Annual Report - Health Management International Limited

Transcription

HEALTH
MANAGEMENT
INTERNATIONAL
CelebratingHealth
2014
Annual Report
Vision
Improving lives through healthcare and education
Mission
To be a leading regional healthcare company committed to the delivery of quality
products and services with care and compassion, that:
• Creates sustainable stakeholder value;
• Improves the quality of human life;
• Adheres to the highest ethical standards; and
• Attracts and develops quality human capital
Your Health,
Our Passion.
care+passion+ commitment
Contents
1
Providing Quality Healthcare Across the Region
2
Performance Overview
3
Financial Highlights
4
Chairman’s Message
6
Board of Directors
8
Senior Management
9
Malaysia Economic and Healthcare Review
10
Mahkota Medical Centre
13
Regency Specialist Hospital
15
Education Institutes
16
Nurturing Our People
17
Engaging Our Stakeholders
18
Reaching Out from the Heart
21
Corporate Governance Report
34
Financial Contents
IBC
Corporate Information
Providing Quality Healthcare Across the Region
Health Management International Ltd (“HMI”) is a healthcare company with presence
in Singapore, Malaysia, Indonesia, Cambodia, and Myanmar. Listed on the SGX
Mainboard, HMI is focused on the delivery of healthcare services.
HMI owns and operates two tertiary care hospitals in Malaysia, the flagship Mahkota
Medical Centre (“Mahkota“) in Malacca and Regency Specialist Hospital (“Regency”)
in Iskandar Malaysia, Johor, which provide a comprehensive suite of medical and
surgical disciplines. To reach out to regional patients, HMI has a network of 21 patient
representative offices. With more than 22 years of experience in hospital management,
HMI provides project consultancy and advisory services.
HMI also owns and operates HMI Institute of Health Sciences in Singapore and
Mahkota Institute of Health Sciences and Nursing in Malacca, Malaysia.
Annual Report 2014
1
Performance Overview
Revenue
Profit/(Loss) attributable to shareholders
(RM’000)
292,912
(RM’000)
16,027
245,415
209,221
173,884
7,574
140,846
1,816
(2,924)
FY2010 FY2011 FY2012 FY2013 FY2014
Shareholders’ equity
(481)
FY2010 FY2011 FY2012 FY2013 FY2014
Net assets per share
(RM’000)
110,456
85,770 85,925
(RM cents)
93,343
13.69
19.14
14.87
14.90
16.18
67,434
FY2010 FY2011 FY2012 FY2013 FY2014
FY2010 FY2011 FY2012 FY2013 FY2014
Earnings per share
(RM cents)
2.78
1.31
0.33
(0.57)
(0.08)
FY2010 FY2011 FY2012 FY2013 FY2014
2
Health Management International Ltd
Financial Highlights
Year ended 30 June
FY2014
FY2013
Change
292,912
245,415
19%
Gross Profit
85,834
66,478
29%
Operating Profit
44,855
29,279
53%
4,906
901
445%
Profit before tax
46,199
26,068
77%
Profit after tax
36,042
19,171
88%
Profit attributable to shareholders
16,027
7,574
112%
2.78
1.31
112%
19.14
16.18
18%
110,456
93,343
18%
Cash & cash equivalents
25,977
9,699
168%
Total borrowings
55,378
63,648
-13%
Total assets
287,156
264,750
8%
Total liabilities
134,963
132,351
2%
For the year (RM'000)
Revenue
Share of result of associates
Per share
Earnings (cents)
Net assets (cents)
At year-end (RM'000)
Shareholders' equity
Group Overview
Group revenue increased from RM 245 million in
FY2013 to RM 293 million in FY2014, representing a
19% increase. This strong and consistent performance
was mainly contributed by the Group’s hospital
segment, which registered an RM 47 million increase
as compared to FY2013. The Group’s education
segment also registered an increase in revenue of RM
0.6 million compared to FY2013.
Gross profit margin of the Group increased from
27% to 29% in FY2014, largely backed by improved
operations and higher patient loads at both hospitals.
The increase of net operating expenses by RM 3
million, or 7% as compared to FY2013, is in line with
the growth of business operations.
The Group’s operating profit registered a 53%
increase to RM 45 million in FY2014 from the previous
year, as a result of higher revenue, improved gross
profit margin and operating expenses management.
In addition, the Group also recognised a share of profit
of RM 5 million from associates due to the improved
overall performance by associate companies, mainly
as a result of higher contribution from the valuation of
investment properties.
On a consolidated basis, the Group achieved a
consolidated profit after tax of RM 36 million for the
year under review, an increase of RM 17 million
as compared to the previous year. The significant
improvement is a result of Regency achieving
profitability in FY2014. Total net profit attributable
to equity holders in the year under review is RM 16
million.
In terms of financial leverage, the Group continued to
improve its net gearing which has improved from 0.41
to 0.19 in FY2014, predominantly due to the reduction
in long term borrowings, as well as the repayment of
certain short term borrowings.
Annual Report 2014
3
As Mahkota marks its 20th Anniversary this year, the
hospital once again received the Brand Laureate SMEs
Masters Award by the Asia Pacific Brand Foundation
(“APBF”) for Best Brand in Wellness Healthcare –
Hospital. Mahkota continues to be a leader in Malaysian
medical tourism, with a strong brand, extensive patient
referral networks in the region, and a strong culture of
customer service that gives it the status of being one
of the top destinations for medical tourism in Malaysia.
Mahkota has seven Centres of Excellence (“COEs”),
including the Mahkota Heart Centre and Mahkota
Cancer Centre, which have performed well during the
year under review. As a result, Mahkota achieved 11%
revenue growth for FY2014.
Dear Shareholders,
FY2014 was a good year for the Group as we achieved
strong growth at all our subsidiaries, in particular at our
hospitals Mahkota Medical Centre (“Mahkota”) and
Regency Specialist Hospital (“Regency”) in Malaysia.
This year also marks a significant milestone for the
Group with Regency’s turnaround to profitability and
Mahkota’s strong continued growth in spite of the
increased competition for medical tourism in the region.
Strong Group Performance
HMI enjoyed healthy growth for the financial year of
2014, with a strong revenue growth of 19% to achieve a
turnover of RM 293 million. This was mainly due to the
contributions of Mahkota and Regency, as both hospitals
delivered continued growth in patient admissions and
higher average bill sizes due to the increasing demand
for medical treatment and surgeries. In FY2014, the total
number of patients receiving treatment at our hospitals
exceeded 371,000, a record achievement for the Group.
As a result, the Group achieved profit before tax of RM
46 million and profit attributable to shareholders of RM
16 million for FY2014, an increase of 77% and 112%
respectively as compared to FY2013.
4
Into its fifth year of operations, Regency achieved a
turnaround into profitability in FY2014, and has grown
to become one of the leading private hospitals in
the Iskandar region in Johor, Malaysia. The hospital
continues to attract local and internationally trained
Malaysian doctors to practice at the hospital, and is
continuously upgrading and expanding its facilities
and services to cater to a growing patient load. As a
result, Regency contributed positively to the Group’s
net profit margins and achieved a 61% revenue growth
for FY2014.
Growing Healthcare Trend in Malaysia
On the back of Malaysia’s rising domestic healthcare
expenditure growth trends, Malaysia has also been
recording double-digit growth in medical tourism since
2002. In line with the growth of the Malaysian private
healthcare market, competition is also expected to
intensify with an expected increase in the number
of private hospitals from 225 in 2012 to 239 in 2018,
according to Frost & Sullivan. Nonetheless, with the
Malaysian private hospital services market estimated to
reach RM13.8 billion by 2015 from RM7.5 billion in 2011,
there continues to be exciting growth opportunities for
both Mahkota and Regency.
Riding the Next Chapter of Growth
HMI has successfully developed into a well regarded
provider of quality healthcare services and education. In
addition to the two hospitals, the Group also comprises
21 patient representative offices in Indonesia, Malaysia,
Cambodia, Myanmar and Singapore that assist in
patient referral to our hospitals, as well as two training
institutes in Singapore and Malaysia that provide quality
healthcare education.
Looking ahead, the Group is committed to grow our
hospital business through expanding and upgrading
hospital facilities and services to boost capacity and
improve overall patient experience, as well as through
attracting and retaining key specialists to grow our
specialty and sub-specialty capabilities.
Staying true to our tagline “Your Health, Our Passion”,
our hospitals remain focused on our mission to provide
quality healthcare. Looking forward, our hospitals
aspire to be the trusted healthcare partner for our
patients and their families.
Appreciation
I would like to express our gratitude to our team
of doctors, managers, healthcare and education
professionals and support staff, for your dedication
and hard work throughout the year. Your contributions
have helped build a solid foundation for the Group,
and remain the key driver of our continued growth and
success.
I would also like to express our appreciation to all
our shareholders, customers, government agencies,
business associates and other stakeholders, for your
ongoing support over the years.
In our next chapter of growth, the Group is also looking
forward to develop new business areas and invest
in talent management and development across the
Group.
Lastly, I would like to thank our Board of Directors
for providing strong stewardship and ensuring good
governance as we grow the Group together.
Giving Back to the Community
Thank you.
As part of our corporate social responsibilities, the
Group is committed to the improvement of quality of life
in the local communities that we operate in. Throughout
FY2014, the Group continued to give back to the
community through active engagement and outreach
activities. As we grow and develop our capabilities, we
will continue to reach a hand out to the less fortunate
where we can.
Dr Gan See Khem
Executive Chairman and Managing Director
Annual Report 2014
5
Board of Directors
Dr Gan See Khem
Executive Chairman and Managing Director
Appointed in January 1999
Dr Gan See Khem is Executive Chairman and Managing Director
of Health Management International Ltd. She has spearheaded the
Group’s healthcare and education businesses since 1999.
Dr Gan is an active figure in public services and currently serves
on the Malaysia-Singapore Business Council. She also currently
serves as the first woman President of the Singapore Gan Clan
Association, and is distinguished as one of the first two women to
become a council member at the Singapore Chinese Chamber of
Commerce and Industry in 1995. She was a Nominated Member of
Parliament of the Republic of Singapore. She was also previously
on the Board of Trustees of the Institute of South East Asian Studies
and Singapore Management University (“SMU”), and was a member
of the International Advisory Board of Curtin Business School.
Dr Gan specialised in strategic planning and management during
her 15-year tenure at the National University of Singapore. She holds
a PhD in Business Administration from the University of Sheffield,
United Kingdom.
Dr Chin Koy Nam
Executive Director
Appointed in January 1999
Dr Chin Koy Nam is Executive Director of Health Management
International Ltd. An established medical practitioner currently in
private practice, Dr Chin has special interests in preventive medicine
and diabetes management. He is the medical advisor to two clan
associations and one community guild.
Dr Chin holds a PhD and MBChB degree from the University of
Bristol and University of Sheffield, United Kingdom respectively.
6
Board of Directors
Dr Cheah Way Mun
Non-Executive Director, Independent
Appointed in September 1999
Dr Cheah Way Mun is an Independent Director. He is also a member
of the Audit Committee, Remuneration Committee and Nominating
Committee.
Dr Cheah is an accomplished ophthalmic surgeon currently in
private practice. He was previously the head of the eye department
of Tan Tock Seng Hospital and a visiting consultant of the National
University Hospital and the Singapore National Eye Centre.
Dr Cheah holds an MBBS from the then University of Singapore
and is a fellow of the Royal College of Surgeons (Glasgow and
Edinburgh) and the American Academy of Ophthalmology.
Mr Gan Lai Chiang, Andy
Appointed in April 2002
Mr Gan Lai Chiang is the Lead Independent Director. He is also
Chairman of the Audit Committee and a member of the Nominating
Committee and Remuneration Committee.
Mr Gan is the Managing Director of Swiss Securitas Asia Pte Ltd
and sits on the Board of Directors of various other companies.
Mr Gan was a Member of Parliament for Marine Parade Group
Representation Constituency and a member of the Government
Parliamentary Committees for Health and Transport. He serves on
the Nominations Committee and Corporate Governance Committee
of the Institute of Singapore Chartered Accountants.
Mr Gan holds a Bachelor of Commerce degree from the University
of Western Australia and a Graduate Diploma in Accounting
from Curtin University, Australia. He is a Fellow of the Institute of
Singapore Chartered Accountants and a CPA Australia.
Professor Tan Chin Tiong
Appointed in September 1999
Professor Tan Chin Tiong is an Independent Director. He is Chairman
of the Remuneration Committee and Nominating Committee. He is
also a member of the Audit Committee.
He is the Founding President of Singapore Institute of Technology
and the Founding Provost of the Singapore Management University
(SMU). Professor Tan is currently the senior advisor to the President
of SMU and professor of marketing. He has co-authored several
books on marketing and business and consulted for corporations
around the world.
Professor Tan is the independent director of Communication Design
International Ltd. He was on the boards of several companies
including Superior Multi-Packaging Ltd and Hup Soon Global Ltd.
Professor Tan holds a PhD from the Pennsylvania State University,
United States of America.
Annual Report 2014
7
Senior Management
Mr Stanley Lam
Mr Tee Soo Kong
Dr Tan Cheng Hock
Ms May Tan Mei Yen
Ms Sally Tan
Mr Mok Chek Min
Mr Lee Soon Teck
Dr Teh Peng Hooi
Mr Albert Choong
Mr Derrick Chan
Ms Siti Muslehat
Bte Mustaffa
Ms Vickie See
Wai Gai
Senior Management
Mahkota Medical Centre Regency Specialist Hospital
Mr Stanley Lam
Chief Executive Officer
Dr Tan Cheng Hock
Medical Director
Dr Teh Peng Hooi
Medical Director
Ms May Tan Mei Yen
Chief Financial Officer
Mr Albert Choong
Director of Operations
Ms Sally Tan
General Manager of Patient
Services
Mr Derrick Chan
Director of Business Development
Ms Chin Wei Jia
Group General Manager
Health Management International
Chief Executive Officer
Mr Tee Soo Kong
General Manager
HMI Institute of Health Sciences
8
Ms Chin Wei Jia
Mr Mok Chek Min
Director of Operating Theatre
Complex
Mr Lee Soon Teck
Director of Clinical Support
Services & Operations
Ms Siti Muslehat Bte Mustaffa
Director of Patient Services
Ms Vickie See Wai Gai
Director of Finance and Administration
Malaysia Economic and Healthcare Review
2013 was generally another good year for Malaysia’s
economy at large, as the country recorded a 4.7% GDP
growth rate. GDP growth rate for private healthcare
services at 8.3% outpaced the overall country’s GDP
growth rate for 2013. Per capita income was US$10,060
at the end of 2013. Unemployment rate remained at
a relatively low level of 3.1%. While the percentage of
household expenditure on healthcare services has been
increasing in Malaysia, there is still a considerably large
gap as compared to 5.3% in the Singapore market.
Malaysia’s key development master plan, the Economic
Transformation Programme (“ETP”), was launched
in 2010. The ETP aims to propel Malaysia into a high
income economy, defined by per capital income of
US$15,000, principally through a private sector-led
growth model by 2020. A total of RM132.8 billion private
investment in 2013 has fueled the targeted growth in
Malaysia at a greater pace, and also helped to create
more high-income jobs. Under the ETP, healthcare
has been identified as 1 of 12 National Key Economic
Areas (“NKEAs”). These NKEAs will receive prioritised
government support including funding, top talent and
Prime Ministerial attention. Significant investments have
been made in healthcare, with new hospitals in various
locations in East and West Malaysia expected to be
open over the next 5 years.
According to Frost & Sullivan’s latest “Malaysia
Healthcare Outlook” report, the hospital market in
Malaysia was the top segment in terms of revenues,
followed by the medical devices and pharmaceutical
segments. The hospital, medical devices and
pharmaceutical segments are expected to register
a compound annual growth rate of 17.3%, 14% and
11.4%, respectively, for the period 2012 to 2018.
Malaysia is fast establishing itself as a medical tourism
hub in South East Asia. The importance of health
tourism was identified under the NKEAs, and the
Malaysia Healthcare Travel Council was established
to promote and develop the country’s health tourism
industry. In 2013, Malaysia received around 768,000
patients, an increase of 15% from the prior year,
comprising patients around the globe of which a large
number come from Indonesia. In 2013, Forbes ranked
Malaysia as the third best country to retire in, and the
aged care industry is expected to be worth $1.2 billion
by 2020. Medical tourists and foreign retirees too are
choosing Malaysia due to the lower cost of healthcare
and other incentives.
In terms of regulatory update for the private healthcare
industry in Malaysia, the amendment of the Malaysian
Private Healthcare and Facilities Act has been approved
in December 2013. This amendment allows for an
increase in medical consultation fees and an increase
of 14% to 18% in medical procedure fees. Most private
hospitals have begun progressively adopting the new
pricing in 2014. In addition, the 6% Goods and Services
Tax (“GST”), which is planned to be implemented in
April 2015, is expected to increase the cost of healthcare
delivery in Malaysia.
Annual Report 2014
9
Mahkota Medical Centre (“Mahkota”) delivered strong
growth in FY2014, registering a positive year-on-year
revenue growth of 11% to achieve a turnover of RM
212 million. Driven by strong local and foreign patient
demand, Mahkota saw a steady increase in patient
load, occupancy and increased average bill size per
patient. The number of patients visiting Mahkota grew
by 6% from the previous year to over 287,000 patients
in FY2014, as the hospital continued to benefit from
strong demand for quality private healthcare services
in Malaysia.
Delivering Quality Patient Care
FY2014 was an eventful year for Mahkota. The
hospital continued to hold its Advanced Obstetrics &
Gynaecology Laparoscopic ‘Live’ Surgery workshops
amongst other activities aimed at enhancing medical
service levels at Mahkota. Mahkota continues to be
active in promoting continuing medical education for
physicians, with an engaging series of Continuing
Medical Education (“CME”) talks conducted by
local and overseas consultants including a forum on
medico-legal issues.
In FY2014, Mahkota added four more specialties
and sub-specialties, including Respiratory Medicine,
Hepatopancreatobiliary Surgery, Neo-natal Cardiology
and Paediatric Cardiology, to her growing list of
specialties. These new specialties provide a fuller
complement of medical services for the hospital’s
10
Centres of Excellence (“COEs”), as a one-stop solution
for patients requiring specific treatments. Mahkota
continues to focus on enhancing patient experiences
and improving customer service in order to fulfil and
exceed customer expectations.
Customer Service Rating
Strongly adhering to its slogan “Your Health, Our
Passion”, Mahkota is proud to serve her patients
warmly as measured by an increase in the Net
Promoter Score (“NPS”). The NPS is a management
tool used to gauge the loyalty of customers towards
a company. With a strong customer service rating of
8.3/10, Mahkota continues to delight her patients every
step of the way.
New Specialist Outpatient Clinic
To boost capacity and upgrade its facilities, a new
Specialist Outpatient Clinic (“SOC”) was established
in Mahkota. Designed with the comfort of patients
in mind, the new SOC features a clean and modern
interior design to provide a healing environment for
patients while they wait for their doctor’s appointments.
Accreditation & Award for Mahkota
In FY2014, Mahkota achieved re-accreditation of the
Malaysian Society for Quality in Health (“MSQH”) for
a four-year period, proving its commitment to deliver
quality medical outcomes and patient care in Malaysia.
For the same year, Mahkota Medical Centre was also
awarded The Brand Laureate - SME Master Award
2013 from the Asia Pacific Brand Foundation (“APBF”).
The award recognises the industry’s top achievers for
healthcare service and delivery, with Mahkota topping
the category for Best Brand in Wellness Healthcare –
Hospital.
Riding the Next Chapter of Growth
Moving ahead, Mahkota will focus on differentiating
herself from competitors by growing key disciplines,
increasing the number of sub-specialties available and
enhancing patient experience. With the continuous
development of the seven COEs, Mahkota aims to
be a one-stop centre for medical care catering to the
diverse needs of local and regional patients. Mahkota
will also intensify her capabilities, boost capacity and
optimise business processes to service the growing
patient load.
Improvements in the pipeline for FY2015 include the
addition of new Day Surgery Operating Theatres,
opening of a Day Surgery Unit and VMAT upgrade for
the Linear Accelerator. With these plans and ongoing
developments, Mahkota is well-positioned for future
growth - to further strengthen its brand in South East
Asia and deepen its commitment to the region.
Annual Report 2014
11
Mahkota Medical Centre Celebrates 20 Years
As Mahkota marks its 20th Anniversary this year, the hospital once again received the Brand Laureate SMEs Masters Award
by the Asia Pacific Brand Foundation (“APBF”) for Best Brand in Wellness Healthcare – Hospital.
Mahkota celebrates its 20th Anniversary this year, and
the hospital marks its achievements and heritage since
its founding in 1994. From its humble beginnings as
a local hospital situated in the heart of Malacca town,
Mahkota has grown to be a premier 266-bed tertiary
care hospital of regional repute with over 100 practicing
Consultants and seven COEs, such as the Mahkota
Heart Centre and Mahkota Cancer Centre, to cater to
the growing pool of patients.
One of the first private hospitals in Malaysia to focus
on medical tourism, Mahkota has since established
itself as a leader in Malaysian medical tourism. With a
network of 21 patient representative offices in Indonesia,
Cambodia, Myanmar and Singapore, the increasing
number of foreign patients further attests to Mahkota’s
reputation as a popular healthcare destination.
To further commemorate this milestone, Mahkota
organised a yearlong series of internal and external
events and charity fundraising to celebrate its 20th
Anniversary and to give back to the community.
12
Regency Specialist Hospital (“Regency”) achieved
profitability in FY2014, delivering a turnaround with a
strong positive year-on-year revenue growth of 61% to
achieve a record high of RM 79 million. The number of
patients visiting Regency grew by 30% from the previous
year, as the hospital continued to see healthy demand
from patients that resulted in significant increases in
patient load, surgical cases and occupancy.
Building a Solid Foundation for Growth
To build a solid foundation for future growth, Regency
is focused on providing quality and customer-centric
healthcare for her patients. In FY2014, the hospital
revamped its Business Centre to improve patient flow,
streamlined internal processes and implemented a new
Hospital Information System (“HIS”). To drive patient
growth, Regency continues to remain committed to
increase its medical capabilities and to enhance patient
experience in the hospital.
Medical Education (“CME”) talks conducted by local
and overseas consultants.
In FY2014, Regency opened a revamped new Specialist
Outpatient Clinic (“SOC”) to cater to the growing
needs of patients and to accommodate new doctors
joining the hospital. The new SOC comprises clean,
stylish and modern looking individual clinic suites
with dedicated patient waiting areas and reception, to
provide a soothing environment for patients. To cater
for increased patient load, Regency is committed to
invest in the development of more clinic space to boost
capacity, launch of new services, and investment in
medical equipment to grow the hospital
Improving Medical Capability and Services
In FY2014, Regency continued its efforts to attract
specialists locally and internationally trained Malaysian
doctors to grow its existing pool of specialists in the
hospital. The total number of full-time and part-time
consultants in Regency increased to 45 across a range
of 21 medical specialties. In support of continuous
upgrading and professional development, Regency
continues to be active in promoting continuing medical
education for physicians, with a series of Continuing
Annual Report 2014
13
Positioning Strategically for Growth
Deepening Commitment to Iskandar, Johor and
the Region
With the growing healthcare expenditure trend in
Malaysia and the rapid development of Iskandar
Malaysia, Johor, competition for healthcare services
in Johor is expected to intensify with the entry of new
hospitals over the next few years.
During the year under review, Regency focused on
establishing strong support networks in Johor and
the region, and continued to strengthen relationships
with key local and regional companies, associations
and community groups. Through various marketing
and outreach activities held in Malaysia and Indonesia,
Regency also raised awareness of the hospital to a
more diversified pool of patients.
Regency aims to be a one-stop centre for medical
care catering to the needs of local and regional
patients. Moving ahead, Regency will focus on
differentiating herself from competitors by growing
key disciplines, launching new services, increasing
capacity and enhancing patient experience. Regency
will also continue to widen its local and regional patient
networks to deepen its commitment in Johor and the
region for the provision of quality healthcare services.
Building Strong Networks – The Regency Brand
Regency Specialist Hospital organises numerous marketing and outreach activities to raise awareness of the
hospital and develop friendships, goodwill and partnerships with local and regional communities and organisations.
• Regency celebrates Chinese New Year Open House attended by local authorities and other organisations
in the Johor area.
• Regency organises the first Regency Bowling Competition for corporate clients, associations and partners
to come together and compete in a friendly game of bowling.
• Regency collaborates with association and corporate partners to bring joy to the elderly from Rumah
Kebajikan Seri Kenangan, Johor Bahru during International Women’s Day.
14
Education Institutes
HMI Institute of Health Sciences (“HMI Institute”) is
a dedicated private provider of healthcare training
in Singapore and one of two Singapore Workforce
Development Agency (“WDA”) appointed Continuing
Education and Training (“CET”) Centres for the
healthcare support sector in Singapore. During the
year under review, HMI Institute contributed positively
to the overall Group performance, and continued to
increase student headcount due to greater demand for
healthcare support jobs in Singapore.
Lean Suan, Senior Minister of State for Health
& Manpower, for 255 WSQ healthcare support
graduates. Graduates experienced a proud
moment with the launch of “Heart for Hearts”, a
Community Involvement Programme that they had
actively participated in.
• HMI Institute collaborated with Ren Ci Hospital to
implement applied clinical learning methodology in
teaching and learning in the WSQ Therapy Services
certification course.
HMI Institute’s primary objective is to nurture students
to become competent healthcare personnel equipped
with a balance of theoretical and practical skills.
Since 2001, HMI Institute has trained more than 3,500
graduates for the Singapore healthcare industry. HMI
Institute also provides a wide range of emergency
life support skills training courses for individuals from
all walks of life, and has trained more than 80,000
individuals in life saving skills.
HMI Institute has developed close links with healthcare
providers in Singapore to provide job placements for
students upon completion of their course. The Institute
also works closely with various Singapore government
agencies to encourage more Singaporeans to embark
on a fulfilling healthcare career path as healthcare
support professionals through Workforce Skills
Qualifications (“WSQ”) courses. With an ageing society
in Singapore, there is expected to be growing demand
for healthcare roles as healthcare institutions cope with
greater demand for healthcare services.
Highlights for the year under review:
• HMI Institute’s Annual Graduation Ceremony
and Job Fair 2013 was graced by Dr Amy Khor
Mahkota Institute of Health Sciences and
Nursing
In the year under review, Mahkota Institute of Health
Sciences and Nursing saw the graduation of its 1st
intake of Diploma in Nursing students since its relaunch in 2011. Affiliated with Mahkota Medical Centre,
the three-year full-time programme continues to be
widely recognised in the local community for potential
students looking to join the healthcare industry as
nursing professionals.
Annual Report 2014
15
Nurturing Our People
Attracting, developing and retaining talent is a key
priority for HMI. The Group highly values its talent, and
understands that there is a real need to compete for
clinical and managerial professionals who share the
same vision and values of the subsidiary companies
within the Group.
In view of this, a Talent Management Plan has been
developed based on the needs of each subsidiary, with
the objective of actively developing and engaging talent
to grow the Group. The hospitals’ talent management
plan identified four key strategies to aid its objectives
of attracting, developing and retaining talent. The
key strategies are: (1) Overall Leadership Roadmap,
(2) Development of the Talent Roster, (3) Retention
and Empowering of Employees and (4) Medical Staff
Development. The ongoing talent management plan
sets out clear career progression pathways, and
features a series of professional, leadership, and skills
upgrading programmes for clinical and managerial
staff.
To advance in the medical field, the Group believes
in continuing education and staying abreast of health
industry knowledge and expertise. In FY2014, Mahkota
organised a Medico-Legal Forum for doctors and other
healthcare professionals on 22 and 23 November 2013.
Doctors were able to network with other healthcare
professionals in Malaysia and share knowledge and
experience in medico-legal issues. Also, the Group
actively participates in industry-wide conferences and
seminars.
To further build its service-driven culture, the Group
invests in customer service, team-building and
personal improvement programmes to develop the
self-confidence of front-line staff in caring for and
interacting with customers. Also, the Group regularly
conducts workplace health promotion activities to
promote healthy lifestyles, and organises numerous
internal events to celebrate festivities and recognise
accomplishments.
16
Engaging Our Stakeholders
Investor Relations
HMI is committed to providing fair and transparent
corporate governance through open communication
and review with shareholders, analysts and other
stakeholders. Feedback is regularly and actively
sought from stakeholders. The Group ensures that
business is conducted with strong ethical, professional
and legal standards of the country in which it operates.
All materials disclosed can be found on our corporate
website – www.hmi.com.sg. The Group will continue to
ensure open communication and consistent updates
for the investment community.
Promoting a Healthy Lifestyle
HMI is passionate about promoting a healthy lifestyle
for our communities. Our hospitals regularly conduct
educational health talks and events for the general
public.
Mahkota Inter-Hospital Badminton Fellowship
24 – 25 May 2014
As part of Mahkota’s 20th Anniversary Celebration,
Mahkota Medical Centre organised the first of its kind
“Inter-hospital Badminton Competition and Sports
Fellowship” to promote a healthy lifestyle and build
good relations among local hospitals. The two-day
friendly badminton competition helped develop good
camaraderie among the doctors and staff of various
hospitals in Malacca.
Regency World Health Day
26 April 2013
In conjunction with the Global World Health Day,
Regency Specialist Hospital organised a health and
wellness carnival for the local community in Johor,
Malaysia. To spread the word on healthy eating,
Malaysia’s Celebrity Chef, Datuk Chef Wan, was invited
to give a live demonstration on “Healthy Cooking”.
More than 800 participants turned up for the event,
which included other healthy activities such as mass
Zumba dancing, health-screening, blood donation and
health talks.
Annual Report 2014
19
Giving Back to the Community
The Group is committed to being good corporate
citizens. As we grow our businesses, we focus on
reaching out a hand to the less fortunate, where we
can.
Mahkota “Ah Boys to Men” Charity Circumcision
21 – 26 June 2014
Mahkota Medical Centre organised a Charity
Circumcision event in Indonesia to raise awareness
of men’s health issues. Mahkota doctors and nurses
performed circumcisions for 60 underprivileged young
boys from three cities, namely - Jogjakarta, Pekan Baru
and Banda Aceh in Indonesia. This event was held in
collaboration with the Mahkota Men’s Health Centre of
Excellence (“COE”).
Regency’s Largest “Bubur Lambuk” Cookout in
Malaysia
21 July 2014
For the first time, Regency Specialist Hospital
participated in the Malaysia Book of Records for the
largest “Bubur Lambuk” cookout. The event, part of
the Ramadhan or Muslim holy month festivities, drew
Muslims & Non-Muslims closer together for a good
cause. Participants prepared 52,500 bowls of bubur
lambuk (porridge) for distribution to local mosques,
hospitals and charity homes in the Pasir Gudang area
in Johor.
Regency Visit to the Orang Asli Community
26 November 2013
Mahkota Idol 2 Charity Competition
25 October 2013
Following the success of Mahkota Idol 1, Mahkota
Medical Centre co-organised the Mahkota Idol
2 Charity Competition with the Malacca Chinese
Chamber of Commerce and Industry (“MCCCI”).
Auditions were held all over Malaysia, Indonesia and
Cambodia to scout for young talents. Participants were
delighted at this opportunity to showcase their talents.
Funds raised were used to provide financial support for
underprivileged patients who require cardiac surgery
in Malacca.
20
As part of its social responsibility initiatives, Regency
Specialist Hospital collaborated with local state
agencies to bring general health awareness and
dental health hygiene to the Orang Asli, an indigenous
community, in Johor. In the spirit of giving, Regency
donated educational materials, food hampers and other
items to the Orang Asli kindergartens and residents.
The Board and Management of Health Management International Limited (“HMI” or the “Company”) firmly believe
that good corporate governance is essential to the sustainability of the Company’s business and performance.
HMI’s corporate governance is built upon principles and guidelines set by the:
1)
2)
Code of Corporate Governance 2012 (the “Code”);
Listing Manual of the Singapore Exchange Securities Trading Limited (“SGX-ST”)
The Company has adhered to principles and guidelines from the Code issued by the Singapore Council on Corporate
Disclosure and Governance so as to protect shareholders’ interests and enhance long-term shareholders’ value
and corporate transparency.
BOARD’S CONDUCT OF ITS AFFAIRS
Principle 1
Principle Duties of the Board
The Board oversees businesses and affairs of the Company with the objective of maximising long-term shareholder
value and safe-guarding of shareholders’ and other stakeholders’ interests. The principle duties of the Board
include:
1) Deciding on broad policies, strategic directions and objectives of HMI;
2) Approving annual budgets, periodic plans and major investments and divestments;
3)Overseeing processes for evaluating the adequacy of internal controls, risk management, financial reporting
and compliance;
4) Appointing the CEO, Directors and Senior Management; and
5) Monitoring the financial performance of HMI.
Board Approval
Matters which are specifically reserved to the Board for approval are:
1)Matters involving a conflict of interest for a substantial shareholder or a Director;
2)Material acquisitions and disposal of assets;
3)Corporate or financial structuring;
4) Share issuances, interim dividends and other returns to shareholders;
5)Matters which require Board approval as specified under SGX’s interested person transaction policy; and
6) Any major investments or expenditures.
Board Committees
To assist the Board in discharging its oversight function, various Board Committees, namely the Audit,
Nominating, and Remuneration Committees, have been constituted with clear written terms of reference and
operating procedures. The effectiveness of each committee is also constantly reviewed by the Board. All the
Board Committees are actively engaged and play an important role in ensuring good corporate governance in the
Company and within the Group.
Board Orientation and Training
A formal letter of appointment is provided for every new Director to explain their duties and obligation. All newlyappointed Directors undergo a comprehensive orientation programme to ensure that they understand their duties
as directors and how to discharge such duties. This includes site visits to our hospitals in Malacca and Johor. The
Group provides extensive background information about its history, mission and values to its Directors. Meetings
with key management are also conducted to familiarise the new Directors with the business activities, strategic
directions, policies and corporate governance practices of the Group.
As part of the Company’s continuing education programme for all Directors, the Board maintains a policy for
any Director to attend relevant seminars and courses conducted by, including without limitation, the Singapore
Institute of Directors and SGX-ST, at the Company’s expense.
Annual Report 2014
21
Board Meetings
The Board meets regularly and as warranted. The Company adopts a policy whereby Directors are welcome to
request the Management for further explanations, briefings or informal discussions on any aspect of the Company’s
operations or business issues.
The attendances of the Directors at meetings of the Board and Board Committees, as well as the frequency of such
meetings, are set out below.
HMI Board
Name
Number
of
Meetings
Held
Number
of
Meetings
Attended
Audit Committee
Number
of
Meetings
Held
Number
of
Meetings
Attended
Nominating
Committee
Number
of
Meetings
Held
Number
of
Meetings
Attended
Remuneration
Committee
Number
of
Meetings
Held
Number
of
Meetings
Attended
Dr Gan See Khem
2
2
4
NA
3
NA
3
NA
Dr Chin Koy Nam
2
2
4
NA
3
NA
3
NA
Dr Cheah Way Mun
2
2
4
4
3
3
3
3
2
2
4
4
3
3
3
3
2
2
4
4
3
3
3
3
BOARD COMPOSITION AND GUIDANCE
Principle 2
Board Composition and Size
As at the date of this report, the Board of Directors comprises two executive and three non-executive Directors, who
provide core competencies including healthcare, education, accounting, finance, law, business, and management.
The Directors also bring to the Board their industry knowledge and vast experiences in strategic planning and
corporate development.
The Board considers that the current Board size of five and number of Board Committees are appropriate for
effective decision-making, taking into account the scope and nature of the operations of the Group.
The Nominating Committee is also of the view that the current Board comprises persons who can collectively
provide core competencies necessary for meeting HMI’s objectives.
Details of the qualifications and major appointments of the Directors are set out in pages 6 and 7 of this Annual
Report.
Board Independence
The Nominating Committee determines on an annual basis whether a Director is independent. The Code provides
that an Independent Director is independent from any Management and business relationship with HMI, and also
independent from any substantial shareholder of HMI. Under this definition, the Nominating Committee considers
that, apart from Dr Gan See Khem and Dr Chin Koy Nam, the three non-executive Directors are all independent.
The Nominating Committee also considers its non-executive Directors to be of calibre and adequate in number,
and their views to be of sufficient weight that no individual or small group can dominate the Board’s decisionmaking processes. The non-executive Directors have no financial or contractual interests in the Group other than
by way of their fees and shareholdings as set out in the Directors’ Report.
Mr Gan Lai Chiang, Andy is the Lead Independent Director. He is also the Chairman of the Audit Committee and a
member of the Nominating Committee and Remuneration Committee. Professor Tan Chin Tiong is an Independent
Director. He is the Chairman of the Remuneration Committee and Nominating Committee. He is also a member of
the Audit Committee. Dr Cheah Way Mun is an Independent Director. He is also a member of the Audit Committee,
Remuneration Committee and Nominating Committee.
22
Health Management International Ltd.
As at 30 June 2014, the three independent directors have served on the Board for more than nine years. In
subjecting the independence of Mr Gan Lai Chiang, Andy, Professor Tan Chin Tiong and Dr Cheah Way Mun
to particularly rigorous review, the Nominating Committee and the Board have (with each of them abstaining
from discussion and deliberation on their independence) placed more emphasis on whether each of them has
demonstrated independent judgment, integrity, professionalism and objectivity in the discharge of his duties rather
than imposing a maximum number of years that he should serve. The Nominating Committee and the Board have
noted that each of them has not hesitated to express his own viewpoints as well as seeking clarification from
Management on issues he deems necessary. It is noted that each of them is able to exercise objective judgment
on corporate matter independently, in particular from Management and 10% shareholders, notwithstanding that
each of them has served more than 9 years on the Board. After due consideration and careful assessment, the
Nominating Committee and the Board are of the view that Mr Gan Lai Chiang, Andy, Professor Tan Chin Tiong and
Dr Cheah Way Mun remain independent.
Board Information
The Board and Management firmly believe that an effective and robust Board engages in open and constructive
debate and challenges Management on its assumptions and proposals. To facilitate this, the Board, in particular,
the non-executive Directors, must be well-informed of the Company’s business and affairs, and be knowledgeable
about the industry in which the Group’s businesses operate.
With that in mind, regular informal meetings are held throughout the year for members of the Board to keep
Directors updated with prospective deals and potential developments, and before formal Board approval is sought.
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
Principle 3
Dr Gan See Khem is the Executive Chairman and Managing Director of the Group. Dr Gan has also effectively
assumed the role of Group CEO.
As such, Dr Gan has executive responsibilities for the Group’s business as well as responsibility for the working of
the Board and ensures that procedures are introduced to comply with the Code. She has played an instrumental
role in developing the business of the Group and has also provided the Group with sound and strong leadership.
Although the roles and responsibilities for Chairman and CEO are vested in Dr Gan, all major decisions are
made in consultation with the Board, Audit Committee, Nominating Committee and Remuneration Committee.
Independent Directors represent more than half of the Board while the Audit Committee, Nominating Committee
and Remuneration Committee comprise the Independent Directors. Therefore, the Board believes that there are
adequate safeguards in place against having a concentration of power and authority in a single individual.
Lead Independent Director
The Board appointed Mr Gan Lai Chiang, Andy as Lead Independent Director (“LID”) to lead and co-ordinate
activities of the non-executive Directors of HMI.
The LID is the principal liaison on Board issues between the non-executive Directors and the Chairman. He
meets periodically with the Chairman to provide feedback from the non-executive Directors. The LID also aids the
non-executive Directors to constructively challenge and help develop proposals on strategy, and to review the
performance of the Chairman and Management.
BOARD MEMBERSHIP
Principle 4
Nominating Committee
The main roles of the Nominating Committee (“NC”) are to make recommendations to the Board on all Board
appointments, assess the effectiveness of the Board and the Board Committees as a whole, and the contribution
and independence of Individual Directors.
Annual Report 2014
23
The NC comprises three members, all of whom are independent non-executive Directors:
Dr Cheah Way Mun
Chairman (Independent Non-Executive Director)
Member (Independent Non-Executive Director)
The NC is guided by written terms of reference which clearly sets out its authority and duties. The terms of reference
to the NC includes the following:
1)Review and make recommendations to the Board on all candidates nominated (whether by the Board,
shareholders or otherwise) for appointment to the Board and on re-nomination of our Directors, taking
into account the composition and progressive renewal of the Board and each Director’s competencies,
commitment, prior contribution and performance;
2)Make recommendations to the Board on matters relating to the review of Board succession plans for directors,
the development of a process for evaluating the performance of the Board, Board Committees and Directors
and on the review of training programmes for the Board;
3)Decide on procedures for evaluating the performance of the Board and Board Committees and propose
objective performance criteria;
4) Assess effectiveness of the Board and Board Committees as a whole and contributions of each Director;
5)Decide, when a Director has multiple board representations, whether the Director is able to and has been
adequately carrying out his or her duties as Director of the Company;
6) Re-nominate Director(s) based on the review of his/her/their contribution and performance; and
7) Ensure that the Independent Directors meet the criteria set out in the SGX-ST guidelines.
Directors’ Time Commitments
The NC also considers whether Directors, who have multiple board representations, are able to and have been
devoting sufficient time to discharge their responsibilities adequately. The NC is satisfied that all Directors have
discharged their duties adequately for FY2014 and will continue to do so in FY2015. None of the Directors hold
more than five directorships in listed companies. The following is a list of corporations and firms of which each
individual Director is a director, an officer or a member, as well as their other principle commitments:
Name
24
Present directorships /
other principal commitments
Past directorships/
Chairmanships held
over the preceding three
(3) years in other listed
companies
Dr Gan See Khem
Health Management International Limited
Mahkota Medical Centre Sdn. Bhd.
Regency Specialist Hospital Sdn. Bhd.
–
Dr Chin Koy Nam
Balestier Clinic and Health Screening Centre Pte. Ltd.
–
Starburst Holdings Ltd
Dr Cheah Way Mun
Mun Siong Engineering
Limited
–
Hersing Corporation Ltd
Process and Criteria Used for Appointment of New Directors
In appointing Directors, the NC first considers the range of skills and experience required in the light of the:
1)
2)
3)
4)
Geographical spread and diversity of the Group’s businesses;
Strategic direction and progress of the Group;
Current composition of the Board; and
Need for independence.
After which, the NC will source for potential candidates, usually through recommendations from Directors and
Management. However, external help may also be sought.
Next, the NC will conduct interviews and assess the suitability of the candidates. The criteria used to select new
appointments include possession of expert knowledge that meets the needs of the Company, the ability to commit
time and character, business experience and acumen. Where a Director has multiple board representations, the
NC will evaluate whether or not he/she is able to and has been adequately carrying out his or her duties as Director
of the Company. Final approval of a candidate is determined by the full Board.
The NC is also responsible for the re-nomination of Directors. For this purpose, the NC reviews each Director’s
contribution and results of the assessment of the performance of the Director to his/her peers for the relevant year.
Article 95 of the Company’s Articles of Association requires one-third of its Directors, other than the Managing
Director, to retire and subject themselves to re-election by shareholders at every Annual General Meeting (“AGM”).
The appointment of Managing Director is for a fixed term of three years. Directors above the age of 70 are also
required under the Companies Act to retire and subject themselves to re-appointment by shareholders at every
AGM.
The Director standing for re-election at the forthcoming AGM pursuant to articles 95 is Dr Cheah Way Mun and
the Director standing for retirement and who will not be seeking re-election at the forthcoming AGM pursuant to
Section 153(6) of the Companies Act is Dr Chin Koy Nam.
The NC is also satisfied that the current Directors, having external Directorships, have devoted sufficient time and
attention to the affairs of the Group.
BOARD PERFORMANCE
Principle 5
Evaluation Processes
The NC believes that evaluating the effectiveness of the Board and Board Committees is essential for good
corporate governance.
On a yearly basis, Directors are required to be assessed in areas like execution of duties, knowledge and interaction
skills. The Board has also implemented formal processes for assessing the Board and Board Committees as a
whole, the performance of Individual Directors, as well as the effectiveness of the Chairman and the Management.
Factors such as the (1) structure and size of the Board and Board Committees, (2) the manner in which the Board
and Board Committees meetings are conducted, (3) Board and Board Committees accountability, (4) process to
review and approve the corporate strategy and planning, (5) the Board’s access to information, and (6) access to
the Key Management to ensure the establishment of a risk management system and internal control are applied to
evaluate the Board’s, Board Committees’ and each Director’s performance.
The Company also has in place a formal process for assessment of the contribution by each Director to the
effectiveness of the Board. The NC assesses each Director’s performance and evaluates the Board’s and Board
Committees’ performance as a whole annually using objective and appropriate quantitative and qualitative criteria,
such as those factors above, which were recommended by the NC. In reviewing the overall Board performance,
the NC also took into consideration the Board’s ability to monitor Management’s achievement of the strategic
directions/objectives set and approved by the Board.
Annual Report 2014
25
Assessment parameters for Directors’ performance include their level of participation at Board and Board committee
meetings and the quality of their contribution to Board processes and the business strategies and performance of
the Group. Each Director is required to abstain from voting on any resolutions and making any recommendations
and/or participating in any deliberations of the NC in respect of the assessment of his/her performance or renomination as Director.
Using results from the assessment exercise, the Board then takes the opportunity to explore areas of improvement
so that necessary steps can be executed to improve the performance of the Board and Board Committees.
ACCESS TO INFORMATION
Principle 6
Complete, Adequate and Timely Information
Management recognises that the flow of accurate and timely information to the Board is fundamental to the
Board’s effective and efficient discharge of its duties. Prior to each Board meeting, HMI’s Management provides
the Board with information relevant to matters on the agenda for the Board meeting. The papers generally include
sufficient information from Management on financial, business and corporate issues to support the Directors in
making informed decisions on the matters and issues considered at the Board and Board Committee meetings.
Management and staff who have prepared the papers, or who can provide additional insight into the matters to be
discussed, are invited to attend at the relevant time during the meeting. All Directors also receive regular supplies
of information from the Management about the Group. The Directors are also entitled to request from Management
any additional information as may be needed to make informed decisions.
Company Secretary
Directors have unrestricted access to the Company’s records and information, and independent access to the
Company’s Management and the Company Secretary.
The Company Secretary or his representatives attend(s) all meetings and is responsible for ensuring that Board
procedures are observed and that the Memorandum and Articles of Association, the Companies Act and the
Listing Manual of the SGX-ST, are complied with.
PROCEDURES FOR DEVELOPING REMUNERATION POLICIES
Principle 7
LEVEL AND MIX OF REMUNERATION
Principle 8
DISCLOSURE OF REMUNERATION
Principle 9
Remuneration Committee
The Remuneration Committee (“RC”) approves the framework of remuneration for the entire Group and reviews
the appropriateness, transparency and accountability to shareholders on the remuneration issues of the Directors
and Management in the Company.
The RC comprises three members, all of whom are independent non-executive Directors:
Dr Cheah Way Mun
26
The Group’s objective is to provide compensation packages at market rates which reward successful performance
and attract, retain and motivate the Managers and Directors.
The key roles of the RC are to:
1)Recommend to the Board a framework of remuneration for the Board members and key management
personnel;
2)Decide on the appropriate level of remuneration to attract, retain and motivate the Directors and key
management personnel;
3) Evaluate the performance of executive Directors;
4) Consider whether Directors should be eligible for benefits under long-term incentive schemes; and
5) Review terms, conditions and remuneration of the senior key management personnel of the Company.
Directors’ Remuneration
Directors’ fees are established annually for the Chairman and the other Directors. Additional fees are paid, where
applicable, for participation in Board Committees.
The additional fees are set in accordance with a remuneration framework comprising responsibility fees after
taking into consideration the performance of the Group and the individual Directors. In addition, the fees take into
account the effort, time spent and responsibilities of the Directors.
No individual Directors are allowed to fix his or her remuneration. The fees are submitted to shareholders for
approval at each AGM.
Having considered several factors, the Board is of the opinion that given the confidentiality and commercial
sensitivity attached to the remuneration matters and to be in line with the interest of the Company, the remuneration
of each Director will be disclosed on a band-wide manner.
The remuneration of the Directors of the Company for the year under review in bands of S$250,000 is set out
below:
Base/Fixed
Salary
Bonus
& profit
sharing
Shares
Awarded
Allowance
& other
benefits
Director’s
Fee
Total
76%
16%
–
4%
4%
100%
68%
14%
–
7%
11%
100%
S$750,000 to S$1,000,000
Dr Gan See Khem
Below S$250,000
Dr Chin Koy Nam
–
–
–
4%
96%
100%
–
–
–
2%
98%
100%
Dr Cheah Way Mun
–
–
–
–
100%
100%
Having considered several factors, the Group is of the view that in order to maintain confidentiality of the
remuneration matters, remuneration of key management personnel will be disclosed on a band-wide manner,
without further disclosing name of the key management personnel, as well as breakdown of their remuneration.
The remuneration of the top 5 key management personnel of the Group (who are not directors) for FY2014 is set
out below:Remuneration band
No of key management personnel
Band A
4
Band B
1
Annual Report 2014
27
For the above disclosures, the category of remuneration band is as follows:
Band A: Below S$250,000
Band B: S$250,000 to below S$500,000
The total amount of remuneration paid to the Key Management is S$917,000.
Remuneration of Employees related to Directors
As at 30 June 2014, we have two employees, Ms Chin Wei Jia (“CWJ”) and Ms Chin Wei Shan (“CWS”), who are
related to Dr Chin Koy Nam, an Executive Director and Dr Gan See Khem, Executive Chairman of the Company.
Messrs CWJ and CWS are daughters of Dr Chin Koy Nam and Dr Gan See Khem.
Ms CWJ, who was appointed as the Group General Manager of the Company in 2010 has been appointed as the
Chief Executive Officer of Regency Specialist Hospital Sdn Bhd., a subsidiary of the Company in 2012. Ms CWS
has been the Group Marketing Manager of the Company since 2009. Dr Chin Koy Nam and Dr Gan See Khem
abstained from all matters relating to the remuneration of Messrs CWJ and CWS.
The basis of determining the remuneration of Messrs CWS and CWJ is the same as the basis of determining the
remuneration of the other unrelated employees.
The remuneration of the Messrs CWJ and CWS for the year under review in bands of S$50,000 is set out below:
Base/
Fixed Salary
Bonus
Allowance &
other benefits
Total
83%
17%
–
100%
75%
13%
12%
100%
S$250,000 to S$300,000
Chin Wei Jia
S$50,000 to S$100,000
Chin Wei Shan
Remuneration Mix
The Company remuneration framework is made up of two key components namely fixed pay and total incentives.
Fixed pay comprises a base salary and annual wage supplement. The total incentives can be further broken down
into short-term incentives and long-term incentives.
The short-term incentive takes the form of an annual variable bonus. The RC reviews and approves the variable
bonus pool for distribution. The Management then moderates and allocates the variable bonus based on the
individual performance of employees and their contributions towards the achievement of HMI’s performance.
Two share-based incentive schemes are also in place to reward, motivate, and retain key senior management
personnel, namely the HMI Employee Share Option Scheme and the HMI Performance Share Plan. Key information
regard the HMI Employee Share Option Scheme and the HMI Performance Share Plan is set out on page 36 of
the Annual Report.
ACCOUNTABILITY AND AUDIT
Principle 10
The Board is accountable to shareholders and the management is accountable to the Board. The Company
recognizes that effective communication can highlight transparency and enhance accountability to its shareholders.
The Board is committed to providing shareholders with a balanced and comprehensive assessment of the
Company’s financial performance, position, and prospects, including interim and other price-sensitive public
reports, and reports to regulatory bodies. The Company provides information to its shareholders via SGXNET
announcements and the Company’s website. Price-sensitive information is publicly released on an immediate basis
where required under the Listing Manual. Where an immediate announcement is not possible, the announcement
is made as soon as possible to ensure that shareholders and the public have a fair access to the information.
28
RISK MANAGEMENT AND INTERNAL CONTROLS
Principle 11
The AC has reviewed the effectiveness of the Group’s internal controls, including financial, operational, information
technology controls, compliance and administrative controls and risks management to safeguard shareholders’
investments and the Group’s assets. The review is conducted by internal auditors who then present the findings
to the Management and the AC.
Based on the internal controls established and maintained by the Group, work performed by the external auditors
and the internal auditors, review performed by Management and concurrence of the AC, the Board is of the opinion
that there are adequate internal controls to address the financial, operational and compliance risks as at 30 June
2014.
The system of internal controls and risk management established by the Group provides reasonable, but not
absolute, assurance that the Group will not be adversely affected by any event that can be reasonably foreseen as
it strives to achieve its business objectives. However, the Board also notes that no system of internal controls and
risk management can provide absolute assurance in this regard or absolute assurance against the occurrence of
material errors, poor judgement in decision-making, human error, losses, fraud or other irregularities.
The Company does not have a Risk Management Committee. However, the AC has assumed the responsibility
and set the Group risk management policy and strategy.
By identifying areas of significant business risks, including revenue loss, property loss and breach of information
security, the AC generates appropriate measures to control and mitigate these risks. In determining the appropriate
measures, the cost of control and risk management, and the impact of risks occurring will be balanced with the
benefits of reducing risk.
As at the date of this Annual Report, the AC has met with the key management, internal and external auditors
to review the internal and external auditors’ audit plans and the adequacy of risk management mechanisms
implemented within the Group. As part of the annual statutory audit on financial statements, the internal and
external auditors also report to the AC and the appropriate level of Management on any material weaknesses in
financial internal controls over the areas which are significant to the audit.
The Board has received assurance from the Managing Director that the financial records have been properly
maintained and the financial statements give true and fair view of the Company’s operations and finances and
regarding the effectiveness of the Company’s risk management and internal control systems.
Whistle-blowing Policy
The Company has a whistle-blower protection policy to encourage the reporting in good faith of suspected
misconduct by establishing clearly defined processes through which such reports may be made, with the
confidence that employees and other persons making such reports to the employees’ supervisors, will be treated
fairly and, to the extent possible, protected from reprisal. There were no reports received through the Company’s
whistle-blowing mechanism during FY2014.
AUDIT COMMITTEE
Principle 12
The Audit Committee (“AC”) meets regularly and as warranted to carry out its role of reviewing the financial
reporting process, the system of internal controls, budget and the audit process.
The AC comprises three members, all of whom are independent non-executive Directors:
Dr Cheah Way Mun
Annual Report 2014
29
The Board is of the view that at least two members of the Audit Committee have the appropriate accounting
or related financial management expertise or experience to discharge their functions within the written terms of
reference.
Authority and Duties of the AC
The AC’s primary role is to monitor proposed changes in accounting policies, review the internal control system
and discuss the accounting implications of major transactions. The AC also advises the Board regarding the
adequacy of the Group’s internal controls and contents and presentation of its interim and annual reports.
During the year, the AC discharged the following delegated functions in accordance with the terms of reference
adopted by the AC:
1)Reviewed the adequacy of the internal control systems with the internal auditors and external auditors;
2)Reviewed the consolidated financial statements of the Group with external auditors before submission to the
Board for adoption;
3)Reviewed Interested Person Transactions (as defined in Chapter 9 of the Listing Manual of the SGX-ST) to
ensure that they are on normal commercial terms and not prejudiced to the interest of the Company or its
shareholders;
4) Reviewed the scope of work of the external auditors and the results arising therefrom;
5)Reviewed the independence and objectivity of the external auditors, consideration of their appointment, and
their audit fee;
6)Reviewed the audit plans of the external auditors and any recommendations on internal accounting control
arising from the statutory audit;
7) Reviewed the interim, full year announcements and reports that are submitted to the Board for approval;
8)Reviewed suspected fraud or irregularity, or suspected infringement of any Singapore law, rule and regulation,
of which the Audit Committee is aware, which has or is likely to have a material impact on the Company’s
or Group’s operating results and/or financial position, and the findings of any internal investigations, and
Management’s response thereto; and
9) Considered other matters as requested by the Board.
The Audit Committee meets periodically with the external auditors and the Management to review accounting,
auditing and financial reports matters so as to ensure that an effective control environment is maintained in the
Group. The Audit Committee meets with the external auditors, without the presence of the Management, at least
once a year.
The AC has reviewed the independence and objectivity of the external auditors through discussions with them
as well as a review of the volume and nature of non-audit services provided by the external auditors during the
financial year under review. Based on this information, the AC is satisfied that the financial, professional and
business relationships between HMI and the external auditors do not prejudice their independence and objectivity.
Accordingly, the AC has recommended the re-appointment of the external auditors at the coming AGM.
The Audit Committee has undertaken a review of the non-audit services provided by the external auditors for
the year ended 30 June 2014 and is satisfied that such services are not significant and would not, in the Audit
Committee’s opinion, affect the independence of the external auditors. The amount of non-audit fees paid to the
external auditors, broken down into audit and non-audit services during FY2014 are as follows:
Audit fees
– Auditor of the Company – Other auditors*
Non-audit fees
RM 495,000
RM 348,000
RM 147,000
RM –
* Includes the network of member firms of PricewaterhouseCoopers International Limited (PwCIL).
The AC is provided with regular updates on the changes to accounting standards and regulations to ensure that
they are well-informed and competent in carrying out their expected roles and responsibilities. There is no member
of the AC who was a former partner or director of the Company’s existing auditing firm.
30
In appointing the audit firms for the Company, its subsidiaries and significant associates, the AC is satisfied that the
Company has complied with the Rules 712, 715 and 716 of the Listing Manual of the SGX-ST.
In accordance with the principles and best practices as set out in the Code issued by the Singapore Council on
Corporate Disclosure and Governance, the AC has:
1)Full access to and cooperation from the Management as well as full discretion to invite any Director or key
management personnel to attend its meetings;
2) Been given reasonable resources to enable it to complete its function properly; and
3)Reviewed findings and evaluation of the system of internal controls with the Management and external
auditors.
INTERNAL AUDIT
Principle 13
During the financial year, the Management monitors and evaluates the adequacy and effectiveness of controls
through an internal framework of checks and balances which include internal control procedures. In addition,
the Group engages internal auditors to perform independent reviews of internal controls over certain areas of the
Group’s operations.
Any significant internal control weaknesses and non-compliances noted during the audit and the recommendations
thereof are reported to the AC as part of the review of the Group’s internal control systems. Through this, the Board
and Management are able to determine the adequacy and effectiveness of the Group’s internal controls, risk
management policies and systems.
SHAREHOLDER RIGHTS AND RESPONSIBILITIES
Principle 14
The Company is committed to treating all shareholders fairly and equitably and should recognise, protect and
facilitate the exercise of shareholders’ rights, and continually review and update such governance arrangements.
The Company strives to facilitate the exercise of ownership rights by all shareholders and to keep them sufficiently
informed of changes in the Company or its business which would be likely to materially affect the price or value
of the Company’s shares. The Company also ensures that its shareholders have the opportunity to participate
effectively in and vote at general meetings of shareholders by providing information on the rules, including voting
procedures that govern general meetings of shareholders.
COMMUNICATION WITH SHAREHOLDERS
Principle 15
Proactive Engagement with Shareholders
The Company is committed to engaging and strengthening relationships with its shareholders. Its investor relations
team engages in timely communication with its shareholders, investors, analysts, fund managers, the media and
the general public. (For details on the Group’s investor relations activities, please visit http://hmi.com.sg/index.
php/investor-relations/corporate-information/)
Disclosure of Information on a Timely Basis
The Company adopts the practice of disclosing relevant information in a timely, fair and transparent manner to its
shareholders. Material information is disclosed in a comprehensive, accurate and timely basis via SGXNET. The
release of such timely and relevant information is pivotal to good corporate governance and enables shareholders
to make informed decisions with respect to their investments in HMI.
Annual Report 2014
31
Furthermore, the Company communicates to the financial community and its shareholders through various
methods:
1)Annual Reports that are prepared and issued to all shareholders. The Board makes every effort to ensure
that the Annual Report includes all relevant information about the Group, including future developments and
other disclosures required by the Singapore Companies Act and Singapore Financial Reporting Standards;
2)Half-year and full-year financial statements containing a summary of financial information and affairs of the
Group for the period under review;
3) Notices of the explanatory memoranda for AGMs and Extraordinary General Meetings (“EGM”);
4) Disclosures to the SGX-ST;
5) The Group’s website at which shareholders can access information on the Group; and
6) Presentation slides used to share financial results and developments of the Group.
The Notice of the AGM/EGM is despatched to shareholders, together with explanatory notes or a circular on the
agenda, in accordance with the required notice period. The notice is also advertised in a daily newspaper and
made available on the SGXNET.
Steps taken to solicit and understand the views of shareholders
During the year, discussions were held between the board members/senior management and analysts, bankers,
stakeholders and investors to understand the views of the shareholders. The AGM is also a platform through which
the Company solicits the views of its shareholders.
Corporate Website
HMI’s website has a clearly dedicated Investor Relations (IR) link, which features prominently the latest and past
financial results and related information. The contact details of the IR team are available on the dedicated IR link,
to enable shareholders to contact HMI easily.
The website provides, inter alia, corporate announcements, annual reports, presentation slides, and profiles of the
Group.
To ensure fair and equal dissemination to shareholders, the latest Annual Report, financial results and presentation
slides are posted on the website following their release to the public.
Dividend Policy
The Company does not have a fixed dividend policy. The frequency and amount of dividends will depend on
the Company’s earnings, general financial condition, results of operations, capital requirements, cash flow and
general business condition, development plans and other factors as the Directors may deem appropriate.
CONDUCT OF SHAREHOLDER MEETINGS
Principle 16
The Company is in full support of the Code’s principle to encourage shareholder participation. Its Articles of
Association allows a shareholder entitled to attend and vote at an AGM/EGM or to appoint a proxy or two proxies to
attend and vote in place of the shareholder. The Chairman of the Audit, Remuneration, and Nominating Committees
are usually present at the meeting to answer questions relating to the work of these committees. The external
auditors would also be present to assist the Directors in addressing any relevant queries by shareholders relating
to the conduct of the audit and the preparation and content of their auditors’ report.
The Company is not implementing absentia voting methods such as voting via mail, e-mail or fax until security,
integrity and other pertinent issues are satisfactorily resolved.
32
To facilitate informative sessions, shareholders are also invited to raise issues either formally or informally before
or at the AGMs/EGMs.
At the AGM/EGM, separate resolutions are set out on distinct issues for approval by shareholders.
Shareholders are encouraged to attend the AGM/EGM to ensure a high level of accountability and to stay informed
of the Group’s strategy and goals. The AGM/EGM is the principal forum for dialogue with shareholders.
ADDITIONAL INFORMATION
Securities Transactions
The Company has adopted internal codes pursuant to the SGX-ST Listing Manual applicable to all its officers
in relation to dealings in the Company’s securities. The Company and its officers are not allowed to deal in
the Company’s shares on short term consideration and during the period commencing one month before the
announcement of the Company’s half-year and full-year results and ending on the date of the announcement of
the results pursuant to Rule 1207(19)(c).
Interested Person Transactions Policy
The Company has adopted an internal policy with respect to any related persons and has set out in the procedures
for review and approval of the Company’s related party transactions.
For the financial year ended 30 June 2014, there were no Interested Person Transactions pursuant to Rule 1207(17)
and whereby the transaction was S$100,000 or more.
Material Contracts
There were no other material contracts of the Company or its subsidiaries involving any related person.
Annual Report 2014
33
Financial Contents
34
35
Directors’ Report
38
Statement by Directors
39
Independent Auditor’s Report
40
Consolidated Statement of Comprehensive Income
41
Balance Sheets
42
Consolidated Statement of Changes in Equity
43
Consolidated Statement of Cash Flows
44
Notes to the Financial Statements
91
Supplementary Information
93
Shareholders’ Information
95
Notice of Annual General Meeting
Proxy Form
Directors’ Report
For the Financial Year Ended 30 June 2014
The directors present their report to the shareholders together with the audited financial statements of the Group
for the financial year ended 30 June 2014 and the audited balance sheet of the Company as at 30 June 2014.
Directors
The directors of the Company in office at the date of this report are as follows:
Dr Gan See Khem Dr Chin Koy Nam
Dr Cheah Way Mun Professor Tan Chin Tiong
Arrangements to enable directors to acquire shares and debentures
Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose
object was to enable the directors of the Company to acquire benefits by means of the acquisition of shares in, or
debentures of, the Company or any other body corporate.
Directors’ interests in shares or debentures
According to the register of directors’ shareholdings, none of the directors holding office at the end of the financial
year had any interest in the shares or debentures of the Company or its related corporations, except as follows:
Holdings registered in
name of director or nominee
Company
Holdings in which a director
is deemed to have an interest
At
30.6.2014
At
1.7.2013
At
30.6.2014
At
1.7.2013
5,164,600
600,600
288,733,195
227,733,195
(Number of ordinary shares)
Dr Gan See Khem
Dr Chin Koy Nam
Dr Cheah Way Mun
1,524,000
1,524,000
292,373,795
226,809,795
16,063,602
22,162,119
–
–
2,285,627
3,153,360
–
–
The directors’ interests in the ordinary shares of the Company as at 21 July 2014 were the same as those as at 30
June 2014.
Directors’ contractual benefits
Since the end of the previous financial year, no director has received or become entitled to receive a benefit by
reason of a contract made by the Company or a related corporation with the director or with a firm of which he/
she is a member or with a company in which he/she has a substantial financial interest, except as disclosed in the
accompanying financial statements.
Annual Report 2014
35
Directors’ Report
Share options and performance shares
On 23 October 2008, the shareholders of the Company approved the adoption of an Employee Share Option
Scheme (“ESOS”) and a Performance Share Plan (“Plan”) to grant equity-based incentives to all its eligible
employees. The maximum aggregate number of shares on which options may be granted under the ESOS and
awards may be granted under the Plan is 15% of the total issued equity shares. In the event of a bonus issue, rights
issue or a capital reconstruction, the number of options and awards and the exercise price would be adjusted in
accordance with the formula stipulated in the ESOS and the Plan.
No options and awards to subscribe for unissued shares of the Company were granted during the financial year.
No shares have been issued during the financial year by virtue of the exercise of options and awards to take up
unissued shares of the Company.
There were no unissued shares of the Company under option and awards at the end of the financial year.
Audit Committee
The members of the Audit Committee at the end of the financial year were as follows:
Mr Gan Lai Chiang, Andy (Chairman)
Dr Cheah Way Mun
All members of the Audit Committee were non-executive directors and were independent.
The Audit Committee carried out its functions in accordance with Section 201B(5) of the Singapore Companies
Act. In performing those functions, the Committee reviewed:
•
the scope and the results of internal audit procedures with the internal auditor;
• the audit plan of the Company’s independent auditor and any recommendations on internal accounting
controls arising from the statutory audit;
•
the assistance given by the Company’s management to the independent auditor; and
• the balance sheet of the Company and the consolidated financial statements of the Group for the year ended
30 June 2014 before their submission to the Board of Directors, as well as the Independent Auditor’s Report
on the balance sheet of the Company and the consolidated financial statements of the Group.
The Audit Committee has recommended to the Board that the independent auditor, PricewaterhouseCoopers LLP,
be nominated for re-appointment at the forthcoming Annual General Meeting of the Company.
36
Directors’ Report
Independent auditor
The independent auditor, PricewaterhouseCoopers LLP, has expressed its willingness to accept re-appointment.
On behalf of the directors
DR GAN SEE KHEM
Director
GAN LAI CHIANG, ANDY
Director
26 September 2014
Annual Report 2014
37
Statement by Directors
In the opinion of the directors,
(a)the balance sheet of the Company and the consolidated financial statements of the Group as set out on
pages 40 to 90 are drawn up so as to give a true and fair view of the state of affairs of the Company and of the
Group as at 30 June 2014 and of the results of the business, changes in equity and cash flows of the Group
for the financial year then ended; and
(b)at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay
its debts as and when they fall due.
On behalf of the directors
DR GAN SEE KHEM
Director
26 September 2014
38
GAN LAI CHIANG, ANDY
Director
Independent Auditor’s Report
To the Shareholders of Health Management International Ltd.
Report on the Financial Statements
We have audited the accompanying financial statements of Health Management International Ltd (the “Company”)
and its subsidiaries (the “Group”) set out on pages 40 to 90, which comprise the consolidated balance sheet of the
Group and balance sheet of the Company as at 30 June 2014, and the consolidated statement of comprehensive
income, the consolidated statement of changes in equity and the consolidated statement of cash flows of the
Group for the financial year then ended, and a summary of significant accounting policies and other explanatory
information.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation of financial statements that give a true and fair view in accordance
with the provisions of the Singapore Companies Act (the “Act”) and Singapore Financial Reporting Standards, and
for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance
that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly
authorised and that they are recorded as necessary to permit the preparation of true and fair profit and loss
accounts and balance sheets and to maintain accountability of assets.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted
our audit in accordance with Singapore Standards on Auditing. Those standards require that we comply with
ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the
financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of
the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal control relevant to the entity’s preparation of financial statements that
give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for
the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes
evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made
by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion.
Opinion
In our opinion, the consolidated financial statements of the Group and the balance sheet of the Company are
properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so
as to give a true and fair view of the state of affairs of the Group and of the Company as at 30 June 2014, and of the
results, changes in equity and cash flows of the Group for the financial year ended on that date.
Report on other Legal and Regulatory Requirements
In our opinion, the accounting and other records required by the Act to be kept by the Company and by those
subsidiaries incorporated in Singapore of which we are the auditors, have been properly kept in accordance with
the provisions of the Act.
PricewaterhouseCoopers LLP
Public Accountants and Chartered Accountants
Singapore, 26 September 2014
Annual Report 2014
39
Consolidated Statement of Comprehensive Income
Group
Note
2014
2013
(Restated)
RM’000
RM’000
Revenue
4
292,912
245,415
Cost of services
7
(207,078)
(178,937)
85,834
66,478
3,761
Gross profit
Other income
4
5,308
Other losses - net
5
(1,623)
(209)
– Distribution and marketing
7
(2,698)
(2,885)
– Administrative
7
(41,966)
(37,866)
– Finance
6
(3,562)
(4,112)
Share of profit of associated corporations
14
4,906
901
46,199
26,068
(10,157)
(6,897)
36,042
19,171
Expenses
Profit before income tax
Income tax expense
Profit after tax
8
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Currency translation differences arising from consolidation
– Gains/(losses)
1,089
Total comprehensive income
(267)
37,131
18,904
Equity holders of the Company
16,027
7,574
Non-controlling interests
20,015
11,597
36,042
19,171
Equity holders of the Company
17,113
7,307
20,018
11,597
37,131
18,904
– Basic
2.78
1.31
– Diluted
2.78
1.31
Profit attributable to:
Total comprehensive income attributable to:
Earnings per share for profit attributable to equity holders of
the Company (expressed in cents per share)
The accompanying notes form an integral part of these financial statements.
40
9
Balance Sheets
As at 30 June 2014
Group
Note
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
ASSETS
Current assets
Cash and cash equivalents
10
25,977
9,699
692
751
Trade and other receivables
11
71,185
69,438
47,406
37,871
Inventories
12
5,311
5,531
–
–
Other current assets
13
4,534
5,869
39
29
107,007
90,537
48,137
38,651
Non-current assets
Trade and other receivables
11
92
7,116
92
7,116
Investments in associated corporations
14
37,486
25,488
12,685
5,593
Investments in subsidiaries
15
–
–
55,248
48,412
Property, plant and equipment
16
142,569
139,877
635
34
Deferred income tax assets
21
Total assets
2
1,732
–
–
180,149
174,213
68,660
61,155
287,156
264,750
116,797
99,806
56,413
52,277
6,070
5,397
LIABILITIES
Current liabilities
Trade and other payables
17
Current income tax liabilities
8
1,749
1,424
–
–
Borrowings
18
33,765
38,788
11,649
12,648
Deferred income
20
1,091
822
–
–
93,018
93,311
17,719
18,045
Non-current liabilities
17
19,247
13,274
–
–
Borrowings
18
21,613
24,860
2,775
–
Deferred income tax liabilities
21
1,085
906
–
–
41,945
39,040
2,775
–
Total liabilities
134,963
132,351
20,494
18,045
NET ASSETS
152,193
132,399
96,303
81,761
90,564
90,564
90,564
90,564
EQUITY
Capital and reserves attributable to
equity holders of the Company
Share capital
22
Treasury shares
22
(47)
(47)
(47)
(47)
Currency translation reserve
23(b)
5,860
4,774
8,180
5,459
Other reserves
23(c)
68
68
16
16
Retained earnings/(accumulated losses)
23(a)
14,011
(2,016)
(2,410)
(14,231)
110,456
93,343
96,303
81,761
41,737
39,056
–
–
152,193
132,399
96,303
81,761
TOTAL EQUITY
Annual Report 2014
41
Consolidated Statement of Changes in Equity
Attributable to equity holders of the Company
Retained
earnings/
Currency
Share Treasury translation Other (accumulated
losses)
capital shares reserve reserves
RM’000 RM’000
Total
Noncontrolling Total
Interests equity
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
(47)
4,774
68
(2,016)
93,343
39,056
132,399
2014
Beginning of
financial year
90,564
Total comprehensive
income
–
–
1,086
–
16,027
17,113
20,018
37,131
Capital injection in a
subsidiary
–
–
–
–
–
–
1,080
1,080
Dividend paid to noncontrolling interests by a
subsidiary*
–
–
–
–
–
–
(18,417)
(18,417)
14,011
110,456
41,737
152,193
End of financial year
90,564
(47)
5,860
68
90,564
(142)
5,041
52
(9,590)
85,925
32,541
118,466
–
7,574
7,307
11,597
18,904
–
111
2013
Beginning of
financial year
Total comprehensive
income
–
–
Performance Share Plan
–Treasury shares
re-issued
–
95
–
16
–
111
Dividend paid to noncontrolling interests by a
subsidiary
–
–
–
–
–
–
4,774
68
90,564
(47)
(267)
(2,016)
93,343
(5,082)
39,056
(5,082)
132,399
An analysis of the movements in each category within “Currency translation reserve” and “Other reserves” are
presented in Note 23(b) and 23(c) respectively.
*Out of the dividend declared to non-controlling interests by a subsidiary of RM 18,417,000, RM 4,813,000 was settled in cash,
RM 5,309,000 was unpaid as at 30 June 2014 and included within “Trade and other payables” in Note 17 to the Financial
Statements, and RM 8,295,000 was offsetted against amount due from associated corporations – non-trade (Note 11).
42
Consolidated Statement of Cash Flows
Note
2014
RM’000
2013
RM’000
36,042
19,171
10,157
–
(96)
2,448
817
14,025
(8)
–
(2,498)
3,562
(4,906)
650
60,193
6,897
111
(412)
543
–
12,346
490
84
(2,060)
4,112
(901)
(215)
40,166
220
(12,396)
1,335
7,030
269
56,651
(79)
(11,051)
(951)
9,024
296
37,405
(3,562)
(7,923)
45,166
(4,112)
(6,944)
26,349
–
(12,497)
–
458
(123)
(12,162)
(2,193)
(12,009)
1,800
479
–
(11,923)
Cash flows from financing activities
Drawdown of loan from holding company
Drawdown of borrowings
Repayment of borrowings
Repayment of lease liabilities
Dividends paid to non-controlling interests by a subsidiary
Interest received
Capital injection in a subsidiary from non-controlling interests
Net cash used in financing activities
2,573
–
(6,699)
(7,452)
(7,365)
2,498
1,080
(15,365)
–
5,344
(5,917)
(10,187)
(2,530)
2,060
–
(11,230)
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of financial year
Effects of currency translation on cash and cash equivalents
Cash and cash equivalents at end of financial year
17,639
4,309
69
22,017
Cash flows from operating activities
Profit after tax
Adjustments for:
– Income tax
– Performance shares expense
– Reversal of allowance for impairment of trade receivables
– Allowance for impairment of trade receivables
– Allowance for impairment of other receivables
– Depreciation of property, plant and equipment
– (Gain)/loss on disposals and write-off of property, plant and equipment
– Loss on redemption of preference shares
– Interest income
– Interest expense
– Share of profit of associated corporations
– Currency translation differences
Operating cash flow before working capital changes
Change in operating assets and liabilities
– Inventories
– Trade and other receivables
– Other current assets
– Trade and other payables
– Deferred income
Cash provided by operations
Interest paid
Income tax paid
Net cash provided by operating activities
Cash flows from investing activities
Loans to an associated corporation
Additions to property, plant and equipment
Proceeds from redemption of preference shares by an associated corporation
Proceeds from disposal of property, plant and equipment
Capital injection in an associated corporation
Net cash used in investing activities
14
10
3,196
1,121
(8)
4,309
Annual Report 2014
43
These notes form an integral part of and should be read in conjunction with the accompanying financial statements.
1.
General information
Health Management International Ltd (the “Company”) is listed on the Singapore Exchange and incorporated
and domiciled in Singapore. The address of its registered office is 167 Jalan Bukit Merah, #05-10 Connection
One, Singapore 150167.
The principal activities of the Company are those of investment holding and management consultants. The
principal activities of its subsidiaries are stated in Note 32 to the financial statements.
2.
Significant accounting policies
2.1 Basis of preparation
The financial statements have been prepared in accordance with Singapore Financial Reporting Standards
(“FRS”) under the historical cost convention, except as disclosed in the accounting policies below.
The preparation of financial statements in conformity with FRS requires management to exercise its judgement
in the process of applying the Group’s accounting policies. It also requires the use of certain critical accounting
estimates and assumptions. The areas involving a higher degree of judgement or complexity, or areas where
assumptions and estimates are significant to the financial statements, are disclosed in Note 3.
Interpretations and amendments to published standards effective in 2014
On 1 July 2013, the Group adopted the following new or amended FRS and Interpretations to FRS (“INT
FRS”) that are mandatory for application from that date. Changes to the Group’s accounting policies have
been made as required, in accordance with the relevant transitional provisions in the respective FRS and
INT FRS.
•
Amendment to FRS 107 Disclosure-Offsetting Financial Assets and Financial Liabilities (effective for
annual periods beginning on or after 1 July 2013)
This amendment includes new disclosures to enable users of financial statements to evaluate the
effect or potential effect of netting arrangements, including rights of set-off associated with the entity’s
recognised financial assets and recognised financial liabilities, on the entity’s financial position.
•
FRS 113 Fair Value Measurement (effective for annual periods beginning on or after 1 July 2013)
FRS 113 aims to improve consistency and reduce complexity by providing a precise definition of fair
value and a single source of fair value measurement and disclosure requirements for use across FRSs.
The requirements do not extend the use of fair value accounting but provide guidance on how it should
be applied where its use is already required or permitted by other standards within FRSs.
The adoption of these new or amended FRS and INT FRS did not result in substantial changes to the
accounting policies of the Group and Company and had no material effect on the amounts reported for the
current or prior financial years.
44
2.
Significant accounting policies (continued)
2.2 Revenue recognition
Revenue comprises the fair value of the consideration received or receivable for the rendering of services
in the ordinary course of the Group’s activities. Revenue is presented, net of value-added tax, rebates and
discounts, and after eliminating sales within the Group.
The Group recognises revenue when the amount of revenue and related cost can be reliably measured,
when it is probable that the collectability of the related receivables is reasonably assured and when the
specific criteria for each of the Group’s activities are met as follows:
(a)
Rendering of services
Revenue from hospital and other healthcare services is recognised in the period in which the services
are rendered.
Revenue from healthcare education and training is recognised on a straight-line basis over the duration
of the relevant course. Revenue received in advance is deferred and recognised in the balance sheet
as deferred income.
(b) Interest income
Interest income is recognised using the effective interest method.
(c)
Car park income
Car park income is recognised on a straight-line time proportion basis.
(d) Rental income
Rental income from operating leases (net of any incentives given to the lessees) is recognised on a
straight-line basis over the lease term.
2.3 Group accounting
(a)Subsidiaries
(i)Consolidation
Subsidiaries are entities (including special purpose entities) over which the Group has power to
govern the financial and operating policies so as to obtain benefits from its activities, generally
accompanied by a shareholding giving rise to a majority of the voting rights. The existence and
effect of potential voting rights that are currently exercisable or convertible are considered when
assessing whether the Group controls another entity. Subsidiaries are consolidated from the date
on which control is transferred to the Group. They are de-consolidated from the date on which
control ceases.
In preparing the consolidated financial statements, transactions, balances and unrealised gains on
transactions between group entities are eliminated. Unrealised losses are also eliminated but are
considered an impairment indicator of the asset transferred. Accounting policies of subsidiaries
have been changed where necessary to ensure consistency with the policies adopted by the
Group.
Annual Report 2014
45
2.
2.3 Group accounting (continued)
(a)
Subsidiaries (continued)
(i)
Consolidation (continued)
Non-controlling interests are that part of the net results of operations and of net assets of subsidiaries
attributable to the interests which are not owned directly or indirectly by the equity holders of the
Company. They are shown separately in the consolidated statement of comprehensive income,
statement of changes in equity and balance sheet. Total comprehensive income is attributed to
the non-controlling interests based on their respective interests in a subsidiary, even if this results
in the non-controlling interests having a deficit balance.
(ii)Acquisition
The acquisition method of accounting is used to account for business combinations by the Group.
The consideration transferred for the acquisition of a subsidiary or business comprises the fair
value of the assets transferred, the liabilities incurred and the equity interests issued by the
Group. The consideration transferred also includes the fair value of any contingent consideration
arrangement.
If the business combination is achieved in stages, the acquisition date carrying value of the
acquirer’s previously held equity interest in the acquiree is re-measured to fair value at the
acquisition date; any gains or losses arising from such re-measurement are recognised in profit
or loss.
Acquisition-related costs are expensed as incurred.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business
combination are, with limited exceptions, measured initially at their fair values at the acquisition
date.
On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest
in the acquiree at the date of acquisition either at fair value or at the non-controlling interest’s
proportionate share of the acquiree’s net identifiable assets.
The excess of (a) the aggregate of the consideration transferred, the amount of any non-controlling
interest in the acquiree and the acquisition-date fair value of any previous equity interest in the
acquiree over (b) the fair values of the identifiable assets acquired net of the fair values of the
liabilities and any contingent liabilities assumed, is recorded as goodwill.
(iii)Disposals
When a change in the Group’s ownership interest in a subsidiary results in a loss of control over
the subsidiary, the assets and liabilities of the subsidiary including any goodwill are derecognised.
Amounts previously recognised in other comprehensive income in respect of that entity are also
reclassified to profit or loss or transferred directly to retained earnings if required by a specific
standard.
Any retained equity interest in the entity is remeasured at fair value. The difference between
the carrying amount of the retained interest at the date when control is lost and its fair value is
recognised in profit or loss.
46
2.
(a)
Subsidiaries (continued)
(iii) Disposals (continued)
Please refer to the paragraph “Investments in subsidiaries and associated corporations” for
the accounting policy on investments in subsidiaries in the separate financial statements of the
Company.
(b) Transactions with non-controlling interests
Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control over
the subsidiary are accounted for as transactions with equity owners of the Company. Any difference
between the change in the carrying amounts of the non-controlling interest and the fair value of the
consideration paid or received is recognised within equity attributable to the equity holders of the
Company.
(c)
Associated corporations
Associated corporations are entities over which the Group has significant influence, but not control,
and generally accompanied by a shareholding giving rise to voting rights of 20% and above but not
exceeding 50%. Investments in associated corporations are accounted for in the consolidated financial
statements using the equity method of accounting less impairment losses.
(i)Acquisitions
Investments in associated corporations are initially recognised at cost. The cost of an acquisition
is measured at the fair value of the assets given, equity instruments issued or liabilities incurred
or assumed at the date of exchange, plus costs directly attributable to the acquisition.
(ii)
Equity method of accounting
In applying the equity method of accounting, the Group’s share of its associated corporations’
post-acquisition profits or losses is recognised in profit or loss and its share of post-acquisition
other comprehensive income is recognised in other comprehensive income. These postacquisition movements and distributions received from the associated corporations are adjusted
against the carrying amount of the investments. When the Group’s share of losses in an
associated corporation equals or exceeds its interest in the associated corporation, including any
other unsecured non-current receivables, the Group does not recognise further losses, unless it
has obligations or has made payments on behalf of the associated corporation.
Unrealised gains on transactions between the Group and its associated corporations are
eliminated to the extent of the Group’s interest in the associated corporations. Unrealised losses
are also eliminated unless the transaction provides evidence of an impairment of the asset
transferred. The accounting policies of associated corporations have been changed where
necessary to ensure consistency with the accounting policies adopted by the Group.
Annual Report 2014
47
2.
(c)
Associated corporations (continued)
(iii)Disposals
Investments in associated corporations are derecognised when the Group loses significant
influence. Any retained equity interest in the entity is remeasured at its fair value. The difference
between the carrying amount of the retained interest at the date when significant influence is lost
and its fair value is recognised in profit or loss.
Gains and losses arising from partial disposals or dilutions in investments in associated
corporations in which significant influence is retained are recognised in profit or loss.
Please refer to the paragraph “Investment in subsidiaries and associated corporations” for the
accounting policy on investments in associated corporations in the separate financial statements
of the Company.
2.4 Property, plant and equipment
(a)Measurement
All items of property, plant and equipment are initially recognised at cost and subsequently carried at
cost less accumulated depreciation and accumulated impairment losses.
The cost of an item of property, plant and equipment initially recognised includes its purchase price and
any cost that is directly attributable to bringing the asset to the location and condition necessary for it to
be capable of operating in the manner intended by management. The projected cost of dismantlement,
removal or restoration is also included as part of the cost of property, plant and equipment if the
obligation for the dismantlement, removal or restoration is incurred as a consequence of acquiring or
using the asset.
(b)Depreciation
Depreciation on property, plant and equipment is calculated using the straight-line method to allocate
their depreciable amounts over their estimated useful lives as follows:
Useful lives
Leasehold land
Over the lease term of 99 years commencing from 2002
Leasehold buildings
50 years
Electrical equipment
10 years
Medical equipment
8 - 10 years
Motor vehicles
5 - 10 years
Furniture, office equipment and
housekeeping equipment
3 - 10 years
The residual values, estimated useful lives and depreciation method of property, plant and equipment
are reviewed, and adjusted as appropriate, at each balance sheet date. The effects of any revision are
recognised in profit or loss when the changes arise.
48
2.
2.4 Property, plant and equipment (continued)
(c)
Subsequent expenditure
Subsequent expenditure relating to property, plant and equipment that has already been recognised
is added to the carrying amount of the asset only when it is probable that future economic benefits
associated with the item will flow to the entity and the cost of the item can be measured reliably. All
other repair and maintenance expenses are recognised in profit or loss when incurred.
(d)Disposal
On disposal of an item of property, plant and equipment, the difference between the disposal proceeds
and its carrying amount is recognised in profit or loss within “Other losses - net”.
2.5 Investments in subsidiaries and associated corporations
Loan to an associated corporation
Investments in subsidiaries and associated corporations, including loans and receivables from subsidiaries
or associated corporations that form part of the net investment in the subsidiary or associated corporation
are carried at cost less accumulated impairment losses in the Company and Group’s balance sheet. On
disposal of such investments, the difference between disposal proceeds and the carrying amounts of the
investments are recognised in profit or loss.
2.6 Impairment of non-financial assets
Investments in subsidiaries and associated corporations
Property, plant and equipment and investments in subsidiaries and associated corporations are tested for
impairment whenever there is any objective evidence or indication that these assets may be impaired.
For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell
and value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows
that are largely independent of those from other assets. If this is the case, recoverable amount is determined
for the cash generating unit (“CGU”) to which the asset belongs.
If the recoverable amount of the asset (or CGU) is estimated to be less than its carrying amount, the carrying
amount of the asset (or CGU) is reduced to its recoverable amount.
The difference between the carrying amount and recoverable amount is recognised as an impairment loss
in profit or loss.
An impairment loss for an asset is reversed if, and only if, there has been a change in the estimates used
to determine the asset’s recoverable amount since the last impairment loss was recognised. The carrying
amount of an asset is increased to its revised recoverable amount, provided that this amount does not
exceed the carrying amount that would have been determined (net of any accumulated amortisation or
depreciation) had no impairment loss been recognised for the asset in prior years.
A reversal of impairment loss for an asset is recognised in profit or loss.
Annual Report 2014
49
2.
2.7 Financial assets
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not
quoted in an active market. They are presented as current assets, except for those expected to be realised
later than 12 months after the balance sheet date which are presented as non-current assets. Loans and
receivables are presented as “other current assets” (Note 13), “trade and other receivables” (Note 11) and
“cash and cash equivalents” (Note 10) on the balance sheet.
Financial assets are initially recognised at fair value plus transaction costs.
Loans and receivables are derecognised when the rights to receive cash flows from the customers have
expired or have been received and the Group has substantially transferred all risks and rewards of ownership.
Receivables that form part of the net investment in subsidiaries or associated corporations are carried at cost
less accumulated impairment losses.
The Group assesses at each balance sheet date whether there is objective evidence that loans and receivables
are impaired and recognises an allowance for impairment when such evidence exists. Significant financial
difficulties of the debtor, probability that the debtor will enter bankruptcy and default or significant delay in
payments are objective evidence that these financial assets are impaired.
The carrying amount of these assets is reduced through the use of an impairment allowance account which
is calculated as the difference between the carrying amount and the present value of estimated future cash
flows, discounted at the original effective interest rate. When the asset becomes uncollectible, it is written
off against the allowance account. Subsequent recoveries of amounts previously written off are recognised
against the same line item in profit or loss.
The impairment allowance is reduced through profit or loss in a subsequent period when the amount of
impairment loss decreases and the related decrease can be objectively measured. The carrying amount of
the asset previously impaired is increased to the extent that the new carrying amount does not exceed the
amortised cost had no impairment been recognised in prior periods.
Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a
legally enforceable right to offset and there is an intention to settle on a net basis or realise the asset and
settle the liability simultaneously.
2.8 Borrowings
Borrowings are presented as current liabilities unless the Group has an unconditional right to defer settlement
for at least 12 months after the balance sheet date, in which case they are presented as non-current liabilities.
Borrowings are initially recognised at fair value (net of transaction costs) and subsequently carried at
amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is
recognised in profit or loss over the period of the borrowings using the effective interest method.
50
2.
2.9 Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Group prior to the end
of financial period which are unpaid. They are classified as current liabilities if payment is due within one year
or less (or in the normal operating cycle of the business if longer). Otherwise, they are presented as noncurrent liabilities.
Trade and other payables are initially recognised at fair value, and subsequently carried at amortised cost
using the effective interest method.
2.10 Fair value estimation of financial assets and liabilities
The carrying amounts of current financial assets and liabilities carried at amortised cost approximate their
fair values.
2.11 Leases
The Group leases medical equipment and motor vehicles under finance leases. Land and buildings and
office premises are leased under operating leases.
(a)
Lessee – Finance leases
Leases where the Group assumes substantially all risks and rewards incidental to ownership of the
leased assets are classified as finance leases.
The leased assets and the corresponding lease liabilities (net of finance charges) under finance leases
are recognised on the balance sheet as property, plant and equipment and borrowings respectively,
at the inception of the leases based on the lower of the fair values of the leased assets and the present
value of the minimum lease payments.
Each lease payment is apportioned between the finance expense and the reduction of the outstanding
lease liability. The finance expense is recognised in profit or loss on a basis that reflects a constant
periodic rate of interest on the finance lease liability.
(b) Lessee - Operating leases
Leases where substantially all risks and rewards incidental to ownership are retained by the lessor are
classified as operating leases. Payments made under operating leases (net of any incentives received
from the lessors) are recognised in profit or loss on a straight-line basis over the period of the lease.
When a lease is terminated before the lease period expires, any payment made (or received) by the
Group as penalty is recognised as an expense (or income) in the period when termination takes place.
2.12 Inventories
Inventories are carried at the lower of cost and net realisable value. Cost is determined using the weighted
average basis and includes all costs in bringing the inventories to their present location and condition. Net
realisable value is the estimated selling price in the ordinary course of business, less applicable variable
selling expenses.
Annual Report 2014
51
2.
2.13 Income taxes
Current income tax for current and prior periods is recognised at the amounts expected to be paid to or
recovered from the tax authorities, using the tax rates and tax laws that have been enacted or substantially
enacted by the balance sheet date.
Deferred income tax is recognised for all temporary differences arising between the tax bases of assets
and liabilities and their carrying amounts in the financial statements except when the deferred income tax
arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business
combination and affects neither accounting nor taxable profit or loss at the time of the transaction.
A deferred income tax liability is recognised on temporary differences arising on investments in subsidiaries
and associated corporations, except where the Group is able to control the timing of the reversal of the
temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.
A deferred income tax asset is recognised to the extent that it is probable that future taxable profit will be
available against which the deductible temporary differences and tax losses can be utilised.
Deferred income tax is measured:
(i)at the tax rates that are expected to apply when the related deferred income tax asset is realised or
the deferred income tax liability is settled, based on tax rates and tax laws that have been enacted or
substantially enacted by the balance sheet date; and
(ii)based on the tax consequence that would follow from the manner in which the Group expects, at the
balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.
Current and deferred income tax are recognised as income or expenses in profit or loss.
2.14 Employee compensation
(a)
Defined contribution plans
Defined contribution plans are post-employment benefit plans under which the Group pays fixed
contributions into separate entities such as the Central Provident Fund on a mandatory, contractual or
voluntary basis. The Group has no further payment obligations once the contributions have been paid.
The Group’s contributions are recognised as employee compensation expense when they are due.
(b) Employee leave entitlement
Employee entitlements to annual leave are recognised when they accrue to employees. A provision is
made for the estimated liability for annual leave as a result of services rendered by employees up to the
balance sheet date.
2.15 Currency translation
(a)
Functional and presentation currency
Items included in the financial statements of each entity in the Group are measured using the currency
of the primary economic environment in which the entity operates (“functional currency”). The functional
currency of the Company is the Singapore Dollars. The presentation currency of the Company and the
Group is the Malaysian Ringgit as it provides a better understanding of the Group’s operations, which
are predominantly based in Malaysia.
52
2.
2.15 Currency translation (continued)
(b) Transactions and balances
Transactions in a currency other than the functional currency (“foreign currency”) are translated into
the functional currency using the exchange rates at the dates of the transactions. Currency exchange
differences resulting from the settlement of such transactions and from the translation of monetary
assets and liabilities denominated in foreign currencies at the closing rates at the balance sheet date
are recognised in profit or loss.
In preparation of the consolidated financial statements of the Group, exchange differences arising on
a monetary item that forms part of a reporting entity’s net investment in a foreign operation shall be
recognised in profit or loss in the separate financial statements of the reporting entity or the individual
financial statements of the foreign operation, as appropriate. In the financial statements that include the
foreign operation and the reporting entity, such exchange differences shall be recognised initially in a
separate component of equity and recognised in profit or loss on disposal of the net investment.
(c) Translation of Group entities’ financial statements
The results and financial position of all the Group entities (none of which has the currency of a
hyperinflationary economy) that have a functional currency different from the presentation currency are
translated into the presentation currency as follows:
(i) assets and liabilities are translated at the closing exchange rates at the reporting date;
(ii)income and expenses are translated at average exchange rates (unless the average is not a
reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates,
in which case income and expenses are translated using the exchange rates at the dates of the
transactions); and
(iii)all resulting currency translation differences are recognised in other comprehensive income
and accumulated in the currency translation reserve. These currency translation differences are
reclassified to profit or loss on disposal or partial disposal of the entity giving rise to such reserve.
2.16 Provisions
Provision for other liabilities and charges are recognised when the Group has a present legal or constructive
obligation as a result of past events, it is more likely than not that an outflow of resources will be required to
settle the obligation and the amount has been reliably estimated.
2.17 Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the executive
committee whose members are responsible for allocating resources and assessing performance of the
operating segments.
2.18 Cash and cash equivalents
For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents
include cash on hand which are subject to an insignificant risk of change in value and bank overdrafts. Bank
overdrafts are presented as current borrowings on the balance sheet.
Annual Report 2014
53
2.
2.19 Government grants
Grants from the government are recognised as a receivable at their fair value when there is reasonable
assurance that the grant will be received and the Group will comply with all the attached conditions.
Government grants receivable are recognised as income over the periods necessary to match them with the
related costs which they are intended to compensate, on a systematic basis. Government grants relating to
expenses are shown separately as other income.
2.20 Share capital and treasury shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new
ordinary shares are deducted against the share capital account.
When any entity within the Group purchases the Company’s ordinary shares (“treasury shares”), the carrying
amount which includes the consideration paid and any directly attributable transaction cost is presented as
a component within equity attributable to the Company’s equity holders, until they are cancelled, sold or
reissued.
When treasury shares are subsequently cancelled, the carrying amounts are netted off against the share
capital account if the shares are purchased out of capital of the Company, or against the retained profits of
the Company if the shares are purchased out of earnings of the Company.
When treasury shares are subsequently sold or reissued, the cost of treasury shares is reversed from the
treasury share account and the realised gain or loss on sale or reissue, net of any directly attributable
incremental transaction costs and related income tax, is recognised in the capital reserve.
2.21 Dividends to Company’s shareholders
Dividends to the Company’s shareholders are recognised when the dividends are approved for payments.
3.
Critical accounting estimates, assumptions and judgements
(a)
Current and deferred income taxes
The Group is subject to income taxes in different jurisdictions. In determining the income tax liabilities,
management continues to take positions in tax returns based on well-ground positions taken in good
faith. Judgements concerning positions taken may change as developments in case law, new rulings
or regulations by the tax authorities become available.
Deferred tax assets are recognised for unutilised tax losses, unabsorbed capital allowances and
unutilised tax credits to the extent that it is probable that taxable profit will be available against which
the losses, capital allowances and tax credits can be utilised. This involves judgement regarding the
future financial performance of the Group and the extent to which deferred tax asset can be recognised. (b) Impairment of property, plant and equipment
Property, plant and equipment amounting to RM 17,089,000 (2013: RM 16,162,000) relating to
a subsidiary, are reviewed for impairment whenever there is any indication that the assets may be
impaired. If any such indication exists, the recoverable amount (higher of the fair value less costs to sell
and value-in-use) of the assets is estimated in determining the impairment losses.
54
3.
Critical accounting estimates, assumptions and judgements (continued)
(b) Impairment of property, plant and equipment (continued)
The key assumptions for the value-in-use calculation are discount rate of 12% (2013: 12%), terminal
growth rate of 3% (2013: 3%), patients’ growth rate, expected change of billing, and direct cost of
services for a period of 5 years. The sensitivity tests indicated that no impairment loss is required where
other realistic variations are applied to key assumptions.
(c)
Recoverability of amounts due from associated corporations
At the balance sheet date, the amount due from associated corporations is RM 40,515,000 (2013: RM
44,206,000). The Group has made a judgement that there is no recoverability issue from the associated
corporation. In making this judgement, the Group has considered the market value of the buildings and
medical suites owned by the associated corporations, potential sales of medical suites, and revenue
from rental of the buildings and medical suites.
4.
Revenue and other income
Group
2014
2013
(Restated)
RM’000
RM’000
Revenue
Revenue from hospital and other healthcare services
285,696
238,762
7,216
6,653
292,912
245,415
Car park income
675
622
Rental income
279
375
Other grants
174
279
330
130
2,168
1,930
2,498
2,060
Healthcare education and training
Total revenue
Other income
Interest income
– bank deposits
– loans to an associated corporation
Others
1,682
425
Total other income
5,308
3,761
Annual Report 2014
55
5.
Other losses - net
Group
2014
2013
(Restated)
RM’000
Currency exchange (losses)/gains - net
Gain/(loss) on disposals and write-off of property, plant and equipment
RM’000
(1,631)
281
8
(490)
(1,623)
6.
(209)
Finance expenses
Group
2014
2013
RM’000
RM’000
2,861
3,137
Interest expense:
– bank borrowings
– finance lease liabilities
7.
701
975
3,562
4,112
Expenses by nature
Group
2014
2013
(Restated)
RM’000
RM’000
14,025
12,346
– Auditor of the Company
348
320
– Other auditors*
147
273
–
24
– Directors of the Company
682
667
– Directors of subsidiaries
148
148
2,896
2,753
52
48
358
326
43
39
Depreciation of property, plant and equipment (Note 16)
Fees on audit services paid/payable to:
Fees on non-audit services paid/payable to:
– Other auditors*
Directors’ fee:
Staff costs:
Directors’ remuneration other than fees
(i) Directors of the Company
– Salaries and other related expenses
– Contribution to defined contribution plans
(ii) Directors of subsidiaries
56
7.
Expenses by nature (continued)
Group
2014
2013
(Restated)
RM’000
RM’000
51,389
46,104
5,270
4,682
– Medical materials costs
59,002
51,207
– Medical consultants’ fees
81,014
67,482
1,013
1,132
(iii) Other than directors:
Included in cost of services:
– Educators’ fees
11,057
12,337
Utilities
Rental and other operating leases
3,899
3,605
Repairs and maintenance
5,370
3,384
Allowance for impairment of trade receivables
2,448
Reversal of allowance for impairment of trade receivables
Allowance for impairment of other receivables
Others
Total cost of services, distribution and marketing expenses and
administrative expenses
543
(96)
(412)
817
–
11,860
12,680
251,742
219,688
*Includes the network of member firms of PricewaterhouseCoopers International Limited (PwCIL).
8.
Income taxes
(a)
Income tax expense
Group
2014
2013
RM’000
RM’000
Tax expense attributable to profit is made up of:
Current income tax
– Singapore
– Foreign
Deferred income tax (Note 21)
71
71
8,552
6,561
1,909
185
10,532
6,817
Under/(over) provision in preceding financial years
– current income tax (b)
– deferred income tax (Note 21)
(375)
–
(375)
10,157
46
34
80
6,897
Annual Report 2014
57
8.
Income taxes (continued)
(a)
Income tax expense (continued)
The tax on the Group’s profit before tax differs from the theoretical amount that would arise using the
Singapore standard rate of income tax as follows:
Group
2014
2013
RM’000
RM’000
Profit before tax
46,199
26,068
(4,906)
(901)
41,293
25,167
7,020
4,278
– Different tax rates in other countries
3,823
2,305
– Expenses not deductible for tax purposes
1,604
1,824
Tax calculated at a tax rate of 17% (2013: 17%)
Effects of:
– Income not subject to tax
(755)
(1,041)
– Utilisation of deferred tax assets previously unrecognised
(2,115)
(39)
– Utilisation of tax incentive in other country
(1,164)
(2,220)
2,119
1,710
10,532
6,817
– Deferred income tax assets on temporary differences
not recognised
Tax charge
In both financial years, one of the subsidiaries was granted tax incentives equivalent to the increase in value
of services exported.
(b) Movements in current income tax liabilities
Group
Beginning of financial year
Income tax paid
Tax expense on profit for the
current financial year
(Over)/under provision in
preceding financial years
58
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
1,424
1,690
(7,923)
(6,944)
(71)
(71)
8,623
6,632
71
71
46
–
–
1,424
–
–
(375)
1,749
–
–
9.
Earnings per share
(a)
Basic earnings per share
Basic earnings per share is calculated by dividing the net profit attributable to equity holders of the
Company by the weighted average number of ordinary shares outstanding during the financial year.
Group
2014
Net profit attributable to equity holders of the Company (RM’000)
Weighted average number of ordinary shares outstanding for
basic earnings per share
Basic earnings per share (RM cents per share)
2013
16,027
7,574
577,071,286
577,071,286
2.78
1.31
(b) Diluted earnings per share
Diluted earnings per share for financial years ended 30 June 2014 and 30 June 2013 are the same as
basic earnings per share since there are no dilutive potential ordinary shares.
10. Cash and cash equivalents
For the purpose of presenting the consolidated statement of cash flows, cash and cash equivalents comprise
the following:
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
Cash at bank and on hand
25,977
9,699
Less: Bank overdrafts (Note 18)
(3,960)
(5,390)
Cash and cash equivalents
per consolidated statement of
cash flows
22,017
4,309
692
751
–
–
692
751
Annual Report 2014
59
11. Trade and other receivables
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
34,331
25,136
–
–
of receivables
(5,272)
(2,920)
–
–
Trade receivables – net
29,059
22,216
–
–
2,441
3,088
20
22
–
–
Current
Trade receivables – third parties
Less: Allowance for impairment
Other receivables
Less: Allowance for impairment of
receivables
Other receivables – net
Amount due from subsidiaries
Amount due from associated
corporations – non-trade
Amount due from non-controlling
interest of a subsidiary
(897)
(80)
1,544
3,008
20
22
–
–
20,278
17,781
40,515
44,206
26,918
19,943
67
8
190
125
71,185
69,438
47,406
37,871
1,194
1,194
–
–
(1,194)
(1,194)
–
–
Non-current
Trade receivables – third parties
receivables
Amount due from associated
corporations - non-trade
receivables (Note 14(b))
–
–
–
–
2,943
9,871
2,943
9,871
(2,851)
(2,755)
(2,851)
(2,755)
92
7,116
92
7,116
Included in trade receivables from third parties was RM 59,000 (2013: RM 874,000) relating to grants
receivable from the Singapore Workforce Development Agency (“WDA”). There are no unfulfilled conditions
and other contingencies attached to the WDA grants receivable.
The amounts due from subsidiaries represent advances which are unsecured, interest-free and are
recoverable on demand.
The current amounts due from associated corporations arose from sales of leasehold land and building
in prior years and advances granted to certain associates. These balances are unsecured, recoverable on
demand and bear interest at 6.95% (2013: 6.95%) per annum.
60
11. Trade and other receivables (continued)
An amount of RM 92,000 (2013: RM 7,116,000) has been loaned to an associated corporation as its working
capital. The settlement is neither planned nor likely to occur in the foreseeable future. Accordingly, this
amount is classified as non-current. The balance is unsecured, recoverable on demand and bears an interest
at 6.95% (2013: 6.95%) per annum.
12.Inventories
Group
2014
2013
RM’000
RM’000
Pharmaceutical and surgical medicine
2,857
2,627
Medical supplies
2,454
2,904
5,311
5,531
At cost
The cost of inventories recognised as an expense and included in cost of services amounted to RM 59,002,000
(2013: RM 51,207,000).
13. Other current assets
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
Deposits
1,626
2,012
2
2
Prepayments
2,750
3,479
37
27
158
378
–
–
4,534
5,869
39
29
Deposit for purchase of plant and
equipment
Included in deposits are rental deposits of RM 1,404,000 (2013: RM 1,404,000) placed with associated
corporations.
Annual Report 2014
61
14. Investments in associated corporations
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
8,748
8,825
Capital injection in an associated
corporation (d)
7,250
Cost
Translation difference
–
295
(77)
16,293
8,748
(3,155)
(2,687)
(348)
(491)
Accumulated impairment losses
Impairment loss made
Translation difference
(105)
23
End of financial year (b)
(3,608)
(3,155)
Net carrying value
12,685
5,593
25,488
26,502
Capital injection in an associated
corporation (d)
7,250
–
Share of profit of associated
corporations
4,906
Redemption of preference shares
Currency translation differences
–
901
(1,886)
(158)
37,486
(29)
25,488
The summarised financial information of associated corporations adjusted for the proportion of ownership
interest held by the Group are as follows:
Group
– Assets
2013
RM’000
112,221
104,770
76,754
91,327
– Revenues
6,860
6,388
– Net profit (before non-controlling interests)
5,201
807
– Liabilities
Details of associated corporations are provided in Note 32.
62
2014
RM’000
14. Investments in associated corporations (continued)
(a)Investments in an associated corporation of RM 46,000 (2013: RM 44,000) have been pledged as
security for bank borrowings of the Company (Note 18(a)).
(b)The Company has made an allowance of RM 3,608,000 (2013: RM 3,155,000) for impairment of its
investment in three associated corporations and an allowance of RM 2,851,000 (2013: RM 2,755,000)
for impairment of receivables from one of the associated corporations (Note 11) which has been
dormant for the current and past financial years.
(c)During the current financial year, the Group has not recognised its share of loss of three associated
corporations amounting to RM 231,000 (2013: RM 192,000) because the Group’s cumulative share of
losses exceeds its interest in the associated corporations and the Group has no obligation in respect
of those losses. The cumulative unrecognised losses amount to RM 1,805,000 (2013: RM 1,574,000) at
the balance sheet date.
(d)Capital injection of RM 7,250,000 in an associated corporation was settled in cash of RM 123,000 and
conversion of loan due from the associated corporation of RM 7,127,000.
15. Investments in subsidiaries
Company
2014
2013
RM’000
RM’000
84,973
85,725
Equity investments at cost
Capital injection in a subsidiary (a)
5,220
Translation differences
2,851
–
(752)
93,044
84,973
(36,561)
(36,885)
Less: Impairment losses
Translation differences
(1,235)
324
(37,796)
(36,561)
55,248
48,412
Details of subsidiaries are included in Note 32.
(a)Capital injection of RM 5,220,000 in a subsidiary was settled in cash of RM 2,136,000, dividend income
from a subsidiary of RM 2,741,000 and payment on behalf by an associated corporation of RM 343,000.
(b)Investments in a subsidiary of RM 27,299,000 (2013: RM 26,407,000) have been pledged as security for
bank borrowings of the Company (Note 18(a)).
Annual Report 2014
63
16. Property, plant and equipment
Furniture,
office
equipment
and
Leasehold Leasehold Electrical Medical
Motor housekeeping
land
buildings equipment equipment vehicles equipment
RM’000
RM’000
RM’000
RM’000
19,038
63,187
31,494
–
–
–
1,527
Total
RM’000
RM’000
RM’000
92,531
2,226
22,055
230,531
–
20
88
108
7,077
1,408
7,120
17,132
The Group
2014
Cost
Currency translation
differences
Additions
–
–
Disposals/Write-offs
–
–
19,038
63,187
32,964
98,235
2,885
28,576
244,885
(57)
(1,373)
(769)
(687)
(2,886)
Accumulated depreciation
1,248
11,211
20,517
45,624
1,647
10,407
90,654
differences
–
–
–
–
21
52
73
Depreciation charge
393
1,231
705
7,495
354
3,847
14,025
–
–
(45)
(1,055)
(749)
1,641
12,442
21,177
52,064
1,273
13,719
102,316
17,397
50,745
11,787
46,171
1,612
14,857
142,569
Net book value at end of
financial year
64
(587)
(2,436)
16. Property, plant and equipment (continued)
Furniture,
office
equipment
and
Leasehold Leasehold Electrical Medical
Motor housekeeping
land
buildings equipment equipment vehicles equipment
RM’000
RM’000
RM’000
RM’000
19,038
63,187
26,593
86,902
–
–
–
–
5,276
Total
RM’000
RM’000
RM’000
2,191
21,183
219,094
The Group
2013
Cost
differences
(5)
9,992
98
(58)
1,220
(29)
Additions
–
–
–
–
19,038
63,187
31,494
92,531
2,226
22,055
230,531
1,459
8,492
82,476
(375)
(4,363)
(24)
(324)
16,586
(5,120)
1,025
9,800
19,278
42,422
differences
–
–
–
–
1,554
(5)
Depreciation charge
223
1,411
–
–
1,248
11,211
20,517
45,624
1,647
10,407
90,654
17,790
51,976
10,977
46,907
579
11,648
139,877
Net book value at end of
financial year
6,881
251
(58)
2,026
(17)
(315)
(3,679)
(12)
(99)
12,346
(4,151)
Annual Report 2014
65
Furniture
and office
equipment
RM’000
Motor
vehicles
RM’000
Total
RM’000
Company
2014
Cost
50
428
478
1
14
15
Additions
–
681
681
–
(444)
(444)
51
679
730
26
418
444
1
15
16
12
67
79
–
(444)
(444)
39
56
95
12
623
635
50
432
482
Depreciation charge
Net book value
2013
Cost
–
(4)
(4)
50
428
478
14
360
374
–
(3)
(3)
Depreciation charge
12
61
73
26
418
444
24
10
34
Net book value
66
(a)The net carrying amount of motor vehicles and medical equipment of the Group and Company held
under finance leases are as follows:
Group
Motor vehicles
Medical equipment
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
1,113
578
623
10
26,833
31,415
–
–
27,946
31,993
623
10
During the year, motor vehicles and medical equipment amounting to RM 4,315,000 (2013: RM
4,577,000) were acquired under finance leases (Note 19).
(b)Property, plant and equipment of certain subsidiaries with a net carrying amount of RM 61,759,000
(2013: RM 63,165,000) have been pledged to financial institutions for credit facilities granted to the
Group (Note 18(a)).
17. Trade and other payables
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
29,847
26,096
–
–
–
82
–
–
Current
Trade payables – third parties
Deferred grant
Accrual for cost of conversion of
wards to medical suites
–
424
–
–
Deposits received
258
216
–
–
Directors’ fee payable
444
429
444
429
Accrued employee compensation
expense
8,598
6,966
638
457
Accrued rental expense
5,879
6,130
–
–
11,070
9,205
953
727
227
17
–
–
–
–
3,945
3,624
90
160
90
160
Other payables and accruals
Amount due to associated
corporations (non-trade)
Amount due to subsidiaries
(non-trade)
Amount due to related parties
(non-trade)
Dividend payable to noncontrolling interests
–
2,552
–
–
56,413
52,277
6,070
5,397
19,247
13,274
–
–
Non-current
Amount due to non-controlling
interests of a subsidiary
(non-trade)
Annual Report 2014
67
17. Trade and other payables (continued)
Included in “trade and other payables” are lease expenses accrued on a straight-line basis for a noncancellable operating lease with an associated corporation of RM 5,879,000 (2013: RM 6,130,000). Please
refer to Note 24(b).
The current amounts due to subsidiaries, associated corporations and related parties are unsecured, interestfree and are repayable on demand.
Accrual for cost of conversion of wards to medical suites is in respect of units sold in prior years to an
associated corporation, for which a subsidiary incorporated in Malaysia has a contractual obligation to
convert. The conversion is completed in 2014.
The non-current non-trade amount due to non-controlling interests of a subsidiary is unsecured and interestfree.
18.Borrowings
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
3,960
5,390
–
–
Short-term bank loans – secured
19,576
21,642
11,576
12,641
Current portion of long-term bank
loans – secured
4,400
4,350
–
–
Current
Overdraft (Note 10) – secured
Finance lease liabilities – secured
(Note 19)
5,829
7,406
73
7
33,765
38,788
11,649
12,648
13,131
17,391
–
–
Loan from holding company –
unsecured
2,573
–
2,573
–
Finance lease liabilities – secured
(Note 19)
5,909
7,469
202
–
21,613
24,860
2,775
–
55,378
63,648
14,424
12,648
Non-current
Long-term bank loans – secured
Total borrowings
68
18. Borrowings (continued)
The exposure of the borrowings of the Group and of the Company to interest rate changes and the contractual
pricing dates at the balance sheet date are as follows:
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
Less than one year
33,765
38,788
11,649
12,648
Between one and five years
21,613
24,860
2,775
–
55,378
63,648
14,424
12,648
(a)
Security granted
The short-term and long-term bank loans are secured by the following:
(i)
The Company - A memorandum of charge and assignment over all of the Company’s shares in a
subsidiary incorporated in Malaysia (Note 15(b)) and an associated corporation incorporated in
Malaysia (Note 14(a)).
(ii)
The Group – In addition to paragraph (i) above, a first assignment on land and buildings and
assignment of rental proceeds of certain subsidiaries in Malaysia (Note 16(b)).
The finance lease liabilities of the Group and the Company are effectively secured as the rights to the
hire purchase assets (Note 16(a)) revert to the hiree in the event of default.
(b) Maturity of borrowings
The non-current borrowings (excluding finance lease liabilities (Note 19)) had the following maturity:
Group
Between two and five years
Later than five years
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
12,111
13,101
2,573
–
3,593
4,290
–
–
15,704
17,391
2,573
–
Annual Report 2014
69
18. Borrowings (continued)
(c)
Fair value of non-current borrowings
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
13,131
17,391
–
–
Loan from holding company
2,573
–
2,573
–
Finance lease liabilities
5,909
7,469
202
–
Bank loans
The fair values above approximate the carrying values and are determined from the cash flow analysis,
discounted at market borrowing rates of an equivalent instrument at the balance sheet date which the
management expects to be available to the Group as follows:
Group
Company
2014
2013
2014
2013
%
%
%
%
Short-term bank loans
5.02
5.22
4.04
4.17
Long-term bank loans
6.30
5.87
6.00
–
Loan from holding company
6.00
–
6.00
–
Finance lease liabilities
5.62
5.60
5.07
6.45
(d)
Undrawn borrowing facilities
The Group and the Company had the following undrawn borrowing facilities:
Group
– Expiring not later than
one year
– Expiring later than
one year
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
22,055
18,573
–
–
514
1,034
514
–
22,569
19,607
514
–
The borrowing facilities expiring within one year were annual facilities subject to review at various dates
in 2014. The borrowing facilities were arranged to finance partially the Group’s expansion.
70
19. Finance lease liabilities
The Group and the Company lease certain plant and equipment, and motor vehicles from non-related parties
under finance leases. The lease agreements do not have renewal clauses but provide the Group and the
Company with options to purchase the leased assets at nominal values at the end of the lease term.
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
6,381
8,030
84
6,147
7,882
203
–
12,528
15,912
287
20
(1,037)
(12)
(13)
14,875
275
7
Minimum lease payments due:
– Not later than one year
– Between two and five years
Less: Future finance charges
Present value of finance lease
liabilities
(790)
11,738
20
The present values of finance lease liabilities are analysed as follows:
Group
Not later than one year (Note 18)
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
5,829
7,406
73
5,909
7,469
202
–
11,738
14,875
275
7
7
Later than one year (Note 18):
– Between two and five years
20. Deferred income
This relates to fees received in advance in respect of healthcare education and training courses as follows:
Group
Additions during the financial year
Amount credited to profit or loss
2014
2013
RM’000
RM’000
822
526
5,278
4,597
(5,036)
(4,296)
27
1,091
(5)
822
Annual Report 2014
71
21. Deferred income taxes
Deferred income tax assets and liabilities are offsetted when there is a legally enforceable right to set off
current income tax assets against current income tax liabilities and when the deferred income taxes relate to
the same fiscal authority. The amounts, determined after appropriate offsetting, are shown on the balance
sheets as follows:
Group
2014
2013
RM’000
RM’000
(2)
(1,732)
Deferred income tax assets:
– to be settled after one year
Deferred income tax liabilities:
– to be settled after one year
1,085
906
The movement in the deferred income tax account is as follows:
Group
2014
2013
RM’000
RM’000
(826)
(1,045)
Tax charge to profit or loss (Note 8)
1,909
219
1,083
(826)
The movement in deferred income tax assets and liabilities (prior to offsetting of balances within the same tax
jurisdiction) during the financial year were as follows:
Group
Accelerated
tax
depreciation
RM’000
2014
Charged to profit or loss
5,120
925
6,045
2013
The Company has no deferred tax liabilities as at 30 June 2014 and 2013.
72
4,256
864
5,120
21. Deferred income taxes (continued)
Group
Deferred income tax assets
Provisions
Unutilised tax
exemption
claimed
Total
RM’000
RM’000
RM’000
2014
(1,560)
329
(4,386)
(5,946)
655
984
(1,231)
(3,731)
(4,962)
(1,445)
(3,856)
(5,301)
2013
Credited to profit or loss
(115)
(530)
(645)
(1,560)
(4,386)
(5,946)
Deferred income tax assets are recognised for tax losses, capital allowances, provisions and unutilised tax
exemptions claimed to the extent that realisation of the related tax benefits through future taxable profits is
probable.
The Group has unrecognised tax losses of RM 97,266,000 (2013: RM 94,732,000) and capital allowances
and provisions of RM 20,205,000 (2013: RM 23,907,000) at the balance sheet date which can be carried
forward and used to offset against future taxable income.
22. Share capital
No. of
ordinary shares
Issued
share capital
Treasury
shares
Amount
Issued
share capital
Treasury
shares
RM’000
RM’000
2014
Beginning and end of financial year
577,272,286
(201,000)
90,564
(47)
577,272,286
(201,000)
90,564
(47)
2013
Beginning and end of financial year
All issued ordinary shares are fully paid. There is no par value for these ordinary shares.
Annual Report 2014
73
23. Other reserves
(a)
Accumulated losses
(i)Accumulated losses of the Group include the accumulated share of profits of associated
corporations amounting to RM 23,544,000 (2013: RM 18,638,000).
(ii)
Movement in accumulated losses for the Company is as follows:
Company
2014
2013
RM’000
RM’000
(14,231)
(17,204)
Net profit
11,821
2,973
(2,410)
(14,231)
(b) Currency translation reserve
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
4,774
5,041
5,459
6,157
Net currency translation differences
of holding company and Singapore
subsidiaries
1,089
Less: Non-controlling interests
(268)
(3)
1
1,086
(267)
5,860
4,774
2,721
(698)
–
–
2,721
8,180
(698)
5,459
The currency translation reserve comprises foreign exchange differences arising from the translation
of the financial statements of Singapore operations whose functional currencies are different from the
presentation currency of the financial statements of the Group.
(c)
Other reserves
Other reserves comprise the difference between the costs of treasury shares re-issued and the fair
value of employee services received (Note 22).
Group
– Gain on treasury shares re-issued
Other reserves are non-distributable.
74
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
68
52
16
–
–
16
–
16
68
68
16
16
24.Commitments
(a)
Capital commitments
Capital expenditure contracted for at the balance sheet date but not recognised in the financial
statements are as follows:
Group
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
541
869
–
–
(b) Operating lease commitments - where the Group is a lessee
The Group leases various land and office premises under non-cancellable operating lease agreements.
The leases have varying terms, escalation clauses and renewal rights.
The future aggregate minimum lease payables under non-cancellable operating leases contracted for
at the balance sheet date but not recognised as liabilities are as follows:
Group
Not later than one year
Between two and five years
Later than five years
Less: Accrual for operating lease expenses recognised
on a straight-line basis (Note 17)
Operating lease commitments not recognised as liabilities
at balance sheet date
2014
2013
RM’000
RM’000
6,608
9,047
22,496
23,374
101,690
107,220
130,794
139,641
(5,879)
124,915
(6,130)
133,511
25. Contingent liabilities
Corporate guarantees
The Company has issued corporate guarantees to banks for borrowings of its subsidiaries. These bank
borrowings amount to RM 4,673,000 (2013: RM 5,732,000) at the balance sheet date.
Annual Report 2014
75
26. Financial risk management
Financial risk factors
The Group’s financial risk management policy seeks to ensure that adequate financial resources are available
for the development of the Group’s business whilst managing its market risk (including currency risk and
interest rate risk), credit risk and liquidity risk. The Group’s policy is not to engage in speculative transactions.
(a)
Market risk
(i) Currency risk
Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in
currency exchange rates.
The Company’s operational activities are carried out in Singapore Dollars (“SGD”). The Group also
has operational activities carried out in Malaysian Ringgit (“RM”) by its subsidiaries in Malaysia.
Management monitors the Group’s exposure to currency risk to keep the net exposure at an
acceptable level.
As at balance sheet date, the Company’s subsidiaries have their financial instruments mainly
denominated in their respective functional currencies, and currency risk is insignificant. The
Company’s exposure to currency risk mainly arises from RM denominated amount due from
an associated corporation of RM 26,918,000 (2013: RM 19,943,000) and amount due from
subsidiaries of RM 20,278,000 (2013: RM 17,781,000) as the Company’s functional currency is
SGD.
As at 30 June 2014, if the RM has strengthened/ weakened by 1% (2013: 1%) against the SGD
with all other variables including tax rate being held constant, the Group’s profit after tax would
have been RM 393,000 (2013: RM 314,000) higher/lower, as a result of currency translation gains/
losses on these RM denominated balances.
(ii)
Cash flow and fair value interest rate risk
Cash flow interest rate risk is the risk that future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. Fair value interest rate risk is the risk that the value
of a financial instrument will fluctuate because of changes in market interest rate.
The Group’s exposure to movements in market interest rates is primarily due to its debt obligations
with financial institutions.
The Group manages its interest rate exposure by monitoring movements in interest rates and
actively reviewing its debt obligations. As the Group has no significant interest bearing assets, the
Group’s income is substantially independent of changes in market interest rates.
The Group’s borrowings at variable rates comprise approximately 74% (2013: 60%) of the total
borrowings. If the interest rate during the financial year had been higher/lower by 0.5% (2013:
0.5%) with all other variables including tax rates being held constant, the profit after tax would
have been lower/higher by RM 170,000 (2013: RM 158,000) as a result of higher/lower interest
expense on variable rate borrowings.
76
26. Financial risk management (continued)
(b) Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in
financial loss to the Group. Trade receivables are monitored on an ongoing basis via Group management
reporting procedures.
The Group has no significant concentration exposure to any individual customer or counterparty nor
does it have any major concentration of credit risk related to any financial instruments.
Concentrations of credit risk with respect to trade receivables are limited due to the Group’s large
number of customers who are dispersed. Management believes that there is no anticipated additional
credit risk beyond the amount of allowance for impairment made in the Group’s trade receivables.
As the Group and Company does not hold any collateral, the maximum exposure to credit risk for each
class of financial instruments is the carrying amount of that class of financial instruments presented on
the balance sheet.
The Group’s and Company’s major classes of financial assets that are subject to credit risk are shortterm bank deposits and trade and non-trade receivables.
All non-trade receivables are from subsidiaries and associated corporations and the carrying amounts
are not past due.
The Group’s dominant operations are in Malaysia, and the Group’s trade receivables located in
Malaysia represents 98% (2013: 94%) of total trade receivables. The remainder represents revenues
arising from operations in Singapore.
Trade receivables arise entirely from non-related parties: corporate customers and individual customers
which represent 76% (2013: 81%) and 24% (2013: 19%) respectively.
It is the Group’s policy to transact with creditworthy counterparties. In addition, the granting of material
credit limits to counterparties is reviewed and approved by senior management.
(i) Financial assets that are neither past due nor impaired
Bank deposits that are neither past due nor impaired are mainly deposits with banks with high
credit-ratings assigned by international credit-rating agencies. Trade receivables that are neither
past due nor impaired are substantially companies with a good collection track record with the
Group.
Annual Report 2014
77
(b) Credit risk (continued)
(ii) Financial assets that are either past due or impaired
There is no other class of financial assets that is past due and/or impaired except for trade
receivables (refer below for analysis) and an amount due from an associated corporation (refer to
Note 14(b) for analysis).
The age analysis of trade receivables past due but not impaired is as follows:
Group
2014
2013
RM’000
RM’000
Past due 0 to 1 months
4,499
3,236
Past due 1 to 3 months
3,284
3,708
Past due over 3 months
4,014
3,787
11,797
10,731
The carrying amount of trade receivables individually determined to be impaired and the
movement of the related allowance for impairment is as follows:
Group
Gross amount
Less: Allowance for impairment
2014
2013
RM’000
RM’000
6,446
4,114
(6,446)
(4,114)
–
–
4,114
3,983
Allowance made
2,448
543
Allowance written back
(96)
6,466
(412)
4,114
The impaired trade receivables arise mainly from corporate and individual customers, which are
provided on a case-by-case basis.
78
(c)
Liquidity risk
The Group and the Company manage liquidity risk by maintaining sufficient cash to enable them
to meet their normal operating commitments and having an adequate amount of committed credit
facilities.
The table below analyses the maturity profile of the financial liabilities of the Group and the Company
based on contractual undiscounted cash flows.
Less than
1 year
Between
2 and 5 years
Over
5 years
RM’000
RM’000
RM’000
Group
2014
56,413
–
19,247
Borrowings
35,623
20,217
4,153
92,036
20,217
23,400
2013
52,277
–
13,274
Borrowings
40,767
23,441
5,126
93,044
23,441
18,400
Less than
1 year
Between
2 and 5 years
Over
5 years
RM’000
RM’000
RM’000
Company
2014
Borrowings
Financial guarantee
6,070
–
–
12,033
2,971
–
4,673
–
–
22,776
2,971
–
5,397
–
–
2013
Borrowings
Financial guarantee
12,687
–
–
5,732
–
–
23,816
–
–
Annual Report 2014
79
(d) Capital risk
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as
a going concern and to maintain an optimal capital structure so as to maximise shareholder value.
In order to maintain or achieve an optimal capital structure, the Group may adjust the amount of
dividend payment, return capital to shareholders, issue new shares, buy back issued shares, obtain
new borrowings or sell assets to reduce borrowings.
The Group and the Company are in compliance with all externally imposed capital requirements for the
financial years ended 30 June 2014 and 2013.
(e)
Financial instruments by category
The aggregate carrying amounts of loans and receivables and financial liabilities at amortised cost are
as follows:
2014
2013
RM’000
RM’000
98,880
88,265
131,038
129,199
Group
Financial liabilities at amortised cost
Company
48,192
45,740
Financial liabilities at amortised cost
20,494
18,045
27. Immediate and ultimate holding company
The Company’s immediate and ultimate holding company is Nam See Investment (Pte) Ltd, incorporated in
Singapore.
80
28. Related party transactions
(a)In addition to the information disclosed elsewhere in the financial statements, the following transactions
took place between the Group and the related parties at terms agreed between the parties:
Group
(i)
(ii)
(iii)
(iv)
Company
2014
2013
2014
2013
RM’000
RM’000
RM’000
RM’000
Rental expense to associated
corporations
9,758
9,664
–
–
Interest income from associated
corporations
2,168
1,930
485
477
Payments on behalf of an associated
corporation
5,676
3,576
–
–
116
112
116
112
Agency fee paid to a company owned
by a director of the Company
(v)
Agency fee recharged to subsidiaries
–
–
116
112
(vi)
Management fee income from
subsidiaries
–
–
1,404
1,404
(vii) Salaries recharged to subsidiaries
–
–
197
620
(viii) Service fee income from subsidiaries
–
–
27
34
26
–
26
–
(ix)
Interest expense charged by holding
company
Rental expense to associated corporations is based on lease agreements. Interest income from
associated corporations and service fee income from subsidiaries are determined based on
commercial terms and conditions and at market prices.
(b)Key management compensation (represents to directors only) is disclosed in Note 7 – Directors’
remuneration other than fees.
Annual Report 2014
81
29. Segment information
The Management has determined the operating segments based on the reports that are used to make
strategic decisions. The Management comprises the Executive Chairman/Managing Director and the
Executive Director.
The Management considers the business from both a geographic and business segment perspective.
Geographically, management manages and monitors the business in the two primary geographic areas,
Singapore and Malaysia. The Singapore segment derives revenue from healthcare education and training
services. The Malaysia segment derives revenue from hospital and other healthcare services.
Other operations included within Singapore and Malaysia relate to investment holding; but these are not
included within the reportable operating segments, as they are not included in the reports provided to the
Management. The results of these operations are included in the “all other segments” column.
The segment information provided to the Management for the reportable segments are as follows:
Malaysia
Singapore
Hospital
and otherhealthcare
services
Healthcare
education
and training
All other
segments
Elimination
Total
RM’000
RM’000
RM’000
RM’000
RM’000
285,696
7,216
19,052
(19,052)
292,912
48,973
479
2014
Revenue:
– external revenue
Adjusted EBIT
Interest expense - net
(795)
(9)
(7,095)
–
42,357
(260)
–
(1,064)
–
4,906
(7,355)
–
46,199
Corporations
4,906
–
53,084
470
254,333
4,138
28,685
–
287,156
37,486
–
–
–
37,486
–property, plant and
equipment
16,076
374
682
–
17,132
Segment liabilities
51,885
3,485
21,381
–
76,751
Segment assets
–
Segment assets include:
Investment in associated
corporations
Additions to:
82
29. Segment information (continued)
Malaysia
Singapore
Hospital
and otherhealthcare
services
Healthcare
education
and training
All other
segments
Elimination
Total
RM’000
RM’000
RM’000
RM’000
RM’000
238,762
6,653
6,336
Adjusted EBIT
31,880
87
Interest expense - net
(1,926)
(25)
2013
Revenue:
– external revenue
(6,336)
245,415
(4,748)
–
27,219
(101)
–
(2,052)
corporations
–
901
(4,849)
–
26,068
4,540
29,852
–
264,750
25,488
–
–
–
25,488
– property, plant and
equipment
16,412
174
–
–
16,586
Segment liabilities
48,347
2,967
15,059
–
66,373
Segment assets
901
–
30,855
62
230,358
–
Segment assets include:
Investment in associated
corporations
Additions to:
The revenue from external parties reported to the Management is measured in a manner consistent with that
in the statement of comprehensive income.
The Management assesses the performance of the operating segments based on a measure of earnings
before interest and tax (“adjusted EBIT”). Interest income and finance expenses are not allocated to
segments, as this type of activity is driven by the Group finance function, which manages the cash position
and borrowings of the Group.
Annual Report 2014
83
(a)
Reconciliations
(i)
Segment profits
A reconciliation of adjusted EBIT to profit before tax is as follows:
Group
2014
2013
RM’000
RM’000
Adjusted EBIT for reportable segments
49,452
31,967
Other segments EBIT
(7,095)
(4,748)
Finance expense
(3,562)
(4,112)
2,498
2,060
4,906
901
46,199
26,068
Interest income
Unallocated:
Profit before tax
(ii) Segment liabilities
The amounts provided to the management with respect to total liabilities are measured in a
manner consistent with that of the financial statements. These liabilities are allocated based on
the operations of the segment. All liabilities are allocated to the reportable segments other than
income tax liabilities and borrowings.
Group
2014
2013
RM’000
RM’000
Segment liabilities for reportable segments
55,370
51,314
Other segment liabilities
21,381
15,059
1,749
1,424
Unallocated:
Current income tax liabilities
Borrowings
84
1,085
906
55,378
63,648
134,963
132,351
(b) Revenue from major products and services
Revenue from external customers are derived mainly from hospital and other healthcare services
and healthcare education and training. Investment holding is included in “Others”. Breakdown of the
revenue is as follows:
Group
Hospital and other healthcare services
2014
2013
RM’000
RM’000
285,696
238,762
7,216
6,653
292,912
245,415
(c)
Geographical information
The Group’s two business segments operate in two main geographical areas:
(i)Singapore – the Company is headquartered and has operations in Singapore. The operations in
this area are healthcare education and training
(ii) Malaysia – the operations in this area are hospital and other healthcare services
Total sales
Singapore
Malaysia
2014
2013
RM’000
RM’000
7,230
6,663
285,682
238,752
292,912
245,415
Total non-current assets
Singapore
Malaysia
2014
2013
RM’000
RM’000
38,213
32,638
141,936
141,575
180,149
174,213
Annual Report 2014
85
30. Comparative figures
Certain comparative figures in the Consolidated Statement of Comprehensive Income have been reclassified
to better reflect the nature of the balances and to conform to current year’s classification as follows:
As restated
Cost of services
Administrative expenses
Other income
Other (losses)/gains - net
As previously
presented
2013
2013
RM’000
RM’000
(178,937)
(174,005)
(37,866)
(42,798)
3,761
2,060
(209)
1,492
The above reclassifications do not have any impact on the net profit after tax, earnings per share, Balance
Sheets, Consolidated Statement of Cash Flows and Consolidated Statement of Changes in Equity.
31. New or revised accounting standards and interpretations
Below are the mandatory standards, amendments and interpretations to existing standards that have been
published, and are relevant for the Group’s accounting periods beginning on or after 1 January 2014 or later
periods and which the Group has not early adopted:
•
FRS 110 Consolidated Financial Statements (effective for annual periods beginning on or after
1 January 2014)
FRS 110 replaces all of the guidance on control and consolidation in FRS 27 “Consolidated and
Separate Financial Statements” and SIC 12 “Consolidation – Special Purpose Entities”. The same
criteria are now applied to all entities to determine control. Additional guidance is also provided to
assist in the determination of control where this is difficult to assess. The Group has yet to assess the
full impact of FRS 110 and intends to apply the standard from 1 July 2014.
•
RS 112 Disclosure of Interests in Other Entities (effective for annual periods beginning on or after
F
1 January 2014)
FRS 112 requires disclosure of information that helps financial statement readers to evaluate the
nature, risks and financial effects associated with the entity’s interests in subsidiaries, associates, joint
arrangements and unconsolidated structured entities. The Group has yet to assess the full impact of
FRS 112 and intends to adopt the standard from 1 July 2014.
86
31. New or revised accounting standards and interpretations (continued)
•
nnual improvements (Issued January 2014) – FRS108 Operating Segments (effective for annual
A
periods beginning on or after 1 July 2014)
The standard is amended to require disclosure of the judgements made by management in aggregating
operating segments. This includes a description of the segments which have been aggregated and
the economic indicators which have been assessed in determining that the aggregated segments
share similar economic characteristics. The standard is further amended to require a reconciliation of
segment assets to the entity’s assets when segment assets are reported.
•
nnual improvements (Issued January 2014) – FRS 24 Related Party Disclosures (effective for annual
A
periods beginning on or after 1 July 2014)
The standard is amended to include, as a related party, an entity that provides key management
personnel services to the reporting entity or to the parent of the reporting entity (‘the management
entity’). The reporting entity is not required to disclose the compensation paid by the management
entity to the management entity’s employees or directors, but it is required to disclose the amounts
charged to the reporting entity by the management entity for services provided.
•
nnual improvements (Issued February 2014) – Amendments to FRS113 Fair Value Measurement
A
(effective for annual periods beginning on or after 1 July 2014)
The amendment clarifies that the portfolio exception in FRS113, which allows an entity to measure the
fair value of a group of financial assets and financial liabilities on a net basis, applies to all contracts
(including non-financial contracts) within the scope of FRS39. An entity shall apply the amendment
prospectively from the beginning of the first annual period in which FRS113 is applied.
Annual Report 2014
87
32. Listing of companies in the Group
Name of companies
Principal activities
Country of
business/
incorporation
Equity
holding*
2014
2013
%
%
Subsidiaries (held by the Company)
HMI Consulting Pte. Ltd. (e)
Consulting services
Singapore
100
100
Pte. Ltd. (a)
Singapore
100
100
HMI Health Management (M)
Sdn. Bhd.(b)
Hospital management services
Malaysia
100
100
(“MMCSB”) (b) (f)
Hospital and healthcare services
Malaysia
48.95
48.95
Mahkota Medical Group Sdn. Bhd.
(“MMGSB”) (b)(g)
Investment holding
Malaysia
48.95
48.95
Regency Specialist Hospital Sdn.
Bhd. (“RSH”) (b) (h)
Malaysia
29
29
Held by MMCSB (48.95% held by the Company)
Mahkota Realty Sdn. Bhd. (b)
Property investment
Malaysia
75
75
Mahkota Land Sdn. Bhd. (b)
Property investment
Malaysia
75
75
PT. Mahkota Healthcare Services (b)
Dormant
Indonesia
95
95
Malaysia
65
65
Singapore
100
100
Held by MMGSB (48.95% held by the Company)
Sdn. Bhd. (“RSH”) (b) (h)
Held by RSH (60.82%% held by the Company)
Regency Specialist Hospital (S)
Pte. Ltd. (a)
Dormant
Associated corporations (held by the Company)
88
Nathill Track (M) Sdn. Bhd.(c)
Dormant
Malaysia
30
30
Mahkota Commercial Sdn. Bhd.
(“MCSB”) (d)
Holding company of investment
properties
Malaysia
48.95
48.95
Regency Healthcare Sdn. Bhd.
(“RHSB”) (d)
Investment holding
Malaysia
35
35
32. Listing of companies in the Group (continued)
Name of companies
Principal activities
Country of
business/
incorporation
Equity
holding*
2014
2013
%
%
Associated corporations (held by the Company) (continued)
Regency Medical Centre
(Seri Alam) Sdn. Bhd. (d)
Development and lease of a hospital
building
Malaysia
29
29
Panodahlia Sdn. Bhd. (b) (i)
Malaysia
43.45
43.45
Property investment
Malaysia
25
25
Property investment
Malaysia
100
100
Property investment
Malaysia
25
25
Pancastle Sdn. Bhd. (d)
Property investment
Malaysia
100
100
Regency Healthcare Sdn. Bhd.
(“RHSB”)(d)
Investment holding
Malaysia
65
65
(Seri Alam) Sdn. Bhd. (d)
Development and lease of a hospital
building
Malaysia
65
65
Malaysia
85
85
Held by MCSB (48.95% held by the Company)
Mahkota Realty Sdn. Bhd.
(b)
Raspuri Sdn. Bhd. (d)
Mahkota Land Sdn. Bhd.
(b)
Held by RHSB (66.82% held by the Company)
(Sungai Petani) Sdn. Bhd. (d)
Dormant
(a) Audited by PricewaterhouseCoopers LLP, Singapore
(b) Audited by PricewaterhouseCoopers, Malaysia
(c) Audited by BKR Peter Chong, Malaysia
(d) Audited by Crowe Horwath, Malaysia
(e) Not required to be audited under the laws of country of incorporation. Company liquidated on 10 July 2014.
(f)Although the Company holds 48.95% equity interest in MMCSB, pursuant to an agreement signed by the
shareholders of MMCSB on 21 September 2002, the Company exercises control over the Board of Directors, by
having the power to cast majority votes at meetings of the Board of Directors, and accordingly considers MMCSB
as a subsidiary.
(g)Although the Company holds 48.95% equity interest in MMGSB, pursuant to an agreement signed by the
shareholders of MMGSB on 22 October 2008, the Company exercises control over the Board of Directors by,
having the power to cast majority votes at meetings of the Board of Directors, and accordingly considers MMGSB
as a subsidiary.
(h)The Company controls directly and indirectly interest of 29% and 31.82% respectively and accordingly considers
RSH a subsidiary.
(i)
The Company operates Mahkota Institute of Health Sciences and Nursing.
*Equity holding refers to the equity holding by the respective entity referred above.
Annual Report 2014
89
33. Authorisation of financial statements
These financial statements were authorised for issue in accordance with a resolution of the Board of Directors
of Health Management International Ltd on 26 September 2014.
90
(A)Leasehold land and leasehold buildings of the Group as set out in Note 16 to the financial statements held
by subsidaries include the following:-
Location
Description
Group’s
effective interest
in the property
Gross
Floor Area
(Sq ft)
Tenure
Held by Mahkota Medical Centre Sdn Bhd (“MMCSB”)
No. 3 Mahkota Melaka,
Jalan Merdeka, 75000
Melaka (a)
Basement of Mahkota
Medical Centre for
facilities support and road
infrastructure
42,345
99 years
commencing from
19 July 2002
48.95%
107,521
99 years
commencing from
19 July 2002
48.95%
Held by Mahkota Realty Sdn Bhd (subsidiary of MMCSB)
Melaka (a)
Ground floor, 1st, 2nd,
3rd, 5th and 6th floor of
for hospital use
Held by Mahkota Land Sdn Bhd (subsidiary of MMCSB)
Lot 1349, Kawasan Bandar
XLII, Melaka Tengah,
Melaka (a)
Car park
46,812
95 years
commencing from
16 November 2007
48.95%
Lot 1344, Kawasan Bandar
XLII, Melaka Tengah,
Melaka (a)
Car park
115,884
99 years
commencing from
19 July 2002
48.95%
Annual Report 2014
91
(B) Land and buildings of the Group held by associated corporations include the following:-
Location
Description
Gross
Floor Area
(Sq ft)
Tenure
Group’s
effective interest
in the property
Held by Mahkota Commercial Sdn Bhd (“MCSB”)
Melaka (a)
Ground floor, 1st and 2nd
floor of Mahkota Medical
Centre for commercial use
hospital services, medical
suites, administration office
and nursing college at 4th
and 9th floor of Mahkota
Medical Centre
52,399
99 years
commencing from
19 July 2002
48.95%
43,077
99 years
commencing from
19 July 2002
48.95%
6,361
99 years
commencing from
19 July 2002
48.95%
Held by Raspuri Sdn Bhd (subsidiary of MCSB)
Melaka (a)
Patient wards at 7th and
8th floor of Mahkota
Medical Centre
Held by Pancastle Sdn Bhd (subsidiary of MCSB)
Melaka (a)
Medical suites at 2nd
and 3rd floor of Mahkota
Medical Centre
Held by Regency Medical Centre (Seri Alam) Sdn Bhd (subsidiary of MCSB)
Hospital building and land
HS(D) 239043, PTD
111517, Mukim Plentong,
Daerah Johor Bahru,
Negeri Johor (b)
92
(a)
(b)
413,613
Freehold
Valuation performed by Henry Butcher Malaysia (Malacca) Sdn. Bhd.
Valuation performed by KGV International Property Consultants (Johor) Sdn Bhd
60.82%
As at 26 September 2014
Number of issued and fully paid-up
shares excluding treasury shares
: 577,071,286
Class of Shares
: Ordinary Shares
Voting Rights
: One Vote per Ordinary Share
Number of Ordinary Shares held as
treasury shares (no voting rights)
: 201,000 (0.03%)
Distribution of Shareholdings as at 26 September 2014
Size of Shareholdings
1 – 999
No. of Shareholders
%
No. of Shares
%
246
5.43
138,310
0.02
1,000 – 10,000
2,842
62.77
8,160,558
1.41
10,001 – 1,000,000
1,391
30.72
95,536,456
16.56
1,000,001 and above
Total
49
1.08
473,235,962
82.01
4,528
100.00
577,071,286
100.00
Direct and Indirect Interest of Substantial Shareholders as at 26 September 2014
Substantial Shareholders
Name of shareholders
Nam See Investment (Pte) Ltd
Registered in the name of the
substantial shareholders
279,883,673
Shareholdings in which
substantial shareholders are
deemed to have an interest
–
Dr Gan See Khem
5,164,600
289,733,1951
Dr Chin Koy Nam
1,524,000
293,373,7952
Kabouter Management, LLC
–
37,227,365
1Dr Gan See Khem is deemed to have an interest in the shares held by Nam See Investment (Pte) Ltd, her spouse and her
children.
2Dr Chin Koy Nam is deemed to have an interest in the shares held by Nam See Investment (Pte) Ltd, his spouse and his
children.
Annual Report 2014
93
As at 26 September 2014
Twenty Largest Shareholders as at 26 September 2014
Shareholders’ Name
No. of Shares
%
1.
Nam See Investment Pte Ltd
279,883,673
48.50
2.
Raffles Nominees (Pte) Limited
34,865,283
6.04
3.
Cheah Way Mun
16,163,602
2.80
4.
DBS Nominees (Private) Limited
12,508,384
2.17
5.
Tan Han Shing Richard
8,024,325
1.39
6.
Gan Cheong Or @ Ngan Chong Hoo
7,227,000
1.25
7.
HSBC (Singapore) Nominees Pte Ltd
6,980,928
1.21
8.
OCBC Securities Private Limited
6,840,001
1.19
9.
Allplus Holdings Pte Ltd
5,798,150
1.00
10.
Chuah Ah Nooi
5,530,288
0.96
11.
Kaka Singh s/o Dalip Singh
5,436,168
0.94
12.
Phillip Securities Pte Ltd
5,293,169
0.92
13.
Gan See Khem
5,164,600
0.89
14.
United Overseas Bank Nominees (Private) Limited
5,162,246
0.89
15.
Ching Kwok Choy
3,730,483
0.65
16.
Ng Chee Fatt
3,460,405
0.60
17.
Chern Chian (Chen Qian)
3,300,000
0.57
18.
Khoo Yee Hock
2,601,937
0.45
19.
BQS Private Ltd
2,501,563
0.43
20.
Chua Keng Hiang
2,475,904
0.43
422,948,109
73.28
Total
Based on information provided, to the best knowledge of the Directors and the substantial shareholders of the
Company, approximately 48.21% of the issued share capital of the Company was held in the hands of the public as
at 26 September 2014. Accordingly, Rule 723 of the Listing Manual of the Singapore Exchange Securities Trading
Limited has been complied with.
94
NOTICE IS HEREBY GIVEN that the Sixteenth Annual General Meeting of HEALTH MANAGEMENT INTERNATIONAL
LTD (the “Company”) will be held at:
Venue
:
Brickworks Auditorium, National Community Leadership Institute, 70 South Buona Vista Road,
Singapore 118176
Date/Time
:
Tuesday, 28 October 2014 at 4:00 p.m.
to transact the following business:
AS ORDINARY BUSINESS
1.To receive, consider and adopt the Directors’ Report and Financial Statements for the financial year ended
30 June 2014 together with the Auditors’ Report thereon of the Company.
[Resolution 1]
2. To re-elect Dr Cheah Way Mun (“Dr Cheah”), retiring by rotation pursuant to Article 95 of the Company’s
Articles of Association and who, being eligible, offers himself for re-election.
Dr Cheah, if re-elected, will remain as a member of the Audit Committee, Nominating Committee and
Remuneration Committee. Dr Cheah is considered as an Independent Non-Executive Director. [Resolution 2]
3. To note the retirement of Dr Chin Koy Nam, pursuant to Section 153(1) of the Companies Act, Cap. 50 as a
Director of the Company.
[See Explanatory Note (i)]
4. To approve the payment of Directors’ Fees to the Independent and Non-Executive Directors of the Company
of S$181,093.50 for the financial year ended 30 June 2014 (2013: S$172,470). [Resolution 3]
5. To re-appoint Messrs PricewaterhouseCoopers LLP as the Auditors of the Company and to authorise the
Directors to fix their remuneration.
[Resolution 4]
AS SPECIAL BUSINESS
To consider and if thought fit, to pass the following resolutions as Ordinary Resolutions, with or without any
modifications:
6. Mandate to issue shares in the capital of the Company That authority be and is hereby given to the Directors to:
(a)
(i)
[Resolution 5]
issue shares in the Company (“shares”) whether by way of rights, bonus or otherwise; and/or
(ii)make or grant offers, agreements or options (collectively, the “instruments”) that might or would
require shares to be issued, including but not limited to the creation and issue of (as well as
adjustments to) warrants, debentures or other instruments convertible into shares,
at any time and upon such terms and conditions and for such purposes and to such persons as the
Directors may in their absolute discretion deem fit; and
(b)(notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue
shares in pursuance of any instrument made or granted by the Directors while this Resolution was in
force,
Annual Report 2014
95
provided that:
(1)the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued
in pursuance of instruments made or granted pursuant to this Resolution) shall not exceed 50 per
cent of the total number of issued shares in the capital of the Company excluding treasury shares
(as calculated in paragraph (2) below), of which the aggregate number of shares and instruments
to be issued other than on a pro rata basis to shareholders of the Company shall not exceed 20 per
cent of the total number of issued shares in the capital of the Company excluding treasury shares (as
calculated in accordance with paragraph (2) below);
(2)(subject to such manner of calculation as may be prescribed by the SGX-ST) for the purpose of
determining the aggregate number of shares that may be issued under paragraph (1) above, the
percentage of issued shares shall be based on the total number of issued shares in the capital of the
Company excluding treasury shares at the time this Resolution is passed, after adjusting for:
(i)
new shares arising from the conversion or exercise of any convertible securities;
(ii)new shares arising from exercise of share options or vesting of share awards which are outstanding
or subsisting at the time this Resolution is passed; and
(iii)any subsequent bonus issue, consolidation or subdivision of shares;
(c)in exercising the authority conferred by this Resolution, the Company shall comply with the provisions
of the Listing Manual for the time being in force (unless such compliance has been waived by the SGXST) and the Articles of Association for the time being of the Company; and
(d)unless revoked or varied by the Company in General Meeting, the authority conferred by this Resolution
shall continue in force (i) until the conclusion of the next Annual General Meeting of the Company or
the date by which the next Annual General Meeting of the Company is required by law to be held,
whichever is earlier or (ii) in the case of shares to be issued in pursuance of the instruments, made
or granted to this Resolution, until the issuance of such shares in accordance with the terms of the
instruments.
[See Explanatory Note (ii)]
7.
Authority to issue shares under the HMI Employee Share Option Scheme and the Employee
[Resolution 6]
That pursuant to Section 161 of the Companies Act, Cap. 50, the Directors of the Company be authorised
and empowered to offer and grant options under the HMI Employee Share Option Scheme (the “Scheme”)
and the Employee Performance Share Plan (“Plan”) and to issue from time to time such number of shares in
the capital of the Company as may be required to be issued pursuant to the exercise of options granted by
the Company under the Scheme, and share awards under the Plan, whether granted during the subsistence
of this authority or otherwise, provided always that the aggregate number of additional ordinary shares to be
allotted and issued pursuant to the Scheme and the Plan shall not exceed 15 per cent of the total number
of issued shares (excluding treasury shares, if any) in the capital of the Company from time to time and that
such authority shall, unless revoked or varied by the Company in a general meeting, continue in force until
the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual
General Meeting of the Company is required by law to be held, whichever is earlier.
[See Explanatory Note (iii)]
96
8. To transact any other business as may properly be transacted at an Annual General Meeting.
By Order of the BOARD
Mr Lo Kim Seng
Company Secretary
13 October 2014
Singapore
EXPLANATORY NOTES
(i)Pursuant to Section 153(1) of the Companies Act, Cap. 50, no person of or over the age of 70 years shall be
appointed or act as a director of a public company or of a subsidiary of a public company. At present, Dr Chin
Koy Nam has reached the age of 72. In the past two years, he was re-appointed as a director of the Company
pursuant to Section 153(6) of the Companies Act, Cap. 50. He wishes to retire and not be re-appointed as an
Executive Director of the Company at this Annual General Meeting. However, Dr Chin remains as the Group
Medical Director.
(ii)The Resolution 5 in item 6 above empowers the Directors to issue shares in the capital of the Company
and to make or grant instruments (such as warrants or debentures) convertible into shares, and to issue
shares in pursuance of such instruments, up to a number not exceeding 50% the issued shares (excluding
treasury shares) in the capital of the Company. For the purpose of determining the aggregate number of
shares that may be issued, the percentage of issued shares shall be based on the total number of issued
shares (excluding treasury shares) in the capital of the Company at the time that Resolution 5 is passed,
after adjusting for (a) new shares arising from the conversion or exercise of any convertible securities or
share options or vesting of share awards which are outstanding or subsisting at the time that Resolution 5 is
passed, and (b) any subsequent bonus issue or consolidation or subdivision of shares.
(iii)The Resolution 6 in item 7 above, if passed, will empower the Directors of the Company, from the date of this
Meeting until the next Annual General Meeting of the Company, or the date by which the next Annual General
meeting of the Company is required by law to be held or such authority is varied or revoked by the Company
in general meeting, whichever is the earlier, to issue shares in the Company pursuant to the exercise of
options granted or to be granted under the Scheme and the Plan up to a number not exceeding in total (for
the entire duration of the Scheme and the Plan) 15 per cent of the total number of issued shares (excluding
treasury shares, if any) in the capital of the Company from time to time.
NOTES
1.A member of the Company entitled to attend and vote at the Sixteenth Annual General Meeting of the
Company is entitled to appoint one or two proxies to attend and vote in his stead.
2.Where a member appoints two proxies, the appointments shall be invalid unless he specifies the proportion
of his shareholdings (expressed as a percentage of the whole) to be represented by each proxy.
3.
A proxy need not be a member of the Company.
4.If the appointer is a corporation, the instrument appointing the proxy must be executed under seal or the
hand of its duly authorised officer or attorney.
5.The instrument appointing a proxy must be deposited at the Registered Office of the Company at 167 Jalan
Bukit Merah, #05-10 Connection One, Singapore 150167 not less than forty-eight (48) hours before the time
appointed for holding the Meeting.
Annual Report 2014
97
PERSONAL DATA PRIVACY
Where a member of the Company submits an instrument appointing a proxy(ies) and/or representative(s) to
attend, speak and vote at the Annual General Meeting and/or any adjournment thereof, a member of the Company
(i) consents to the collection, use and disclosure of the member’s personal data by the Company (or its agents) for
the purpose of the processing and administration by the Company (or its agents) of proxies and representatives
appointed for the Annual General Meeting (including any adjournment thereof) and the preparation and compilation
of the attendance lists, proxy lists, minutes and other documents relating to the Annual General Meeting (including
any adjournment thereof), and in order for the Company (or its agents) to comply with any applicable laws, listing
rules, regulations and/or guidelines (collectively, the “Purposes”), (ii) warrants that where the member discloses
the personal data of the member’s proxy(ies) and/or representative(s) to the Company (or its agents), the member
has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by
the Company (or its agents) of the personal data of such proxy(ies) and/or representative(s) for the Purposes, and
(iii) agrees that the member will indemnify the Company in respect of any penalties, liabilities, claims, demands,
losses and damages as a result of the member’s breach of warranty.
98
HEALTH MANAGEMENT INTERNATIONAL LTD
IMPORTANT:
(Company Registration No : 199805241E)
(Incorporated in the Republic of Singapore)
1.
For investors who have used their CPF monies to buy shares in
Health Management International Ltd, this report is forwarded
to them at the request of their CPF Approved Nominees and is
sent solely FOR INFORMATION ONLY.
PROXY FORM
2.
This Proxy Form is not valid for use by CPF investors and shall
be ineffective for all intents and purposes if used or purported
to be used by them.
3.
CPF investors who wish to vote should contact their CPF
Approved Nominees.
(Please see notes overleaf before completing this Form)
Personal Data Privacy
By submitting an instrument appointing a proxy(ies) and/
or representative(s), the member accepts and agrees to the
personal data privacy terms set out in the notice of annual
general meeting dated [*].
*I/We
of
being *member/members of HEALTH MANAGEMENT INTERNATIONAL LTD (the “Company”), hereby appoint
Name
NRIC/
Proportion of
Passport Number Shareholdings (%)
Address
and/or (delete as appropriate)
or failing him/her, the Chairman of the Meeting, as my/our proxy to vote for me/us on my/our behalf and, if
necessary, to demand a poll, at the Sixteenth Annual General Meeting of the Company (the “Meeting”) to be
held at Brickworks Auditorium, National Community Leadership Institute, 70 South Buona Vista Road, Singapore
118176 on 28 October 2014, at 4:00 p.m.and at any adjournment thereof.
(Please indicate with an “X” in the spaces provided whether you wish your vote(s) to be cast for or against the
Resolutions as set out in the Notice of Sixteenth Annual General Meeting. In the absence of specific directions,
your proxy/proxies will vote or abstain from voting as he/she/they may think fit, as he/she/they will on any other
matter arising at the Sixteenth Annual General Meeting.)
TO BE USED ON A TO BE USED IN THE
SHOW OF HANDS EVENT OF A POLL
RESOLUTIONS
Ordinary Resolutions:
For*
1
Adoption of Financial Statements for the financial year ended
30 June 2014 and the Reports of the Directors and Auditors and
the Statement by Directors thereon.
2
Re-election of Dr Cheah Way Mun, retiring pursuant to Article 95
of the Articles of Association of the Company.
3
Approval of Directors’ Fees of S$181,093.50 for the financial
year ended 30 June 2014.
4
To re-appoint Messrs PricewaterhouseCoopers LLP as the
Auditors of the Company and to authorise the Directors to fix
their remuneration.
5
Authority to Directors to allot and issue new shares
6
Authority to Directors to issue shares under the HMI Employee
Share Option Scheme and the Employee Performance Share
Plan
Dated this
day of
Against*
Number Number
of Votes of Votes
Against**
For**
2014
Total number of shares held
#
Signature(s) of Member(s) or
Common Seal of Corporation
*Delete accordingly
FOLD HERE FOR SEALING
PLEASE AFFIX
30 CENTS
POSTAGE
STAMP HERE
The Company Secretary
HEALTH MANAGEMENT INTERNATIONAL LTD
167 Jalan Bukit Merah, #05-10 Connection One
Singapore 150167
FOLD HERE
Notes:
1.Please insert the total number of shares held by you. If you have shares entered against your name in the
Depository Register (as defined in Section 130A of the Companies Act, Cap. 50), you should insert that
number of shares. If you have shares registered in your name in the Register of members, you should
insert that number of shares. If you have shares entered against your name in the Depository Register and
shares registered in your name in the Register of Members, you should insert the aggregate number of
shares entered against your name in the Depository Register and registered in your name in the Register of
Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate
to all the shares held by you.
2.A member of the Company entitled to attend and vote at the Sixteenth Annual General Meeting is entitled to
appoint one or two proxies to attend and vote in his stead. A proxy need not be a member of the Company.
3.Where a member appoints two proxies, the appointments shall be invalid unless he specifies the proportion
of his shareholding (expressed as a percentage of the whole) to be represented by each proxy. However,
if no such proportion is specified, the first named proxy may be treated as representing 100 per cent of the
shareholding and any second named proxy as an alternate to the first named.
4.The instrument appointing a proxy or proxies must be deposited at the Registered Office of the Company
at 167 Jalan Bukit Merah, #05-10 Connection One, Singapore 150167 not less than forty-eight (48) hours
before the time fixed for holding the Sixteenth Annual General Meeting.
5.This instrument appointing a proxy or proxies must be under the hand of the appointor or his attorney duly
authorized in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it
must be executed either under its seal or under the hand of any officer or attorney duly authorized.
6.A corporation which is a member may also authorize by resolution of its directors or other governing body
such person as it thinks fit to act as its representative at the Sixteenth Annual General Meeting in accordance
with Section 179 of the Companies Act, Chapter 50 of Singapore.
7.The Company shall be entitled to reject this instrument appointing a proxy or proxies if it is incomplete,
improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the
instructions of the appointor specified in the instrument appointing a proxy or proxies.
8.In the case of members whose shares are entered against their names in the Depository Register, the
Company may reject any instrument appointing a proxy or proxies lodged if such members are not shown
to have shares entered against their names in the Depository Register as at forty-eight (48) hours before the
time fixed for holding the Sixteenth Annual General Meeting as certified by the CDP to the Company.
Corporate Information
Board Of Directors
Dr Gan See Khem
Executive Chairman and
Managing Director
Registered Office
Dr Chin Koy Nam
Executive Director
167 Jalan Bukit Merah #05-10
Connection One
Singapore 150167
Tel: (65) 6253 3818
Fax: (65) 6253 8259
Website: www.hmi.com.sg
Dr Cheah Way Mun
Independent Non-Executive Director
Share Registrar
Boardroom Corporate & Advisory
Services Pte Ltd
50 Raffles Place, #21-01
Singapore Land Tower
Singapore 048623
Tel: (65) 6536 5355
Audit Committee
Independent Auditors
Mr Gan Lai Chiang, Andy - Chairman
Dr Cheah Way Mun
Nominating Committee
Professor Tan Chin Tiong - Chairman
Dr Cheah Way Mun
Remuneration Committee
Professor Tan Chin Tiong - Chairman
Dr Cheah Way Mun
Company Secretary
Mr Lo Kim Seng
PricewaterhouseCoopers LLP
8 Cross Street #17-00
PWC Building
Singapore 048424
Tel: (65) 6236 3388
Audit Partner-in-charge:
Ms Tan Khiaw Ngoh
Year of appointment: 2013
(Company Registration No. 199805241E)
167 Jalan Bukit Merah #05-10
Connection One
Singapore 150167
T +65 6253 3818
F +65 6253 8259
www.hmi.com.sg

Annual Report - Health Management International Limited

Transcription

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