Annual Report 2015

Transcription

Annual Report 2015

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ANNUAL REPORT 2015
( INCORPORATED IN MALAYSIA )
252670-P
THE STORE CORPORATION BERHAD
Contents
252670-P
The Store Group’s
Reward
Campaigns
For Its
Valued
Customers
Inspiring customers
and exceeding their
expectations is our
main priority.
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ANNUAL REPORT 2015
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The Store Group “CHRISTMAS FANTASTIC REWARDS” and “
GONG XI FA CAI FANTASTIC REWARDS”
“Cute Baby” 2015 Photogenic Contest
The most happening activities awaited by all parents
every year. The Contest started from 1 May until 30 June
2015. The three cutest babies has announced and total
prizes RM60,000 were given away to all the winners.
Every year, The Store Group offers Fantastic Rewards to its
loyal customers in conjunction with yearly festive celebration.
As for the year 2014/2015, The Store Group celebrated festive
seasons with its loyal customers through two reward contests;
CHRISTMAS FANTASTIC REWARDS Contest which started
from 14 November until 31 December 2014 and GONG XI FA CAI
FANTASTIC REWARDS Contest which started from 1 January
until 1 March 2015. Customers were entitled to participate in the
contest by spending only minimum of RM50 at any The Store &
Pacić outlets.
THE CHRISTMAS FANTASTIC REWARDS and GONG XI FA CAI
FANTASTIC REWARDS Contest received more than 2 million
entries within three months from 74 outlets nationwide. The
three main lucky winners have driven away three Proton Iriz 1.3L
respectively. The lucky draw was conducted by popular artiste
Adibah Noor, who is also The Store Group’s ambassador.
In addition, customers are also having chances to grab up to
RM100 Cash Coupon during this entire duration. A total value of
RM300,000.00 Cash Coupon are given away to lucky shoppers
at the respective outlets.
1.
Draw lucky winners:
Adibah Noor drew the Entry Form from
crystal bowl. Watched by (From left) Lim
Kok Soon, Charlie Tan and Yap Choon
Meng. .
2.
Find out lucky winners:
Adibah Noor calling to deliver good news
to the lucky winner
“CHRISTMAS FANTASTIC REWARDS and GONG XI FA CAI FANTASTIC REWARDS”
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ANNUAL REPORT 2015
252670-P
Reward Campaign for Its Valued Customers
The Store Group’s
252670-P
Reward Campaign for Its Valued Customers
The Store Group’s
Reward Contest:
Launched of The Store Group
47th Anniversary Contest
“Anniversary Galore Rewards”
nationwide contest.
(From left to right) Foo Sin Lin,
Winky Pek, Adibah Noor and
Yap Choon Meng.
The Store Group 47th Anniversary Celebration “Anniversary
Galore Rewards” Contest
The Store Group has launched the “Anniversary Galore Rewards”
contest in conjunction of its 47th Anniversary Celebration.
This contest consist of 3 reward tiers in 1 receipt which known
as “SUPER REWARD”, “SURPRISE REWARD” and “GREAT
REWARD”.
“Anniversary Galore Rewards” was kicked off from 22 May and
ended on 31 August 2015. Customers spent RM30 and above in a
single receipt at any of The Store or Pacić outlets were entitled
to grab the winning chances for fabulous prizes and to enjoy
more exclusive rewards. Total prizes worth up to RM300,000.00
has been won!
Walk away prizes:
3 winners Mohammad Sattar ( left 2), Cheah Kim Thor (middle) and Izham
(from right 3) walked away cash voucher, and a group photo with The
Store Group top management. From left: Foo Sin Lin, Lim Kok Soon,
Charlie Tan, Wong Choay Leng and Khor Sue Liang.
Entry Form of “Anniversary Galore Rewards” - The Store, Pacić and Milimewa
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ANNUAL REPORT 20
2015
Redemption
Programme
- Five-bulous Glass
Bakeware Collection
Online
Marketing
- SmartShopper
The Store Group aims to enhance
its quality of service at every juncture.
This means it will continuosly improve its quality
service and great shopping experience to its
valued customers with the commitment of
“The Shopping Destination of Choice”. These
value call to ensure meeting the needs, demand
and offering affordable selling price at all time
and strives for continuous improvement.
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ANNUAL REPORT 2015
252670-P
The Store Group’s
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Redemption Programme
- Five-bulous Glass Bakeware Collection
The Store Group’s
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The Store Group redemption programme Five-bulous Glass
Bakeware Collection.
Highlight on 5 unique designs glass bakewares at exclusive price.
The redemption programme was started from 13 November 2015
until 21 February 2016.
For every RM30 spend in a single receipt, customers are entitled
ONE (1) sticker, collect FIVE (5) stickers, customers can redeem
any one of the ´ve Gorme Borosilicate glass bakeware at
exclusive price, save up to 80%.
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1 ~ 3 Five-bulous Glass Bakeware Collection:
The Store Group management staff presented
the glass bakeware to public during the launching
ceremony at Pacić- Alor Star Mall branch.
From left:Foo Sin Lin and Lim Kok Soon, Charlie Tan
(middle), Wong Choay Leng and Khor Sue Liang.
Collect all 5 designs:
There are
5 Glass Bakeware
to be collected
with stickers
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ANNUAL REPORT 2015
The Store Group’s
Partnership with DIGI, The Store & Pacić had launched its ´rst ever online redemption programme which offered 50%
discount on selected items. Customers just need to download the SmartShopper applications to enjoy this awesome
promotion.
Customer who
downloaded
SmartShopper
applications can enjoy
50% discount items at
certain period.
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ANNUAL REPORT 2015
252670-P
- SmartShopper
Redemption Programme
The Store Group’s
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Participation in Government Campaigns
1
2
The Store –Kuantan Parade ( 1 Mac 2015)
Nationwide Price Reduction Campaign
The Store Supermarket & Departmental Stores and Pacić
Hypermarket & Departmental Stores had been selected as the
ofćial launching venue for the Nationwide Price Reduction
Campaign for year 2015 by the Ministry of Domestic Trade, Cooperatives and Consumerism (KPDNKK).
This campaign covers all the 74 nationwide outlets of The Store
Group including 48 The Store Supermarket, 9 Pacić Hypermarket
& Departmental Stores and 17 Milimewa Superstore. More than
30,000 items were sold at reducing price including groceries,
toiletries, apparels and etc.
In addition, The Store Group has taken an initiative to invite Small
Scales Industry (IKS) promoting their products at Promotion
Corner in Taiping Mall. More than 14 stalls had been prepared for
IKS entrepreneurs to widen their business network.
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4
Pacific – Taiping Mall (10 Oct 2015)
1~2. YB Dato’ Sri Hassan bin Malek
former Minister of Domestic Trade,
Co-operatives and Consumerism,
was launching the Nationwide Price
Reduction Campaign at The Store
Kuantan Parade branch on
1 March 2015.
3~4. YB Dato’ Seri Hamzah bin Zainudin,
Minister of Domestic Trade,
Co-operatives and Consumerism had
paid a visit to Pacić Hypermarket &
Departmental Stores at Taiping Mall in
conjunction with the Price Reduction
Campaign and Pre-Buy Malaysia’s
Product Campaign.
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ANNUAL REPORT 2015
Spread Wings
Expand Retail
Network
Selayang Star City Mall
Signing Ceremony
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ANNUAL REPORT 2015
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The Store Group’s
The Store Group’s
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Spreads Wings Expand Retail Network
NEW IMAGE
The Store Johor Bahru
(Taman Tun Aminah)
Brand New
eco concept
of Market Place at
The Store Taman
Tun Aminah
A Great New Image
Indulge in the vast
selection of branded
items with modern
shopping lifestyle.
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ANNUAL REPORT 2015
The Store Group’s
M3 MALL
The Store
spreads its
wings to the
next stage and
will be opening
its new outlet
targeted
March 2016 in
M3 Mall
The new The Store
Supermarket and
Departmental Store
to be opened at
the newest
neighbour hood
Shopping Centre in
Taman Melati,
Setapak
Kuala Lumpur
SELAYANG STAR CITY MALL
1.
Public favourite
shopping destination:
The new Pacić Departmental Store
marks an important milestone as it continues
to upgrade its outlet to promote a
pleasant shopping environment and aim to become
public favourite shopping destination.
2.
Signing ceremony:
Tenants Signing Ceremony with The Anchor Tenants
and other Partners
1
2
Pacić Hypermarket and Departmental Store spreads its wings to the next stage and will be opening its new outlet targeted
August 2016 in Selayang Star City Mall as one of the anchor tenant which located at Kuala Lumpur. The new Pacić
Departmental Store marks an important milestone as it continues to upgrade its outlet to provide a modern shopping
lifestyle destination to shoppers in Selayang Star City Mall.
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ANNUAL REPORT 2015
252670-P
Spreads Wings Expand Retail Network
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The Store
For You
The Store Group
strives to provide
a great shopping experience
to its valued customers.
It always emphasis on
offering good quality item
at affordable price
with the aim of
“Great Savings Everyday”.
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ANNUAL REPORT 2015
The Store Group’s
The Store Group
currently operates
throughout nationwide
under three entities with a
total combined workforce
of 15,500 to serve our
customers.
THE STORE (MALAYSIA) SDN BHD
(8199-K)
PACIFIC HYPERMARKET &
DEPARTMENTAL STORES SDN BHD
(361202-X)
SUPERMARKET &
DEPARTMENTAL STORES
HYPERMARKET &
DEPARTMENTAL STORES
Northern Region Outlets
Kangar (Kayangan Square)
Sungai Petani (SP Plaza)
Sungai Petani (Central Square)
Kulim (Jalan Teoh Moh Soo)
Kulim (Landmark Central)
Grik (Jalan Toh Shah Bandar Ulu)
Taiping (Kamunting)
Taiping (Wisma Dato’ Toh Eng Hoe)
Taiping (Jalan Kota)
Ipoh (Jalan Dato Onn Jaafar)
Ipoh (Jalan Kampar)
Sitiawan (Jalan Lumut)
Sungai Siput (Jalan Besar)
Kuala Kangsar (Jalan Kangsar)
Teluk Intan (Jalan Ah Cheong)
Northern Region Outlets
Alor Setar (Star Parade)
Alor Setar (Alor Star Mall)
Penang (Komtar)
Prai (Megamal Pinang)
Taiping (Taiping Mall)
East Coast Region Outlets
Kota Bharu (KB Mall)
Mentakab (Mentakab Star Mall)
Southern Region Outlets
Batu Pahat (Batu Pahat Mall)
Kluang (Kluang Mall)
TOTAL OUTLETS
Central Region Outlets
Ampang (Paragon Point)
Shah Alam (Plaza Alam Sentral)
Shah Alam (Sungai Buloh)
Klang (Shaw Centrepoint)
Banting (Jalan Besar)
Semenyih (Semenyih Central)
Kuala Lumpur (Pudu Plaza)
Kuala Lumpur (Sri Petaling)
Kuala Lumpur (Taman Kok Lian)
Kuala Lumpur (Mid-Point)
Port Dickson (Oceanic Mall)
Seremban (Jalan Tuanku Munawir)
Seremban (Centre Point)
Seremban (Jalan Dato’ Sheikh Ahmad)
Tampin (Jalan Besar)
Melaka (Soon Seng Plaza)
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MILIMEWA SUPERSTORE SDN BHD
(163412-H)
SUPERMARKET &
DEPARTMENTAL STORES
Milimewa Outlets
Kota Bharu (Jalan Padang Garong)
Kuala Terengganu (Jalan Bandar)
Kemaman (Centre Point)
Kuantan (Pasar Besar)
Kuantan (Kuantan Parade)
Mentakab (Jalan Mok Hee Kiang)
Temerloh (Terminal Utama)
Bentong (Vega Mall)
Kudat (Kudat)
Kota Marudu ( Kota Marudu)
Tuaran (Tuaran)
Kota Kinabalu (Kojasa Building)
Inanam (Inanam)
Luyang (Bornion Centre)
Ranau (Wisma Tai Kong)
Sandakan (Centre Point Mall)
Penampang (Beverly Hills Plaza)
Keningau (Keningau 1)
Keningau (Keningau 2)
Tawau 1 (Complex Cahaya Baru)
Tawau 2 (Kojasa Kompleks)
Semporna (Semporna New Town Centre)
Kunak (Kunak Plaza)
Lahad Datu (Centre Point Shopping Complex)
Lido (Panggung Lido)
Southern Region Outlets
TOTAL OUTLETS
East Coast Region Outlets
Muar (Wetex Parade)
Tangkak (Jalan Payamas)
Batu Pahat (Jalan Zabedah)
Batu Pahat (Jalan Rugayah)
Johor Bahru (Komplek Lien Hoe)
Johor Bahru (Taman Johor Jaya)
Johor Bahru (Taman Tun Aminah)
Johor Bahru (Jalan Tebrau Pandan)
Kluang (Jalan Dato Rauf)
TOTAL OUTLETS
48
17
15,500 12 74
combined workforce
states
13
outlets
ANNUAL REPORT 2015
252670-P
The Store Group’s Outlets Directory
The Store Group’s
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HEAD OFFICE
The Store Corporation Berhad
(252670-P)
Lot 328, Jalan 51A/223,
Seksyen 51A,
46100 Petaling Jaya,
Selangor Darul Ehsan.
Tel :+603-7960 3233
Fax :+603-7960 3299
Addresses of Outlet
NORTHERN REGION
ALOR SETAR (STAR PARADE)
888, Kompleks Star Parade,
Jalan Teluk Wanjah, 05200 Alor Setar,
Kedah Darul Aman.
Tel: 04-734 3668 Fax: 04-734 3669
E-mail: pacićas@pacićhyper-dept.com.my
Business Hour: (Mon - Sun)
10.00am - 10.00pm
SUNGAI PETANI (SP PLAZA)
SP Plaza, Jalan Ibrahim,
08000 Sungai Petani,
Kedah Darul Aman.
Tel: 04-422 1188 / 422 1189
Fax: 04-421 7850
Email : sgpetani@tstore.com.my
10.30am - 10.00pm
PENANG (KOMTAR)
No. 1, Concourse 1.01- 4.01 Komtar,
10000 Penang.
Tel: 04-250 3399
Fax: 04-250 3398
E-mail: pacićkomtar@pacićhyper-dept.com.my
10.00am - 10.30pm
GRIK (JALAN TOH SHAH BANDAR ULU)
No. 30-39,
Jalan Toh Shah Bandar Ulu,
33300 Grik,
Perak Darul Ridzuan.
Tel: 05-792 1463/1423 Fax: 05-792 1478
Email : grik_jtsbu@tstore.com.my
10.00am - 10.00pm
TAIPING (KAMUNTING)
PT 13952,
Jalan Medan Saujana, Kamunting,
34600 Taiping,
Tel: 05-807 2107 Fax: 05-807 1424
Email : taiping_kmtg@tstore.com.my
10.00am - 10.00pm
KANGAR (KAYANGAN SQUARE)
Kayangan Square Shopping Complex,
Jalan Penjara, 01000 Kangar,
Perlis Indera Kayangan.
Tel : 04-977 2616 Fax : 04-977 9772
Email : kangar@tstore.com.my
Business Hour : (Mon - Sun)
10.00 am to 10.00 pm
ALOR SETAR (ALOR STAR MALL)
G-888, Ground Floor & 1-888,
First Floor, Alor Star Mall,
Kawasan Perusahaan Tandop Baru,
05400 Alor Setar, Kedah Darul Aman.
Tel: 04-772 9233 Fax: 04-772 1233
E-mail: pacićasmall@pacićhyper-dept.com.my
10.00am - 10.30pm
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ANNUAL REPORT 2015
SUNGAI PETANI
(CENTRAL SQUARE)
Central Square Shopping Complex,
23, Jalan Kampung Baru,
08000 Sungai Petani,
Kedah Darul Aman.
Tel: 04-423 8123
Fax :04-423 6681
Email : csquare@tstore.com.my
10.30am - 10.00pm
KULIM (JALAN TEOH MOH SOO)
Wisma Lee Bak Hong, Lot 17-20,
Jalan Teoh Moh Soo,
09000 Kulim,
Kedah Darul Aman.
Tel: 04-491 7733 / 491 3773
Fax: 04-491 3377
Email : kulim@tstore.com.my
10.30am - 10.00pm
KULIM (LANDMARK CENTRAL)
2-F10 Level 2, Kulim Landmark
Central Shopping Centre,
No.1, Jalan KLC Satu (1)
09000 Kulim, Kedah Darul Aman.
Tel: 04-491 9323 / 491 8323
Fax: 04-490 8323
Email : kulim_landmark@tstore.com.my
10.30am - 10.00pm
PRAI (MEGAMAL PINANG)
2828, Jalan Baru,
Bandar Perai Jaya,
13600 Seberang Perai Tengah.
Pulau Pinang
Tel: 04-399 8998
Fax: 04-399 8228
E-mail: pacićprai@pacićhyper-dept.com.my
10.00am - 10.30pm
TAIPING
(WISMA DATO’ TOH ENG HOE)
Lot 1512-1522,
Jalan Panggung Wayang,
34000 Taiping,
Tel: 05-806 0396/806 0397/
806 0398
Fax: 05-806 0393
Email : taiping@tstore.com.my
10.00am - 10.00pm
The Store Group’s
CENTRAL REGION
TAIPING (TAIPING MALL)
Jalan Tupai, 34000 Taiping
Perak Darul Ridzuan
Tel: 05-8088 833
Fax: 05-8068 633
E-mail: pacićtaiping@pacićhyper-dept.com.my
10.00am - 10.30pm
AMPANG (PARAGON POINT)
G-001, Ground Floor,
Paragon Point Shopping Centre,
Jalan Bunga Tanjung B,
Taman Putra, 68000 Ampang,
Tel: 03-4295 6199/1599/9299
Fax: 03-4295 2199
Email : ampangparagon@tstore.com.my
10.00am - 10.00pm
TAIPING (JALAN KOTA)
No 10-20, Jalan Tupai
34000 Taiping,
Tel: 05-808 5214/ 5215
Fax: 05-807 1042
Email : taiping_jk@tstore.com.my
10.00am - 10.00pm
IPOH (JALAN DATO ONN JAAFAR)
Lot 6427 N, Jalan Dato Onn Jaafar,
30300 Ipoh,
Tel: 05-255 0518 Fax: 05-255 6528
Email : ipohjdoj@tstore.com.my
10.30am - 10.30pm
SITIAWAN (JALAN LUMUT)
Lot 556/779, Jalan Lumut,
32000 Sitiawan, Manjung
Tel: 05-692 1552/691 2423/691 2431
Fax: 05-691 7418
Email : sitiawan_jl@tstore.com.my
10.00am - 10.00pm
KUALA KANGSAR
(JALAN KANGSAR)
71A-71D, Jalan Kangsar
33000 Kuala Kangsar,
Tel: 05-776 5522/776 5722/776 6432
Fax: 05-776 5622
Email : kualakangsar_jk@tstore.com.my
10.00am - 10.00pm
IPOH (JALAN KAMPAR)
203, Jalan Raja Permaisuri Bainun
(Jalan Kampar), 30250 Ipoh,
Tel: 05-241 3597 Fax: 05-241 3612
Email : kamparrd@tstore.com.my
Business Hour:
(Mon - Sat)10.30am - 10.30pm
(Sun) 8.00am - 10.30pm
SUNGAI SIPUT (JALAN BESAR)
Lot 1352-1356,
Jalan Besar,
31100 Sungai Siput,
Tel: 05-598 3233 Fax: 05-598 1828
Email : sungaisiput_jb@tstore.com.my
10.00am - 10.00pm
TELUK INTAN
(JALAN AH CHEONG)
775, Jalan Ah Cheong,
36000 Teluk Intan,
Tel: 05-622 2511
Fax: 05-621 3311
Email : telukintan_jac@tstore.com.my
10.00am - 10.00pm
SHAH ALAM
(PLAZA ALAM SENTRAL)
Plaza Alam Sentral, Jalan Majlis,
Seksyen 14, 40000 Shah Alam,
Tel: 03-5513 3377
Fax: 03-5513 3737
Email :shahalam@tstore.com.my
10.30am - 10.00pm
SHAH ALAM (SUNGAI BULOH)
Kompleks Sungai Buloh,
No. 2, Bandar Baru Sungai Buloh,
Seksyen U20, 47000 Shah Alam,
Tel: 03-6157 1195
Fax: 03-6157 7195
Email : sgbuloh@tstore.com.my
10.00am - 10.00pm
KLANG (SHAW CENTREPOINT)
Shaw Centrepoint Complex,
LG. 01-3.01, Jalan Raja Hassan,
41400 Klang,
Tel: 03-3344 6233
Fax: 03-3344 9233
Email : klang@tstore.com.my
10.00am -10.00pm
BANTING (JALAN BESAR)
Lot 1256, Jalan Besar,
42700 Banting,
Tel: 03-3181 2998
Fax: 03-3181 2996
Email : banting_jb@tstore.com.my
10.00am - 10.00pm
KUALA LUMPUR
(PUDU PLAZA)
Upper Ground & 1st Floor,
Pudu Plaza, Jalan Davis, Pudu,
55100 Kuala Lumpur.
Tel: 03-2141 3599
Fax: 03-2144 8599
Email : puduplaza@tstore.com.my
10.00am - 10.00pm
KUALA LUMPUR
(TAMAN KOK LIAN)
LOT 34817, Jalan Batu Ambar,
Taman Kok Lian,
51200 Kuala Lumpur.
Tel: 03-6257 3949
Fax: 03-6257 3939
Email :tmnkoklian@tstore.com.my
10.30am -10.00pm
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ANNUAL REPORT 2015
252670-P
Addresses of Outlet
NORTHERN REGION
The Store Group’s
252670-P
Addresses of Outlet
CENTRAL REGION
PORT DICKSON (OCEANIC MALL)
Oceanic Mall, 1/2 Miles,
Jalan Pantai,
71000 Port Dickson,
Negeri Sembilan Darul Khusus.
Tel: 06-647 7733 Fax: 06-647 7337
Email : pdickson@tstore.com.my
10.00am - 10.00pm
SEREMBAN (CENTRE POINT)
Jalan Dato’ Siamang Gagap,
70100 Seremban,
Tel: 06-761 1228 Fax: 06-761 2559
Email : seremban_cp@tstore.com.my
10.00am - 10.00pm
TAMPIN (JALAN BESAR)
49-51, Jalan Besar,
73000 Tampin,
Tel: 06-441 9736/441 2936
Fax: 06-441 2923
Email : tampin@tstore.com.my
10.00am - 10.00pm
SEMENYIH (SEMENYIH SENTRAL)
Jalan Semenyih 3,
Semenyih Sentral, 43500 Semenyih,
Tel: 03-8724 3128
Fax: 03-8724 6128
Email : semenyih_ss@tstore.com.my
10.00am - 10.00pm
KUALA LUMPUR (SRI PETALING)
41, Jalan Radin Tengah,
Bandar Baru Sri Petaling,
57000 Kuala Lumpur.
Tel: 03 - 9056 3023
Fax: 03 - 9056 3713
Email : sripetaling@tstore.com.my
10.00am - 10.00pm
KUALA LUMPUR (MID-POINT)
Mid-Point Shopping Centre,
Jalan Pandan Indah 1/25,
Pandan Indah, 55100 Kuala Lumpur.
Tel: 03-9274 9311/0927/
6440/0463/0497
Fax: 03-9274 3353
Email : kualalumpur_mp@tstore.com.my
10.00am - 10.00pm
SEREMBAN
(JALAN TUANKU MUNAWIR)
43-A, Jalan Tuanku Munawir,
70000 Seremban,
Tel: 06-762 6280
Fax: 06-763 8609
Email :seremban@tstore.com.my
10.00am - 10.00pm
SEREMBAN
(JALAN DATO’ SHEIKH AHMAD)
Jalan Tuanku Munawir /
Jalan Dato’ Sheikh Ahmad,
70000 Seremban,
Tel: 06-763 3705 Fax: 06-762 6151
Email : tsns@tstore.com.my
10.00am - 10.00pm
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ANNUAL REPORT 2015
MELAKA (SOON SENG PLAZA)
Lot 165-167, Jalan Tun Ali,
75300 Melaka.
Tel: 06-283 5087/5088
Fax: 06-283 6588
Email : melaka_ssp@tstore.com.my
10.00am - 10.00pm
EAST COAST REGION
KUALA TERENGGANU
(JALAN BANDAR)
218-/1-10, Jalan Bandar,
20100 Kuala Terengganu,
Terengganu Darul Iman.
Tel: 09-622 5399
Fax: 09-623 5942
Email : pusatkt@tstore.com.my
10.00am - 10.00pm
MENTAKAB
(MENTAKAB STAR MALL)
Lorong Bendahara 1,
Mentakab Star City,
28400 Mentakab,
Pahang Darul Makmur.
Tel: 09-278 5733
Fax: 09-278 5773
10.00am - 10.00pm
KUANTAN (KUANTAN PARADE)
Complex Kuantan Parade,
Jalan Haji Abdul Rahman,
25000 Kuantan,
Tel: 09-513 1698
Fax: 09-514 1993
Email : ktnparade@tstore.com.my
10.00am - 10.00pm
TEMERLOH (TERMINAL UTAMA)
Terminal Utama,
No.2, Jalan Sudirman,
28000 Temerloh,
Tel: 09-296 6100
Fax: 09-296 6900
Email : temerloh@tstore.com.my
10.00am - 10.00pm
KOTA BHARU
(JALAN PADANG GARONG)
2982 B-F, Jalan Padang Garong,
15000 Kota Bharu,
Kelantan Darul Naim.
Tel: 09-748 7711 / 748 7722 /
748 7733
Fax: 09-748 7788
Email : kotabharu@tstore.com.my
10.00am - 10.00pm
KOTA BHARU (KB MALL)
Level Ground Floor Unit G-888,
Level 1st Floor Unit 1-888,
KB Mall, Lot Pt 101 & 102,
Seksyen 16, Jalan Hamzah
15050 Kota Bharu,
Kelantan Darul Naim.
Tel: 09-747 6622
Fax: 09-747 5225
Email : pacićkbmall@pacićhyper-dept.com.my
Business Hour: (Mon - Sun) 10.30am - 10.30pm
The Store Group’s
KEMAMAN (CENTRE POINT)
Kemaman Centre Point,
Jalan Da Omar,
24000 Kemaman,
Terengganu Darul Iman.
Tel: 09-858 4500
Fax: 09-858 4600
Email : kemaman@tstore.com.my
10.00am - 10.00pm
KUANTAN (PASAR BESAR)
Pasar Besar Kuantan,
Jalan Tun Ismail,
25000 Kuantan,
Tel: 09-517 8080 Fax: 09-516 5050
Email : ktnpasarbesar@tstore.com.my
10.00am - 10.00pm
MENTAKAB
(JALAN MOK HEE KIANG)
28, Jalan Mok Hee Kiang,
28400 Mentakab,
Tel: 09-278 1600 Fax: 09-278 1601
Email : mentakab@tstore.com.my
10.00am - 10.00pm
BENTONG (VEGA MALL)
Lot 01-01, Bentong Vega Mall,
Jalan Ketari, 28700 Bentong,
Tel: 09-223 2860 / 223 2861
Fax: 09-223 2863
Email : bentong@tstore.com.my
Business Hour:
(Mon - Fri) 11.00am - 10.00pm
(Sat - Sun) 10.00am - 10.00pm
SOUTHERN REGION
TANGKAK (JALAN PAYAMAS)
Lot 167, Jalan Payamas,
84900 Tangkak,
Johor Darul Takzim.
Tel: 06-978 8076/ 978 8077
Fax: 06-978 5373
Email : tangkak_jp@tstore.com.my
10.00am - 10.00pm
BATU PAHAT
(JALAN RUGAYAH)
No 89, Jalan Rugayah,
83000 Batu Pahat,
Johor Darul Takzim.
Tel: 07-431 8819
Fax: 07-431 2612
Email : batupahat@tstore.com.my
10.00am - 10.00pm
JOHOR BAHRU
(KOMPLEK LIEN HOE)
Lot 1-15, Block H,
Plaza Sentosa, Jalan Sutera,
Taman Sentosa,
80150 Johor Bahru,
Johor Darul Takzim.
Tel : 07-331 8649 Fax: 07-332 2282
Email : holdings@tstore.com.my
10.00am - 10.00pm
JOHOR BAHRU
(TAMAN TUN AMINAH)
Plaza Tasek, No 2, Jalan Pendekar 16,
Taman Ungku Tun Aminah,
81300 Skudai,
Johor Darul Takzim.
Tel : 07-554 2008
Fax : 07-558 7008
E-mail : ttaminah@tstore.com.my
10.00am - 10.00pm
KLUANG (JALAN DATO RAUF)
No 1,3 & 5, Jalan Dato Rauf,
86000 Kluang,
Johor Darul Takzim.
Tel: 07-777 1528 Fax: 07-777 1598
Email : kluangjdr@tstore.com.my
10.00am - 10.00pm
MUAR (WETEX PARADE)
Jalan Ali, 84000 Muar,
Johor Darul Takzim
Tel: 06-952 1918 Fax: 06-952 1916
Email : muar@tstore.com.my
10.00am - 10.00pm
BATU PAHAT
(JALAN ZABEDAH)
28B, Jalan Zabedah,
83000 Batu Pahat,
Johor Darul Takzim.
Tel: 07-433 3293 Fax: 07-433 1203
Email : jalanzabedah@tstore.com.my
10.00am - 10.00pm
BATU PAHAT
(BATU PAHAT MALL)
1-888, Batu Pahat Mall,
Jalan Kluang, 83000 Batu Pahat,
Johor Darul Takzim.
Tel: 07-431 1233 Fax: 07-431 0233
Email : pacićbpmall@
pacićhyper-dept.com.my
10.00am - 11.00pm
JOHOR BAHRU
(TAMAN JOHOR JAYA)
135, 135A, 137 & 137A,
Jalan Dedap 4, Taman Johor Jaya,
81100 Johor Bahru Tengah,
Johor Darul Takzim.
Tel : 07-355 5107 Fax : 07-354 6742
E-mail : johorjaya@tstore.com.my
10.00am - 10.00pm
JOHOR BAHRU
(JALAN TEBRAU PANDAN)
Lot 1876, Batu 7, Jalan Tebrau Pandan,
81100 Johor Bahru,
Johor Darul Takzim
Tel: 07-355 2486/6735/3530
Fax: 07-354 4988
Email : tebraupandan@tstore.com.my
10.00am - 11.00pm
KLUANG (KLUANG MALL)
G-88 & 1-88, Kluang Mall,
Jalan Rambutan, Bandar Kluang,
86000 Kluang,
Johor Darul Takzim.
Tel: 07-776 9928 Fax: 07-776 2788
E-mail: pacićkluang@
pacićhyper-dept.com.my
10.00am - 10.30pm
17
ANNUAL REPORT 2015
252670-P
Addresses of Outlet
EAST COAST REGION
The Store Group’s
252670-P
Addresses of Outlet
SABAH REGION
TUARAN
Lot 4 - 9, Jalan Hone,
89208 Tuaran,
Sabah.
Tel: 088-792 549 / 792 531
Fax: 088-792 520
Email : tuaran@milimewastore.com.my
INANAM
Block C, Lot 20 - 25,
Lorong Inanam Plaza,
88400 Inanam,
Kota Kinabalu, Sabah.
Tel: 088-438 150 / 438 151
Fax: 088-438 155
Email : inanam@milimewastore.com.my
RANAU (WISMA TAI KONG)
Wisma Tai Kong,
Ground, 1st & 2nd Floor,
Lot 6 - 8,
89307 Ranau, Sabah.
Tel: 088-879 501 / 879 502
Fax: 088-879 500
Email : ranau@milimewastore.com.my
PENAMPANG
(BEVERLY HILLS PLAZA)
Lot 33 - 36, Ground - 2nd Floor
Beverly Hills Plaza, Jalan Bundusan,
88300 Penampang, Kota Kinabalu,
Sabah.
Tel: 088-728 127 / 728 207
Fax: 088-728 243
Email : penampang@milimewastore.com.my
KENINGAU (KENINGAU 2)
Yee Shing Commercial Complex,
Lot 3 - 10, Phase 2,
89007 Keningau, Sabah.
Tel: 087-332 500 / 332 600 /
336 900
Fax: 087-333 800
Email : keningau2@milimewastore.com.my
KUDAT
Lot 2 - 7,
Ground & 1st Floor,
Jalan Lintas, 89057 Kudat,
Sabah.
Tel: 088-621 743 / 622 743
Fax: 088-621 106
Email : kudat@milimewastore.com.my
KOTA MARUDU
Lot 1 - 6,
Jalan Jaya Pekan Baru,
89108 Kota Marudu,
Sabah.
Tel: 088-661 968 / 662 768
Fax: 088-663 448
Email : ktmarudu@milimewastore.com.my
KOTA KINABALU
(KOJASA BUILDING)
No. 1, Kojasa Building,
Jalan Pantai,
88000 Kota Kinabalu,
Sabah.
Tel: 088-231 521 / 253 397
Fax: 088-219 773
Email : kk@milimewastore.com.my
SEMPORNA
(SEMPORNA NEW TOWN CENTRE)
Lot 1 - 6,
Semporna New Town Centre
Jalan Panglima Abdullah,
91308 Semporna, Sabah.
Tel: 089-784 288 / 784 289
Fax: 089-784 290
Email : semporna@milimewastore.com.my
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ANNUAL REPORT 2015
LUYANG (BORNION CENTRE)
Lot 26 - 27, Bornion Centre,
Taman Foh Sang,
88836 Luyang,
Tel: 088-246 733 / 246 734
Fax: 088-246 729
Email : luyang@milimewastore.com.my
SANDAKAN
(CENTRE POINT MALL)
Lot 15 - 19, Centre Point Mall,
Jalan Pryer,
90000 Sandakan,
Sabah.
Tel: 089-235 021 / 235 022
Fax: 089-235 023
Email : sandakan@milimewastore.com.my
KENINGAU (KENINGAU 1)
Block C-3, Lot 9 - 12,
Jalan Masak,
Tel: 087-331 400 / 332 300
Fax: 087-332 100
Email : keningau1@milimewastore.com.my
TAWAU 1
(COMPLEX CAHAYA BARU)
Lot 257 - 261,
Complex Cahaya Baru,
Jalan Bunga, 91000 Tawau,
Sabah.
Tel: 089-753 339 / 753 986 /
753 980
Fax: 089-753 990
Email : tawau1@milimewastore.com.my
TAWAU 2 (KOJASA KOMPLEKS)
Kojasa Kompleks, No. TB 2602,
Port Reclamation Area,
Sea Front at Jalan Dunlup,
91000 Tawau, Sabah.
Tel: 089-761 207 / 761 208
Fax: 089-761 210
Email : tawau2@milimewastore.com.my
KUNAK (KUNAK PLAZA)
Lot D3 - D8,
Kunak Plaza,
91207 Kunak, Sabah.
Tel: 089-852 711 / 852 996
Fax: 089-852 710
Email : kunak@milimewastore.com.my
LIDO (PANGGUNG LIDO)
Mile 3, Taman Che Mei,
Ground Floor Panggung Lido,
Penampang 88300,
Tel: 088-232 920 / 538 920 /
244 920
Fax: 088-230 920
Email : lido@milimewastore.com.my
LAHAD DATU
(CENTRE POINT SHOPPING COMPLEX)
Level 2 & 3,
Centre Point Shopping Complex
Jalan Kastam Lama,
91100 Lahad Datu,
Sabah.
Tel: 089-886 652 / 886 653
Fax: 089-887 377
Email : lahaddatu@milimewastore.com.my
Towards Smart Management
19
ANNUAL REPORT 2015
252670-P
The Store
Group
Training &
Leadership
Development
252670-P
It is a great recognition that, not only contributed
in elevating their career but also to enhance the
quality of management, hence appreciates the
contribution of their hard-work and excellent
performance that brings organization to a new
stage.
The Store Group endeavours to bring the best
out from its staff through a range of learning and
development initiatives, aiming to broaden their
exposure related to their work experiences.
The management team makes every effort to
identify the individual career needs of each its
staff.
20
ANNUAL REPORT 2015
Milestone of
Achievements
Built up good reputation to
provide an excellent management
to achieve a great organization.
21
ANNUAL REPORT 2015
252670-P
The Store Group’s
The Store Group’s
252670-P
Milestone of Achievements
2014
Thirteen (13) outlets were awarded the certićate of KEDAI HARGA PATUT
2014 in supermarket category by the Ministry of Domestic Trade,
Co-operatives and Consumerism. The awarded outlets are as follow:
The Store - Bentong (Vega Mall), Kuala Terengganu (Jalan Bandar), Kangar
(Kayangan Square), Sungai Petani (Central Square), Sitiawan (Jalan Lumut),
Sungai Siput (Jalan Besar), Ipoh (Jalan Kampar), Teluk Intan
(Jalan Ah Cheong), Batu Pahat (Jalan Rugayah)
Pacić - Kluang (Kluang Mall), Batu Pahat (Batu Pahat Mall), Prai (Megamal
Pinang), Penang (Komtar)
2007 / 2008
Eighteen (18) outlets
were awarded the
Certićate of Fair
Price Shop in
various categories
by the Ministry of
Domestic Trade &
Consumer Affairs in
recognition of its
fair prices.
2007 / 2008
Eighteen (18) outlets were
awarded the Certićate of
Consumer’s Choice Shop
(Kedai Pilihan Pengguna)
by the Ministry of Domestic
Trade & Consumer Affairs in
recognition of its “quality,
friendliness and reasonable
prices” motto for essential
consumer products.
2007 ~ 2008
Malaysia Top 3
Retailers of 2007 as
recognized by the
Retail Asia-Pacić
Top 500 Ranking
& Awards,
a prestigious
award for best
performing retail
companies in 14
markets in the
Asia-Pacić
Region.
22
ANNUAL REPORT 2015
2009 / 2010
Pacić (Prai) has
been awarded the
Certićate of Merit
(under the subsector
of Hypermarket
outlet) in “Service
& Courtesy”
Excellence Awards
for Retailers.
2010
Eleven (11) outlets have been
awarded the Certićate of
Accreditation
(under the sub-sector of
Hypermarket / Supermarket &
Departmental Store Categories)
in Quality Merchandise,
Courteous Services & Store
Presentation for 2010 / 2011.
2010
Malaysia Top 10
Retailers of 2010 as
recognized by the
Retail Asia-Pacić
Top 500 Ranking &
Awards.
2006 / 2007
Awarded the
Certićate of
Consumer’s Choice
Shop (Kedai Pilihan
Pengguna) by the
Ministry of Domestic
Trade & Consumer
Affairs.
2007 ~ 2008
Pacić (Prai), Pacić (KB Mall), Pacić (Alor
Star Mall), Pacić (Batu Pahat Mall), The
Store - Johor Bahru (Tebrau Pandan), The
Store - Kuantan (Kuantan Parade), The Store
- Kuala Lumpur (Sri Petaling) were awarded
the Certićate of Accreditation (under the
sub-sector of Hypermarket / Supermarket
& Departmental Store Categories) in
Quality Merchandise, Courteous Services
& Store Presentation for 2007/2008. The
Store - Johor Bahru (Tebrau Pandan) and
Pacić (Alor Star Mall) were also awarded
with the best Supermarket, Hypermarket
& Departmental Store in “Service &
Courtesy” Excellence Awards for Retailers in
2007/2008. All awards were organized by
the Malaysia Retailers Association (MRA), in
collaboration with the National Productivity
Corporation (NPC) and endorsed by the
Ministry of Domestic Trade & Consumer
Affairs.
The Store Group’s
2012
Seventeen (17) outlets were awarded the Certićate of Anugerah Kedai
Pilihan Rakyat 1Malaysia (AKPR1M) in supermarket category by the Ministry of
Domestic Trade, Co-operatives and Consumerism. The awarded outlets are as
follow:
Northern Region-The Store – Ipoh (Jalan Kampar), Taiping (Kamunting),
Taiping (Jalan Kota), Sitiawan (Jalan Lumut), Sungai Siput (Jalan Besar),
Kangar (Kayangan Square) Pacić – Prai (Megamal Pinang), Penang (Komtar)
Central Region-The Store – Kuala Lumpur (Sri Petaling) Southern Region-The
Store – Johor Bahru (Taman Johor Jaya), Johor Bahru (Komplek Lien Hoe),
Johor Bahru (Jalan Tebrau Pandan), Pacić – Kluang (Kluang Mall), Batu Pahat
(Batu Pahat Mall) East Coast Region-The Store – Terengganu (Jalan Bandar),
Bentong (Vega Mall), Pacić – Kota Bharu (KB Mall)
2010
Twelve (12) outlets
have been awarded
the Certićate of
Kedai Harga Patut
2010 in various
categories by the
Trade & Consumer
Affairs in recognition
of its fair price.
The awards are as follows:
Electronic and Electrical
Products
2005
Largest and Oldest
Existing Supermarket
cum Departmental
Chain in Malaysia as
certiéd by the Malaysia
Book of Records Year
2001. This recognition
has been recertiéd in
August 2005.
Supermarket
2005
Malaysia Top 3
Retailer of 2005
as recognized by the
Retail Asia Pacić top 500
Awards 2005, a leading
award for top performing
retail companies in
14 economies in the
Asia-Pacić Region.
Textile & Apparel
2008 / 2009
Nine (9) outlets
were awarded the
Certićate
of Consumer’s Choice
Shop (Kedai Pilihan
Pengguna) by the
Trade & Consumer
Affairs.
2008 / 2009
Seven (7) outlets were
awarded the Certićate
of Accreditation (under
the sub-sector of
Hypermarket/ Supermarket
& Departmental Store
Categories) in Quality
Merchandise, Courteous
Services & Store
Presentation.
2008 / 2009
Eleven (11) outlets
were awarded the
Certićate of Fair
Price Shop in various
categories by the
Trade & Consumer
Affairs in recognition
of its fair prices.
2005
Acknowledged as
one of the top 100
listed companies in
terms of shareholder
value creation in
KPMG/ The Edge
Shareholder
Value Awards
2005.
Leather Products
Footwear/ Bag
2004 / 2005
Awarded the Certićate
of Excellence by the
Trade & Consumer
Affairs for its successful
listing in Malaysia 1000
for year 2004/ 2005,
a directory of the top
1000 performing
companies in Malaysia.
2004 ~ 2007 The Store
(Malaysia) Sdn. Bhd. (8199-K)
and Pacić Hypermarket &
Departmental Store Sdn. Bhd.
(361202-X) received numerous
“Service & Courtesy” Excellence
Awards for Retailers from
2004-2007. The awards are as
follows:
23
ANNUAL REPORT 2015
252670-P
The Store Group’s
252670-P
The Store Group’s
Corporate
Social
Responsibility
The Store Group has always been
at the forefront of reaching out to the
community through charity programmed.
Its continues to touch the lives
of underpriviledged in
communities around them
24
ANNUAL REPORT 2015
The Store Group’s
The Heart Foundation
of Malaysia
(1 October 2014 till
31 March 2015)
Cheque Presentation:
Mr Charlie Tan (Second from right)
presented mock cheque to
the Heart Foundation of Malaysia
(Yayasan Jantung Malaysia),
Dato’ Gurbakhash Singh (Centre)
with amounted RM110,000.00.
The Store Group in aid to support help sustain the mission of The Heart Foundation of
Malaysia to gain awareness from all Malaysians about the risk factors of heart disease and
important facts to stay healthy.
Throughout the campaign, The Store Group successful raised up total of RM110,000.00
for the foundation.
National Council of
Spastic Children’s
Associations in Malaysia
(1 April till
30 September 2015)
Raised Fund:
The Store Group successful
raised up to RM100,000.00
for National Council
of Spastic Children’s
Associations in Malaysia.
Charity Fundraising for
6 Walfare Homes
(1 October 2015 till
31 March 2016)
Start donation:
Charlie Tan make the donation during
the launching ceremony. Together
with the group top management and
Grace Community Services,
Irene J. Dawson (Centre) and Yayasan
Anak-anak Yatim Kelantan, Fadzil Bin
Md. Nor (Third from left)
as witness.
6 selected welfare associations as listed below:
•
Grace Community Services
•
Pertubuhan Kebajikan Anak Yatim Mary
•
Vivekananda Home Rembau
•
Children Protection Society
•
Yayasan Anak-anak Yatim Kelantan (YAATIM)
•
Yayasan 1Suria
25
ANNUAL REPORT 2015
252670-P
Corporate Social Responsibility
The Store Group’s
252670-P
Community Outreached Programme
As one of Malaysia’s most progressive retail operators, The Store Group fully appreciates that a strong innovative presence
in the realm of Corporate Social Responsibility (CSR) is one of the core factors that generates the caring society. To this
end, The Store Group continue to roll out responsible and sustainable corporate practices that reµect our commitment to
carry out social responsible and which uphold our culture of caring.
Buka Puasa Feast at KB Mall, Kelantan
(20 June 2015)
60 orphans Children from Rumah Puteri
Harapan were treat to a Berbuka Puasa
where the dinner was organized by KB Mall
and Pacić Hypermarket and Departmental
Store in collaboration with Nestle Products
Sdn. Bhd. Children had a great time as they
tucked into a sumptuous dinner and each
child received a Hari Raya Goodies Bag and
Raya Packet.
Buka Puasa Feast at Alor Star Mall, Kedah
(28 June 2015)
Total of 80 students and teachers from
Sekolah Kebangsaan Pendidikan Khas Alor
Setar, Sekolah Kebangsaan Dato’ Wan
Mohamad Saman and Sekolah Kebangsaan
Peremba were treated to Berbuka Puasa
which was hosted by Alor Star and Pacić
Hypermarket and Departmental Store, in
collaboration with Nestle Products Sdn. Bhd.
All students had a great time as they tucked
into a sumptuos dinner and each of them
received a Hari Raya Goodies Bag and Raya
Packet to spread the spirit of giving this
festive season.
Buka Puasa Feast at Ipoh The Store,
Ipoh Jalan Kampar
(10 July 2015)
In collaboration with Syarikat Faiza to carry
out the spirit of giving during this Ramadan
month by hosting Berbuka Puasa with less
fortunate children. Total of 50 children from
3 welfare homes, which are Pertubuhan
Kebajikan Anak Yatim dan Miskin Ar-Ridwani
Ipoh, Rumah Anak Yatim Nur Kasih Ipoh and
Maahad Tah´z Addin Sungai Kati, Ipoh were
treated to Berbuka Puasa.
The Store Group unleash its caring to the needy group during festive season such as Hari Raya Puasa. We pay visited to the
needy group house and to distributed food hampers with hope to put a smile for this needy group. In collaboration with
Yayasan Budi Penyayang Malaysia, employees of The Store Group and volunteers of PENYAYANG will joined together to
spread the spirit of sharing and giving to the underprivileged group and aim to create a caring society towards corporate
social responsibility vision.
26
ANNUAL REPORT 2015
The Store Group’s
Mr. Charlie Tan,
Executive Director of
Pacić Hypermarket and
Departmental Store
has received
Certićate of Appreciation
from YB Dato’ Seri Hamzah bin Zainudin,
Minister of Domestic Trade,
Co-operative and Consumerism
27
ANNUAL REPORT 2015
252670-P
Kempen Jualan Kembali ke Sekolah (10 December 2015)
The Store Group had put a smile on 150 students face by donated basis needs (Uniform, shoes, bag and stationeries) to
ease their burden during school opening.
252670-P
Corporate Information
Board Of Directors :
Dato’ Sri Md Kamal bin Bilal ~ Chairman
(Independent Non-Executive Director )
Tan Sri Dato’Sri Tang Yeam Soon (Managing Director)
Dato’ Dr. Haji Kardin bin Haji Shukor (Independent Non-Executive Director)
Puan Sri Datin Sri Khor Guik Lee (Executive Director)
Chang Yen Huei (Executive Director)
Yeoh Chong Keng (Independent Non-Executive Director)
Lim Gin Chuan (Independent Non-Executive Director)
Audit Committee :
Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
Remuneration Committee :
Yeoh Chong Keng
Lim Gin Chuan
Nominating Committee :
Yeoh Chong Keng
Lim Gin Chuan
Company Secretaries :
Ms Lee Wai Ngan (LS 00184)
Ms Hwong Pik Hua (MAICSA 7027798)
Registered Office & Registrar
Plaza 138, Suite 18.03
18th Floor, 138, Jalan Ampang
50450 Kuala Lumpur
Tel: 603-21615466 Fax: 603-21636968
Principal Place of Business
Lot 328, Jalan 51A/ 223, Sek. 51A
Petaling Jaya 46100
Selangor Darul Ehsan
Tel: 603-7960 3233
Fax: 603-7960 3299
Website Address : www.tstore.com.my
Email: thestore@tstore.com.my
Stock Exchange Listing
Listed on the Main Market of
Bursa Malaysia Securities Berhad
since 3 March 1994
Stock Sector: Trading
Stock Name & code : TSTORE & 5711
28
ANNUAL REPORT 2015
Auditors
Grant Thornton
Chartered Accountants
51-8-A, Menara BHL Bank
Jalan Sultan Ahmad Shah
10050 Pulau Pinang
Principal Bankers
Malayan Banking Berhad (3813-K)
Hong Leong Bank Berhad (97141-X)
HSBC Bank Malaysia Berhad (127776-V)
Place of Legal Form and Domicile
Public Limited Company
Incorporated and domiciled in Malaysia
Group Managing Director
Dato’ Sri Md Kamal bin Bilal
S.S.A.P.,D.M.S.M., JP
Tan Sri Dato’ Sri Tang Yeam Soon
P.S.M., S.S.A.P., D.S.N.S
Nationality/Age
: Malaysian/ 53
Nationality/Age
: Malaysian/ 56
Date of Appointment
: 14 February 2000
Date of Appointment
: 21 February 2001
Length of Service
: 16 years 1 month
(as at 10 February 2016)
Length of Service
: 15 years 1 month
Date of last re-election : 28 March 2013
Board Committee
Board Committee
: Nil
: Nil
Board Meeting attended : 2/4
in the ńancial year
Directorship in Public
Companies
Companies
: Chairman of Borneo Aqua
Harvest Bhd (649504-D)
: Nil
Dato’ Sri Kamal has over 20 years of experience in the
government sector, serving as a Community Development
Ofćer in the Ministry of National & Rural Development.
After that, he ventured into the Automobile Industry as a
Proton Edar dealer in Penang. He has been the Division
Treasurer of UMNO for Kepala Batas Division and also
a Division Committee Member of Barison Nasional for
Kepala Batas since 2000.¢ Dato’ Sri Kamal was conferred
an Honorary Doctorate of Philosophy (Entrepreneurship)
by Golden State University, USA.¢
Tan Sri Tang has more than 30 years of experience in
the business sector, particularly in the retail industry. He
founded his ´rst company at the age of 20 and under
his stewardship, the company was successfully listed
on Bursa Malaysia Securities Berhad’s Second Board 13
years later. Thereafter, he founded Pacić Hypermarket
& Departmental Store Sdn Bhd before forging his career
with The Store Group holding position as the Group
Managing Director.
He has been publically reprimanded with a ńe of
RM10,000 for breaching Rule 2.18(1) (a) and (c) and/or
Rule 16.13(b) of the ACE market Listing Requirements of
Bursa Malaysia Securities Bhd.
As Group Managing Director, Tan Sri Tang is mainly
responsible for setting and reviewing the operations
strategic and succession plans of the Group, evaluating
and monitoring the Group’s performance goals and
management of risks.
Executive Director
Chang Yen Huei
Nationality/Age
: Malaysian/ 52
Date of Appointment
: 02 November 2001
Length of Service
: 14 years 4 months
Board Committee
: Nil
Companies
Tan Sri Tang is also actively involved in several other
associations in various capacities. Currently, Tan Sri Tang
is the Honorary Deputy Treasurer of the Federation of
Chinese Associations Malaysia (Huazong), First Vice
President of Malaysia-China Chamber of Commerce and
Vice President of Malaysia-China Friendship Association,
a board member of Kuen Cheng High School and other
charitable organisations.
On 5 June 2010, he was awarded the Darjah Kebesaran
Panglima Setia Mahkota (P.S.M), award which carries the
title “Tan Sri” from Duli Yang Maha Mulia Seri Paduka
Baginda Yang-di-Pertuan Agong (The King of Malaysia).
Tan Sri Tang is the husband of Puan Sri Datin Sri Khor
Guik Lee who is also a director and a major shareholder
of The Store Corporation Berhad.
: Nil
Mr. Chang is an accountant by profession and a fellow
member of the Association of Chartered Certiéd
Accountants (FCCA), UK and also a member of the
Malaysian Institute of Accountants (MIA). He is currently
the Group Finance Director of The Store Group and is
responsible for the Group’s corporate ńance, treasury,
accounting, taxation, information technology, project
ńancing business plan and investor relations functions.
He began his career in a public accounting ´rm in charge
of a wide portfolio of clients in diversiéd industries.
From 1993 to 1996, he was attached to a public listed
company as an Accountant. Subsequently, he joined
Pacić Hypermarket Group Sdn Bhd as the Group
Accountant and moved up the ranks and became Group
Financial Controller to task on budgets, organizational
ńancial statements, ńancing and accounting. In 2001,
he assumed the position as Group Finance Director of
The Store Corporation Berhad until now.
29
ANNUAL REPORT 2015
252670-P
Chairman
Director’s Profile
252670-P
Director’s Profile
Executive Director
Independent Non-Executive Director
Puan Sri Datin Sri Khor Guik Lee
Yeoh Chong Keng
Nationality/Age
: Malaysian/ 54
Nationality/Age
: Malaysian/ 64
Date of Appointment
: 27 February 2003
Date of Appointment
: 14 February 2000
Length of Service
: 13 years 1 month
Length of Service
: 16 years 1 month
Board Committee
Board Committee
: Nil
Companies
: Nil
Puan Sri Khor has more than 30 years of extensive
experience in the retail industry. With her spouse, Tan Sri
Dato’ Sri Tang Yeam Soon, they formed a company which
was subsequently listed on the Second Board of Bursa
Malaysia Securities Berhad 13 years later. Thereafter,
she joined Pacić Hypermarket & Departmental Store
Sdn Bhd before forging her career with The Store Group
holding position as an Executive Director.
Puan Sri Khor participated actively and constructively in
all the board deliberations towards the future growth and
direction of The Store Group.
Puan Sri Khor is the wife of Tan Sri Dato’ Sri Tang Yeam
Soon who is a director and a major shareholder of The
Store Corporation Berhad.
Companies
: Director of Yoong Onn
Corporation Berhad (814138-K)
Mr.Yeoh obtained his Barrister-at-Law from Lincoln’s Inn,
England in 1980. He was a senior police ofćer in the
Royal Malaysian Police Force before proceeding to study
law at Lincoln’s Inn, England. He was called to the English
Bar and Malaysian Bar in 1980 and 1981 respectively and
is the Managing Partner of a legal ´rm in Kuala Lumpur.
He has also acted as counsel for the Government of
Hong Kong. He is an experienced lawyer specializing in
corporate and banking law, a certiéd mediator, member
of Disciplinary Board, Bar Council and a Notary Public.
Dato’ Dr. Haji Kardin bin Haji Shukor
DPMJ, SMJ, AMN, PIS., JSM.,
Lim Gin Chuan
Nationality/Age
: Malaysian/ 52
Nationality/Age
: Malaysian/ 76
Date of Appointment
: 31 January 2000
Date of Appointment
: 14 December 1993
Length of Service
: 16 years 2 months
Length of Service
: 22 years 3 months
(Pursuant to Section 129(6)
of the Companies Act 1965)
Board Committee
: Chairman of Audit Committee
Chairman of Remuneration
Committee
Chairman of Nomination
Committee
Board Committee
: Member of Audit Committee
Member of Remuneration
Committee
Member of Nomination
Committee
Companies
Companies
Mr. Lim obtained his Bachelor of Economics (major
in Accounting) and Bachelor of Law from Monash
University, Melbourne, Australia in 1988.¢Since then he has
been practicing law in Malaysia with the main focus on
conveyancing, property, banking and company law.
: Nil
Dato’ Kardin is a qualiéd Veterinarian and dedicated
to his work in animal husbandry for which he has held
many top positions in the public veterinary service. In
1963, he was seconded as Assistant Veterinarian with the
Institute of Veterinary Research, Ipoh and subsequently,
transferred to Kuala Pilah district before furthering his
studies at the University of Queensland in 1965.
Upon his return to Malaysia in 1969, Dato’ Kardin was
appointed as director of Veterinary Service for Kedah
followed by other such appointments in various districts
throughout Peninsular Malaysia. He was subsequently
appointed as the Director-General of the Malaysian
Veterinary Services.
30
: Member of Audit Committee
Member of Remuneration
Committee
Member of Nomination
Committee
ANNUAL REPORT 2015
: Director of Wong Engineering
Berhad (409959-W)
Note:
Save as disclosed in this annual report, none of the
directors have any family relationship with any other
directors and/or major shareholders of the Company
or any personal interest in any business arrangement
involving the Company, nor have they been convicted
for any offences within the past 10 years, other than
traffic offences, if any.
31
ANNUAL REPORT 2015
252670-P
5 Years Group Financial Highlight
Chairman’s Statement
32
ANNUAL REPORT 2015
252670-P
Dear Valued Shareholders,
On behalf of the Board of
Directors, it is my pleasure
to present the Company’s
Annual Report and the Audited
Financial Statements for the
ńancial year ended
30 September 2015.
Financial Review
For the ńancial year under review, the revenue of the Group for
the year was recorded at RM1.635 billion which was a slight dip
by 7.5% as compared to the revenue of RM1.767 billion achieved
in the previous year. The market conditions during the year
continued to be difćult and our growth was affected by the
higher cost of living and the impact of the Goods and Services
Tax implementation. Correspondingly, the pro´t before tax was
RM24.854 million, which was lower than the pro´t before tax of
RM38.070 million recorded in the previous year, translating to
an earnings per share of 18.54 sen. The drop was due to lower
revenue recorded.
The Group’s balance sheet remained healthy with cash and cash
equivalents of RM160.627 million, while shareholders’ equity
increased 2.2% to RM476.013 million from RM465.71 million in the
previous year.
Delivering Shareholders’ Value
The Board maintained its stance to reward its shareholders for
their strong support all these years, in spite of the current market
condition. The Board has proposed to maintain the dividend
payout of a ´rst and ńal single tier dividend of 3.75 sen per
ordinary share for the ńancial year 2015.
The proposed dividend will be subject to the shareholders’
approval at the forthcoming Annual General Meeting.
Operational Review
The Group continues to expand its business by strategically
identifying potential locations for new outlets for The Store and
Pacić brands. The Store will be opening two new outlets in this
year which will be located at M3 Mall, Setapak, Kuala Lumpur and
Jerantut, Pahang. Pacić will be spreading its wings to open its
10th outlet to the community of Selayang in Selangor at Selayang
Star City Mall in this year as well. In line with its objective of
keeping ahead of its competition, the outlet will introduce its
Premier Stores in a Boutique Counter Concept which provides
a shopping ambience with comfort, convenience, variety and
modern shopping lifestyle.
The Group is also undergoing a continuing programme to
renovate, refurbish and upgrade the existing outlets. During the
year, renovation of The Store Klang has been completed. The
Store Taman Tun Aminah has also been upgraded with a great
new image. The outlets are now more spacious with roomier
walkways, offering a more conducive shopping environment to
bring new lifestyle and shopping experience to the surrounding
community.
At the same time, the introduction of a brand new eco concept
of Market Place at The Store Taman Tun Aminah provides more
premium items of local and imported products from fresh items
to confectionaries and groceries.
With the rapid advancement of social media communications,
smart phones and tablets, the Group has achieved another great
milestone to carry out its promotion activities via WeChat &
other popular social medias.
During the year, The Store and Pacić have been selected as
the ofćial launching venues for the Nationwide Price Reduction
Campaign for year 2015 by the Ministry of Domestic Trade, Cooperatives and Consumerism at The Store Kuantan Parade in
March 2015 and Pacić Taiping Mall in October 2015 respectively.
More than 30,000 daily essential items were offered with up
to 70% discounts throughout the campaign period to ease the
burden of customers to combat with the rising cost of living.
The Board continues to uphold our commitment to undertake
responsible practices which focuses on sustainability and good
Corporate Governance. The Group has put in efforts towards the
well-being of its employees, community and environment and
strives to balance its social responsibility to the society with its
business objectives and perform with greater accountability.
The corporate social responsibility initiatives are set out
separately in the Statement on Corporate Social Responsibility
in this Annual Report.
Strategic Outlook
We brace ourselves for another tough year in 2016 and we
take cognizance of the potential challenges ahead of us. These
challenges include the current slide in crude oil prices, weakening
Ringgit, higher inµation, aftermath of GST implementation since
last year 2015. All these have increased the cost of production
and affect all in the industries, indirectly affecting our Group’s
bottom-line.
The Group will continue to pursue increased market share by
broadening our product range to cater for the market trends
and review pricing strategies for the coming year. As part of
our growth strategy, the Group will continue its expansion with
convenient and strategically located outlets nationwide.
We remain committed to the continuing success of the Group
and are focused on delivering another pro´table year whilst
maintaining our commitment to safety and the environment and
to responsibly serve the needs of the people in Malaysia.
Acknowledgement
The strength of the Group rests with its strong leadership
supported by a loyal and united workforce who have been with
the Group through thick and thin. It is my sincere hope that
these strengths are carried through in the future and to bring the
Group to greater heights.
My sincere gratitude and heartfelt thanks to our loyal
shareholders as well as our customers, suppliers and business
associates for their continuing invaluable trust and unwavering
con´dence in our Group over the past years. I would also like
to take this opportunity to thank my fellow Directors for their
valuable advice, contributions and commitment in leading the
Group.
Thank you.
Dato’ Sri Md Kamal bin Bilal
Chairman
33
ANNUAL REPORT 2015
252670-P
Chairman’s Statement
Corporate Structure
34
ANNUAL REPORT 2015
The Board has the overall responsibility for the stewardship of business and affairs of the Group. The Board is committed
to assume the roles and responsibilities specified in the Code when discharging its leadership responsibilities. The details of
principal responsibilities can be found in the Board Charter which is accessible at the Company’s website.
The Board has delegated the authorities and responsibilities for the day-to-day operation of business to the Managing
Director and Executive Directors who are representing the management. During the financial year, the Executive Directors
with its senior management team have reviewed and evaluated the strategic plan and performance, sales revenue, customers’
feedback of the Group in light of the change in consumers’ sentiment and unfavorable economic factors. Management
meetings were conducted on weekly basis comprising the executive directors, senior general managers and senior managers.
The Board reserves to itself certain key matters to approve, including CG issue, external financial reporting, acquisition,
divestment, investor relation, risk management and related party transaction. The presence of independent Directors is vital
to ensure that the objectivity in decision making of the Board is achieved and that no single party can dominate such decision
making in the Company. The independent Directors are independent from management and are free from any business or
other relationships which could interfere with the exercise of independent judgment or ability to act in the best interest of
the Company. The Board assesses the independence of the independent non-Executive Directors annually and when new
interest or relationship surface between the independent non-Executive Directors and the Group. The Board concluded that
each of them remained independent in character, judgement and performance.
The Board has delegated certain responsibilities to its Committees which operate within clearly defined terms of reference.
All Board Committees do not have exclusives power but report to the Board on all matters considered and the ultimate
responsibility for decision making on recommendation presented to the Board lies with the Board. The details of the Board
Committees are set out in Principle 2 of this statement.
The Company has a management development program wherein potential candidates are identified and sent for training
from time to time. All candidates for directorship will be assessed by the Nominating Committee and thereafter, if suitable,
recommended to the Board for approval.
The Board continues to adhere to the Code of Ethics which sets out the standard of CG with the aim to cultivate good
ethical conduct throughout the Group. The Board recognizes the importance of adhering to the Code of Ethics.
The Board also recognizes the importance of establishing a single source of reference for Board activities through a Board
Charter. As such, the Board will review its charter regularly, to keep it up-to-date with new changes in regulations and best
practices and to ensure its effectiveness and relevance to the Board’s objectives.
The salient features of the Code of Ethics and Board Charter are accessible by the public from the Company’s website.
The Board has adopted a whistle-blower Policy which aims to encourage any person to come forward and raise any
concerns about any suspected and/or known instances of misconduct, wrongdoing, fraud, waste/abuse involving the
resources of the Group. This policy allows the identity of the whistle-blower to be kept in confidential and protection is
given against any form of reprisal or retribution.
The Board is committed to promote business sustainability strategies and its increasing significance in the Group.
The sustainability strategies are realized via the Corporate Social Responsibility Programmes which are disclosed in this
Annual Report.
ANNUAL REPORT 2015
252670-P
To this end, the Board is pleased to present the following statement which outlines the key aspects of the CG practices that
were in place throughout the financial year, unless otherwise stated.
The Board remains committed to ensure that the high standards of Corporate Governance (“CG”) set out in Malaysian Code
on Corporate Governance 2012 (“the Code”) are practiced throughout the Group with the ultimate objective of enhancing
shareholders’ value through building a sustainable business.
252670-P
(cont’d)
All the Directors have full and unrestricted access to information or update on any aspect of the Company’s operations,
performance, financial and corporate issue to assist them in matters that require their decision. The Directors have direct
access to the management or request further clarification in relation to any areas of Group’s operation. As a general rule,
all Board meeting’s papers are disseminated at least a week before the meeting to facilitate informed decision making
process.
In exercising their duties, individual directors may obtain professional advice from external consultants such as merchant
bankers, valuers, human resource consultant etc., but subject to the approval of the Managing Director, depending on the
quantum of the fees involved and if it is deemed necessary.
The Board is supported by two qualified and competent Company Secretaries. The key roles of the Company Secretaries
are to provide advices and services to the Board in relation to the Company’s constitution, Board’s policies and procedures
and to ensure compliance with relevant regulatory requirements, codes or guidances and legislations.
The Company Secretary also ensures that all the Board or Board Committee meetings are properly conducted and
deliberated.
The Company Secretaries constantly keep themselves abreast of the evolving capital market environment, regulatory
changes and development of CG through continuous attending trainings/seminars.
The appointment and removal of Company Secretaries is a matter of the Board to consider as a whole.
The Board presently has seven members comprising:
i)
ii)
iii)
The Chairman (Independent Non-Executive)
3 Executive Directors
3 Independent Non-Executive Directors
The present composition of the Board is in compliance with the Listing Requirements whereby at least two directors or
one-third (1/3) of the Board must be independent directors. A brief profile of each director is presented on pages 29 of
this Annual Report.
There is no individual or group of individuals who dominates the Board’s decision-making. The balance enables the Board
to provide clear and effective leadership to the Company and to bring independent judgment to various aspects of the
Company’s strategies and performance.
The Board, through its Nominating Committees has conducted an annual evaluation on the effectiveness of individual
director and Board skills. All assessments and evaluations are properly documented. The Board collectively has vast
experience or expertise in accounting, taxation, human capital, marketing, knowledge in legal & regulatory requirement,
Corporate Governance and entrepreneurship. The Board is satisfied with its current mix of skills, size and composition of
the Board.
The effectiveness of the Board is vital to the success of the Group and the Company undertakes a formal evaluation each
year in order to assess the effectiveness of the Board, its Committees and the individual directors.
The process was administered by the Company Secretary and commenced with the directors completing a questionnaire.
The assessments are based on attendance, participation, personality and competency commitment and experience etc. It
was concluded that the Board continues to operate in an effective manner and the directors demonstrated an appropriate
commitment to their roles.
The NC has been established since 2011. It comprises three independent non-executive directors. The membership of the
NC has not changed since the last report.
ANNUAL REPORT 2015
•
To consider and recommend the candidate for directorship of the Board, proposed by the Board members or any
shareholders.
•
To annually review the performance of the individual Board members, its Committees as well as required mix of
skills, experience and other qualities of the Board members.
•
To annually assess the size, composition and effectiveness of the Board as a whole and the contribution of each
individual director.
•
To assess the independent directors annually.
•
To consider the election of Board members to stand for election at the AGM.
For the annual assessment and selection of directors, the NC shall take into consideration of the following factors:
1.
2.
3.
4.
5.
6.
7.
Skill, knowledge, expertise and experience;
Professionalism;
Commitment (including time commitment), contribution and performance;
Integrity;
The need to meet current and future Board composition;
Level of independence for the position of independent non-executive director and the tenure of independent
directors; and
Board diversity.
The NC met once during the financial year ended 30 September 2015 to carry out the following activities in accordance
with the terms of reference:
i.
Reviewed and recommended the re-election of directors, who retired in accordance with the Company’s Articles
of Association and Companies Act, 1965.
ii.
Reviewed and recommended the retention of independent non-executive directors who have served more than
nine (9) years in the Company.
iii.
Reviewed and assessed the independence of each independent director.
iv.
Reviewed and assessed the structure, size and composition, in particular the required mix of skills, experience,
diversity and other qualities including core competencies and effectiveness of the Board as a whole, the Board
Committees and contribution of each Director.
The Board confirms that the present size of the Board, required mix of skills, performance, experience and contribution of
each directors, effectiveness of the Board and its Committees and independent Directors are optimum and is satisfied with
the current position and performance of the Board during the year under review.
The Board acknowledges the recommendation of the Code pertaining to the establishment of Boardroom gender diversity
policy. As at the date of this Annual Report, no formal policy formalizing its approach to Boardroom Diversity has been
set. However, the Company does not set a specific target on the number of female candidates to be appointed to the
Board. The criteria for recruitment of suitable candidate is based on a candidate’s skill, experience, time commitment
and other qualities in meeting the future needs of the Company, including where appropriate, the ability to act
as independent non-executive director as the case may be. Currently, the Board has a female executive director on the
Board.
The Articles of Association of the Company provide that one third (1/3) of the Board members are required to retire at
every AGM and subject to re-election by the shareholders. All directors appointed during the year shall hold office until the
next AGM and shall be subject to re-election by the shareholders. The Articles also provided that all directors shall retire
once every three (3) years, including the Managing Director.
Pursuant to Section 129(6) of the Companies Act, 1965, directors who are over seventy (70) years of age shall retire at
every AGM and may offer themselves for re-appointment to hold office until the next AGM.
There is no maximum tenure fixed by the Board of Directors as the Board is of the view that there is significant advantage
to be gained from the long serving directors who possess tremendous insight and knowledge of the Group’s affairs and
operations.
ANNUAL REPORT 2015
252670-P
The functions of the NC are as follows:
(cont’d)
252670-P
(cont’d)
At this forthcoming Annual General Meeting, the Company has 3 Directors who are retiring and offering themselves for
re-election. The Board confirms that it is satisfied that the Directors, who are required to stand for re-election and reappointment respectively at the AGM, continue to demonstrate the necessary commitment to be fully effective members
of the Board. To assist the shareholders in their decisions, sufficient information such as directors’ personal profiles, their
attendance at the meetings and shareholdings in the Company for each Director standing for re-election are furnished in
this Annual Report.
The Company has established a Remuneration Committee (“RC”) which comprises three independent non-executive
directors. The membership of the RC has not changed since the last report.
The RC is tasked with developing a formal procedure to assess and determine the remuneration packages and benefits
offered by the Group to individual directors and making the necessary recommendations to the Board for approval. This
is to ensure that the Company is able to attract and retain directors of the calibre needed to run the Group successfully.
The RC meets when necessary.
The remuneration policy of the Group is summarized as follows:
a)
The salary of executive directors is structured so as to link to the Group’s performance and scope of responsibility,
taking into account prevailing market rates and the Company’s financial standing and it is reviewed periodically.
b)
For the non-executive directors, the level of remuneration reflects the expertise and the level of responsibilities
undertaken by them.
c)
Non-executive directors’ remunerations are determined by the full Board. The individual director will abstain from
participating in decisions on their own remuneration packages.
d)
The Board may take into consideration any relevant information provided by independent consultants or from
survey data.
e)
The directors’ fees are based on a standard fixed fee, except for the Chairman who is paid a higher fee in
recognition of his additional responsibilities.
f)
Non-executive directors are paid a meeting allowance for each board meeting they attended
g)
The directors are also reimbursed reasonable expenses incurred by them in the course of carrying out their duties
on behalf of the Company.
h)
Only executive directors of the group is entitled to benefits-in-kind.
The details of the remuneration of the directors of the Company comprising remuneration received/receivable from the
Company and its subsidiary companies during the financial year under review are set out in the table below.
The aggregate remuneration of directors categorized into appropriate components is as follows:-
Fees
Salaries
Allowance & other
emoluments
504,000
169,000
673,000
2,575,000
-
2,575,000
420,000
63,000
483,000
3,499,000
232,000
3,731,000
The number of directors of the Company whose remuneration falls into the respective bands are as follows:-
Below RM50,000
-
3
3
100,000
-
1
1
RM 500,000 – RM 550,000
1
-
1
RM 750,000 – RM 800,000
1
-
1
RM 2,150,000 – RM2,200,000
1
-
1
RM
ANNUAL REPORT 2015
50,000 – RM
The Board has established evaluation on an annual basis of independent directors to ensure compliance with the
requirements of independent directors as set out in the Listing Requirements and the effectiveness and contribution of
independent directors. The independent Directors play a pivotal role in corporate accountability and provide unbiased
views and impartially to the Board’s deliberation and decision making process.
The Board is satisfied with the level of independence demonstrated by the 4 independent non-Executive Directors and
their ability to provide objective judgement to the Board, which mitigate conflict of interest and undue influence from
interested parties.
In line with the Code, the Board adopted the Code’s recommendation in which the tenure of an independent director
should not exceed a cumulative term of nine (9) years. Upon completion of 9 years, the independent director will be
re-designated as non-independent director. In the event such director is to be retained as an Independent director, the
Board will have to justify and obtain shareholders’ approval.
The NC and the Board have deliberated and hold the view that a director’s independence cannot be determined solely
with reference to the tenure of service. The length of their services on the Board does not in any way interfere with
their exercise of independent judgment and ability to act in the best interest of the Company. The continued tenure of
independent directors also brings stability to the Board and the Company benefits from Directors who have, over time
gained valued insight into the Group’s operation and the industry.
Thus, the independence of the independent Directors namely, Dato’ Sri Md Kamal Bin Bilal, Dato’ Dr Kardin Bin Haji Shukor,
Mr Yeoh Chong Keng and Mr Lim Gin Chuan have been reviewed and it is recommended that they continue to act as
independent Directors subject to the shareholders’ approval at the forthcoming AGM based on the following justifications:
a)
All of them continue to fulfill the criteria under the definition of an independent director as set out in the Listing
Requirements.
b)
They have never transacted or entered into any transactions with, nor provided any services to the Company or
its subsidiaries, within the scope and meaning as set forth in the Listing Requirements.
c)
They have not been offered or granted any options by the Group, nor any other incentives or benefits of whatever
nature had been paid to them by the Company,
The roles and responsibilities of the Chairman and Managing Director are distinct and separated to ensure there is
an appropriate balance of power and authority with clear division of responsibility and accountability. Therefore, the
Company has an independent non-Executive Director as a Chairman who does not have any relationship with the existing
Managing Director. The role of the Chairman is primarily leading and managing the Board while the Managing Director,
with the assistance of Executive Directors and a team of managements is generally responsible for the development and
implementation of strategy and its day-to-day operations of the Group.
The Board does not consider it necessary to nominate a recognized senior independent non-executive director to whom
any concerns may be conveyed, in view of the present independent element of the Board composition and the segregation
of the roles of the Chairman and Managing Director.
The Board endeavors to meet at least 4 times a year, at quarterly intervals which are scheduled well in advance at the
commencement of the financial year to help facilitate the Directors planning their meeting schedule for the year.
The Board is satisfied with the level of time commitment given by the Directors towards fulfilling their roles and
responsibilities which is evidenced by the satisfactory attendance records of the directors at Board meetings and Board
Committee meetings during the financial year under review. The Board expects that the Directors will serve on the boards
of other companies only to the extent that such services do not detract from the Director’s ability to devote the necessary
time and attention to the Company.
ANNUAL REPORT 2015
252670-P
Details of the Directors’ remuneration are set out in applicable band of RM50,000 which comply with Listing Requirements.
Whilst the Code has prescribed for disclosure of individual director’s remuneration package, the Board is of the view that
transparency and accountability aspects of CG in respect of the director’s remuneration are appropriately and adequately
addressed by the band disclosure method adopted by the Board.
(cont’d)
252670-P
(cont’d)
To ensure that the Directors have time to focus and fulfill their roles and responsibilities effectively and in line with the
Listing Requirements, all the Directors do not hold more than 5 directorships in public listed companies.
The Board met four (4) times during the financial year under review to discuss on various matters including the Group’s
financial results, the overall performance, challenges faced by the Group, business development activities, related party
transactions etc.
1. Dato’ Sri Md Kamal bin Bilal
2. Tan Sri Dato’ Sri Tang Yeam Soon
3. Dato’ Dr. Haji Kardin bin Haji Shukor
4. Puan Sri Datin Sri Khor Guik Lee
5. Chang Yen Huei
6. Yeoh Chong Keng
7. Lim Gin Chuan
Board
AC
NC
RC
2/4
4/4
4/4
4/4
4/4
3/4
4/4
4/4
4/4*
3/4
4/4
1/1
1/1
1/1
1/1
1/1
1/1
All the Directors have complied with the minimum 50% requirement on attendance at Board meetings as provided for in
the Listing Requirements.
There is no time specification fixed for each Director to be committed to the Company as the Board places more emphasis
on and is results oriented. Anyhow, the Directors are still required to update the Company Secretary on their other
directorships from time to time. The Board is assured that its members should be able to fulfil his/her commitment to the
Company in spite of any new directorship, as not all companies require the presence of the board in its meetings.
The Board recognizes the importance of training as a continuous education process for the Directors in order to ensure
that the Directors stay abreast of the latest development and changes in law and regulations, business environment and
new challenges to enable them to fulfill their responsibilities and to discharge their duties effectively.
The training needs of the Directors are evaluated and assessed by the Board. The Directors are also encouraged to
evaluate their own training needs on a continuous basis and to determine the relevant programmes, seminar, workshops
or forum available that would best enable them to enhance their knowledge and contributions to the Board.
During the financial year under review, the Directors of the Company have attended various training programmes, seminars,
conferences and talks with relevant topics as follows:
Leading In Time of Change (1 Day)
Leading In Time of Change (1 Day)
Chang Yen Huei
a) Leading In Time of Change (1 Day)
b) Transfer Pricing Documentation (1/2 Day)
c) GST Challengers - Risk & Highlights with
Budget 2015 (1 Day)
Proposal and latest GST Development.
d) Technical Briefing on Computation of
Percentage Ratios (1 Day)
Yeoh Chong Keng
Goods & Services Tax Briefing (1 Day)
Lim Gin Chuan
Introduction to GST (1 Day)
The Board also took due care and reasonable steps to ensure that the annual financial statements and quarterly results
announcements of the Company and of the Group are drawn up in accordance with the requirements of the applicable
approved accounting standards in Malaysia and the provisions of the Companies Act, 1965. The Audit Committee (“AC”)
assists the Board by reviewing and scrutinizing the Company’s annual financial statements and quarterly condensed
financial statements focusing particularly on changes in accounting policies, judgement in applying these accounting
policies as well as assumptions and estimates applied in accounting for certain material information before recommending
to the Board for approval. The Directors’ Responsibility Statement explaining the responsibility of the Board for preparing
the annual audited financial statements of the Company and of the Group for the financial year ended 30 September 2015
is presented in this Annual Report.
The Board has ensured quality financial reporting to its shareholders, investors and regulatory authorities in order to
present a balanced, clear and comprehensive assessment of the Company’s and of the Group’s performance and prospects.
As part of the Company’s continuing disclosure obligation under the Listing Requirements, the Board ensures that timely,
accurate and up-to-date financial information relating to the Company’s and the Group’s quarterly financial results are
announced to Bursa Malaysia.
ANNUAL REPORT 2015
During the financial year under review, the AC has reviewed the audited financial statements of Group and of the Company
and external auditors’ finding and recommendation to ensure compliance of the financial statements with the provisions of
the Act and applicable approved accounting standards as per the Malaysian Accounting Standards Board.
The external auditors are required to declare their independence annually to the AC as specified by the By-laws issued by
the Malaysian Institute of Accountants. The external auditors had made declaration in their annual audit plan presented to
the AC that they were independent throughout the conduct of the audit engagement in accordance with the terms of the
relevant professional and regulatory requirements. The external auditors can be engaged to perform non-audit services
that are not perceived to be in conflict with their role as external auditors.
In regards to the tenure of current external auditors, the By-Laws of the Malaysian Institute of Accountants requires the
external key auditors’ partners to be rotated upon serving a public company for a period of five (5) years. Upon then, he/
she shall not be a member of the engagement team or be a key audit partner for the same public company for two (2)
years. During that period, he/she shall not participate in the audit of the entity, provide quality control for the engagement,
consult with the engagement team or that public company regarding technical or industry specific issues, transactions or
events or otherwise directly influence the outcome of the engagement. This mandatory requirement serves as a safeguard
measure of the External Auditors’ independence. In view that of, the Company shall not fix any tenure of its current
external auditors.
The AC undertaken an annual assessment of the suitability and independence of the external auditors. The Committee
will take into consideration of the external auditor’s competency, quality of performance, independence and objectivity,
auditor’s fee and others.
Upon assessment, the AC is satisfied with the competence and independence of the external auditors and had recommended
the re-appointment of the external auditors to the Board and thereafter to be tabled for the shareholders’ approval at the
forthcoming AGM.
The role of the Audit Committee in relation to the external auditors is elaborated in the Audit Committee Report in this
Annual Report.
The Board acknowledges that risk management and internal control is an integral part of the overall management process.
It is an ongoing process to identify, evaluate, monitor and manage and mitigate the risks that may affect the achievement
of its business and corporate objective.
The details of the Risk Management and System of Internal Control of the Company are set out in the Statement on Risk
Management and Internal Control of this Annual Report.
The Company upholds a culture of continuous disclosure and communication with shareholders and stakeholders through
practical and legitimate channels, both in principle and in practice, is to maximize transparency consistent with good CG,
except where commercial confidentiality dictates.
The Company has put in place a Corporate Disclosure Policy setting out the policies and standard operating procedures in
disseminating of Company information and to ensure the disclosure of material information pertaining to the Company’s
performance and operations is in accordance with the disclosure requirements under Listing Requirements and other
applicable laws.
The Company’s website serves as a forum to enable the public and shareholders to access on the Group’s business, latest
development and commitment.
To ensure comprehensive, accurate and timely disclosures, the Company has put in place the following initiatives in the
Company’s website (www.tstore.com.my)
•
•
•
•
•
•
Maintaining an investor relation platform
Updating all announcements made to Bursa Malaysia
Updating the latest news, highlights and press release
Providing an online enquiries/feedback feature for public
Providing corporate information to the current shareholders, potential investors and stakeholders and;
Updating the annual report of the Company.
ANNUAL REPORT 2015
252670-P
The Company establishes a formal and transparent relationship with the external auditors in seeking their professional
advice and ensuring compliance with the applicable financial reporting standards.
(cont’d)
252670-P
(cont’d)
Bursa Malaysia also provides for the Company electronically publish all its announcements, including its quarterly
and annual reports via the same link. These can be accessed online through Bursa Malaysia’s website page at
http://www.bursamalaysia.com.
The Company has the annual general meeting and extraordinary general meeting as means of communication for
shareholders and investors to seek clarifications on the operations, financial performance and major developments of
the Group. The notice of AGM will be circulated at least twenty-one (21) days before the date of meeting to enable the
shareholders have sufficient time to peruse the Annual Report and papers supporting the resolutions proposed.
During the shareholders’ meetings, the Chairman of the meeting shall remind all members present about their right to
demand for a poll in accordance with the provisions of the Articles of Association of the Company in the voting on any
resolutions. However, with the current level of shareholders’ attendance at General Meetings, the Board view that voting
by show of hands continues to be effective. Currently, all resolutions put forth to the shareholder’s approval were carried
out by a show of hands, unless a poll is demanded or specifically required.
The Chairman also will undertake to provide written answers to significant questions that cannot be readily answered at
the meetings. Shareholders’ suggestions received during the meetings are reviewed and considered for implementation,
whenever possible. The management and the external auditors are also present at the meetings to provide their professional
and independent clarification on issues and concerns raised by the shareholders. The outcomes of all resolutions proposed
at the meetings are announced to Bursa Malaysia on the same day to enable the public to be informed.
The Board has identified the Company Secretaries to whom concerns may be conveyed and who would bring the same
to the attention of the Board.
The Board has taken steps to ensure the Group has implemented as far as possible the recommendation as set out in the
Code. The Board considers that the Company has, in all material aspects, substantially implemented the Principles and
recommendations of the Code during the financial year under review.
This statement is made in accordance with a resolution of the Board of Directors’ passed on 21 January 2016.
Pursuant to Paragraph 15.26 (a) of the Main Market Listing Requirements of Bursa Malaysia, the Board is required to issue
a statement explaining its responsibility for preparing the annual audited financial statements.
The directors are required by the Companies Act, 1965 to prepare financial statements for each financial year which give
a true and fair view of the state of affairs of the Company and of the Group as at the financial year end and of the results
and cash flows for that year.
In preparing the financial statements of the Company and of the Group for the financial year ended 30 September 2015,
the directors are required to use appropriate accounting policies, consistently applied and supported by reasonable and
prudent judgments and estimates as well as all applicable approved accounting standards in Malaysia have been complied
with and confirm that the financial statements have been prepared on a going concern basis.
The directors are responsible for ensuring that the Company and the Group keep accounting records which disclose with
reasonable accuracy at any time the financial positions of the Company and of the Group which enable them to ensure that
the financial statements comply with the provisions of the Companies Act, 1965, where appropriate.
The directors are also responsible for taking such steps that are reasonably open to them to safeguard the assets of the
Group and to prevent and detect fraud and other irregularities.
ANNUAL REPORT 2015
The Board recognises and acknowledges its overall responsibility for establishing and maintaining a sound system of
risk management and internal control, which includes the responsibility for the establishment of an appropriate control
environment and framework as well as for the ongoing review of the adequacy and effectiveness of the system of internal
control to safeguard the shareholders’ values and the Group’s assets.
In recognition of this responsibility, the Board sets and implements policies and procedures which incorporate key control
requirements to be implemented in all business activities and operations. Through the Audit Committee, the Board seeks
reasonable assurance that the system of internal control is adequate and operating effectively in achieving its objectives
such as operational efficiency and effectiveness and prevention and detection of fraud and other irregularities.
The Board and Management recognise that risk management is an integral part of business operations. The Group has in
place a risk management mechanism whereby there is an ongoing and systematic process for identifying, evaluating and
managing the principal risks that affect the attainment of the Group’s business objectives and goals, and for managing
these risks faced by the Group to within the Group’s risk appetites.
The Board assumes an overall responsibility for the implementation of an effective risk management framework. The
Management team are constantly monitoring the risks that arise in the course of business in their respective fields. In the
event of a new potential /significant risk arising from within the company or in the external business environment, they will
report the risk events to the Senior Management and/or Directors for advice and make a concerted and timely response
by developing new action plans or by setting new policies and procedures to mitigate or address these risks and reduce
them to an acceptable level.
Risks are identified and monitored by the respective business units within the Group. The business units will work closely
with Legal, Human Resource and Internal Audit Departments to jointly propose ways on how to manage and/or contain
these risks to within the Group’s risk appetites. They will highlight the key risks to the Senior Management and/or Directors
at business meetings and/or via special dialogue or discussion sessions.
The key risk areas for the Group are summarised as below:
The overall economic conditions will have an impact on the consumer demand and their purchasing power
which in turn will affect the Group’s overall financial performance.
The new government regulations such as Goods and Services Tax which came into effect on 1 April 2015, had
a significant impact on the business revenue and profit margins. Whereas Price Control and Anti Profiteering
Act 2011 and Personal Data Protection Act 2010, etc., had increased compliance costs for the Group in order to
ensure the government requirements were complied with.
The principal elements of the risk management and internal control functions are embedded within the Group’s policies
and procedures and its operations, which can be summarized as follows:
•
Operating Structure with Clearly Defined Lines of Responsibility and Accountability
The Group has a well-defined organizational structure with clear lines of accountability and responsibility,
with strict authorisation, approval and control procedures; this provides a sound framework of authority and
accountability within the Group.
•
Clearly Defined Authority Level
The Group sets clearly defined authorisation and signing limits on all financial commitments and transactions
within the Group. Such limits are subject to periodic reviews to reflect changing business and operating
requirements.
•
Written Policies And Procedures
Documented policies and procedures as set out in the Group’s Standard Operating Procedures (SOP) are
periodically reviewed to ensure they always reflect the Group’s objectives and changing operating environment,
and serve to provide guidance in the daily operations.
ANNUAL REPORT 2015
252670-P
The Board is pleased to provide the following Statement on Risk Management And Internal Control (“Statement”) pursuant
to Paragraph 15.26(b) of the Bursa Malaysia’s Listing Requirements, as guided by the Statement on Risk Management &
Internal Control: Guidelines for Directors of Listed Issuers (“Internal Control Guidelines”) issued by the Task Force on
Internal Control in December 2012.
252670-P
(cont’d)
•
Performance Management Framework
- Comprehensive budgeting and costing process is in place for all operating units which is used to monitor
performances; any material variances will be followed up and addressed by the Management.
-
Regular top/senior management meetings are conducted to share/exchange information, monitor the
progress of various business units, and to discuss and deliberate upon operational matters.
-
Regular visits to its operating business units are made by Management Team to gauge the effectiveness of
the strategies implemented and to ensure all business activities and operational issues and matters noted
were reported to the Management for their awareness and for consideration when formulating /revising
company strategies.
•
Advance IT & Communication Systems
The Group invests in sophisticated computerised retail management and operating system for timely and
comprehensive capture and/or analysis of transaction data and for monitoring and review of business operations.
•
Corporate values
Corporate values, which emphasise ethical behaviour, are clearly incorporated in the Group’s Code of Business
Conduct and Ethics.
The Group’s internal audit function is carried out by the Group’s Internal Audit Department under the authority conferred
by the Audit Charter and in accordance with the annual audit plan approved by the Audit Committee. The function seeks
to provide reasonable assurance on the adequacy and effectiveness of the design as well as the operating effectiveness
of the internal controls system to the Board through the Audit Committee by carrying out independent audit reviews on
the Group operations and activities.
The Group’s Internal Audit Department undertakes risk management assessments based on the information available in
identifying and selecting high risk audit units or areas. Based on the risk-based reviews, Internal Audit highlights control
weaknesses and/or non-compliances with the internal and applicable legal and/or regulatory requirements and provides
audit recommendations to the Management on the appropriate preventive, detective or corrective measures to be
implemented.
Internal Audit also advises the Management in a consultative capacity on how to strengthen and enhance its risk
management activities and internal control systems.
During the financial year under review, Internal Audit Department conducted various audits and special assignments which
include operations reviews, compliance reviews, management audits, fraud investigations as well as other ad-hoc reviews.
Issues noted during the reviews were highlighted to the Management and action plans with stipulated timeline were
formulated to address the issues. Audit reports with management responses were submitted to the Audit Committee.
However, there were no significant weaknesses which need to be disclosed in this statement.
As required by Paragraph 15.23 of the Listing Requirements, the external auditors have reviewed this Statement pursuant
to the scope set out in Recommended Practice Guide 5 (“RPG 5”) issued by the Malaysian Institute of Accountant for
inclusion in this Annual Report. Based on their review, the external auditors have reported to the Board that nothing
has come to their attention that causes them to believe that this Statement is inconsistent with their understanding of
the process the Board has adopted in the review of the adequacy and integrity of risk management and internal control
system of the Group.
During the financial year under review, the Board is satisfied with the adequacy and effectiveness of the Group’s Risk
Management and Internal Control System.
The Managing Director and Finance Director assured that the Group’s Risk Management and Internal Control System is
operating adequately and effectively, in all material aspects, based on the Risk Management and Internal Control System
of the Group. There were no material or significant losses arising from the deficiencies in internal control that require
separate disclosure in this Annual Report.
The Board remains committed towards maintaining a sound system of risk management and internal control and will
continue to give its full endorsement to ensure the system will evolve over time to adequately support the type of business
and size of operations of the Group.
This statement is made in accordance with a resolution of the Board of Directors passed on 21 January 2016.
ANNUAL REPORT 2015
The Group remains committed to workplace diversity and this can be seen in our practices which do not discriminate
stakeholders on account of race, age, gender and minorities. These practices are grounded in our belief that basic human
rights and good corporate governance will improve the quality of life of our stakeholders.
Employees have always been the Group’s greatest assets and we place great emphasis on developing our human
capital as its plays a critical role in our future growth and sustainability of the Group’s operations. We continue to
implement our training and human development programme to align with the training needs for all levels of employees.
The Group has continuously engaged under its Management Trainee Programmes with higher learning institutions,
universities and local college or taking part in their activities such as career fairs, exhibitions and engaged in recruitment
drive to attract graduates with good leadership caliber to fill various job vacancies. Fresh graduates are assigned to work
in different departments ranging from operational, financial to management. Where they are exposed to all facets of the
Group’s business in preparation for senior executive position in their career development.
This Programme also aim to be part of management succession planning programme.
The Group cultivates a safety culture among its employees to create and maintain a healthy and safe workplace in
compliance with The Occupational, Safety and Health Policy (“OSH”). The OSH’s committee at HQ is always ensuring that
OSH standards are applied across all operating outlets and consistency is guided. Annual audits are also undertaken to
check on the compliance and adherence to the OSH policy that have been established through the years.
We believe that maintaining the safety of not only employee but all other people supporting our business endeavors is a
fundamental aspect of our social responsibility. In keeping with this belief, we continue to establish an atmosphere that
priorities occupational safety and health in all social and corporate environment.
The Group recognizes that our business conduct will have a significant influence on the development and enhancement
of the marketplace. We are committed to operate in a responsible manner based on sound business ethics in our retail
business, safeguarding the well-being of our customers and taking accountability of our action by upholding effective
Corporate Governance practices without compromising long term value creation.
In order to maintain the positive relationship with our long term customers at all levels, the Group is devoted in upholding
value in providing reliable and quality products services in complying with Shariah requirements for halal products
and achieving customers satisfaction and safety public at large. We also engaged and interact with our customers and
consumers via our website or facebook.
Our business partners and associates play a critical role in our business aspirations. They also contribute towards
achieving or sustainability and environmental goal. We expect them behave responsibly and where possible, to use
sustainable procurement process to enhance the social, environmental and economic well-being of our communities.
As guided by our Corporate Disclosure Policy, the investors can always keep up-to-date information on the
Group’s developments in a transparent, accurate, clear and timely manner from the corporate website. All the
announcements, press release, annual reports as well as other Group’s information are also available in this website.
The Group is committed in adhering to the high standards of Corporate Governance in compliance with the Listing
Requirements and recommendations of the Malaysia Code on Corporate Governance 2012. The Board is also committed
in ensuring all activities in the Group are conducted fairly and at arms length and no favouritism. The Board takes into
account its corporate responsibility towards the shareholders and stakeholders in formulating its business strategies.
ANNUAL REPORT 2015
252670-P
The Board continues to uphold our commitments and responsibilities towards our employees, stakeholders, society at
large and environments the place we are living in. While striving to sustain and increase shareholders’ value with continuing
business sustainability and growth, the Board also put great value on corporate social responsibilities in conducting
business affairs, as a responsible corporate citizen.
252670-P
(cont’d)
The Group places significant important towards preserving the environment and conserving resources wisely. The Group
has observed environmental friendly practices in its daily operations, including promoting awareness among our staff
to minimise the usage of electricity, water and papers. The Group is committed to seek continuous improvement in its
operation to minimize any negative impact on the environment.
The Group continues to play its role as a caring corporate citizen by contributing to local charities, humanitarian call
and community functions/events in the form of employee’s time and skills, gifts in kinds and cash donations. During the
financial year, the Group has participated in contribution to Spastic Children’s Association of Malaysia.
There were no proceeds raised from any corporate proposal for the financial year under review.
There were no shares buy-back transactions or resale of treasury shares undertaken by the Company during the
financial year under review.
During the financial year under review, the total non-audit fees paid or payable to the external auditors and a
company affiliated to the auditors were RM20,000 and RM80,850 respectively. The non-audit fees are in relation
to services of verification of stocks for claiming special refund under Goods & Services Tax requirement and
taxation services.
There was no material variance between the financial results for the financial year ended 30 September 2015 and
the unaudited results previously announced by the Company.
During the year under review, there were no material contracts entered into by the Company and its subsidiaries
which involved Directors’ or major shareholders’ interests.
In compliance with the requirements of Paragraph 10.09 of the Main Market Listing Requirements of Bursa
Malaysia, at the forthcoming Annual General Meeting, the Company intends to seek a renewal of shareholders’
mandates for the Group to enter into the existing and the additional Recurrent Related Party Transactions of a
revenue nature with specified classes of Related Parties as specified in Section 3.2 of the Circular to shareholders
dated 25 February 2016 which are necessary for the day to day operations and/or in the ordinary course of
business of the Group.
ANNUAL REPORT 2015
Terms of Office
The Board will review the term of office and performance of the Audit Committee and each of its members at least
once in every three (3) years to determine whether they have carried out their duties in accordance with the Terms
Of Reference.
a)
The Audit Committee shall be appointed by the Board from among its members and shall consist of not
less than three members, all of whom must be non-executive directors with a majority of them being
Independent Directors.
b)
The composition of the Audit Committee shall fulfill the requirements as prescribed or approved by
Bursa Malaysia.
c)
The members of the Committee shall select a chairman from among their number and be appointed by
the Board from the Independent Non-Executive Directors.
d)
No alternate director of the Board shall be appointed as a members of the Audit Committee
If a member of the Audit Committee resigns, dies, or for any reason ceases to be a member resulting
in non-compliance to the composition criteria as stated in paragraph 1 above, the Board shall within
three (3) months of the event appoint such number of the new members as may be required to fill the
vacancy.
The Audit Committee shall, in accordance with a procedure to be determined by the Board and at the
expenses of the Company:
a)
have explicit authority to investigate any activity within its terms of reference.
b)
to have full and unrestricted access to any information/documents/resource which are required
to perform its duties. All employer shall be directed to co-operate with any request made by the
Committee.
c)
to obtain outside legal or other independent professional advice as necessary.
d)
to have direct communication channels with the external auditors and person(s) carrying out the
internal audit function or activity, if any.
e)
to communicate with Bursa Malaysia of any matter reported by the Audit Committee to the Board of
Directors of the Company which has not been satisfactorily resolved resulting in a breach of the Listing
Requirements of Bursa Malaysia.
The duties and functions of the Committee shall be:
•
To review the external audit scope and audit plan based on external auditors’ presentation of audit
strategies and plan;
•
To review external audit results, audit reports, management letter and responses from management;
•
To review and evaluate the factors relating to the independence of the external auditors;
•
To consider the appointment, remuneration, resignation and dismissal of external auditors; and such
other functions as may be defined by the Board of Directors;
•
To evaluate the system of internal controls;
ANNUAL REPORT 2015
252670-P
The Audit Committee had conducted 4 meetings for the financial year ended 30 September 2015.
The Board is pleased to present the report of the Audit Committee for the financial year ended 30 September 2015.
252670-P
(cont’d)
•
To review the adequacy of the scope, functions, competency and resources of the internal audit
function, and that it has the necessary authority to carry out its work;
•
To review the internal audit programme, results of the internal audit process, plan or investigation
undertaken, where necessary, ensure that appropriate action is taken on the recommendations of the
internal audit function;
•
To review and give suggestions on additional improvement opportunities in the areas of internal
control, system and efficiency improvement; and
•
To review the risk management framework from time to time and any significant proposed changes to
risk management policies and strategies for adoption by the board.
•
To review quarterly reports and annual financial statements of the Company and of the Group, focus
particularly on:
any changes in or implementation of major accounting policies and practices;
significant and/or unusual events arising from the audit;
the going concern assumption; and
compliance with accounting standards and other legal requirements.
•
To monitor and review any recurring related party transactions and conflict of interest situation that
may arise within the Company or the Group including any transaction, procedures or course of conduct
that raises questions of management integrity;
•
To review the audit committee report, Statement on Corporate Governance and Statement of Risk
Management and Internal Control for insertion into the Company’s Annual Report;
•
To verify the criteria for allocation of options pursuant to a share scheme for employee, if any; and
•
To consider such other matters as the AC considers appropriate or as authorized and defined by the
Board.
a)
The Audit Committee shall meet at least four times a year, with due notice of issues to be discussed,
and shall record its conclusions in discharging its duties and responsibilities.
b)
Notice of the meeting shall be given to all the Audit Committee members unless the Audit Committee
waives such requirement.
c)
Any two members of the Committee present at the meeting shall constitute a quorum which must be
made up of the Independent Directors.
d)
The Managing Director, the Executive Directors, any other Board Members, General Managers or any
other senior executives as may be requested by the Committee and a representative of the external
auditors shall normally attend meetings. However, the Committee shall meet with the external auditors
at least once a year without the presence of the management.
e)
The Company Secretaries shall be Secretaries of the Committee.
f)
Questions arising from meeting shall be decided by a simple majority of votes except for related party
transaction where interested members shall be abstained from deliberation and voting. In case of
equality of votes, the Chairman of Audit Committee shall have a second or casting vote.
g)
Circular Resolutions signed by all the members shall be valid and effective as if it had been passed at a
meeting of the Audit Committee.
h)
The minutes of proceedings of the Audit Committee shall be kept by the Company Secretary at the
Registered Office of the Company, and shall be opened for inspection by any member of the Committee
or any member of the Board of Directors.
ANNUAL REPORT 2015
(a)
Reviewed the audited financial statements of the Group and of Company and the external auditors’ findings
and recommendation prior to submission to the Board for their consideration and approval. This is to ensure
compliance of the financial statements with the provisions of the Act and applicable approved accounting
standards as per the Malaysian Accounting Standards Board;
(b)
Reviewed the quarterly and annual financial results of the Group prior to recommendation to the Board for
their consideration and approval;
(c)
Reviewed the Annual Report Statements inclusive of the Statement on Risk Management and Internal
Control;
(d)
Reviewed and recommended the re-appointment of Messrs. Grant Thornton as auditors for the financial year
under review;
(e)
Reviewed and discussed with external auditors, their audit planning memorandum, audit approach and
reporting requirements prior to the commencement of audit for the financial year under review;
(f)
Considered and recommended to the Board for approval on the audit fees payable to the external auditors;
(g)
Discussed and identified new Malaysian Financial Reporting Standards (“MFRS”) and other standards which
may have had a significant impact on the financial statements.
(h)
Reviewed the mandate for the Group to entered into the existing and additional Recurrent Related Party
Transaction of a revenue or trading nature.
(i)
Reviewed recommended the revision of terms and reference for Audit Committee.
(j)
Reviewed the adequacy of internal audit’s scope, function, resource and program.
The Internal Audit function reports directly to the Audit Committee. Internal Audit carries out independent
reviews and audits on the operations and management of the companies and subsidiaries of the Group as per the
annual audit plan approved by the Audit Committee. The main objective of these audits is to provide reasonable
assurance on the adequacy and operating effectiveness of the control procedures and the extent of compliance
with the Group’s policies and procedures. Internal audit also carries out investigations and other adhoc reviews
with specific focus on the high risk areas.
Total cost incurred for the internal audit function of the Company for the financial year was RM242,966.29
(2014: RM222,041.87).
This statement is made in accordance with a resolution of the Board of Directors passed on 21 January 2016.
ANNUAL REPORT 2015
252670-P
During the financial year under review, the main activities undertaken by the Committee are as below in accordance
with its terms of reference:
(cont’d)
252670-P
30 September 2015
CONTENTS
PAGE
Directors’ Report
51 - 53
Directors’ Statement
54
Statutory Declaration
54
Independent Auditors’ Report To The Members
55 - 56
Statements Of Financial Position
57 - 58
Statements Of Comprehensive Income
59
Consolidated Statement Of Changes In Equity
60
Statement Of Changes In Equity
61
Statements Of Cash Flows
62 - 63
Notes To The Financial Statements
64 - 101
Supplementary Information
102
ANNUAL REPORT 2015
The directors have pleasure in submitting their report and the audited ńancial statements of the Group and of the
Company for the ńancial year ended 30 September 2015.
PRINCIPAL ACTIVITIES
The principal activities of the Company are investment holding and the provision of management services.
The principal activities of the subsidiaries are indicated in Note 6 to the ńancial statements.
There have been no signićant changes in the nature of these activities during the ńancial year.
RESULTS
Pro´t after tax for the year
GROUP
RM’000
COMPANY
RM’000
12,695
2,612
Owners of the Company
12,702
2,612
Non-controlling interests
(7)
-
12,695
2,612
Attributable to:
In the opinion of the directors, the results of the operations of the Group and of the Company for the ńancial year ended
30 September 2015 have not been substantially affected by any item, transaction or event of a material and unusual nature
nor has any such item, transaction or event occurred in the interval between the end of that ńancial year and the date of
this report, other than those disclosed in the ńancial statements.
RESERVES AND PROVISIONS
All material transfers to or from reserves or provisions during the ńancial year are disclosed in the notes to the ńancial
statements. ¢
DIVIDENDS
Since the end of the previous ńancial year, the Company has paid a ´rst and ńal single tier dividend of 3.75 sen per share
amounting to RM2,568,885 for the ńancial year ended 30 September 2014, as proposed in the directors’ report of that
ńancial year.
At the forthcoming Annual General Meeting, a ´rst and ńal single tier dividend of 3.75 sen per share amounting to
RM2,568,885 for the ńancial year ended 30 September 2015 will be proposed for the shareholders’ approval. The
ńancial statements for the current ńancial year do not reµect this proposed dividend. Such dividend, if approved by
the shareholders will be accounted for in equity as an appropriation of retained pro´ts in the ńancial year ending 30
September 2016.
SHARE CAPITAL AND DEBENTURE
During the ńancial year, the Company did not issue any share or debenture and did not grant any option to anyone to
take up unissued shares of the Company.
51
ANNUAL REPORT 2015
252670-P
For The Financial Year Ended 30 September 2015
Directors’ Report
252670-P
Directors’ Report
DIRECTORS
The directors who served since the date of the last report are as follows:
Dato’ Sri Md. Kamal bin Bilal
Chang Yen Huei
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Yeoh Chong Keng
Lim Gin Chuan
DIRECTORS’ INTERESTS IN SHARES
According to the Register of Directors’ Shareholdings, the interests of directors in ofće at the end of the ńancial year in
shares of the Company and its related corporations during the ńancial year are as follows:
--------- Number of ordinary shares of RM1 each --------Balance
Balance
at
at
1.10.2014
Bought
Sold
30.9.2015
The Company
Direct Interest:
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Chang Yen Huei
3,028,300
1 1 ,000
1,366,20 0
1 ,10 0
-
-
3,028,300
1 1,000
1,366,200
1,1 00
16,269,030
1 7, 9 3 1 , 1 3 0
2,640,000
-
-
1 6,269,030
1 7, 9 3 1, 1 3 0
2,640,000
Deemed Interest:
Chang Yen Huei
By virtue of their shareholding in the Company, both Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik
Lee are also deemed interested in the shares of all the subsidiaries of the Company, to the extent that the Company has
interests.
Save as disclosed above, none of the other directors holding ofće at 30 September 2015 had any interests in the Company
and its related corporations during the ńancial year.
DIRECTORS’ BENEFITS
Since the end of the previous ńancial year, no director of the Company has received or become entitled to receive any
bene´t (other than a bene´t included in the aggregate amount of emoluments received or due and receivable by the
directors shown in the ńancial statements) by reason of a contract made by the Company or a related corporation with a
director or with a ´rm of which the director is a member, or with a company in which the director has a substantial ńancial
interest, other than those related party transactions disclosed in the notes to the ńancial statements.
During and at the end of the ńancial year, no arrangements subsisted to which the Company is a party, with the objects
of enabling directors of the Company to acquire bene´ts by means of the acquisition of shares in or debentures of the
Company or any other body corporate.
52
ANNUAL REPORT 2015
OTHER STATUTORY INFORMATION
Before the ńancial statements of the Group and of the Company were made out, the directors took reasonable steps:
(i)
to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provision
for doubtful debts and satiséd themselves that all known bad debts had been written off and that adequate
provision had been made for doubtful debts, and
(ii)
to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in the
ordinary course of business had been written down to an amount which they might be expected to realise.
At the date of this report, the directors are not aware of any circumstances:
(i)
that would render the amount written off for bad debts, or the amount of the provision for doubtful debts in the
Group and in the Company inadequate to any substantial extent, and
(ii)
that would render the value attributed to the current assets in the ńancial statements of the Group and of the
Company misleading, and
(iii)
that would render any amount stated in the ńancial statements of the Group and of the Company misleading, and
(iv)
which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group
and of the Company misleading or inappropriate.
At the date of this report, there does not exist:
(i)
any charge on the assets of the Group and of the Company that has arisen since the end of the ńancial year which
secures the liabilities of any other persons, and
(ii)
any contingent liability in respect of the Group and of the Company that has arisen since the end of the ńancial
year.
No contingent liability or other liability of the Group and of the Company has become enforceable, or is likely to become
enforceable, within the period of twelve months after the end of the ńancial year which, in the opinion of the directors, will
or may substantially affect the ability of the Group and of the Company to meet their obligations as and when they fall due.
AUDITORS
The auditors, Grant Thornton, have expressed their willingness to continue in ofće.
Signed in accordance with a resolution of the directors:
...........................................................................
..........................................….................
Chang Yen Huei
Petaling Jaya,
Date: 21 January 2016
53
ANNUAL REPORT 2015
252670-P
Directors’ Report
252670-P
Directors’ Statement
In the opinion of the directors, the ńancial statements set out on pages 57 to 101 are properly drawn up in accordance with
Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies
Act, 1965 in Malaysia so as to give a true and fair view of the ńancial position of the Group and of the Company as at 30
September 2015 and of their ńancial performance and cash µows for the ńancial year then ended.
In the opinion of the directors, the supplementary information set out on page 102 has been compiled in accordance with the
Guidance on Special Matter No. 1, Determination of Realised and Unrealised Pro´ts or Losses in the Context of Disclosures
Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the Malaysian Institute of Accountants, and
presented based on the format prescribed by Bursa Malaysia Securities Berhad.
Signed in accordance with a resolution of the directors:
...........................................................................
..........................................….................
Chang Yen Huei
Statutory Declaration
I, Chang Yen Huei, the director primarily responsible for the ńancial management of The Store Corporation Berhad do
solemnly and sincerely declare that the ńancial statements set out on pages 57 to 101 and the supplementary information
set out on page 102 are to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously
believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared by
the abovenamed at Petaling Jaya, this 21st
day of January 2016.
)
)
)
..........................................….................
Chang Yen Huei
Before me,
..........................................….................
Commissioner for Oaths
54
ANNUAL REPORT 2015
We have audited the ńancial statements of The Store Corporation Berhad, which comprise the statements of ńancial
position as at 30 September 2015 of the Group and of the Company, and their statements of comprehensive income,
statements of changes in equity and statements of cash µows for the ńancial year then ended, and a summary of
signićant accounting policies and other explanatory information, as set out on pages 51 to 101.
Directors’ Responsibility for the Financial Statements
The directors of the Company are responsible for the preparation of these ńancial statements so as to give a true and
fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and
the requirements of the Companies Act, 1965 in Malaysia. The directors are also responsible for such internal control
as the directors determine is necessary to enable the preparation of ńancial statements that are free from material
misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these ńancial statements based on our audit. We conducted our audit
in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the ńancial statements are
free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the ńancial
statements. The procedures selected depend on our judgement, including the assessment of risks of material misstatement
of the ńancial statements, whether due to fraud or error. In making those risk assessments, we consider internal control
relevant to the entity’s preparation of the ńancial statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness
of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the
ńancial statements.
We believe that the audit evidence we have obtained is sufćient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the ńancial statements give a true and fair view of the ńancial position of the Group and of the Company
as at 30 September 2015 and of their ńancial performance and cash µows for the ńancial year then ended in accordance
with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the
Companies Act, 1965 in Malaysia.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:
(a)
In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company
and its malaysian subsidiaries of which we have acted as auditors have been properly kept in accordance with the
provisions of the Act,
(b)
We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as
auditors, which are indicated in Note 6 to the ńancial statements,
(c)
We are satiséd that the accounts of the subsidiaries that have been consolidated with the Company’s ńancial
statements are in form and content appropriate and proper for the purposes of the preparation of the ńancial
statements of the Group and we have received satisfactory information and explanations required by us for those
purposes, and
(d)
The auditors’ reports on the accounts of the subsidiaries did not contain any qualićation or any adverse comment
made under Section 174(3) of the Act.
55
ANNUAL REPORT 2015
252670-P
Report on the Financial Statements
Independent Auditors’ Report To The Members
252670-P
Other Reporting Responsibilities
The supplementary information set out on page 102 is to meet the requirement of Bursa Malaysia Securities Berhad and
is not part of the ńancial statements. The directors are responsible for the preparation of the supplementary information
in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Pro´ts or Losses in the
Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian
Institute of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the
supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and the directive of
Bursa Malaysia Securities Berhad.
Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies
Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of
this report.
Grant Thornton
No. AF : 0042
Chartered Accountants
Penang
56
ANNUAL REPORT 2015
Hooi Kok Mun
No. 2207/01/18 (J)
Chartered Accountant
NOTE
COMPANY
2015
2014
2015
2014
RM’000
RM’000
RM’000
RM’000
ASSETS
Non-current assets
Property, plant and equipment
4
453,343
479,666
30, 5 3 1
31,518
Investment properties
5
61,198
61,764
-
-
Investment in subsidiaries
6
-
-
358,623
358,623
Other investments
7
20
19
-
-
Intangible assets
8
8,319
8,319
-
-
Deferred tax assets
9
742
893
-
-
52 3, 6 2 2
5 5 0, 6 6 1
389, 1 5 4
390, 1 4 1
250,612
247,669
-
-
Current assets
Inventories
Trade and other receivables
10
59,208
55,363
37
9
Amount due from subsidiaries
11
-
-
177,033
203,094
1 0 , 770
8,571
10 , 1 5 2
1 0 ,35 7
Current tax assets
Deposits with licensed banks
12
141,379
146,595
-
-
Cash and bank balances
13
19,248
37,339
732
1,503
481,2 1 7
495,537
187,954
214,963
1 ,004, 8 3 9
1 , 046, 1 9 8
57 7 , 1 0 8
6 05 ,1 0 4
68,50 4
68,504
68,504
68,504
1,01 8
1 , 01 8
1,018
1,01 8
12
11
-
-
-
-
TOTAL ASSETS
EQUITY AND LIABILITIES
Share capital
14
Share premium
Fair value adjustment reserve
Foreign translation reserve
15
26
Retained pro´ts
16
406,4 5 3
3 9 6 ,320
224, 2 2 7
224, 1 8 4
476,01 3
465,7 1 0
293,749
293,706
81
88
-
-
476,094
465,798
293,749
293,706
Equity attributable to owners
of the Company
Total Equity
(143)
The notes set out on pages 64 to 101 form an integral part of these ńancial statements.
57
ANNUAL REPORT 2015
GROUP
as at 30 September 2015
252670-P
Statements Of Financial Position
252670-P
as at 30 September 2015
Statements Of Financial Position (cont’d)
GROUP
NOTE
COMPANY
2015
2014
2015
2014
RM’000
RM’000
RM’000
RM’000
Non-current liabilities
Deferred revenue
17
1,495
1, 89 2
-
-
Borrowings
18
86 , 82 1
114,938
81,855
109,796
Deferred tax liabilities
9
30 , 656
3 1 , 89 2
162
166
1 1 8, 972
1 4 8, 7 2 2
82,017
109,962
Current liabilities
Trade and other payables
19
379,109
399,869
945
1,039
Amount due to subsidiaries
11
-
-
172,456
172,456
Deferred revenue
17
1 , 596
1 , 82 8
-
-
Borrowings
18
28,1 1 2
28,103
27,9 4 1
27,941
956
1 , 87 8
-
-
409,773
431,678
201,342
201 ,436
5 2 8 ,745
580,400
283,359
3 1 1 ,398
1,004,839
1, 046, 1 9 8
577,108
605,104
Current tax liabilities
Total Liabilities
TOTAL EQUITY AND LIABILITIES
58
ANNUAL REPORT 2015
GROUP
NOTE
COMPANY
2015
2014
2015
2014
RM’000
RM’000
RM’000
RM’000
Revenue
20
1,635,327
1,767,699
Cost of sales
21
(1,290,005)
(1,398,234)
345,322
51 ,406
Gross pro´t
Other income
10,203
42,840
-
-
369,465
10,203
42,840
49, 5 8 2
5,564
20,874
-
-
Marketing and selling expenses
(228,078)
(226, 9 6 7 )
Administrative and general expenses
(1 3 5 ,959)
(143,584)
(5 , 2 7 1 )
(13,879)
Pro´t from operations
32,691
48,496
10,496
49,835
Finance costs
( 7,837)
(1 0,426)
( 7,568)
( 8 ,671)
2,928
4 1 ,164
Pro´t before tax
22
24,854
38,070
Tax expense
23
(1 2 , 1 59 )
(1 7,689)
12,695
20,3 8 1
Pro´t for the year
(316)
(9,867)
2,612
31,297
Other comprehensive income/(loss), net of tax
Items that will be reclassiéd subsequently
to pro´t or loss
Fair value adjustment on available-forsale ńancial assets
Foreign currency translation differences
on foreign operations
1
(1 )
-
-
169
( 1 00)
-
-
Total other comprehensive income/(loss)
for the year
170
(101)
-
-
Total comprehensive income for the year
12,865
20,280
2,612
31,297
Pro´t attributable to:
12,702
(7)
20,387
(6)
2,612
-
31,297
-
12,695
20, 3 8 1
2,612
31,297
12,872
(7)
20,286
(6)
2,612
-
31,297
-
12,865
20,280
2,612
31,297
1 8. 54
29.76
Total comprehensive income attributable to:
Basic/Diluted earnings per share attributable to
owners of the Company (sen)
24
59
ANNUAL REPORT 2015
252670-P
Statements Of Comprehensive Income
252670-P
Consolidated Statement Of Changes In Equity
|---------------------Attributable to Owners of the Company---------------------|
|-----------Non-distributable-----------|
NOTE
Share
Capital
RM’000
Share
Premium
RM’000
Fair Value
Adjustment
Reserve
RM’000
Distributable
Foreign
Translation
Reserve
RM’000
Retained
Pro´ts
RM’000
NonControlling
Interests
RM’000
Total
RM’000
Total
Equity
RM’000
2015
Balance at beginning
68,504
1,018
11
(143)
Fair value of availablefor-sale ńancial assets
-
-
1
-
-
1
-
1
Foreign exchange
differences on translation
-
-
-
169
-
169
-
169
Total other comprehensive
income for the year
-
-
1
169
-
170
-
170
Pro´t for the year
-
-
-
Total comprehensive
income for the year
-
-
1
-
-
-
68,504
1,018
12
26
406,453
476,013
81
476,094
68,504
1,018
12
(43)
378,502
447,993
94
448,087
Fair value of availablefor-sale ńancial assets
-
-
(1)
Foreign exchange
differences on translation
-
-
Transaction with owners:
Dividend
25
Balance at end
-
169
-
396,320
465,710
88
465,798
12,702
12,702
(7)
12,695
12,702
12,872
(7)
12,865
(2,569)
(2,569)
-
(2,569)
2014
-
-
(1)
-
(1)
-
(100)
-
(100)
-
( 100)
(100)
Total other comprehensive
loss for the year
-
-
(1)
Pro´t for the year
-
-
-
Total comprehensive
income for the year
-
-
(1)
-
-
-
68,504
1,018
11
Dividend
Balance at end
25
(100)
(143)
-
(101)
ANNUAL REPORT 2015
(101)
20,387
(6)
20,381
20,387
20,286
(6)
20,280
(2,569)
(2,569)
396,320
4 6 5, 710
60
-
20,387
88
(2,569)
465,798
NOTE
NonDistributable
Distributable
Share
Capital
Share
Premium
Retained
Pro´ts
Total
Equity
RM’000
RM’000
RM’000
RM’000
2015
Net pro´t, representing total
comprehensive income for the year
Dividend
25
Balance at end
68,504
1,018
224,1 8 4
293,706
-
-
2,612
2,612
-
-
(2,569)
(2,569)
68,504
1,018
224,227
293,749
68,504
1,018
195,456
264,978
-
-
3 1 ,297
3 1 ,297
-
-
(2,569)
(2,569)
68,504
1,018
2014
Net pro´t, representing total
comprehensive income for the year
Dividend
Balance at end
25
224,1 8 4
293,706
61
ANNUAL REPORT 2015
252670-P
Statement Of Changes In Equity
252670-P
GROUP
2015
RM’000
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
CASH FLOWS FROM OPERATING ACTIVITIES
Pro´t before tax
24,854
38,070
2,928
41 ,164
1
-
-
4,929
-
-
-
(6,836)
33,447
37,613
1,285
Adjustments for:
Bad debts
Debts waived by a subsidiary
Depreciation
Dividend income
(4)
Gain on deconsolidation of a subsidiary
-
Gain on disposal of investment properties
-
Gain on disposal of property, plant and equipment
-
Gain on disposal of investment in a subsidiary
Impairment loss on receivables
Impairment loss on investment in subsidiaries
(14)
87
(5)
(7,200)
(1,055)
-
-
-
1,259
(40,000)
(4,400)
(123)
-
-
(7)
-
(5)
-
-
1 ,660
-
-
-
3,366
Interest expense
7,837
10,426
7,568
8,67 1
Interest income
(4,421)
(3,934)
(5,564)
(9,633)
Inventories written off
-
2,000
Property, plant and equipment written off
34
Reversal on impairment loss on receivables
(2)
(2,167)
Waiver of debts
-
-
933
-
3
-
-
-
-
-
-
Operating pro´t/ (loss) before working capital changes
59,652
Changes in inventories
(2,943)
(7,968)
Changes in receivables
(3,807)
(2,836)
(28)
2
(18,804)
8,606
(94)
3
Changes in payables
Changes in deferred revenue
Cash from/(used in) operating activities
Interest received
Interest paid
Income tax paid
Income tax refund
(629)
85,578
(983)
-
(476)
33,469
82,904
4,421
-
(1,482)
-
-
(1, 105)
(1 ,477)
3,934
5,564
9,633
(7,837)
(10,426)
(7,568)
(8,671 )
(16,537)
(1 7 ,441)
(300)
172
1 ,507
13,688
60,478
Cash µows from disposal of a subsidiary (Note 34)
-
764
-
-
Dividends received
4
5
7,200
30,000
Proceeds from disposal of investment in a subsidiary
-
-
-
4,500
-
5,699
-
-
25
40
-
5
Net cash from/ (used in) operating activities
139
-
(3,270)
816
30 1
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from disposal of investment properties
Proceeds from disposal of property, plant and equipment
Purchase of property, plant and equipment
Repayment from/(Advance to) subsidiaries
Withdrawal of ´xed deposits
Net cash (used in)/from investing activities
Balance carried forward
(6,347)
-
(38,240)
-
(298)
26, 107
1,41 1
ANNUAL REPORT 2015
(15,094)
-
-
(6,3 1 8)
(30,321)
33,009
19,265
7,370
30,1 5 7
29,739
19,566
62
(146)
2015
RM’000
Balance brought forward
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
7,370
30,1 5 7
29,739
19,566
-
-
-
704
CASH FLOWS FROM FINANCING ACTIVITIES
Advances from subsidiaries
Dividend paid
(2,569)
(2,569)
(2,569)
(2,569)
Repayment of bank term loans
(28,108)
(30,230)
(27,941)
(27,940)
Net cash used in ńancing activities
(30,677)
(32,799)
(30,510)
(29,805)
NET DECREASE IN CASH AND CASH
EQUIVALENTS
(23,307)
(2,642)
(771)
(10,239)
-
(5)
Effects of changes in exchange rates on cash and
cash equivalents
-
-
CASH AND CASH EQUIVALENTS AT BEGINNING
183,934
186,5 8 1
1,503
1 1 ,742
CASH AND CASH EQUIVALENTS AT END
160,627
183,934
732
1 ,503
141 ,379
146,595
-
-
19,248
37,339
732
1 ,503
160,627
183,934
732
1 ,503
Represented by:
63
ANNUAL REPORT 2015
GROUP
252670-P
252670-P
1.
CORPORATE INFORMATION
General
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and listed on the Main
Market of Bursa Malaysia Securities Berhad.
The registered ofće of the Company is located at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala
Lumpur.
The principal place of business of the Company is located at Lot 328, Jalan 51A/223, Sek. 51A, 46100 Petaling Jaya,
The ńancial statements were authorised for issue by the Board of Directors in accordance with a resolution of the
directors on 21 January 2016.
Principal Activities
The principal activities of the Company are investment holding and the provision of management services.
The principal activities of the subsidiaries are indicated in Note 6 to the ńancial statements.
There have been no signićant changes in the nature of these activities during the ńancial year.
2.
BASIS OF PREPARATION
2.1
Statement of Compliance
The ńancial statements of the Group and of the Company have been prepared in accordance with applicable
Malaysian Financial Reporting Standards (“MFRS”), International Financial Reporting Standards (“IFRS”) and
the requirements of the Companies Act, 1965 in Malaysia.
2.2
Basis of Measurement
The ńancial statements of the Group and of the Company are prepared under the historical cost convention
unless otherwise indicated in the summary of accounting policies under Note 3.
Historical cost is generally based on the fair value of the consideration given in exchange for goods and
services.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. The fair value measurement is based on
the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal
market for the asset or liability, or in the absence of a principal market, in the most advantageous market
for the asset or liability. The principal or the most advantageous market must be accessible to by the Group.
The fair value of an asset or a liability is measured using the assumptions that market participants would
use when pricing the asset or liability, assuming that market participants act in their best economic interest.
A fair value measurement of a non-ńancial asset takes into account a market participant’s ability to generate
economic bene´ts by using the asset in its highest and best use or by selling it to another market participant
that would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufćient data
are available to measure fair value, maximising the use of relevant observable inputs and minimising the use
of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the ńancial statements are categorised
within the fair value hierarchy, described as follows, based on the lowest level input that is signićant to their
fair value measurement as a whole:
64
-
Level 1
-
Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
-
Level 2
-
Valuation techniques for which the lowest level input that is signićant to their fair value
measurement is directly or indirectly observable.
-
Level 3
-
Valuation techniques for which the lowest level input that is signićant to their fair value
measurement is unobservable.
ANNUAL REPORT 2015
2.3
Functional and Presentation Currency
The ńancial statements are presented in Ringgit Malaysia (“RM”) which is also the Company’s functional
currency. Unless otherwise indicated, the amounts in these ńancial statements have been rounded to the
nearest thousand.
2.4
Adoption of Amendments/Improvements to MFRS and IC Interpretations (“IC Int”)
The accounting policies adopted by the Group and by the Company are consistent with those of the previous
ńancial years except for the adoption of the following standards that are mandatory for the current ńancial
year:
Effective for annual periods beginning on or after 1 January 2014
Amendments to
Amendments to
Amendments to
Amendments to
IC Int 21 Levies
MFRS
MFRS
MFRS
MFRS
10, 12 and 127 Investment Entities
132 Offsetting Financial Assets and Financial Liabilities
136 Recoverable Amount Disclosures for Non-Financial Assets
139 Novation of Derivatives and Continuation of Hedge Accounting
Effective for annual periods beginning on or after 1 July 2014
Amendments to MFRS 119 Deńed Bene´t Plans: Employee Contributions Annual improvements to MFRS
2010-2012 Cycle Annual improvements to MFRS 2011-2013 Cycle
Initial application of the above standards did not have any material impact to the ńancial statements of the
Group and of the Company.
2.5
Standards Issued But Not Yet Effective
The Group and the Company have not applied the following standards that have been issued by the Malaysian
Accounting Standards Board (“MASB”) but are not yet effective for the Group and for the Company:
MFRS 14 Regulatory Deferral Accounts
Amendments to MFRS 10, MFRS 12 and MFRS 128 Investment Entities: Applying the Consolidation Exception
Amendments to MFRS 11 Accounting for Acquisitions of Interests in Joint Operations
Amendments to MFRS 101 Disclosure Initiative
Amendments to MFRS 116 and MFRS 138 Clarićation of Acceptable Methods of Depreciation and Amortisation
Amendments to MFRS 116 and MFRS 141 Agriculture: Bearer Plants Amendments to MFRS 127 Equity Method
in Separate Financial Statements
Annual Improvements to MFRS 2012-2014 Cycle
MFRS 9 Financial Instruments (IFRS 9 issued by IASB in July 2014)
MFRS 15 Revenue from Contracts with Customers
Amendments to MFRS 7 Mandatory Date of MFRS 9 and Transition Disclosures
The initial application of the above standards is not expected to have any ńancial impacts to the ńancial
statements upon adoption, except as mentioned below:
MFRS 15 Revenue from Contracts with Customers
MFRS 15 replaces the guidance in MFRS 111 Construction Contracts, MFRS 118 Revenue, IC Int 13 Customer
Loyalty Programmes, IC Int 15 Agreements for Construction of Real Estate, IC Int 18 Transfers of Assets
from Customers and IC Int 131 Revenue – Barter Transactions Involving Advertising Services. Upon adoption
of MFRS 15, it is expected that the timing of revenue recognition might be different as compared with the
current practices.
The adoption of MFRS 15 will result in a change in accounting policy. The Group and the Company is currently
assessing the ńancial impact of adopting MFRS 15.
2.6
Signićant Accounting Estimates and Judgements
The preparation of ńancial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is revised and in any future periods affected.
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2.6.1
Critical Judgements
Critical judgement made by management in the process of applying accounting policies that have a
signićant effect on the amount recognised in the ńancial statements is in respect of classićation between
investment properties and owner-occupied properties.
The Group determines whether a property qualiés as an investment property, and has developed criteria in
making that judgement. Investment property is a property held to earn rentals or for capital appreciation or
both. Therefore, the Group considers whether a property generates cash µows largely independently of the
other assets held by the Group.
Some properties comprise a portion that is held to earn rentals or for capital appreciation and another
portion that is held for use in the production or supply of goods or services or for administrative purposes.
The Group accounts for the portions separately if the portions could be sold separately (or leased out
separately under a ńance lease). If the portions could not be sold separately, the property is an investment
property only if an insignićant portion is held for use in the production or supply of goods or services or
for administrative purposes.
Judgement is made on an individual property basis to determine whether ancillary services are so signićant
that a property does not qualify as an investment property.
2.6.2
Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the end of
the reporting period that have a signićant risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next ńancial year are discussed below:
(i)
Useful lives of depreciable assets
Plant and equipment are depreciated on a straight line basis over their estimated useful lives.
Management estimates the useful lives of the plant and equipment to be 5 to 20 years. Changes in
the expected level of usage and technological developments could impact the economic useful lives
and residual values of the plant and equipment. Therefore, future depreciation charges could be
revised.
(ii)
Impairment of plant and equipment
The Group performs an impairment review as and when there are impairment indicators to ensure
that the carrying value of the plant and equipment does not exceed its recoverable amount. The
recoverable amount represents the present value of the estimated future cash µows expected to
arise from operations. Therefore, in arriving at the recoverable amount, management exercises
judgement in estimating the future cash µows, growth rate and discount rate.
(iii)
Impairment of goodwill
The Group determines whether goodwill is impaired at least once a year or more frequently if events
or changes in circumstances indicate that the goodwill may be impaired. This requires an estimation
of the value in use of the cash-generating units to which the goodwill is allocated.
Estimating value in use requires management to make an estimate of the expected future cash µows
from the cash-generating unit and also to choose a suitable discount rate in order to calculate the
present value of those cash µows.
(iv)
Impairment of investment in subsidiaries
Investment in subsidiaries is assessed at the end of each reporting period to determine whether
there is any indication of impairment. If such an indication exists, an estimation of the investment’s
recoverable amount is required.
Estimating the recoverable amount requires management to make an estimate of the expected
future cash µows from the subsidiaries and also choose a suitable discount rate in order to calculate
the present value of those cash µows.
(v)
Inventories
The management reviews for slow-moving and obsolete inventories. This review requires judgements
and estimates. Possible changes in these estimates could result in revision to the valuation of
inventories.
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(vi)
Impairment of loans and receivables
The Group assesses at the end of each reporting period whether there is any objective evidence that
a ńancial asset is impaired. To determine whether there is objective evidence of impairment, the
Group considers factors such as the probability of insolvency or signićant ńancial difćulties of
the debtor and default or signićant delay in payments.
Where there is objective evidence of impairment, the amount and timing of future cash µows are
estimated based on historical loss experience of assets with similar credit risk characteristics.
(vii)
Deferred revenue
The Group allocates the consideration received from the sales of goods to the goods sold and
the points issued under its loyalty programme. The consideration allocated to the points issued is
measured at their fair value.
The carrying amount of deferred revenue allocated to the award credits at the end of the reporting
period was RM3,090,573 (2014: RM3,719,442).
3.
SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies adopted by the Group and by the Company are consistent with those
adopted in the previous ńancial years unless otherwise indicated below:
3.1
Basis of Consolidation
(i)
Subsidiaries
Subsidiaries are those companies in which the Group has a long term equity interest and where it
has power to exercise control over their ńancial and operating activities so as to obtain bene´ts
therefrom.
The Group controls an entity when it is exposed, or has rights, to variable returns from its involvement
with the entity and has the ability to affect those returns through its power over the entity. Potential
voting rights are considered when assessing control only when such rights are substantive. The
Group also considers it has de facto power over an investee when, despite not having the majority of
voting rights, it has the current ability to direct the activities of the investee that signićantly affect
the investee’s return.
Investment in subsidiaries is measured in the Company’s statement of ńancial position at cost less
any impairment losses, unless the investment is classiéd as held for sale or distribution. The cost of
investments includes transaction costs.
Upon disposal of investment in a subsidiary, the difference between the net disposal proceeds and
its carrying amount is recognised in pro´t or loss.
(ii)
Business combination
Business combinations are accounted for using the acquisition method from the acquisition date,
which is the date on which control is transferred to the Group.
For new acquisitions, the Group measures the cost of goodwill at the acquisition date as:
•
the fair value of the consideration transferred, plus
•
the recognised amount of any non-controlling interest in the acquiree, plus
•
if the business combination is achieved in stages, the fair value of the existing equity interest in
the acquiree, less
•
the net recognised amount at fair value of the identiáble assets acquired and liabilities assumed.
When the excess is negative, a bargain purchase gain is recognised in pro´t or loss.
For each business combination, the Group elects whether to recognise non-controlling interest in
the acquiree either at fair value, or at the proportionate share of the acquiree’s identiáble net assets
at the acquisition date.
Transaction costs, other than those associated with the issue of debt or equity securities, that the
Group incurs in connection with a business combination are expensed as incurred.
(iii)
Acquisitions of non-controlling interests
The Group treats all changes in its ownership interest in a subsidiary that do not result in a loss
of control as equity transactions between the Group and its non-controlling interest holders.
Any difference between the Group’s share of net assets before and after the change, and any
consideration received or paid, is adjusted to or against Group reserve.
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(iv)
Loss of control
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the
subsidiary, any non-controlling interests and the other components of equity related to the former
subsidiary from the consolidated statement of ńancial position. Any surplus or dećit arising on
the loss of control is recognised in pro´t or loss. If the Group retains any interest in the previous
subsidiary, then such interest is measured at fair value at the date that control is lost. Subsequently it
is accounted for as an equity accounted investee or as an available-for sale ńancial asset depending
on the level of inµuence retained.
(v)
Non-controlling interests at the end of the reporting period, being the equity in a subsidiary not
attributable directly or indirectly to the equity holders of the Company, are presented in the
consolidated statement of ńancial position and statement of changes in equity within equity,
separately from equity attributable to the owners of the Company. Non-controlling interests in the
results of the Group is presented in the consolidated statement of comprehensive income as an
allocation of the pro´t or loss and the comprehensive income for the year between non-controlling
interests and owners of the Company.
Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling
interests even if doing so causes the non-controlling interests to have a dećit balance.
(vi)
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra
group transactions, are eliminated in preparing the consolidated ńancial statements.
3.2
Goodwill
Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of
business combination over the Group’s interest in the net fair value of the identiáble assets, liabilities
and contingent liabilities. Following the initial recognition, goodwill is measured at cost less accumulated
impairment losses. Goodwill is not amortised but instead, it is reviewed for impairment, annually or more
frequently if events or changes in circumstances indicate that the carrying value may be impaired. Gains and
losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
3.3
Property, Plant and Equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment
losses.
Property, plant and equipment are depreciated on the straight line method to write off the cost of each asset
to its residual value over its estimated useful life at the following annual rates:
Leasehold land
Buildings
Machinery and equipment
Furniture, ´xtures and ´ttings
Motor vehicles
Renovation
Amortised over its lease period of 50 - 999 years
2% - 10%
8% - 10%
5% - 20%
20%
5% - 20%
Freehold land is not amortised as it has an inńite life.
Depreciation on capital work in progress commences when the assets are ready for their intended use.
The residual value, useful life and depreciation method are reviewed at the end of each reporting period to
ensure that the amount, method and period of depreciation are consistent with previous estimates and the
expected pattern of consumption of the future economic bene´ts embodied in the items of property, plant
and equipment.
Upon the disposal of an item of property, plant and equipment, the difference between the net disposal
proceeds and its carrying amount is recognised in pro´t or loss.
3.4
Investment Properties
Investment properties are properties which are held either to earn rental income or for capital appreciation
or for both. Such properties are measured initially at cost, including transaction costs. Subsequent to initial
recognition, investment properties are stated at cost less accumulated depreciation and accumulated
impairment losses.
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Freehold land is not amortised as it has an inńite life. Buildings are depreciated on the straight line method
to write off the cost to their residual value over their estimated useful lives at 2% per annum while leasehold
properties are amortised over its lease period of 68 to 919 years.
Investment properties are derecognised when either they have been disposed of or when they are
permanently withdrawn from use and no future economic bene´t is expected from the disposal. Any gains
or losses on the retirement or disposal of an investment property are recognised in pro´t or loss in the year
in which they arise.
3.5
Leases
The determination of whether an arrangement is, or contains, a lease is based on the substance of the
arrangement at the inception date, whether ful´lment of the arrangement is dependent on the use of a
specić asset or asset or the arrangement conveys a right to use the asset, even if that right is not explicitly
specić in an arrangement.
Finance lease
A ńance lease which includes hire purchase arrangement, is a lease that transfers substantially all the risks
and rewards incidental to ownership of an asset to the lessee. Title may or may not eventually be transferred.
Minimum lease payments made under ńance leases are apportioned between ńance charges and
reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the
liability. Finance charges are recognised in ńance costs in the pro´t or loss. Contingent lease payments are
accounted for by revising the minimum lease payments over the remaining term of the lease when the lease
adjustment is con´rmed.
A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty
that the Company will obtain ownership by the end of the lease term, the asset is depreciated over the
shorter of the estimated useful life of the asset and the lease term.
Leasehold land which in substance is a ńance lease is classiéd as property, plant and equipment.
Operating Leases
Leases, where the Group does not assume substantially all the risks and rewards of ownership are classiéd
as operating leases and, except for property interest held under operating lease, the leased assets are not
recognised on the statement of ńancial position. Property interest held under an operating lease, which is
held to earn rental income or for capital appreciation or both, is classiéd as investment property.
Payments made under operating leases are recognised in pro´t or loss on a straight-line basis over the term
of the lease. Lease incentives received are recognised in pro´t or loss as an integral part of the total lease
expense, over the term of the lease. Contingent rentals are charged to pro´t or loss in the reporting period
in which they are incurred.
Leasehold land which in substance is an operating lease is classiéd as prepaid land lease payments.
3.6
Impairment of Non-Financial Assets
The carrying amounts of non-ńancial assets (except for inventories, deferred tax assets and non-current
assets (or disposal groups) classiéd as held for sale) are reviewed at the end of each reporting period
to determine whether there is any indication of impairment. If any such indication exists, then the asset’s
recoverable amount is estimated. For goodwill, the recoverable amount is estimated each period at the
same time.
For the purpose of impairment testing, assets are grouped together into the smallest group of assets
that generates cash inµows from continuing use that are largely independent of the cash inµows of other
assets or cash-generating units (“CGU”). Subject to an operating segment ceiling test, for the purpose of
goodwill impairment testing, CGU to which goodwill has been allocated are aggregated so that the level at
which impairment testing is performed reµects the lowest level at which goodwill is monitored for internal
reporting purposes. The goodwill acquired in a business combination, for the purpose of impairment testing,
is allocated to group of CGU that are expected to bene´t from the synergies of the combination.
The recoverable amount of an asset of CGU is the greater of its value in use and its fair value less costs of
disposal. In assessing value in use, the estimated future cash µows are discounted to their present value
using a pre-tax discount rate that reµects current market assessments of the time value of money and the
risks specić to the asset or CGU.
An impairment loss is recognised in pro´t or loss if the carrying amount of an asset or its related CGU
exceeds its estimated recoverable amount.
Impairment loss recognised in respect of CGUs are allocated ´rst to reduce the carrying amount of any
goodwill allocated to the CGU (group of CGUs) and then to reduce the carrying amount of the other assets
in the CGU (groups of CGUs) on a pro rata basis.
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An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses in prior
periods are assessed at the end of each reporting period for any indications that the loss has decreased or no
longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine
the recoverable amount since the last impairment loss was recognised. An impairment loss is reversed only
to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of
impairment losses are credited to pro´t or loss in the ńancial year in which the reversals are recognised.
3.7
Financial Instruments
3.7.1
Initial recognition and measurement
A ńancial asset or a ńancial liability is recognised in the statement of ńancial position when, and only
when, the Group or the Company becomes a party to the contractual provisions of the instrument.
A ńancial instrument is recognised initially, at its fair value plus, in the case of a ńancial instrument not at
fair value through pro´t or loss, transactions costs that are directly attributable to the acquisition or issue
of the ńancial instrument.
3.7.2
Financial instrument categories and subsequent measurement
The Group and the Company categorise ńancial instruments as follows:
Financial assets
(a)
Loans and receivables
Loans and receivables category comprises debt instruments that are not quoted in an active market.
Financial assets categorised as loans and receivables are subsequently measured at amortised cost
using the effective interest method.
Loans and receivables are classiéd as current assets, except for those having maturity dates later
than 12 months after the end of the reporting period which are classiéd as non-current.
(b)
Available-for-sale ńancial assets
Available-for-sale category comprises investment in equity and debt securities instruments that are
not held for trading.
Investments in equity instruments that do not have a quoted market price in an active market and
whose fair value cannot be reliably measured are measured at cost. Other ńancial assets categorised
as available-for-sale are subsequently measured at their fair values with the gain or loss recognised
in other comprehensive income, except for impairment losses, foreign exchange gains and losses
arising from monetary items and gains and losses of hedged items attributable to hedge risks of fair
value hedges which are recognised in pro´t or loss. On derecognition, the cumulative gain or loss
recognised in other comprehensive income is reclassiéd from equity into pro´t or loss. Interest
calculated for a debt instrument using the effective interest method is recognised in pro´t or loss.
All ńancial assets are subject to review for impairment.
Financial liabilities
All ńancial liabilities are subsequently measured at amortised cost.
Financial liabilities are classiéd as current liabilities, except for those having maturity dates later than 12
months after the end of the reporting period which are classiéd as non-current.
3.7.3
Financial guarantee contracts
A ńancial guarantee contract is a contract that requires the issuer to make speciéd payments to reimburse
the holder for a loss it incurs because a speciéd debtor fails to make payment when due in accordance with
the terms of a debt instrument.
Financial guarantee contracts are recognised initially as a liability at fair value, net of transaction costs.
Subsequent to initial recognition, ńancial guarantee contracts are recognised as income in statement of
comprehensive income over the period of the guarantee. If the debtor fails to make payment relating to
ńancial guarantee contract when it is due and the Group, as the issuer, is required to reimburse the holder
for the associated loss, the liability is measured at the higher of the best estimate of the expenditure required
to settle the present obligation at the reporting date and the amount initially recognised less cumulative
amortisation.
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3.7.4
Offsetting of ńancial instruments
Financial assets and ńancial liabilities are offset and the net amount is reported in the statement of ńancial
position if, and only if, there is currently a legally enforceable right to offset the recognised amounts and
there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously.
3.7.5
Derecognition
A ńancial asset or part of it is derecognised, when and only when the contractual rights to the cash µows
from the ńancial asset expire or the ńancial asset is transferred to another party without retaining control or
substantially all risks and rewards of the asset. On derecognition of a ńancial asset, the difference between
the carrying amount and the sum of the consideration received (including any new asset obtained less any
new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in
the pro´t or loss.
A ńancial liability or a part of it is derecognised when, and only when, the obligation speciéd in the contract
is discharged or cancelled or expired. On derecognition of a ńancial liability, the difference between the
carrying amount of the ńancial liability extinguished or transferred to another party and the consideration
paid, including any non-cash assets transferred or liabilities assumed, is recognised in pro´t or loss.
3.8
Impairment of Financial Assets
All ńancial assets (except for ńancial assets categorised as fair value through pro´t or loss and investment
in subsidiaries) are assessed at the end of each reporting period whether there is any objective evidence
of impairment as a result of one or more events having an impact on the estimated future cash µows of
the asset. Losses expected as a result of future events, no matter how likely, are not recognised. For an
investment in an equity instrument, a signićant or prolonged decline in the fair value below its cost is an
objective evidence of impairment.
An impairment loss in respect of loans and receivables is recognised in pro´t or loss and is measured as
the difference between the asset’s carrying amount and the present value of estimated future cash µows
discounted at the asset’s original effective interest rate. The carrying amount of the asset is reduced through
the use of an allowance account.
An impairment loss in respect of available-for-sale ńancial assets is recognised in pro´t or loss and is
measured as the difference between the asset’s acquisition cost (net of any principal repayment and
amortisation) and the asset’s current fair value, less any impairment loss previously recognised. Where a
decline in the fair value of an available-for-sale ńancial asset has been recognised in other comprehensive
income, the cumulative loss in other comprehensive income is reclassiéd from equity to pro´t or loss.
An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in pro´t or
loss and is measured as the difference between the ńancial asset’s carrying amount and the present value
of estimated future cash µows discounted at the current market rate of return for a similar ńancial asset.
Impairment losses recognised in pro´t or loss for an investment in an equity instrument classiéd as availablefor-sale is not reversed through pro´t or loss.
3.9
Cash and Cash Equivalents
Cash and cash equivalents comprise cash at bank and on hand, demand deposits and short term highly liquid
investments that are readily convertible to known amount of cash and which are subject to an insignićant
risk of changes in value, against which bank overdraft balances, if any, are deducted.
3.10
Inventories
Inventories are stated at the lower of cost and net realisable value.
Cost represents the invoiced value of goods purchased, and is determined on the ´rst-in, ´rst-out basis.
Net realisable value represents the estimated selling price in the ordinary course of business less the
estimated costs necessary to make the sale.
3.11
Non-current Assets Held for Sale
Non-current assets are classiéd as held for sale if their carrying amount will be recovered principally
through a sale transaction rather than through continuing use. This condition is regarded as met only when
the sale is highly probable and the asset is available for immediate sale in its present condition subject only
to terms that are usual and customary.
Immediately before classićation as held for sale, the measurement of the non-current assets is brought upto-date in accordance with applicable MFRS. Then, on initial classićation as held for sale, non-current assets
are measured at the lower of carrying amount and fair value less costs to sell.
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3.12
Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it is
probable that an outµow of resources embodying economic bene´ts will be required to settle the obligation,
and a reliable estimate of the amount can be made. Provisions are reviewed at the end of each reporting
period and adjusted to reµect the current best estimate. Where the effect of the time value of money is
material, the amount of a provision is the present value of the expenditure expected to be required to settle
the obligation.
3.13
Income Recognition
Revenue is recognised to the extent that it is probable that the economic bene´ts will µow to the Group and
to the Company and when the revenue can be reliably measured on the following bases:
(i)
Sale of goods
Revenue from sale of goods is measured at the fair value of the consideration received or receivable,
net of returns and discounts and is recognised when the signićant risks and rewards of ownership
have been transferred to the customers.
(ii)
Rental income
Rental income is recognised on a time proportion basis over the lease term.
(iii)
Dividend income
Dividend income is recognised when the Group’s or the Company’s right to receive payment is
established.
(iv)
Management fee
Management fee is recognised on an accrual basis when services are rendered.
(v)
Interest income
Interest income is recognised on a time proportion basis using the applicable effective interest rate.
(vi)
Revenue on award credits
Revenue on award credits is recognised based on the number of award credits that have been
redeemed in exchange for free or discounted goods, relative to the total number of award credits
expected to be redeemed.
3.14
Employee Bene´ts
Short term bene´ts
Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in which
the associated services are rendered by employees of the Group. Short term accumulating compensated
absences such as paid annual leave are recognised when services are rendered by employees that increase
their entitlement to future compensated absences, and short term non-accumulating compensated absences
such as sick leave are recognised when the absences occur.
Deńed contribution plans
As required by law, companies in Malaysia make contributions to the national pension scheme, the Employees
Provident Fund (“EPF”). Such contributions are recognised as an expense as incurred.
3.15
Borrowings Costs
Borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset are
capitalised during the period of time that is necessary to complete and prepare the asset for its intended
use or sale. Capitalisation of borrowing costs commences when the activities to prepare the asset for its
intended use or sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs
are capitalised until the assets are substantially completed for their intended use or sale.
Other borrowing costs are recognised as expenses in the period in which they are incurred. Borrowing costs
consist of interest and other costs that the Group incurred in connection with the borrowing of funds.
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3.16
Income Tax
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in
pro´t or loss except to the extent that it relates to a business combination or items recognised directly in
equity or other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the ńancial year,
using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to
tax payable in respect of previous years.
Deferred tax is recognised using the liability method, providing for temporary differences between the
carrying amounts of assets and liabilities in the statement of ńancial position and their tax bases. Deferred
tax is not recognised for the following temporary differences: the initial recognition of goodwill, the initial
recognition of assets or liabilities in a transaction that is not a business combination and that affects neither
accounting nor taxable pro´t or loss. Deferred tax is measured at the tax rates that are expected to be
applied to the temporary differences when they reverse, based on the laws that have been enacted or
substantively enacted by the end of the reporting period.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or
on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax
assets and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable pro´ts will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each
reporting period and are reduced to the extent that it is no longer probable that the related tax bene´t will
be realised.
Unutilised reinvestment allowance and investment tax allowance, being tax incentives that is not a tax base
of an asset, is recognised as a deferred tax asset to the extent that it is probable that future taxable pro´ts
will be available against which the unutilised tax incentive can be utilised.
3.17
Goods and Services Tax
Goods and Services Tax (“GST”) is a consumption tax based on the value-added concept. GST is imposed on
goods and services at every production and distribution stage in the supply chain including importation of
goods and services, at the applicable tax rate of 6%. Input tax that a company pays on business purchases
is offset against output tax.
Revenue, expenses and assets are recognised net of GST except:
•
where the GST incurred in a purchase of asset or service is not recoverable from the authority, in which
case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item
as applicable; and
•
receivables and payables that are stated with GST inclusive.
The net GST recoverable from, or payable to, the taxation authority is included as part of receivables or
payables in the statements of ńancial position.
3.18
Foreign Currency
Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of the Group entities
at exchange rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are
translated to the functional currency at the exchange rate at that date.
Non-monetary assets and liabilities measured at historical cost in a foreign currency at the end of the
reporting period are translated to the functional currency at the exchange rate at the date of the transaction
except for those measured at fair value shall be translated at the exchange rate at the date when the fair
value was determined.
Exchange differences arising from the settlement of foreign currency transactions and from the translation
of foreign currency monetary assets and liabilities are recognised in pro´t or loss.
Exchange differences arising on the translation of non-monetary items carried at fair value are included in
pro´t or loss for the period except for the differences arising on the translation of non-monetary items in
respect of which gains or losses are recognised directly in other comprehensive income.
73
ANNUAL REPORT 2015
252670-P
252670-P
Foreign operations
The assets and liabilities of foreign operations are translated to RM at exchange rates at the end of the
reporting period. The income and expenses of foreign operations are translated to RM at exchange rates at
the dates of the transactions.
Exchange differences are recognised in other comprehensive income and accumulated in the foreign
translation reserve (“FTR”) in equity. However, if the operation is a non-wholly owned subsidiary, then the
relevant proportionate share of the translation difference is allocated to the non-controlling interests. When
a foreign operation is disposed of such that control, the signićant inµuence or joint control is lost, the
cumulative amount in the FTR related to the foreign operation is reclassiéd to pro´t or loss as part of the
pro´t or loss on disposal.
When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation, the
relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group
disposes of only part of its investment in an associate or joint venture that includes a foreign operation
while retaining signićant inµuence or joint control, the relevant proportion of the cumulative amount is
reclassiéd to pro´t or loss.
In the consolidated ńancial statements, when settlement of a monetary item receivable from or payable to
a foreign operation is neither planned nor likely in the foreseeable future, foreign exchange gains and losses
arising from such a monetary item are considered to form part of a net investment in a foreign operation and
are recognised in other comprehensive income, and are presented in the FTR in equity.
3.19
Share Capital, Share Issuance Expenses and Dividends
An equity instrument is any contract that evidences a residual interest in the assets of the Company after
deducting all of its liabilities. Ordinary shares are equity instruments.
Share capital represents the nominal value of shares that have been issued.
Dividends on ordinary shares are accounted for in shareholder’s equity as an appropriation of retained
pro´ts and recognised as a liability in the period in which they are declared.
Share premium includes any premiums received upon issuance of share capital. Any transaction costs
associated with the issuing of shares are deducted from share premium, net of any related income tax
bene´ts.
Costs directly attributable to the issuance of instruments classiéd as equity are recognised as a deduction
from equity.
3.20
Segment Reporting
An operating segment is a component of the Group that engages in business activities from which it may
earn revenue and incur expenses, including revenues and expenses that relate to transactions with any of
the Group’s other components. An operating segment’s operating results are reviewed regularly by the chief
operating decision maker, which in this case are the Executive Directors of the Group, to make decisions
about resources to be allocated to the segment and assess its performance, and for which discrete ńancial
information is available.
3.21
Contingencies
Where it is not probable that an inµow or an outµow of economic bene´ts will be required, or the amount
cannot be estimated reliably, the asset or the obligation is not recognised in the statements of ńancial
position and is disclosed as a contingent asset or contingent liability, unless the probability of inµow or
outµow of economic bene´ts is remote. Possible obligations, whose existence will only be con´rmed by
the occurrence or non-occurrence of one or more future events, are also disclosed as contingent assets or
contingent liabilities unless the probability of inµow or outµow of economic bene´ts is remote.
3.22
Customer Loyalty Award
The Group operates loyalty programme which allows customers to accumulate points when they purchase
products in the Group’s stores. The points can be redeemed for free or discounted goods from the Group’s
stores.
The Group allocates consideration received from the sale of goods to the goods sold and the points issued
that are expected to be redeemed.
The consideration allocated to the points issued is measured at the fair value of the points. It is recognised
as a liability (deferred revenue) in the statement of ńancial position and recognised as revenue when the
points are redeemed, have expired or are no longer expected to be redeemed. The amount of revenue
recognised is based on the number of points that have been redeemed, relative to the total number expected
to be redeemed.
74
ANNUAL REPORT 2015
PROPERTY, PLANT AND EQUIPMENT
GROUP
2015
Freehold
land
and
buildings
RM’000
Leasehold
land
RM’000
Leasehold
buildings
RM’000
Furniture,
´xtures
and
´ttings
RM’000
Machinery
and
equipment
RM’000
Motor
vehicles
RM’000
Renovation
RM’000
Capital
work in
progress
RM’000
Total
RM’000
At Cost
365,229
22,682
57,1 50
205,873
180, 1 1 9
9,636
159,383
756
1,000,828
Additions
-
-
-
657
4,1 1 1
5
1,564
10
6,347
Disposals
-
-
-
-
-
Written off
Reclassićation
Foreign currency translation
-
-
43,870
148
(995)
(5 1 1 )
(142,1 4 1 )
(415)
(2,139)
60,877
(945)
(1 33)
(579)
(3)
1,557
(1,360)
-
(2,786)
67
(37,196)
-
-
-
-
134
-
-
242
376
409,099
22,830
56,1 5 5
63,878
242,687
7,984
162,5 01
1,075
966,209
36,685
2,798
23,826
159,371
174,754
8,449
115,279
-
521,162
5,502
329
2,547
2,972
1 2, 1 1 8
485
8,928
-
32,881
Disposals
-
-
-
Written off
-
-
-
62,264
62
Balance at end
Accumulated depreciation
Current charge
Reclassićation
(2,846)
(500)
(105,1 3 8)
(404)
(945)
-
-
(1,349)
(2, 1 1 6)
(1 33)
(3)
-
(2,752)
10,224
(481)
(1 ,2 81)
-
(37,196)
-
-
-
-
120
-
-
-
120
Balance at end
104,451
3,1 8 9
23,527
56,705
194,696
7,375
122,923
-
5 1 2 ,866
Carrying amount
304,648
1 9,641
32,628
7,173
47,991
609
39,578
1,075
453,343
365,229
22,682
58, 1 3 9
204,75 1
17 1 ,481
10,057
137,054
1,220
970,613
-
-
-
1,794
13,981
-
22,336
1 29
38,240
2014
At Cost
Additions
Disposals
-
-
Written off
-
-
Reclassićation
-
-
-
(7)
Reversal
-
-
-
-
(20)
-
-
-
(20)
Disposal of a subsidiary
-
-
-
-
(22)
-
-
-
(22)
Balance at end
(989)
(54)
(3,704)
(6 1 1)
(2,204)
605
(421)
-
-
(4,179)
-
(7)
-
(3,811)
-
-
(598)
-
-
-
-
-
2
-
-
5
7
365,229
22,682
57,1 50
205,873
180, 1 1 9
9,636
159,383
756
1,000,828
31 ,1 8 3
2,470
2 1 ,5 1 3
156,424
166,896
8,346
104,379
-
491, 2 1 1
5,502
328
2,563
3,502
1 3,649
524
10,905
-
36,973
(39)
(3,686)
(42 1 )
(5 1 1)
(2, 1 1 1 )
Current charge
Disposals
-
-
Written off
-
-
Reclassićation
-
-
Disposal of a subsidiary
-
-
-
-
Balance at end
Carrying amount
(250)
-
-
-
(4,146)
-
(6)
-
(2,878)
(5)
4
-
1
-
-
-
-
(1)
-
-
-
(1)
-
-
3
-
-
-
3
36,685
2,798
23,826
159,37 1
174,754
8,449
1 1 5, 279
-
5 2 1 , 1 62
328,544
19,884
33,324
46,502
5,365
1 , 1 87
44, 1 0 4
756
479,666
75
ANNUAL REPORT 2015
4.
252670-P
252670-P
COMPANY
Leasehold
buildings
RM’000
Leasehold
land
RM’000
Furniture,
´xtures
and
´ttings
RM’000
Equipment
RM’000
Motor
vehicles
RM’000
Renovation
RM’000
Total
RM’000
2015
At cost
18,409
11,561
3,271
2,889
376
5,045
41, 5 5 1
-
-
5
20
-
273
298
18,409
1 1, 561
3,276
2,909
376
5,318
41,849
1,852
1,326
2,018
1,901
375
2,561
10,033
Current charge
293
231
200
1 56
-
405
1, 2 8 5
Balance at end
2,145
1,557
2, 218
2,057
375
2,966
1 1, 3 1 8
16,264
10,004
1,058
852
1
2,352
30, 5 3 1
Additions
Balance at end
Carrying amount
2014
At cost
18,409
11,561
3,274
2,889
751
4,921
41,805
Additions
-
-
2
20
-
124
146
Disposal
-
-
-
-
Written off
-
-
(5)
-
Reversal
-
-
-
18,409
11,561
3,271
1,559
1,095
293
231
Disposal
-
Written off
Balance at end
(375)
-
(37 5)
-
-
( 5)
-
-
(2 0)
2,889
376
5,045
41 , 5 5 1
1,814
1,753
750
2,180
9, 1 5 1
206
148
-
381
1,259
-
-
-
-
-
(2)
-
1,852
1,326
2,018
16,557
10,235
1,253
(20)
Current charge
Balance at end
Carrying amount
76
ANNUAL REPORT 2015
( 375)
-
( 3 7 5)
-
-
( 2)
1,901
375
2,561
10,033
988
1
2,484
31 , 5 1 8
(i)
The carrying amounts of property, plant and equipment charged to licensed banks for banking facilities
granted to the Group and to the Company are as follows:
GROUP
2015
RM’000
Freehold land and buildings
(ii)
5.
COMPANY
2014
RM’000
298,914
2015
RM’000
2014
RM’000
305,339
-
-
Leasehold land
1 6 ,884
1 7,275
16,264
16,557
Leasehold buildings
1 0 ,3 0 1
10,665
10,004
10,235
326,099
333,279
26,268
26,792
The title deeds for certain leasehold land of the Group with a total carrying amount of RM2,586,460 (2014:
RM2,605,746) have yet to be issued by the relevant authorities.
INVESTMENT PROPERTIES
GROUP
Freehold
land and
buildings
RM’000
Leasehold
land and
buildings
RM’000
Total
RM’000
2015
At cost
61,393
2,070
63,463
Balance at begining
1,640
59
1,699
Current charge
547
19
566
Balance at end
2 , 1 87
78
2,265
59,206
1,992
61,1 9 8
61,393
7,8 6 6
69,259
(5,796)
( 5,796)
61,393
2,070
63,463
1,093
186
1,279
Carrying amount
2014
At cost
Disposals
Balance at end
-
Current charge
547
Disposals
Balance at end
Carrying amount
-
93
640
(220)
(220)
1,640
59
1,699
59,753
2,0 1 1
6 1 ,764
77
ANNUAL REPORT 2015
252670-P
252670-P
The carrying amounts of properties charged to licensed banks for banking facilities granted to the Group are as
follows:
GROUP
2015
RM’000
2014
RM’000
56,878
57,404
The title deeds for certain leasehold land and buildings of the Group with carrying amount of RM420,911 (2014:
RM426,307) have yet to be issued by the relevant authorities.
Fair value information
Fair value of investment properties are categorised as follows:
Level 1
RM’000
Level 2
RM’000
Level 3
RM’000
2015
-
72,6 1 8
-
Leasehold land and buildings
-
6,290
-
-
77,560
-
Leasehold land and buildings
-
6,200
-
2014
Policy on transfer between levels
The fair value of an asset to be transferred between levels is determined as at the date of the event or change in
circumstances that caused the transfer. There were no transfers between Level 1 and Level 2 during the ńancial
year.
Level 2 fair value
Level 2 fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for
the investment properties, either directly or indirectly.
Level 2 fair values of the above properties have been generally derived using the sales comparison approach. Sales
prices of comparable properties in close proximity are adjusted for differences in key attributes such as property
size. The most signićant input into this valuation approach is price per square foot of comparable properties.
6.
INVESTMENT IN SUBSIDIARIES
COMPANY
2015
RM’000
Unquoted shares, at cost
2014
RM’000
388,437
388,437
(29,814)
(26,448)
-
(3,366)
(29,814)
(29,814)
358,623
358,623
Less : Accumulated impairment loss
Current year
Balance at end
78
ANNUAL REPORT 2015
The details of the subsidiaries, all of which are incorporated in Malaysia, except where indicated are as follows:
Name of Subsidiaries
Effective Equity Interest
2015
2014
%
%
The Store (Malaysia) Sdn. Bhd.
100
100
Operation of department
stores and supermarkets.
Milimewa Superstore Sdn. Bhd.
100
100
Operation of department
stores and supermarkets.
Larut Matang Supermarket Holdings Berhad
100
100
Investment holding.
The Store Holdings Sdn. Bhd.
100
100
Investment holding.
The Store (Terengganu) Sdn. Bhd.
100
100
Inactive.
Taiping Supermarket Holdings Sdn. Bhd.
100
100
Investment holding.
Gold Shopping Centre Holdings Sdn. Bhd.
100
100
Investment holding.
Summit Superstore Holdings Sdn. Bhd.
100
100
Investment holding.
The Store Properties Sdn. Bhd.
100
100
Investment holding.
The Store (Kelantan) Sdn. Bhd.
100
100
Investment holding.
The Store Card Sdn. Bhd.
100
100
Provision of strategic
incentive marketing
solutions and customers
loyalty schemes to related
companies.
TS Retail Systems Sdn. Bhd.
100
100
IT and computer related
services.
TS Universal Trading Sdn. Bhd.
100
100
Trading in general goods.
Yangtze Corporation Sdn. Bhd.
95
95
Inactive.
Pacić Hypermarket Group Sdn. Bhd.
100
100
Investment holding.
Visual Utama Sdn. Bhd.
100
100
Inactive.
Delsinar Sdn. Bhd.
100
100
Investment holding.
Nilai Hikmat Sdn. Bhd.
100
100
Investment holding.
* TS Universal International Co. Ltd
(Incorporated in British Virgin Islands)
100
100
Investment holding.
The Store (Kemaman) Sdn. Bhd.
100
100
Inactive.
The Store (Seremban) Sdn. Bhd.
100
100
Inactive.
The Store (Kluang) Sdn. Bhd.
100
100
Inactive.
The Store (Muar) Sdn. Bhd.
100
100
Inactive.
The Store (Mentakab) Sdn. Bhd.
100
100
Inactive.
The Store (Taman Tun Aminah) Sdn. Bhd.
100
100
Inactive.
The Store (Klang) Sdn. Bhd.
100
100
Inactive.
79
ANNUAL REPORT 2015
252670-P
252670-P
80
2015
2014
%
%
The Store (Central Square) Sdn. Bhd.
100
100
Inactive.
The Store (Kampar Road) Sdn. Bhd.
100
100
Inactive.
The Store (Kuantan Parade) Sdn. Bhd.
100
100
Inactive.
The Store (Bentong) Sdn. Bhd.
100
100
Inactive.
The Store (Subang) Sdn. Bhd.
100
100
Inactive.
The Store (Port Dickson) Sdn. Bhd.
100
100
Inactive.
The Store (Bukit Pasir) Sdn. Bhd.
100
100
Inactive.
The Store (Kangar) Sdn. Bhd.
100
100
Inactive.
The Store (Darul Naim) Sdn. Bhd.
100
100
Inactive.
Fajar Retail Enterprise Sdn. Bhd.
100
100
Investment holding.
Fajar Departmental Store & Supermarket
(Sg. Besar) Sdn. Bhd.
100
100
Investment holding.
Fajar Supermarket Sdn. Bhd.
100
100
Investment holding.
Fajar Supermarket (Upper Perak) Sdn. Bhd.
100
100
Investment holding.
Berkat Apparel Sdn. Bhd.
100
100
Inactive.
Berkat Marketing Sdn. Bhd.
100
100
Inactive.
Berkat Merchandising & Services Sdn. Bhd.
100
100
Inactive.
Koaling Development Sdn. Bhd.
100
100
Inactive.
Sungei Perak Supermarket Sdn. Bhd.
100
100
Investment holding.
Berkat Supermarket Sdn. Bhd.
100
100
Inactive.
Dindings Supermarket Sdn. Bhd.
100
100
Inactive.
Fajar Supermarket (Melaka) Sdn. Bhd.
100
100
Inactive.
Fajar Supermarket (Butterworth) Sdn. Bhd.
100
100
Investment holding.
Kuala Kangsar Supermarket Sdn. Bhd.
100
100
Inactive.
Larut Matang Supermarket (Taiping) Sdn. Bhd.
100
100
Inactive.
Berkat Garments Sdn. Bhd.
100
100
Inactive.
ANNUAL REPORT 2015
2015
2014
%
%
Fajar Merchandising & Services Sdn. Bhd.
100
100
Inactive.
The Store (Johore Bahru) Sdn. Bhd.
100
100
Investment holding.
Tanjung Segi Sdn. Bhd.
100
100
Investment holding.
67
67
Inactive.
Murai Perdana Sdn. Bhd.
100
100
Investment holding.
The Store (Malacca) Sdn. Bhd.
100
100
Investment holding.
The Store (Batu Pahat) Sdn. Bhd.
100
100
Inactive.
The Store (Pusat K.T.) Sdn. Bhd.
100
100
Inactive.
Taiping Corporation Sdn. Bhd.
100
100
Investment holding.
The Store (Taiping) Sdn. Bhd.
100
100
Investment holding.
The Store (NS) Sdn. Bhd.
100
100
Investment holding.
Arglye Sdn. Bhd.
100
100
Inactive.
The Store (Summit Parade) Sdn. Bhd.
100
100
Inactive.
The Store (Sungai Petani) Sdn. Bhd.
100
100
Investment holding
Pacić Hypermarket Properties Sdn. Bhd.
100
100
Investment holding
Bigever Properties Sdn. Bhd.
100
100
Investment holding
Pacić Hypermarket & Departmental Store
Sdn. Bhd.
100
100
Investment holding and
operation of department
store and hypermarkets.
Pacić Bowling Sdn. Bhd.
100
100
Manage and operate of
bowling centre.
Pacić Department Store Sdn. Bhd.
100
100
Inactive.
100
100
Investment holding.
Sungei Besar Supermarket Sdn. Bhd.
100
100
Inactive.
Bintang Aspek (M) Sdn. Bhd.
100
100
Investment holding.
The Store (Johor Jaya) Sdn. Bhd.
100
100
Inactive
Cotler Sdn. Bhd.
92
92
Inactive.
The Store (Taiping Jaya) Sdn. Bhd.
100
100
Inactive.
The Store (Tampin) Sdn. Bhd.
100
100
Inactive.
The Store (Taman Kok Lian) Sdn. Bhd.
100
100
Inactive.
TS Universal Brands Sdn. Bhd.
100
100
Trading in general goods.
The Store (Kota Bahru) Sdn. Bhd.
100
100
Inactive.
Universal Retail Academy Sdn. Bhd.
100
100
Training and development.
Pacić Hypermarket (Prai) Sdn. Bhd.
100
100
Inactive.
Formyarn Sdn. Bhd.
* Universal Retail Group Ltd
(Incorporated in Cayman Islands)
81
ANNUAL REPORT 2015
252670-P
252670-P
2015
2014
%
%
100
100
Inactive.
* TS Universal Retail Ltd
(Incorporated in British Virgin Islands)
100
100
Investment holding.
* Universal Retail Holdings Ltd
(Incorporated in Hong Kong)
100
100
Investment holding.
* Jurus Kota Sdn. Bhd.
100
100
Investment holding.
* Shanghai Universal Retail Limited
(Incorporated in People’s Republic of
China)
100
100
Inactive.
* Universal Retail (Jiaxing) Limited
(Incorporated in People’s Republic of
China)
100
100
Inactive.
* Universal Retail Limited
(Incorporated in Hong Kong)
100
100
Inactive.
Pacić Department Store (Prai) Sdn. Bhd.
* Not audited by Grant Thornton.
7.
OTHER INVESTMENTS
GROUP
2015
RM’000
2014
RM’000
Available-for-sale ńancial assets
Shares quoted in Malaysia, at fair value
15
14
5
5
20
19
15
14
Unquoted shares, at cost
Market value of quoted shares
8.
INTANGIBLE ASSETS
GROUP
2015
RM’000
2014
RM’000
Goodwill
At Cost
11, 311
11, 3 1 1
Less: Accumulated impairment loss
(2,992)
(2,992)
8,319
8,3 1 9
Carrying amount
82
ANNUAL REPORT 2015
Impairment test on goodwill
Goodwill arising from business combinations has been allocated to its business segment as its cash generating units
(CGUs).
For annual impairment testing purposes, the recoverable amount of the CGUs is determined based on its valuein-use, which applies a discounted cash µow model using cash µow projections based on ńancial budget and
projections approved by management.
No impairment loss is required for the goodwill as its recoverable amount is in excess of its carrying amount.
The key assumptions on which the management has based on for the computation of value-in-use are as follows:
(i)
Budgeted gross margin
The basis used to determine the value assigned to the budgeted gross margins is the average gross
margin achieved in the period immediately before the budgeted period adjusted for expected efćiency
improvement, market and economic conditions and internal resource efćiency, where applicable.
(ii)
Revenue
The revenue used to calculate the cash inµows from operations was determined after taking into consideration
the historical sales and expected growth rates of the relevant industry which the CGUs are exposed. Values
assigned are consistent with the external sources of information.
(iii)
Discount rate
The discount rate applied to the cash µow projections is based on the weighted average cost of capital rate
of the Group.
Sensitivity to changes in assumptions
With regard to the assessment of value-in-use of all CGUs, management believes that no reasonable change in any
of the above key assumptions would cause the carrying value of the units to materially exceed their recoverable
amounts.
9.
DEFERRED TAX
Deferred tax assets:
GROUP
2015
RM’000
2014
RM’000
893
1,049
Transfer to pro´t or loss
(151)
(156)
Balance at end
742
893
The deferred tax assets are represented by deductible temporary differences arising from deferred revenue.
Deferred tax liabilities:
GROUP
Under provision in prior year
Balance at end
COMPANY
2015
RM’000
2014
RM’000
2015
RM’000
3 1 ,892
31,755
166
(1,800)
(1,492)
(4)
2014
RM’000
178
(1 2 )
30,0 9 2
30,263
162
166
564
1,629
-
-
30,656
31,892
162
166
83
ANNUAL REPORT 2015
252670-P
252670-P
The deferred tax liabilities are represented by taxable temporary differences arising from:
GROUP
- Previous fair value adjustment to the properties
of subsidiaries
- Previous revaluation surplus of freehold building
- Property, plant and equipment
COMPANY
2015
RM’000
2014
RM’000
2015
RM’000
2014
RM’000
876
876
-
-
21,783
22,054
-
-
7,997
8,962
162
166
30,656
31,892
162
166
Deferred tax assets not recognised
As at the end of the reporting period, the Group has not recognised deferred tax assets arising from the following
deductible/(taxable) temporary differences as it is not probable that future taxable pro´t will be available against
which they can be utilised:
GROUP
2015
RM’000
2014
RM’000
- Unabsorbed tax losses
7,274
6,482
- Unabsorbed capital allowances
4,447
4,223
(720)
11,001
10.
(731)
9,974
TRADE AND OTHER RECEIVABLES
GROUP
COMPANY
2015
RM’000
2014
RM’000
2015
RM’000
2014
RM’000
4,319
2,8 5 0
-
-
-
-
Trade receivables (Note 10.1)
Gross amount
Less : Impairment losses
1,083
1,007
-
-
Current year
87
76
-
-
Reversal
(2)
-
-
-
(1,083)
-
-
3,1 5 1
1,767
-
-
1 7 , 652
22,635
-
-
1,584
-
-
-
-
1,584
-
-
-
-
-
-
-
-
-
Balance at end
Other receivables (Note 10.2)
(1,1 68)
Less : Impairment losses
Current year
Written off
( 1,584)
Balance at end
Deposits
Prepayments
GST receivable
Total trade and other receivables
84
ANNUAL REPORT 2015
-
(1,584)
1 7 , 652
21,051
30, 2 1 4
27, 1 0 0
9
9
5,276
5,445
20
-
2,915
-
8
-
56,057
53,596
37
9
5 9 , 208
55,363
37
9
10.1
Trade receivables
Trade receivables represent amounts due from credit cards issuing banks arising from the sale of goods
to customers and tenants and are generally on 3 to 60 days (2014: 3 to 120 days) credit terms. They are
recognised at their original invoice amounts which represent their fair values on initial recognition.
10.2
Other receivables
The currency pro´le of the Group’s other receivables is as follows:
2015
RM’000
2014
RM’000
Ringgit Malaysia
11.
13,767
18,127
Chinese Renminbi
2,964
2,238
Hong Kong Dollar
921
686
17,652
21,051
AMOUNT DUE FROM/TO SUBSIDIARIES
The amount due from/to subsidiaries represents unsecured advances which is interest free and is repayable on
demand, except for a receivable amount of RM95,354,078 (2014: RM121,530,636) which earns an interest at 5.5%
(2014: 8%) per annum.
12.
DEPOSITS WITH LICENSED BANKS
GROUP
2015
RM’000
2014
RM’000
Unencumbered
- Repo
- Fixed deposits
35,800
600
105,579
145,995
141,379
146,595
The effective interest rates and maturities of the deposits as at the end of the reporting period are as follows:
GROUP
Interest rates per annum (%)
Maturities (days)
13.
2015
2014
2.80 to 3.75
2.60 to 3.50
1 to 31
1 to 365
CASH AND BANK BALANCES
The currency pro´le of the Group’s cash and bank balances is as follows:
2015
RM’000
2014
RM’000
19,244
37,323
Chinese Renminbi
3
13
Hong Kong Dollar
1
3
19,248
37,339
Ringgit Malaysia
85
ANNUAL REPORT 2015
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14.
SHARE CAPITAL
Number of
ordinary shares of
RM1 each
2015
RM’000
15.
2014
RM’000
Amount
2015
RM’000
2014
RM’000
Authorised
88,000
88,000
88,000
88,000
Issued and fully paid
68,504
68,504
68,504
68,504
FOREIGN TRANSLATION RESERVE
This is in respect of foreign exchange differences on translation of the ńancial statements of foreign subsidiaries.
16.
RETAINED PROFITS
The franking of dividends of the Company is under the single tier system and therefore there is no restriction on the
Company to distribute dividends subject to the availability of retained pro´ts.
17.
DEFERRED REVENUE
GROUP
2015
RM’000
2014
RM’000
3 , 720
4,196
Additions during the year
1,275
1 ,6 2 5
(1,904)
(2 , 1 0 1 )
Balance at end, expiring within three/two years
3 ,0 9 1
3,720
Less: Outstanding balance due not later than one year
(1,596)
(1,828)
1,495
1,892
Outstanding balance due later than one year but not later than three/ two years
The Group operates the loyalty programme which allows customers to accumulate points when they purchase
products in the Group’s stores. The points can be redeemed for free or for discounted goods from the Group’s
stores.
Deferred revenue represents consideration received from the sale of goods that is allocated to the points issued
under the loyalty programme that are expected to be redeemed but are still outstanding as at the end of the
reporting period.
18.
BORROWINGS
GROUP
COMPANY
2015
RM’000
2014
RM’000
2015
RM’000
2014
RM’000
86,821
114,938
81,855
109,796
28,112
28,103
27,941
27,941
Non-current liabilities
Secured:
Bank term loans
Current liabilities
Secured:
Bank term loans
The bank term loans are secured by way of:
(i)
(ii)
86
Legal charges over certain freehold and leasehold properties of certain subsidiaries and of the Company, and
Corporate guarantee of the Company and of a subsidiary.
ANNUAL REPORT 2015
A summary of the effective interest rates and the maturities of the borrowings are as follows:
Average
effective
interest rate
per annum
(%)
Total
RM’000
Within
one year
RM’000
More than
one year and
less than two
years
RM’000
More than
two years and
less than ´ve
years
RM’000
More than
´ve years
RM’000
GROUP
2015
Bank term loans
5.05 to 5.40
114,933
28,1 1 2
28,121
50,493
8,207
5.05 to 5.44
143,0 4 1
28,103
28,1 1 2
77,605
9,2 2 1
5.35 to 5.40
109,796
27,941
27,941
49,894
4,020
5.32 to 5.44
137,7 3 7
27,941
27,941
77,037
4, 8 1 8
2014
Bank term loans
COMPANY
2015
Bank term loans
2014
Bank term loans
19.
TRADE AND OTHER PAYABLES
GROUP
COMPANY
2015
RM’000
2014
RM’000
Trade payables (Note 19.1)
325,527
339,574
-
-
Other payables (Note 19.2)
25,662
33,197
333
352
Accruals (Note 19.3)
16,745
17,194
612
687
Deposits
10, 8 1 3
9,904
-
-
362
-
-
-
379,109
399,869
945
1,039
GST payable
19.1
2015
RM’000
2014
RM’000
Trade payables
Trade payables represent amounts outstanding for trade purchases. They are non-interest bearing and are
normally settled within 7 to 150 days (2014: 7 to 150 days) credit terms.
19.2
Other payables
The currency pro´le of the Group’s other payables is as follows:
2015
RM’000
2014
RM’000
24,584
32,403
1,078
794
25,662
33,1 9 7
Ringgit Malaysia
Chinese Renminbi
87
ANNUAL REPORT 2015
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19.3
Accruals
The currency pro´le of the Group’s accruals is as follows:
Ringgit Malaysia
2015
RM’000
2014
RM’000
16,717
17,1 75
Hong Kong Dollar
15
11
US Dollar
13
8
16,745
17,194
20. REVENUE
GROUP
2015
RM’000
2014
RM’000
1,625,693
1,750,482
-
-
Dividend income
4
5
7,200
40,000
Management fees
-
-
3,003
2,840
9,630
17,212
-
-
1,635,327
1,767,699
10,203
42,840
Sale of goods net of discounts
Rental income from investment properties
21.
COMPANY
2015
RM’000
2014
RM’000
COST OF SALES
GROUP
Cost of goods sold
Direct operating costs relating to rental generating investment properties
88
ANNUAL REPORT 2015
2015
RM’000
2014
RM’000
1,288,635
1,396,787
1,370
1,447
1,290,005
1,398,234
22. PROFIT BEFORE TAX
This is arrived at:
GROUP
2015
RM’000
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
After charging/(crediting):
Auditors’ remuneration
- Audit fee
Company’s auditors
- Current year
- under provision in prior year
Other auditors
52 5
525
33
33
3
25
-
3
39
30
-
-
20
3
-
-
- Non-audit fees
Company’s auditors
Bad debts
1
-
-
4,929
Debts waived by a subsidiary
-
-
-
(6,836)
32,8 8 1
36,9 7 3
1,285
1,259
566
640
-
-
Depreciation of:
- property, plant and equipment
- investment properties
Directors’ remuneration for non-executive directors
- allowance
- fees
63
63
63
63
169
172
1 33
1 36
-
(1,055)
-
-
Gain on disposal of investment properties
-
(1 2 3)
-
-
Gain on disposal of property, plant and equipment
Gain on disposal of a subsidiary
Gross dividends from other investments
(1 4)
(7)
-
(5)
-
-
-
(4,400)
(4)
(5)
-
-
Gross dividends from unquoted subsidiaries
-
-
Impairment loss on investment in subsidiaries
-
-
-
3,366
87
1,660
-
-
Impairment loss on receivables
(7,200)
(40,000)
Interest expense on:
- bank overdraft
- term loans
- others
Interest income
Inventories written off
Property, plant and equipment written off
Rental of premises
Rental of motor vehicle
4
19
-
10
7,027
9 , 5 55
6,767
7, 8 1 3
806
852
801
848
(4 , 4 2 1 )
(3,934)
(5,564)
(9,633)
-
2,000
-
-
34
933
-
3
87,442
82,716
-
-
227
55
-
-
-
-
Rental income from
- investment properties
- others
Reversal on impairment loss on receivables
Waiver of debts
(9,777)
(17,509)
(18,997)
(21 , 3 1 6 )
-
-
(2)
-
-
-
(2 , 1 6 7 )
-
-
-
89
ANNUAL REPORT 2015
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23. TAX EXPENSE
GROUP
2015
RM’000
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
Malaysian income tax :
Based on results for the year
- Current tax
(14,141)
(17,132)
(394)
(9,889)
- Deferred tax
Relating to origination and
reversal of temporary differences
Changes in tax rate
1,700
1,005
4
5
( 5 1)
331
-
7
1,649
1,336
(12,492)
(15,796)
-
(54)
-
-
897
(564)
(2 10)
(1,629)
74
-
10
-
(333)
(1,839)
74
10
(12,159)
(1 7,689)
Real property gain tax
4
12
(390)
(9,877)
Over/(Under) provision in prior year
- Current tax
- Deferred tax
(316)
(9,867)
The reconciliation of the tax expense of the Group and of the Company is as follows:
GROUP
2015
RM’000
2015
RM’000
2014
RM’000
Pro´t before taxation
24,854
38,070
2,928
41,1 64
Income tax at Malaysian statutory tax rate of 25%
(6,2 14)
(9,5 1 8)
(732)
(10, 291 )
1,391
1,800
2,8 10
(7,793)
(1,458)
(2,403)
Income not subject to tax
Expenses not deductible for tax purposes
Utilisation of unabsorbed tax losses
Deferred tax assets not recognised
345
(5,816)
176
(1,203)
147
-
-
(625)
-
-
Annual crystallisation of deferred tax
on revaluation surplus
271
271
-
-
Changes in tax rate
(5 1)
331
-
7
(12,492)
Real property gain tax
Over/(Under) provision in prior year
90
COMPANY
2014
RM’000
ANNUAL REPORT 2015
-
(15,796)
(390)
(9 ,8 77)
(54)
-
-
(333)
(1,839)
74
10
(12,159)
(17,689)
(316)
(9,867)
The amount and future availability of unabsorbed tax losses and unabsorbed capital allowances for which the
related tax effects have not been accounted for at the end of the reporting period is follows:
GROUP
2015
RM’000
2014
RM’000
Unabsorbed tax losses
29,094
25,929
Unabsorbed capital allowances
17,788
16,892
The corporate tax rate will be reduced to 24% from the year of assessment 2016 as announced in the Malaysian
Budget 2014. Consequently, deferred tax is measured using this tax rate.
24. EARNINGS PER SHARE
GROUP
(a)
Basic earnings per share
The basic earnings per share of the Group is calculated by dividing the pro´t for the ńancial year attributable
to owners of the Company by the weighted average number of ordinary shares in issue during the ńancial
year as follows:
2015
2014
Pro´t attributable to owners of the Company (RM’000)
Weighted average number of ordinary shares of RM1 each (’000)
Basic earnings per share (sen)
(b)
12,702
20,387
68,504
68,504
18.54
29.76
Diluted earnings per share
There are no diluted earnings per share as the Company does not have any convertible ńancial instruments
as at the end of the reporting period.
25. DIVIDEND
2015
RM’000
First and ńal single tier dividend of 3.75 sen per share in respect of the ńancial year
ended 30 September 2014
First and ńal single tier dividend of 3.75 sen per share in respect of the ńancial
year ended 30 September 2013
Net dividend per ordinary share (sen)
2014
RM’000
2,569
-
-
2,569
2,569
2,569
3.75
3.75
At the forthcoming Annual General Meeting, a ´rst and ńal single tier dividend of 3.75 sen per share amounting to
RM2,568,885 for the ńancial year ended 30 September 2015 will be proposed for the shareholders’ approval. The
ńancial statements for the current ńancial year do not reµect this proposed dividend. Such dividend, if approved
by the shareholders will be accounted for in equity as an appropriation of retained pro´ts in the ńancial year
ending 30 September 2016.
91
ANNUAL REPORT 2015
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26. EMPLOYEES BENEFITS EXPENSE
GROUP
2015
RM’000
Salaries, wages, allowance and bonus
Directors’ fees
EPF
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
1 1 1 ,1 39
1 1 1 ,047
2,995
3,126
924
924
36
36
11,824
12,016
359
375
SOCSO
1,516
1,559
2
2
Other staff related expenses
1,395
2,041
-
-
126,798
127,587
3,392
3,539
Directors’ remuneration for executive directors
Included in the employees bene´ts expense of the Group and of the Company are executive directors’ remuneration
as shown below:
GROUP
2015
RM’000
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
Directors of the Company
Executive directors
-Salaries
2,995
3,126
2,995
3,126
-EPF
359
375
359
375
-Fees
504
504
36
36
3,858
4,005
3,390
3,537
537
523
-
-
55
64
-
-
420
420
-
-
1,0 1 2
1,007
-
-
34
52
34
52
Directors of the subsidiaries
Executive directors
-Salaries
-EPF
-Fees
Bene´ts-in-kind
- executive directors of the Company
- non-executive directors of the Company
- executive directors of the subsidiaries
-
11
-
11
12
12
-
-
46
75
34
63
4,9 1 6
5,087
3,424
3,600
4,916
4,858
3,424
3,371
-
229
-
229
4,916
5,087
3,424
3,600
Analysed as:
Present directors
Past director
92
ANNUAL REPORT 2015
27. RELATED PARTY DISCLOSURES
(i)
Identity of related parties
For the purpose of these ńancial statements, parties are considered to be related to the Group, if the Group has
the ability, directly or indirectly, to control the party or exercise signićant inµuence over the party in making any
ńancial and operating decisions, or vice versa, or where the Group and the party are subject to common control or
common signićant inµuence. Related parties may be individuals or other entities.
Related parties also include key management personnel deńed as those persons including directors having
authority and responsibility for planning, directing and controlling the activities of the Group either directly or
indirectly.
The Group has related party relationship with its subsidiaries, key management personnel and the following parties:
Related party
Relationship
Iza Ng Yeoh & Kit
:
A ´rm in which an independent non-executive director of the
Company, Mr Yeoh Chong Keng is the managing partner.
Y. S. Tang Holdings Sdn. Bhd.
:
A company in which Tan Sri Dato’ Sri Tang Yeam Soon is a director
and has substantial ńancial interest.
Dream Property Sdn. Bhd.
:
A company in which Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri
Datin Sri Khor Guik Lee are the directors and have substantial ńancial
interests.
Georgetown White Coffee Sdn. Bhd.
:
Datin Sri Khor Guik Lee have substantial ńancial interests.
Unifortune Holdings Sdn. Bhd.
:
Datin Sri Khor Guik Lee have substantial ńancial interests.
(ii)
Related party transactions
GROUP
2015
RM’000
Rental of premises charged by related parties
- Y. S. Tang Holdings Sdn. Bhd
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
8,636
8,262
- Dream Property Sdn. Bhd.
7,808
4,01 3
-
-
- Unifortune Holdings Sdn. Bhd.
4, 1 4 6
723
-
-
Gross dividend income from subsidiaries
-
-
-
-
7,200
40,000
Professional fees paid to a related party
- Iza Ng Yeoh & Kit
79
32
-
-
Rental income from a related party
- Georgetown White Coffee Sdn. Bhd.
84
100
-
-
Management fee from subsidiaries
-
-
3,003
2,840
Interest income from subsidiaries
-
-
5,564
9,6 1 6
82
72
-
-
-
-
-
704
Sales to a related party
- Georgetown White Coffee Sdn. Bhd.
Advance from subsidiaries
Advance to subsidiaries
-
-
-
15,094
Repayment from subsidiaries
-
-
26,107
-
93
ANNUAL REPORT 2015
252670-P
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(iii)
Compensation of key management personnel
GROUP
2015
RM’000
COMPANY
2014
RM’000
2015
RM’000
2014
RM’000
Salaries and other short-term employee bene´ts
5,148
5,322
3,620
3,799
Key management personnel comprise the Board of Directors of the Company and of its subsidiaries.
28. COMMITMENTS
(i)
Capital commitments
GROUP
Authorised but not contracted for:
(ii)
2015
2014
RM’000
RM’000
10,232,204
-
Operating lease commitments
(a)
The Group as lessor
The Group has entered into cancellable commercial property leases to earn rental income from its investment
properties and certain properties included under property, plant and equipment. These leases have an
average tenure of 1 to 3 years with an option to renew. The tenants are required to give 2 months’ notice for
the termination of these agreements. The Group does not have any contingent rental arrangements.
(b)
The Group as lessee
The Group leases its premises under non-cancellable operating leases for its operations.
The leases have an average tenure of 3 to 5 years, with an option to renew. Increase in lease payments, if any,
after the expiry dates, are negotiated between the Group and the lessors which will normally reµect market
rentals. None of the above leases includes contingent rentals.
The Group’s future aggregate minimum lease payments under these operating leases are as follows:
2015
RM’000
2014
RM’000
Future minimum lease payments
- Not later than one year
20,493
24,221
- Later than one year but not later than two years
14,219
2 1 ,302
34, 7 1 2
45,523
29. CONTINGENT LIABILITIES (UNSECURED)
COMPANY
2015
RM’000
Corporate guarantees in respect of banking facilities granted to subsidiaries
- Limit
- Amount utilised
2014
RM’000
45,500
45,500
5,1 3 7
5,304
The corporate guarantee does not have a determinable effect on the terms of the credit facilities due to the
bank’s requirement of the corporate guarantee as a pre-condition for approving the credit facilities granted to the
subsidiaries. The actual terms of the credit facilities are likely to be the best indicator of “at market” terms and hence
the fair value of the credit facilities are equal to the credit facilities amount received by the subsidiaries. As such,
there is no value on the corporate guarantee to be recognised in the ńancial statements.
94
ANNUAL REPORT 2015
30. SEGMENT ANALYSIS
No segment analysis is prepared as the Group is primarily engaged in retail operations in Malaysia.
There are no major customers with revenue equal or more 10% of the Group revenue.
31.
FINANCIAL INSTRUMENTS
31.1
Categories of ńancial instruments
The table below provides an analysis of ńancial instruments categorised as loans and receivables (“L&R”),
available-for-sale ńancial assets (“AFS”), and ńancial liabilities measured at amortised cost (“FL”).
Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
GROUP
2015
Financial assets
Other investments
-
20
-
53,932
53,932
-
-
141,379
141,3 7 9
-
-
19,248
19,2 4 8
-
-
214,579
214,5 5 9
20
-
379,1 0 9
-
-
379,109
Borrowings
1 1 4,933
-
-
1 1 4,933
494,042
-
-
494,042
20
2014
Financial assets
Other investments
19
-
19
-
49, 9 1 8
49, 9 1 8
-
-
146,595
146,595
-
-
37,339
37,339
-
-
233, 8 7 1
233,8 5 2
19
-
399,869
-
-
399,869
Borrowings
1 43,041
-
-
1 43,041
542,910
-
-
542,910
95
ANNUAL REPORT 2015
252670-P
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Carrying
amount
L&R
AFS
FL
RM’000
RM’000
RM’000
RM’000
COMPANY
2015
Financial assets
Other receivables
17
17
-
-
177,033
177,033
-
-
732
732
-
-
177,782
177,782
-
-
945
-
-
945
Other payables
172,456
-
-
172,456
Borrowings
109,796
-
-
109,796
-
283,1 9 7
283,1 9 7
-
2014
Financial assets
Other receivables
9
9
-
-
203,094
203,094
-
-
1,503
1,503
-
-
204,606
204,606
-
-
1,039
-
-
1,039
Other payables
172,456
-
-
172,456
Borrowings
137,7 3 7
-
-
137,7 3 7
-
31 1,2 3 2
311,2 3 2
31.2
-
Financial risk management
The Group’s ńancial risk management policy seeks to ensure that adequate resources are available for the
development of the Group’s business whilst managing its credit risk, liquidity risk and interest rate risk. The
Group operates within clearly deńed guidelines that are approved by the Board and the Group’s policy is
not to engage in speculative transactions.
31.3
Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in
ńancial loss to the Group and to the Company. The Group’s exposure to credit risk arises principally from
its trade and other receivables. The Company’s exposure to credit risk arises principally from advances to its
subsidiaries and ńancial guarantees given.
31.3.1 Trade receivables
The Group’s retail sales are transacted in cash and credit cards. The payments from the credit cards issuing
banks are normally made in 3 days. The Group also lets out its properties for rental and tenants are given 7
days credit term.
The payments of rental by the tenants are monitored on an on-going basis with the result that the Group’s
exposure to bad debts is not signićant.
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ANNUAL REPORT 2015
The ageing of trade receivables and accumulated impairment losses of the Group is as follows:
Gross
Impairment
Net
RM’000
RM’000
RM’000
2015
Not past due
822
-
822
1 to 30 days past due
359
-
359
54
-
54
3,084
(1,168)
1,916
3,497
(1,168)
2,329
4, 3 1 9
(1,168)
3, 1 5 1
Not past due
292
-
292
444
-
444
Past due more than 60 days
2014
Past due more than 60 days
258
-
258
1,856
(1,083)
773
2,558
(1,083)
1,475
2,850
(1,083)
1,7 6 7
Trade receivables that are neither past due nor impaired are creditworthy customers with good payment
record with the Group. None of the Group’s trade receivables that are neither past due nor impaired have
been renegotiated during the ńancial year.
Total impairment loss relates to customers that have ńancial difćulties and have defaulted in repayment.
The net past due receivables amounting to RM2,329,000 (2014: RM1,475,000) are not impaired as the
management is of the view that these debts will be recovered in due course.
As at the end of the reporting period, the Group has no signićant concentration of credit risks.
31.3.2 Financial guarantees
The Company provides unsecured ńancial guarantees to licensed banks in respect of banking facilities
granted to its subsidiaries as disclosed in Note 29.
The Company monitors on an ongoing basis the results of the subsidiaries and their repayments made. As at
the end of the reporting period, there was no indication that these subsidiaries would default on repayment.
31.3.3 Intercompany balances
The Company provides advances to its subsidiaries. The Company monitors the results of the subsidiaries
regularly.
The maximum exposure to credit risk is represented by its carrying amount in the Company’s statement of
ńancial position.
As at the end of the reporting period, there was no indication that the advances to those subsidiaries are not
recoverable. The Company does not specićally monitor the ageing of the advances to subsidiaries.
97
ANNUAL REPORT 2015
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252670-P
31.4
Liquidity risk
Liquidity risk is the risk that the Group and the Company will not be able to meet their ńancial obligations as and
when they fall due. The Group and the Company actively manage their debt maturity pro´le, operating cash µows
and availability of funding so as to ensure that all repayment and funding needs are met. As part of its overall
prudent liquidity management, the Group and the Company maintain sufćient levels of cash and cash equivalents
to meet their working capital requirements.
The table below summarises the maturity pro´le of the Group’s and the Company’s ńancial liabilities as at the end
of the reporting period are based on the undiscounted contractual payments:
Carrying
amount
Contractual
cash µows
Within
one year
More than one
year and less
than two years
More than two
years and less
than ´ve years
More than
´ve years
RM’000
RM’000
RM’000
RM’000
RM’000
RM’000
GROUP
2015
Non-derivative
ńancial liabilities
Interest bearing
borrowings
114,933
130,798
33,684
32,1 8 8
54,562
10,364
Trade and other
payables
379,109
379,109
379,109
-
-
-
494,042
509,907
412,793
32,1 8 8
54,562
10,364
Interest bearing
borrowings
143,041
166,035
35,189
33,693
85,30 1
1 1 ,852
Trade and other
payables
399,869
399,869
399,869
-
-
-
542,910
565,904
435,058
33,693
85,3 0 1
1 1 ,8 5 2
Interest bearing
borrowings
109,796
122,870
33,257
31,7 6 1
53,2 8 1
4,5 7 1
Other payables
945
945
945
-
-
-
172,456
172,456
172,456
-
-
-
-
5,1 3 7
5,137
-
-
-
283,19 7
301,408
211,795
31,7 6 1
53,2 8 1
4,5 7 1
Interest bearing
borrowings
137,737
157,669
34,762
33,264
84,022
5,62 1
Other payables
1,039
1,039
1,039
-
-
-
172,456
172,456
172,456
-
-
-
-
5,304
5,304
-
-
-
311,232
336,468
213,561
33,264
84,022
5,62 1
2014
Non-derivative
COMPANY
2015
Non-derivative
Intercompany
balances
Financial
guarantee
2014
Non-derivative
Intercompany
balances
Financial
guarantee
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ANNUAL REPORT 2015
31.5
Interest rate risk
The Group’s ´xed rate instruments are exposed to a risk of change in their fair value due to changes in
interest rates. The Group’s µoating rate instruments are exposed to a risk of change in cash µows due to
changes in interest rates.
The interest rate pro´le of the Group’s and of the Company’s interest bearing ńancial instruments based on
the carrying amounts as at the end of the reporting period are as follows:
2015
2014
RM’000
RM’000
GROUP
Fixed rate instruments
Financial assets
141,379
146,595
Floating rate instruments
114,933
143,041
95,354
121,531
109,796
137,737
COMPANY
Fixed rate instruments
Financial assets
Floating rate instruments
Sensitivity analysis for ´xed rate instruments
The Group does not account for any ´xed rate ńancial liabilities at fair value through pro´t or loss, and the
Group does not designate derivatives as hedging instruments under a fair value hedge accounting model.
Therefore, a change in interest rates at the end of the reporting period would not affect pro´t or loss.
Sensitivity analysis for variable rate instruments
An increase of 25 basis point at the end of the reporting period would have reduced pro´t before tax of
the Group and of the Company by RM328,000 (2014: RM394,000) and RM315,000 (2014: RM363,000)
respectively and a corresponding decrease would have an equal but opposite effect. These changes are
considered to be reasonably possible based on observation of current market conditions. This analysis
assumes that all other variables remain constant.
31.6
Fair value information
The carrying amounts of the Group’s and of the Company’s cash and bank balances, short term receivables
and payables and borrowings as at the end of the reporting period approximate their fair values due to their
short-term nature or that they are µoating rate instruments that are re-priced to market interest rates on or
near the end of the reporting period, except for unquoted shares with carrying amount of RM5,000 (2014:
RM5,000), whereby it is not practicable to reasonably estimate its fair value due to lack of comparable
quoted market prices and available market data for valuation. Therefore, this investment is carried at its
original costs less any impairment loss.
The Group uses the following hierarchy for determining the fair value of all ńancial instruments carried at
fair value:
Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2 - Input that are based on observable market data, either directly or indirectly
Level 3- Input that are not based on observable market data
99
ANNUAL REPORT 2015
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The table below analyses ńancial instruments carried at fair value which fair value is disclosed, together with their
fair values and carrying amounts shown in the statement of ńancial position.
Level 1
RM’000
Level 2
RM’000
Level 3
RM’000
Total
fair value
RM’000
Carrying
amount
RM’000
2015
Financial assets
Quoted shares
15
-
-
15
15
14
-
-
14
14
2014
Financial assets
Quoted shares
Policy on transfer between levels
The fair value of an asset to be transferred between levels is determined as at the date of the event or change in
circumstances that caused the transfer. There were no transfers between Level 1 and Level 2 during the ńancial
year.
32. CAPITAL MANAGEMENT
The primary objective of the Group’s capital management policy remains unchanged and is to maintain a strong
capital base to support its businesses and maximise shareholders’ value.
The Group manages its capital structure and makes adjustments to it in the light of changes in economic conditions
or expansion of the Group. The Group may adjust the capital structure by issuing new shares, returning capital to
shareholders or adjusting the amount of dividends to be paid to shareholders or selling assets to reduce debts. No
changes were made in the objective, policy and process during the ńancial year under review as compared to the
previous ńancial year.
The lending banks of the Company have imposed a debt covenant that requires the Company to maintain a debt
service coverage ratio (“DSCR”) of 1.5 times. The DSCR is deńed as consolidated available cash µow to the
aggregate of debt payment (principal plus interest) due by the Group for the past twelve months.
The DSCR of the Group during the ńancial year under review is as follows:
GROUP
2015
RM’000
2014
RM’000
Net cash µow from operations and other activities (A)
Opening balance of cash and cash equivalents
183,934
186,581
Net cash inµow/(outµow) from operating activities
(excluding interest paid)
21,525
70,904
Net cash inµow/(outµow) from investing activities
(excluding capital expenditure ńanced through banking facilities)
(6 , 31 8)
(30,3 21)
Dividends paid
(2,569)
(2,569)
196,572
224,595
Net cash µow from ńancing activities (B)
Interest paid
Repayment of bank borrowings
DSCR: (A) / (B)
7,837
10,426
28,1 0 8
30,230
35,945
40,656
5.47
5.52
Based on the computation above, the Company has ful´lled the debt covenant requirement imposed by the banks.
100 ANNUAL REPORT 2015
33. MATERIAL LITIGATION
On 28 May 2008, The Store (Terengganu) Sdn Bhd (“TST”)¢(a wholly owned subsidiary of the Company) had
´led a civil suit in the Kuala Lumpur High Court against ABI Constructions Sdn. Bhd. (“ABI”) due to ABI had
unilaterally terminated the tenancy agreement signed between the two parties and the High Court granted
an interim injunction to TST against ABI, restraining ABI from taking any steps to enter into any tenancy
relationship with any third party in respect of the demised premises. Consequently, the High Court dissolved
the said injunction and ordered an assessment of damages against TST, of which ABI claim for an amount of
RM101,180,550 for alleged damage, an amount which, based on the Company’s solicitor’s opinion, was excessive,
overstated, unjustiéd and unsustainable over a tenancy dispute and that TST had not started its operations in
the demised premises.
On 28 February 2014, the court ruled that ABI has breached the tenancy agreement and ordered to assess the
damage by the Registrar and paid to TST accordingly. However, the specić performance of tenancy claimed
by TST was ruled out by the Court and TST has ´led in an appeal for the specić performance to Court of
Appeal. The case was ´xed for hearing on 6 January 2016 and was subsequently postponed to a later date.
34. NON-CURRENT ASSETS HELD FOR SALE
GROUP
2015
2014
RM’000
RM’000
-
69,676
Disposal
-
(69,676)
Balance at end
-
-
The Company had on 27 December 2013 entered into a conditional share sale agreement (“SSA”) with Goldleaf
Synergy Sdn. Bhd. for the proposed disposal of 100,000 ordinary shares of RM1.00 each (“Sales Shares”)
representing 100% of the issued and paid-up share capital in SB Mall Sdn. Bhd. (“SBM”), for a cash consideration
of RM4,500,000 for the Sales Shares and the proposed settlement of intercompany advances owing by SBM
to the Company’s subsidiary, The Store (Malaysia) Sdn. Bhd., amounting to RM17,615,401 as at the completion
date of the SSA.
The following summarised the net assets disposed of at the disposal date:
RM’000
Property, plant and equipment (Note 4)
21
4,703
3,736
Non-current assets held for sale
69,676
(22,841)
Borrowing
(51,300)
Current tax liabilities
(550)
Total identiáble net assets
3,445
Less: Disposal consideration
(4,500)
1,055
Net cash inµow arising from the disposal was as follows:
RM’000
Disposal consideration
4,500
(3,736)
764
The non-current assets held for sale were transferred from a subsidiary, The Store (Malaysia) Sdn. Bhd. to SBM
and were disposed of together with SBM pursuant to the SSA.
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ANNUAL REPORT 2015
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DISCLOSURES OF REALISED AND UNREALISED PROFITS/LOSSES
The breakdown of retained pro´ts of the Group and of the Company as at the end of the reporting period has
been prepared by the Directors in accordance with the directives from Bursa Malaysia Securities Berhad stated
above and the Guidance on Special Matter No. 1 - Determination of Realised and Unrealised Pro´ts or Losses in
the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the
Malaysian Institute of Accountants are as follows:
GROUP
COMPANY
2015
RM’000
2014
RM’000
2015
RM’000
2014
RM’000
649,547
640,3 1 5
224,389
Total retained pro´ts of the Company and
its subsidiaries :
- Realised
- Unrealised
102
(7,255)
(8,069)
642,292
632,246
Less : Consolidation adjustments
(235,839)
(235,926)
Total retained pro´ts as per statements of
ńancial position
406,453
396,320
ANNUAL REPORT 2015
(1 62)
224,350
(1 66)
224,227
224,1 8 4
-
-
224,227
224,1 8 4
Title
Postal Address
Land Area/
Built-up
area
(sq. ft)
Description
(usage)
Net Book
Value as
at
30.9.15
RM’000
The Store Corporation Berhad
25.6.2010 (A)
PN 49821, Lot 328, Section 14,
Town of Petaling Jaya,
District of Petaling, Selangor.
Lot 328, Jalan 51A/223,
Seksyen 51A, 46100
Petaling Jaya, Selangor.
Leasehold - 99 years
(22.8.2070)
(45 years)
64,562
(100,928)
2.11.2001 (A)
H.S.(D) 165045, PT 9A,
District of Petaling, Selangor.
Lot 9A, Jalan 51A/223,
Seksyen 51A, 46100
Petaling Jaya, Selangor.
(18.5.2071)
(44 years)
65,340
(32,000)
4-storey ofće building
with basement car park
(Ofće Head Quarter)
19,5 43
Double storey
industry Building
(Warehouse)
6,7 2 5
Jurus Kota Sdn Bhd
13.2.2008 (A)
H.S.(D) 17605 & 17606
PT 9264 & 9265,
Town of Alor Setar,
District of Kota Setar, Kedah.
G-888 Grd Flr & 1-888 First Flr,
Alor Star Mall,
Kawasan Perusahaan Tandop
Baru, 05400 Alor Star, Kedah
Freehold
(13 years)
223,370
2-storey
Commercial complex
(Business operation)
170,368
2828-B-888, Jalan Baru,
Bandar Perai Jaya,13600
Seberang Perai Tengah,
Pulau Pinang.
(4.07.2094)
(18 years)
198,706
Commerial units within
a 5-commercial centre
73,580
2828-G-888, I-888, Jalan Baru,
Bandar Perai Jaya, 13600
Seberang Perai Tengah,
Pulau Pinang
(4.07.2094)
(18 years)
1 1 1 ,640
Commerial units within
a 5-commercial centre
4 1, 9 7 1
Pacić Hypermarket Properties Sdn Bhd
30.3.2007(V)
PN 2352, Lot 5659,
Parcel B-888, Mukim 1,
District of Seberang Perai Tengah,
Pulau Pinang.
Bigever Properties Sdn Bhd
30.3.2007(V)
PN 2352, Lot 5659,
Parcel G-888 & I-888, Mukim 1,
Pulau Pinang.
The Store Holdings Sdn Bhd
4.4.1991 (A)
H.S.(D) 55098 & 55099,
PT 4 & 5, Sek 91A,
Town of Kuala Lumpur.
CV-D2-10-04 Mihajah Condo,
Cheras,55200 Kuala Lumpur
Freehold
(20 years)
2.2.1993 (A)
H.S.(D) 48017 & 48018,
No. PT PTB 2484 & 2485,
Mukim Bandar Penggaram
Batu Pahat, District of Batu
Pahat, Johor
46, 48 Jalan Megat,
83000 Batu Pahat, Johor
Freehold
(23 years)
959
Apartment
(Vacant)
186
3-storey
shophouse
(Hostel)
434
Land
(Vacant)
206
1 ,399
(5,300)
4-storey
shophouse
(Store room & Hostel)
207
7,200
(28, 0 61)
4-storey
shophouse complex
(Business Operation)
4,490
3,748
(9,240)
The Store (Sungai Petani) Sdn Bhd
28.9.1987(A)
G.M.: 224-225, 228,232-233,
329-330 Lot 117, 118, 139, 143, 144,
1331 & 1332, Mukim 09,
Distrcit of Seberang Perai Tengah,
Pulau Pinang.
22.7.1992(A)
PN 393, Lot 48, Seksyen 46,
Town of Sungai Petani,
District of Kuala Muda, Kedah.
-
43, Kompleks Seri Temin,
Jalan Ibrahim, 08000
Sungei Petani, Kedah
Freehold
(4.10.2080)
(29 years)
245,548
Taiping Corporation Sdn Bhd
30.7.2007(V)
GRN 52151-52153, Lot 70,71 & 72,
Town of Tampin,
District of Tampin,
Negeri Sembilan.
Lot 70, 71 & 72, Jalan Besar,
Pekan Tampin, 73000 Tampin,
Negeri Sembilan
Freehold
(34 years)
1983 (A)
PN 104584, Lot 6619,
Mukim of Asam Kumbang,
District of Larut & Matang, Perak.
Lot 6619, Taman Kamunting,
34600 Taiping, Perak
(19.11.2895)
6,770
Vacant land
206
1983 (A)
PN 43348, Lot 2951 & 2952
Town of Taiping, District of Larut
& Matang, Perak.
31 & 32 Jalan Convent,
(13.1.2080)
(30 years)
3,5 22
(4,044)
2-storey linkhouse
(Hostel)
177
69,71 Jalan Melati,
28400 Mentakab ,
Pahang
Freehold
(20 years)
3,003
(9,400)
3-storey
shophouse
(Hostel)
655
67-73,
Jalan Panggong Wayang,
Freehold
(37 years)
6,859
(24, 1 30)
The Store Properties Sdn Bhd
17.8.1994 (A)
H.S.(D) 9730 & 9731,
PT No. 7227 & 7228,
Town of Mentakab,
District of Temerloh, Pahang.
Taiping Supermarket Holdings Sdn Bhd
24.6.1982 (A)
GRN 54287, 54289-54292
Lot 1987-1990, Town of Taiping,
4-storey
shophouse complex
103
ANNUAL REPORT 2015
3,068
252670-P
Date of
Acquisition(A)/
Valuation(V)
Tenure & Year
of expiring
(Approx. age of
buldings)
List Of The Group’s Properties
252670-P
Date of
Acquisition(A)/
Valuation(V)
Title
Postal Address
Tenure & Year
of expiring
(Approx. age of
buldings)
Land Area/
Built-up
area
(sq. ft)
Description
(usage)
Net Book
Value as
at
30.9.15
RM’000
The Store (Malaysia) Sdn Bhd
13.10.2006 (A)
GRN 112711, Lot 4857,
Town of Teluk Intan,
District of Hilir Perak, Perak.
775, Jalan Ah Cheong,
36000 Teluk Intan, Perak
13.10.2006 (A)
H.S.(D) 51488, PT 4704 &
H.S.(D) 40557, PT 4619
Town of Bandar Penggaram,
District of Batu Pahat, Johor.
28B, Jalan Zabedah,
83000 Batu Pahat,
Johor
GRN 35320, Lot 9164N,
Town of Ipoh (U),
District of Kinta, Perak.
Lot 6427N,
Jalan Dato Onn Jaafar,
30300 Ipoh, Perak
13.10.2006 (A)
Strata Title PN 12392/M1/7/67,
Lot 49501, Seksyen 39,
District of Petaling,
Selangor.
No. 1, BU8 Level 7,
Commercial Signatures ofće,
Lebuh Bandar Utama,
Bandar Utama,
47800 Petaling Jaya, Selangor
13.10.2006 (A)
H.S.(D) 35730,Lot 723, Mukim 1,
Pulau Pinang.
23.2.1976 (A)
2.4.2010 (V)
13.10.2006 (A)
1.4.1993 (A)
18.4.1992 (A)
Freehold
(20 years)
44,4 3 3
(1 7 1 ,7 56)
4-storey
shopping complex
36,560
3.2.2019
(12 years)
88,000
Double Storey
commercial building
2,628
Freehold
(23 years)
20,000
5-storey
shopping complex
14,544
26.10.2102
(9 years)
9,634
8-storey
shop ofće
(Vacant)
2,2 1 0
No. 1321 Jalan Baru,
Chai Leng Park 13700 Prai,
Pulau Pinang
Freehold
(42 years)
3,850
4-storey
commercial building
(Rented to third parties)
2,000
GRN 26101, Lot 710, Sek. 4,
Town of Bukit Mertajam,
Pulau Pinang.
Lot 710 Section 4
Town of Bukit Mertajam
Province Wellesley Center
Freehold
(82 years)
9,502
(19,000)
2-storey
pre-war shophouse
238
H.S.(D) 13908, PT 13952,
Mukim of Asam Kumbang,
District of Larut & Matang,
Perak.
PT 13952, Jalan Medan Saujana
Kamunting, 34600 Taiping,
Perak
Leasehold
(1.6.2018)
(15 years)
133, 333
1 1/2 storey
commercial complex
702
GRN 9989, Lot No. 3643,
Town of Kuala Terengganu,
District of Kuala Terengganu,
Terengganu.
-
Freehold
915
Land
(Car park)
94
GRN 3719 & 3720, Lot 976 & 977,
Town of Kuala Terengganu,
District of Kuala Terengganu,
Terengganu.
-
Freehold
44, 375
Land
(Car park)
1,7 5 7
Formyarn Sdn Bhd
23.12.1993 (A)
PN 134 - 135, Lot 25168 & 25169,
Mukim Batu, Batu 7 3/4,
Jalan Kepong,
District of Kuala Lumpur,
Wilayah Persekutuan
Kuala Lumpur.
No 150 & 152, Jalan Susur,
Taman Emas kepong,
52100 Kuala Lumpur
(9.8.2075)
(39 years)
1, 1 9 5
(2,400)
2-storey
shophouse
(Warehouse)
335
No. 9, Jalan 11/32B,
Batu 6 1/2, Off Jalan Kepong,
50200 Kuala Lumpur
(6.3.2101)
(15 years)
4,200
1 1/2 storey
terrace factory
(Warehouse)
569
3-storey
shopping complex
Yangtze Corporation Sdn Bhd
26.2.2000 (A)
PN (WP) 30031, Lot 57777,
Mukim Batu,
District of Kuala Lumpur,
Wilayah Persekutuan
Kuala Lumpur.
Fajar Supermarket Sdn Bhd
13.10.2006(A)
GRN 37401-37415, Lot 1647-1661,
Town of Sitiawan,
District of Manjung, Perak.
No. 18-32,
Taman Sitiawan Maju,
32000 Sitiawan, Perak.
Freehold
(19 years)
25, 827
22, 391
13.10.2006(A)
GRN 28312, Lot 4456
Town of Teluk Intan, District of
Hilir Perak, Perak.
4, Medan Sri Intan,
Jln Sekolah,
36000 Teluk Intan, Perak
Freehold
(23 years)
1, 1 95
3-storey shophouse
400
13.10.2006(A)
GRN 18133, Lot PT 6572,
No. 4 Jln SS22/13,
Mukim of Town Sungei Buloh,
Damansara Utama,
District of Kuala Lumpur, Selangor. 47400 Petaling Jaya, Selangor
Freehold
(42 years)
1, 610
(1, 936)
Double Storey
Terrace House
(Hostel)
400
13.10.2006(A)
GRN 9997, Lot 152,
Pekan Sitiawan,
27, Jalan Lumut 32000
Sitiawan, Perak
Freehold
(31 years)
2, 391
4-storey shoplot
(Hostel & Warehouse)
641
24, Lorong Tupai
Freehold
(21 years)
1,609
4-storey shop ofće
(Warehouse)
526
Sungei Perak Supermarket Sdn Bhd
13.10.2006(A)
GRN 31655,Lot No. 1638,
Town of Tupai,
104 ANNUAL REPORT 2015
Title
Postal Address
Land Area/
Built-up
area
(sq. ft)
Description
(usage)
Net Book
Value as
at
30.9.15
RM’000
Fajar Supermarket (Butterworth) Sdn Bhd
13.10.2006(A)
H.S.(D) 1641, PT No. PTBM/A/1165,
Mukim 1, District of Seberang
Perai Tengah, Pulau Pinang.
No. 23 Lintang Kalui,
B Bandar Seberang Jaya,
13700 Perai, Pulau Pinang
(9.7.2079)
(36 years)
3,689
Double Storey
Terrace House
(Vacant)
235
Fajar Supermarket (Upper Perak) Sdn Bhd
13.10.2006(A)
GRN 33669-33672,
Lot No. 344 to 347,
Town of Kuala Kangsar,
District of Kuala Kangsar, Perak.
71A - 71D, Jalan Kangsar,
33000 Kuala Kangsar,
Perak
Freehold
(20 years)
6,070
4-storey terraced shops
2,226
13.10.2006(A)
GRN 34324, Lot 222,
Town of Kuala Kangsar,
No. 73, Jln Kangsar
33000 Kuala Langsar,
Perak
Freehold
(20 years)
63, 434
Single Storey
Commercial Complex
(Warehouse & car park)
4,100
Freehold
(21 years)
13,7 7 7
Land
(Car Park)
1,320
No. 153-157,
Jalan Besar, 31100 Sungai
Siput, Perak
(20.8.2032)
(30 years)
8,736
3-storey shophouses
1,701
Bintang Aspek Sdn Bhd
13.10.2006(A)
1) GRN 37416 - 37419,
Lot 1662 - 1665
2) GRN 37235 - 37240,
Lot 1666 - 1671
3) GRN 37420 - 37425,
Lot 2046 - 2051,
Town of Sitiawan,
-
Fajar Retail Enterprise Sdn Bhd
13.10.2006(A)
PN 4628-4632, Lot 317-321,
Town of Sungai Siput,
Larut Matang Supermarket Holdings Berhad
13.10.2006(A)
PN 4625, Lot 314,
Town of Sg Siput,
District of Kuala Kangsar,
Perak.
160, Jalan Besar,
31100 Sungai Siput,
Perak.
(20.8.2032)
(21 years)
1,604
3-storey shophouses
(Hostel & warehouse)
319
13.10.2006(A)
PN 106606, Lot 33606,
Mukim of Sitiawan,
35, Taman Sentosa,
32000 Sitiawan, Perak.
(22.7.2091)
(14 years)
1,500
Double storey
shophouse
(Rented to third party)
323
13.10.2006(A)
GRN 17343, Lot 1637,
Mukim Tupai, District of Larut,
Perak.
Lot 1637, Lorong Tupai,
Freehold
1,609
Land
(Vacant)
220
Milimewa Superstore Sdn Bhd
12.5.2005(V)
Master Title No.: TL 117507098
Lot L201 - L207 & L226 - L238,
District of Lahad Datu,
Sabah
Level 2 & 3, Centre Point
Shopping Complex,
Jalan Kastam Lama,
91100 Lahad Datu, Sabah
(31.12.2097)
(17 years)
6,958
Shoplots
1,679
12.5.2005(V)
TL: 127503155,
Lot 20,
District of Semporna,
Sabah.
Lot 1-6,
Semporna New Town Centre,
Jalan Panglima Abdullah,
91308 Semporna, Sabah
(29.06.2035)
(16 years)
1 ,227
2-storey
shophouse
1 82
12.5.2005(V)
Master Title No.: TL 077526562,
Lot 41, District of Sandakan,
Sabah.
Lot 15-19, Centre Point Mall,
Jalan Pryer, 90000 Sandakan,
Sabah
(31.12.2069)
(16 years)
1,800
3-storey
shophouse
55
12.5.2005(V)
CL: 135355869, Lot D7,
District of Keningau,
Sabah.
Lot 3-10, Yee Shing
Commercial Complex, Phase 2,
(31.12.2093)
(19 years)
1 ,246
3-storey
shophouse
443
12.5.2005(V)
CL: 135336328 & 135336337
Lot 56 & 57,
District of Keningau, Sabah.
Lot 56 & 57, Taman Golfview,
Jalan Masak, 89007 Keningau,
Sabah
(31.12.2060)
(20 years)
12,304
2-units
detached house
(Store room & Hoste)
154
12.5.2005(V)
Lease No.: 015322193, Lot 21,
District of Kota Kinabalu,
Sabah.
Lot 26-27, Bornion Centre,
Taman Foh Sang, 88836
Luyang, Kota Kinabalu Sabah
(26.1.2914)
(21 years)
3,964
Semi detached house
(Hostel)
143
12.5.2005(V)
Title No. 215415820, Lot 33-36,
Beverly Hill Plaza,
Jalan Bundasan,
District of Penampang,
Lot 33-36, Ground - 2nd Floor,
Beverly Hill Plaza,
Jalan Bundusan,
88300 Penampang,
Kota Kinabalu, Sabah
(14.02.2926)
(19 years)
19,200
4-storey shoplots
(Ofće HQ - KK)
12.5.2005(V)
TL: 247501293, 247501284,
247501275, 247501266 &
247501257 Lot No. D4 - D8,
District of Kunak, Sabah.
Lot D3-D8, Kunak Plaza,
Jalan Sungai Atas,
91207 Kunak, Sabah.
(31.12.2097)
(17 years)
15,000
2-storey shophouse
(Vacant)
105
ANNUAL REPORT 2015
2,4 1 3
477
252670-P
Date of
Acquisition(A)/
Valuation(V)
Tenure & Year
of expiring
(Approx. age of
buldings)
252670-P
as at 29 January 2016
Analysis Of Shareholdings
SHARE CAPITAL
Authorised Share Capital
Issued & Paid-Up Capital
Class of Shares
Voting Rights
:
:
:
:
RM88,000,000
RM68,503,602
Ordinary Shares of RM1.00 each
One vote per shareholder on a show of hands
One vote per Ordinary Share on a poll
DISTRIBUTION OF SHAREHOLDING
Holdings
No. of Holders
Less than 100 shares
100 to 1,000
1,001 to 10,000
10,001 to 100,000
100,001 to less than 5% of issued shares
5% and above of issued shares
TOTAL
%
Total Holdings
%
57
135
813
83
35
1
5.07
1 2.0 1
72.33
7.39
3. 1 1
0.09
1,998
61,885
1 ,757,2 1 9
2,237,1 52
49,542,5 1 8
14,902,830
0.00
0.09
2.58
3.28
72.32
2 1.76
1,124
100
68,503,602
100.00
SUBSTANTIAL SHAREHOLDERS
Name of shareholders
No. of Shares held
Direct
%
Deemed
%
1.
Tan Sri Dato’ Sri Tang Yeam Soon (“TSDSTYS”)
3,028,300
4.42
16,269,030*
23.75
2.
Puan Sri Datin Sri Khor Guik Lee (“PSDSKGL”)
1,366,200
1.99
17,931,130@
26. 1 7
3.
Equatorial Century Sdn Bhd (“ECSB”)
14,902,830
21.75
-
-
4.
Tan Sri Dato' Seri Vincent Tan Chee Yioun
1,898,600
2.77
5,347,800^
7.80
5.
Berjaya Philippines Inc.
3,030,000
4.42
-
-
#
5.71
6.
Berjaya Corporation Bhd
-
-
3,913, 1 00
7.
Berjaya Group Berhad
-
-
3,913, 1 00#
5.71
-
#
5.71
Deemed
%
8.
Juara Sejati Sdn Bhd
-
3,913, 1 00
DIRECTORS’ SHAREHOLDING
No. of Shares held
Direct
%
1.
3,028,300
4.42
16,269,030*
23.75
2.
1,366,200
1.99
17,931 ,130@
26. 1 8
3.
Chang Yen Huei
1,100
0.00
2,640,000&
3.85
4.
Dato’ Dr Haji Kardin bin Shukor
11,000
0.02
-
-
Notes:
*
Deemed interested by virtue of his major shareholdings in ECSB pursuant to Section 6(A) of the Companies Act, 1965 and through his
wife, PSDSKGL
@ Deemed interested by virtue of her major shareholdings in ECSB pursuant to Section 6(A) of the Companies Act, 1965 and through her
husband, TSDSTYS
& Deemed interested by virtue of his substantial shareholding in Advance Ultimate Sdn Bhd pursuant to Section 6(A) of the Companies
Act, 1965
^
Deemed interested by virtue of his substantial shareholdings in Premier Merchandise Sdn Bhd, Primes Credit Leasing Sdn Bhd and
Berjaya Philippines Inc. pursuant to Section 6(A) of the Companies Act, 1965
# Deemed interested by virtue of its interest in Berjaya Philippines Inc. and Prime Credit Leasing Sdn Bhd pursuant to Section 6(A) of the
Companies Act, 1965
106
ANNUAL REPORT 2015
NAME & ADDRESS OF SHAREHOLDERS
No. Of Shares held
%
14,902,830
2 1 .75
1.
EQUATORIAL CENTURY SDN BHD
2.
MIDF AMANAH INVESTMENT NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Megastar Ventures Sdn Bhd
3,420,000
4.99
3.
SURPLUS-ED CAPITAL SDN BHD
3,4 1 1 ,400
4.98
4.
NICETRADE CAPITAL SDN BHD
3,274,700
4.78
5.
AFFIN HWANG NOMINESS (TEMPATAN) SDN BHD
Pledged securities account for Amlied Holdings Sdn Bhd
3,190,000
4.66
KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Priority Prospect Sdn Bhd
3,072,300
4.48
INTER-PACIFIC EQUITY NOMINEES (ASING) SDN BHD
Berjaya Philippines Inc
3,030,000
4.42
8.
TAN SRI DATO’ SRI TANG YEAM SOON
3,028,300
4.42
9.
ADVANCE ULTIMATE SDN BHD
2,640,000
3.85
10.
MAYBAN NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for BBC Capital Sdn Bhd
2,304,91 0
3.36
ABB NOMINEE (TEMPATAN) SDN BHD
Pledged securities account for Vincent Tan Chee Yioun
1,898,600
2.77
12.
NUSRAYA HOLDINGS SDN BHD
1,827,300
2.67
13.
AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Perspektif Bakti Sdn Bhd
1,761 ,590
2.57
14.
PAN PROSPERITY HOLDINGS SDN BHD
1,673, 1 50
2.44
15.
AFFIN HWANG NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Pan Prosperity Holdings Sdn Bhd
1,651,400
2 .41
16.
PERSPEKTIF BAKTI SDN BHD
1,605,1 00
2 .34
17.
AMSEC NOMINEES (TEMPATAN) SDN BHD
Pledged securities account-Ambank (M) Berhad for Premier Merchandise Sdn Bhd
1,434,700
2.09
18.
PUAN SRI DATIN SRI KHOR GUIK LEE
1,365,100
1 .99
19.
INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Lye Ek Seang
1,359,900
1 .99
Pledged securities account for Azam Spektrum Sdn Bhd
1,276,400
1 .86
Pledged securities account for Pancaran Kurnia Sdn Bhd
1,233,000
1 .80
MALAYSIA NOMINEES (TEMPATAN) SENDIRIAN BERHAD
For Great Eastern Life Assurance (Malaysia) Berhad
630,600
0.92
PUBLIC NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Surinder Singh A/L Wassan Singh
567,000
0.83
CIMB GROUP NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Prime Credit Leasing Sdn Bhd
489,700
0.71
25.
WONG YEE CHOO
486,200
0.71
26.
TAN KIM KEE @ TAN KEE
401,800
0.59
27.
MIDF AMANAH INVESTMENT NOMINEES (TEMPATAN) SDN BHD
Pledged securities account for Arsam Bin Damis
400,000
0.58
28.
PRIME CREDIT LEASING SDN BHD
393,400
0.57
29.
KAM TEH CHUNG
352,955
0.52
30.
MAK LAI YIN
274,0 1 3
0.40
6.
7.
11.
20.
21.
22.
23.
24.
107
ANNUAL REPORT 2015
252670-P
List Of Thirty Largest Shareholders
Notice of
Annual General
Meeting
108
ANNUAL REPORT 2015
252670-P
Agenda
1.
To receive the audited ńancial statements of the Company for the ńancial year ended 30 September
2015 together with the reports of the Directors and Auditors thereon.
Refer to explanatory note 1
2. To approve the payment of a First and Final Single-Tier Dividend of 3.75% in respect of the ńancial year
ended 30 September 2015.
Resolution 1
3. To ratify and approve the payment of Directors’ Fees for the ńancial year ended 30 September 2015.
Resolution 2
4. To re-elect the following directors who retire in accordance with the provisions of the Company’s Articles of Association:
Resolution 3
a) Dato’ Sri Md Kamal bin Bilal
Resolution 4
b) Puan Sri Datin Sri Khor Guik Lee
5. To consider and, if thought ´t, pass the following resolution pursuant to Section 129(6) of the Companies Act, 1965:
“That Dato’ Dr. Haji Kardin bin Haji Shukor (a director retiring in compliance with Section 129 of the
Companies Act, 1965, being over the age of seventy years) be and is hereby re-appointed a director of the
Company to hold ofće until the next Annual General Meeting.”
Resolution 5
6. To re-appoint Messrs Grant Thornton as Auditors of the Company for the ensuing year and to authorise the Board of
Directors to ´x their remuneration.
Resolution 6
7. To transact any other ordinary business of which due notice shall have been given.
As Special Business
To consider and, if thought ´t, to pass the following resolutions as ordinary resolutions:
8. PROPOSED RETENTION OF INDEPENDENT DIRECTORS
“THAT approval be and is hereby given to retain the following directors who have each served as independent
directors of the Company for more than nine (9) years, as independent directors in accordance with the Malaysian
Code on Corporate Governance 2012 :
a)
Dato’ Sri Md Kamal bin Bilal (subject to the passing of Resolution 3)
Resolution 7
b)
Dato’ Dr. Haji Kardin bin Haji Shukor (subject to the passing of Resolution 5)
Resolution 8
c)
Lim Gin Chuan
Resolution 9
d)
Yeoh Chong Keng
Resolution 10
9. AUTHORITY TO ALLOT AND ISSUE SHARES PURSUANT TO SECTION 132D OF THE COMPANIES ACT, 1965
“THAT subject always to the Companies Act, 1965, the Articles of Association of the Company and the approvals
of the relevant governmental and regulatory authorities, the directors be and are hereby empowered pursuant to
Section 132D of the Companies Act, 1965, to issue shares in the Company at any time and upon such terms and
conditions for such purposes as the directors may, in their absolute discretion, deem ´t, provided that the
aggregate number of shares issued pursuant to this resolution does not exceed 10% of the issued capital of
the Company for the time being and that the directors be and are also empowered to obtain the approval for
the listing of and quotation for additional shares so issued on Bursa Malaysia Securities Berhad and that such
authority shall continue in force until the conclusion of the next Annual General Meeting of the Company.”
Resolution 11
10. PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO PURCHASE ITS OWN SHARES
“THAT, subject to the Companies Act, 1965 (as may be amended, modiéd or re-enacted from time to time), the Listing
Requirements of Bursa Malaysia Securities Berhad (“Bursa Malaysia”), the Company’s Articles of Association and all
other applicable laws, regulations and guidelines and the approvals of all relevant government and/or regulatory
authorities, the Company be and is hereby authorised to purchase such number of ordinary shares of RM1.00 each
in the Company (“Proposed Share Buyback”) as may be determined by the directors of the Company from time to
time through Bursa Malaysia as the directors may deem ´t in the best interest of the Company provided that the
109
ANNUAL REPORT 2015
252670-P
NOTICE IS HEREBY GIVEN that the Twenty-Third (23rd) Annual General Meeting of the Company will be held at Crown
Hall 1, Level 1, The Crystal Crown Hotel, Petaling Jaya, No. 12 Lorong Utara A, Off Jalan Utara, 46200 Petaling Jaya,
Selangor on Friday, 18 March 2016 at 10.00 a.m for the following purposes:
Notice Of Annual General Meeting
(cont’d)
252670-P
aggregate number of shares purchased and/or held pursuant to this resolution does not exceed ten per centum
(10%) of the total issued and paid-up share capital of the Company at any point of time of the said purchase(s)
and the maximum number of shares which may be purchased by the Company shall not exceed 6,850,360 shares.
AND THAT, upon completion of the purchase by the Company of its own shares (“The Store Shares”), the directors are
authorised to retain The Store Shares as treasury shares or cancel The Store Shares or retain part of The Store Shares
as treasury shares and cancel the remainder. The directors are further authorised to resell the treasury shares on Bursa
Malaysia or distribute the treasury shares as dividends to the Company’s shareholders or subsequently cancel the
treasury shares or any combination of the three.
AND FURTHER THAT such authority shall be effective immediately upon passing of this resolution and will continue in
force until:
(i)
the conclusion of the next Annual General Meeting of the Company following the general meeting at which
such resolution was passed at which time it shall lapse unless by ordinary resolution passed at that meeting, the
authority is renewed, either unconditionally or subject to conditions;
(ii)
the expiration of the period within which the next Annual General Meeting after that date is required by law to be
held; or
(iii)
revoked or varied by ordinary resolution passed by the shareholders in a general meeting;
whichever occurs ´rst but not so as to prejudice the completion of purchase(s) by the Company before the aforesaid expiry date.
AND FURTHER THAT the directors of the Company be and are authorized to take all steps as are necessary and/or to
do all such acts and things as the directors deem ´t and expedient in the best interest of the Company to give full effect
to the Proposed Share Buyback with full powers to assent to any condition, modićation, revaluation, variation and/or
amendment (if any) as may be imposed by the relevant authorities.”
Resolution 12
11. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR EXISTING RECURRENT RELATED PARTY
TRANSACTIONS OF A REVENUE NATURE
“THAT, subject always to the provisions of the Listing Requirements of Bursa Malaysia Securities Berhad, approval be
and is hereby given to the Company and its wholly-owned subsidiaries, Pacić Hypermarket & Departmental Store
Sdn Bhd and Pacić Bowling Sdn Bhd, to enter into and give effect to speciéd recurrent related party transaction of
a revenue nature with speciéd classes of Related Parties as speciéd in Section 3.2 of the Circular to shareholders
dated 25 February 2016 which are necessary for the day to day operations and/or in the ordinary course of business
of the Group and are carried out at arms’ length basis on normal commercial terms and on transaction price and
terms which are not more favourable to the Related Parties than those generally available to the public and are
not detrimental to the minority shareholders of the Company and such mandate shall continue to be in force until:
(i)
the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless by a
resolution passed at that meeting, the authority is renewed; or
(ii)
the expiration of the period within which the next Annual General Meeting after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) (but shall not extend to such extension as may be
allowed pursuant to Section 143(2) of the Act); or
(iii)
revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is the earlier, and
THAT authority be and is hereby given to the directors of the Company and its subsidiaries to complete and do
such acts and things as they may consider necessary or expedient in the best interest of the Company (including
executing all such documents as may be required) to give effect to the transactions contemplated and/or
authorised by this Ordinary Resolution.”
Resolution 13
12. PROPOSED SHAREHOLDERS’ MANDATE FOR ADDITIONAL RECURRENT RELATED PARTY TRANSACTIONS OF A
REVENUE NATURE
“THAT, subject always to the provisions of the Listing Requirements of Bursa Malaysia Securities Berhad, approval be
and is hereby given to the Company and its wholly-owned subsidiary, Pacić Hypermarket & Departmental Store Sdn
Bhd to enter into and give effect to additional recurrent related party transaction of a revenue nature with speciéd
classes of Related Parties as speciéd in Section 3.2 of the Circular to shareholders dated 25 February 2016 which are
necessary for the day to day operations of the Group provide that:
110
i)
The transactions are carried out in the ordinary course of business and are at arms’ length basis on normal
commercial terms and on transaction price and terms which are not more favourable to the Related Parties than
those generally to the public and are not detrimental to minority shareholders;
ii)
disclosure is made in the annual report of the breakdown of the aggregate value of transactions conducted
pursuant to the shareholders’ mandate during the ńancial year.
ANNUAL REPORT 2015
(i)
the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless by a
resolution passed at that meeting, the authority is renewed; or
(ii)
the expiration of the period within which the next Annual General Meeting after the date it is required to be held
pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) (but shall not extend to such extension as may be
allowed pursuant to Section 143(2) of the Act); or
(iii)
revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is the earlier, and
THAT authority be and is hereby given to the directors of the Company and its subsidiary to complete and do such
acts and things as they may consider necessary or expedient in the best interest of the Company (including executing
all such documents as may be required) to give effect to the transactions contemplated and/or authorized by this
Resolution 14
Ordinary Resolution.”
Notice of Dividend Entitlement and Payment
NOTICE IS ALSO HEREBY GIVEN that the First and Final Single-Tier dividend of 3.75%, in respect of the ńancial year
ended 30 September 2015, if approved, will be payable on 9 June 2016 to depositors who are registered in the Record of
Depositors at the close of business on 13 May 2016.
A Depositor shall qualify for entitlement only in respect of:a)
Shares transferred to the Depositor’s Securities Account before 4.00 p.m. on 13 May 2016 in respect of ordinary
transfers; and
b)
Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa
Malaysia Securities Berhad.
By Order of the Board
LEE WAI NGAN (Ms) (LS 00184)
HWONG PIK HUA (Ms) (MAICSA 7027798)
Secretaries
Kuala Lumpur
Date : 25 February 2016
Notes:
1) Item 1 of the Agenda
To receive the audited ńancial statements of the Company for the ńancial year ended 30 September 2015 together with
the reports of the Directors and Auditors thereon.
This item is meant for discussion only as the provision of Section 169(1) of the Companies Act, 1965 does not require
shareholders’ approval for the audited ńancial statements. Therefore, this item will not be put forward for voting.
2) Members’ entitled to Attend
For purpose of determining who shall be entitled to attend this meeting, only members whose names appear on the
Record of Depositors as at 14 March 2016 shall be entitled to attend, speak and vote at this meeting.
3) Appointment of Proxy
i)
A member is entitled to appoint not more than two proxies to attend at the same meeting. Where a member
appoints more than one proxy, the appointment shall be invalid unless he speciés the proportion of his
shareholdings to be represented by each proxy.
111
ANNUAL REPORT 2015
AND THAT the authority conferred by such mandate shall commence immediately upon the passing of this ordinary
resolution and continue to be in force until:
252670-P
(cont’d)
252670-P
ii)
For a member which is an exempt authorized nominee, as deńed under Securities Industries (Central Depositors)
Act, 1991, there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect
of each omnibus account it holds.
iii)
A proxy need not be a member of the Company and the provision of Section 149(1) (b) of the Companies Act,
1965 shall not apply to the Company.
iv)
If the appointer is a corporation, the instrument appointing a proxy must be under its common seal or under the
hand of an ofćer or attorney duly authorised.
v)
The instrument appointing a proxy must be deposited at the Company’s Registered Ofće at Plaza 138, Suite
18.03, 18th Floor, 138 Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for
holding the meeting or any adjournment thereof.
4) Special Business
i)
Proposed Retention Of Independent Directors
The proposed Ordinary Resolution No. 7 to 10, if passed, will allow the independent directors to be retained
and continue acting as an independent director to ful´ll the requirements of Paragraph 3.04 of the Main Market
Listing Requirements and in line with the recommendation No. 3.2 and 3.3 of the Malaysian Code on Corporate
Governance 2012. The full details of the justićation and recommendations for the retention is set out in the
Statement of Corporate Governance in the Annual Report 2015.
ii)
Proposed Authority to Allot and Issue Shares Pursuant to Section 132D of the Companies Act, 1965
The proposed adoption of the Ordinary Resolution No. 11, if passed, will authorise the directors to issue shares up
to 10% of the issued and paid-up capital of the Company for the time being for such purposes as the directors
consider would be in the best interest of the Company. The purpose for the renewal of a general mandate is to
avoid any delay and costs in convening a general meeting to specićally approve such an issue of shares for
any possible fund raising activities (excluding placing of shares) for the purpose of funding future investment
projects, additional working capital etc.
This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting of
the Company.
The Company did not issue any new shares pursuant to the mandate granted to the directors at the last Annual
General Meeting held on 27 March 2015 and which will lapse at the conclusion of the forthcoming Annual General
Meeting.
iii)
Proposed Renewal Of Authority For The Company to Purchase Its Own Shares
The proposed adoption of the Ordinary Resolution No.12, if passed, will prepare the Company with a further
option to utilize our ńancial resource more efćiently. It is also intended to stabilize the supply and demand as
well as the Company’s share prices.
The mandate shall continue to be in force until the date of the next Annual General Meeting of the Company
unless earlier revoked or varied by ordinary resolution of the Company in a general meeting and is subject to
annual renewal.
Further information on this resolution is set out in the Share Buyback Statement dated 25 February 2016,
despatched together with this Annual Report.
iv)
Proposed Renewal of Shareholders’ Mandate For Existing and Additional Shareholders’ Mandate for Recurrent
Related Party Transactions Of A Revenue Nature
The proposed adoption of the Ordinary Resolution No. 13 & 14, if passed, will enable the Group to enter into
recurrent transactions involving the interests of related parties, which are of a revenue nature and necessary
for the Group’s day-to-day operations, subject to the transactions being carried out in the ordinary course of
business and on terms not to the detriment of the minority shareholders of the Group.
The procurement of the proposed renewal of shareholders’ mandate would reduce substantially administrative
time, effort and expenses associated with the convening of separate general meeting to seek shareholders’
approval as and when potential recurrent related party transactions percentage ratios is equal or exceeds 5% as
prescribed in Chapter 10 of the Listing Requirements.
Further information on these resolutions are set out in the Circular to shareholders dated 25 February 2016,
despatched together with this Annual Report.
112
ANNUAL REPORT 2015
(Incorporated In Malaysia)
(252670-P)
I /We (full name) ___________________________________________________________________________________________________
of (full address) _____________________________________________________________________________________________________
being a member(s) of THE STORE CORPORATION BERHAD (252670-P), hereby appoint
(full name and NRIC No.)______________________________________________________________________________________________
and/or_____________________________________________________________________________________________________________
or failing him/her, the Chairman of the Meeting as my/our proxy, to attend and vote for me/us and on my/our behalf at the Twenty-Third
(23rd) Annual General Meeting of the Company to be held at Crown Hall 1, Level 1, The Crystal Crown Hotel Petaling Jaya, No. 12, Lorong
Utara A, Off Jalan Utara, 46200 Petaling Jaya, Selangor on Friday, 18 March 2016 at 10.00 a.m or at any adjournment thereof, and to vote
as indicated below :
Please indicate with an ‘X’ in the space below how you wish your votes to be cast.
(If you do not do so, your Proxy will vote or abstain from voting at his/her discretion).
RESOLUTION
FOR
AGAINST
1. Payment of First and Final Dividend
2. Payment of Directors’ Fees
3. Re-election of Director: Dato’ Sri Md Kamal bin Bilal
4. Re-election of Director: Puan Sri Datin Sri Khor Guik Lee
5. Re-election of Dato’ Dr. Haji Kardin bin Haji Shukor under Section 129 (6) of the
Companies Act, 1965
6. Re-appointment of auditors
7. Proposed retention of Independent Director:
Dato’ Sri Md Kamal bin Bilal (subject to passing of Resolution 3)
Dato’ Dr Haji Kardin bin Haji Shukor (subject to passing of Resolution 5)
Lim Gin Chuan
10. Proposed retention of Independent Director :
Yeoh Chong Keng
11. Authority under Section 132D of the Companies Act, 1965
12. Proposed Renewal of shareholders’ authority for the Company to purchase its own
shares
13. Proposed renewal of shareholders’ mandate for existing recurrent related party
transactions of revenue nature.
14. Proposed shareholders’ mandate for additional recurrent related party transactions
of revenue nature.
As witness my/our hands this _________ day of ___________________ 2016
In the event that more than one proxy are appointed, the percentage of shareholding to be represented by each is as follows:
Number of Shares/%
First Proxy
Second Proxy
Total
____________________________________
Signature/common seal of Shareholder(s)
Note :
Members Entitled To Attend
For purpose of determining who shall be entitled to attend this meeting, only members whose names appear on the Record of Depositors as at 14
March 2016 shall be entitled to attend, speak and vote at this meeting.
Appointment of Proxy
i)
ii)
iii)
iv)
v)
A member is entitled to appoint not more than two proxies to attend at the same meeting. Where a member appoints more than one proxy, the
appointment shall be invalid unless he speciés the proportion of his shareholdings to be represented by each proxy.
For a member which is an exempt authorized nominee, as deńed under Securities Industries (Central Depositors) Act, 1991, there is no limit to the
number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it holds.
A proxy need not be a member of the Company and the provision of Section 149(1) (b) of the Companies Act, 1965 shall not apply to the Company.
If the appointer is a corporation, the instrument appointing a proxy must be under its common seal or under the hand of an ofćer or attorney duly
authorised.
The instrument appointing a proxy must be deposited at the Company’s Registered Ofće at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan Ampang,
50450 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.
113
ANNUAL REPORT 2015
252670-P
PROXY FORM
114
ANNUAL REPORT 2015
252670-P

Annual Report 2015

Transcription

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