Annual Report 2005

Transcription

Annual Report 2005

T H E S T O R E C O R P O R AT I O N B E R H A D
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RETAIL ASIA-PACIFIC TOP 500 AWARDS
ANNUAL
REPORT
LARGEST AND OLDEST EXISTING SUPERMARKET CUM DEPARTMENTAL
CHAIN IN MALAYSIA AS CERTIFIED BY THE MALAYSIA BOOK OF RECORDS YEAR 2001.
THIS RECOGNITION HAS BEEN RECERTIFIED AS OF August 2005.
2005
THE STORE CORPORATION BERHAD
( INCORPORATED IN MALAYSIA )
252670-P
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2 0 0 5
Contents
Contents
Contents
Highlights of Events and Promotional Activities for The Year
2
Notice of Annual General Meeting
9
Notice of Dividend Entitlement And Payment
11
Statement Accompanying Notice of Annual General Meeting
13
Corporate Information
14
Corporate Structure
15
Chairman's Statement
16
Directors’ Profile
20
Statement of Corporate Governance
25
Audit Committee Report
33
Internal Control Statement
37
Financial Statements
39
List of Properties
90
Analysis Of Shareholdings
93
List Of Thirty Largest Shareholders
94
Proxy Form
THE STORE CORPORATION BERHAD 252670-P
( I N C O R P O R A T E D
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The Store Group’s 37th Anniversary
Celebration & Charity Dinner
and Award presentation from The Malaysia Book of Records
for continued succession as
officiated and witnessed by
YAB Dato’ Seri Abdullah Bin Haji Ahmad Badawi
Prime Minister Malaysia
An united force has built The Store into becoming the largest and oldest existing supermarket cum departmental chain in
Malaysia since it opened in 1968. The year 2005 marks The Store Group’s 37th grand anniversary and we invited our guest
of honour, our Prime Minister, YAB Dato’ Seri Abdullah Bin Haji Ahmad Badawi to officiate and
witness The Store Group’s 37th Anniversary dinner which also coincided with a charity dinner at KLCC Convention Centre,
Kuala Lumpur on 22 August 2005. On the night, our Prime Minister delivered his congratulatory message through his
representative, YB Dato’ Noh Omar, the Deputy Minister of Internal Security.
The highlight of the night were the certificate presentation by “The Malaysia Book of Records” to The Store for its
continuous succession as “The Largest Supermarket cum Departmental Chain in Malaysia” since 2001 and
the charity cheque presentation to “Penyayang Pesakit Kanser” for an amount of RM1.0 million.
As guests dined, a special video presentation on our company’s history was shown, followed by a sketch chronicling The Store’s
growth, and entertainment performances by The Store Group’s newly-appointed ambassador, Cik Adibah Noor.
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A JOURNEY OF
ACHIEVEMENTS
The Store Group’s exemplary leadership, which is supported by motivated and
loyal staff, has earned the Group numerous accolades and awards through the
years. External independent recognition of the Group’s achievements will
continue to be a motivational force to sustain and improve the Group’s
performance in its pursuit to be the best retailer in the Malaysian industry.
2005
Acknowledged as one
of the top 100 listed
companies in terms of
shareholder value
creation in KPMG /
The Edge Shareholder
Value Awards 2005.
2005
Awarded Bronze Award
for Malaysia in the
Retail Asia Pacific Top
500 Awards 2005, a
leading award for top
performing retail
companies in 14
economies in
Asia-Pacific.
2005
Largest and Oldest Existing Supermarket cum Departmental Chain in
Malaysia as certified by the Malaysia Book of Records Year 2001. This
recognition has been recertified in August 2005.
2004
The Store Group’s wholly-owned subsidiary Pacific
Hypermarket & Departmental Store Sdn. Bhd. (Prai outlet)
became the first ever winner of 2 prestigious awards and
a certification of the Malaysian pioneer "Retail Service &
Courtesy" Standards of Excellent Accreditation
Programme, which was initiated and organized by the
Malaysia Retailers Association (MRA) in collaboration
with National Productivity Corporation (NPC) which was
endorsed by the Ministry of Domestic Trade & Consumer
Affairs.
2004/2005
Awarded Certificate of
Excellence by the
Ministry of Domestic
Trade & Consumer
Affairs for its successful
listing in Malaysia 1000
for year 2004 / 2005,
a directory of the top
1000 performing
company in Malaysia.
The 3 pioneer awards are :
2004/2005
“Service & Courtesy”
Excellence Awards For Retailers
Overall Best Retail Outlet
2004/2005
“Service & Courtesy”
Overall Best Retail Outlet
In 2004/2005 “Service & Courtesy”
Best Hypermarket
In 2004/2005 “Service & Courtesy”
Under The Category Of Hypermarket
In Quality Merchandise, Courteous Service
& Store Presentation For 2004/2005
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Named as the largest existing supermarket cum departmental chain in Malaysia, The Store Group has expanded
to 64 outlets with its network reaching every state in Peninsular Malaysia and Sabah. The Group’s outlets
consist of:
42 supermarkets and departmental stores
5 hypermarkets & departmental stores
17 supermarket cum departmental stores in Sabah
R E W A R D
C A M P A I G N S
F O R
THE STORE’S
L O YA L C U S T O M E R S
The Store has continuously organized a range of exciting reward
campaigns throughout the years to reward its customers for their loyal
support. With fantastic prizes such as Perodua Myvi, Kia Picanto, Toyota
Avanza and Perodua Kancil cars as the grand prizes, The Store Group
continued to show appreciation for its customers’ loyalty with programmes
such as:-
• Aidilfitri Grand
Reward 2004
• Christmas Grand Reward ( Part I ) 2004
• Chinese New Year Grand Reward ( Part II ) 2005
• The Store Group’s 37th Anniversary Celebration - Super Sensation
Grand Rewards 2005
• Aidilfitri Jumbo Rewards 2005
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LOCAL ENTREPRENEURS’ DEVELOPMENT
GROWING WITH
THE STORE GROUP
The Store Group has constantly displayed keenness to work with the government in helping to promote the local small and
medium industry (IKS), especially in the food and beverage sector.
Several joint promotions and events have been carried out at The Store Group’s outlets. In conjunction with “Hari Pengguna
2005”, The Store Group has also helped to promote IKS products through the setting up of IKS counters at The Malaysian
Consumer Expo and Fair. With strong support from the Ministry of Domestic Trade & Consumer Affairs, The Store is confident
that the local IKS industry will progress rapidly and be able to compete in the local market and subsequently make progress in
the international market.
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THE STORE GROUP
CHARITY
ACTIVITIES &
CONTRIBUTIONS
As a major Malaysian retail group
with extensive presence throughout the
country, The Store is continuously mindful
of the needs and welfare of the
community at large. The Store has therefore
worked with many charitable organizations
by organizing charity campaigns and has
also donated generously
to
various
charitable
organisations
namely,
“Penyayang Pesakit Kanser”,
MAKNA, National Kidney
Foundation,
Thalassemia
Association of Malaysia,
Down Syndrome Associations
in Malaysia, Malaysia
Association for The Blind,
Tsunami Aid and Bone
Marrow
Transplant
Foundation.
A
charity
project for the National
Council of Spastic Children’s
Associations in Malaysia
was also organised in
November 2005.
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Notice of
Annual General Meeting
NOTICE IS HEREBY GIVEN that the Thirteenth (13th) Annual General Meeting of the Company will be held at Bintang Room 1
& 2, Level 1, Radius International Kuala Lumpur, 51-A, Changkat Bukit Bintang, 50200 Kuala Lumpur on Friday, 23 December
2005 at 10.00a.m for the following purposes:
Agenda
1. To receive and adopt the audited financial statements of the Company for the financial period ended 30 September 2005
together with the reports of the Directors and Auditors thereon.
Resolution 1
2. To approve the payment of a First and Final Dividend of 6% per share less tax at 28% in respect of the financial period
ended 30 September 2005.
Resolution 2
3. To approve the payment of Directors' Fees for the financial period ended 30 September 2005.
Resolution 3
4. To re-elect the following Directors who retire in accordance with the provisions of the Company's Articles of Association:
a) Dato’ Dr. Haji Kardin bin Haji Shukor
Resolution 4
b) Chang Yen Huei
Resolution 5
c) Lim Gin Chuan
Resolution 6
5. To consider and, if thought fit, pass the following resolution pursuant to Section 129(6) of the Companies Act, 1965:
"That Dato' Haji Mohd Yusoff bin Haji Amin (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-elected a Director of the Company to hold office until the
next Annual General Meeting."
Resolution 7
6. To re-appoint Moores Rowland as Auditors of the Company for the ensuing year and to authorise the Board of Directors to
fix their remuneration.
Resolution 8
7. To transact any other ordinary business of which due notice shall have been given.
As Special Business
To consider and, if thought fit, to pass the following Resolutions as Ordinary Resolutions:
8. 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 fit, 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 9
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Notice of 13th
[ Cont’d ]
9. PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY’S PURCHASE OF ITS OWN SHARES
"THAT, subject to the Companies Act, 1965 (as may be amended, modified 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 fit in the interest of the Company provided that the aggregate number of shares
purchased and/or held pursuant to this resolution does not exceed ten per centum (10%) of the total issued and paid-up
share capital of The Store at any point of time of the said purchase(s) and the maximum number of shares which may be
purchased by The Store 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 the general meeting;
whichever occurs first but not so as to prejudice the completion of purchase(s) by the Company before the aforesaid expiry
date and to take all steps as are necessary and/or to do all such acts and things as the Directors deem fit and expedient in
the interest of the Company to give full effect to the Proposed Share Buyback with full powers to assent to any condition,
modification, revaluation, variation and/or amendment (if any) as may be imposed by the relevant authorities.”
Resolution 10
10. PROPOSED RENEWAL OF SHAREHOLDERS’ MANDATE FOR 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, Pacific Hypermarket & Departmental Store Sdn Bhd, to enter
into and give effect to specified 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 1 December 2005 which are necessary for the day
to day operations and/or in the ordinary course of business of the Company and its subsidiary and are carried out at arms’
length basis on normal commercial terms of The Store Group on terms not more favourable to the Related Parties than those
generally available to the public and are not detrimental to minority shareholders of the Company and such mandate shall
continue to be in force until:
(i)
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the conclusion of the next Annual General Meeting of the Company (“AGM”) at which time it will lapse, unless by a
resolution passed at a general meeting, the authority is renewed;
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Notice of 13th
[ Cont’d ]
(ii)
the expiration of the period within which the next AGM 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 authorised by this Ordinary
Resolution.”
Resolution 11
Notice of Dividend Entitlement and Payment
NOTICE IS ALSO HEREBY GIVEN that the first and final dividend of 6% per share less tax at 28% in respect of the financial
period ended 30 September 2005, if approved, will be paid to shareholders on 17 March 2006. The entitlement date for the
said dividend shall be 20 February 2006.
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 20 February 2006 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
1 December 2005
Notes:
1. A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his
stead. A member may appoint more than two proxies to attend at the same meeting. Where a member appoints two or
more proxies, he must specify the proportion of his shareholdings to be represented by each proxy.
2. A proxy need not be a member of the Company.
3. If the appointer is a corporation, the form must be under its Common Seal or under the hand of an officer or attorney duly
authorised.
4. The instrument appointing a proxy must be deposited at the Company’s Registered Office at Wisma Selangor Dredging, 6th
Floor, South Block, 142-A Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for
holding the meeting.
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Notice of 13th
[ Cont’d ]
Explanatory Notes on Special Business
Ordinary Resolution 9 – Authority to Allot and Issue Shares Pursuant to Section 132D of the
Companies Act, 1965
The Ordinary Resolution No. 9, 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. This would avoid any delay and costs in convening a general meeting to specifically approve such an issue of
shares. This authority unless, revoked or varied at a general meeting, will expire at the next Annual General Meeting of the
Company.
Ordinary Resolution 10 – Proposed Renewal Of Authority For The Company’s Purchase Of Its Own
Shares
The Ordinary Resolution No. 10, if passed, will renew the mandate for the Company to buy back its own shares. 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 1 December 2005, despatched
together with this Annual Report.
Ordinary Resolution 11 – Proposed Renewal of Shareholders’ Mandate For Recurrent Related Party
Transactions Of A Revenue Nature
The Ordinary Resolution No. 11, if passed, will enable the Company and its subsidiary to enter into recurrent transactions
involving the interest of related parties, which are of a revenue nature and necessary for the Group’s day-to-day operations,
subject to the transactions being carried out in the ordinary course of business and on terms not to the detriment of the
minority shareholders of the Company.
Further information on this resolution is set out in the circular to shareholders dated 1 December 2005, despatched
together with this Annual Report.
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Statement Accompanying Notice Of
Pursuant to Paragraph 8.28 (2) of the Listing Requirements of Bursa Malaysia Securities Berhad
1. Directors who are standing for re-election at the Thirteenth Annual General Meeting:
The Directors retiring pursuant to Article 99:a) Dato’ Dr. Haji Kardin bin Haji Shukor
b) Chang Yen Huei
c) Lim Gin Chuan
Resolution 4
Resolution 5
Resolution 6
The Director retiring pursuant to Section 129 of the Companies Act,1965:a) Dato’ Haji Mohd Yusoff Bin Haji Amin
Resolution 7
Please refer to their profile on Page 20 of this Annual Report.
2. Details of Attendance of Directors at board of Directors’ meetings
The details of the attendance of the directors at board of directors’ meetings held during the financial period ended 30
September 2005 are set out on Page 26 of this Annual Report.
3. Details of General Meetings held during the financial period ended 30 September 2005
a) Twelfth Annual General Meeting held on Friday, 24 September 2004 at 10.00 a.m. at Starhill 1, Level 4, JW Marriott
Hotel, 183, Jalan Bukit Bintang, 55100 Kuala Lumpur
b) Extraordinary General Meeting held on Friday, 11 March 2005 at 10.00 a.m. at Bintang Room 1 & 2, Level 1, Radius
International Kuala Lumpur, 51-A, Changkat Bukit Bintang, 50200 Kuala Lumpur
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Corporate
Information
Board Of Directors
Datuk Md Kamal bin Bilal ~ Chairman
(Independent Non-Executive Director)
Dato’ (Dr.) Tang Yeam Soon
(Managing Director)
Datin Khor Guik Lee
Registered Office
Wisma Selangor Dredging
6th Floor, South Block,
142-A Jalan Ampang,
50450 Kuala Lumpur.
Tel: 603-2161 5466
Fax: 603-2163 6968
(Executive Director)
Kam Teh Chung
Chang Yen Huei
Dato' Dr. Haji Kardin bin Haji Shukor
Dato' Haji Mohd Yusoff bin Haji Amin
Yeoh Chong Keng
Lim Gin Chuan
Audit Committee
Registrars
Systems & Securities Sdn Bhd
Wisma Selangor Dredging,
6th Floor, South Block,
142-A, Jalan Ampang,
50450 Kuala Lumpur.
Tel: 603-2161 5466
Fax:603-2163 6968
Principal Place of Business
Lot 9A, Jalan 223,
Petaling Jaya
46100 Selangor Darul Ehsan
Tel : 603-7960 3233
Fax: 603-7960 3299
www.tstore.com.my
email: thestore@tstore.com.my
Company Secretaries
Ms Lee Wai Ngan (LS 00184)
Ms Hwong Pik Hua (MAICSA 7027798)
Auditors
Dato' Dr. Haji Kardin bin Haji Shukor ~ Chairman
Chang Yen Huei
Yeoh Chong Keng
Moores Rowland
Wisma Selangor Dredging
7th Floor, South Block
142-A, Jalan Ampang
50450 Kuala Lumpur
Principal Bankers
Remuneration Committee
Dato' Dr. Haji Kardin bin Haji Shukor ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
Nomination Committee
Dato' Haji Mohd Yusoff bin Haji Amin ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
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Malayan Banking Berhad
EON Bank Berhad
Stock Exchange Listing
The Company is a public
company, incorporated and
domiciled in Malaysia and
listed on the Main Board of
the Bursa Malaysia Securities
Berhad since 3 March 1994.
Sector : Trading
Stock Short Name : TSTORE
Stock Code : 5711
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Corporate
Structure
30%
Tanjung Segi Sdn Bhd
70%
The Store Holdings Sdn Bhd
100%
Formyarn Sdn Bhd
67%
The Store ( Kangar ) Sdn Bhd
100%
The Store ( Johore Bahru ) Sdn Bhd
100%
The Store ( Johor Jaya ) Sdn Bhd
100%
The Store ( Kemaman ) Sdn Bhd
100%
Murai Perdana Sdn Bhd
100%
Cotler Sdn Bhd
92.1%
The Store ( Malaysia ) Sdn Bhd
100%
The Store ( Malacca ) Sdn Bhd
100%
The Store ( Batu Pahat ) Sdn Bhd
100%
THE STORE CORPORATION
BERHAD
The Store ( Subang ) Sdn Bhd
100%
Taiping Corporation Sdn Bhd
100%
The Store ( Taiping Jaya ) Sdn Bhd
100%
Taiping Supermarket Holdings
Sdn Bhd
100%
The Store ( Taiping ) Sdn Bhd
100%
The Store ( Tampin ) Sdn Bhd
100%
The Store ( Terengganu ) Sdn Bhd
100%
The Store ( Pusat K.T ) Sdn Bhd
100%
The Store ( Kelantan ) Sdn Bhd
100%
The Store ( Sungai Petani ) Sdn Bhd
100%
The Store ( Kota Bharu ) Sdn Bhd
100%
Gold Shopping Centre Holdings Sdn
Bhd
100%
70%
The Store ( Taman Kok Lian )
Sdn Bhd
100%
The Store ( Shah Alam ) Sdn Bhd
100%
The Store ( NS ) Sdn Bhd
30%
TS Universal Brands Sdn Bhd
100%
The Store ( Bukit Pasir ) Sdn Bhd
100%
The Store ( Port Dickson ) Sdn Bhd
100%
Summit Superstore Holdings Sdn Bhd
100%
Arglye Sdn Bhd
100%
TS Retail Systems Sdn Bhd
100%
The Store ( Summit Parade ) Sdn Bhd
100%
The Store ( Mentakab ) Sdn Bhd
100%
The Store ( Kuantan Parade ) Sdn Bhd
100%
Visual Utama Sdn Bhd
100%
The Store ( Muar ) Sdn Bhd
100%
The Store Properties Sdn Bhd
100%
Yangtze Corporation Sdn Bhd
94.98% (Effective Interest)
The Store ( Seremban ) Sdn Bhd
100%
The Store Card Sdn Bhd
100%
The Store ( Klang ) Sdn Bhd
100%
TS Universal Trading Sdn Bhd
100%
The Store ( Kluang ) Sdn Bhd
100%
The Store ( Taman Tun Aminah )
Sdn Bhd
100%
The Store (Kampar Road) Sdn Bhd
100%
The Store ( Central Square ) Sdn Bhd
100%
Pacific Hypermarket Group Sdn Bhd
100%
Pacific Hypermarket & Departmental
Store Sdn Bhd
100%
Pacific Hypermarket ( Prai ) Sdn Bhd
100%
The Store ( Bentong ) Sdn Bhd
100%
Bigever Properties Sdn Bhd
100%
The Store ( Darul Naim ) Sdn Bhd
100%
Pacific Hypermarket Properties Sdn Bhd
100%
Pacific Department Store ( Prai )
Sdn Bhd
100%
Milimewa Superstore Sdn Bhd
100%
Pacific Hypermarket Sdn Bhd
100%
Pacific Departmental Store Sdn Bhd
100%
Delsinar Sdn Bhd
100%
29.63%
Nilai Hikmat Sdn Bhd
100%
15.63%
Larut Matang Supermarket Holdings
Berhad
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D ear Valued Shareholders,
On behalf of the Board of Directors, it gives me great pleasure to present the Company’s Annual Report and the Financial
Statements of the Company for the financial period ended 30 September 2005.
Financial Performance
The Company had changed its financial year end from 31 March to 30 September, and as such, the financial statements of the
Company and its subsidiaries are for a period between 1 April 2004 and 30 September 2005 (18 months).
Despite tougher competition, the Group registered a turnover of RM1,992.94 million with a profit before tax of RM52.36
million for the financial period under review of 18 months.
Dividend
The Board is pleased to recommend a first and final gross dividend of 6% per share less tax at 28% for the financial period
ended 30 September 2005. The proposed dividend will be subject to shareholders’ approval at the forthcoming Annual General
Meeting.
Our dividend policy is consistent with our historical dividend payout and balances the aim to provide shareholders with
sustainable cash returns with the conservation of adequate funds for reinstatement that are necessary to enhance future
profitability.
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Chairman's
Statement
37th Anniversary
This auspicious year marks The Store’s 37th grand anniversary. From its humble beginning in 1968, The Store has gradually
expanded its network to 64 outlets throughout Malaysia. The 37th Anniversary dinner was held together with a charity dinner
on 22 August 2005 at the KLCC Convention Centre, Kuala Lumpur and was officiated by YB Dato’ Noh Omar, the Deputy
Minister of Internal Security, as the representative of our Prime Minister, YAB Dato’ Seri Abdullah bin Haji Ahmad Badawi.
The highlights of the night were the certificate presentation by “The Malaysia Book of Records” to the Company for
recertification as “The Largest Supermarket cum Departmental Chain in Malaysia” since 2001 and a charity cheque
presentation to “Penyayang Pesakit Kanser” for RM1.0 million. Our invited guests had an enjoyable night with a performance
by The Store’s newly-appointed ambassador, Cik Adibah Noor, a video-slide show and a sketch chronicling The Store’s growth.
The Company also took this opportunity to thank its loyal customers and suppliers for their continued patronage and support
given to us during all these years.
Operation Review
The period under review marked further milestones achieved by The Store Group. On 29 September 2004, the Company’s
wholly-owned subsidiary, Pacific Hypermarket & Departmental Store Sdn Bhd (PHDS) officially opened its new outlet at KB Mall,
Kota Bharu, Kelantan Darul Naim with a total gross trading area of 178,120 sq feet. This is the first hypermarket to be opened
in Kota Bharu, Kelantan Darul Naim.
In December 2004, PHDS opened another new outlet at Alor Star Mall, Alor Star, Kedah Darul Aman with a total gross trading area of 162,425 sq feet. Alor Star Mall is located at the prime main crossroads of Jalan Dato’ Syed Omar (Jalan Lencong
Barat) and Lebuhraya Sultan Abdul Halim and has the advantage of being situated squarely in the suburban areas with high
population catchments.
In the same month, the Group opened 5 more new outlets under the banner of “The Store” at Pudu Plaza (Kuala Lumpur),
Pandan Kapital (Kuala Lumpur), Paragon Point(Ampang), Sg. Buloh(Shah Alam) and Pasar Besar (Kuantan). This is followed
by the opening of the 5th Pacific outlet at Centre Point(Seremban) and The Store outlet in Ipoh (Jalan Onn Jaafar) in January
2005.
The opening of these outlets is in line with the Group’s objective of expanding its core business of retail activities especially in
areas with growth potential.
On 10 May 2005, the Company completed its acquisition of Milimewa Superstore Sdn Bhd which presently operates a total of
17 outlets in Sabah. The outlets are located in Kota Kinabalu (4 outlets), Keningau (2 outlets), Tawau (2 outlets) and an outlet
each in Penampang, Sandakan, Semporna, Lahad Datu, Kunak, Tuaran, Kudat, Kota Marudu and Ranau. It brought the
number of “The Store” outlets to 42, “Pacific” outlets to 5 and “Milimewa” outlets to 17, for a grand total of 64 outlets.
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17
Chairman's
Statement
Corporate Development
During the period under review, the following corporate event took place in relation to the Group :
On 15 December 2004, the Company entered into share sale agreements to acquire 12,800,000 ordinary shares of RM1.00
each representing the entire equity interest in Milimewa Superstore Sdn Bhd. The acquisition was completed on 10 May 2005
with a revision of purchase consideration from RM20,166,500.00 to RM15,166,500.00. Milimewa is principally involved in
the operation of retail departmental stores cum supermarkets.
The acquisition is in line with the Group’s objective of increasing its total retail outlets in order to develop its core business of
retail activities and provide the Group with a strategic foothold for future expansion in East Malaysia.
Achievements
Besides being recertified as the Largest & Oldest Existing Supermarket cum Departmental Chain in Malaysia by The Malaysia
Book of Records in 2005, The Store was also acknowledged as one of the Top 100 listed companies in terms of shareholders’
value creation in the KPMG / The Edge Shareholder Value Awards 2005. In addition to the award of the Certificate of
Excellence by the Ministry of Domestic Trade & Consumer Affairs for its successful listing in the Malaysia 1000 for years 2003
and 2004/2005, a directory of top performing companies in Malaysia, The Store was also awarded the Bronze Award for
Malaysia in the Retail Asia Pacific Top 500 Awards 2005, in Beijing, China.
The importance of the frontline roles that the outlets of the Group play in the growth of the Group’s business and in the delivery
of the customer service excellence has long been recognized. Pacific Hypermarket & Departmental Store Sdn Bhd (Prai outlet)
became the first ever winner of 2 prestigious awards as “the Overall Best Retail Outlet” and “the Best Hypermarket” in years
2004/2005 “Services & Courtesy” Excellence Awards and a certification of the pioneer Malaysian “Retail Service & Courtesy”
Standards of Excellent Accreditation Programme, which was initiated and organized by the Malaysia Retailers Association in
collaboration with the National Productivity Corporation which was endorsed by the Ministry of Domestic Trade & Consumer
Affairs.
Corporate Citizenship
In fulfilling its role as a good corporate citizen, the Group has worked with many charity organizations through the
organization of charity campaigns, in addition to donating generously to various organizations, such as :
Malaysian Association of the Blind
Penyayang Pesakit Kancer
Tsunami Victims Fund
Bone Marrow Transplant Foundation
18
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Chairman's
Statement
Prospects
The Malaysian economy has registered a growth of 4.9% for the first half of 2005, with an expected growth of 5.0% for the
entire 2005. The growth reflects economic expansion which is more widespread and triggered by increasing domestic demand
especially from private sector activities. The growth is achieved in spite of high oil prices and global health threats, and the
Group is cautiously optimistic of its prospects for the coming year.
The Group would continue to subscribe and adhere to the strictest requirements of the code of corporate governance and
transparency to generate greater shareholders’ confidence. Sustainable shareholders’ value remains the primary objective and
the Group will continue to seek out compelling value acquisition whilst carrying out improvements to its existing outlets.
Acknowledgment
On behalf of the Board of Directors, I express my sincere appreciation and gratitude to the management and members of The
Store family for their unstinting efforts and personal sacrifices. I express my heartfelt thanks as well to our valued customers,
business associates, bankers and others for their resolute support and loyalty, without which our success would not have been
possible. I look forward to their continuing trust and confidence. I would like to also extend my gratitude to relevant government
authorities for their assistance and support.
Finally, my special thanks to our shareholders for your continued support for the Group. The Board of Directors wishes to assure
you that we will continue to work to uphold your trust in us.
Thank you.
Datuk Md Kamal bin Bilal
Chairman
Date : 25 November 2005
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19
Directors’
Profile
Datuk Md Kamal bin Bilal,
D.M.S.M., JP.
Chairman
Malaysian, aged 43, was initially appointed to
the Board on 14 February 2000 as NonExecutive Director and co-opted as Chairman
on 2 November 2001.
He has over 13 years of experience in the
government sector, serving as a Community
Development Officer in the Ministry of National
& Rural Development for 7 years and as a
Supervisor in the parliamentary field up to date.
His business experience includes managing an
automobile dealership for the State of Penang.
Currently, he also sits on the board of several private companies and public listed companies, namely, KBB Resources Bhd and
Borneo Aqua Harvest Bhd.
Datuk Kamal does not have any family relationship with any Directors and/or major shareholders of The Store Corporation
Berhad or any personal interest in any business arrangement involving the Company. He has not been convicted for any offences
within the past 10 years.
Dato’ (Dr.) Tang Yeam Soon,
D.S.N.S,.
Managing Director
Malaysian, aged 46, was appointed to the
Board on 21 February 2001 as Executive
Director and co-opted as Group Managing
Director on 23 November 2001.
Dato’ Tang has more than 20 years of experience
in the business sector, particularly in the retail
industry. He founded his first company at the
age of 20, and held the position of Managing
Director. Under his leadership, the company
was listed on Bursa Malaysia Securities
Berhad’s Second Board 13 years later. Thereafter, he founded Pacific Hypermarket & Departmental Store Sdn Bhd and held the
position of Managing Director before forging his career with The Store Group.
Under his strategic leadership, The Store Group was certified as the Largest & Oldest Existing Supermarket cum Departmental
Chain in Malaysia by The Malaysia Book of Records in 2001 and recertified in 2005. Subsequently, The Store was awarded
the Superbrands status by the Malaysia Superbrands Council 2003/2004. The Store was also successfully listed in Malaysia 1000
20
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A N N U A L
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2 0 0 5
Directors’
Profile
for years 2003 and 2004/2005, which is a directory of the top 1000 performing companies in Malaysia and was also
awarded a Bronze Award for Malaysia in the Retail Asia Pacific Top 500 Awards 2005, a leading award for top performing
retail companies in 14 economies in Asia-Pacific. His valuable contribution to the retail industry is further extended when he
was being voted as the Deputy President of The Malaysia Retailers Association (MRA) on 13 October 2004. Hence, his
conferment of a Doctorate of Philosophy (PhD) in Business Administration (Honoris Causa) by Honolulu University, Hawaii, is
indeed a true acknowledgment and recognition of his invaluable contribution to the development of the country’s retail
industry.
As Group Managing Director, Dato’ 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. Presently,
he also sits on the board of several private companies and does not hold any directorship in any other public companies.
Dato’ Tang is the spouse of Datin Khor Guik Lee who is also a director and a major shareholder of The Store Corporation
Berhad. Save as disclosed, he does not have any family relationship with any other Directors and/or major shareholders of
The Store Corporation Berhad or any personal interest in any business arrangement involving the Company. He has not been
convicted for any offences within the past 10 years.
Kam Teh Chung
Executive Director
Malaysian, aged 56, is an Executive
Director who was re-appointed to the
Board on 31 May 2001 and is
currently holding the position of
Group Operations Director.
He was previously a Board member
serving as Executive Director of The
Store Corporation Berhad until his
resignation on 30 March 2000. Prior
to that, he had served in various
capacities in the outlets within the
Group. He has deep knowledge of the supermarket and department store industry gained from more than 20 years of
experience. He also has an impeccable standing in the retail business industry. He does not hold any directorship in any other
public companies.
Mr Kam does not have any family relationship with any Directors and/or major shareholders of The Store Corporation Berhad
or any personal interest in any business arrangement involving the Company. He has not been convicted for any offences
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21
Directors’
Profile
Chang Yen Huei
Executive Director
Malaysian, aged 41, was appointed to the Board
on 2 November 2001 as Executive Director and is
currently holding the position of Group Finance
Director and was appointed as a member of the
Audit Committee on 23 November 2001.
He is a fellow of Chartered Association of Certified
Accountants, UK and a member of the Malaysian
Institute of Accountant. He has gained valuable
experience in accounting and financial management
through his attachment over 10 years in various
industries such as professional accounting firms,
computer and retailing industries. He was the
Accountant of MCL Corporation Berhad for 3 years
before joining Pacific Hypermarket Group Sdn Bhd
(PHG) as a Group Accountant in 1996. He was subsequently promoted to Group Financial Controller of PHG and further
appointed as Group Financial Controller of The Store Corporation Berhad in February 2001. In the same year, he was
promoted to Group Finance Director. He does not hold any directorship in any other public companies.
Mr Chang does not have any family relationship with any Directors and/or major shareholders of The Store Corporation Berhad
or any personal interest in any business arrangement involving the Company. He has not been convicted for any offences
Datin Khor Guik Lee
Executive Director
Malaysian, aged 44, was appointed to the Board
on 27 February 2003 as Executive Director. She
has more than 20 years of experience in the retail
industry. With her spouse, Dato’(Dr.) Tang Yeam
Soon, they formed a company in which she held the
position of Executive Director and the company
was subsequently listed on Second Board of
Bursa Malaysia Securities Berhad 13 years later.
Thereafter, she joined Pacific Hypermarket and
Departmental Store Sdn Bhd as an Executive
Director As a board member of Pacific, she
participated actively and constructively in all the
board deliberations towards the future growth and
direction of Pacific group. Presently, she also sits on
the board of several private companies. She does
not hold any directorship on any other public companies.
She is the spouse of Dato’ (Dr.) Tang Yeam Soon who is a director and a major shareholder of The Store Corporation Berhad.
Save as disclosed, she does not have any family relationship with any Directors and/or major shareholders of The Store
Corporation Berhad or any personal interest in any business arrangement involving the Company. She has not been
convicted for any offences within the past 10 years.
22
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Directors’
Profile
Yeoh Chong Keng
Independent Non-Executive Director
Malaysian, aged 53, is a Non-Executive
Director who is a lawyer by profession and was
appointed to the Board on 14 February 2000.
He was appointed as a member of the
Nomination Committee on 30 July 2001 and
as a member of the Remuneration Committee
on 27 February 2003. On 20 May 2005, he
was appointed as a member of the Audit
Committee.
He was a senior police officer in the Royal
Malaysian Police Force before proceeding to
read Law at Lincoln’s Inn, England. He was
called to the English Bar and Malaysian Bar in
1980 and 1981 respectively and is currently a
Senior Partner of a legal firm. Currently, he is also a director of Asia Life (M) Bhd.
He does not have any family relationship with any Directors and/or major shareholders of The Store Corporation Berhad or
any personal interest in any business arrangement involving the Company. He has not been convicted for any offences within
the past 10 years.
Dato’ Haji Mohd Yusoff bin Haji Amin
SMS., PJK., JP.,
Independent Non- Executive Director
Malaysian, aged 75, is a Non-Executive Director and
was appointed to the Board on 24 April 2000. He was
appointed as a member of the Audit Committee on 31
July 2000 and as Chairman of the Nomination
Committee on 30 July 2001.
He has held many illustrious positions in a distinguished
career in the Public Service. Most notable was the
period he served as the Private Secretary to His Royal
Highness, the late Sultan Of Selangor Darul Ehsan. He
served with distinction in this position for over 18 years.
He also has the proud record of holding the following
appointments/positions for varying periods in the State
of Selangor Darul Ehsan namely, Orang Besar Daerah
Petaling, District Councillor of Petaling, Member of the
Dewan DiRaja, Municipal Councillor of Shah Alam, Member of the Council State Museum, Majlis Agama Islam and the Council
of University Pertanian Malaysia.
Presently, Dato’ Yusoff sits on the board of directors of various public and private companies including Southern Acids (M)
Berhad and Khee San Berhad. He was also the Honorary Advisor to the Council of Justices of the Peace and Society of the
Royal Datos Selangor Darul Ehsan in which he served as President from 1994 to 1997.
the past 10 years.
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23
Directors’
Profile
Dato’ Dr. Haji Kardin bin Haji Shukor,
DPMJ, SMJ, AMN, PIS, JSM
Malaysian, aged 66, is a Non-Executive
Director who was appointed to the Board on 13
December 1993 and appointed as Chairman of
the Audit Committee. He became the Chairman
of the Remuneration Committee on 30 July
2001.
He is a qualified 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 Dr. Kardin was appointed as Director of Veterinary Service for Kedah and Johor
followed by other such appointments in the Department of Veterinary Services in Peninsular Malaysia. He does not hold any
directorship in any other public companies.
Dato’ Kardin does not have any family relationship with any Directors and/or major shareholders of The Store Corporation
Berhad. He has not been convicted for any offences within the past 10 years. Save as disclosed in Note 27 of the audited
financial statements of the Company, Dato' Kardin does not have any personal interest in any other business arrangement
involving the Company.
Lim Gin Chuan
Malaysian, aged 42, is a Non-Executive Director
who was appointed to the Board on 31 January
2000. He was appointed as a member of the
Remuneration Committee on 30 July 2001 and as
a member of the Nomination Committee on 27
February 2003.
He obtained his Bachelor of Economics (major in
Accounting) and Bachelor of Law Degree from
Monash University, Melbourne, Australia. He
served as a legal assistant in a legal firm from
1989 to 1990. From 1991 until the present date,
he has been a partner in the legal firm. His main
areas of expertise are in the field of conveyancing,
banking and company law. His firm serves as the
panel solicitors for various banks and finance companies. He is also presently a Director of Wong Engineering Berhad and
SDKM Fibres, Wires & Cables Bhd.
the past 10 years.
24
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A N N U A L
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2 0 0 5
Statement Of
C o r p o r a t e G o ve r n a n c e
Pursuant to Paragraph 15.26 of the Listing Requirements of Bursa Malaysia Securities Berhad
The Malaysian Code on Corporate Governance (“the code”) was introduced in March 2000, and sets out the Principles and
Best Practices for compliance by any organisation.
The Board of the Company recognizes the paramount importance of good corporate governance to the success of the Group
and believes that the good corporate governance results in quantifiable and sustainable long term success and creation of
shareholders value as well as benefit for other stakeholders, all of which are reflected in our performance track record over the
years. As such, the board is fully committed to the maintenance of high standards of corporate governance as stated in the
following statement which outlines how the Group has applied the code throughout the period ended 30 September 2005.
A. THE BOARD OF DIRECTORS
(i)
Composition & Board Balance
The Company’s Articles of Association currently provide for a board comprising a maximum of eleven directors. As at
the date of this statement, the Board has Nine (9) members comprising Five (5) Independent Non Executive Directors
and Four (4) Non Independent Executive Directors.
The present composition of the Board is in compliance with the requirements of Bursa Malaysia Securities Berhad
whereby at least two directors or one-third of the Board, whichever is the higher number, must be independent
directors.
In the opinion of the Board, the number of members is sufficient and fairly reflects the investment in the Company by
shareholders other than the largest shareholders. The Board, having reviewed its size and composition, is also
satisfied that it is effective for the proper functioning of the Board.
The Directors are from diverse professional backgrounds with a wide range of expertise in the fields of business,
political science, management, public administration, legal, finance and accounting. The mix of skills and experience
is vital for the successful performance of the Board.
A brief profile of each director is set out on pages 20 of this Annual Report.
All the members of the Board complied with the limitation of directorship requirement pursuant to listing requirements
of Bursa Malaysia Securities Berhad.
(ii) Responsibility
The Store has an effective Board of Directors which leads and controls The Store Group to discharge its stewardship
responsibilities pursuant to the best practices of the code. The Board is principally responsible for, among other things:
•
•
•
•
Reviewing and adopting long term strategic plans for the Group
Developing investor relation programme on shareholder communication policy of the Group
Evaluating and overseeing the achievement of the Group’s business objectives
Reviewing the adequacy and the integrity of the Group’s internal control systems and Management Information
System including systems in compliance with applicable laws, regulations, rules, directives and guidelines
• Maintaining high standards of ethics and corporate behaviour
There is a clear division of responsibilities between the Chairman and Managing Director and executive directors to
ensure balance of power and authority. The Chairman is primarily responsible for ensuring Board effectiveness and
conduct whilst the Managing Director with the assistance of executive directors has overall responsibilities over the
operating units, organization effectiveness and implementation of Board policies and decisions.
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25
Statement Of
[ Cont’d ]
The presence of Independent Non-Executive directors brings an additional element of balance to the Board as they
provide unbiased and independent view, advice and judgment to take account of the interest, not only of the Group,
but also of the shareholders, employees, customers and other stakeholders.
The Board does not consider it necessary to nominate a recognized Senior Independent Non-Executive Director to the
Board to whom any concerns may be conveyed, in view of the present independent element of the board composition
and the separation of the roles of the Chairman and Managing Director.
(iii) Board Meeting
The Board meets at least four times a year, with additional meetings convened when necessary.
There were five board meetings held during the financial period ended 30 September 2005. The details of attendance
of the Directors at the board of directors meetings are as follows:
Name of Director
1. Datuk Md Kamal bin Bilal
2. Dato’(Dr.) Tang Yeam Soon
3. Dato’ Dr. Haji Kardin bin Haji Shukor
4. Dato’ Haji Mohd Yusoff bin Haji Amin
5. Kam Teh Chung
6. Chang Yen Huei
7. Datin Khor Guik Lee
8. Yeoh Chong Keng
9. Lim Gin Chuan
Attendance
5/5
5/5
5/5
4/5
5/5
5/5
5/5
5/5
5/5
(iv) Supply of Information
Executive Management and the Company Secretaries are responsible for organising the Board meeting agenda and
full set of board papers for each agenda item to be discussed. The agenda and board papers are disseminated in
advance to facilitate informed decision-making process and all the directors are entitled to request for additional
clarification and information to assist them in matters that require their decision.
The Board has the services of two Company Secretaries who are responsible for ensuring that all Board procedures
are followed and that applicable laws and regulations are complied with. These include the obligation of Directors
relating to disclosure of interests and disclosure of any conflict of interest in transactions with the Group. The Company
Secretaries are also charged with highlighting all issues which they feel ought to be brought to the Board’s attention.
In exercising their duties, Board committees are entitled to obtain advice on professional opinions from external
consultants such as merchant bankers, valuers, human resource consultant etc.
In the intervals between Board meetings, any matters requiring Board decisions and Board approvals are obtained
through circular resolutions.
(v) Re-election of Directors
The Articles of Association of the Company provide for the following in respect of the re-election of directors:
26
a)
all Directors who are appointed during the year will be subject to retirement and re-election by shareholders at
the Annual General Meeting following their appointment; and
b)
one-third (1/3) of the remaining directors, including the Managing Director, shall retire from office and be
eligible for re-election at each Annual General Meeting; provided always
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R E P O R T
2 0 0 5
Statement Of
[ Cont’d ]
c)
all the directors, including the Managing Director, shall retire from office once at least in each three (3) years but
shall be eligible for re-election
Directors who are over seventy (70) years of age are required to submit themselves for re-appointment annually in
accordance with Section 129 (6) of the Companies Act, 1965.
At this forthcoming Annual General Meeting, the Company has 4 directors retiring and offering themselves for reelection. The details of directors seeking re-election are disclosed in the statement accompanying the Notice of Annual
General Meeting as set out on Page 13 of this Annual Report.
(vi) Directors Training
All the directors had attended the Mandatory Accreditation Programme conducted by Research Institute of Investment
Analysis Malaysia, an affiliate company of Bursa Malaysia Securities Berhad. They also continually attend
education programs and seminars to keep abreast with developments in the market place.
Some of the directors have completed the required Continuing Education Programme (“CEP”) while others who have
yet to accumulate the required points in respect of the CEP have been given until 31 December 2005 to do so.
(vii) Board Committees
The Board has delegated certain responsibilities to its committees which operate within clearly defined terms of
reference:-
a)
Audit Committee
The Audit Committee report is set out on Page 33 of this Annual Report.
b)
Remuneration Committee
The Remuneration Committee was established on 30 July 2001 and its present members as at the date of this
statement are as follows:
~ Dato’ Dr. Haji Kardin bin Haji Shukor
(Independent & Non-Executive Director)
~ Mr. Yeoh Chong Keng
(Independent & Non- Executive Director)
~ Mr. Lim Gin Chuan
c)
-
Chairman
-
Member
-
Member
Nomination Committee
The Nomination Committee was established on 30 July 2001 and its present members as at the date of this
statement are as follows:~ Dato’ Haji Mohd Yusoff bin Haji Shukor
~ Mr. Yeoh Chong Keng
(Independent & Non- Executive Director)
~ Mr. Lim Gin Chuan
-
Chairman
-
Member
-
Member
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27
Statement Of
[ Cont’d ]
The Nomination Committee is responsible for nominating new candidates to the Board and to ensure the
appropriate Board balance and size as well as to review the required mix of skills, experience, other
competencies and recommend to the Board accordingly. The Board will implement the process which is to be
carried out by the Nomination Committee, for assessing the effectiveness of the individual directors and the Board
as a whole.
The Company Secretary is responsible for ensuring that appointments are properly made and all necessary
information is obtained from the directors in compliance with the requirements of the Companies Act, 1965,
Listing Requirements of the Bursa Malaysia Securities Berhad, Securities Industry Act, 1983 and other
regulatory requirements. No nominations were received during the period under review.
B. DIRECTORS’ REMUNERATION
The Company’s Remuneration scheme for Executive Directors is linked to performance, seniority, experience and scope of
responsibility and is reviewed periodically having regard to market/industry standards. For Non-Executive Directors, the
level of remuneration reflects the responsibilities and duties undertaken by them. All the Directors are paid a fixed fee, except
for the Chairman who is paid a higher fee in recognition of his additional responsibilities.
The Remuneration Committee recommends to the Board the directors’ fee for each Director of the Company and which is
subject to the approval of the shareholders. The members of the Audit Committee are paid fixed fees.
The details of the remuneration of the Directors of the Company comprising remuneration received/receivable from the
Company and subsidiary companies during the financial period ended 30 September 2005 are as follows.
Aggregate remuneration of directors categorized into appropriate components:Executive
(RM)
Fees
Salaries
Allowance &
other emoluments
Non-Executive
(RM)
Total
(RM)
772,000
2,052,000
178,000
-
950,000
2,052,000
5,000
--------------2,829,000
=========
191,100
--------------369,100
=========
196,100
--------------3,198,100
=========
Number of Directors whose remuneration falls into the following bands:Range of Remuneration
Below RM 100,000
RM100,000 – RM150,000
RM350,000 – RM400,000
RM450,000 – RM500,000
RM950,000 – RM1,000,000
28
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Number of Directors
Executive
Non-Executive
4
1
1
1
2
-
Total
4
1
1
1
2
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Statement Of
[ Cont’d ]
C. SHAREHOLDERS
(i)
Relationship with Shareholders
The Company believes that a constructive and effective investor relationship is an essential factor in enhancing value
for its shareholders. However, whilst the Company endeavors to provide as much information as possible to its
shareholders and stakeholders, it is mindful of the legal and regulatory framework governing the release of
material and price-sensitive information.
The Company uses the following key investor relation activities to update investors, to explain its business and
financial objectives and to solicit feedback from investors:
• Meeting with financial analysts and institutional fund managers
• Participating in research analysis
During the financial period, the Group had numerous meetings with financial analysts and investors.
The Group has established a website to enable the public and shareholders to access corporate information on the
promotions, performance and activities undertaken as well as achievements of the Group at www.tstore.com.my.
(ii)
Shareholders’ Meeting
The Company has provided the annual general meeting and extraordinary general meeting as means of
communication with shareholders and investors to seek clarifications on the operations, financial
performance and major developments of the Group. Shareholders are welcomed to raise queries by contacting the
Company at any time throughout the year in additional to the meetings.
During shareholders’ meetings, the Chairman will undertake to provide written answers to significant questions
that cannot be readily answered at the meetings. 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 outcome of all resolutions proposed at the general meetings are announced to Bursa Securities at
the end of the day that the meetings are held.
D. ACCOUNTABILITY AND AUDIT
(i)
Financial Reporting
The Board is responsible to ensure that the annual financial statements of the Company and 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 assists the Board by reviewing the information to be
disclosed before recommending to the Board for approval. The Directors’ Responsibility statement explaining the
responsibility of the Board for preparing the Annual Audited Financial Statements of the Group and the Company
for the financial period ended 30 September 2005 is set out on page 39 of this Annual Report.
During the period under review, the Board has ensured quality financial reporting to its shareholders, investors and
regulatory authorities in order to present a balanced, clear comprehensive assessment of the Company’s and
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 Group’s quarterly financial results are announced to Bursa Securities.
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29
Statement Of
[ Cont’d ]
(ii)
Relationship with the Auditors
The Company maintains a transparent relationship with the external auditors in seeking their professional advice and
ensuring compliance with relevant accounting standards. The external auditors attended all scheduled meetings of
the Audit Committee during the period.
The role of the Audit Committee in relation to the external auditors during the period is stated in the Audit
Committee’s report on pages 33 to 36 of this Annual Report.
(iii) Internal Control
The Internal Control Statement for the Group is set out on pages to 37 of this Annual Report.
(iv) Statement of Directors’ Responsibility
The Board of Directors is required under Paragraph 15.27 (a) of the Listing Requirements of Bursa Malaysia
Securities Berhad to issue a statement explaining its responsibility for preparing the annual audited financial
statements.
The Directors are required by law to prepare financial statements for each financial period which give a true and
fair view of the state of affairs of the Group and of the Company as at the financial period end and of the results
and cash flows of the Group and of the Company for the financial period then ended.
The Directors consider that, in preparing the financial statements of The Store Corporation Berhad for the financial
period ended 30 September 2005, the Company has used appropriate accounting policies, consistently applied and
supported by reasonable and prudent judgments and estimates. The Directors also consider that all applicable
approved accounting standards in Malaysia have been followed and confirm that the financial statements have been
prepared on a going concern basis.
The Directors are responsible for ensuring that the Company keeps accounting records which disclose with
reasonable accuracy at any time the financial positions of the Company which enable them to ensure that the
financial statements comply with the provisions of the Companies Act, 1965.
The Directors are also responsible for taking such steps that are reasonably open to them to safeguard the assets of
the Group and to prevent and detect fraud and other irregularities.
This Statement is made in accordance with a resolution of the Board of Directors dated 25 November 2005.
E.
COMPLIANCE WITH THE CODE
The Board is committed to achieve high standards of Corporate Governance throughout the Group and to the highest level
of integrity and ethical standard in all its business dealings. During the financial period under review, the Group is
substantially in compliance with the code, except for separate disclosure of each directors’ remuneration which the Board
is of the opinion that separate disclosure will impinge upon the directors’ right of privacy.
OTHER INFORMATION:1.
30
UTILISATION OF PROCEEDS
The Company presently has a Commercial Paper and Medium Term Note issuance facility of up to RM200 million (“The
Programme”) available for a period of seven years from the date of the first issuance, which was on 9 July 2003. As at
the date of this statement, the Company has issued a total of RM100 million in Medium Term Notes as well as RM50
million in Commercial Papers, for the purpose of financing the Group’s working capital requirement and capital
expenditure for setting up new branches/outlets, investment in similar businesses and renovation works/upgrading costs
on existing outlets.
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Statement Of
[ Cont’d ]
2.
SHARE BUYBACKS
On 12 May 2004, the Board of Directors obtained the approval of its shareholders for the Company to purchase and/or
hold up 6,850,360 shares, representing not more than ten per cent (10%) of the Company’s total issued and paid up share
capital.
During the period, the Company had purchased a total of 1,932,500 shares, all of which are retained as treasury shares.
None of the shares purchased has been resold or cancelled. A monthly breakdown of the shares bought back is set out
below:
Month(2005)
May
No. of
ordinary
shares
Consideration
paid (RM)*
-
-
Minimum
price paid
(RM)
Maximum
price paid
(RM)
Average
price paid
(RM)
-
-
-
June
854,900
2,074,764.06
2.40
2.45
2.427
July
106,100
262,699.09
2.42
2.49
2.476
August
327,100
802,191.03
2.41
2.46
2.452
September
354,300
871,265.15
2.42
2.45
2.459
October
187,200
457,217.33
2.40
2.44
2.442
102,900
251,361.85
2.41
2.45
2.443
1,932,500
4,719,499.32
2.40
2.49
2.442
November
TOTAL
#
* Including brokerage, commission, clearing house fee and stamp duty.
#
Up to and including 22 November 2005.
3.
AMERICAN DEPOSITORY RECEIPT (ADR) OR GLOBAL DEPOSITORY RECEIPT (GDR) PROGRAMMES
During the financial period, the Company and its subsidiaries did not sponsor any ADR or GDR programmes.
4.
IMPOSITION OF SANCTIONS AND/OR PENALTIES
There were no sanctions and/or penalties imposed on the Company and its subsidiaries, Directors or Management by the
relevant regulatory bodies.
5.
NON-AUDIT FEES
The amount of non-audit fees paid to the external auditors by the Company and its subsidiaries for the financial period
amounted to RM104,800.00
6.
VARIATION IN RESULTS
There was no material variance between the results of the financial period and the unaudited results previously announced.
The Company did not make any release on the profit estimate, forecast or projections for the financial period.
7.
PROFIT GUARANTEES
During the financial period, there was no profit guarantee given by the Company and its subsidiaries.
8.
MATERIAL CONTRACTS
During the financial period, there were no material contracts (not being contracts entered into the ordinary course of
business entered into) of the Company and its subsidiaries involving Directors’ and major shareholders’ interests.
I N
M A L A Y S I A )
31
Statement Of
[ Cont’d ]
9.
CONTRACTS RELATING TO LOANS
There were no material contracts relating to loans by the Company involving Directors and major shareholders.
10. OPTIONS, WARRANTS OR CONVERTIBLE SECURITIES
During the financial period, no options, warrants or convertible securities were issued by the Company and its subsidiaries.
11. REVALUATION OF LANDED PROPERTIES
The Company and its subsidiaries do not have a revaluation policy on landed properties.
12. RECURRENT RELATED PARTY TRANSACTION (“RRPT”)
At an Extraordinary General Meeting of the Company held on 11 March 2005, the shareholders of the Company had
approved the mandate to allow the Company and its wholly-owned Subsidiary, Pacific Hypermarket & Departmental Store
Sdn Bhd (“PHDS”) in their normal course of business, to enter into recurrent related party transaction of a revenue nature
which are necessary for the day-to-day operations on the term not more favourable to the related party than those
general available to the public and are not to the detrimental of the minority shareholders.
The breakdown of the aggregate value and type of significant related party transactions conducted pursuant to the
shareholders mandate during the financial period under review is set out below:
Related Parties
Nature
of RRPTs
Interested Directors/Major
Shareholders and/or Persons
Connected to them
Estimated value of
RRPTs over a 12month period (RM)
Y.S.Tang Holdings
Sdn Bhd
Retail space rental by
PHDS for its outlet in KB
Mall, Kota Bharu, Kelantan
(“KB Mall outlet”).
Dato’ Tang Yeam Soon and Datin
Khor Guik Lee are the directors
and major shareholders of
Y.S.Tang Holdings Sdn Bhd
4,274,880
Dato’ Tang Yeam Soon and Datin
Khor Guik Lee are the directors
and major shareholders of
Y.S.Tang Holdings Sdn Bhd
3,898,200
The outlet occupies
178,120 sq. ft. at RM2.00
per sq. ft.
Jurus Kota Sdn Bhd
(a wholly owned
subsidiary of
Y.S.Tang Holdings
Sdn Bhd)
Retail space rental by
PHDS for its outlet in Alor
Star Mall, Alor Star, Kedah
(“Alor Star Mall outlet”).
The outlet occupies
162,425 sq. ft. at RM2.00
per sq. ft.
This Statement is made in accordance with a resolution of the Board of Directors dated 25 November 2005
32
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Audit
Committee Repor t
The Board of Directors of The Store Corporation Bhd is pleased to present the report of the Audit Committee for the financial
period ended 30 September 2005.
The Audit Committee was established by the Board on 25 April 1994 and comprises the following members as at the date of
this statement and their attendance during the financial period under review:
Audit Committee
Dato' Dr. Haji Kardin bin Haji Shukor
Designation
Chairman
Number of meetings attended
4/4
Member
4/4
Member
4/4
Member
1/4
Chang Yen Huei
Yeoh Chong Keng
(Appointed on 20 May 2005)
A)
TERMS OF REFERENCE
The terms of reference of Audit Committee incorporating the requirements of the Listing Requirements of the Bursa
Malaysia Securities Berhad has been reviewed and adopted by the Audit Committee on 25 November 2005 and the
Board of Directors approved it on the same day.
The term of office of audit and the terms of reference shall be reviewed by the Board not less than once every three years.
1. Membership
a)
The Audit Committee shall be appointed by the Board from among its members.
b)
The Committee shall consist of not less than three members, the majority of which shall be Independent
Non-Executive Directors.
The word “Independent” shall be the same as defined in the Listing Requirements of Bursa Malaysia
Securities Berhad .
c)
An alternate director shall not be appointed as a member of the Committee.
d)
At least one member must be a member of the Malaysian Institute of Accountants; or fulfills such other
requirements as prescribed by Bursa Malaysia Securities Berhad.
e)
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.
f)
If a member of the Committee resigns, dies or for any other reason ceases to be a member with the result
that the number of members is reduced to below three, the Board shall, within three months of the event,
appoint such number of new members as may be required to make up the minimum number of three
members.
I N
M A L A Y S I A )
33
Audit
Committee Repor t
[ Cont’d ]
2. Authority
a)
The Committee is authorised by the Board to investigate any activity within its terms of reference.
It is authorised to seek any information it requires from any employee and all employees are directed to
co-operate with any request made by the Committee.
b)
The Committee is authorised by the Board to obtain outside legal or other independent professional advice
and to secure the attendance of outsiders with relevant experience and expertise if it considers this necessary.
c)
The Committee shall have direct communication channels with the external auditors and person(s) carrying
out the internal audit function or activity, if any.
d)
The Committee shall promptly report to the Exchange 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 Securities Berhad.
3. Functions
The functions of the Committee shall be:
34
a)
To review and report to the Board :
- with the external auditors, the audit plan;
- with the external auditors, the evaluation of the system of internal accounting controls;
- with the external auditors, the audit report;
- the assistance given by the Company's officers to the external auditors;
- the quarterly results and financial statements of the Company and Group and thereafter to submit them to
the board of directors of the Company, particularly on
* any change in or implementation of major accounting policies and practices;
* significant adjustment arising from the audit;
* the going concern assumption; and
* compliance with accounting standards and other legal requirements ;
- any related party transactions and conflict of interest situation that may arise within the Company or Group.
b)
To do the following for internal audit:
- review the adequacy of the scope, functions and resources of the internal audit function, and that it has the
necessary authority to carry out its work;
- review the internal audit programme and results of the internal audit process and where necessary ensure
that appropriate action is taken on the recommendations of the internal audit function ;
- review any appraisal or assessment of the performance of members of the internal audit function.
c)
To consider the appointment, remuneration, resignation and dismissal of external auditors; and such other
functions as may be defined by the Board of Directors.
d)
To review the internal audit plan, consider significant findings and management's response and report to the
Board together with such other functions as may be agreed to by the Committee and the Board.
e)
Verify the criteria for allocation of options pursuant to a share scheme for employee.
I N
M A L A Y S I A )
35
A N N U A L
R E P O R T
2 0 0 5
Audit
Committee Repor t
[ Cont’d ]
4. Meetings
a) The Managing Director, the Executive Directors, any other Board Members, General Managers or any other
senior executives as may be requested by the Committee and a representative of the external auditors shall
normally attend the meetings. However, the Committee shall meet with the external auditors at least once a year.
b) Any two members of the Committee present at the meeting shall constitute a quorum which must be made up of
the independent Directors.
c) The Company Secretary shall be Secretary of the Committee.
d) Meetings shall be held not less than two times a year.
e) The agenda will be prepared by the Company Secretary and circulated to the Committee prior to each meeting.
The Company Secretary shall be responsible for keeping minutes of meetings of the Committee and circulating
them to all members of the Committee.
f)
The decision of the Audit Committee shall be by majority of votes and the determination by a majority of the
members shall for all purposes be deemed a determination of the Audit Committee. In the case of an equality of
votes, the Chairman of the meeting shall have a second or casting vote.
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.
g) 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 to the inspection of any member of the Committee or any member
of the Board of Directors.
B)
ACTIVITIES DURING THE FINANCIAL PERIOD
During the financial period under review, the Committee has carried out its duties in accordance with the terms of
reference as below:
i)
Reviewed of the related party transactions entered into by the Company and the Group and the disclosure of such
transactions in the annual report and circulars of the Company.
ii) Reviewed with the external auditors the results of the audit and recommendation.
iii) Reviewed the statement on Corporate Governance and statements on Internal Control in compliance with the
Malaysian Code on Corporate Governance and the Listing Requirements respectively recommending the same to the
Board for approval prior to their inclusion in this Annual Report
iv) Reviewed the quarterly and audited financial statements of the Company prior to submission to the board of
directors for their consideration and approval.
36
I N
M A L A Y S I A )
35
Audit
Committee Repor t
[ Cont’d ]
C)
INTERNAL AUDIT FUNCTION
The Company has an internal audit department whose principal responsibility is to conduct periodic audits on internal
control matters to ensure their compliance with systems and standard operating procedures in each branch. The main
objective of these audits is to provide a reasonable assurance that they operate satisfactorily and effectively. Investigation
has also been conducted with regard to various specific areas of concern and high risk areas.
36
I N
M A L A Y S I A )
37
A N N U A L
R E P O R T
2 0 0 5
Internal
Control Statement
The Malaysian Code on Corporate Governance stipulates that the Board of Directors of listed companies should
maintain a sound system of internal control to safeguard shareholders’ investments and Group’s Assets while taking any
other appropriate initiatives as and when necessary or required, to further strengthen the transparency, accountability
and efficiency of the Group’s operations.
THE BOARD’S RESPONSIBILITY
The Board of Directors recognises and acknowledges the importance of ensuring a sound system of internal control and
effective risk management practices are in place in the Group. The Board of directors endeavours to maintain an adequate
system of internal controls, designed to manage risks and improve the governance process of the Group. However,
it is recognised that evaluation and implementation of any internal control system would serve to manage, rather than
eliminate, the risk of failure to achieve corporate objectives. Accordingly, it can only provide reasonable but not absolute
assurance against any material loss or misstatement.
THE GROUP’S SYSTEM OF INTERNAL CONTROL
The Board has established on-going process for identifying, evaluating and managing the significant risks encountered
by the Group, which encompass key areas on financial, operational, compliance and risk management functions and
to ensure that an appropriate mix of techniques is used to obtain the level of assurance required by the Board.
The key elements of the Group’s internal control system are:
38
1.
Clear organizational structure with formally defined lines of responsibility and delegation of duty and authority.
This structure acts as a control mechanism in terms of lines of reporting and accountability.
2.
Clearly defined financial limits of authority on all financial commitments for each level of management within the Group.
3.
An internal audit function which reviews key risk areas and controls and assists the Audit Committee in the discharge
of its duties and responsibilities. Its role is to provide independent and objective reports on the system of internal
controls of the Group’s business activities and issues relating to compliance with Group policies.
4.
Documented internal operating policies and procedures, which are periodically reviewed, to provide guidelines in
compliance to Group objectives.
5.
Comprehensive budgeting and costing process for all operating units with monthly monitoring of performances so
that any material variances can be followed up and addressed by management.
6.
Regular senior management meetings were conducted to deliberate and decide upon operational matters as well as
to gauge the effectiveness of strategies implemented.
7.
Regular management visits of its operating business units to ensure all business activities and operational issues and
matters are brought to the prompt attention of the management for further action to be taken.
I N
M A L A Y S I A )
37
Internal
Control Statement
[ Cont’d ]
INTERNAL AUDIT FUNCTION
The Group’s Internal Audit Department undertakes the role as the risk facilitator in identifying significant risks impacting the
achievement of business objectives of the Group. Besides, it also undertakes reviews of internal controls in all key activities of
the Group in assuring its adequacy and integrity. The internal auditors advise management on areas for improvement and
subsequently review the extent to which the management’s responses and the remedial actions on all findings and
recommendations in its review process have been implemented. During the period under review, the internal auditors
conducted various audit assignments which includes the review of operational and compliance controls, management
efficiency, risk assessment and reliability of financial records.
CONCLUSION
The Board is satisfied that, during the period under review, the system of internal control being instituted throughout the Group
is sound and effective. Notwithstanding this, the system of internal control will continue to be reviewed, enhanced or updated
in line with changes in the operating environment. The Board will seek regular assurance on the continuity and effectiveness of
the internal control system through independent appraisals by the internal auditors.
38
I N
M A L A Y S I A )
39
A N N U A L
R E P O R T
2 0 0 5
Reports And
F o r T h e P e r i o d F r o m 1 A p r i l 2 0 0 4 To 3 0 S e p t e m b e r 2 0 0 5
I N
M A L A Y S I A )
39
Directors’
Report
40
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Directors’
Report
F o r T h e P e r i o d F r o m 1 A p r i l 2 0 0 4 To
30 September 2005
I N
M A L A Y S I A )
41
Directors’
Report
42
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Directors’
Report
30 September 2005
I N
M A L A Y S I A )
43
Directors’
Report
44
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Report Of The
Auditors
To T h e M e m b e r s O f T h e S t o r e C o r p o r a t i o n B e r h a d
I N
M A L A Y S I A )
45
Balance
Sheets
As At 30 September 2005
46
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Income
Statements
30 September 2005
I N
M A L A Y S I A )
47
Consolidated Statement Of
Changes In Equity
48
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Statement Of
Changes In Equity
30 September 2005
I N
M A L A Y S I A )
49
Cash Flow
Statements
50
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Cash Flow
Statements
30 September 2005
I N
M A L A Y S I A )
51
Cash Flow
Statements
52
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Notes To And Forming Part Of The
30 September 2005
I N
M A L A Y S I A )
53
54
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
55
56
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
57
58
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
59
60
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
61
62
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
63
64
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
65
66
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
67
68
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
69
70
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
71
72
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
73
74
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
75
76
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
77
78
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
79
80
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
81
82
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
83
84
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
85
86
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
30 September 2005
I N
M A L A Y S I A )
87
Statement By
D i re c t o r s
88
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
Statutor y
Declaration
30 September 2005
I N
M A L A Y S I A )
89
List of
Proper ties
Registered Owner/Location
Description /
Existing Use
Approx.
age of
buildings
(Years)
Tenure
(years of
expiry)
Land Area
(Built-up
area)
Industrial Land with
a double strorey office
cum warehouse
-
Leasehold
99 years
(28.4.2071)
65,340 sq ft
(32,000 sq ft)
2-11-2001 (A)
7,953
1 unit apartment /
rented to third
parties
10
Freehold
959 sq. ft.
4-4-1991 (A)
76
3-storey shophouse
/ hostel
13
Freehold
3,738 sq. ft.
(9,240 sq. ft.)
2-2-1993
460
Vacant Land /
Car Park
-
Leasehold
99 years
(13.1.2091)
95,104 sq. ft.
14-1-1992
7,788
4 units of apartment
/ staff hostel
10
Freehold
3,400 sq. ft.
3-6-1993
198
The Store (Sungai Petani) Sdn Bhd
Lot 117, 118, 139, 143, 144, 1331 and
1332 Central District of Province Wellesley
Vacant Land
-
Freehold
234,945 sq. ft
28-9-1987
206
The Store (Sungai Petani) Sdn Bhd
Lot 0048, Section 46 Pajakan Negeri
393 Bandar Sungei Petani
Kuala Muda Mukim Sungai Pertani
4-storey shophouse
/ staff hostel
19
Leasehold
99 years
(2.10.2080)
1,400 sq. ft.
(5,300 sq. ft.)
22-7-1992
281
2-storey pre-war
shophouse /
rented to third
parties
72
Leasehold
999 years
(5.2.2930)
9,502 sq. ft.
(19,000 sq. ft.)
23-02-1976
228
Vacant Land /
Car Park
-
Freehold
49,080 sq. ft.
18-4-1992
1,758
Vacant Land /
Car Park
-
Freehold
915 sq. ft.
1-4-1993
94
4-storey shophouse
complex / business
operation
27
Freehold
6,859 sq. ft.
(24,130 sq. ft.)
24-6-1982
2,616
4-storey shophouse
complex /business
operation
24
Freehold
7,200 sq. ft.
(24,130 sq.ft.)
6-3-1981 (A)
893
The Store Corporation Bhd
Q.T.(R) 6366 L.O. Lot 9A, Jalan 223
Petaling Jaya, Selangor
HS(D) 55098 & 55099 NPT 4 & 5,
Sek 91A & 91B Town of Kuala Lumpur
HS(D) 12086 & 12087 PTD 2484 & 2485
Mukim Bandar Penggaram Batu Pahat, Johor.
46, 46A, 46B, 48, 48A & 48B
Jalan Megat, Batu Pahat
Tanjung Segi Sdn Bhd
Lot No.196,197, 198,199,200, 201,336
Bandar KB VIII, Melaka
The Store (Malacca) Sdn Bhd
Lots. Nos. A3/w-1,A3/w-2,A3/w-3,
and A3/w-4, Rumah Pangsa
Seri Kubu, Melaka
The Store (Malaysia) Sdn Bhd
Lot 710 Section 4 Town of Bukit Mertajam
Province Wellesley Centre
The Store (Terengganu) Sdn Bhd
Grant 3719, Lot 976 & Grant 3720,
Lot 977 Bandar Kuala Terengganu
The Store (Terengganu) Sdn Bhd
Grant 9989, Lot 3643 Kuala Terengganu
Taiping Supermarket Holdings S/B
Lot No.1987- 1990 Bandar Taiping,
Tempat Taiping, Daerah Larut & Matang
Lot 70, 71 & 72 in Mukim of Tampin, Tampin
90
I N
M A L A Y S I A )
Date of
NBV
Acquisition
as at
(A) /
30-9-05
Valuation (V) RM’000
A N N U A L
R E P O R T
2 0 0 5
List of
Proper ties
[ Cont’d ]
Description /
Existing Use
Approx.
age of
buildings
(Years)
Tenure
(years of
expiry)
Land Area
(Built-up
area)
Vacant Land
-
Leasehold
999 years
(19.11.2895)
6,767 sq. ft.
-1983- (A)
192
2-storey linkhouse /
warehouse and
hostel
20
Leasehold
99 years
(13.11.2080)
3,522 sq. ft.
(4,044 sq. ft.)
- 1983 -(A)
200
3-storey
shophouse /rented
to third parties
25
Freehold
2,800 sq. ft.
(8,400 sq. ft.)
17-8-1994 (A)
502
2 units of 3-storey
shophouse / staff
hostel and rented to
3rd party
10
Freehold
3,200 sq. ft.
(9,400 sq. ft.)
13-3-1997 (A)
528
Double storey
Shophouse / Vacant
11
Freehold
3,417 sq. ft.
(9,240 sq. ft.)
25-2-1998 (A)
383
Commerial units
within a
5-commercial
centre/ business
operation
8
Freehold
198,706 sq. ft. 10-1-1998 (A)
57,763
Commerial units
within a
5-commercial
centre/ business
operation
8
Freehold
111,640 sq ft
10-1-1998 (A)
32,046
Yangtze Corporation Sdn Bhd
Lot No.11 Block 2 Type B,
Kepong Light Industry Mukim Batu,
District & State of Wilayah
11/2 storey terrace
factory / business
operation
5
Leasehold
(99 years)
(6.3.2101)
4,200 sq. ft.
29-2-2000 (A)
560
Formyarn Sdn Bhd
No. 150 & 152 Lot 25168 & 25169
Batu 7 3/4, Jalan Kepong,
Kuala Lumpur
2-storey shophouse
/ office and
warehouse
29
Leasehold
99 years
(9.8.2075)
1,195 sq. ft.
(2,400 sq. ft.)
23-12-1993 (A)
389
5 units of 2-storey
shophouse /
business operation
7
Leasehold
99 years
(31.12.2097)
15,000 sq. ft.
2-12-1999
1,464
Lot 6619, Mukim Azam Kumbang,
Daerah Larut Matang, Taiping
Lot 2951 & 2952 Town of Taiping
31 & 32, Jalan Convent, Taiping
H.S. (D) 29489, Lot No. 1439
H.S. (D) 29491, Lot No. 1440
Bandar Bukit Mertajam, Sek 5,
Daerah Seberang Prai Tengah
Negeri Pulau Pinang
HS(D) 9730 & 9731 PT No. 7227 &
7228. Bandar Mentakab, Temerloh,
Pahang
Pacific Hypermarket
Properties S/B
No.1497, Jalan Wangka, Taman
Semarak 14000 Bukit Mertajam
Pacific Hypermarket
Properties S/B
Parcel B888, Basement Floor,
Megamal, Jalan Baru Prai, Mukim 1,
Province Wellesley Central, Penang
Bigever Properties Sdn Bhd
Parcel G888 & 1888, Ground & First
Floor Megamal, Jalan Baru Prai,
Mukim 1, Province Wellesley Central,
Penang
Lot D4-D8, Sedco Shophouse,
Kunak Town, Sabah
6
Date of
NBV
Acquisition as at 30-9-05
(A) /
RM’000
Valuation (V)
I N
M A L A Y S I A )
91
List of
Proper ties
[ Cont’d ]
L201-207 & L226-238, Level 2,
Centre Point,
Lahad Datu, Sabah
Lot 20, Block C, Bandar Baru
Semporna, Sabah
Lot 1, Block C, 1st & 2nd Floor,
Kompleks Leila, Sandakan, Sabah
Lot D7, Arsad Shopping Complex,
Phase 2, Keningau, Sabah
Lot 56 & 57, Taman Golfview,
Keningau, Sabah
No.4, Lot 21, Luyang Phase 3, Jalan
Kijang, Sabah
Lot 33-36, Taman Beverly Hills, Phase
2, Jalan Bundusan, Penampang,
Sabah
92
Description /
Existing Use
Approx.
age of
buildings
(Years)
Tenure
(years of
expiry)
Land Area
(Built-up
area)
Shoplots / Business
operation
7
Leasehold
108 years
(31.12.2097)
6,958 sq ft
16-11-1998
2,053
1 unit of 2-storey
shophouse /
warehouse & hostel
6
Leasehold
99 years
(29.6.2035)
1,250 sq. ft.
17-11-1999
232
3-storey
shophouse /
warehouse & hostel
6
Leasehold
99 years
(31.12.2069)
1,800 sq. ft.
14-9-1999
68
3-storey
shophouse / rented
to 3rd parties
9
Leasehold
99 years
(31.12.2093)
3,600 sq. ft.
10-6-1996
357
2 units detached
house / hostel
10
Leasehold
12,304 sq. ft.
99 years
(31.12.2060)
1-4-1995
194
1 unit semi
detached house /
hostel
11
Leasehold
999 years
(26.1.2914)
3,694 sq. ft
23-8-1994
171
4-storey shoplots /
business operation
9
Leasehold
999 years
(14.2.2926)
19,200 sq. ft.
14-5-1996
2,883
I N
M A L A Y S I A )
Date of
NBV
Acquisition as at 30-9-05
(A) /
RM’000
Valuation (V)
A N N U A L
R E P O R T
2 0 0 5
Analysis of
Shareholdings
As at 7 November 2005
SHARE CAPITAL
Authorised 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 hand
One Vote per Ordinary Share on a poll
DISTRIBUTION OF SHAREHOLDINGS
Holdings
No. of Holders
%
Total Holdings*
%
21
125
1,990
180
48
3
0.89
5.28
84.07
7.60
2.03
0.13
1,100
64,464
4,476,857
4,494,551
43,698,900
13,938,130
0.00
0.10
6.71
6.74
65.54
20.90
----------
----------
----------------
----------
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
2,367
100.00
66,674,002
======
======
==========
* Excludes 1,829,600 ordinary shares bought back and retained as treasury shares as at 7 November 2005.
TOTAL
100.00
======
SUBSTANTIAL SHAREHOLDERS
Accordingly to the register required to be kept under Section 69L of the Companies Act, 1965, the substantial shareholders of
the Company are as follows :
Name of Substantial Shareholders
No. of Shares*
%
1.
Dato’ (Dr.) Tang Yeam Soon (direct and deemed)
19,297,330
28.94
2.
Equatorial Century Sdn Bhd (direct)
14,902,830
22.35
3.
Datin Khor Guik Lee (direct and deemed)
19,297,330
28.94
4.
Tan Sri Dato' Seri Tan Chee Yioun (direct and deemed)
6,103,100
9.15
DIRECTORS’ SHAREHOLDINGS
Direct Interest*
%
Deemed interest
%
3,028,300
4.54
16,269,030
24.40
Mr Kam Teh Chung
352,955
0.53
-
-
Mr Chang Yen Huei
1,100
0.00
2,640,000
3.96
Datin Khor Guik Lee
1,366,200
2.05
17,931,130
26.89
11,000
0.02
-
Dato’ (Dr.) Tang Yeam Soon
Dato’ Dr. Haji Kardin bin Haji Kardin
-
6
I N
M A L A Y S I A )
93
List of Thirty
Largest Shareholders
As Per Register of Members and Record of Depositors
Name of Shareholders
94
No. of Shares*
%
1.
Equatorial Century Sdn Bhd
5,349,130
8.02
2.
KAF Nominees (Tempatan) Sdn Bhd
- Pledged securities acc for Equatorial Century Sdn Bhd
4,389,000
6.58
3.
EB Nominees (Tempatan) Sendirian Berhad
4,200,000
6.30
4.
Surplus-ED Capital Sdn Bhd
3,411,400
5.12
5.
HDM Nominees (Tempatan) Sdn Bhd
- Pledged securities acc for Amlied Holdings Sdn Bhd
3,190,000
4.78
6.
Berjaya General Insurance Berhad
2,769,800
4.15
7.
Mayban Nominees (Tempatan) Sdn Bhd
- Pledged securities acc for BBC Capital Sdn Bhd
2,318,910
3.48
8.
- Pledged securities acc for Tang Yeam Soon
2,024,000
3.04
9.
EB Nominees (Tempatan) Sendirian Berhad
- Pledged securities acc for Advance Ultimate Sdn Bhd
2,000,000
3.00
10.
Southern Finance Berhad
- Pledged securities acc for Vincent Tan Chee Yioun
1,898,600
2.85
11.
- Pledged securities acc for Perspektif Bakti Sdn Bhd
1,761,590
2.64
12.
- Pledged securities acc for Pan Prosperity Holdings Sdn Bhd
1,651,400
2.48
13.
Employees Provident Fund Board
1,540,850
2.31
14.
Berjaya VTCY Sdn Bhd
1,434,700
2.15
15.
Malaysia Nominees (Tempatan) Sendirian Berhad
- Pledged securities acc for Great Eastern Life Assurance
(Malaysia) Berhad
1,400,000
2.10
I N
M A L A Y S I A )
A N N U A L
R E P O R T
2 0 0 5
List of Thirty
Largest Shareholders
[ Cont’d ]
Name of Shareholders
No. of Shares*
%
16.
- Pledged securities acc for Nusraya Holdings Sdn Bhd
1,372,800
2.06
17.
- Pledged securities acc for Khor Guet Lin
1,367,300
2.05
18.
- Pledged securities acc for Khor Guik Lee
1,329,900
1.99
19.
- Pledged securities acc for Azam Spektrum Sdn Bhd
1,288,400
1.93
20.
- Pledged securities acc for Pancaran Kurnia Sdn Bhd
1,243,000
1.86
21.
Yap Yan Chuan
1,036,630
1.55
22.
Cartaban Nominees (Asing) Sdn Bhd
- Bank of Tokyo Mitsubishi Luxembourg S.A. for Osterreichische
Volksbanken AG
1,000,000
1.50
23.
Southern Nominees (Tempatan) Sdn Bhd
964,700
1.45
24.
Southern Nominees (Tempatan) Sdn Bhd
- Pledged securities acc for Tang Yeam Soon
795,300
1.19
25.
Tan Soi Chew
715,667
1.07
26.
- Pledged securities acc for Great Eastern Life Assurance
(Malaysia) Berhad
660,200
0.99
27.
Advance Ultimate Sdn Bhd
640,000
0.96
28.
Pan Prosperity Holdings Sdn Bhd
582,050
0.87
29.
- Pledged securities acc for Great Eastern Life Assurance Berhad
575,700
0.86
30.
Public Nominees (Tempatan) Sdn Bhd
- Pledged securities acc for Surinder Singh a/l Wassan
567,000
0.85
----------------53,478,027
==========
--------80.18
=====
TOTAL
I N
M A L A Y S I A )
95
This page has been deliberately left blank.
PROXY FORM
(Incorporated In Malaysia)
(252670-P)
I /We ( full name )
of ( full address )
b e i n g a m e m b e r / m e m b e r s o f T H E S T O R E C O R P O R AT I O N B E R H A D ( 2 5 2 6 7 0 - P ) , h e r e b y a p p o i n t
Mr/Ms
and / or
or failing him/her, the Chairman of the Meeting, as my/our proxy, to vote for me/us and on my/our behalf at the Thirteenth
(13th) Annual General Meeting of the Company to be held at Bintang Room 1 & 2, Level 1, Radius International
Kuala Lumpur, 51-A, Changkat Bukit Bintang, 50200 Kuala Lumpur on Friday, 23 December 2005 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).
ORDINARY RESOLUTION
1.
Adoption of Audited Financial Statements
2.
First and Final Dividend
3.
Directors’ Fees
4.
Re-election of Dato’ Haji Kardin bin Haji Shukor
5.
Re-election of Chang Yen Huei
6.
Re-election of Lim Gin Chuan
7.
Re-election of Dato’ Haji Mohd Yusoff bin Haji Amin under
Section 129 (6) of the Companies Act, 1965
8.
Re-appointment of Moores Rowland as auditors
9.
Authority under Section 132D of the Companies Act, 1965
FOR
AGAINST
10. Renewal of Authority for the Company’s Purchase of its own share
11. Renewal of shareholders’ mandate for recurrent related party
transactions of a revenue nature.
As witness my/our hands this _________ day of ______________________ 2005.
The proportion of my/our holding to be represented
by my/our proxy(ies) is/are as follows :
Number of shares / %
First Proxy
Second Proxy
Total
____________________________________
Signature/common seal of shareholder (s)
Notes:
1)
A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A member may
appoint more than one proxy to attend the same meeting. Where a member appoints two or more proxies, he shall specify the proportion of his
shareholdings to be represented by each proxy.
2)
A proxy need not be a member of the Company.
3)
If the appointer is a Corporation, the form must be under its Common Seal or under the hand of an officer or attorney duly authorized.
4)
The instrument appointing a proxy must be deposited at the Company’s Registered Office at Wisma Selangor Dredging, 6th Floor, South Block,
142-A, Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting.
A N N U A L
R E P O R T
2 0 0 5
FIRST FOLD
Stamp
The Company Secretary
Wisma Selangor Dredging,
6th Floor, South Block, 142-A, Jalan Ampang,
50450 Kuala Lumpur
SECOND FOLD

Annual Report 2005

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