Interest: Tan Sri Dato’ Sri Tang Yeam Soon Dato’ Dr. Hj. Kardin bin Hj. Shukor Puan Sri Datin Sri Khor Guik Lee Chang Yen Huei 3,028,300 11,000 1,366,200 1, 1 00 - - 3,028,300 11,000 1,366,200 1,1 00 16,269,030 17,9 3 1,1 30 2,640,000 - - 16,269,030 17, 931,1 30 2,640,000 Deemed Interest: Tan Sri Dato’ Sri Tang Yeam Soon Puan Sri Datin Sri Khor Guik Lee Chang Yen Huei By virtue of their shareholding in the Company, both Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik Lee are also deemed interested in the shares of all the subsidiaries of the Company, to the extent that the Company has interests. Save as disclosed above, none of the other directors holding of´ce at 30 September 2014 had any interests in the Company and its related corporations during the ´nancial year. DIRECTORS’ BENEFITS Since the end of the previous ´nancial year, no director of the Company has received or become entitled to receive any bene´t (other than a bene´t included in the aggregate amount of emoluments received or due and receivable by the directors shown in the ´nancial statements) by reason of a contract made by the Company or a related corporation with a director or with a ´rm of which the director is a member, or with a company in which the director has a substantial ´nancial interest, other than those related party transactions disclosed in the notes to the ´nancial statements. During and at the end of the ´nancial year, no arrangements subsisted to which the Company is a party, with the objects of enabling directors of the Company to acquire bene´ts by means of the acquisition of shares in or debentures of the Company or any other body corporate. ANNUAL REPORT 2014 50 OTHER STATUTORY INFORMATION Before the ´nancial statements of the Group and of the Company were made out, the directors took reasonable steps: (i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satis´ed themselves that all known bad debts had been written off and that adequate allowance had been made for doubtful debts, and (ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in the ordinary course of business had been written down to an amount which they might be expected to realise. At the date of this report, the directors are not aware of any circumstances: (i) that would render the amount written off for bad debts, or the amount of the allowance for doubtful debts in the Group and in the Company inadequate to any substantial extent, and (ii) that would render the value attributed to the current assets in the ´nancial statements of the Group and of the Company misleading, and (iii) that would render any amount stated in the ´nancial statements of the Group and of the Company misleading, and (iv) which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. At the date of this report, there does not exist: (i) any charge on the assets of the Group and of the Company that has arisen since the end of the ´nancial year which secures the liabilities of any other persons, and (ii) any contingent liability in respect of the Group and of the Company that has arisen since the end of the ´nancial year. No contingent liability or other liability of the Group and of the Company has become enforceable, or is likely to become enforceable, within the period of twelve months after the end of the ´nancial year which, in the opinion of the directors, will or may substantially affect the ability of the Group and of the Company to meet their obligations as and when they fall due. AUDITORS The auditors, Grant Thornton, have expressed their willingness to continue in of´ce. Signed in accordance with a resolution of the directors: ........................................................................... Tan Sri Dato’ Sri Tang Yeam Soon ..........................................…................. Chang Yen Huei Petaling Jaya, Date: 30 January 2015 51 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Directors’ Report 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Directors’ Statement In the opinion of the Directors, the ´nancial statements set out on pages 49 to 101 are properly drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia so as to give a true and fair view of the ´nancial position of the Group and of the Company as at 30 September 2014 and of their ´nancial performance and cash µows for the ´nancial year then ended. In the opinion of the Directors, the supplementary information set out on page 101 has been compiled in accordance with the Guidance on Special Matter No. 1, Determination of Realised and Unrealised Pro´ts or Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants, and presented based on the format prescribed by Bursa Malaysia Securities Berhad. Signed in accordance with a resolution of the directors: ........................................................................... Tan Sri Dato’ Sri Tang Yeam Soon ..........................................…................. Chang Yen Huei Date: 30 January 2015 Statutory Declaration I, Chang Yen Huei, the director primarily responsible for the ´nancial management of The Store Corporation Berhad do solemnly and sincerely declare that the ´nancial statements set out on pages 49 to 101 and the supplementary information set out on page 101 are to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960. Subscribed and solemnly declared by the abovenamed at Petaling Jaya, this 30th day of January 2015. ) ) ) ..........................................…................. Chang Yen Huei Before me, ..........................................…................. Commissioner for Oaths ANNUAL REPORT 2014 52 We have audited the ´nancial statements of The Store Corporation Berhad, which comprise the statements of ´nancial position as at 30 September 2014 of the Group and of the Company, and their statements of comprehensive income, statements of changes in equity and statements of cash µows for the ´nancial year then ended, and a summary of signi´cant accounting policies and other explanatory notes, as set out on pages 49 to 101. Directors’ Responsibility for the Financial Statements The directors of the Company are responsible for the preparation of these ´nancial statements so as to give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. The directors are also responsible for such internal control as the directors determine is necessary to enable the preparation of ´nancial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these ´nancial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the ´nancial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the ´nancial statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement of the ´nancial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation of the ´nancial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the ´nancial statements. We believe that the audit evidence we have obtained is suf´cient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the ´nancial statements give a true and fair view of the ´nancial position of the Group and of the Company as at 30 September 2014 and of their ´nancial performance and cash µows for the ´nancial year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. Report on Other Legal and Regulatory Requirements In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following: (a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act, (b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note 6 to the ´nancial statements, (c) We are satis´ed that the accounts of the subsidiaries that have been consolidated with the Company’s ´nancial statements are in form and content appropriate and proper for the purposes of the preparation of the ´nancial statements of the Group and we have received satisfactory information and explanations required by us for those purposes, and (d) The auditors’ reports on the accounts of the subsidiaries did not contain any quali´cation or any adverse comment made under Section 174(3) of the Act. 53 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) Report on the Financial Statements THE STORE CORPORATION BERHAD Independent Auditors’ Report To The Members 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Other Reporting Responsibilities The supplementary information set out on page 101 is to meet the requirement of Bursa Malaysia Securities Berhad and is not part of the ´nancial statements. The directors are responsible for the preparation of the supplementary information in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Pro´ts or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad. Other Matters This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report. Grant Thornton No. AF : 0042 Chartered Accountants 30 January 2015 Penang ANNUAL REPORT 2014 54 John Lau Tiang Hua, DJN No. 1107/03/16 (J) Chartered Accountant NOTE COMPANY 2014 2013 2014 2013 RM’000 RM’000 RM’000 RM’000 ASSETS Non-current assets Property, plant and equipment 4 479,666 479,402 31,518 32,654 Investment properties 5 61,764 67,980 - - Investment in subsidiaries 6 - - 358,623 362,089 Other investments 7 19 20 - - Intangible assets 8 8,319 8,319 - - Deferred tax assets 9 893 1,049 - - 550 , 6 6 1 556,770 390, 1 4 1 394,743 247,669 241,701 - - Current assets Inventories Trade and other receivables 10 55,363 59,029 9 11 Amount due from subsidiaries 11 - - 203,094 192,929 8,571 9,626 1 0 , 357 11,052 Current tax assets Deposits with licensed banks 12 146,595 163, 7 9 1 - 10,500 Cash and bank balances 13 37,339 24 , 2 0 1 1,503 1,242 Non-current assets held for sale 14 495,537 - 498,348 69,676 214,963 - 215,734 - 495,537 568,024 214,963 215,734 1 , 046, 1 9 8 1 , 1 24,794 6 0 5, 1 0 4 610,477 68,504 68,504 68,504 68,504 1,018 1 , 01 8 1,018 1,018 11 12 - - TOTAL ASSETS EQUITY AND LIABILITIES Share capital 15 Share premium Fair value adjustment reserve Foreign translation reserve 16 (143) (43) - - Retained pro´ts 17 396,320 378,502 224,184 195,456 4 6 5, 7 1 0 447,993 293,706 264,978 88 94 - - 465,798 448,087 293,706 264,978 Equity attributable to owners of the company Non-controlling interests Total Equity The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. 55 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) GROUP THE STORE CORPORATION BERHAD as at 30 September 2014 252670-P Statements Of Financial Position 252670-P as at 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statements Of Financial Position (cont’d) GROUP NOTE COMPANY 2014 2013 2014 2013 RM’000 RM’000 RM’000 RM’000 Non-current liabilities Deferred revenue 18 1, 89 2 2, 1 86 - - Borrowings 19 1 1 4 , 9 38 192,534 109,796 137,736 Deferred tax liabilities 9 31 , 89 2 31,755 166 178 1 4 8, 7 2 2 226,475 109,962 137,914 Current liabilities Trade and other payables 20 399,869 414,164 1,039 1,056 Amount due to subsidiaries 11 - - 172,456 178,588 Deferred revenue 18 1 , 82 8 2,010 - - Borrowings 19 28,103 32,037 27,941 27,941 1 , 87 8 2 ,02 1 - - 4 31 , 6 7 8 450,232 201 ,436 207,585 580,400 676,707 3 1 1 ,398 345,499 1, 046, 1 9 8 1,1 2 4 ,794 605,104 610,477 Current tax liabilities Total Liabilities TOTAL EQUITY AND LIABILITIES The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. ANNUAL REPORT 2014 56 GROUP COMPANY 2014 2013 RM’000 RM’000 NOTE 2014 RM’000 2013 RM’000 Revenue 21 1,767, 699 1,889,1 3 7 Cost of sales 22 (1,398,2 3 4 ) (1,525,703) Gross pro´t 42,840 42,821 - - 369,4 65 363,434 42,840 42,821 49,582 42,985 20, 874 7,464 Marketing and selling expenses (22 6, 9 6 7 ) (221,838) - - Administrative and general expenses (143,5 8 4 ) (1 3 7 ,1 7 7 ) Other income Pro´t from operations Finance costs 48,4 96 47,404 (10,4 2 6 ) (12,386) (13,879) (5,485) 49,835 44,800 (8,671) (9,264) Pro´t before taxation 23 38,070 35,0 1 8 41,1 6 4 35,536 Tax expense 24 (1 7 , 6 89 ) (14,244) (9,867) (9,267) 2 0 ,381 20,774 31,297 26,269 Pro´t for the year Other comprehensive (loss)/income, net of tax Items that will be reclassi´ed subsequently to pro´t or loss Fair value adjustment on available-forsale ´nancial assets Foreign currency translation differences on foreign operations Total comprehensive (loss)/income for the year (1) 3 - - (100) (315) - - (101) (312) - - Total comprehensive income for the year 20,2 80 20,462 31,297 26,269 Pro´t attributable to: Owners of the company Non-controlling interests 20 , 3 8 7 (6) 20,780 (6) 31,297 - 26,269 - 20, 3 8 1 20,774 31,297 26,269 20,286 (6) 20,468 (6) 31,297 - 26,269 - 20,280 20,462 31,297 26,269 Total comprehensive income attributable to: Owners of the company Non-controlling interests Basic/Diluted earnings per share attributable to owners of the company (sen): 25 29.76 30.33 The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. 57 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Statements Of Comprehensive Income 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Consolidated Statement Of Changes In Equity |---------------------Attributable to Owners of the Company---------------------| |-----------Non-distributable-----------| NOTE Share Capital RM’000 Share Premium RM’000 Fair Value Adjustment Reserve RM’000 Distributable Foreign Translation Reserve RM’000 Retained Pro´ts RM’000 NonControlling Interests RM’000 Total RM’000 Total Equity RM’000 2014 Balance at beginning 68,504 1,018 12 Fair value of availablefor-sale ´nancial assets - - (1) Foreign exchange differences on translation - - Total other comprehensive loss for the year - Pro´t for the year Total comprehensive income for the year (43) 378,502 447,993 94 448,087 - - (1) - (1) - (100) - (100) - (100) - (1) (100) - (101) - (101) - - - - - (1) - - - 68,504 1,018 11 (143) 396,320 465, 710 88 465,798 68,504 1,018 9 272 360,291 430,094 100 430,194 Fair value of availablefor-sale ´nancial assets - - 3 - - 3 - 3 Foreign exchange differences on translation - - - (315) Total other comprehensive income for the year - - 3 (315) Pro´t for the year - - - - 20,780 20,780 (6) 20,774 Total comprehensive income for the year - - 3 (315) 20,780 20,468 (6) 20,462 - - - - (2,569) (2,569) 68,504 1,018 12 (43) Transaction with owners: Dividend 26 Balance at end - (100) - 20,387 20,387 (6) 20,381 20,387 20,286 (6) 20,280 (2,569) (2,569) - (2,569) 2013 Balance at beginning Transaction with owners: Dividend 26 Balance at end - 378,502 (315) (312) 447,993 The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. ANNUAL REPORT 2014 58 - 94 (315) (312) (2,569) 448,087 NOTE NonDistributable Distributable Share Capital Share Premium Retained Pro´ts Total Equity RM’000 RM’000 RM’000 RM’000 2014 Balance at beginning Net pro´t, representing total comprehensive income for the year Transaction with owners: Dividend 26 Balance at end 68,504 1,018 195,456 264,978 - - 31,297 31,297 - - (2,569) (2,569) 68,504 1,018 224,1 8 4 293,706 68,504 1,018 171,756 241,278 - - 26,269 26,269 - - 68,504 1,018 2013 Balance at beginning Net pro´t, representing total comprehensive income for the year Transaction with owners: Dividend Balance at end 26 (2,569) (2,569) 195,456 264,978 The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. 59 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Statement Of Changes In Equity 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Statements Of Cash Flows For The Financial Year Ended 30 September 2014 GROUP 2014 RM’000 COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 CASH FLOWS FROM OPERATING ACTIVITIES Pro´t before tax 38, 0 7 0 35,0 1 8 41, 1 6 4 35 ,5 36 - 5 4,929 - - - ( 6 , 8 3 6) 37, 6 1 3 38, 2 8 1 Adjustments for: Bad debts Debts waived by a subsidiary Depreciation Dividend income (5) Gain on deconsolidation of a subsidiary Gain on disposal of investment properties Gain on disposal of investment in a subsidiary Gain on disposal of property, plant and equipment Impairment loss on receivables Impairment loss on investment in subsidiaries (1,055) (123) (7) 1,660 - 1,259 (40,000) (1 3 ) (2,020) 1 ,2 8 6 (40,000) - - - - (4,400) - (5) 34 - - - - 3,366 - Interest expense 10, 4 2 6 12,386 8, 6 7 1 9,264 Interest income (3, 9 3 4) (3,273) (9,633) (7,464) Inventories written off 2,0 0 0 Property, plant and equipment written off Operating pro´t/ (loss) before working capital changes - 933 187 85,5 7 8 80,605 3 ( 1, 4 8 2 ) ( 1,378 ) Changes in inventories (7, 9 6 8 ) 19,522 - Changes in receivables (2 , 8 3 6 ) (5,247) 2 (1) 8,6 0 6 10,876 3 (161) - - Changes in payables Changes in deferred revenue Cash from/(used in) operating activities (4 7 6) (90) 82 ,9 0 4 105,666 3,934 Interest paid Income tax paid Interest received Income tax refund Net cash from/ (used in) operating activities - (1, 477) (1,540) 3,273 9, 6 3 3 7 , 4 64 (1 0 , 4 2 6 ) (12,386) (8 , 6 7 1 ) (9,264) (1 7, 4 4 1 ) (17,657) - - 1,507 1,972 816 60, 4 7 8 80,868 301 - - (3,340) CASH FLOWS FROM INVESTING ACTIVITIES (Advance to)/Repayment from subsidiaries Cash µows from disposal of a subsidiary (Note 6) (1 5,094) 62,533 764 - - - Dividends received 5 - 30 , 000 30,000 Proceeds from disposal of investment in a subsidiary - - 4,500 - 5,699 941 - - 40 4, 1 10 5 - Proceeds from disposal of investment properties Proceeds from disposal of property, plant and equipment Purchase of property, plant and equipment Withdrawal of ´xed deposits Net cash (used in)/from investing activities Balance carried forward ( 3 8 , 2 4 0) 1,4 1 1 (1 7,853) (146) - 60 - - ( 30, 3 2 1 ) (1 2,802) 1 9, 2 6 5 92,525 30, 1 5 7 68,066 1 9, 5 6 6 8 9, 1 8 5 The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. ANNUAL REPORT 2014 (8) 2014 RM’000 Balance brought forward COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 30,1 5 7 68,066 1 9, 566 - - 704 8 9, 1 8 5 CASH FLOWS FROM FINANCING ACTIVITIES Advances from/ (Repayment to) subsidiaries Dividend paid (48,055) (2 , 5 6 9 ) (2,569) (2 , 569) (2 ,569) Repayment of bank term loans (30 , 2 30 ) (32,173) (27,940) ( 2 7,941) Net cash used in ´nancing activities (3 2 , 7 9 9 ) ( 3 2 ,742 ) (2 9 , 8 0 5 ) (78,565) 3 3 ,324 (10,239) 10,620 NET (DECREASE)/ INCREASE IN CASH AND CASH EQUIVALENTS Effects of changes in exchange rates on cash and cash equivalents (2,6 4 2) (5) (3) - - CASH AND CASH EQUIVALENTS AT BEGINNING 186, 5 8 1 153,260 11,7 4 2 1, 1 22 CASH AND CASH EQUIVALENTS AT END 183,9 3 4 18 6, 5 8 1 1,503 1 1,74 2 14 6 , 5 9 5 162,380 - 10,500 37 , 3 3 9 24 , 2 0 1 1,503 1 ,242 18 3 , 9 3 4 186,581 1,503 1 1,74 2 Represented by: Deposits with licensed banks Cash and bank balances The notes set out on pages 62 to 101 form an integral part of these ´nancial statements. 61 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) GROUP THE STORE CORPORATION BERHAD For The Financial Year Ended 30 September 2014 252670-P Statements Of Cash Flows 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements 1. CORPORATE INFORMATION General The Company is a public limited liability company, incorporated and domiciled in Malaysia, and listed on the Main Market of Bursa Malaysia Securities Berhad. The registered of´ce of the Company is located at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala Lumpur. The principal place of business of the Company is located at Lot 328, Jalan 51A/223, Sek. 51A, 46100 Petaling Jaya, Selangor Darul Ehsan. The ´nancial statements were authorised for issue by the Board of Directors in accordance with a resolution of the directors on 30 January 2015. Principal Activities The principal activities of the Company are investment holding and the provision of management services. The principal activities of the subsidiaries are indicated in Note 6 to the ´nancial statements. There have been no signi´cant changes in the nature of these activities during the ´nancial year. 2. BASIS OF PREPARATION 2.1 Statement of Compliance The ´nancial statements of the Group and of the Company have been prepared in accordance with applicable Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards (“IFRSs”) and the requirements of the Companies Act, 1965 in Malaysia. 2.2 Basis of Measurement The ´nancial statements of the Group and of the Company are prepared under the historical cost convention unless otherwise indicated in the summary of accounting policies under Note 3. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible to by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest. A fair value measurement of a non-´nancial asset takes into account a market participant’s ability to generate economic bene´ts by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. The Group uses valuation techniques that are appropriate in the circumstances and for which suf´cient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. All assets and liabilities for which fair value is measured or disclosed in the ´nancial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is signi´cant to their fair value measurement as a whole: - Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities. - Level 2 - Valuation techniques for which the lowest level input that is signi´cant to their fair value measurement is directly or indirectly observable. - Level 3 - Valuation techniques for which the lowest level input that is signi´cant to their fair value measurement is unobservable. ANNUAL REPORT 2014 62 2.3 Functional and Presentation Currency The ´nancial statements are presented in Ringgit Malaysia (“RM”) which is also the Company’s functional currency. Unless otherwise indicated, the amounts in these ´nancial statements have been rounded to the nearest thousand. 2.4 Adoption of New MFRSs, Amendments/Improvements to MFRSs, IC Interpretations (“IC Int”) and Amendments to IC Int The accounting policies adopted by the Group and by the Company are consistent with those of the previous ´nancial years except for the adoption of the following new MFRSs, amendments/ improvements to MFRSs, IC Int and amendments to IC Int that are mandatory for the current ´nancial year: MFRSs and IC Int effective 1 January 2013 MFRS MFRS MFRS MFRS MFRS 10 11 12 13 119 MFRS 127 MFRS 128 IC Int 20 Consolidated Financial Statements Joint Arrangements Disclosure of Interests in Other Entities Fair Value Measurement Employee Bene´ts (International Accounting Standard (“IAS”) 19 as amended by International Accounting Standards Board (“IASB”) in June 2011) Separate Financial Statements (IAS 27 as amended by IASB in May 2011) Investments in Associates and Joint Ventures (IAS 28 as amended by IASB in May 2011) Stripping Costs in the Production of A Surface Mine Amendments to MFRSs effective 1 January 2013 MFRS 1 MFRS 7 MFRS 10, 11 and 12 First-time Adoption of Malaysian Financial Reporting Standards - Government Loans Financial Instruments: Disclosures - Offsetting Financial Assets and Financial Liabilities Consolidated Financial Statements, Joint Arrangements and Disclosure of Interests in Other Entities: Transition Guidance Annual Improvements 2009 – 2011 Cycle issued in July 2012 Initial application of the above standards did not have any material impact to the ´nancial statements of the group and of the Company except for the following: MFRS 13 Fair Value Measurement The Group and the Company have applied MFRS 13 for the ´rst time in the current period. MFRS 13 established a single source of guidance and disclosure for fair value measurements. The scope of MFRS 13 is broad. The fair value measurement requirements of MFRS 13 apply to both ´nancial instrument items and non-´nancial instrument items for which other MFRSs require or permit fair value measurements and disclosures about fair value measurements, except for share-based payment transactions that are within the scope of MFRS 2 Share-based Payment, leasing transaction that are within the scope of MFRS 117 Leases, and measurements that have some similarities to fair value but are not fair value (e.g. net realisable value for the purposes of measuring inventories or value in use for impairment assessment purposes). MFRS 13 de´nes fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction in the principal (or most advantageous) market at the measurement date under current market conditions. Fair value under MFRS 13 is an exit price regardless of whether that price is directly observable or estimated using another valuation technique. Also, MFRS 13 includes extensive disclosure requirements. MFRS 13 requires prospective application from 1 January 2013. In addition, speci´c transition provisions were given to entities such that they need not apply the disclosure requirements set out in the MFRS 13 in comparative information provided for periods before the initial application of the MFRS 13. In accordance with these transitional provisions, the Group and the Company have not made any new disclosures required by MFRS 13 for the comparative period. Other than the additional disclosures, the application of MFRS 13 did not have any material impact on the amounts recognised in the Group’s and in the Company’s ´nancial statements. 2.5 Standards Issued But Not Yet Effective The Group and the Company have not applied the following new MFRSs, amendments to MFRSs and IC Interpretations (“IC Int”) that have been issued by the Malaysian Accounting Standards Board (“MASB”) but are not yet effective for the Group and for the Company: 63 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements Effective for ´nancial periods beginning on or after 1 January 2014 Amendments to MFRS 10, 12 and 127 Amendments to MFRS 132 Amendments to MFRS 136 Amendments to MFRS 139 IC Int 21 Consolidated Financial Statements, Disclosure of Interests in Other Entities and Separate Financial Statements: Investment Entities Financial Instruments: Presentation - Offsetting Financial Assets and Financial Liabilities Recoverable Amount Disclosures for Non-Financial Assets Novation of Derivatives and Continuation of Hedge Accounting Levies Effective for ´nancial periods beginning on or after 1 July 2014 Amendments to MFRS 119 De´ned Bene´t Plans: Employee Contributions Annual improvements to MFRSs 2010-2012 Cycle Annual improvements to MFRSs 2011-2013 Cycle Effective for ´nancial periods beginning on or after 1 January 2016 MFRS 14 Amendments to MFRS 10 and MFRS 128 Regulatory Deferral Accounts Sale or Contribution of Assets between an Investor and its Associate or Joint Venture Amendments to MFRS 11 Accounting for Acquisitions of Interests in Joint Operations Amendments to MFRS 116 and 138 Clari´cation of Acceptable Methods of Depreciation and Amortisation Amendments to MFRS 116 and MFRS 141 Agriculture: Bearer Plants Amendments to MFRS 127 Equity Method in Separate Financial Statements Annual Improvements to MFRSs 2012–2014 Cycle Effective for ´nancial periods beginning on or after 1 January 2017 MFRS 15 Revenue from Contracts with Customers Effective for ´nancial periods beginning on or after 1 January 2018 MFRS 9 Financial Instruments (IFRS 9 issued by IASB in July 2014) Amendments to MFRS 7 Financial Instrument: Disclosures - Mandatory Date of MFRS 9 and Transition Disclosures The existing MFRS 111, MFRS 118, IC Int 13, IC Int 15, IC Int 18 and IC Int 131 will be withdrawn upon the adoption of MFRS 15 on 1 January 2017. The initial application of the above standards is not expected to have any ´nancial impacts to the ´nancial statements upon adoption. 2.6 Signi´cant Accounting Estimates and Judgements The preparation of ´nancial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected. 2.6.1 Critical Judgements Critical judgement made by management in the process of applying accounting policies that have a signi´cant effect on the amount recognised in the ´nancial statements is in respect of classi´cation between investment properties and owner-occupied properties. The Group determines whether a property quali´es as an investment property, and has developed criteria in making that judgement. Investment property is a property held to earn rentals or for capital appreciation or both. Therefore, the Group considers whether a property generates cash µows largely independently of the other assets held by the Group. ANNUAL REPORT 2014 64 Some properties comprise a portion that is held to earn rentals or for capital appreciation and another portion that is held for use in the production or supply of goods or services or for administrative purposes. The Group accounts for the portions separately if the portions could be sold separately (or leased out separately under a ´nance lease). If the portions could not be sold separately, the property is an investment property only if an insigni´cant portion is held for use in the production or supply of goods or services or for administrative purposes. Judgement is made on an individual property basis to determine whether ancillary services are so signi´cant that a property does not qualify as an investment property. 2.6.2 Key sources of estimation uncertainty The key assumptions concerning the future and other key sources of estimation uncertainty at the end of the reporting period that have a signi´cant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next ´nancial year are discussed below: (i) Useful lives of depreciable assets Plant and equipment are depreciated on a straight line basis over their estimated useful lives. Management estimates the useful lives of the plant and equipment to be 5 to 20 years. Changes in the expected level of usage and technological developments could impact the economic useful lives and residual values of the plant and equipment. Therefore, future depreciation charges could be revised. (ii) Impairment of plant and equipment The Group performs an impairment review as and when there are impairment indicators to ensure that the carrying value of the plant and equipment does not exceed its recoverable amount. The recoverable amount represents the present value of the estimated future cash µows expected to arise from operations. Therefore, in arriving at the recoverable amount, management exercises judgement in estimating the future cash µows, growth rate and discount rate. (iii) Impairment of goodwill The Group determines whether goodwill is impaired at least once a year or more frequently if events or changes in circumstances indicate that the goodwill may be impaired. This requires an estimation of the value in use of the cash-generating units to which the goodwill is allocated. Estimating value in use requires management to make an estimate of the expected future cash µows from the cash-generating unit and also to choose a suitable discount rate in order to calculate the present value of those cash µows. (iv) Impairment of investment in subsidiaries Investment in subsidiaries is assessed at the end of each reporting period to determine whether there is any indication of impairment. If such an indication exists, an estimation of the investment’s recoverable amount is required. Estimating the recoverable amount requires management to make an estimate of the expected future cash µows from the subsidiaries and also choose a suitable discount rate in order to calculate the present value of those cash µows. (v) Inventories The management reviews for slow-moving and obsolete inventories. This review requires judgements and estimates. Possible changes in these estimates could result in revision to the valuation of inventories. (vi) Impairment of loans and receivables The Group assesses at the end of each reporting period whether there is any objective evidence that a ´nancial asset is impaired. To determine whether there is objective evidence of impairment, the Group considers factors such as the probability of insolvency or signi´cant ´nancial dif´culties of the debtor and default or signi´cant delay in payments. Where there is objective evidence of impairment, the amount and timing of future cash µows are estimated based on historical loss experience of assets with similar credit risk characteristics. 65 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements (vii) Deferred revenue The Group allocates the consideration received from the sales of goods to the goods sold and the points issued under its loyalty programme. The consideration allocated to the points issued is measured at their fair value. The carrying amount of deferred revenue allocated to the award credits at the end of the reporting period was RM3,719,442 (2013: RM4,195,999). 3. SIGNIFICANT ACCOUNTING POLICIES The following accounting policies adopted by the Group and by the Company are consistent with those adopted in the previous ´nancial years unless otherwise indicated below. 3.1 Basis of Consolidation (i) Subsidiaries Subsidiaries are those companies in which the Group has a long term equity interest and where it has power to exercise control over their ´nancial and operating activities so as to obtain bene´ts therefrom. The Group adopted MFRS 10 Consolidated Financial Statements in the current ´nancial year. This resulted in changes to the following policies: • Control exists when the Group is exposed, or has rights, to variable returns through its power over the entity. In the previous ´nancial years, control exists when the Group has the ability to exercise its power to govern the ´nancial and operating policies of an entity so as to obtain bene´ts from its activities. • Potential voting rights are considered when assessing control only when such rights are substantive. In the previous ´nancial years, potential voting rights are considered when assessing control when such rights are presently exercisable. • The Group considers it has de facto power over an investee when, despite not having the majority of voting rights, it has the current ability to direct the activities of the investee that signi´cantly affect the investee’s return. In the previous ´nancial years, the Group did not consider de facto power in its assessment of control. The change in accounting policy has been made retrospectively and in accordance with the transitional provision of MFRS 10. However, the adoption of MFRS 10 has no signi´cant impact to the ´nancial statements of the Group for the current ´nancial year. Investment in subsidiaries is measured in the Company’s statement of ´nancial position at cost less accumulated impairment losses, unless the investment is classi´ed as held for sale or distribution. The cost of investments includes transaction costs. Upon the disposal of an investment in a subsidiary, the difference between the net disposal proceeds and its carrying amount is recognised in pro´t or loss. (ii) Business combination Business combinations are accounted for using the acquisition method from the acquisition date which is the date on which control is transferred to the Group. For new acquisitions, the Group measures the cost of goodwill at the acquisition date as: • the fair value of the consideration transferred, plus • the recognised amount of any non-controlling interest in the acquiree, plus • if the business combination is achieved in stages, the fair value of the existing equity interest in the acquiree, less • the net recognised amount at fair value of the identi´able assets acquired and liabilities assumed When the excess is negative, a bargain purchase gain is recognised in pro´t or loss. For each business combination, the Group elects whether to recognise non-controlling interest in the acquiree at fair value, or at the proportionate share of the acquiree’s identi´able net assets at the acquisition date. Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. ANNUAL REPORT 2014 66 (iii) Acquisitions of non-controlling interests The Group treats all changes in its ownership interest in a subsidiary that do not result in a loss of control as equity transactions between the Group and its non-controlling interest holders. Any difference between the Group’s share of net assets before and after the change, and any consideration received or paid, is adjusted to or against Group reserve. (iv) Loss of control Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the subsidiary, any non-controlling interests and the other components of equity related to the subsidiary. Any surplus or de´cit arising on the loss of control is recognised in pro´t or loss. If the Group retains any interest in the previous subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it is accounted for as an equity accounted investee or as an available-for-sale ´nancial asset depending on the level of inµuence retained. (v) Non-controlling interests Non-controlling interests at the end of the reporting period, being the equity in a subsidiary not attributable directly or indirectly to the equity holders of the Company, are presented in the consolidated statement of ´nancial position and statement of changes in equity within equity, separately from equity attributable to the owners of the Company. Non-controlling interests in the results of the Group is presented in the consolidated statement of comprehensive income as an allocation of the pro´t or loss and the comprehensive income for the year between non-controlling interests and owners of the Company. Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling interests even if doing so causes the non-controlling interests to have a de´cit balance. (vi) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses arising from intra group transactions, are eliminated in preparing the consolidated ´nancial statements. 3.2 Goodwill Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of business combination over the Group’s interest in the net fair value of the identi´able assets, liabilities and contingent liabilities. Following the initial recognition, goodwill is measured at cost less accumulated impairment losses. Goodwill is not amortised but instead, it is reviewed for impairment, annually or more frequently if events or changes in circumstances indicate that the carrying value may be impaired. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. 3.3 Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Property, plant and equipment are depreciated on the straight line method to write off the cost of each asset to its residual value over its estimated useful life at the following annual rates: Leasehold land Buildings Machinery and equipment Furniture, ´xtures and ´ttings Motor vehicles Renovation Amortised over its lease period of 50 - 999 years 2% - 10% 8% - 10% 5% - 20% 20% 5% - 20% Freehold land is not amortised as it has an in´nite life. Depreciation on capital work in progress commences when the assets are ready for their intended use. The residual value, useful life and depreciation method are reviewed at the end of each reporting period to ensure that the amount, method and period of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic bene´ts embodied in the items of property, plant and equipment. Upon the disposal of an item of property, plant and equipment, the difference between the net disposal proceeds and its carrying amount is recognised in pro´t or loss. 67 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 3.4 Investment Properties Investment properties are properties which are held either to earn rental income or for capital appreciation or for both. Such properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at cost less accumulated depreciation and accumulated impairment losses. Freehold land is not amortised as it has an in´nite life. Buildings are depreciated on the straight line method to write off the cost to their residual value over their estimated useful lives at 2% per annum while leasehold land is amortised over its lease period of 68 to 919 years. A property interest under an operating lease is classi´ed and accounted for as an investment property on a property-by-property basis when the Group holds it to earn rentals or for capital appreciation or both. Any such property interest under an operating lease classi´ed as an investment property is carried at fair value. Investment properties are derecognised when either they have been disposed of or when they are permanently withdrawn from use and no future economic bene´t is expected from the disposal. Any gains or losses on the retirement or disposal of an investment property are recognised in pro´t or loss in the year in which they arise. 3.5 Leases The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at the inception date, whether ful´lment of the arrangement is dependent on the use of a speci´c asset or asset or the arrangement conveys a right to use the asset, even if that right is not explicitly speci´c in an arrangement. Finance lease A ´nance lease which includes hire purchase arrangement, is a lease that transfers substantially all the risks and rewards incidental to ownership of an asset to the lessee. Title may or may not eventually be transferred. Minimum lease payments made under ´nance leases are apportioned between ´nance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognised in ´nance costs in the pro´t or loss. Contingent lease payments are accounted for by revising the minimum lease payments over the remaining term of the lease when the lease adjustment is con´rmed. A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Company will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset and the lease term. Leasehold land which in substance is a ´nance lease is classi´ed as property, plant and equipment. Operating Leases Leases, where the Group does not assume substantially all the risks and rewards of ownership are classi´ed as operating leases and, except for property interest held under operating lease, the leased assets are not recognised on the statement of ´nancial position. Property interest held under an operating lease, which is held to earn rental income or for capital appreciation or both, is classi´ed as investment property. Payments made under operating leases are recognised in pro´t or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised in pro´t or loss as an integral part of the total lease expense, over the term of the lease. Contingent rentals are charged to pro´t or loss in the reporting period in which they are incurred. Leasehold land which in substance is an operating lease is classi´ed as prepaid land lease payments. 3.6 Impairment of Non-Financial Assets The carrying amounts of non-´nancial assets (except for inventories, deferred tax assets and non-current assets (or disposal groups) classi´ed as held for sale) are reviewed at the end of each reporting period to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For goodwill, the recoverable amount is estimated each period at the same time. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inµows from continuing use that are largely independent of the cash inµows of other assets or cash-generating units (“CGU”). Subject to an operating segment ceiling test, for the purpose of goodwill impairment testing, CGU to which goodwill has been allocated are aggregated so that the level at which impairment testing is performed reµects the lowest level at which goodwill is monitored for internal reporting purposes. The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to group of CGU that are expected to bene´t from the synergies of the combination. ANNUAL REPORT 2014 68 The recoverable amount of an asset of CGU is the greater of its value in use and its fair value less costs of disposal. In assessing value in use, the estimated future cash µows are discounted to their present value using a pre-tax discount rate that reµects current market assessments of the time value of money and the risks speci´c to the asset or CGU. An impairment loss is recognised if the carrying amount of an asset or its related CGU exceeds its estimated recoverable amount. Impairment losses are recognised in pro´t or loss. Impairment losses recognised in respect of CGU are allocated ´rst to reduce the carrying amount of any goodwill allocated to the CGU (group of CGU) on a pro rata basis. An impairment loss in respect of goodwill is not reversed. In respect of other non-´nancial assets, impairment losses recognised in prior periods are assessed at the end of each reporting period for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount since the last impairment loss was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of impairment losses are credited to pro´t or loss in the ´nancial year in which the reversals are recognised. 3.7 Financial Instruments 3.7.1 Initial recognition and measurement A ´nancial asset or a ´nancial liability is recognised in the statement of ´nancial position when, and only when, the Group or the Company becomes a party to the contractual provisions of the instrument. A ´nancial instrument is recognised initially, at its fair value plus, in the case of a ´nancial instrument not at fair value through pro´t or loss, transactions costs that are directly attributable to the acquisition or issue of the ´nancial instrument. 3.7.2 Financial instrument categories and subsequent measurement The Group and the Company categorise ´nancial instruments as follows: Financial assets (a) Loans and receivables Loans and receivables category comprises debt instruments that are not quoted in an active market. Financial assets categorised as loans and receivables are subsequently measured at amortised cost using the effective interest method. Loans and receivables are classi´ed as current assets, except for those having maturity dates later than 12 months after the end of the reporting period which are classi´ed as non-current. (b) Available-for-sale ´nancial assets Available-for-sale category comprises investment in equity and debt securities instruments that are not held for trading. Investments in equity instruments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are measured at cost. Other ´nancial assets categorised as available-for-sale are subsequently measured at their fair values with the gain or loss recognised in other comprehensive income, except for impairment losses, foreign exchange gains and losses arising from monetary items and gains and losses of hedged items attributable to hedge risks of fair value hedges which are recognised in pro´t or loss. On derecognition, the cumulative gain or loss recognised in other comprehensive income is reclassi´ed from equity into pro´t or loss. Interest calculated for a debt instrument using the effective interest method is recognised in pro´t or loss. All ´nancial assets are subject to review for impairment. Financial liabilities All ´nancial liabilities are subsequently measured at amortised cost. Financial liabilities are classi´ed as current liabilities, except for those having maturity dates later than 12 months after the end of the reporting period which are classi´ed as non-current. 69 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 3.7.3 Financial guarantee contracts A ´nancial guarantee contract is a contract that requires the issuer to make speci´ed payments to reimburse the holder for a loss it incurs because a speci´ed debtor fails to make payment when due in accordance with the terms of a debt instrument. Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs. Subsequent to initial recognition, ´nancial guarantee contracts are recognised as income in statement of comprehensive income over the period of the guarantee. If the debtor fails to make payment relating to ´nancial guarantee contract when it is due and the Group, as the issuer, is required to reimburse the holder for the associated loss, the liability is measured at the higher of the best estimate of the expenditure required to settle the present obligation at the reporting date and the amount initially recognised less cumulative amortisation. 3.7.4 Offsetting of ´nancial instruments Financial assets and ´nancial liabilities are offset and the net amount is reported in the statement of ´nancial position if, and only if, there is a currently enforceable legal rights to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously. 3.7.5 Derecognition A ´nancial asset or part of it is derecognised, when and only when the contractual rights to the cash µows from the ´nancial asset expire or the ´nancial asset is transferred to another party without retaining control or substantially all risks and rewards of the asset. On derecognition of a ´nancial asset, the difference between the carrying amount and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in the pro´t or loss. A ´nancial liability or a part of it is derecognised when, and only when, the obligation speci´ed in the contract is discharged or cancelled or expired. On derecognition of a ´nancial liability, the difference between the carrying amount of the ´nancial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in pro´t or loss. 3.8 Impairment of Financial Assets All ´nancial assets (except for ´nancial assets categorised as fair value through pro´t or loss and investment in subsidiaries) are assessed at the end of each reporting period whether there is any objective evidence of impairment as a result of one or more events having an impact on the estimated future cash µows of the asset. Losses expected as a result of future events, no matter how likely, are not recognised. For an investment in an equity instrument, a signi´cant or prolonged decline in the fair value below its cost is an objective evidence of impairment. An impairment loss in respect of loans and receivables is recognised in pro´t or loss and is measured as the difference between the asset’s carrying amount and the present value of estimated future cash µows discounted at the asset’s original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account. An impairment loss in respect of available-for-sale ´nancial assets is recognised in pro´t or loss and is measured as the difference between the asset’s acquisition cost (net of any principal repayment and amortisation) and the asset’s current fair value, less any impairment loss previously recognised. Where a decline in the fair value of an available-for-sale ´nancial asset has been recognised in other comprehensive income, the cumulative loss in other comprehensive income is reclassi´ed from equity to pro´t or loss. An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in pro´t or loss and is measured as the difference between the ´nancial asset’s carrying amount and the present value of estimated future cash µows discounted at the current market rate of return for a similar ´nancial asset. Impairment losses recognised in pro´t or loss for an investment in an equity instrument classi´ed as availablefor-sale is not reversed through pro´t or loss. 3.9 Cash and Cash Equivalents Cash and cash equivalents comprise cash at bank and on hand, demand deposits and short term highly liquid investments that are readily convertible to known amount of cash and which are subject to an insigni´cant risk of changes in value, against which bank overdraft balances, if any, are deducted. ANNUAL REPORT 2014 70 3.10 Inventories Inventories are stated at the lower of cost and net realisable value. Cost represents the invoiced value of goods purchased, and is determined on the ´rst-in, ´rst-out basis. Net realisable value represents the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sale. 3.11 Provisions Provisions are recognised when the Group has a present obligation as a result of a past event and it is probable that an outµow of resources embodying economic bene´ts will be required to settle the obligation, and a reliable estimate of the amount can be made. Provisions are reviewed at the end of each reporting period and adjusted to reµect the current best estimate. Where the effect of the time value of money is material, the amount of a provision is the present value of the expenditure expected to be required to settle the obligation. 3.12 Income Recognition Revenue is recognised to the extent that it is probable that the economic bene´ts will µow to the Group and to the Company and when the revenue can be reliably measured on the following bases: (i) Sale of goods Revenue from sale of goods is measured at the fair value of the consideration received or receivable, net of returns and discounts and is recognised when the signi´cant risks and rewards of ownership have been transferred to the customers. (ii) Rental income Rental income is recognised on a time proportion basis over the lease term. (iii) Dividend income Dividend income is recognised when the Group’s right to receive payment is established. (iv) Management fee Management fee is recognised on an accrual basis when services are rendered. (v) Interest income Interest income is recognised on a time proportion basis using the applicable effective interest rate. (vi) Revenue on award credits Revenue on award credits is recognised based on the number of award credits that have been redeemed in exchange for free or discounted goods, relative to the total number of award credits expected to be redeemed. 3.13 Employee Bene´ts Short term bene´ts Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in which the associated services are rendered by employees of the Group. Short term accumulating compensated absences such as paid annual leave are recognised when services are rendered by employees that increase their entitlement to future compensated absences, and short term non-accumulating compensated absences such as sick leave are recognised when the absences occur. De´ned contribution plans As required by law, companies in Malaysia make contributions to the national pension scheme, the Employees Provident Fund (“EPF”). Such contributions are recognised as an expense as incurred. 71 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 3.14 Borrowings Costs Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are capitalised during the period of time that is necessary to complete and prepare the asset for its intended use or sale. Capitalisation of borrowing costs commences when the activities to prepare the asset for its intended use or sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs are capitalised until the assets are substantially completed for their intended use or sale. Other borrowing costs are recognised as expenses in the period in which they are incurred. Borrowing costs consist of interest and other costs that the Group incurred in connection with the borrowing of funds. 3.15 Income Tax Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in pro´t or loss except to the extent that it relates to a business combination or items recognised directly in equity or other comprehensive income. Current tax is the expected tax payable or receivable on the taxable income or loss for the ´nancial year, using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to tax payable in respect of previous years. Deferred tax is recognised using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities in the statement of ´nancial position and their tax bases. Deferred tax is not recognised for the following temporary differences: the initial recognition of goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable pro´t or loss. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the end of the reporting period. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously. A deferred tax asset is recognised to the extent that it is probable that future taxable pro´ts will be available against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each reporting period and are reduced to the extent that it is no longer probable that the related tax bene´t will be realised. Unutilised reinvestment allowance and investment tax allowance, being tax incentives that is not a tax base of an asset, is recognised as a deferred tax asset to the extent that it is probable that the future taxable pro´ts will be available against which the unutilised tax incentive can be utilised. 3.16 Foreign Currency Foreign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are retranslated to the functional currency at the exchange rate at that date. Non-monetary assets and liabilities denominated in foreign currencies at the end of the reporting period, except for those that are measured at fair value, are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Foreign currency differences arising on retranslation are recognised in pro´t or loss, except for differences arising on the retranslation of available-for-sale equity instruments or a ´nancial instrument designated as a hedge or currency risk, which are recognised in other comprehensive income. Operations denominated in functional currencies other than Ringgit Malaysia The assets and liabilities of operations denominated in functional currencies other than RM, are translated to RM at exchange rates at the end of the reporting period. The income and expenses of foreign operations are translated to RM at exchange rates at the dates of the transactions. Foreign currency differences are recognised in other comprehensive income and accumulated in the foreign translation reserve (“FTR”) in equity. However, if the operation is a non-wholly owned subsidiary, then the relevant proportionate share of the translation difference is allocated to the non-controlling interests. When a foreign operation is disposed of such that control, the signi´cant inµuence or joint control is lost, the cumulative amount in the FTR related to the foreign operation is reclassi´ed to pro´t or loss as part of the pro´t or loss on disposal. ANNUAL REPORT 2014 72 When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining signi´cant inµuence or joint control, the relevant proportion of the cumulative amount is reclassi´ed to pro´t or loss. In the consolidated ´nancial statements, when settlement of a monetary item receivable from or payable to a foreign operation is neither planned nor likely in the foreseeable future, foreign exchange gains and losses arising from such a monetary item are considered to form part of a net investment in a foreign operation and are recognised in other comprehensive income, and are presented in the FTR in equity. 3.17 Share Capital, Share Issuance Expenses and Dividends An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Company after deducting all of its liabilities. Ordinary shares are equity instruments. Share capital represents the nominal value of shares that have been issued. Dividends on ordinary shares are accounted for in shareholder’s equity as an appropriation of retained pro´ts and recognised as a liability in the period in which they are declared. Share premium includes any premiums received upon issuance of share capital. Any transaction costs associated with the issuing of shares are deducted from share premium, net of any related income tax bene´ts. Costs directly attributable to the issuance of instruments classi´ed as equity are recognised as a deduction from equity. 3.18 Segment Reporting An operating segment is a component of the Group that engages in business activities from which it may earn revenue and incur expenses, including revenues and expenses that relate to transactions with any of the Group’s other components. An operating segment’s operating results are reviewed regularly by the chief operating decision maker, which in this case are the Executive Directors of the Group, to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete ´nancial information is available. 3.19 Contingencies A contingent liability or asset is a possible obligation or asset that arises from past events and whose existence will be con´rmed only by the occurrence or non-occurrence of uncertain future events not wholly within the control of the Group and of the Company. Contingent liabilities and assets are not recognised in the statement of ´nancial position of the Group and of the Company. 73 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 4. PROPERTY, PLANT AND EQUIPMENT GROUP Freehold land and buildings RM’000 2014 Leasehold land RM’000 Leasehold buildings RM’000 Machinery and equipment RM’000 Furniture, ´xtures and ´ttings RM’000 Motor vehicles RM’000 Renovation RM’000 Capital work in progress RM’000 Total RM’000 At Cost Balance at beginning Additions 365,229 22, 682 58,139 204, 75 1 1 7 1 , 481 10,057 137,054 1,220 970,613 - - - 1,794 13 , 98 1 - 22,336 129 38,240 Disposals - - Written off - - Reclassi´cation - - - (7) Reversal - - - Disposal of a subsidiary - - - Foreign currency translation (989) (54) (3,704) (6 1 1 ) (2,204) (421) - - (4,179) - (7) - (3,811) 605 - - (598) - (20) - - - (20) - (22) - - - (22) - - - - - 2 - - 5 7 365,229 22,682 57,150 205,873 180, 1 1 9 9,636 159,383 756 1,000,828 31 , 1 83 2,470 21, 513 156,424 166,896 8,346 104,379 - 491,211 5,502 328 2,563 3,502 1 3,649 524 10,905 - 36,973 Disposals - - (39) (3,686) (421) Written off - - (511) (2, 1 1 1 ) Reclassi´cation - - - (5) 4 Disposal of a subsidiary - - - - (1) - Foreign currency translation - - - - 3 - Balance at end Accumulated depreciation Balance at beginning Current charge Balance at end Carrying amount (250) - - (4,146) - (6) - (2,878) - 1 - - - - (1) - - 3 36,685 2,798 23,826 159,371 174,754 8,449 115,279 - 521,162 328,544 19,884 33,324 46,502 5,365 1, 187 44,104 756 479,666 976,465 2013 At Cost 365 , 1 8 3 27,304 70,904 204,094 167,089 9,577 130,825 1,489 Additions Balance at beginning 46 - - 1,707 8, 9 1 5 487 6,229 469 Disposals - - (192) (2,252) (7) - - (4,709) Written off - - - (738) (3,236) - - - (3,974) Reclassi´cation - - - ( 1 20) Foreign currency translation - - - Reclassi´cation to noncurrent assets held for sales - (2,258) 17,853 927 - - (807) - - 38 - - 69 107 - - - - 1,220 970,6 1 3 (15 ,129) (4,622) (1 0 ,507) 365,229 22,682 58,139 204,7 5 1 171,481 10,057 137,054 25,683 2,145 19,251 153,138 158,556 7,540 94,660 - 460,973 5,500 393 2, 731 4,159 13,584 813 9,719 - 36,899 Disposals - - Written off - - - Foreign currency translation - - - Balance at end Accumulated depreciation Balance at beginning Current charge Reclassi´cation to noncurrent assets held for sales Balance at end Carrying amount ANNUAL REPORT 2014 74 - (249) (180) (2 , 1 8 3) (7) - - (2,619) (693) (3,094) - - - (3,787) - - - - 33 33 - - - - - 31,183 2,470 2 1,5 13 156,424 166,8 96 8,346 104,379 - 491, 2 1 1 334,046 20,2 1 2 36,626 48,3 27 4,585 1,7 11 32,675 1,220 479,402 (68) (220) (288) COMPANY Leasehold lands RM’000 Leasehold buildings RM’000 Furniture, ´xtures and ´ttings RM’000 Equipment RM’000 Motor vehicles RM’000 Renovation RM’000 Total RM’000 2014 At cost 18,409 11,561 3,274 2,889 751 4,921 41,805 Additions - - 2 20 - 124 146 Disposal - - - - (375) - (375) Written off - - (5) - - - (5) Reversal - - - - - (20) 18,409 1 1 , 561 3,271 2,889 376 5,045 41,551 1 ,5 5 9 1,095 1,814 1,753 750 2, 180 9, 1 5 1 293 231 206 148 - 381 1,259 Disposal - - - - Written off - - (2) - 1,852 1,326 2,018 16,557 10,235 18,409 - Balance at beginning Balance at end (20) Accumulated depreciation Balance at beginning Current charge Balance at end Carrying amount (375) - (375) - - (2) 1,901 375 2, 561 10,033 1,253 988 1 2,484 3 1,518 11,561 3,266 2,889 751 4,921 41,797 - 8 - - - 8 18,409 11,561 3,274 2,889 751 4,921 41,805 2013 At cost Balance at beginning Additions Balance at end Accumulated depreciation 1,267 864 1,594 1,595 750 1,795 7,865 Current charge Balance at beginning 292 231 220 158 - 385 1,286 Balance at end 1,559 1,095 1,814 1,753 750 2,180 9,151 16,850 10,466 1,460 1,136 1 2, 74 1 32,654 Carrying amount 75 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD For The Financial Year Ended 30 September 2014 252670-P Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements (i) The carrying amounts of property, plant and equipment charged to licensed banks for banking facilities granted to the Group and to the Company are as follows: GROUP 2014 RM’000 Freehold land and buildings (ii) 5. COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 173,345 165,832 - - Leasehold land 17,275 20,206 16,557 16,850 Leasehold buildings 10,665 18,0 1 7 10,235 10,466 201,285 204,055 26,792 27,3 1 6 The title deeds for certain leasehold land of the Group with a total carrying amount of RM2,605,746 (2013: RM2,623,921) have yet to be issued by the relevant authorities. INVESTMENT PROPERTIES Freehold land and buildings RM’000 GROUP Leasehold land and buildings RM’000 Total RM’000 2014 At cost Balance at begining Disposals 61,393 7,866 69,259 (5,796) (5,796) 61,393 2,070 63,463 1,093 1 86 1 ,279 - Balance at end Accumulated depreciation Balance at beginning Current charge Disposals - Balance at end Carrying amount ANNUAL REPORT 2014 547 76 93 (220) 640 (220) 1,640 59 1,699 59,753 2,0 1 1 61,764 Leasehold land and buildings RM’000 Total RM’000 2013 At cost Balance at beginning 62,330 Disposals 63,442 Reclassi´ed to non-current assets held for sale - Balance at end 125,7 7 2 - (937) (55,576) (9 3 7) (55,5 7 6 ) 61,393 7,866 69,2 5 9 Balance at beginning 555 92 647 Current charge 547 835 1,3 8 2 Accumulated depreciation Disposals - (9) Reclassi´ed to non-current assets held for sale - Balance at end Carrying amount (9) (7 4 1 ) (7 4 1 ) 1,093 186 1,2 7 9 60,300 7,680 67,9 8 0 The carrying amounts of properties charged to licensed banks for banking facilities granted to the Group are as follows: GROUP 2014 RM’000 Freehold land and buildings 2013 RM’000 17,622 17,807 - 432 17,622 18,239 Leasehold land and buildings The title deeds for certain leasehold land and buildings of the Group with carrying amount of RM426,307 (2013: RM431,703) have yet to be issued by the relevant authorities. Fair value information Fair value of investment properties are categorised as follows: 2014 Level 1 RM Level 2 RM Level 3 RM Freehold land and buildings - 77,560 - Leasehold land and buildings - 6,200 - Policy on transfer between levels The fair value of an asset to be transferred between levels is determined as at the date of the event or change in circumstances that caused the transfer. There were no transfers between Level 1 and Level 2 during the ´nancial year. Level 2 fair value Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for the investment properties, either directly or indirectly. Level 2 fair values of the above properties have been generally derived using the sales comparison approach. Sales prices of comparable properties in close proximity are adjusted for differences in key attributes such as property size. The most signi´cant input into this valuation approach is price per square foot of comparable properties. 77 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) Freehold land and buildings RM’000 THE STORE CORPORATION BERHAD For The Financial Year Ended 30 September 2014 252670-P Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 6. INVESTMENT IN SUBSIDIARIES COMPANY 2014 RM’000 Unquoted shares, at cost 2013 RM’000 388,437 388,537 (26,448) (26,448) Less : Accumulated impairment loss Balance at beginning Current year Balance at end - (3,366) (29,814) (26,448) 358,623 362,089 The details of the subsidiaries, all of which are incorporated in Malaysia, except where indicated are as follows: Name of Subsidiaries Effective Equity Interest 2014 Principal Activities 2013 % % The Store (Malaysia) Sdn. Bhd. 100 100 Operation of department stores and supermarkets. Milimewa Superstore Sdn. Bhd. 100 100 Operation of department stores and supermarkets. Larut Matang Supermarket Holdings Berhad 100 100 Investment holding. The Store Holdings Sdn. Bhd. 100 100 Investment holding. The Store (Terengganu) Sdn. Bhd. 100 100 Inactive. Taiping Supermarket Holdings Sdn. Bhd. 100 100 Investment holding. Gold Shopping Centre Holdings Sdn. Bhd. 100 100 Investment holding. Summit Superstore Holdings Sdn. Bhd. 100 100 Investment holding. The Store Properties Sdn. Bhd. 100 100 Investment holding. The Store (Kelantan) Sdn. Bhd. 100 100 Investment holding. The Store Card Sdn. Bhd. 100 100 Provision of strategic incentive marketing solutions and customers loyalty schemes to related companies. TS Retail Systems Sdn. Bhd. 100 100 IT and computer related services. TS Universal Trading Sdn. Bhd. 100 100 Trading in general goods. Yangtze Corporation Sdn. Bhd. 95 95 Inactive. Paci´c Hypermarket Group Sdn. Bhd. 100 100 Investment holding. Visual Utama Sdn. Bhd. 100 100 Inactive. ANNUAL REPORT 2014 78 Name of Subsidiaries Effective Equity Interest Principal Activities 2014 2013 % % Delsinar Sdn. Bhd. 100 100 Investment holding. Nilai Hikmat Sdn. Bhd. 100 100 Investment holding. * TS Universal International Co. Ltd (Incorporated in British Virgin Islands) 100 100 Investment holding. The Store (Kemaman) Sdn. Bhd. 100 100 Inactive. The Store (Seremban) Sdn. Bhd. 100 100 Inactive. The Store (Kluang) Sdn. Bhd. 100 100 Inactive. The Store (Muar) Sdn. Bhd. 100 100 Inactive. The Store (Mentakab) Sdn. Bhd. 100 100 Inactive. The Store (Taman Tun Aminah) Sdn. Bhd. 100 100 Inactive. The Store (Klang) Sdn. Bhd. 100 100 Inactive. The Store (Central Square) Sdn. Bhd. 100 100 Inactive. The Store (Kampar Road) Sdn. Bhd. 100 100 Inactive. The Store (Kuantan Parade) Sdn. Bhd. 100 100 Inactive. The Store (Bentong) Sdn. Bhd. 100 100 Inactive. The Store (Subang) Sdn. Bhd. 100 100 Inactive. The Store (Port Dickson) Sdn. Bhd. 100 100 Inactive. The Store (Bukit Pasir) Sdn. Bhd. 100 100 Inactive. The Store (Kangar) Sdn. Bhd. 100 100 Inactive. The Store (Darul Naim) Sdn. Bhd. 100 100 Inactive. Fajar Retail Enterprise Sdn. Bhd. 100 100 Investment holding. Fajar Departmental Store & Supermarket (Sg. Besar) Sdn. Bhd. 100 100 Investment holding. Fajar Supermarket Sdn. Bhd. 100 100 Investment holding. Fajar Supermarket (Upper Perak) Sdn. Bhd. 100 100 Investment holding. Berkat Apparel Sdn. Bhd. 100 100 Inactive. 79 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements Name of Subsidiaries Effective Equity Interest Principal Activities 2014 2013 % % Berkat Marketing Sdn. Bhd. 100 100 Inactive. Berkat Merchandising & Services Sdn. Bhd. 100 100 Inactive. Koaling Development Sdn. Bhd. 100 100 Inactive. Sungei Perak Supermarket Sdn. Bhd. 100 100 Investment holding. Berkat Supermarket Sdn. Bhd. 100 100 Inactive. Dindings Supermarket Sdn. Bhd. 100 100 Inactive. Fajar Supermarket (Melaka) Sdn. Bhd. 100 100 Inactive. Fajar Supermarket (Butterworth) Sdn. Bhd. 100 100 Investment holding. Kuala Kangsar Supermarket Sdn. Bhd. 100 100 Inactive. Larut Matang Supermarket (Taiping) Sdn. Bhd. 100 100 Inactive. Berkat Garments Sdn. Bhd. 100 100 Inactive. Fajar Merchandising & Services Sdn. Bhd. 100 100 Inactive. The Store (Johore Bahru) Sdn. Bhd. 100 100 Investment holding. Tanjung Segi Sdn. Bhd. 100 100 Investment holding. 67 67 Inactive. Murai Perdana Sdn. Bhd. 100 100 Investment holding. The Store (Malacca) Sdn. Bhd. 100 100 Investment holding. The Store (Batu Pahat) Sdn. Bhd. 100 100 Inactive. The Store (Pusat K.T.) Sdn. Bhd. 100 100 Inactive. Taiping Corporation Sdn. Bhd. 100 100 Investment holding. The Store (Taiping) Sdn. Bhd. 100 100 Investment holding. The Store (NS) Sdn. Bhd. 100 100 Investment holding. Arglye Sdn. Bhd. 100 100 Inactive. The Store (Summit Parade) Sdn. Bhd. 100 100 Inactive. The Store (Sungai Petani) Sdn. Bhd. 100 100 Investment holding Paci´c Hypermarket Properties Sdn. Bhd. 100 100 Investment holding Bigever Properties Sdn. Bhd. 100 100 Investment holding Formyarn Sdn. Bhd. ANNUAL REPORT 2014 80 Name of Subsidiaries Effective Equity Interest Principal Activities 2014 2013 % % Paci´c Hypermarket & Departmental Store Sdn. Bhd. 100 100 Investment holding and operation of department store and hypermarket. Paci´c Bowling Sdn. Bhd. 100 100 Manage and operate of bowling centre. Paci´c Department Store Sdn. Bhd. 100 100 Inactive. 100 100 Investment holding. Sungei Besar Supermarket Sdn. Bhd. 100 100 Inactive. Bintang Aspek (M) Sdn. Bhd. 100 100 Investment holding. The Store (Johor Jaya) Sdn. Bhd. 100 100 Inactive Cotler Sdn. Bhd. 92 92 Inactive. The Store (Taiping Jaya) Sdn. Bhd. 100 100 Inactive. The Store (Tampin) Sdn. Bhd. 100 100 Inactive. The Store (Taman Kok Lian) Sdn. Bhd. 100 100 Inactive. TS Universal Brands Sdn. Bhd. 100 100 Trading in general goods. The Store (Kota Bahru) Sdn. Bhd. 100 100 Inactive. Universal Retail Academy Sdn. Bhd. 100 100 Training and development. Paci´c Hypermarket (Prai) Sdn. Bhd. 100 100 Inactive. Paci´c Department Store (Prai) Sdn. Bhd. 100 100 Inactive. - 100 Investment holding. * TS Universal Retail Ltd (Incorporated in British Virgin Islands) 100 100 Investment holding. * Universal Retail Holdings Ltd (Incorporated in Hong Kong) 100 100 Investment holding. * Jurus Kota Sdn. Bhd. 100 100 Investment holding. * Shanghai Universal Retail Limited (Incorporated in People’s Republic of China) 100 100 Inactive. * Universal Retail (jiaxing) Limited (Incorporated in People’s Republic of China) 100 100 Inactive. * Universal Retail Limited (Incorporated in Hong Kong) 100 100 Inactive. * Universal Retail Group Ltd (Incorporated in Cayman Islands) SB Mall Sdn. Bhd. * Not audited by Grant Thornton. 81 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements The Company had on 27 December 2013 entered into a conditional share sale agreement (“SSA”) with Goldleaf Synergy Sdn. Bhd. for the proposed disposal of 100,000 ordinary shares of RM1.00 each (“Sales Shares”) representing 100% of the issued and paid-up share capital in SB Mall Sdn. Bhd. (“SBM”), for a cash consideration of RM4,500,000 for the Sales Shares and the proposed settlement of intercompany advances owing by SBM to the Company’s subsidiary, The Store (Malaysia) Sdn. Bhd., amounting to RM17,615,401 as at the completion date of the SSA. The following summarises the net assets disposed of at the disposal date: RM’000 Property, plant and equipment (Note 4) 21 Trade and other receivables 4,7 0 3 Cash and bank balances 3,7 3 6 Non-current assets held for sale (Note 14) 69,6 7 6 Trade and other payables (22, 8 4 1 ) Borrowing (51 , 300) Current tax liabilities (550) Total identi´able net assets 3,4 4 5 Less: Disposal consideration (4, 500) Gain on disposal of a subsidiary 1,0 5 5 Net cash inµow arising from the disposal is as follows: RM’000 Disposal consideration 4,5 0 0 (3, 7 3 6) Cash and bank balances 764 The non-current assets held for sale were transferred from a subsidiary, The Store (Malaysia) Sdn. Bhd. to SBM and were disposed of together with SBM pursuant to the SSA. 7. OTHER INVESTMENTS GROUP 2014 RM’000 2013 RM’000 Available-for-sale ´nancial assets Shares quoted in Malaysia, at fair value Unquoted shares, at cost Market value of quoted shares 8. 14 15 5 5 19 20 14 15 INTANGIBLE ASSETS GROUP 2014 RM’000 2013 RM’000 Goodwill At Cost 11, 311 11, 3 1 1 Less: Accumulated impairment loss (2,992) (2,992) 8,319 8,3 1 9 Carrying amount ANNUAL REPORT 2014 82 Impairment test on goodwill Goodwill arising from business combinations has been allocated to its business segment as its cash generating units (CGUs). For annual impairment testing purposes, the recoverable amount of the CGUs is determined based on its valuein-use, which applies a discounted cash µow model using cash µow projections based on ´nancial budget and projections approved by management. No impairment loss is required for the goodwill as its recoverable amount is in excess of its carrying amount. The key assumptions on which the management has based on for the computation of value-in-use are as follows: (i) Budgeted gross margin The basis used to determine the value assigned to the budgeted gross margins is the average gross margin achieved in the period immediately before the budgeted period adjusted for expected ef´ciency improvement, market and economic conditions and internal resource ef´ciency, where applicable. (ii) Revenue The revenue used to calculate the cash inµows from operations was determined after taking into consideration the historical sales and expected growth rates of the relevant industry which the CGUs are exposed. Values assigned are consistent with the external sources of information. (iii) Discount rate The discount rate applied to the cash µow projections is based on the weighted average cost of capital rate of the Group. Sensitivity to changes in assumptions With regard to the assessment of value-in-use of all CGUs, management believes that no reasonable change in any of the above key assumptions would cause the carrying value of the units to materially exceed their recoverable amounts. 9. DEFERRED TAX Deferred tax assets: GROUP Balance at beginning Transfer to pro´t or loss 2014 RM’000 2013 RM’000 1,049 1,072 (156) Balance at end 893 (23) 1,049 The deferred tax assets are represented by deductible temporary differences arising from deferred revenue. Deferred tax liabilities: GROUP COMPANY 2014 RM’000 2013 RM’000 Balance at beginning 31,755 32,972 Transfer to pro´t or loss (1,492) Under/(Over) provision in prior year Balance at end 2014 RM’000 2013 RM’000 178 199 (1,475) (1 2 ) 30,263 31,497 166 1,629 258 - 31,892 31,755 166 83 (9) 190 (12) 178 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements The deferred tax liabilities are represented by taxable temporary differences arising from: GROUP Previous fair value adjustment to the properties of subsidiaries Previous revaluation surplus of freehold building Property, plant and equipment COMPANY 2014 RM’000 2013 RM’000 2014 RM’000 2013 RM’000 876 913 - - 22,054 22,289 - - 8,962 8,553 166 178 31,892 31,755 166 178 Deferred tax assets not recognised As at the end of the reporting period, the Group has not recognised deferred tax assets arising from the following deductible/(taxable) temporary differences as it is not probable that future taxable pro´t will be available against which they can be utilised: GROUP 2014 RM’000 2013 RM’000 Unabsorbed tax losses 1,965 1,855 Unabsorbed capital allowances 1,901 1,627 Property, plant and equipment (669) (760) 3,197 10. 2,722 TRADE AND OTHER RECEIVABLES GROUP COMPANY 2014 RM’000 2013 RM’000 2014 RM’000 2013 RM’000 2,8 5 0 1,907 - - - - 973 - - 34 Trade receivables (Note 10.1) Gross amount Less : Allowance for impairment Balance at beginning Current year Balance at end Other receivables (Note 10.2) Less : Allowance for impairment Deposits Prepayments 1,007 - - (1,083) 76 (1,007) - - 1,767 900 - - 2 2 , 6 35 25,306 - - - - - 21,051 25,306 - - 27,100 27,965 9 11 5,445 4,858 - - 53,596 5 8, 1 2 9 9 55,363 59,029 9 (1,584) 11 Total trade and other receivables ANNUAL REPORT 2014 84 11 10.1 Trade receivables Trade receivables represent amounts due from credit cards issuing banks arising from the sale of goods to customers and are generally on 30 to 120 days (2013: 30 to 120 days) credit terms. They are recognised at their original sales amount which represents their fair values on initial recognition. 10.2 Other receivables The currency pro´le of the Group’s other receivables is as follows: 2014 RM’000 2013 RM’000 Ringgit Malaysia 18,127 22,351 Chinese Renminbi 2,238 2,267 Hong Kong Dollar 686 680 - 8 21,051 25,306 US Dollar 11. AMOUNT DUE FROM/TO SUBSIDIARIES The amount due from/to subsidiaries represents unsecured advances which is interest free and is repayable on demand, except for a receivable amount of RM121,530,636 (2013: RM99,881,624) which earns an interest at 8% (2013: 8%) per annum. 12. DEPOSITS WITH LICENSED BANKS GROUP 2013 RM’000 2014 RM’000 2013 RM’000 600 - 26,500 - 10,500 1,411 - - 145,995 135,880 - - 146,595 163,791 - 10,500 Repo - unencumbered Fixed deposits - encumbered - unencumbered COMPANY 2014 RM’000 The encumbered ´xed deposits were pledged to a licensed bank for banking facilities granted to the Group. The effective interest rates and maturities of the deposits as at the end of the reporting period are as follows: GROUP 2014 Interest rates per annum (%) Maturities (days) 13. COMPANY 2013 2014 2013 2.60 to 3.50 2.00 to 3.41 - 2.40 1 to 365 1 to 365 - 2 CASH AND BANK BALANCES The currency pro´le of the Group’s cash and bank balances is as follows: Ringgit Malaysia 2014 RM’000 2013 RM’000 37,323 24,185 Chinese Renminbi 13 13 Hong Kong Dollar 3 3 37,339 24,201 85 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements 14. NON-CURRENT ASSETS HELD FOR SALE GROUP Balance at beginning Reclassi´ed from: - property, plant and equipment - investment properties 2014 RM’000 2013 RM’000 69,676 - - 14,8 4 1 - 54,835 (69,676) Disposal Balance at end - 69,676 The non-current assets held for sale is in respect of a property transferred to a subsidiary, SB Mall Sdn. Bhd., which the subsidiary was subsequently disposed of pursuant to a share sale agreement dated 27 December 2013 (Note 6). 15. SHARE CAPITAL Number of ordinary shares of RM1 each 2014 RM’000 16. Amount 2013 RM’000 2014 RM’000 2013 RM’000 Authorised 88,000 88,000 88,000 88,000 Issued and fully paid 68,504 68,504 68,50 4 68,504 FOREIGN TRANSLATION RESERVE This is in respect of foreign exchange differences on translation of the ´nancial statements of foreign subsidiaries. 17. RETAINED PROFITS As at 31 December 2013, the remaining 108 balance of the Company has expired upon reaching the six-year transition period and the Company automatically moves to the single-tier system. Accordingly, there are no longer any restrictions on the Company to distribute dividends subject to the availability of retained pro´ts effective 1 January 2014. 18. DEFERRED REVENUE GROUP Balance at beginning Additions during the year Transfer to pro´t or loss 2014 RM’000 2013 RM’000 4,1 9 6 4,286 1,6 2 5 1,987 (2 , 1 0 1 ) (2,077) Balance at end, expiring within three years 3,720 4,196 Less : Outstanding balance due not later than one year (1,828) (2,010) 1,892 2,186 Outstanding balance due later than one year but not later than three years The Group operates the loyalty programme which allows customers to accumulate points when they purchase products in the Group’s stores. The points can be redeemed for free or for discounted goods from the Group’s stores. Deferred revenue represents consideration received from the sale of goods that is allocated to the points issued under the loyalty programme that are expected to be redeemed but are still outstanding as at the end of the reporting period. ANNUAL REPORT 2014 86 19. BORROWINGS GROUP COMPANY 2014 RM’000 2013 RM’000 2014 RM’000 2013 RM’000 114,938 192,534 109,796 137,736 28,103 32,037 27,941 27,941 Non-current liabilities Secured: Bank term loans Current liabilities Secured: Bank term loans The bank term loans are secured by way of: (i) (ii) (iii) Legal charges over certain freehold and leasehold properties of certain subsidiaries and of the Companies, Fixed deposits of a subsidiary, and Corporate guarantee of the Company and of a subsidiary. A summary of the effective interest rates and the maturities of the borrowings are as follows: Average effective interest rate per annum (%) Total RM’000 Within one year RM’000 More than one year and less than two years RM’000 More than two years and less than ´ve years RM’000 More than ´ve years RM’000 GROUP 2014 Bank term loans 5.05 to 5.44 143,041 28,103 28,112 77,605 9,221 4.80 to 9.00 224,571 32,037 31,931 95,855 64,748 5.32 to 5.44 137,737 27,941 27,941 77,037 4,818 5.02 to 5.10 165,677 27,941 27,941 83,822 25,973 2013 Bank term loans^ COMPANY 2014 Bank term loans 2013 Bank term loans ^Included herein was a bank term loan granted under the Syariah principle of Al-Bai Bithaman Ajil which bears a ´xed pro´t rate of RM4,593 per month. 20. TRADE AND OTHER PAYABLES GROUP 2014 RM’000 2013 RM’000 COMPANY 2014 RM’000 2013 RM’000 Trade payables (Note 20.1) 339,574 3 5 2 , 1 05 - - Other payables (Note 20.2) 33,197 32,023 352 276 Accruals (Note 20.3) 17,194 16,741 687 780 9,904 13,295 - - 399,869 414,164 1,039 1,056 Deposits 87 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements 20.1 Trade payables Trade payables represent amounts outstanding for trade purchases. They are non-interest bearing and are normally settled within 7 to 150 days (2013: 7 to 150 days) credit terms. 20.2 Other payables The currency pro´le of the Group’s other payables is as follows: Ringgit Malaysia Chinese Renminbi 20.3 2014 RM’000 2013 RM’000 32,403 31,210 794 813 33,1 9 7 32,023 2014 RM’000 2013 RM’000 17,060 16,72 2 11 11 8 8 17,079 16,74 1 Accruals The currency pro´le of the Group’s accruals is as follows: Ringgit Malaysia Hong Kong Dollar US Dollar 21. REVENUE GROUP COMPANY 2014 RM’000 2013 RM’000 1,750,482 1,869,349 - - Dividend income 5 - 40,000 40,000 Management fees - - 2,840 2, 8 2 1 17,212 19,788 - - 1,767,699 1,889,1 3 7 42,840 4 2,8 21 Sale of goods net of discounts Rental income from investment properties 2014 RM’000 2013 RM’000 22. COST OF SALES GROUP Cost of goods sold Direct operating costs relating to rental generating investment properties ANNUAL REPORT 2014 88 2014 RM’000 2013 RM’000 1,396,787 1,524,987 1,447 716 1,398,234 1,525,703 23. PROFIT BEFORE TAX This is arrived at: GROUP 2014 RM’000 COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 After charging/(crediting): Auditors’ remuneration - Audit fee Company’s auditors - Current year - under provision in prior year Other auditors 525 500 33 30 25 - 3 - 30 29 - - - - - Non-audit fees Company’s auditors 3 - Bad debts - 5 4,929 - Debts waived by a subsidiary - - (6,837) - 36,973 36,899 1,259 1,286 640 1 ,382 - - Depreciation - property, plant and equipment - investment properties Directors’ remuneration for non-executive directors - allowance - fees Gain on deconsolidation of a subsidiary Gain on disposal of investment properties Gain on disposal of property, plant and equipment Gain on disposal of a subsidiary Gross dividends from unquoted investments 63 63 63 63 172 172 1 36 136 - - - - - (1 , 0 5 5 ) (1 2 3 ) (1 3 ) (7) (2,020) - - (5) - (5) - (4,400) - - - Gross dividends from unquoted subsidiaries - - Impairment loss on investment in subsidiaries - - 3,366 - 1,660 34 - - Impairment loss on receivables (40,000) (40,000) Interest expense on: - bank overdraft - term loans - others Interest income Inventories written off Property, plant and equipment written off Rental of premises Rental of motor vehicle 19 8 10 2 9,555 12,027 7, 8 1 3 8,915 852 351 848 347 (3 , 9 3 4 ) (3,2 73) (9,633) (7,464) 2,000 - - - 933 187 3 - 82,716 93,888 - - 55 - - - Rental income from - investment properties (17,509) (19, 941) - - - others (2 1 , 3 1 6 ) (17,425) - - 89 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD For The Financial Year Ended 30 September 2014 252670-P Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 24. TAX EXPENSE GROUP 2014 RM’000 COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 Malaysian income tax : Based on results for the year - Current tax (17,132) (15,570) (9,889) (9,193) - Deferred tax Relating to origination and reversal of temporary differences Changes in tax rate 1,005 1,452 5 9 331 - 7 - 1,336 1,452 (15, 796) Real property gain tax (1 4 , 1 1 8) (54) 12 9 (9,877) - (9,184) - - (Under)/Over provision in prior year - Current tax - Deferred tax (210) (1,629) 132 (258) 10 - (95) 12 (1,839) (126) 10 (83) (17,689) (14,244) (9,867) (9,267) The reconciliation of the tax expense of the Group and of the Company is as follows: GROUP 2014 RM’000 COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 Pro´t before taxation 38,0 7 0 35,0 1 8 41,164 35,536 Income tax at Malaysian statutory tax rate of 25% (9,518) (8,754) (10,291) (8,884) 1,391 525 2,810 - (7,793) (6,099) (2,403) (300) Utilisation of unabsorbed tax losses 147 274 - - - - Income not subject to tax Expenses not deductible for tax purposes Deferred tax assets not recognised (625) (335) Annual crystallisation of deferred tax on revaluation surplus 271 271 - - Changes in tax rate 331 - 7 - (15,796) (14,118) (9,877) (9,184) (54) - - - (1,839) (126) 10 (83) (17,689) (14,244) (9,867) (9,267) Real property gain tax (Under)/Over provision in prior year ANNUAL REPORT 2014 90 The amount and future availability of unabsorbed tax losses and unabsorbed capital allowances for which the related tax effects have not been accounted for at the end of the reporting period is follows: GROUP 2014 RM’000 2013 RM’000 Unabsorbed tax losses 25,676 25,234 Unabsorbed capital allowances 17,696 16,603 The corporate tax rate will be reduced to 24% from the year of assessment 2016 as announced in the Malaysian Budget 2014. Consequently, deferred tax is measured using this tax rate. 25. EARNINGS PER SHARE GROUP (a) Basic earnings per share The basic earnings per share of the Group is calculated by dividing the pro´t for the year attributable to owners of the Company by the weighted average number of ordinary shares in issue during the ´nancial year as follows: 2014 2013 Pro´t attributable to owners of the company (RM’000) 20,387 20,780 Weighted average number of ordinary shares of RM1 each (’000) 68,504 68,504 29.76 30.33 Basic earnings per share (sen) (b) Diluted earnings per share Diluted earnings per share (sen) 29.76 30.33 There are no diluted earnings per share as the Company does not have any convertible ´nancial instruments as at the end of the reporting period. 26. DIVIDEND 2014 RM’000 First and ´nal single tier dividend of 3.75 sen per share in respect of the ´nancial year ended 30 September 2013 First and ´nal tax dividend of 5 sen per share less 25% tax in respect of the ´nancial year ended 30 September 2012 Net dividend per ordinary share (sen) 2013 RM’000 2,569 - - 2,569 2,569 2,569 3.75 3.75 At the forthcoming Annual General Meeting, a ´rst and ´nal single tier dividend of 3.75 sen per share amounting to RM2,568,885 for the ´nancial year ended 30 September 2014 will be proposed for the shareholders’ approval. The ´nancial statements for the current ´nancial year do not reµect this proposed dividend. Such dividend, if approved by the shareholders will be accounted for in equity as an appropriation of retained pro´ts in the ´nancial year ending 30 September 2015. 91 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 27. EMPLOYEES BENEFITS EXPENSE GROUP 2014 RM’000 Salaries, wages, allowance and bonus Directors’ fees EPF COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 111,047 108,957 3,126 3,189 924 936 36 48 12,016 11,709 375 383 SOCSO 1,559 1,548 2 2 Other staff related expenses 2,041 2,372 - - 127,587 125,522 3,539 3,622 Directors’ remuneration for executive directors Included in the employees bene´ts expense of the Group and of the Company are executive directors’ remuneration as shown below: GROUP 2014 RM’000 COMPANY 2013 RM’000 2014 RM’000 2013 RM’000 Directors of the Company Executive directors -Salaries 3,126 3, 1 89 3,126 3,189 -EPF 375 383 375 383 -Fees 504 516 36 48 4,005 4,088 3,537 3,620 523 521 - - 64 45 - - 420 420 - - Directors of the subsidiaries Executive directors -Salaries -EPF -Fees 1,007 986 - - 5, 0 1 2 5,074 3,537 3,620 52 57 52 57 - non-executive directors of the Company 11 11 11 11 - executive directors of the subsidiaries 12 12 - - 75 80 63 68 5,087 5,1 54 3,600 3,688 4,858 5,154 3,371 3,688 229 - 229 - 5,087 5,1 54 3,600 3,688 Bene´ts-in-kind - executive directors of the Company Analysed as: Present directors Past director ANNUAL REPORT 2014 92 28. RELATED PARTY DISCLOSURES (i) Identity of related parties For the purpose of these ´nancial statements, parties are considered to be related to the Group, if the Group has the ability, directly or indirectly, to control the party or exercise signi´cant inµuence over the party in making any ´nancial and operating decisions, or vice versa, or where the Group and the party are subject to common control or common signi´cant inµuence. Related parties may be individuals or other entities. Related parties also include key management personnel de´ned as those persons including directors having authority and responsibility for planning, directing and controlling the activities of the Group either directly or indirectly. The Group has related party relationship with its subsidiaries, key management personnel and the following parties: Related party Relationship Iza Ng Yeoh & Kit : A ´rm in which an independent non-executive director of the Company, Mr Yeoh Chong Keng is the managing partner. Y. S. Tang Holdings Sdn. Bhd. : A company in which Tan Sri Dato’ Sri Tang Yeam Soon is a director and has substantial ´nancial interest. Dream Property Sdn. Bhd. : A company in which Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik Lee are the directors and have substantial ´nancial interests. Georgetown White Coffee Sdn. Bhd. : A company in which Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik Lee have substantial ´nancial interests. Unifortune Holdings Sdn. Bhd. : A company in which Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik Lee have substantial ´nancial interests. (ii) Related party transactions GROUP 2014 RM’000 COMPANY 2013 RM’000 2014 RM’000 Rental of premises charged by related parties - Y. S. Tang Holdings Sdn. Bhd 8,262 6,912 - Dream Property Sdn. Bhd. 4,013 723 - Unifortune Holdings Sdn. Bhd. Gross dividend income from subsidiaries Professional fees paid to a related party - Iza Ng Yeoh & Kit Rental income from a related party - Georgetown White Coffee 2013 RM’000 - - 4,015 - - - - - - - 40,000 40,000 32 - - - 100 124 - - Management fee from subsidiaries - - 2,840 2,821 Interest income from subsidiaries - - 9,616 7,452 72 - - - - - 705 2,825 Sales to a related party - Georgetown White Coffee Sdn. Bhd. Advance from subsidiaries Advance to subsidiaries - - 15,094 - Repayment from subsidiaries - - - 11,653 93 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 (iii) Compensation of key management personnel GROUP 2014 RM’000 Salaries and other short-term employee bene´ts 5,322 COMPANY 2013 RM’000 2014 RM’000 5,389 2013 RM’000 3,799 3,887 Key management personnel comprise the Board of Directors of the Company and of its subsidiaries. 29. COMMITMENTS (i) Capital commitments GROUP 2014 2013 RM’000 RM’000 Contracted but not provided for: - Property, plant and equipment (ii) - 802 Operating lease commitments (a) The Group as lessor The Group has entered into cancellable commercial property leases to earn rental income from its investment properties and certain properties included under property, plant and equipment. These leases have an average tenure of 1 to 3 years with an option to renew. The tenants are required to give 2 months’ notice for the termination of these agreements. The Group does not have any contingent rental arrangements. (b) The Group as lessee The Group leases its premises under non-cancellable operating leases for its operations. The leases have an average tenure of 15 years, with an option to renew. Increase in lease payments, if any, after the expiry dates, are negotiated between the Group and the lessors which will normally reµect market rentals. None of the above leases includes contingent rentals. The Group’s future aggregate minimum lease payments under these operating leases are as follows: 2014 RM’000 2013 RM’000 Future minimum lease payments - Not later than one year 24,221 2,418 - Later than one year but not later than two years 21,302 3,714 45,523 6,132 30. CONTINGENT LIABILITIES (UNSECURED) COMPANY 2014 RM’000 2013 RM’000 Corporate guarantees in respect of banking facilities granted to subsidiaries - Limit 45,500 ANNUAL REPORT 2014 94 107,389 The corporate guarantee does not have a determinable effect on the terms of the credit facilities due to the bank’s requirement of the corporate guarantee as a pre-condition for approving the credit facilities granted to the subsidiaries. The actual terms of the credit facilities are likely to be the best indicator of “at market” terms and hence the fair value of the credit facilities are equal to the credit facilities amount received by the subsidiaries. As such, there is no value on the corporate guarantee to be recognised in the ´nancial statements. 31. SEGMENT ANALYSIS No segment analysis is prepared as the Group is primarily engaged in retail operations in Malaysia. 32. FINANCIAL INSTRUMENTS 32.1 Categories of ´nancial instruments The table below provides an analysis of ´nancial instruments categorised as loans and receivables (“L&R”), available-for-sale ´nancial assets (“AFS”), and ´nancial liabilities measured at amortised cost (“FL”). Carrying amount L&R AFS FL RM’000 RM’000 RM’000 RM’000 GROUP 2014 Financial assets Other investments 19 - 19 - Trade and other receivables 49, 9 1 8 49,918 - - Deposits with licensed banks 146,595 146,595 - - 37,339 37,339 - - 233,871 233,852 19 - Trade and other payables 399,869 - - 399,869 Borrowings 143,041 - - 143,041 542,910 - - 542,910 20 - 20 - Cash and bank balances Financial liabilities 2013 Financial assets Other investments Trade and other receivables 54 , 1 7 1 5 4, 1 7 1 - - 163,791 163,791 - - 24,201 24,201 - - 242,183 242,163 20 - Trade and other payables 414,164 - - 414,164 Borrowings 2 24, 5 7 1 - - 224, 5 7 1 638,735 - - 638,735 Deposits with licensed banks Cash and bank balances Financial liabilities 95 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P For The Financial Year Ended 30 September 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements Carrying amount L&R AFS FL RM’000 RM’000 RM’000 RM’000 COMPANY 2014 Financial assets Other receivables Amount due from subsidiaries Cash and bank balances 9 9 - - 2 0 3 ,904 2 0 3 ,904 - - 1 ,503 1 ,503 - - 205,416 2 0 5, 4 1 6 - - - 1,039 Financial liabilities Other payables 1,039 Amount due to subsidiaries 172,456 - - 172,456 Borrowings 137,737 - - 137,737 - 311,232 311,232 - 2013 Financial assets Other receivables Amount due from subsidiaries Deposits with licensed banks Cash and bank balances 11 11 - - 1 9 2 ,929 1 9 2,929 - - 1 0 ,500 1 0,500 - - 1 ,242 1 ,242 - - 204,682 204,682 - - Financial liabilities Other payables 32.2 - 1 ,056 Amount due to subsidiaries 1 7 8 ,588 1 ,056 - - 1 7 8 ,588 Borrowings 1 6 5 ,677 - - 1 6 5 ,677 345,321 - - 345,321 Financial risk management The Group’s ´nancial risk management policy seeks to ensure that adequate resources are available for the development of the Group’s business whilst managing its credit risk, liquidity risk and interest rate risk. The Group operates within clearly de´ned guidelines that are approved by the Board and the Group’s policy is not to engage in speculative transactions. 32.3 Credit risk Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in ´nancial loss to the Group and to the Company. The Group’s exposure to credit risk arises principally from its trade and other receivables. The Company’s exposure to credit risk arises principally from advances to its subsidiaries and ´nancial guarantees given. 32.3.1 Trade receivables The Group’s retail sales are conducted in cash and credit cards. The payments from the credit cards issuing banks are normally made in 3 days. The Group also lets out its properties for rental and tenants are given 7 days credit term. The payments of rental by the tenants are monitored on an on-going basis with the result that the Group’s exposure to bad debts is not signi´cant. ANNUAL REPORT 2014 96 The ageing of trade receivables and accumulated impairment losses of the Group is as follows: Gross Impairment Net RM’000 RM’000 RM’000 2014 Not past due 292 - 292 1 to 30 days past due 444 - 444 31 to 60 days past due Past due more than 60 days 258 - 258 1,856 (1,083) 773 2,558 (1,083) 1,475 2,850 (1,083) 1,7 6 7 630 - 630 53 - 53 2013 Not past due 1 to 30 days past due 31 to 60 days past due Past due more than 60 days 26 - 26 1,198 (1,007) 191 1,277 (1,007) 270 1,907 (1,007) 900 Trade receivables that are neither past due nor impaired are creditworthy customers with good payment record with the Group. None of the Group’s trade receivables that are neither past due nor impaired have been renegotiated during the ´nancial year. Total impairment loss relates to customers that have ´nancial dif´culties and have defaulted in repayment. The net past due receivables amounting to RM1,475,000 (2013: RM270,000) are not impaired as the management is of the view that these debts will be recovered in due course. As at the end of the reporting period, the Group has no signi´cant concentration of credit risks. 32.3.2 Financial guarantees The Company provides unsecured ´nancial guarantees to licensed banks in respect of banking facilities granted to its subsidiaries as disclosed in Note 30. The Company monitors on an ongoing basis the results of the subsidiaries and their repayments made. As at the end of the reporting period, there was no indication that these subsidiaries would default on repayment 32.3.3 Intercompany balances The Company provides advances to its subsidiaries. The Company monitors the results of the subsidiaries regularly. The maximum exposure to credit risk is represented by its carrying amount in the Company’s statement of ´nancial position. As at the end of the reporting period, there was no indication that the advances to those subsidiaries are not recoverable. The Company does not speci´cally monitor the ageing of the advances to subsidiaries. 97 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 32.4 Liquidity risk Liquidity risk is the risk that the Group and the Company will not be able to meet their ´nancial obligations as and when they fall due. The Group and the Company actively manage their debt maturity pro´le, operating cash µows and availability of funding so as to ensure that all repayment and funding needs are met. As part of its overall prudent liquidity management, the Group and the Company maintain suf´cient levels of cash and cash equivalents to meet their working capital requirements. The table below summarises the maturity pro´le of the Group’s and the Company’s ´nancial liabilities as at the end of the reporting period are based on the undiscounted contractual payments: Carrying amount Contractual cash µows Within one year More than one year and less than two years More than two years and less than ´ve years More than ´ve years RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 GROUP 2014 Interest bearing borrowings 143,041 1 66,035 35,189 33,693 85,301 11,852 Trade and other payables 399,869 399,869 399,869 - - - 542,910 565,904 435,058 33,693 85,301 11,852 Interest bearing borrowings 2 2 4, 5 7 1 253,655 3 9 ,957 38,465 107,133 68,100 Trade and other payables 414,164 414,164 414,164 - - - 638,735 667,819 4 5 4, 1 2 1 38,465 107,133 68,100 Interest bearing borrowings 137,737 1 5 7 ,669 34,762 33,264 84,022 5,621 Other payables 1 ,039 1,039 1,039 - - - 172,456 1 7 2 ,456 1 7 2,456 - - - 3 1 1 ,232 331,164 208,257 33,264 84,022 5,621 Interest bearing borrowings 1 6 5 ,677 191,695 35,594 34, 2 1 7 94,390 27,494 Other payables 1 ,056 1,056 1,056 - - - 1 7 8 ,588 178,588 178,588 - - - 345,321 371,339 215,238 34, 2 1 7 94,390 27,494 2013 COMPANY 2014 Intercompany balances 2013 Intercompany balances ANNUAL REPORT 2014 98 32.5 Interest rate risk The Group’s ´xed rate instruments are exposed to a risk of change in their fair value due to changes in interest rates. The Group’s µoating rate instruments are exposed to a risk of change in cash µows due to changes in interest rates. The interest rate pro´le of the Group’s and of the Company’s interest bearing ´nancial instruments based on the carrying amounts as at the end of the reporting period are as follows: 2014 2013 RM’000 RM’000 GROUP Fixed rate instruments Financial assets 146,595 163,791 Floating rate instruments Financial liabilities 143,041 224,571 121,531 110,382 137,737 165,677 COMPANY Fixed rate instruments Financial assets Floating rate instruments Financial liabilities Sensitivity analysis for ´xed rate instruments The Group does not account for any ´xed rate ´nancial liabilities at fair value through pro´t or loss, and the Group does not designate derivatives as hedging instruments under a fair value hedge accounting model. Therefore, a change in interest rates at the end of the reporting period would not affect pro´t or loss. Sensitivity analysis for variable rate instruments An increase of 25 basis point at the end of the reporting period would have reduced pro´t before taxation of the Group and of the Company by RM394,000 (2013: RM598,000) and RM363,000 (2013: RM440,000) respectively and a corresponding decrease would have an equal but opposite effect. These changes are considered to be reasonably possible based on observation of current market conditions. This analysis assumes that all other variables remain constant. 32.6 Fair value information The carrying amounts of the Group’s and of the Company’s cash and bank balances, short term receivables and payables and borrowings as at the end of the reporting period approximate their fair values due to their short-term nature or that they are µoating rate instruments that are re-priced to market interest rates on or near the end of the reporting period, except for unquoted shares with carrying amount of RM5,000 (2013: RM5,000), whereby it is not practicable to reasonably estimate its fair value due to lack of comparable quoted market prices and available market data for valuation. Therefore, this investment is carried at its original costs less any impairment loss. The table below analyses ´nancial instruments carried at fair value which fair value is disclosed, together with their fair values and carrying amounts shown in the statement of ´nancial position. 99 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notes To The Financial Statements For The Financial Year Ended 30 September 2014 Level 1 RM’000 Level 2 RM’000 Level 3 RM’000 Total fair value RM’000 Carrying amount RM’000 2014 Financial assets Available-for-sale ´nancial assets 14 - - 14 14 15 - - 15 15 2013 Financial assets Available-for-sale ´nancial assets Policy on transfer between levels The fair value of an asset to be transferred between levels is determined as at the date of the event or change in circumstances that caused the transfer. There were no transfers between Level 1 and Level 2 during the ´nancial year. Level 1 fair value Level 1 fair value is derived from quoted price (unadjusted) in active markets for identical quoted shares that the entity can access at the measurement date. 33. CAPITAL MANAGEMENT The primary objective of the Group’s capital management policy remains unchanged and is to maintain a strong capital base to support its businesses and maximise shareholders’ value. The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions or expansion of the Group. The Group may adjust the capital structure by issuing new shares, returning capital to shareholders or selling assets to reduce debts. No changes were made in the objective, policy and process during the ´nancial year under review and the previous ´nancial period. The lending banks of the Company have imposed a debt covenant that requires the Company to maintain a debt service coverage ratio (“DSCR”) of 1.5 times. The DSCR is de´ned as consolidated available cash µow to the aggregate of debt payment (principal plus interest) due by the Group for the past twelve months. The DSCR of the Group during the ´nancial year under review is as follows: GROUP 2014 RM’000 2013 RM’000 Net cash µow from operations and other activities (A) Opening balance of cash and cash equivalents Net cash inµow/(outµow) from operating activities (excluding interest paid) Net cash inµow/(outµow) from investing activities (excluding capital expenditure ´nanced through banking facilities) Dividends paid 186, 5 8 1 153,260 70, 904 93,254 (30, 3 2 1 ) (12,802) (2,569) (2,569) 224, 5 9 5 231,143 Net cash µow from ´nancing activities (B) Interest paid 1 0, 4 2 6 12,386 Repayment of bank borrowings 30, 2 3 0 32, 1 7 3 40, 6 5 6 44,559 5.52 5.19 DSCR: (A) / (B) Based on the computation above, the Company has ful´lled the debt covenant requirement imposed by the banks. ANNUAL REPORT 2014 100 34. MATERIAL LITIGATION On 28 May 2008, The Store (Terengganu) Sdn. Bhd. (“TST”) (a wholly owned subsidiary of the Company) had ´led a civil suit in the Kuala Lumpur High Court against ABI Constructions Sdn. Bhd. (“ABI”) due to ABI had unilaterally terminated the tenancy agreement signed between the two parties and the High Court granted an interim injunction to TST against ABI, restraining ABI from taking any steps to enter into any tenancy relationship with any third party in respect of the demised premises. Consequently, the High Court dissolved the said injunction and ordered an assessment of damages against TST, of which ABI claim for an amount of RM103,700,637 for alleged damage, an amount which, based on the Company’s solicitor’s opinion, was excessive, overstated, unjusti´ed and unsustainable over a tenancy dispute and that TST had not started its operations in the demised premises. On 28 February 2014, the Court ruled that ABI has breached the tenancy agreement and ordered to assess the damage by the Registrar and paid to TST accordingly. However, the speci´c performance of tenancy claimed by TST was ruled out by the Court and TST has ´led in an appeal for the speci´c performance to Court of Appeal. The case is now ´xed for hearing on 10 March 2015. SUPPLEMENTARY INFORMATION DISCLOSURES OF REALISED AND UNREALISED PROFITS/LOSSES The breakdown of retained pro´ts of the Group and of the Company as at the end of the reporting period has been prepared by the Directors in accordance with the directives from Bursa Malaysia Securities Berhad stated above and the Guidance on Special Matter No. 1 - Determination of Realised and Unrealised Pro´ts or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants are as follows: GROUP COMPANY 2014 RM’000 2013 RM’000 2014 RM’000 2013 RM’000 640,314 625, 3 8 4 224,350 195,634 (7,504) (166) (178) Total retained pro´ts of the Company and its subsidiaries : - Realised - Unrealised Less : Consolidation adjustments Total retained pro´ts as per statements of ´nancial position (8,069) 632,245 617,880 224,184 195,456 (235,926) (239,378) - - 396, 3 1 9 378,502 224,184 195,456 101 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) For The Financial Year Ended 30 September 2014 THE STORE CORPORATION BERHAD Notes To The Financial Statements 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD List Of Material Properties Registered Owner/Location 1 2 3 4 5 6 7 8 9 Description / Existing Use Approx. age of buldings (years) Tenure (years of expiry) Land Area (Built-up area) Date of Acquisition(A) /Valuation(V) NBV as at 30.9.14 RM’000 Jurus Kota Sdn Bhd PT No. 9264, 9265 & Lot No. 10538 Mukim Pengkalan Kundor Kedah Darul Aman Daerah Kota Setar 2 storey Commercial complex / business operation 12 Freehold 296,532 sq. ft 13.2.2008 (A) 171,776 Paci´c Hypermarket Properties Sdn Bhd Parcel B888, Basement Floor, Megamal, Jalan Baru Prai, Mukim 1, Province Wellesley Central, Penang Commerial units within a 5-commercial centre/ business operation 17 Freehold 198,706 sq. ft. 30.3.2007(V) 75,353 Bigever Properties Sdn Bhd Parcel G888 & 1888, Ground & First Floor Megamal, Jalan Baru Prai, Mukim 1, Province Wellesley Central, Penang Commerial units within a 5-commercial centre/ business operation 17 Freehold 111,640 sq ft 30.3.2007(V) 42,982 4 storey shopping complex with basement & roof µoor/ business operation 19 Freehold 44,433 sq. ft. 13-10-2006 (A) 37,240 3 storey shopping complex/ business operation 23 Freehold 25,827 sq. ft 13.10.2006(A) 23,593 leasehold 99 years (22.8.2070) 64,562 sq ft (100,928 sq ft) 25-6-2010 (A) 19,930 Freehold 20,000 sq. ft. ‘02.04.2010 14,450 leasehold 99 years (28.4.2071) 65,340 sq ft (32,000 sq ft) 2/11/2001 (A) 6,86 1 95,104 sq. ft. 14-1-1992 (A) 4,250 6,859 sq. ft. (24,130 sq. ft.) 24-6-1982 (A) 3,100 The Store (Malaysia) Sdn Bhd P.T.No.479, Town of Teluk Intan, District of Hilir Perak, State of Perak Fajar Supermarket Sdn Bhd P.T. Nos 16743 to 16757, Town of Sitiawan, District of Manjung, State of Perak The Store Corporation Bhd Lot 328, Jalan 223, 46100 Petaling Jayar The Store (Malaysia) Sdn Bhd Geran 35320 Lot 9164N, Mukim Bandar Ipoh District of Kinta, Jalan Dato’ Onn Jaafar 30300 Ipoh, Perak The Store Corporation Bhd Q.T.(R) 6366 L.O. Lot 9A, Jalan 223 Petaling Jaya, Selangor The Store (Malaysia) Sdn Bhd Nos. 01 & 02 , Level 7 of Commercial Signature Of´ce at BU 8, PN 12392, Lot 49501 Seksyen 39 MK Bandar Petaling Jaya, Selangor 10 Taiping Supermarket Holdings S/B Lot No.1987- 1990 Bandar Taping, Tempat Taiping, Daerah Larut & Matang, Perak ANNUAL REPORT 2014 102 4-storey of´ce building with basement car park/ of´ce 5 storey shopping complex/ business operation double storey industry building/ of´ce 44 22 43 2 units 8-storey shop of´ce / vacant 8 4-storey shophouse complex/ vacant 36 leasehold 99 years (13.1.2091) Freehold SHARE CAPITAL Authorised Share Capital Issued & Paid-Up Capital Class of Shares Voting Rights : : : : RM88,000,000 RM68,503,602 Ordinary Shares of RM1.00 each One Vote per shareholder on a show of hands One vote per Ordinary Share on a poll DISTRIBUTION OF SHAREHOLDING Holdings No. of Holders Less than 100 shares 100 to 1,000 1,001 to 10,000 10,001 to 100,000 100,001 to less than 5% of issued shares 5% and above of issued shares TOTAL % Total Holdings % 58 141 852 83 36 2 4.95 12.03 72.70 7.08 3.07 0.1 7 1,929 63,755 1,853,8 1 8 2,2 9 1 ,552 49,389,7 1 8 14,902,830 0.00 0.09 2.7 1 3.35 72.10 21.75 1,172 100.00 68,503,602 100.00 SUBSTANTIAL SHAREHOLDERS as at 30 January 2015 Name of shareholders No. of Shares held Direct % Deemed % 1. Tan Sri Dato’ Sri Tang Yeam Soon (“TSDSTYS”) 3,028,300 4.42 16,269,030* 23.75 2. Puan Sri Datin Sri Khor Guik Lee (“PSDSKGL”) 1,366,200 1.99 17,931,130@ 26. 1 7 3. Equatorial Century Sdn Bhd (“ECSB”) 14,902,830 21.75 - - 4. Tan Sri Dato’ Seri Vincent Tan Chee Yioun 1,898,600 2.77 5,347,800^ 7.80 5. Berjaya Philippines Inc. 3,030,000 4.42 - - # 6. Berjaya Corporation Bhd - - 3,913, 1 00 5.71 7. Berjaya Group Bhd - - 3,913, 1 00# 5.71 # 5.71 Deemed % 8. Juara Sejati Sdn Bhd 3,913, 1 00 DIRECTORS’ SHAREHOLDING as at 30 January 2015 No. of Shares held Direct % 1. Tan Sri Dato’ Sri Tang Yeam Soon 3,028,300 4.42 16,269,030* 23.75 2. Puan Sri Datin Sri Khor Guik Lee 1,366,200 1.99 17,931 ,130@ 26. 1 8 3. Chang Yen Huei 1,100 0.00 2,640,000& 3.85 4. Dato’ Dr Haji Kardin bin Shukor 11,000 0.02 - - Notes: * Deemed interested by virtue of his major shareholdings in ECSB pursuant to Section 6(A) of the Companies Act, 1965 and through his wife, PSDKGL @ Deemed interested by virtue of her major shareholdings in ECSB pursuant to Section 6(A) of the Companies Act, 1965 and through her husband, TSDTYS & Deemed interested by virtue of his substantial shareholding in Advance Ultimate Sdn Bhd pursuant to Section 6(A) of the Companies Act, 1965 ^ Deemed interested by virtue of his substantial shareholdings in Premier Merchandise Sdn Bhd, Prime Credit Leasing Sdn Bhd and Berjaya Philippines Inc. pursuant to Section 6(A) of the Companies Act, 1965 # Deemed interested by virtue of its interest in Berjaya Philippines Inc. and Prime Credit Leasing Sdn Bhd pursuant to Section 6(A) of the Companies Act, 1965 103 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD as at 30 January 2015 252670-P Analysis Of Shareholdings 252670-P as at 30 January 2015 ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD List Of Thirty Largest Shareholders NAME & ADDRESS OF SHAREHOLDERS 1. EQUATORIAL CENTURY SDN BHD No. Of Shares held % 10,5 1 3,830 15.35 2. KAF NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Equatorial Century Sdn Bhd 4,389,000 6. 41 3. MIDF AMANAH INVESTMENT NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Megastar Ventures Sdn Bhd 3,420,000 4.99 4. SURPLUS-ED CAPITAL SDN BHD 3, 4 1 1 ,400 4.98 5. NICETRADE CAPITAL SDN BHD 3,274,700 4.78 6. AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Amlied Holdings Sdn Bhd 3,1 90,000 4.66 7. KAF NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Priority Prospect Sdn Bhd 3,072,300 4.48 8. INTER-PACIFIC EQUITY NOMINEES (ASING) SDN BHD for Berjaya Philippines Inc. 3,030,000 4.42 9 . TAN SRI DATO’ SRI TANG YEAM SOON 2, 9 5 1,300 4.3 1 10. ADVANCE ULTIMATE SDN BHD 2,640,000 3.85 1 1 . MAYBANK NOMINEES (TEMPATAN) SDN BHD Pledged securities account for BBC Capital Sdn Bhd 2,304, 91 0 3.36 1 2 . ABB NOMINEE (TEMPATAN) SDN BHD Pledged securities account for Vincent Tan Chee Yioun 1 ,898,600 2.77 1 3 . NUSRAYA HOLDINGS SDN BHD 1 ,827,300 2.6 7 14. AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Perspektif Bakti Sdn Bhd 1 , 761 ,590 2.57 1 5. PAN PROSPERITY HOLDINGS SDN BHD 1 ,673, 1 50 2.44 1 6. AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Pan Prosperity Holdings Sdn Bhd 1 ,6 5 1,400 2.4 1 1 7. PERSPEKTIF BAKTI SDN BHD 1 ,605, 1 00 2.34 1 8. PREMIER MERCHANDISE SDN BHD 1 ,434,700 2.09 1 9. PUAN SRI DATIN SRI KHOR GUIK LEE 1 ,365, 1 00 1.99 20. MAYBANK NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Azam Spektrum Sdn Bhd 1,276,400 1.86 2 1 . MAYBANK NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Pancaran Kurnia Sdn Bhd 1 ,233,000 1.80 22. INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD For Arsam Bin Damis 650,000 0.94 23. INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Fabulous Channel Sdn Bhd 634, 1 00 0.93 24. MALAYSIA NOMINEES (TEMPATAN) SENDIRIAN BERHAD For Great Eastern Life Assurance (Malaysia) Berhad 630,600 0.92 25. PUBLIC NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Surinder Singh a/l Wassan Singh 567,000 0.83 ANNUAL REPORT 2014 104 NAME & ADDRESS OF SHAREHOLDERS No. Of Shares held % 26. CIMB GROUP NOMINEES (TEMPATAN) SDN BHD Pledged securities account for Prime Credit Leasing Sdn Bhd 489,700 0.71 27. WONG YEE CHOO 486,200 0.71 28. TAN KIM KEE @ TAN KEE 401,800 0.59 29. PRIME CREDIT LEASING SDN BHD 393,400 0.57 30. KAM TEH CHUNG 352,955 0.52 105 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) as at 5 February 2014 THE STORE CORPORATION BERHAD List Of Thirty Largest Shareholders (cont’d) Notice of Annual General Meeting ANNUAL REPORT 2014 106 ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD Agenda 1. To receive the audited ´nancial statements of the Company for the ´nancial year ended 30 September 2014 together with the reports of the Directors and Auditors thereon. Refer to explanatory note 1 2. To approve the payment of a First and Final Single-Tier Dividend of 3.75% in respect of the ´nancial year ended Resolution 1 30 September 2014. 3. To ratify and approve the payment of Directors’ Fees for the ´nancial year ended 30 September 2014. Resolution 2 4. To re-elect the following directors who retire in accordance with the provisions of the Company’s Articles of Association: a) Mr Chang Yen Huei b) Mr Yeoh Chong Keng Resolution 3 Resolution 4 5. To consider and, if thought ´t, pass the following resolution pursuant to Section 129(6) of the Companies Act, 1965: “That Dato’ Dr. Haji Kardin bin Haji Shukor (a director retiring in compliance with Section 129 of the Companies Act, 1965, being over the age of seventy years) be and is hereby re-appointed a director of the Company to hold of´ce until the next Annual General Meeting.” Resolution 5 6. To re-appoint Messrs Grant Thornton as Auditors of the Company for the ensuing year and to authorise the Board of Directors to ´x their remuneration. Resolution 6 7. To transact any other ordinary business of which due notice shall have been given. As Special Business To consider and, if thought ´t, to pass the following resolutions as ordinary resolutions: 8. PROPOSED RETENTION OF INDEPENDENT DIRECTORS “THAT approval be and is hereby given to retain the following directors, who have served as independent directors of the Company for more than nine (9) years, as independent directors in accordance with the Malaysian Code on Corporate Governance 2012 : a) Dato’ Sri Md Kamal bin Bilal Resolution 7 b) Dato’ Dr. Haji Kardin bin Haji Shukor (subject to the passing of Resolution 5) Resolution 8 c) Lim Gin Chuan Resolution 9 d) Yeoh Chong Keng (subject to the passing of Resolution 4) Resolution 10 9. AUTHORITY TO ALLOT AND ISSUE SHARES PURSUANT TO SECTION 132D OF THE COMPANIES ACT, 1965 “THAT subject always to the Companies Act, 1965, the Articles of Association of the Company and the approvals of the relevant governmental and regulatory authorities, the directors be and are hereby empowered pursuant to Section 132D of the Companies Act, 1965, to issue shares in the Company at any time and upon such terms and conditions for such purposes as the directors may, in their absolute discretion, deem ´t, provided that the aggregate number of shares issued pursuant to this resolution does not exceed 10% of the issued capital of the Company for the time being and that the directors be and are also empowered to obtain the approval for the listing of and quotation for additional shares so issued on Bursa Malaysia Securities Berhad and that such authority shall continue in force until the conclusion of the next Annual General Meeting of the Company.” Resolution 11 10. PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO PURCHASE ITS OWN SHARES “THAT, subject to the Companies Act, 1965 (as may be amended, modi´ed or re-enacted from time to time), the Listing Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”), the Company’s Articles of Association and all other applicable laws, regulations and guidelines and the approvals of all relevant government and/or regulatory authorities, the Company be and is hereby authorised to purchase such number of ordinary shares of RM1.00 each in the Company (“Proposed Share Buyback”) as may be determined by the directors of the Company from time to time through Bursa Malaysia as the directors may deem ´t in the interest of the Company provided that the aggregate number of shares purchased and/or held pursuant to this resolution does not exceed ten per centum (10%) of the total issued and paid-up share capital of the Company at any point of time of the said purchase(s) and the maximum number of shares which may be purchased by the Company shall not exceed 6,850,360 shares. 107 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) NOTICE IS HEREBY GIVEN that the Twenty-Second (22nd) Annual General Meeting of the Company will be held at Crown Hall 1, Level 1, The Crystal Crown Hotel, Petaling Jaya, No. 12 Lorong Utara A, Off Jalan Utara, 46200 Petaling Jaya, Selangor on Friday, 27 March 2015 at 10.00 a.m for the following purposes: THE STORE CORPORATION BERHAD Notice Of Annual General Meeting 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD Notice Of Annual General Meeting (cont’d) AND THAT, upon completion of the purchase by the Company of its own shares (“The Store Shares”), the directors are authorised to retain The Store Shares as treasury shares or cancel The Store Shares or retain part of The Store Shares as treasury shares and cancel the remainder. The directors are further authorised to resell the treasury shares on Bursa Malaysia or distribute the treasury shares as dividends to the Company’s shareholders or subsequently cancel the treasury shares or any combination of the three. AND FURTHER THAT such authority shall be effective immediately upon passing of this resolution and will continue in force until: (i) the conclusion of the next Annual General Meeting of the Company following the general meeting at which such resolution was passed at which time it shall lapse unless by ordinary resolution passed at that meeting, the authority is renewed, either unconditionally or subject to conditions; or (ii) the expiration of the period within which the next Annual General Meeting after that date is required by law to be held; or (iii) revoked or varied by ordinary resolution passed by the shareholders in the general meeting; whichever occurs ´rst but not so as to prejudice the completion of purchase(s) by the Company before the aforesaid expiry date. AND FURTHER THAT the directors of the company be and are authorised to take all steps as are necessary and/ or to do all such acts and things as the directors deem ´t and expedient in the interest of the Company to give full effect to the Proposed Share Buyback with full powers to assent to any condition, modi´cation, revaluation, variation and/or amendment (if any) as may be imposed by the relevant authorities.” Resolution 12 11. PROPOSED RENEWAL OF SHAREHOLDERS’ TRANSACTIONS OF A REVENUE NATURE MANDATE FOR EXISTING RECURRENT RELATED PARTY “THAT, subject always to the provisions of the listing requirements of Bursa Malaysia Securities Berhad, approval be and is hereby given to the Company and its wholly-owned subsidiaries, Paci´c Hypermarket & Departmental Store Sdn Bhd and Paci´c Bowling Sdn Bhd, to enter into and give effect to speci´ed recurrent related party transactions of a revenue nature with speci´ed classes of Related Parties as speci´ed in Section 3.2 of the Circular to shareholders dated 5 March 2015 which are necessary for the day to day operations and/or in the ordinary course of business of the Group and are carried out at arms’ length basis on normal commercial terms and on transaction price and term which are not more favourable to the Related Parties than those generally available to the public and are not detrimental to minority shareholders of the Company and such mandate shall continue to be in force until: (i) the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless by a resolution passed at a general meeting, the authority is renewed; or (ii) the expiration of the period within which the next Annual General Meeting after the date it is required to be held pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) (but shall not extend to such extension as may be allowed pursuant to Section 143(2) of the Act); or (iii) revoked or varied by resolution passed by the shareholders in a general meeting, whichever is the earlier, and THAT authority be and is hereby given to the directors of the Company and its subsidiaries to complete and do such acts and things as they may consider necessary or expedient in the best interest of the Company (including executing all such documents as may be required) to give effect to the transactions contemplated and/or authorised by this Ordinary Resolution.” Resolution 13 12. PROPOSED SHAREHOLDERS’ MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A REVENUE NATURE “THAT, subject always to the provisions of the listing requirements of Bursa Malaysia Securities Berhad, approval be and is hereby given to the Company and its wholly-owned subsidiary, Paci´c Hypermarket & Departmental Store Sdn Bhd to enter into and give effect to additional recurrent related party transaction of a revenue nature with speci´ed classes of Related Parties as speci´ed in Section 3.2 of the Circular to shareholders dated 5 March 2015 which are necessary for the day to day operations of the Group provided that: i) the transactions are carried out in the ordinary course of business and are at arms’ length basis on normal commercial terms and on transaction price and terms which are not favourable to the Related Parties than those generally available to the public and are not detrimental to minority shareholders; ii) disclosure is made in the annual report on the breakdown of the aggregate value of transactions conducted pursuant to the shareholders’ mandate during the ´nancial year. ANNUAL REPORT 2014 108 (i) the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless by a resolution passed at a general meeting, the authority is renewed; or (ii) the expiration of the period within which the next Annual General Meeting after the date it is required to be held pursuant to Section 143(1) of the Companies Act, 1965(“Act”)(but shall not extend to such extension as may be allowed pursuant to Section 143(2) of the Act);or (iii) revoked or varied by resolution passed by the shareholders in a general meeting, whichever is the earlier, and THAT authority be and is hereby given to the directors of the Company and its subsidiaries to complete and do such acts and things as they may consider necessary or expedient in the best interest of the Company (including executing all such documents as may be required) to give effect to the transactions contemplated and/or authorized by this Ordinary Resolution.” Resolution 14 Notice of Dividend Entitlement and Payment NOTICE IS ALSO HEREBY GIVEN that the First and Final Single-Tier Dividend of 3.75%, in respect of the ´nancial year ended 30 September 2014, if approved, will be payable on 19 June 2015 to depositors who registered in the Record of Depository at the closure of business on 21 May 2015. A Depositor shall qualify for entitlement only in respect of:a) Shares transferred to the Depositor’s Securities Account before 4.00 p.m. on 21 May 2015 in respect of ordinary transfers; and b) Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia Securities Berhad. By Order of the Board LEE WAI NGAN (Ms) (LS 00184) HWONG PIK HUA (Ms) (MAICSA 7027798) Secretaries Kuala Lumpur Date : 5 March 2015 Notes: 1) Item 1 of the Agenda To receive the audited ´nancial statements of the Company for the ´nancial year ended 30 September 2014 together with the reports of the Directors and Auditors thereon. This item is meant for discussion only as the provision of Section 169(1) of the Companies Act, 1965 does not require shareholders’ approval for the audited ´nancial statements. Therefore, this item will not be put forward for voting. 2) Members’ entitled to Attended For purpose of determining who shall be entitled to attend this meeting, only members whose name appears on the Record of Depositors as at 23 March 2015 shall be entitled to attend, speak and vote at this meeting. 3) Appointment of Proxy i) A member is entitled to appoint not more than two proxies to attend at the same meeting. Where a member appoints more than one proxy, the appointment shall be invalid unless he speci´es the proportion of his shareholdings to be represented by each proxy. 109 ANNUAL REPORT 2014 ( INCORPORATED IN MALAYSIA ) AND THAT the authority conferred by such mandate shall commence immediately upon the passing of this ordinary resolution and continue to be in force until: 252670-P (cont’d) THE STORE CORPORATION BERHAD Notice Of Annual General Meeting 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD ii) For a member which is an exempt authorized nominee, as de´ned under Securities Industries (Central Depositors) Act, 1991, there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. iii) A proxy need not be a member of the Company and provision of Section 149(1) (b) of the Companies Act, 1965 shall not apply to the Company. iv) If the appointer is a corporation member, the instrument appointing proxy must be under its common seal or under the hand of an of´cer or attorney duly authorised. v) The instrument appointing a proxy must be deposited at the Company’s Registered Of´ce at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof. 4) Special Business i) Proposed Retention Of Independent Directors The proposed Ordinary Resolution No. 7 to 10, if passed, will allow the independent directors to be retained and continue acting as an independent director to ful´ll the requirements of Paragraph 3.04 of the Main Market Listing Requirements and in line with the recommendation No. 3.2 and 3.3 of the Malaysian Code on Corporate Governance 2012. The full details of the justi´cation and recommendations for the retention is set out in the Statement of Corporate Governance in the Annual Report 2014. ii) Proposed Authority to Allot and Issue Shares Pursuant to Section 132D of the Companies Act, 1965 The proposed adoption of the Ordinary Resolution No. 11, if passed, will authorise the directors to issue shares up to 10% of the issued and paid-up capital of the Company for the time being for such purposes as the directors consider would be in the best interest of the Company. The purpose for the renewal of a general mandate is to avoid any delay and costs in convening a general meeting to speci´cally approve such an issue of shares for any possible fund raising activities (excluding placing of shares) for the purpose of funding future investment projects, additional working capital etc. This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting of the Company. The Company did not issue any new shares pursuant to the mandate granted to the directors at the last Annual General Meeting held on 28 March 2014 and which will lapse at the conclusion of the forthcoming Annual General Meeting. iii) Proposed Renewal Of Authority For The Company to Purchase Its Own Shares The proposed adoption of the Ordinary Resolution No.12, if passed, will prepare the Company with a further option to utilize our ´nancial resource more ef´ciently. It is also intended to stabilize the supply and demand as well as the Company’s shares prices. The mandate shall continue to be in force until the date of the next Annual General Meeting of the Company unless earlier revoked or varied by ordinary resolution of the Company in a general meeting and is subject to annual renewal. Further information on this resolution is set out in the Share Buyback Statement dated 5 March 2015, despatched together with this Annual Report. iv) Proposed Renewal of Shareholders’ Mandate For Existing Recurrent Related Party Transactions and Proposed Shareholders’ Mandate For Additional Recurrent Related Party Transactions Of A Revenue Nature The proposed adoption of the Ordinary Resolutions No. 13 & 14, if passed, will enable the Group to enter into recurrent transactions involving the interest of related parties, which are of a revenue nature and necessary for the Group’s day-to-day operations, subject to the transactions being carried out in the ordinary course of business and on terms not to the detriment of the minority shareholders of the Group. The procurement of the proposed renewal of shareholders’ mandates would reduce substantially administrative time, effort and expenses associated with the convening of separate general meeting to seek shareholders’ approval as and when potential recurrent related party transactions percentage ratios is equal or exceeds 5% as prescribed in Chapter 10 of the Listing Requirement. Further information on these resolutions are set out in the circular to shareholders dated 5 March 2015, despatched together with this Annual Report. ANNUAL REPORT 2014 110 THE STORE CORPORATION BERHAD (Incorporated In Malaysia) (252670-P) I /We (full name) ___________________________________________________________________________________________________ of (full address) _____________________________________________________________________________________________________ being a member(s) of THE STORE CORPORATION BERHAD (252670-P), hereby appoint (full name)_________________________________________________________________________________________________________ and/or_____________________________________________________________________________________________________________ or failing him/her, the Chairman of the Meeting as my/our proxy, to vote for me/us and on my/our behalf at the Twenty-Second (22nd) Annual General Meeting of the Company to be held at Crown Hall 1, Level 1, The Crystal Crown Hotel Petaling Jaya, No. 12, Lorong Utara A, Off Jalan Utara, 46200 Petaling Jaya, Selangor on Friday, 27 March 2015 at 10.00 a.m or at any adjournment thereof, and to vote as indicated below : Please indicate with an ‘X’ in the space below how you wish your votes to be cast. (If you do not do so, your Proxy will vote or abstain from voting at his/her discretion). RESOLUTION FOR AGAINST 1. Payment of First and Final Dividend 2. Payment of Directors’ Fees 3. Re-election of Director: Mr Chang Yen Huei 4. Re-election of Director: Mr Yeoh Chong Keng 5. Re-election of Dato’ Dr. Haji Kardin bin Haji Shukor under Section 129 (6) of the Companies Act, 1965 6. Re-appointment of auditors 7. Proposed retention of Independent Director: Dato’ Sri Md Kamal bin Bilal 8. Proposed retention of Independent Director: Dato’ Dr Haji Kardin bin Haji Shukor (subject to passing of Resolution 5) 9. Proposed retention of Independent Director: Lim Gin Chuan 10. Proposed retention of Independent Director : Yeoh Chong Keng (subject to passing of Resolution 4) 11. Authority under Section 132D of the Companies Act, 1965 12. Proposed Renewal of shareholders’ authority for the Company to purchase its own shares 13. Proposed shareholders’ mandate for existing recurrent related party transactions of revenue nature. 14. Proposed shareholders’ mandate for additional recurrent related party transactions of revenue nature. As witness my/our hands this _________ day of ___________________ 2015 The proportion of my/our holding to be represented by my/our proxy(ies) is/are as follows: Number of Shares/% First Proxy Second Proxy Total ____________________________________ Signature/common seal of Shareholder(s) Note : Members Entitled To Attend For purpose of determining who shall be entitled to attend this meeting, only members whose name appears on the Record of Depositors as at 23 March 2015 shall be entitled to attend, speak and vote at this meeting. Appointment of Proxy i) ii) iii) iv) v) A member is entitled to appoint not more than two proxies to attend at the same meeting. Where a member appoints more than one proxy, the appointment shall be invalid unless he speci´es the proportion of his shareholdings to be represented by each proxy. For a member which is an exempt authorized nominee, as de´ned under Securities Industries (Central Depositors) Act, 1991, there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds. A proxy need not be a member of the Company and provision of Section 149(1) (b) of the Companies Act, 1965 shall not apply to the Company. If the appointer is a corporation, the instrument appointing proxy must be under its common seal or under the hand of an of´cer or attorney duly authorised. The instrument appointing a proxy must be deposited at the Company’s Registered Of´ce at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof. 111 ANNUAL REPORT 2014 252670-P ( INCORPORATED IN MALAYSIA ) THE STORE CORPORATION BERHAD PROXY FORM ANNUAL REPORT 2014 112 ( INCORPORATED IN MALAYSIA ) 252670-P THE STORE CORPORATION BERHAD