Annual Report 2010

Transcription

Annual Report 2010

Notice of the
Annual General Meeting
NOTICE IS HEREBY GIVEN that the Eighteenth (18th) Annual General Meeting of the Company will be held
at Crown Hall 1, Level I, Crystal Crown Hotel Petaling Jaya, No. 12, Lorong Utara A, Off Jalan Utara, 46200
Petaling Jaya, Selangor on Tuesday, 29 March 2011 at 10.00 a.m for the following purposes:
Agenda
1. To receive the audited financial statements of the Company for the financial year ended 30 September 2010
together with the reports of the Directors and Auditors thereon.
Refer to explanatory note 1
2. To approve the payment of a First and Final Dividend of 1% tax exempt in respect of the financial year ended 30
September 2010.
Resolution 1
3. To approve the payment of Directors’ Fees for the financial year ended 30 September 2010.
Resolution 2
4. To re-elect the following directors who retire in accordance with the provisions of the Company’s Articles of Association:
a)
Tan Sri Dato’ Sri Tang Yeam Soon
Resolution 3
b)
Kam Teh Chung
Resolution 4
c)
Lim Gin Chuan
Resolution 5
5. To consider and, if thought fit, pass the following resolution pursuant to Section 129(6) of the Companies Act, 1965:
“That Dato’ Dr. Haji Kardin bin Haji Shukor (a director retiring in compliance with Section 129 of the Companies
Act, 1965, being over the age of seventy years) be and is hereby re-appointed a director of the Company to hold
office until the next Annual General Meeting.”
Resolution 6
6. To re-appoint Messrs Grant Thornton Chartered Accountants as Auditors of the Company for the ensuing year and
to authorise the Board of Directors to fix their remuneration.
Resolution 7
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 8
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 Company at any
point of time of the said purchase(s) and the maximum number of shares which may be purchased by the
Company shall not exceed 6,850,360 shares.
THE STORE CORPORATION BERHAD
(INCORPORATED IN MALAYSIA)
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Notice of the 18th
(cont’d)
AND THAT, upon completion of the purchase by the Company of its own shares (“The Store Shares”),
the directors are authorised to retain The Store Shares as treasury shares or cancel The Store Shares
or retain part of The Store Shares as treasury shares and cancel the remainder. The directors are further
authorised to resell the treasury shares on Bursa Malaysia or distribute the treasury shares as dividends
to the Company’s shareholders or subsequently cancel the treasury shares or any combination of the three.
AND FURTHER THAT such authority shall be effective immediately upon passing of this resolution and will
continue in force until:
(i)
the conclusion of the next Annual General Meeting of the Company following the general
meeting at which such resolution was passed at which time it shall lapse unless by ordinary
resolution passed at that meeting, the authority is renewed, either unconditionally or subject to
conditions;
(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 9
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 subsidiaries, Pacific Hypermarket &
Departmental Store Sdn Bhd and Pacific Bowling 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 7 March 2011 which are necessary for the day to day operations
and/or in the ordinary course of business of the Company and its subsidiaries 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)
the conclusion of the next Annual General Meeting of the Company at which time it will lapse, unless
by a resolution passed at a general meeting, the authority is renewed;
(ii)
the expiration of the period within which the next Annual General Meeting after the date it is required
to be held pursuant to Section 143(1) of the Companies Act, 1965 (“Act”) (but shall not extend to such
extension as may be allowed pursuant to Section 143(2) of the Act); or
(iii)
revoked or varied by resolution passed by the shareholders in a general meeting,
whichever is the earlier, and
THAT authority be and is hereby given to the directors of the Company and its subsidiaries to complete
and do such acts and things as they may consider necessary or expedient in the best interest of the Company
(including executing all such documents as may be required) to give effect to the transactions contemplated
and/or authorised by this Ordinary Resolution.”
Resolution 10
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Notice of the 18th
(cont’d)
Notice of Dividend Entitlement and Payment
NOTICE IS ALSO HEREBY GIVEN that the first and final dividend of 1%, tax exempt, in respect of the financial year
ended 30 September 2010, if approved, will be paid to shareholders on 17 June 2011. The entitlement date for the
said dividend shall be 20 May 2011.
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 May 2011 in respect of ordinary
transfers; and
b)
Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of
Bursa Malaysia Securities Berhad.
By Order of the Board
LEE WAI NGAN (Ms) (LS 00184)
HWONG PIK HUA (Ms) (MAICSA 7027798)
Secretaries
Kuala Lumpur
Date : 7 March 2011
Notes:
Appointment of Proxy
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 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 Plaza 138, Suite 18.03,
18th Floor, 138 Jalan Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for holding
the meeting.
General Meeting Record of Depositors
For purpose of determining who shall be entitled to attend this meeting, the Company shall request Bursa Malaysia
Depository Sdn Bhd to issue a Record of Depositors as at 23 March 2011 pursuant to Articles 56A (b) and paragraph
7.16(2) of Bursa Malaysia Securities Bhd Main Market Listing Requirements. A Depositor whose name appears on such
Record of Depositors shall be entitled to attend this meeting.
Item 1 of the Agenda
To receive the audited financial statements of the Company for the financial year ended 30 September 2010
together with the reports of the Directors and Auditors thereon.
This item is meant for discussion only as the provision of Section 169(1) of the Companies Act, 1965 does not require
shareholders’ approval for the audited financial statements. Therefore, this item will not be put forward for voting.
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Notice of the 18th
(cont’d)
Special business
i)
Proposed Authority to Allot and Issue Shares Pursuant to Section 132D of the Companies Act, 1965
The proposed Resolution No. 8, if passed, will authorise the directors to issue shares up to 10% of the issued
and paid-up capital of the Company for the time being for such purposes as the directors consider would be
in the best interest of the Company. The purpose for the renewal of a general mandate is to avoid any delay
and costs in convening a general meeting to specifically approve such an issue of shares for any possible fund
raising activities (excluding placing of shares) for the purpose of funding future investment projects, additional
working capital etc.
This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting
of the Company.
The Company did not issue any new shares pursuant to the mandate granted to the directors at the last
Annual General Meeting held on 26 March 2010 and which will lapse at the conclusion of the forthcoming
Annual General Meeting.
ii)
Proposed Renewal Of Authority For The Company’s Purchase Of Its Own Shares
The proposed Resolution No.9, if passed, will prepare our Company with a further option to utilize our financial
resource more efficiently. It is also intended to stabilize the supply and demand as well as the Company’s
shares prices.
The mandate shall continue to be in force until the date of the next Annual General Meeting of the Company
unless earlier revoked or varied by ordinary resolution of the Company in a general meeting and is subject to
annual renewal.
Further information on this resolution is set out in the Share Buyback Statement dated 7 March 2011,
despatched together with this Annual Report.
iii)
Proposed Renewal of Shareholders’ Mandate For Recurrent Related Party Transactions Of A
Revenue Nature
The proposed Resolution No. 10, if passed, will enable the Company and its subsidiaries 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.
The procurement of the Proposed renewal of shareholder’s mandate would reduce substantially administrative
time, effort and expenses associated with the convening of separate general meeting to seek shareholders’
approval as and when potential Recurrent Related Party Transactions arise.
Further information on this resolution is set out in the circular to shareholders dated 7 March 2011, despatched
together with this Annual Report.
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Corporate
Information
Board Of Directors :
Dato’ Sri Md Kamal bin Bilal ~ Chairman
(Independent Non-Executive Director )
(Managing Director)
Dato’ Dr. Haji Kardin bin Haji Shukor
(Independent Non-Executive Director)
Dato’ Haji Mohd Yusoff bin Haji Amin
Puan Sri Datin Sri Khor Guik Lee
(Executive Director)
Kam Teh Chung
Chang Yen Huei
Yeoh Chong Keng
Lim Gin Chuan
Audit Committee :
Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
Remuneration Committee :
Dato’ Dr. Haji Kardin bin Haji Shukor ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
Nomination Committee :
Dato’ Haji Mohd Yusoff bin Haji Amin ~ Chairman
Yeoh Chong Keng
Lim Gin Chuan
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Company Secretaries :
Ms Lee Wai Ngan (LS 00184)
Ms Hwong Pik Hua (MAICSA 7027798)
Registered Office & Registrars :
Plaza 138, Suite 18.03
18th Floor, 138, Jalan Ampang
50450 Kuala Lumpur
Tel: 603-21615466
Fax: 603-21636968
Principal Place of Business :
Lot 328, Jalan 223, Petaling Jaya
46100 Selangor Darul Ehsan
Tel: 603-7960 3233
Fax: 603-7960 3299
Website Address : www.tstore.com.my
Email: thestore@tstore.com.my
Auditors :
Grant Thornton
Chartered Accountants
51-8-A, Menara BHL Bank
Jalan Sultan Ahmad Shah
10050 Pulau Pinang
Principal Bankers :
Malayan Banking Berhad (3813-K)
EON Bank Berhad (92351-V)
Kuwait Finance House (Malaysia) Bhd (672174-T)
Al-Rajhi Banking & Investment Corporation (Malaysia) Bhd
(719057-X)
Place of incorporation & domicile :
Malaysia
Stock Exchange Listing :
Listed on the Main Market of Bursa Malaysia Securities
Berhad since 3 March 1994
Sector : Trading
Stock Name & Code : TSTORE and 5711
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%
Universal Retail Academy Sdn. Bhd.
(Formely known as 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 ( Muar ) Sdn. Bhd.
100%
The Store ( Seremban ) Sdn. Bhd.
100%
TS Universal Trading Sdn. Bhd.
100%
Pacific Hypermarket Group Sdn. Bhd.
100%
The Store ( Bentong ) Sdn. Bhd.
100%
The Store ( Darul Naim ) Sdn. Bhd.
100%
Pacific Hypermarket ( Prai ) Sdn. Bhd.
100%
Pacific Hypermarket & Departmental
Store Sdn. Bhd.
100%
Bigever Properties Sdn. Bhd.
100%
Pacific Hypermarket Properties Sdn. Bhd.
100%
Pacific Bowling Sdn. Bhd.
100%
Pacific Departmental Store Sdn. Bhd.
100%
Milimewa Superstore Sdn. Bhd.
100%
Delsinar Sdn. Bhd.
100%
29.63%
Nilai Hikmat Sdn. Bhd.
100%
15.63%
Berkat Apparel Sdn. Bhd.
100%
Berkat Garments Sdn. Bhd.
100%
Berkat Marketing Sdn. Bhd.
100%
Berkat Merchandising & Services Sdn. Bhd.
100%
Berkat Supermarket Sdn. Bhd.
100%
Larut Matang Supermarket Holdings
Berhad
Dindings Supermarket Sdn. Bhd.
100%
Fajar Merchandising & Services Sdn. Bhd.
100%
54.74%
Fajar Retail Enterprise Sdn. Bhd.
100%
The Store ( Kuantan Parade ) Sdn. Bhd.
100%
Fajar Supermarket (Butterworth) Sdn. Bhd.
100%
The Store Properties Sdn. Bhd.
100%
Fajar Supermarket ( Melaka ) Sdn. Bhd.
100%
The Store Card Sdn. Bhd.
100%
Fajar Supermarket ( Upper Perak ) Sdn. Bhd.
100%
The Store ( Kluang ) Sdn. Bhd.
100%
Fajar Supermarket Sdn. Bhd.
100%
The Store (Kampar Road) Sdn. Bhd.
100%
Bintang Aspek (M) Sdn. Bhd.
100%
Koaling Development Sdn. Bhd.
100%
Visual Utama Sdn. Bhd.
100%
Kuala Kangsar Supermarket Sdn. Bhd.
100%
Yangtze Corporation Sdn. Bhd.
94.98% (Effective Interest)
Larut Matang Supermarket ( Taiping) Sdn. Bhd.
100%
The Store ( Klang ) Sdn. Bhd.
100%
Sungei Perak Supermarket Sdn. Bhd.
100%
The Store ( Taman Tun Aminah ) Sdn. Bhd.
100%
Fajar Departmental Store & Supermarket ( Sg. Besar ) Sdn. Bhd.
100%
99.99%
The Store ( Central Square ) Sdn. Bhd.
100%
TS Universal International Co. Ltd
100%
Pacific Department Store ( Prai ) Sdn. Bhd.
100%
Universal Retail Group Ltd
100%
Jurus Kota Sdn. Bhd.
100%
Universal Retail Limited
100%
Sungai Besar Supermarket Sdn. Bhd.
0.001%
TS Universal Retail Ltd
100%
Universal Retail Holdings Limited
100%
Shanghai Universal Retail Limited
100%
Universal Retail ( Jiaxing ) Limited
100%
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Statement of
Corporate Governance
The Board is pleased to report to the shareholders on the manner The Store Corporation Bhd has strengthened its
application of the principles of the Corporate Governance and adoption of the Corporate Governance best practice
laid down in Malaysia Code on Corporate Governance (“the Code”).
The Board in recognising this is committed to uphold its application and practice in all aspect of its dealings for which
directors are accountable to shareholders.
A.
THE BOARD OF DIRECTORS
(i)
Board Composition & Balance
The Company’s Articles of Association currently provides for a board comprising a maximum of eleven
directors. The Board currently has nine members comprising 4 executive directors and 5 Independent
non-executive directors. There is no change in the Board members since the last financial year.
The present composition of the Board is in compliance with the Main Market Listing Requirements of
Bursa Malaysia Securities Berhad (“Bursa Malaysia”) whereby at least two directors or one-third of the
Board, whichever is the higher number, must be independent directors.
The Board collectively, has wide and varied technical, financial, legal, management and commercial
experience and this facilitates Board and Committee deliberations. There is no individual or group of
individuals who dominates the Board’s decision-making.
The Board continually evaluates its requirements as to the appropriate mix of skills and experience
required to ensure that its competition remains optimal for the effective discharge of its
responsibilities.
A brief profile of each director is presented from pages 18 to 20.
(ii)
Responsibilities
The Board has overall responsibility for the proper conduct of the Group’s business and provides
entrepreneurial leadership to ensure the Group’s objectives and performance targets are met.
The Board having statutory and fiduciary duties, is further tasked to review and evaluate strategic
performance and resources for the Group against their budgets and targets in light of any
changing circumstances, whether economic, social or political. The Board is also responsible for
assessing the integrity of financial information and effectiveness of the Group’s internal control
system and risk management process.
The roles and responsibilities of the Chairman and Managing Director are distinct and separated.
The Chairman is primarily responsible for the conduct of Board meetings and ensure effectiveness
of the Board. The Managing Director with the assistance of executive directors is generally responsible
for running the business on a day-to-day basis thus, ensuring a balance of power and authority so
as to provide a safeguard against the exercise of unfettered powers in decision making.
The presence of Independent Non-Executive Directors is essential as they provide unbiased and
independent view, advices and judgments as well as safeguard the interest of other parties such as
minority shareholders and 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.
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Statement of
Corporate Governance (cont’d)
(iii)
Board Meeting
The Board also noted the decisions and salient issues deliberated by the Audit Committee and
other committees briefed by them at the meetings. In the intervals between the scheduled Board
meetings, any matters requiring Board decisions and Board approvals are obtained through circular
resolutions.
During the financial year, the Board held 4 meetings. The following are the details of the attendance
of each director during the financial year ended 30 September 2010:
Name of Directors
1. Dato’ Sri Md Kamal bin Bilal
2. Tan Sri Dato’ Sri Tang Yeam Soon
3. Dato’ Dr. Haji Kardin bin Haji Shukor
4. Dato’ Haji Mohd Yusoff bin Haji Amin
5. Puan Sri Datin Sri Khor Guik Lee
6. Kam Teh Chung
7. Chang Yen Huei
8. Yeoh Chong Keng
9. Lim Gin Chuan
(iv)
Number of Board meetings attended
4/4
4/4
4/4
4/4
4/4
4/4
4/4
3/4
4/4
Supply of Information
All the directors are entitled to request for additional clarification and information to assist them in
matters that require their decision. Adequate reports with regards to information on Group
performance and major operational financial and corporate issue are disseminated in advance to
facilitate informed decision-making process. Minutes are prepared on all Board proceedings and will
be signed by the Chairman of the meetings in accordance with the provision of Section 156 of the
Companies Act, 1965.
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. The
Company Secretaries also act as the secretaries for all the Board Committees.
(v)
Re-election of Directors
The Company’s Articles of Association provides for the following in respect of the re-election of
directors:
a) any directors who are appointed during the year will be subject to retirement and re-election by
shareholders at the next Annual General Meeting following their appointment; and
b) one-third (1/3) of the remaining directors, including the Managing Director, or if their number is
not three or a multiple of three, then the number nearest to 1/3, shall retire from office and be
eligible for re-election at each Annual General Meeting; provided always;
c) all the directors, including the Managing Director, shall retire from office once at least in every
three (3) years but shall be eligible for re-election.
Pursuant to Section 129(6) of the Companies Act, 1965, directors who are over seventy (70) years of
age shall retire at every Annual General Meeting and may offer themselves for re-appointment to
hold office until the next Annual General Meeting.
There is no maximum tenure fixed by the Board of Directors as the Board is of the view that there are
significant advantage to be gained from the long serving directors who possess tremendous insight
and knowledge of the Group’s affairs and operations.
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Statement of
(vi)
Directors’ Continuing Development
In compliance with the Main Market Listing Requirements, all the directors had attended the Mandatory
Accreditation Programme and Continuing Education Programme. The Board is mindful that they
should continually attend education programmes and seminars to keep abreast with current
developments within the industry as well as new regulations and statutory requirements affecting
the Groups’ operations.
During the financial year ended 30 September 2010, the directors of the Company attended various
forums, workshops and seminars which cover the following topics:
1. Power Club Seminar
2. Malaysia-International Chinese Business Forum
3. Capital Market Forum 2010 – “Opportunities & Challenges for Qualified Domestic Institutional
Investors in Malaysia”
4. 2nd Mazars Tax Seminar on the 2011 Malaysia Budget Proposals.
In addition to this, all the executive directors and managers from the Group attended a one full
day session on the overview and update on business operation of the Group during the financial
year under review.
(vii)
Board Committees
The Board has delegated certain responsibilities to its committees which operate within clearly
defined terms of reference. The chairman of the respective committees will report to the Board the
outcome of the committees’ meetings and such reports are incorporated in the minutes of the
Board meetings. The various board committees are as below:
a)
Audit Committee
The composition and terms of reference of this committee together with its reports are
presented on page 27 of this Annual Report.
b)
Remuneration Committee
The Remuneration Committee comprises three independent non-executive directors. The
membership of the committee has not changed since the last report. The Board considers
that the membership of the committee is in compliance with the Code’s recommendation.
The Remuneration Committee is tasked with developing the remuneration packages and
benefits of the Executive Directors and making the necessary recommendations to the Board
for approval. Non-Executive Directors’ remunerations are determined by the full Board.
Directors do not participate in decisions on their own remuneration packages. Directors’
fees are approved by the shareholders at the Annual General Meeting. The committee
meets when necessary.
c)
Nomination Committee
The Nomination Committee comprises three independent non-executive directors. The
membership of the committee has not changed since the last report. The Board considers
that the committee is in compliance with the Code’s recommendation.
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 and 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 Bursa Malaysia, Securities
Industry Act, 1983 and other regulatory requirements. No nominations were received
during the year.
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Statement of
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 level of responsibilities, expertise, experience
and duties undertaken by them. In addition, the Board also takes into consideration any relevant information
provided by independent consultant or from survey data.
The remuneration for all the directors are based on a standard fixed fee, except for the Chairman who is paid
a higher fee in recognition of his additional responsibilities. The directors are also reimbursed reasonable
expenses incurred by them in the course of carrying out their duties on behalf of the Company.
The Remuneration Committee recommends to the Board the director’s fee for each director of the Company
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 year under review are set out in the table
below.
The aggregate remuneration of directors categorized into appropriate components are as follows:Executive
(RM)
Fees
Salaries
Allowance & other
emoluments
Non-Executive
(RM)
Total
(RM)
516,000
2,700,000
120,000
-
636,000
2,700,000
225,000
140,000
365,000
3,441,000
260,000
3,701,000
The number of directors whose remuneration falls into the following bands are:Range of Remuneration
Below RM50,000
RM
50,000 –
RM 300,000 –
RM 400,000 –
RM 650,000 –
RM 2,000,000 –
RM 100,000
RM 350,000
RM 450,000
RM 700,000
RM2,050,000
Executive
Director
1
1
1
1
Non-Executive
Director
4
1
-
Total
4
1
1
1
1
1
The Code has prescribed for individual disclosure of directors’ remuneration package. However, the Board is of
the view that transparency of accountability aspect of the Corporate Governance in respect of the directors’
remuneration are appropriately and adequately addressed by the band disclosure method adopted by the
Board.
C.
SHAREHOLDERS AND INVESTORS RELATIONSHIP
The Company places utmost importance on timely and accurate dissemination of information to investors and
shareholders as recommended practice under the Code. Nevertheless, 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’s website at www.tstore.com.my also serves as a forum to enable the public and shareholders
to access corporate information on the promotions, performance and activities undertaken as well as
achievements of the Group. Bursa Malaysia also provides for the Company to electronically publish all its
announcements, including its quarterly results and annual reports via same link. These can be accessed online
through Bursa Malaysia’s internet website at http://www.bursamalaysia.com.
The Company has the annual general meeting and extraordinary general meeting as means of communication
for shareholders and investors to seek clarifications on the operations, financial performance and major
developments of the Group. Shareholders are welcome to raise queries by contacting the Company at any
time throughout the year in addition to the meetings. At all times, investors and shareholders may contact
the Company Secretaries for information on the Company.
24
252670-P
Statement of
During shareholders’ meetings, the Chairman will undertake to provide written answers to significant
questions that cannot be readily answered at the meetings. Shareholders’ suggestions received during the
meetings are reviewed and considered for implementation, whenever possible. The management and the
external auditors are also present at the meetings to provide their professional and independent clarification
on issues and concerns raised by the shareholders. The outcome of all resolutions proposed at the meetings
are announced to Bursa Malaysia on the same day to enable the public to know the outcome.
The Board has ensured that each item of special business included in the notice of the Annual/Extraordinary
General Meeting are accompanied by a full explanation of the effects of the proposed resolution.
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 Company and the Group for the financial year ended
30 September 2010 is presented on page 32.
During the year 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 Malaysia.
(ii)
Relationship with the Auditors
The Company establishes a formal and 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 is elaborated in the Audit Committee
Report on pages 27 to 29.
(iii)
Internal Control
The Statement on Internal Control for the Group is presented on pages to 30.
(iv)
Statement of Directors’ Responsibility
The Board of directors is required under Paragraph 15.26 (a) of the Main Market Listing Requirements
of Bursa Malaysia to issue a statement explaining its responsibility for preparing the annual audited
financial statements.
The directors are required by the Companies Act, 1965 to prepare financial statements for each
financial year which give a true and fair view of the state of affairs of the Company and the Group
as at the financial year end and of the results and cash flows for that year.
The directors consider that, in preparing the financial statements of the Company and the Group for
the financial year ended 30 September 2010, the Company and the Group have 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 confirmed that the financial statements have been prepared on a going
concern basis.
The directors are responsible for ensuring that the Company and the Group keep accounting records
which disclose with reasonable accuracy at any time the financial positions of the Company and the
Group which enable them to ensure that the financial statements comply with the provisions of the
Companies Act, 1965, where appropriate.
The directors are also responsible for taking such steps that are reasonably open to them to safeguard
the assets of the Group and to prevent and detect fraud and other irregularities.
252670-P
25
Statement of
E.
COMPLIANCE WITH THE CODE
The Company has complied with the Code on Corporate Governance and observed its best practices
through out the year.
This statement is made in accordance with a resolution of the Board of Directors passed on 28 January 2011.
ADDITIONAL COMPLIANCE INFORMATION:1.
UTILISATION OF PROCEEDS RAISED FROM CORPORATE PROPOSALS
There were no proceeds raised from any corporate proposal for the financial year under review.
2.
SHARE BUYBACK
The Company had obtained its shareholders’ approval at the Company’s Annual General Meeting held on
26 March 2010 in respect of the share buy-back of up to 10% of the issued and paid up share capital of the
Company.
The Company is seeking the renewal of the shareholders’ mandate on the share buy-back proposal at the
forthcoming Annual General Meeting.
There were no shares buy-back transactions or resale of treasury shares undertaken by the Company during
the financial year under review.
3.
NON-AUDIT FEES
There were no non-audit fees paid and payable to the external auditors or its affiliates by the Company and
its subsidiaries for the financial year.
4.
VARIATION IN RESULTS
There was no material variance between the financial results for the financial year ended 30 September 2010
and unaudited results previously announced by the Company.
5.
MATERIAL CONTRACTS
During the year under review, there were no material contracts entered into by the Company and its subsidiaries
which involved Directors’ or major shareholders’ interests.
6.
REVALUATION OF LANDED PROPERTIES
The Group will revalue its freehold land and buildings at least once in every 5 years. However, fair value
accounting is applied for certain properties classified under the Group’s investment properties.
7.
RECURRENT RELATED PARTY TRANSACTIONS
In compliance with the requirements of Paragraph 10.09 of the Main Market Listing Requirements of Bursa
Malaysia, at the forthcoming Annual General Meeting, the Company intends to seek a renewal of the
shareholders’ mandate for the Company and its wholly-owned subsidiaries, Pacific Hypermarket & Departmental
Store Sdn Bhd and Pacific Bowling Sdn Bhd to enter into 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
7 March 2011 which are necessary for the day to day operations and/or in the ordinary course of business
of the Company and its subsidiaries.
26
252670-P
Audit
Committee Report
The Board of Directors of The Store Corporation Bhd is pleased to present the report of the Audit Committee for the
financial year ended 30 September 2010.
The members as at the date of this report and their attendance at Committee meetings held during the financial year
under review are as follows:
A.
Audit Committee
Designation
Number of meetings attended
Dato’ Dr. Haji Kardin bin Haji Shukor
Chairman
4/4
Member
4/4
Yeoh Chong Keng
Member
3/4
Lim Gin Chuan
Member
4/4
TERMS OF REFERENCE
The terms of reference of Audit Committee incorporating the requirements of the Main Market Listing
Requirements of the Bursa Malaysia have been reviewed and adopted by the Audit Committee on
23 January 2010 and the Board of Directors approved it on the same day.
The term of office of the Audit Committee and the terms of reference shall be reviewed by the Board not less
than once in every three years.
i) 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, all of whom must be non-executive directors
with a majority of them being Independent Directors.
The word “Independent” shall be the same as defined in the Main Market 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 or approved by Bursa Malaysia.
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.
ii) 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.
252670-P
27
Audit
Committee Report
c)
(cont’d)
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 Bursa Malaysia of any matter reported by the Audit Committee to
the Board of Directors of the Company which has not been satisfactorily resolved resulting in a breach
of the Listing Requirements of Bursa Malaysia Securities Berhad.
iii) Functions
The functions of the Committee shall be:
a) To review and report to the Board :
- with the external auditors, the audit plan;
- with the external auditors, the evaluation of the system of internal accounting controls;
- with the external auditors, the audit report;
- the assistance given by the Company’s officers to the external auditors;
- the quarterly results and year end 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 and/or unusual events;
* 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 including any transaction, procedures or course of conduct that raises
questions of management integrity;
b) To do the following for internal audit:
- review the adequacy of the scope, functions, competency and resources of the internal audit function,
and that it has the necessary authority to carry out its work;
- review the internal audit programme, processes and results of the internal audit process, programme
or investigation undertaken and where necessary ensure that appropriate action is taken on the
recommendations of the internal audit function.
c) To consider the appointment, remuneration, resignation and dismissal of external auditors; and such
other functions as may be 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.
iv) Meetings
a) The Managing Director, the Executive Directors, any other Board Members, General Managers or any
other senior executives as may be requested by the Committee and a representative of the external
auditors shall normally attend meetings. However, the Committee shall meet with the external auditors
at least once a year.
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.
28
252670-P
Audit
Committee Report
(cont’d)
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 YEAR END
During the financial year under review, the main activities undertaken by the Committee included the review
and deliberation of:
C.
a)
Reviewed the annual report and audited financial statement of the Company prior to submission to the
Board for their consideration and approval. The review was to ensure that the audited financial statements
were drawn up in accordance with the provisions of the Companies Act, 1965 in Malaysia and applicable
Financial Reporting Standards.
b)
Reviewed the quarterly unaudited financial results and audited financial statements of the Company prior
to submission to the Board of Directors for their consideration and approval.
c)
Reviewed the related party transactions entered into by the Company and by the Group and the disclosure
of such transactions in the annual report and circulars of the Company.
d)
Reviewed with external auditors, their audit planning memorandum, audit approach and reporting requirement
prior to the commencement of audit for the financial year under review.
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.
The total cost incurred for the internal audit function of the Company for the financial year was RM355,685.35.
252670-P
29
Statement Of
Internal Control
Pursuant to Paragraph 15.26(b) of the Bursa Malaysia Main Market Listing Requirements and as guided by the
Statement on Internal Control : Guidance for Directors of Public Listed Companies, the Board of Directors (“the Board)
is pleased to provide the following Statement on Internal control, which outlines the nature and scope on internal control
of the Group during the financial year under review.
The Board is committed to fulfilling its responsibility to maintain a sound system of internal controls to safeguard
shareholders’ investments and the Group’s assets in compliance with the Malaysian Code on Corporate Governance.
The Board’s Responsibility
The Board recognises the importance of good corporate governance and acknowledges its overall responsibility for
maintaining a sound system of internal control that covers all aspects of the Group’s business. In recognition of that
responsibility, the Board sets policies and seeks regular assurance that the system of internal control is operating
effectively. While acknowledging their responsibility for the system of internal control, the Board is aware that a sound
system of internal control and risk management can only help to manage rather than to eliminate the risk that may
impede the achievement of the Group’s business objectives. Accordingly, such a system can only provide reasonable
rather than absolute assurance against material misstatements, losses, fraud or breaches of law or regulations.
Risk Management
The Board and Management are responsible for the on-going identification, evaluation and managing of significant
risk faced by the Group. The Group has an embedded process for the identification, evaluation and reporting of
the major business risks within the Group. Policies and procedures have been laid down for the regular review and
management of these risks. Regular review of the most significant areas of risk are undertaken to ensure that key
control objectives remain in place.
Principal Elements Of The Group’s System Of Internal Control
The principal elements of the internal control functions are inculcated within the various procedures. During the
financial year under review, the principal elements which formed part of the Group’s system of internal control can be
summarised as follows:
Operating structure with clearly defined lines of responsibility and delegated authority
The Group has a well-defined organizational structure with clear lines of accountability, with strict authorisation,
approval and control procedures which provide a sound framework of authority and accountability within
the Group.
Clearly defined authority level
Clearly defined financial limits of authority on all financial commitments for each level of management within
the Group. Such limits are subject to periodic reviews as to their implementation and continuing suitability.
Written operational policies and procedures
Documented internal operating policies and procedures, which are set out in the Group’s Standard Operating
Procedures (SOP) are periodically reviewed.The SOP serve as guidelines so as to meet the Group’s objectives.
Performance management framework
Comprehensive budgeting and costing process for all operating units is monitored through monthly
performances meeting, so that any material variances can be followed up and addressed by
management.
-
Regular top / senior management meetings were conducted to share information, monitor the progress
of various business units, and to deliberate and decide upon operational matters.
-
Regular visits to operating business units are carried out by management to ensure all business
activities and operational issues as well as any matters identified, are immediately brought to
management’s attention for further action to be taken and to gauge the effectiveness of strategies
implemented.
Advance IT management technologies
Enhanced computerised retail management and operating system for timely monitoring and control of the
Group’s business operations.
Corporate values
Corporate values, which emphasise ethical behaviour, are clearly set out in the Group’s Code of Business
Conduct and Ethics.
30
252670-P
Statement Of
Internal Control
(cont’d)
Internal Audit Function
The internal audit function of the Group is carried out by an adequately resourced internal audit department, which
provides the Board with the assurance it requires on the adequacy and effectiveness of the Group’s system of internal
controls, procedures and operations. The Group’s internal audit department undertakes the role as the risk
facilitator in identifying significant risks impacting the achievement of the Group’s business objectives. Besides, it
also undertakes a review of internal controls in all key activities of the Group, 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 during its review process,
to ensure recommendations are effectively implemented. During the year 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 year under review, the system of internal control being instituted throughout the
Group is sound and effective. The Board remains committed towards operating a sound system of internal control and
therefore recognises that the system must continuously evolve to support the type of business and size of operations
of the Group. As such the Board will, when necessary, put in place appropriate action plans to further enhance the
Group’s system of internal control.
252670-P
31
Reports And
Financial Statements
For The Year Ended 30 September 2010
Directors’ Report
33 - 36
Directors’ Statement
37
Statutory Declaration
37
Independent Auditors’ Report To The Members
38 - 39
Balance Sheets
40 - 41
Income Statements
42
Consolidated Statement of Changes in Equity
43
Statement of Changes in Equity
44
Cash Flow Statements
45 - 46
Notes to the Financial Statements
47 - 85
32
252670-P
Directors’
Reports
The directors have pleasure in submitting their report and the audited financial statements of the Group and of the
Company for the financial year ended 30 September 2010.
PRINCIPAL ACTIVITIES
The principal activities of the Company are investment holding and the provision of management services.
The principal activities of the subsidiaries are indicated in Note 6 to the financial statements.
There have been no significant changes in the nature of these activities during the financial year.
RESULTS
Profit after taxation for the year
GROUP
COMPANY
RM’000
RM’000
4,045
23,794
4,067
23,794
(22)
-
4,045
23,794
Attributable to :
Equity holders of the Company
Minority interests
In the opinion of the directors, the results of the operations of the Group and of the Company for the financial year
ended 30 September 2010 have not been substantially affected by any item, transaction or event of a material and
unusual nature nor has any such item, transaction or event occurred in the interval between the end of that financial
year and the date of this report, other than the provision for additional rental payable of RM17,389,316 charged
to the income statements for the year under review pursuant to the litigations as set out in Note 31 to the financial
statements.
RESERVES AND PROVISIONS
All material transfers to or from reserves or provisions during the financial year are disclosed in the notes to the
DIVIDENDS
Since the end of the previous financial year, the Company has paid a first and final tax exempt dividend of 1%
amounting to RM685,036 for the financial year ended 30 September 2009, as proposed in the directors’ report of that
year.
At the forthcoming Annual General Meeting, a first and final tax exempt dividend of 1% amounting to RM685,036 for
the financial year ended 30 June 2010 will be proposed for the shareholders’ approval.
SHARE CAPITAL AND DEBENTURE
During the financial year, the Company did not issue any share or debenture and did not grant any option to anyone
to take up unissued shares of the Company.
252670-P
33
Directors’
Reports
DIRECTORS
The directors who served since the date of the last report are as follows :
Dato’ Sri Md. Kamal bin Bilal
Kam Teh Chung
Chang Yen Huei
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Yeoh Chong Keng
Lim Gin Chuan
DIRECTORS’ INTERESTS IN SHARES
According to the Register of Directors’ Shareholdings, the interests of directors in office at the end of the financial year
in shares of the Company and its related corporations during the financial year are as follows :
--- Number of ordinary shares of RM1 each --Balance at 1.10.09
Bought
Sold
Balance at 30.9.10
3,028,300
-
-
3,028,300
11,000
-
-
11,000
1,366,200
-
-
1,366,200
Kam Teh Chung
352,955
-
-
352,955
Chang Yen Huei
1,100
-
-
1,100
16,269,030
-
-
16,269,030
17,931,130
-
-
17,931,130
2,640,000
-
-
2,640,000
The Company
Direct Interest :
Dato’ Dr. Hj. Kardin bin Hj. Shukor
Deemed Interest :
Chang Yen Huei
By virtue of their shareholding in the Company, both Tan Sri Dato’ Sri Tang Yeam Soon and Puan Sri Datin Sri Khor Guik
Lee are also deemed interested in the shares of all the subsidiaries of the Company, to the extent that the Company
has interests.
34
252670-P
Directors’
Reports
DIRECTORS’ BENEFITS
Since the end of the previous financial year, no director of the Company has received or become entitled to receive any
benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by the
directors shown in the financial statements) by reason of a contract made by the Company or a related corporation with
a director or with a firm of which the director is a member, or with a company in which the director has a substantial
financial interest, other than those related party transactions disclosed in the notes to the financial statements.
During and at the end of the financial year, no arrangements subsisted to which the Company is a party, with the
objects of enabling directors of the Company to acquire benefits by means of the acquisition of shares in or debentures
of the Company or any other body corporate.
OTHER STATUTORY INFORMATION
Before the financial statements of the Group and of the Company were made out, the directors took reasonable steps :
(i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of
allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that
adequate allowance had been made for doubtful debts, and
(ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in
the ordinary course of business had been written down to an amount which they might be expected to realise.
At the date of this report, the directors are not aware of any circumstances :
(i) that would render the amount written off for bad debts, or the amount of the allowance for doubtful debts in the
Group and in the Company inadequate to any substantial extent, or
(ii) that would render the value attributed to the current assets in the financial statements of the Group and of the
Company misleading, or
(iii) that would render any amount stated in the financial statements of the Group and of the Company misleading,
or
(iv) which have arisen which render adherence to the existing methods of valuation of assets or liabilities of the Group
and of the Company misleading or inappropriate.
At the date of this report, there does not exist :
(i) any charge on the assets of the Group and of the Company that has arisen since the end of the financial year which
secures the liabilities of any other persons, or
(ii) any contingent liability in respect of the Group and of the Company that has arisen since the end of the financial
year.
No contingent liability or other liability of the Group and of the Company has become enforceable, or is likely to
become enforceable, within the period of twelve months after the end of the financial year which, in the opinion of
the directors, will or may substantially affect the ability of the Group and of the Company to meet their obligations as
and when they fall due.
252670-P
35
Directors’
Reports
AUDITORS
The auditors, Grant Thornton, have expressed their willingness to continue in office.
Signed in accordance with a resolution of the directors :
..................................................................
Petaling Jaya,
Date : 28 January 2011
36
252670-P
.................................….................
Chang Yen Huei
Directors’
Statement
We, Tan Sri Dato’ Sri Tang Yeam Soon and Chang Yen Huei, being two of the directors of The
Store Corporation Berhad state that in the opinion of the directors, the financial statements set out
on pages 40 to 85 are properly drawn up in accordance with Financial Reporting Standards and the
Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the
Group and of the Company as at 30 September 2010 and of their financial performance and cash
flows for the financial year then ended.
Signed in accordance with a resolution of the directors :
...........................................................
...........................................................
Chang Yen Huei
Statutory
Declaration
I, Chang Yen Huei, the director primarily responsible for the financial management of The Store
Corporation Berhad do solemnly and sincerely declare that the financial statements set out
on pages 40 to 85 are to the best of my knowledge and belief, correct and I make this solemn
declaration conscientiously believing the same to be true and by virtue of the provisions of the
Statutory Declarations Act, 1960.
Subscribed and solemnly declared by
the abovenamed at Petaling Jaya, this 28th
day of January 2011
)
)
)
....................................…....................
Chang Yen Huei
Before me,
....................................................................
Commissioner for Oaths
252670-P
37
Independent Auditors’
Report To The Members
Report on the Financial Statements
We have audited the financial statements of The Store Corporation Berhad, which comprise the balance sheets as at
30 September 2010 of the Group and of the Company, and their income statements, statements of changes in equity
and cash flow statements for the financial year then ended, and a summary of significant accounting policies and other
explanatory notes, as enumerated in Note 1 to 33 and set out on pages 40 to 85.
The financial statements for the preceding year were audited by another firm of auditors whose report dated 29
January 2010, expressed an unqualified opinion on those statements.
Directors’ Responsibility for the Financial Statements
The directors of the Company are responsible for the preparation and fair presentation of these financial statements in
accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes
designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial
statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate
accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit
in accordance with approved standards on auditing in Malaysia. Those standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are
free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on our judgement, including the assessment of risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider
internal control relevant to the Company’s preparation and fair presentation of the financial statements in order to
design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of
accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating
the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards
and the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and
of the Company as at 30 September 2010 and of their financial performance and cash flows for the financial year
then ended.
Report on Other Legal and Regulatory Requirements
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following :
(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the
Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with
the provisions of the Act,
(b) We have considered the accounts and the auditors’ reports of all the subsidiaries of which we have not acted as
auditors, which are indicated in Note 6 to the financial statements,
(c) We are satisfied that the accounts of the subsidiaries that have been consolidated with the Company’s financial
statements are in form and content appropriate and proper for the purposes of the preparation of the financial
statements of the Group and we have received satisfactory information and explanations required by us for
those purposes, and
(d) The auditors’ reports on the accounts of the subsidiaries did not contain any qualification or any adverse
comment made under Section 174(3) of the Act.
38
252670-P
Independent Auditors’
Report To The Members
Other Reporting Responsibilities
The supplementary information set out in Note 34 is disclosed to meet the requirement of Bursa Malaysia Securities
Berhad and is not part of the financial statements. The directors are responsible for the preparation of the supplementary
information in accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits
or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by
the Malaysian Institute of Accountants (“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our
opinion, the supplementary information is prepared, in all material respects, in accordance with the MIA Guidance and
the directive of Bursa Malaysia Securities Berhad.
Other Matters
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies
Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content
of this report.
Grant Thornton
No. AF : 0042
Chartered Accountants
John Lau Tiang Hua, DJN
Partner
No. 1107/03/12 (J)
Chartered Accountant
Penang
252670-P
39
Balance
Sheets
At 30 September 2010
GROUP
NOTE
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
ASSETS
Non-current assets
Property, plant and equipment
3
509,029
521,211
2,554
2,970
Prepaid lease payments
4
8,436
8,589
4,972
5,091
Investment properties
5
72,188
72,188
-
-
Investment in subsidiaries
6
-
-
368,600
368,600
Other investments
7
2,339
2,339
-
-
Intangible assets
8
8,319
8,319
-
-
Deferred tax assets
9
724
573
-
-
Amount due from subsidiaries
10
-
-
-
14,783
601,035
613,219
376,126
391,444
276,532
266,354
-
-
Current assets
Inventories
Trade and other receivables
11
64,420
86,831
2,081
65
Amount due from subsidiaries
10
-
-
257,180
253,690
11,530
9,488
5,796
5,928
73,528
73,497
-
-
Tax recoverable
Deposits with licensed banks
12
Cash and bank balances
13
TOTAL ASSETS
22,149
27,454
839
1,169
448,159
463,624
265,896
260,852
1,049,194
1,076,843
642,022
652,296
68,504
68,504
68,504
68,504
1,018
1,018
1,018
1,018
65,799
59,269
-
-
EQUITY AND LIABILITIES
Share capital
14
Share premium
Asset revaluation reserve
Foreign translation reserve
15
262
-
-
-
Retained profits
16
273,518
269,793
135,509
112,400
409,101
398,584
205,031
181,922
113
135
-
-
409,214
398,719
205,031
181,922
Equity attributable to equity
holders of the Company
Minority interests
Total equity
The notes set out on pages 47 to 85 form an integral part of these financial statements.
40
252670-P
Balance
Sheets
At 30 September 2010
GROUP
NOTE
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
Non-current liabilities
Borrowings
17
165,831
219,627
159,639
218,800
Deferred tax liabilities
18
30,836
31,146
34
94
196,667
250,773
159,673
218,894
Current liabilities
Trade and other payables
19
384,736
395,359
815
606
Amount due to subsidiaries
10
-
-
224,603
229,674
Borrowings
17
57,044
26,502
51,900
21,200
Provision for taxation
Total liabilities
TOTAL EQUITY AND LIABILITIES
1,533
5,490
-
-
443,313
427,351
277,318
251,480
639,980
678,124
436,991
470,374
1,049,194
1,076,843
642,022
652,296
252670-P
41
Income
Statements
GROUP
NOTE
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
Revenue
20
1,816,480
1,841,590
33,362
33,155
Cost of sales
21
(1,449,569)
(1,459,059)
-
-
366,911
382,531
33,362
33,155
41,356
47,390
7,527
8,578
Marketing and selling expenses
(258,816)
(248,856)
-
-
Administrative and general expenses
(119,343)
(149,478)
5,906
(25,831)
30,108
31,587
46,795
15,902
(18,711)
(18,172)
(17,492)
(16,647)
Gross profit
Other income
Profit from operations
Finance costs
Profit/(Loss) before taxation
22
11,397
13,415
29,303
(745)
Taxation
23
(7,352)
(11,471)
(5,509)
(4,879)
4,045
1,944
23,794
(5,624)
4,067
1,952
23,794
(5,624)
(22)
(8)
-
-
4,045
1,944
23,794
(5,624)
1.00
1.00
Profit/(Loss) for the year
Attributable to :
Equity holders of the Company
Minority interests
Basic earnings per share attributable to
equity holders of the Company (sen) :
24
5.94
2.85
Net dividend per ordinary share (sen) :
25
1.00
1.00
42
252670-P
Consolidated Statement
Of Changes In Equity
Attributable to Equity Holders
of the Company
Non-distributable
NOTE
Distributable
Share
Capital
RM’000
Share
Premium
RM’000
Asset
Revaluation
Reserve
RM’000
Foreign
Translation
Reserve
RM’000
Retained
Profits
RM’000
Total
RM’000
Minority
Interests
RM’000
Total
Equity
RM’000
2010
Balance at beginning
68,504
1,018
59,269
-
269,793
398,584
135
398,719
Realisation of
revaluation surplus
on amortisation of
property, plant and
equipment
-
-
(343)
-
343
-
-
-
Revaluation surplus
on property, plant
and equipment
-
-
6,873
-
-
6,873
-
6,873
Foreign exchange
differences on
translation
-
-
-
262
-
262
-
262
Profit for the year
-
-
-
-
4,067
4,067
(22)
4,045
Total recognised income
and expense for the year
-
-
6,530
262
4,410
11,202
(22)
11,180
Dividend
25
Balance at end
-
-
-
-
(685)
(685)
-
(685)
68,504
1,018
65,799
262
273,518
409,101
113
409,214
68,504
1,018
59,586
-
268,209
397,317
143
397,460
2009
Realisation of
revaluation surplus
on amortisation
of property, plant
and equipment
-
-
(317)
-
317
-
-
-
Profit for the year
-
-
-
-
1,952
1,952
(8)
1,944
Total recognised income
and expense for the year
-
-
(317)
-
2,269
1,952
(8)
1,944
Dividend
-
-
-
-
(685)
(685)
-
(685)
68,504
1,018
59,269
-
269,793
398,584
135
398,719
25
Balance at end
252670-P
43
Statement
Of Changes In Equity
NOTE
NonDistributable
Distributable
Share
Capital
Share
Premium
Retained
Profits
Total
Equity
RM’000
RM’000
RM’000
RM’000
2010
Profit for the year
Dividend
25
Balance at end
68,504
1,018
112,400
181,922
-
-
23,794
23,794
-
-
(685)
(685)
68,504
1,018
135,509
205,031
68,504
1,018
118,710
188,232
-
-
(5,624)
(5,624)
-
-
(686)
(686)
68,504
1,018
112,400
181,922
2009
Loss for the year
Dividend
25
Balance at end
44
252670-P
Cash Flow
Statements
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
CASH FLOWS FROM OPERATING ACTIVITIES
11,397
13,415
29,303
(745)
153
153
119
119
(108)
10,827
(108)
10,824
-
1
-
-
37,603
42,028
416
417
-
(4,575)
-
-
(3)
-
(30,520)
(30,300)
(10,600)
-
(10,600)
-
Gain on disposal of property, plant and equipment
(408)
(35)
-
-
Interest income
(596)
(804)
(7,527)
(7,853)
18,711
18,166
17,492
16,647
Hire purchase and finance lease term charges
-
9
-
-
Impairment loss on investment in subsidiaries
-
-
-
5,569
Impairment loss on goodwill
-
1,825
-
-
345
71
-
-
2,023
1,994
-
-
Adjustments for :
Amortisation of prepaid lease payments
Allowance for doubtful debts
Bad debts
Depreciation
Discount on acquisition
Dividend income
Doubtful debts recovered
Interest expense
Property, plant and equipment written off
Provision for points redemption
Operating profit/(loss) before working capital
changes
58,517
83,075
(1,425)
(5,322)
Changes in inventories
(10,178)
44,587
-
-
Changes in receivables
33,119
(14,936)
8,692
80
(12,584)
(73,818)
209
(1,361)
68,874
38,908
7,476
(6,603)
2
-
-
-
565
804
7,527
7,853
Interest paid
(18,711)
(18,166)
(17,492)
(16,647)
Income tax paid
(18,021)
(14,204)
-
-
3,183
778
2,193
-
35,892
8,120
(296)
(15,397)
Changes in payables
Cash from/(used in) operating activities
Dividend received
Interest received
Income tax refund
Net cash from/(used in) operating activities/
Balance carried forward
252670-P
45
Cash Flow
Statements
GROUP
Balance brought forward
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
35,892
8,120
(296)
(15,397)
(18,592)
(30,876)
-
(25)
-
(91,048)
-
(91,000)
993
415
-
-
Repayment from/(Advance to) subsidiaries
-
-
11,293
(69,727)
Dividends received from subsidiaries
-
-
22,890
22,726
(17,599)
(121,509)
34,183
(138,026)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment
Purchase of new subsidiary, net of cash (Note 26)
Proceeds from disposal of property, plant and
equipment
Net cash (used in)/from investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Hire purchase charges paid
-
(9)
-
-
(685)
(686)
(685)
(686)
(18)
(130)
-
-
18,139
240,000
12,139
240,000
(191)
-
-
-
Repayment to subsidiaries
-
-
(5,071)
(5,040)
Repayment of advances to former holding company
of a subsidiary
-
(40,000)
-
-
Repayment of commercial paper and medium
term notes
-
(79,890)
-
(79,890)
Repayment of term loans
(41,175)
(1,370)
(40,600)
-
Net cash (used in)/from financing activities
(23,930)
117,915
(34,217)
154,384
691
-
-
-
(4,946)
4,526
(330)
961
(332)
-
-
-
CASH AND CASH EQUIVALENTS AT BEGINNING
99,403
94,877
1,169
208
CASH AND CASH EQUIVALENTS AT END
94,125
99,403
839
1,169
Deposits with licensed banks
72,000
72,000
-
-
Cash and bank balances
22,149
27,454
839
1,169
(24)
(51)
-
-
94,125
99,403
839
1,169
Dividend paid
Payment of hire purchase payable
Proceeds from term loans
Repayment of bankers acceptance
Effects of changes in exchange rates
NET (DECREASE) / INCREASE IN CASH
AND CASH EQUIVALENTS
Effects of changes in exchange rates on cash and
cash equivalents
Represented by :
Bank overdraft
46
252670-P
Notes To The
1.
CORPORATE INFORMATION
GENERAL
The Company is a public limited liability company, incorporated and domiciled in Malaysia, and listed on the
Main Market of Bursa Malaysia Securities Berhad.
The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of
the directors on 28 January 2011.
PRINCIPAL ACTIVITIES
The principal activities of the Company are investment holding and the provision of management services.
The principal activities of the subsidiaries are indicated in Note 6 to the financial statements.
There have been no significant changes in the nature of these activities during the financial year.
2.
SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies adopted by the Group and by the Company are consistent with those adopted
in the previous financial years unless otherwise indicated below.
2.1
Basis of Preparation
The financial statements of the Group and of the Company are prepared under the historical cost
convention unless otherwise indicated in the accounting policies below and in accordance with applicable
Financial Reporting Standards (“FRSs”) and the Companies Act, 1965 in Malaysia.
At the beginning of the financial year, the Group and the Company had adopted new/revised FRSs for
financial periods beginning on or after 1 July 2009 as described fully in Note 2.24 (i).
The financial statements are presented in Ringgit Malaysia (“RM”), which is also the Company’s functional
currency. Unless otherwise indicated, the amounts in these financial statements have been rounded to
the nearest thousand.
2.2
Significant Accounting Estimates and Judgements
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets,
liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is revised and in any future periods affected.
Critical judgement
Critical judgement made by management in the process of applying accounting policies that have a
significant effect on the amount recognised in the financial statements is in respect of classification
between investment properties and property, plant and equipment.
The Group determines whether a property qualifies as an investment property, and has developed certain
criteria based on FRS 140 Investment Property in making that judgement. In making this judgement, the
Group considers whether a property generates cash flows largely independently of other assets, held
by the Group. Owner-occupied properties generate cash flows that are attributable not only to the
properties, but also to other assets used in the production or supply process.
252670-P
47
Notes To The
Some properties comprise a portion that is held to earn rental or for capital appreciation and another
portion that is held for use in the production or supply of goods and services or for administrative
purposes. If these portions could be sold separately (or leased out separately under a finance lease), the
Group accounts for the portions separately.
If the portions could not be sold separately, the property is accounted for as an investment property
only if an insignificant portion is held for use in the production or supply of goods and services or for
administrative purposes.
Judgement is also made on an individual property basis to determine whether ancillary services are so
significant that a property does not qualify as investment property.
Estimation uncertainty
Estimation uncertainty in applying accounting policies that have a significant effect on the amount
recognised in the financial statements are described in the following notes :
(i)
Fair values of investment properties
The fair values of the investment properties are determined by the directors based on various
studies conducted which reasonably reflect market conditions of similar properties at the balance
sheet date.
(ii)
Recoverability of receivables
The collectability of receivables is assessed on an ongoing basis. An allowance for doubtful debt
is made for any account considered to be doubtful for collection. The allowance for doubtful
debts is made based on a review of all outstanding accounts at the balance sheet date.
A considerable amount of judgement is required in assessing the ultimate realisation of these
receivables, including the creditworthiness and the past collection history of each customer.
(iii)
Impairment of goodwill
The Group determines whether goodwill is impaired at least once a year or more frequently if
events or changes in circumstances indicate that the goodwill may be impaired. This requires an
estimation of the value in use of the cash-generating units to which the goodwill is allocated.
Estimating value in use requires management to make an estimate of the expected future cash
flows from the cash-generating unit and also to choose a suitable discount rate in order to calculate
the present value of those cash flows.
(iv)
Impairment of investment in subsidiaries
Investment in subsidiaries are assessed at each balance sheet date to determine whether there is
any indication of impairment. If such an indication exists, an estimation of the investment’s
recoverable amount is required.
Estimating the recoverable amount requires management to make an estimate of the expected
future cash flows from the subsidiaries and also choose a suitable discount rate in order to
calculate the present value of those cash flows.
2.3
Subsidiaries and Basis of Consolidation
Subsidiaries
Subsidiaries are those companies in which the Group has a long term equity interest and where it has
power to exercise control over the financial and operating policies so as to obtain benefits therefrom.
Investment in subsidiaries which is eliminated on consolidation is stated at cost less accumulated
impairment losses in the Company’s separate financial statements.
Upon the disposal of investment in subsidiaries, the difference between the net disposal proceeds and
their carrying amount is recognised in the income statement.
48
252670-P
Notes To The
Basis of Consolidation
The consolidated financial statements of the Group include the audited financial statements of the
Company and all its subsidiaries made up to the end of the financial year. Subsidiaries are consolidated
using the purchase method of accounting.
Under the purchase method of accounting, the results of the subsidiaries acquired or disposed of are
included from the date of acquisition and up to the date of disposal. At the date of acquisition, the fair
values of the subsidiaries’ net assets are determined and these values are reflected in the consolidated
Any excess of the cost of the acquisition over the Group’s interest in the net fair value of the acquirees’
identifiable assets, liabilities and contingent liabilities represents goodwill and is retained in the balance
sheet. Goodwill is reviewed for impairment, annually or more frequently if events or changes in
circumstances indicate that the carrying values may be impaired.
Any excess of the Group’s interest in the net fair value of the acquirees’ identifiable assets, liabilities and
contingent liabilities over the cost of acquisition is recognised immediately in the income statement.
Inter-company balances, transactions and resulting unrealised gains are eliminated on consolidation
and the consolidated financial statements reflect external transactions only. Unrealised losses are
eliminated on consolidation unless costs cannot be recovered. Where necessary, adjustments are made
to the financial statements of the subsidiaries to ensure consistency of accounting policies with those of
the Group.
Minority interests represent the portion of profit or loss and net assets of subsidiaries not held by the
Group. They are presented in the consolidated balance sheet within equity, separately from the parent
shareholder’s equity and are separately disclosed in the consolidated income statement for the profit or
loss attributable to the minority interests.
2.4
Goodwill
Goodwill acquired in a business combination is initially measured at cost being the excess of the cost of
business combination over the Group’s interest in the net fair value of the identifiable assets, liabilities
and contingent liabilities. Following the initial recognition, goodwill is measured at cost less accumulated
impairment losses. Goodwill is not amortised but instead, it is reviewed for impairment, annually or more
frequently if events or changes in circumstances indicate that the carrying value may be impaired. Gains
and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity
sold.
2.5
Property, Plant and Equipment
All items of property, plant and equipment are initially recorded at cost. Subsequent costs are included in
the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable
that future economic benefits associated with the item will flow to the Group and the cost of the item
can be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs
and maintenance costs are charged to the income statement during the financial year in which they are
incurred.
Subsequent to initial recognition, property, plant and equipment are stated at cost less accumulated
depreciation and any accumulated impairment losses, except for freehold land and certain buildings
which are stated at valuation carried out in 2007, less accumulated depreciation and any accumulated
impairment losses.
The Group will revalue its freehold land and buildings at least once in every 5 years. Surplus arising
from revaluation is dealt with through the asset revaluation reserve account. Any deficit arising is set off
against the asset revaluation reserve to the extent of a previous increase for the same property. In all
cases, a decrease in carrying amount will be charged to the income statement.
252670-P
49
Notes To The
Property, plant and equipment are depreciated on the straight line method to write off the cost of each
asset to its residual value over its estimated useful life at the following annual rates :
Buildings
Machinery and equipment
Furniture, fixtures and fittings
Motor vehicles
Renovations
2% - 10%
8% - 10%
5% - 20%
20%
5% - 20%
Freehold land is not amortised as it has an infinite life.
Depreciation on capital work in progress commences when the assets are ready for their intended use.
The residual value, useful life and depreciation method are reviewed at each balance sheet date to
ensure that the amount, method and period of depreciation are consistent with previous estimates and
the expected pattern of consumption of the future economic benefits embodied in the items of property,
plant and equipment.
Upon the disposal of an item of property, plant and equipment, the difference between the net disposal
proceeds and its carrying amount is recognised in the income statement and the attributable portion of
the revaluation surplus is taken directly to retained profits.
2.6
Investment Properties
Investment property is property which is held either to earn rental income or for capital appreciation or
for both. Such property is measured initially at cost, including transaction costs. Subsequent to initial
recognition, investment property is stated at fair value. Fair value is arrived at by reference to market
evidence of transaction prices for similar properties and is performed by registered independent valuers
having an appropriate recognised professional qualification and recent experience in the location and
category of the properties being valued.
Gains or losses arising from changes in the fair values of investment property is recognised in profit or
loss in the year in which they arise.
A property interest under an operating lease is classified and accounted for as an investment property
on a property-by-property basis when the Company holds it to earn rentals or for capital appreciation or
both. Any such property interest under an operating lease classified as an investment property is carried
at fair value.
Investment property is derecognised when either it has been disposed of or when it is permanently
withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on
the retirement or disposal of an investment property are recognised in profit or loss in the year in which
they arise.
2.7
Leases
A lease is an agreement whereby the lessor conveys to the lessee in return for a payment or series of
payments for the right to use an asset for an agreed period of time.
(i)
Finance lease
A finance lease is a lease that transfers substantially all the risks and rewards incidental to ownership
of an asset. Title may or may not eventually be transferred.
Property, plant and equipment acquired by way of finance leases are stated at amounts equal to
the lower of their fair values and the present value of minimum lease payments at the inception
of the leases, less accumulated depreciation and any impairment losses.
In calculating the present value of the minimum lease payments, the discount rate is the interest
rate implicit in the lease, if this is determinable; if not, the Group’s incremental borrowing rate is
used.
50
252670-P
Notes To The
(ii)
Operating Leases
An operating lease is a lease other than a finance lease.
Operating lease income or operating lease rentals are credited or charged to the income statement
on a straight line basis over the period of the lease.
2.8
Prepaid Lease Payments
Leasehold land that has an indefinite economic life and title that is not expected to pass to the Group
by the end of the lease term is classified as operating lease. The up-front payments for right to use the
leasehold land over a predetermined period are accounted for as prepaid lease payments and are stated
at cost less amounts amortised.
Prepaid land lease payments on leasehold land are amortised on a straight line basis over the remaining
period of the lease.
2.9
Other Investments
Long term investments are stated at cost less any diminution in value. An allowance for diminution in
value is made if the directors are of the opinion that there is a decline in the value of such investments
which is other than temporary. The diminution in value is charged to the income statement.
Upon the disposal of other investments, the difference between the net disposal proceeds and their
carrying amount is recognised in the income statement.
2.10 Inventories
Inventories are stated at the lower of cost and net realisable value.
Cost is determined on the first-in, first-out basis and represents the invoiced value of goods purchased.
Net realisable value represents the estimated selling price in the ordinary course of business less the
estimated costs necessary to make the sale.
2.11 Receivables
Receivables are stated at their anticipated realisable values.
Known bad debts are written off and specific allowance is made for any debts considered to be doubtful
of collection.
2.12 Payables
Payables are stated at cost which is the fair value of the consideration to be paid in future for goods and
services received.
2.13 Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it
is probable that an outflow of resources embodying economic benefits will be required to settle the
obligation, and a reliable estimate of the amount can be made. Provisions are reviewed at each balance
sheet date and adjusted to reflect the current best estimate. Where the effect of the time value of money
is material, the amount of a provision is the present value of the expenditure expected to be required to
settle the obligation.
The provision for points redemption is made for estimated liability on customer loyalty schemes and is
estimated based on customer service history.
252670-P
51
Notes To The
2.14 Impairment of Non-Financial Assets
The carrying amounts of non-financial assets are reviewed at each balance sheet date to determine
whether there is any indication of impairment. If such an indication exists, the asset’s recoverable amount
is estimated. For goodwill that has an indefinite useful life, the recoverable amount is estimated at each
balance sheet date or more frequently when indicators of impairment are identified.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds
its recoverable amount. A cash-generating unit is the smallest identifiable asset group that generates
cash flows that largely are independent from other assets and groups. Impairment losses are charged to
the income statement. Impairment losses recognised in respect of cash generating units are allocated to
first reduce the carrying amount of any goodwill allocated to the units and then to reduce the carrying
amount of the other assets in the unit or groups of units on a pro rata basis.
The recoverable amount of an asset or cash-generating unit is the higher of its value in use and its fair
value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects current market assessments to the time value of
money and the risks specific to the asset.
Impairment losses in respect of goodwill is not reversed. In respect of other assets, impairment losses
recognised in prior periods are assessed at each balance sheet date for any indications that the loss has
decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates
used to determine the recoverable amount. Reversals of impairment losses are credited to the income
statement in the year in which the reversals are recognised
Any subsequent increase in recoverable amount of an asset is recognised as reversal of previous
impairment loss and should not exceed the carrying amount that would have been determined (net of
amortisation or depreciation, if applicable) had no impairment loss been previously recognised for the
asset.
2.15 Revenue Recognition
Revenue is recognised when it is probable that the economic benefits will flow to the Group and the
Company and when the revenue can be measured reliably, on the following bases :
(i)
Sale of goods
Revenue from sale of goods is measured at the fair value of the consideration received or receivable,
net of returns and discounts and is recognised in the income statement when significant risks and
rewards of ownership have been transferred to the customers.
(ii)
Rental income
Rental income is recognised on a time proportion basis over the lease term.
(iii)
Concessionary commission
Concessionary commission is recognised on an accrual basis upon sale of concessionary goods.
(iv)
Dividend income
Dividend income is recognised in the income statement when the Group’s right to receive payment
is established.
(v)
Management fee
Management fee is recognised on an accrual basis when services are rendered.
(vi)
Interest income
Interest income is recognised on a time proportion basis using the applicable effective interest
rate.
52
252670-P
Notes To The
2.16 Employee Benefits
Short term benefits
Wages, salaries, bonuses and social security contributions are recognised as an expense in the year
in which the associated services are rendered by employees of the Group. Short term accumulating
compensated absences such as paid annual leave are recognised when services are rendered by
employees that increase their entitlement to future compensated absences, and short term nonaccumulating compensated absences such as sick leave are recognised when the absences occur.
Defined contribution plans
As required by law, companies in Malaysia make contributions to the state pension scheme, the Employees
Provident Fund (“EPF”). Such contributions are recognised as an expense in the income statement as
incurred. Some of the Group’s foreign subsidiaries also make contributions to their country’s statutory
pension schemes.
Termination benefits
Employee termination benefits are recognised only either after an agreement is in place with the
appropriate employee representatives specifying the terms of redundancy or after individual employees
have been advised of the specific terms.
2.17 Interest-bearing Borrowings
Interest-bearing borrowings are recorded at the amount of proceeds received, net of transaction costs
incurred.
Borrowing costs that are directly attributable to the acquisition, construction, production or preparation
of assets until they are ready for their intended use or sale are capitalised as part of the cost of those
assets.
Other borrowing costs are recognised as expenses in the period in which they are incurred.
2.18 Income Tax
Income tax on the profit or loss for the year comprises current and deferred tax. Current tax is the
expected amount of income taxes payable in respect of the taxable profit for the year and is measured
using the tax rates that have been enacted by the balance sheet date.
Deferred tax is provided for, using the liability method, on temporary differences at the balance sheet
date between the tax bases of assets and liabilities and their carrying amounts in the financial statements.
In principle, deferred tax liabilities are recognised for all taxable temporary differences and deferred
tax assets are recognised for all deductible temporary differences, unused tax losses and unused tax
credits to the extent that it is probable that taxable profit will be available against which the deductible
temporary differences, unused tax losses and unused tax credits can be utilised.
Deferred tax is measured at the tax rates that are expected to apply in the period when the asset is
realised or the liability is settled, based on tax rates that have been enacted or substantively enacted by
the balance sheet date. Deferred tax is recognised in the income statement, except when it arises from
a transaction which is recognised directly in equity, in which case the deferred tax is also recognised
directly in equity, or when it arises from a business combination that is an acquisition, in which case the
deferred tax is included in the resulting goodwill or the amount of any excess of the acquirer’s interest
in the net fair value of the acquiree’s identifiable assets, liabilities and contingent liabilities over the cost
of the combination.
252670-P
53
Notes To The
2.19 Foreign Currencies
(i)
Functional currency
Functional currency is the currency of the primary economic environment in which an entity
operates.
The financial statements of each entity within the Group are measured using their respective
functional currencies.
(ii)
Transactions and balances in foreign currencies
Transactions in currencies other than the functional currency (“foreign currencies”) are translated to
the functional currency at the rate of exchange ruling at the date of the transaction.
Monetary items denominated in foreign currencies at the balance sheet date are translated at
foreign exchange rates ruling at that date.
Non-monetary items which are measured in terms of historical costs denominated in foreign
currencies are translated at foreign exchange rates ruling at the date of the transaction.
Non-monetary items which are measured at fair values denominated in foreign currencies are
translated at the foreign exchange rate ruling at the date when the fair value was determined.
Exchange differences arising on the settlement of monetary items and the translation of monetary
items are included in the income statement for the period.
When a gain or loss on a non-monetary item is recognised directly in equity, any corresponding
exchange gain or loss is recognised directly in equity. When a gain or loss on a non-monetary item
is recognised in the income statement, any corresponding exchange gain or loss is recognised in
income statement.
(iii)
Translation of foreign operations
For consolidation purposes, all assets and liabilities of foreign operations that have a functional
currency other than Ringgit Malaysia are translated at the exchange rates ruling at the balance
sheet date.
Income and expense items are translated at exchange rates approximating those ruling on
transaction dates.
All exchange differences arising from the translation of the financial statements of foreign operations
are dealt with through the exchange translation reserve account within equity. Upon the disposal of
a foreign operation, the exchange translation differences relating to that foreign operation are
recognised in the income statement as part of the gain or loss on disposal.
2.20 Cash and Cash Equivalents
Cash comprises cash in hand, cash at bank and demand deposits. Cash equivalents are short term and
highly liquid investments that are readily convertible to known amount of cash and which are subject to
an insignificant risk of changes in value, against which bank overdraft balances, if any, are deducted.
2.21 Contingencies
A contingent liability or asset is a possible obligation or asset that arises from past events and whose
existence will be confirmed only by the occurrence or non-occurrence of uncertain future events not
wholly within the control of the Group.
Contingent liabilities and assets are not recognised in the financial statements of the Group.
54
252670-P
Notes To The
2.22 Equity Instruments
Ordinary shares are classified as equity which are recorded at the nominal value and proceeds in excess
of the nominal value of shares issued, if any, are accounted for as share premium. Both ordinary shares
and share premium are classified as equity. Dividends on ordinary shares are recognised in equity in the
period in which they are declared.
The transaction costs of an equity transaction which comprise only those incremental external costs
directly attributable to the equity transaction are accounted for as a deduction from equity, net of tax,
from the proceeds.
2.23 Financial Instruments
A financial instrument is any contract that gives rise to both a financial asset of one enterprise and a
financial liability or equity instrument of another enterprise.
(i)
Financial instruments recognised in the balance sheets
The recognised financial instruments of the Group comprise cash and cash equivalents, other
investments, receivables, payables, bank borrowings and hire purchase liabilities as well as
ordinary share capital.
These financial instruments are recognised when a contractual relationship has been established.
All the financial instruments are denominated in Ringgit Malaysia, unless otherwise stated. The
accounting policies and methods adopted, including the basis of measurement applied are
disclosed above.
The information about the extent and nature of these recognised financial instruments, including
significant terms and conditions that may affect the amount, timing and certainty of future cash
flows are disclosed in the respective notes below.
(ii)
Financial instruments not recognised in the balance sheets
The Company has provided corporate guarantees to banks for credit facilities granted to
subsidiaries which represent present obligations existing at the balance sheet date. The corporate
guarantees are not recognised in the financial statements at inception because it is not probable
that an outflow of economic benefits will be required to settle the obligations.
2.24 New/Revised FRSs, Amendments/Improvements to FRSs and IC Interpretations
(i)
Adoption of new FRS by the Group and by the Company
On 1 October 2009, the Group and the Company adopted FRS 8 Operating Segments mandatory
for financial periods beginning on or after 1 July 2009.
The adoption of this FRS did not have a material impact on the presentation and disclosure
aspect since the Group does not present segmentation results due to the Group’s business and
geographical segment are confined to only retail operation in Malaysia.
(ii)
New/revised FRSs, amendments/improvements to FRSs and IC Interpretations that
are issued but not yet effective and have not been early adopted by the Group and
by the Company
(a)
Effective for financial periods beginning on or after 1 January 2010
FRS 7
Financial Instruments : Disclosures
Amendment to FRS 8
Operating Segments
FRS 101 (Revised 2010)
Presentation of Financial Statements
Borrowing Costs
FRS 139
Financial Instruments : Recognition and Measurement
252670-P
55
Notes To The
Amendments to FRS 1 and FRS 127 First-time Adoption of Financial Reporting Standards
and Consolidated and Separate Financial
Statements. Amendments relating to cost of an
investment in a subsidiary, jointly controlled entity
or associate
(b)
Amendments to FRS 2
Share Based Payment. Amendments relating to
vesting conditions and cancellations
Amendments to FRS 132
Financial Instruments : Presentation. Amendments
relating to puttable financial instruments and
effective date and transition of the classification of
compound instruments
Amendments to FRS 139, FRS 132
and IC Interpretation 9
Financial Instruments : Recognition and Measurement,
Financial Instruments : Disclosure and
Reassessment of Embedded Derivatives. Amendments
relating to eligible hedged items, reclassification of
financial assets and embedded derivatives
IC Interpretation 9
Reassessment of Embedded Derivatives
IC Interpretation 10
Interim Financial Reporting and Impairment
FRS 2 - Group and Treasury Share Transactions
Customer Loyalty Programmes
FRS 119 - The Limit on a Defined Benefit Asset,
Minimum Funding Requirements and their interaction
Effective for financial periods beginning on or after 1 March 2010
Amendment to FRS 132
(c)
(d)
Effective for financial periods beginning on or after 1 July 2010
First-time Adoption of Financial Reporting Standards
Business Combinations
Consolidated and Separate Financial Statements
Service Concession Arrangements
Distributions of Non-cash Assets to Owners
Amendment to FRS 1
Limited Exemption from Comparative FRS 7
Disclosures for First-time Adopters. Amendment
relating to transition provisions for first-time
adopters
Amendments to FRS 1
Additional Exemptions for First-time Adopters.
Amendment relating to transition provision for firsttime adopters in the industry of oil and gas
Amendments to FRS 2
Group Cash-settled Share-based Payment Transactions.
Amendments relating to the scope and accounting
for group cash-settled share-based payments
transactions
Amendments to FRS 7
Improving Disclosures about Financial Instruments.
Amendments relating to the fair value measurement
using fair value hierarchy and disclosure of liquidity
risk
56
Financial Instruments : Presentation. Amendments
relating to classification of rights issue
252670-P
Notes To The
IC Interpretation 4
Determining whether an Arrangement contains a
Lease
Transfers of Assets from Customers *
* During the financial year, MASB approved and issued IC Interpretation 18 – Transfers of
Assets from Customers and requires the interpretation to be applied prospectively to all
transfers of assets from customers received on or after 1 January 2011.
(e)
(f)
Effective for financial periods beginning on or after 1 July 2011
Extinguishing Financial Liabilities with Equity
Instruments
Amendments to IC Interpretation 14
FRS 119 - The Limit on a Defined Benefit Asset,
Minimum Funding Requirements and their
Interaction. Amendment relating to the treatment
of prepayments of future contributions when there
is a minimum funding requirement
Agreements for the Construction of Real Estate
FRS 124
Related Party Disclosures
The existing FRS 1, FRS 3 and FRS 127 will be withdrawn upon the adoption of the revised Standards
which will take effect on or after 1 July 2010. FRS 2012004 Property Development Activities shall
be withdrawn on application of IC Interpretation 15 which will take effect on or after 1 January
2012. The impacts and disclosures as required by FRS 108.30(b), Accounting Policies, Changes in
Accounting Estimates and Errors, in respect of applying FRS 7 and FRS 139 are not disclosed by
virtue of the exemptions given in these respective FRSs.
IC Interpretation 8 and IC Interpretation 11 shall be withdrawn on application of Group Cashsettled Share-based Payment Transactions (Amendments to FRS 2).
The directors anticipate that the other FRSs, amendments to FRSs and IC Interpretations relevant to
the Group and to the Company will be adopted in the financial year commencing 1 October 2010
and that the adoption of these new/revised FRSs, amendments to FRSs and IC Interpretations will
have no material impact on their financial statements except for the following :
FRS 3 Business Combination
The revised standard continues to apply the acquisition method to business combinations, with
some significant changes. All payments to purchase a business are to be recorded at fair value
at the acquisition date, with contingent payments classified as debt subsequently re-measured
through the income statement. There is a choice to measure the non-controlling interest in the
acquiree at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net
assets. All acquisition-related costs should be expensed.
FRS 7 Financial Instruments : Disclosures
FRS 7 and the consequential amendment to FRS 101 Presentation of Financial Statements require
disclosure of information about the significance of financial instruments for the Group’s and the
Company’s financial position and performance, the nature and extent of risks arising from financial
instruments and the objectives, policies and processes for managing capital.
252670-P
57
Notes To The
Amendment to FRS 117 Leases
The amendment clarifies the classification of lease of land and requires entities with existing leases
of land and buildings to reassess the classification of land as finance or operating lease. Leasehold
land which in substance is a finance lease will be reclassified to property, plant and equipment.
The adoption of this amendment will result in a change in accounting policy which will be applied
retrospectively in accordance with the transitional provisions.
FRS 123 Borrowing Costs (Revised)
FRS 123 (Revised) eliminates the option available under the previous version of FRS 123 to recognise
all borrowing costs immediately as an expense. The Group shall capitalise borrowing costs that are
directly attributable to the acquisition, construction or production of a qualifying asset as part of
the cost of that asset.
FRS 139 Financial Instruments : Recognition and Measurement
FRS 139 establishes the principles for recognising and measuring financial assets, financial liabilities
and some contracts to buy and sell non-financial items.
58
252670-P
Notes To The
3.
PROPERTY, PLANT AND EQUIPMENT
GROUP
At Valuation
At Cost
2010
Cost/
Valuation
Freehold
Furniture,
Freehold
land
Machinery fixtures
Capital
land and
and
Leasehold Motor
and
and
work in
buildings buildings buildings vehicles equipment fittings Renovation progress
RM’000 RM’000 RM’000 RM’000
RM’000
RM’000
RM’000
RM’000
Total
RM’000
Balance at
beginning
218,716 125,429
881,619
51,862
9,711
205,724
147,508
117,856
4,813
Additions
7,341
-
-
-
1,076
5,088
3,921
1,166
18,592
Disposals
-
-
(450)
(1,065)
(471)
(252)
-
-
(2,238)
Written off
-
-
-
-
(109)
(612)
(41)
-
(762)
Adjustment
-
-
-
(19)
-
(89)
(26)
-
(134)
Reclassification
-
-
-
-
(18)
18
-
-
-
7,900
-
-
-
-
-
-
-
7,900
-
-
-
-
-
(47)
-
(57)
(104)
233,957 125,429
51,412
8,627
206,202
151,614
121,710
5,922
904,873
Revaluation
surplus
Foreign
currency
translation
Balance at end
Accumulated depreciation
Balance at
beginning
9,703
752
11,289
8,509
141,899
121,536
66,720
-
360,408
Current charge
3,655
1,003
2,815
175
5,440
14,754
9,761
-
37,603
Disposals
-
-
(106)
(1,065)
(403)
(79)
-
-
(1,653)
Written off
-
-
-
-
(93)
(308)
(16)
-
(417)
Adjustment
-
-
-
(19)
-
(45)
(26)
-
(90)
Reclassification
-
-
-
-
(22)
22
-
-
-
Foreign
currency
translation
Balance at end
Carrying
amount
-
-
-
-
-
(7)
-
-
(7)
13,358
1,755
13,998
7,600
146,821
135,873
76,439
-
395,844
220,599 123,674
37,414
1,027
59,381
15,741
45,271
5,922
509,029
252670-P
59
Notes To The
At Valuation
At Cost
Motor
vehicles
RM’000
Machinery
and
equipment
RM’000
Furniture,
fixtures
and
fittings
RM’000
51,851
8,578
197,893
140,414
110,006
449
727,907
125,429
-
6
141
428
61
-
126,065
-
-
26
1,704
9,187
7,531
7,617
4,811
30,876
Disposals
-
-
(15)
(577)
(639)
(412)
-
-
(1,643)
Written off
-
-
-
-
(1,087)
(494)
(5)
-
(1,586)
Reclassification
-
-
-
-
229
41
177
(447)
-
Balance at end
218,716
125,429
51,862
9,711
205,724
147,508
117,856
4,813
881,619
2009
Cost/
Valuation
Freehold
land and
buildings
RM’000
Freehold
land and
buildings
RM’000
Leasehold
buildings
RM’000
Balance at
beginning
218,716
-
Acquisition of
a subsidiary
-
Additions
Renovation
RM’000
Capital
work in
progress
RM’000
Total
RM’000
Balance at
beginning
6,229
-
8,278
8,176
134,152
107,798
56,413
-
321,046
Acquisition of
a subsidiary
-
-
-
5
16
89
2
-
112
Current charge
3,474
752
3,011
819
9,412
14,254
10,306
-
42,028
Disposals
-
-
-
(491)
(606)
(166)
-
-
(1,263)
Written off
-
-
-
-
(1,055)
(457)
(3)
-
(1,515)
Reclassification
-
-
-
-
(20)
18
2
-
-
Balance at end
9,703
752
11,289
8,509
141,899
121,536
66,720
-
360,408
209,013
124,677
40,573
1,202
63,825
25,972
51,136
4,813
521,211
Carrying
amount
60
252670-P
Notes To The
COMPANY
Leasehold
buildings
RM’000
Motor
Vehicles
RM’000
Equipment
RM’000
Furniture,
fixtures
and fittings
RM’000
Renovation
RM’000
Total
RM’000
2010
At cost
Written off
Balance at end
2,575
751
1,283
1,346
1,176
7,131
-
-
(4)
-
-
(4)
2,575
751
1,279
1,346
1,176
7,127
368
750
1,086
1,071
886
4,161
51
-
113
134
118
416
-
-
(4)
-
-
(4)
419
750
1,195
1,205
1,004
4,573
2,156
1
84
141
172
2,554
2,550
751
1,283
1,346
1,176
7,106
25
-
-
-
-
25
2,575
751
1,283
1,346
1,176
7,131
Current charge
Written off
Balance at end
Carrying amount
2009
At cost
Additions
Balance at end
317
750
972
937
768
3,744
Current charge
51
-
114
134
118
417
Balance at end
368
750
1,086
1,071
886
4,161
2,207
1
197
275
290
2,970
Carrying amount
The directors revalued the freehold land and buildings of the Group in March 2007 based on valuations carried
out by an independent firm of professional valuers using the open market value basis.
The freehold land and building acquired during the year was revalued immediately after the acquisition by an
independent firm of professional valuers based on the open market value basis.
The carrying amount of the revalued freehold land and buildings that would have been included in the financial
statement had these properties been carried at cost less accumulated depreciation is RM48,499,266 (2009 :
RM49,293,789).
252670-P
61
Notes To The
The carrying amount of property, plant and equipment charged to licensed banks for banking facilities granted
to the Group and to the Company are as follows :
GROUP
Freehold land and buildings
Leasehold buildings
4.
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
161,785
148,730
-
-
5,227
5,377
2,156
2,207
167,012
154,107
2,156
2,207
PREPAID LEASE PAYMENTS
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
10,223
10,223
5,950
5,950
1,634
1,481
859
740
153
153
119
119
(1,787)
(1,634)
(978)
(859)
8,436
8,589
4,972
5,091
Long leasehold land
7,978
8,120
4,972
5,091
Short leasehold land
458
469
-
-
8,436
8,589
4,972
5,091
At cost
Balance at beginning/end
Accumulated amortisation
Current year
Balance at end
Carrying amount
Represented by :
Long leasehold land refers to land with an unexpired lease period of more than 50 years while short leasehold
land refers to land and building with remaining lease period of less than 50 years determined as at balance
sheet date.
Leasehold land of the Group and of the Company with carrying amount of RM8,112,900 and RM4,972,500
(2009 : RM8,261,700 and RM5,091,000) respectively are charged to licensed financial institutions for banking
facilities granted to the Group and to the Company.
The title deeds for certain leasehold land of the Group with a total carrying amount of RM2,681,900 (2009 :
RM2,701,200) have yet to be issued by the relevant authorities.
62
252670-P
Notes To The
5.
INVESTMENT PROPERTIES
GROUP
2010
2009
RM’000
RM’000
72,188
21,617
-
50,571
72,188
72,188
62,330
62,330
9,858
9,858
72,188
72,188
Acquisition of a subsidiary
Balance at end
Represented by :
Leasehold land and buildings
The carrying amount of properties charged to licensed banks for banking facilities granted to the Group are as
follows :
GROUP
Leasehold land and buildings
2010
2009
RM’000
RM’000
18,167
21,398
442
8,226
18,609
29,624
The title deeds for certain leasehold land and buildings of the Group with carrying amount of RM442,495
(2009 : RM442,495) have yet to be issued by the relevant authorities.
6.
INVESTMENT IN SUBSIDIARIES
COMPANY
Unquoted shares, at cost
2010
2009
RM’000
RM’000
388,007
388,007
19,407
13,838
-
5,569
(19,407)
(19,407)
368,600
368,600
Less : Accumulated impairment loss
Current year
Balance at end
252670-P
63
Notes To The
The details of the subsidiaries, all of which are incorporated in Malaysia, except where indicated are as
follows :
Name of Subsidiaries
Principal Activities
2010
2009
%
%
The Store (Malaysia) Sdn. Bhd.
100
100
Operation of department
stores and supermarkets.
Milimewa Superstore Sdn. Bhd.
100
100
Operation of department
stores and supermarkets.
Larut Matang Supermarket Holdings Berhad
100
100
Property and investment
holdings and the provision
of management services.
100
100
Investment holding.
The Store (Terengganu) Sdn. Bhd.
100
100
Investment holding.
Taiping Supermarket Holdings Sdn. Bhd.
100
100
holding.
Gold Shopping Centre Holdings Sdn. Bhd.
100
100
Investment holding.
Summit Superstore Holdings Sdn. Bhd.
100
100
Investment holding.
The Store Properties Sdn. Bhd.
100
100
Property investment
holding.
The Store (Kelantan) Sdn. Bhd.
100
100
Investment holding.
The Store Card Sdn. Bhd.
100
100
Provision of strategic
incentive marketing
solutions and customers
loyalty schemes to related
companies.
TS Retail Systems Sdn. Bhd.
100
100
IT and computer related
services.
TS Universal Trading Sdn. Bhd.
100
100
Importer and distribution
of souvenirs and trading
in general goods.
Yangtze Corporation Sdn. Bhd.
95
95
Pacific Hypermarket Group Sdn. Bhd.
100
100
Investment holding.
Visual Utama Sdn. Bhd.
100
100
Investment holding.
Delsinar Sdn. Bhd.
100
100
Investment holding.
Nilai Hikmat Sdn. Bhd.
100
100
Investment holding.
*TS Universal International Co. Ltd
(Incorporated in British Virgin Islands)
100
100
Investment holding.
The Store (Kemaman) Sdn. Bhd.
100
100
Inactive.
The Store (Seremban) Sdn. Bhd.
100
100
Inactive.
64
Effective Equity
Interest
252670-P
Inactive.
Notes To The
Effective Equity
Interest
2010
2009
%
%
The Store (Kluang) Sdn. Bhd.
100
100
Inactive.
The Store (Muar) Sdn. Bhd.
100
100
Inactive.
The Store (Mentakab) Sdn. Bhd.
100
100
Inactive.
The Store (Taman Tun Aminah) Sdn. Bhd.
100
100
Inactive.
The Store (Klang) Sdn. Bhd.
100
100
Inactive.
The Store (Central Square) Sdn. Bhd.
100
100
Inactive.
The Store (Kampar Road) Sdn. Bhd.
100
100
Inactive.
The Store (Kuantan Parade) Sdn. Bhd.
100
100
Inactive.
The Store (Bentong) Sdn. Bhd.
100
100
Inactive.
The Store (Subang) Sdn. Bhd.
100
100
Inactive.
The Store (Port Dickson) Sdn. Bhd.
100
100
Inactive.
The Store (Bukit Pasir) Sdn. Bhd.
100
100
Inactive.
The Store (Kangar) Sdn. Bhd.
100
100
Inactive.
The Store (Darul Naim) Sdn. Bhd.
100
100
Inactive.
Fajar Retail Enterprise Sdn. Bhd.
100
100
Inactive.
Fajar Departmental Store & Supermarket (Sg. Besar)
Sdn. Bhd.
100
100
Investment holding.
Fajar Supermarket Sdn. Bhd.
100
100
Investment holding.
Fajar Supermarket (Upper Perak) Sdn.Bhd.
100
100
Investment holding.
Berkat Apparel Sdn. Bhd.
100
100
Inactive.
Berkat Marketing Sdn. Bhd.
100
100
Inactive.
Berkat Merchandising & Services Sdn. Bhd.
100
100
Inactive.
Koaling Development Sdn. Bhd.
100
100
Property investment.
Sungei Perak Supermarket Sdn. Bhd.
100
100
Berkat Supermarket Sdn. Bhd.
100
100
Inactive.
Dindings Supermarket Sdn. Bhd.
100
100
Inactive.
Fajar Supermarket (Melaka) Sdn. Bhd.
100
100
Inactive.
252670-P
65
Notes To The
2010
2009
%
%
Fajar Supermarket (Butterworth) Sdn. Bhd.
100
100
Inactive.
Kuala Kangsar Supermarket Sdn. Bhd.
100
100
Inactive.
Larut Matang Supermarket (Taiping) Sdn. Bhd.
100
100
Inactive.
Berkat Garments Sdn. Bhd.
100
100
Inactive.
Fajar Merchandising & Services Sdn. Bhd.
100
100
Inactive.
The Store (Johore Bahru) Sdn. Bhd.
100
100
Investment holding.
100
100
Property investment
holding.
67
67
Murai Perdana Sdn. Bhd.
100
100
Investment holding.
The Store (Malacca) Sdn. Bhd.
100
100
Inactive.
The Store (Batu Pahat) Sdn. Bhd.
100
100
Inactive.
The Store (Pusat K.T.) Sdn. Bhd.
100
100
Inactive.
Taiping Corporation Sdn. Bhd.
100
100
holding.
The Store (Taiping) Sdn. Bhd.
100
100
Investment holding.
The Store (NS) Sdn. Bhd.
100
100
Investment holding.
Arglye Sdn. Bhd.
100
100
Inactive.
The Store (Summit Parade) Sdn. Bhd.
100
100
Inactive.
The Store (Sungai Petani) Sdn. Bhd.
100
100
Inactive.
Pacific Hypermarket Properties Sdn. Bhd.
100
100
Bigever Properties Sdn. Bhd.
100
100
Pacific Hypermarket & Departmental Store Sdn. Bhd.
100
100
Investment holding and
operation of department
store and hypermarket.
Pacific Bowling Sdn. Bhd.
100
100
Manage and operate of
bowling centre.
Pacific Department Store Sdn. Bhd.
100
100
Inactive.
*Universal Retail Group Ltd
(Incorporated in Cayman Islands)
100
100
Investment holding.
Sungei Besar Supermarket Sdn. Bhd.
100
100
Inactive.
Bintang Aspek (M) Sdn. Bhd.
100
100
Investment holding.
Formyarn Sdn. Bhd.
66
Effective Equity
Interest
252670-P
Inactive.
Notes To The
Effective Equity
Interest
2010
2009
%
%
100
100
92
92
The Store (Taiping Jaya) Sdn. Bhd.
100
100
Inactive.
The Store (Tampin) Sdn. Bhd.
100
100
Inactive.
The Store (Taman Kok Lian) Sdn. Bhd.
100
100
Inactive.
TS Universal Brands Sdn. Bhd.
100
100
Trading in general goods.
The Store (Kota Bahru) Sdn. Bhd.
100
100
Inactive.
Universal Retail Academy Sdn. Bhd.
(formerly known as The Store (Shah Alam) Sdn. Bhd.)
100
100
Training and
development.
Pacific Hypermarket (Prai) Sdn. Bhd.
100
100
Inactive.
Pacific Department Store (Prai) Sdn. Bhd.
100
100
Inactive.
*TS Universal Retail Ltd
(Incorporated in British Virgin Islands)
100
100
Property investment
holding.
*Universal Retail Holdings Ltd
(Incorporated in Hong Kong)
100
100
Inactive.
*Jurus Kota Sdn. Bhd.
100
100
Investment holding.
*Shanghai Universal Retail Limited
(Incorporated in People’s Republic of China)
100
100
Inactive.
*Universal Retail (jiaxing) Limited
(Incorporated in People’s Republic of China)
100
100
Inactive.
*Universal Retail Limited
(Incorporated in Hong Kong)
100
-
Inactive.
The Store (Johor Jaya) Sdn. Bhd.
Cotler Sdn. Bhd.
Inactive.
Trading in clothing and
general goods.
* Not audited by Grant Thornton.
7.
OTHER INVESTMENTS
GROUP
2010
2009
RM’000
RM’000
Shares quoted in Malaysia, at cost
12
12
Less : Allowance for diminution in value
(7)
(7)
5
5
2,334
2,334
2,339
2,339
8
7
Unquoted shares, at cost
Market value of quoted shares
252670-P
67
Notes To The
8.
INTANGIBLE ASSETS
GROUP
2010
2009
RM’000
RM’000
11,311
11,311
Goodwill
At cost
Balance at beginning/end
Accumulated impairment loss
Current year
Balance at end
Carrying amount
2,992
1,167
-
1,825
(2,992)
(2,992)
8,319
8,319
Impairment test on goodwill
Goodwill arising from business combinations has been allocated to its business segment as its cash generating
units (CGUs).
For annual impairment testing purposes, the recoverable amount of the CGUs is determined based on its valuein-use, which applies a discounted cash flow model using cash flow projections based on financial budget and
projections approved by management.
No impairment loss is required for the goodwill as its recoverable amount is in excess of its carrying amount.
The key assumptions on which the management has based on for the computation of value-in-use are as
follows :
(i)
Budgeted gross margin
The basis used to determine the value assigned to the budgeted gross margins is the average gross
margin achieved in the period immediately before the budgeted period increased for expected
efficiency improvements.
(ii)
Selling price
The selling price used to calculate the cash inflows from operations was determined after taking into
consideration price trends of the industries which the CGUs are exposed. Values assigned are
consistent with the external sources of information.
(iii)
Trading goods price
The trading goods price used is based on the latest actual market price obtained immediately before
the forecast year. Values assigned are consistent with external sources of information.
(iv)
Discount rate
The discount rate applied to the cash flow projections is based on the weighted average cost of
capital rate of the Group.
Sensitivity to changes in assumptions
With regard to the assessment of value-in-use of all CGUs, management believes that no reasonable change
in any of the above key assumptions would cause the carrying value of the units to materially exceed their
recoverable amounts.
68
252670-P
Notes To The
9.
DEFERRED TAX ASSETS
GROUP
2010
2009
RM’000
RM’000
573
897
(501)
(324)
72
573
Under provision in prior year
652
-
Balance at end
724
573
156
646
(150)
(73)
718
-
724
573
Transfer to income statement
The deferred tax assets comprise :
- Deductible temporary differences on unabsorbed tax losses
- Excess of capital allowances over depreciation
on property, plant and equipment
- Provision for points redemption
At balance sheet date, the Group has not recognised deferred tax assets arising from the following temporary
differences as it is not probable that future taxable profit will be available against which the assets can be
utilised.
GROUP
2010
2009
RM’000
RM’000
- unabsorbed tax losses
6,350
5,687
- unabsorbed capital allowances
2,638
2,514
Deductible temporary differences on
Excess of capital allowances over depreciation
on property, plant and equipment
(852)
(839)
8,136
7,362
10. AMOUNT DUE FROM/TO SUBSIDIARIES
The amount due from subsidiaries under non-current assets represented unsecured advances which earned
interest at 8% per annum and is not expected to be repaid within the next 12 months.
The amount due from/to subsidiaries included under current assets/liabilities represents unsecured advances
which is interest free and is repayable on demand, except for a receivable amount of RM74 million (2009 :
RM65 million) which earns an interest at 8% (2009 : 8%) per annum.
252670-P
69
Notes To The
11. TRADE AND OTHER RECEIVABLES
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
Trade receivables (Note 11.1)
Gross amount
2,220
2,556
-
-
395
-
392
3
-
-
(395)
(395)
-
-
1,825
2,161
-
-
18,281
41,212
-
116
116
-
116
-
-
116
-
116
(116)
-
(116)
-
-
(116)
-
(116)
18,281
41,096
-
-
38,080
48,237
2,081
10,773
10,708
-
10,708
-
-
10,708
-
10,708
(10,600)
-
(10,600)
-
(108)
-
(108)
-
-
(10,708)
-
(10,708)
38,080
37,529
2,081
65
6,234
6,045
-
-
44,314
43,574
2,081
65
64,420
86,831
2,081
65
Less :
Current year
Balance at end
Other receivables (Note 11.2)
Gross amount
Less :
Current year
Written off
Balance at end
Deposits and prepayments
Gross deposits
Less :
Current year
Recovered
Reversal
Balance at end
Prepayments
Total trade and other
receivables
70
252670-P
Notes To The
11.1 Trade Receivables
Trade receivables represent amounts receivable from the sale of goods to customers. The normal credit
terms granted to trade receivables range from 3 to 120 days (2009 : 3 to 120 days). Other credit terms
are assessed and approved on a case-by-case basis.
11.2 Other Receivables
The currency profile of the Group is as follows :
2010
2009
RM’000
RM’000
15,718
38,218
Chinese Renminbi
1,920
1,962
Hong Kong Dollar
643
916
18,281
41,096
Ringgit Malaysia
12. DEPOSITS WITH LICENSED BANKS
2010
2009
RM’000
RM’000
72,000
72,000
Repo - unencumbered
Fixed deposits - encumbered
1,528
1,497
73,528
73,497
The fixed deposits are pledged to a licensed bank for banking facilities granted to the Group.
The effective interest rates and maturities of deposits at balance sheet date are as follows :
2010
Interest rates per annum
Maturities
2009
1.95% to 2.50%
1.30% to 2.50%
1 to 365 days
1 to 365 days
13. CASH AND BANK BALANCES
2010
2009
RM’000
RM’000
21,290
24,277
Chinese Renminbi
826
1,632
Hong Kong Dollar
33
1,545
22,149
27,454
Ringgit Malaysia
252670-P
71
Notes To The
14. SHARE CAPITAL
Number of
ordinary shares of
RM1 each
Amount
2010
2009
2010
2009
’000
’000
RM’000
RM’000
Authorised :
Balance at beginning/ end
88,000
88,000
88,000
88,000
68,504
68,504
68,504
68,504
Issued and fully paid :
Balance at beginning/ end
15. FOREIGN TRANSLATION RESERVE
This is in respect of foreign exchange differences on translation of the financial statements of foreign
subsidiaries.
16. RETAINED PROFITS
COMPANY
Prior to the year of assessment 2008, Malaysian companies adopted the full imputation system. In accordance
with the Finance Act, 2007 which was gazetted on 28 December 2007, companies shall not be entitled to
deduct tax on dividend paid, credited or distributed to its shareholders, and such dividends will be exempted
from tax in the hands of the shareholders (“single tier system”). However, there is a transitional period of six
years, expiring on 31 December 2013, to allow companies to pay franked dividends to their shareholders under
limited circumstances.
Companies also have an irrevocable option to disregard the 108 balance and opt to pay dividends under the
single tier system. The change in the tax legislation also provides for the 108 balance to be locked-in as at 31
December 2007 in accordance with Section 39 of the Finance Act, 2007.
The Company did not elect for the irrevocable option to disregard the 108 balance. Accordingly, during the
transitional period, the Company may utilise the credit in the 108 balance as at 31 December 2007 to distribute
cash dividend payments to ordinary shareholders as defined under the Finance Act, 2007.
As at balance sheet date, the Company has sufficient credit under the 108 balance and tax exempt income
account to frank all of its retained profits if paid out as dividends.
72
252670-P
Notes To The
17. BORROWINGS
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
165,831
219,627
159,639
218,800
4,588
4,779
-
-
Secured :
Bank term loans
Current liabilities
Secured :
Bankers acceptance
Bank overdraft
Bank term loans
24
-
-
-
52,432
21,672
51,900
21,200
-
51
-
-
57,044
26,502
51,900
21,200
Unsecured :
Bank overdraft
The borrowings are secured by way of :
(i) Legal charges over certain freehold and leasehold properties and fixed deposits of certain subsidiaries,
and
(ii) Corporate guarantee of the Company.
The bank term loans of the Group are repayable by monthly, semi-annually and quarterly instalments
commencing between 1996 and 2010.
A summary of the effective interest rates and the maturities of the borrowings are as follows :
Average
effective
interest rate
per annum
(%)
Total
RM’000
Within
one year
RM’000
More than
More than
one year and two years and
less than two less than five More than
years
years
five years
RM’000
RM’000
RM’000
GROUP
2010
Bankers acceptance
2.93 to 3.13
4,588
4,588
-
-
-
Bank term loans^
3.75 to 9.00
218,263
52,432
52,182
104,616
9,033
7.05
24
24
-
-
-
Bankers acceptance
2.25 to 2.30
4,779
4,779
-
-
-
Bank term loans^
7.05 to 8.00
241,299
21,672
52,272
104,125
63,230
7.40
51
51
-
-
-
7.10 to 8.10
211,539
51,900
51,900
103,800
3,939
7.10 to 8.10
240,000
21,200
51,900
103,800
63,100
Bank overdraft
2009
Bank overdraft
COMPANY
2010
Bank term loans
2009
Bank term loans
252670-P
73
Notes To The
^ Included herein is a bank term loan granted under the Syariah principle of Al-Bai Bithaman Ajil which bears a
fixed profit rate of RM4,593 (2009 : RM4,593) per month.
18. DEFERRED TAX LIABILITIES
GROUP
Acquisition of a subsidiary
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
31,146
33,713
94
287
-
650
-
-
1,027
-
-
-
(1,734)
(2,593)
(25)
(193)
30,439
31,770
69
94
397
(624)
(35)
-
30,836
31,146
34
94
- Relating to fair value
adjustment to the
properties of subsidiaries
914
916
-
-
- Relating to revaluation of
freehold building
23,102
22,174
-
-
6,820
8,088
34
94
30,836
31,178
34
94
-
(32)
-
-
30,836
31,146
34
94
Revaluation surplus
Transfer to income statement
Under/(Over) provision in prior year
Balance at end
The deferred tax liabilities comprise :
Taxable temporary differences
- Excess of capital allowances
over depreciation
Less :
Deductible temporary differences
on unabsorbed capital allowances
74
252670-P
Notes To The
19. TRADE AND OTHER PAYABLES
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
Trade payables (Note 19.1)
316,974
350,683
-
-
Other payables (Note 19.2)
24,743
20,627
104
105
Accruals (Note 19.3)
31,160
12,442
711
501
(Note 19.4)
2,876
2,609
-
-
Deposits
8,983
8,980
-
-
-
18
-
-
384,736
395,359
815
606
Hire purchase payable (Note 19.5)
19.1 Trade Payables
Trade payables represent amounts outstanding for trade purchases. The normal credit terms granted by
trade payables range from 7 to 240 days (2009 : 7 to 240 days).
19.2 Other Payables
2010
2009
RM’000
RM’000
23,984
19,892
759
735
24,743
20,627
2010
2009
RM’000
RM’000
31,143
12,341
Chinese Renminbi
-
101
Hong Kong Dollar
9
-
US Dollar
8
-
31,160
12,442
Ringgit Malaysia
Chinese Renminbi
19.3 Accruals
(i) The currency profile of the Group is as follows :
Ringgit Malaysia
(ii) Included herein is an amount of RM17,389,316 being additional provision made for disputed rental
arising from material litigation as disclosed in Note 31 to the financial statements.
252670-P
75
Notes To The
19.4 Provision For Points Redemption
2010
2009
RM’000
RM’000
2,609
2,299
Additions during the year
2,023
1,994
(1,756)
(1,684)
2,876
2,609
Utilised during the year
Balance at end
Provision for points redemption is the estimation made on the liability on customer loyalty schemes and
is expiring within 3 years.
19.5 Hire Purchase Payable
The effective interest rate of hire purchase payable as at balance sheet date was 3.70% per annum.
20. REVENUE
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
1,811,950
1,834,204
Concessionary rental income
and commission
-
3,345
-
-
Dividend income
3
-
30,520
30,300
Management fees
-
-
2,842
2,855
4,527
4,041
-
-
1,816,480
1,841,590
33,362
33,155
Sale of goods net of discounts
Rental income from investment
properties
-
-
21. COST OF SALES
Cost of goods sold
2010
2009
RM’000
RM’000
1,449,415
1,457,439
126
1,487
28
133
1,449,569
1,459,059
Direct operating costs relating to investment properties
- Revenue generating
- Non-revenue generating
76
252670-P
Notes To The
22. PROFIT/(LOSS) BEFORE TAXATION
This is arrived at :
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
After charging :
Amortisation of prepaid lease payments
Bad debts
(108)
10,827
(108)
10,824
153
153
119
119
-
1
-
-
Audit fee
- current year
524
742
30
40
- over provision in prior year
(17)
(22)
(2)
-
37,603
42,028
416
417
- allowance
140
137
140
137
- fees
120
120
84
84
-
20
-
20
Depreciation
Directors’ remuneration for
non-executive directors
Fees paid to a company in which a
director of the Company has financial interest
Finance costs
- hire purchase term charges
- interest expense
Impairment loss on investment in subsidiaries
Impairment loss on goodwill
Property, plant and equipment written off
Rental of premises
-
9
-
-
18,711
18,166
17,492
16,647
-
-
-
5,569
-
1,825
-
-
345
71
-
-
2,023
1,994
-
-
112,511
76,040
-
-
(10,600)
-
(10,600)
-
-
4,575
-
-
And crediting :
Doubtful debts recovered
Gain on disposal of property, plant
and equipment
408
35
-
-
Gross dividends from other investments
3
-
-
-
Gross dividends from unquoted subsidiaries
-
-
30,520
30,300
596
804
7,527
7,853
4,607
4,041
-
-
16,200
12,586
-
-
Interest income
Rental income from
- investment properties
- others
252670-P
77
Notes To The
23. TAXATION
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
Malaysian income tax :
Based on results for the year
- Current tax
- Deferred tax relating to
origination and reversal
of temporary differences
(10,168)
(14,025)
(5,139)
(5,037)
1,233
2,269
25
29
(8,935)
(11,756)
(5,114)
(5,008)
1,328
(339)
(430)
(35)
255
624
35
164
1,583
285
(395)
129
(7,352)
(11,471)
(5,509)
(4,879)
Over/(Under) provision in prior year
- Current tax
- Deferred tax
The reconciliation of the tax expense of the Group and of the Company is as follows :
GROUP
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
11,397
13,415
29,303
(745)
Income tax at Malaysian
statutory tax rate of 25%
(2,849)
(3,354)
(7,325)
186
49
1,219
-
-
Effects of :
- Income not subject to tax
- Expenses not deductible for
tax purposes
(5,626)
(9,665)
2,211
(5,194)
- Deferred tax assets not recognised
(774)
(217)
-
-
- Annual crystallisation of deferred tax
on revaluation surplus
265
261
-
-
(8,935)
(11,756)
(5,114)
(5,008)
1,583
285
(395)
129
(7,352)
(11,471)
(5,509)
(4,879)
Over/(Under) provision in prior year
78
252670-P
Notes To The
24. EARNINGS PER SHARE
The basic earnings per share of the Group is calculated by dividing the profit for the year attributable to equity
holders of the Company by the weighted average number of ordinary shares in issue during the financial year
as follows :
2010
Profit attributable to equity holders of the Company (RM’000)
Weighted average number of ordinary shares of RM1 each (’000)
Basic earnings per share (sen)
2009
4,067
1,952
68,504
68,504
5.94
2.85
There are no diluted earnings per shares as the Company does not have any convertible financial instruments
as at balance sheet date.
25. DIVIDEND
First and final tax exempt dividend of RM0.01
per share in respect of the financial year
ended 30 September 2008
First and final tax exempt dividend of RM0.01
per share in respect of the financial year ended
30 September 2009
Net dividend per ordinary share (sen)
2010
2009
RM’000
RM’000
-
686
685
-
685
686
1.00
1.00
26. ANALYSIS OF ACQUISITION OF A SUBSIDIARY COMPANY
2010
On 11 August 2010, TS Universal Retail Limited, a wholly-owned subsidiary of the Company, subscribed for the
entire registered capital of HKD1 in Universal Retail Limited (“URL”), a company incorporated in Hong Kong. The
intended principal activity of URL is investment holding. However, the Company is inactive as at balance sheet
date.
2009
In the previous financial year, the Company has acquired the entire equity interest, representing 3,000,000
ordinary shares of RM1 each in Jurus Kota Sdn. Bhd. (“JKSB”) at a cash consideration of RM130 million. The
principal activity of JKSB is investment holding. The discount on acquisition arising from the acquisition is
RM4,575,000.
252670-P
79
Notes To The
The effects of acquisition of the subsidiary on the consolidated profit, the consolidated financial position and the
consolidated cash flow statement are as follows :
(a)
(b)
(c)
Effect on consolidated profit for the year
2010
2009
RM’000
RM’000
Revenue
-
2,888
Profit before taxation
-
1,663
Taxation
-
(7)
Increase in Group’s profit
-
1,656
Non-current assets
-
177,582
Current assets
-
6,783
-
(7)
Current liabilities
-
(44,837)
Increase in Group’s share of net assets
-
139,521
Non-current assets
-
176,524
Current assets
-
7,892
-
(16)
Current liabilities
-
(43,261)
-
(4,575)
Total purchase consideration
-
136,564
Deposit paid included in other
receivables of previous financial year
-
(39,000)
Less : Cash and cash equivalents
-
(6,516)
-
91,048
Effect on consolidated financial position
Effect on consolidated cash flow statement
Fair value of net assets acquired :
Net cash flow on acquisition
27. EMPLOYEES BENEFITS EXPENSE
GROUP
Salaries, wages, allowance
and bonus
Directors’ fees
EPF
SOCSO
Other staff related expenses
80
252670-P
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
110,000
115,996
2,925
3,144
936
936
48
48
11,289
12,166
351
379
1,578
1,717
2
2
872
1,231
-
-
124,675
132,046
3,326
3,573
Notes To The
Directors’ remuneration for executive directors
Included in the employees benefits expense of the Group and of the Company are directors’ remuneration as
shown below :
Directors of the Company
Executive directors
- Salaries
2,925
3,144
2,925
3,144
- EPF
351
377
351
377
- Fees
516
516
48
48
3,792
4,037
3,324
3,569
169
182
-
-
20
22
-
-
Directors of the subsidiaries
Executive directors
- Salaries
- EPF
- Fees
420
420
-
-
609
624
-
-
4,401
4,661
3,324
3,569
28. RELATED PARTY DISCLOSURES
(i)
Related party transactions
GROUP
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
Share registration fees paid to
a company in which a
director of the Company
has interest
-
7
-
7
9,917
12,733
-
-
Management fee from subsidiaries
-
-
2,842
2,855
Interest income from subsidiaries
-
-
7,527
7,853
Rental of premises charged
by companies in which
certain directors of the
Company have interests
(ii)
COMPANY
Advance to subsidiaries
-
-
-
69,727
Repayment from subsidiaries
-
-
11,293
-
Repayment to subsidiaries
-
-
5,071
5,040
Compensation of key management personnel
GROUP
Salaries and other short-term
employee benefits
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
4,661
4,922
3,550
3,790
Key management personnel comprises the Board of Directors of the Company and of its subsidiaries.
Key management personnel are those persons including directors having authority and responsibility for
planning, directing and controlling the activities of the Group and of the Company, directly or indirectly.
252670-P
81
Notes To The
29. COMMITMENTS
(i)
Capital commitments
GROUP
Contracted but not provided for :
- Property, plant and equipment
(ii)
COMPANY
2010
2009
2010
2009
RM’000
RM’000
RM’000
RM’000
72,580
54,555
18,236
-
Operating lease commitments
(a) The Group as lessor
The Group has entered into cancellable commercial property leases to earn rental income from its
investment properties and certain properties included under property, plant and equipment. These
leases have an average tenure of 1 to 3 years with an option to renew. The tenants are required to
give 2 months’ notice of the termination of these agreements. The Group does not have any
contingent rental arrangements.
(b) The Group as lessee
The Group leases its premises under non-cancellable operating leases for its operations.
The leases have an average tenure of 15 years, with an option to renew. Increase in lease payments,
if any, after the expiry dates, are negotiated between the Group and the lessors which will normally
reflect market rentals. None of the above leases includes contingent rentals.
The Group’s future aggregate minimum lease payments under these operating leases are as follows :
2010
2009
RM’000
RM’000
4,698
8,491
2
6,721
4,700
15,212
Future minimum lease payments
- Not later than one year
- Later than one year but not later than two years
30. CONTINGENT LIABILITY (UNSECURED)
COMPANY
Corporate guarantees in respect of banking and
other credit facilities granted to subsidiaries
82
252670-P
2010
2009
RM’000
RM’000
41,400
41,400
Notes To The
31. MATERIAL LITIGATIONS
(i)
Summit Parade Sdn. Bhd. (“Summit”) issued a letter of demand dated 5 August 2002 on the Company
and its subsidiary, The Store (Malaysia) Sdn. Bhd. (collectively known as the “Defendants”), claiming
for allegedly unpaid rental amounting to RM4,669,627. This sum was disputed by the Defendants and
the Defendants had instituted proceedings against Summit in the Kuala Lumpur High Court seeking for,
inter alia, a declaration whether the amount claimed by Summit was due and payable by the Defendants
and for an order to restrain Summit from filing, presenting, advertising and/or gazetting winding up
proceedings against the Defendants. The matter was heard in March 2004. On 12 March 2004, the High
Court dismissed the Defendants’ Originating Summon on the ground that there were several disputes as
to the facts of the case and as such it was not suitable to be decided in an originating summons action.
The High Court had nevertheless, granted the Defendants liberty to refile the claim against Summit in a
writ action.
In view of the Court’s direction, Summit had served on the Defendants a Writ dated 2 July 2004 filed
in the Muar High Court claiming for, inter alia, alleged unpaid rental to date amounting to RM5,143,762.
The Defendants had replied with the Defence and Counterclaim, whereby the sum claimed was disputed
by the Defendants. The Defendant is counterclaiming for damages, of which the quantum is to be assessed
by the Court, for breach of tenancy agreement by Summit. The full trial has been concluded and in
a judgement delivered on 18 September 2009 the Court has ordered the Defendants to pay the sum
of RM10,709,861 to Summit. The Defendants have filed an appeal to the Court of Appeal as well
as a stay of execution. The Court had dismissed the Defendants’ application for the stay of execution of
the judgement and the said judgement sum was subsequently paid out to Summit.
On 19 November 2010, the Court of Appeal had dismissed the Defendants’ appeal and a sum of
RM7,084,786.60 shall be paid to Summit on 13 December 2010 being a counter claim filed by Summit
for the rental payable, of which full amount has been provided for during the financial year under review
(See Note 19.3 (ii)).
(ii)
ZKP Development Sdn. Bhd. (“ZKP”) issued a letter of demand dated 5 August 2002 on the Company and
its subsidiary, The Store (Malaysia) Sdn. Bhd. (collectively known as the “Defendants”), claiming
for allegedly unpaid rental amounting to RM4,675,886. This sum was disputed by the Defendants and
the Defendants had instituted proceedings against ZKP in the Kuala Lumpur High Court seeking for, inter
alia, a declaration on whether the amount claimed by ZKP was due and payable by the Defendants and
for an order to restrain ZKP from proceeding further in this matter and/or distress proceedings. The
Penang High Court had granted ZKP’s application to transfer the case to the Penang High Court.
At the Penang High Court, ZKP applied for summary judgement against the Defendants, which was
dismissed by the Court on 12 August 2005. ZKP appealed against the decision was also dismissed with
costs by the Court. The case had been fixed for hearing on 3 February 2009 for an application by ZKP to
amend the statement of claim but its amendment application was dismissed by the Senior Assistant
Registrar. Their appeal has also been dismissed by the High Court. Thus, parties are now proceeding to
trial and the case has been fixed for case management on 21 June 2010 and trial on 20 October 2010.
The Defendants had entered into a consent judgement to pay ZKP a sum of RM10,744,410 in 6 monthly
instalments commencing on 20 November 2010 being a counter claim filed by ZKP for the rental payable,
of which full amount has been provided for during the financial year under review (See Note 19.3 (ii)).
32. SEGMENT ANALYSIS
No segment analysis is prepared as the Group is primarily engaged in retail operations in Malaysia.
252670-P
83
Notes To The
33. FINANCIAL INSTRUMENTS
Financial risk management objectives and policies
The Group’s overall financial risk management objectives and policies are to ensure that the Group creates
value and maximises returns to its shareholders.
Financial risk management is carried out through risk reviews, internal control systems, benchmarking the
industry’s best practices and adherence to the Group’s financial risk management policies.
The Group finances its operations mainly through financing from licensed financial institutions and internally
generated funds. The Group does not find it necessary to enter into derivative transactions based on its current
level of operations.
The main risks arising from the financial instruments of the Group are stated below. Management monitors
the Group’s financial position closely with an objective to minimise potential adverse effects on the financial
performance of the Group. Management reviews and agrees on policies for managing each of these risks and
they are summarised below. These policies have remained unchanged during the financial year.
Credit risk
Credit risk arises when sales are made and services are rendered on deferred credit terms.
The entire financial assets of the Group are exposed to credit risk except for cash and bank balances and fixed
and time deposits which are placed with licensed financial institutions in Malaysia. The Group invests its surplus
cash safely and profitably by depositing them with licensed financial institutions.
The management regards credit risk as minimal as most of the Group’s businesses are transacted in cash in the
retail branches of the Group. The exposure to credit risk by non-retail subsidiaries is monitored on an ongoing
basis. The Group has credit policies in place to manage the credit risk exposure. The risk is managed through
the application of credit approvals whereby credit evaluations are performed on all customers requiring credit
over a certain amount and period, adherence to credit limits, regular monitoring and follow up procedures.
The Group does not consider it necessary to require collateral in respect of its financial assets.
Interest rate risk
The Group is exposed to interest rate risk which is the risk that a financial instrument’s value will fluctuate as a
result of changes in market interest rates.
The Group is exposed to interest rate risk in respect of its fixed and time deposits placed with licensed financial
institutions, bank borrowings and hire purchase liabilities.
Surplus funds are placed with licensed financial institutions to earn interest income based on prevailing market
rates. The Group manages its interest rate risk by placing such funds on short tenures of 12 months or less.
The Group’s policy is to borrow principally on a floating rate basis but to retain a proportion of fixed rate debt.
The objective of a mix of fixed and floating rate borrowings is to reduce the impact of a rise in interest rates and
to enable savings to be enjoyed if interest rates fall. The Group does not generally hedge interest rate risk.
Market risk
The Group is exposed to market risk, which is the risk that a financial instrument’s value will fluctuate as a result
of changes in market prices.
The Group’s exposure to market risk is in respect of its other investments. The investments are monitored
regularly and subject to periodic review. The investments are assessed for any diminution in the carrying values
and allowances are made for such diminution in value which is other than temporary.
Common to all business, the overall performance of the Group’s other10 investment is also driven externally by
global and domestic economies that are largely unpredictable and uncontrollable.
84
252670-P
Notes To The
Liquidity and cash flow risk
The Group manages its debt maturity profile, operating cash flows and the availability of funding so as to
ensure that all repayment and funding needs are met. As part of its overall prudent liquidity management, the
Group maintains sufficient levels of cash to meet its working capital requirements. In addition, the Group aims
to maintain available banking facilities of a reasonable level to its overall debt position.
Fair value
The carrying amounts of financial assets and financial liabilities of the Group and of the Company at the balance
sheets date approximate their fair values, except for unquoted shares with carrying amount of RM2,334,000
(2009 : RM2,334,000), whereby it is not practicable to reasonably estimate the fair value due to lack of
comparable quoted market prices and available market data for valuation. Therefore, these investments are
carried at their original costs less any allowance for diminution in value.
34. DISCLOSURES OF REALISED AND UNREALISED PROFITS/LOSSES
Bursa Malaysia Securities Berhad has, on 25 March 2010 and 20 December 2010, issued directives requiring
all listed corporations to disclose the breakdown of retained profits or accumulated losses into realised and
unrealised on group and company basis, as the case may be, in quarterly reports and annual audited financial
statements.
The breakdown of retained profits as at the balance sheet date has been prepared by the Directors in accordance
with the directives from Bursa Malaysia Securities Berhad stated above and Guidance on Special Matter No. 1
issued on 20 December 2010 by the Malaysia Institute of Accountants are as follows :
Realised
GROUP
COMPANY
2010
2010
RM’000
RM’000
289,419
135,439
1,488
70
(17,389)
-
(15,901)
70
273,518
135,509
Unrealised :
- Deferred tax liabilities
- Provision for rental payables arising
from disputed rental
252670-P
85
List Of
Properties
Registered Owner/Location
Description/
Existing use
Approx.
age of
buildings
(years)
Tenure
(years of
expiry)
Industrial Land with
a double storey office
-
1 unit apartment /
rented to third parties
15
Freehold
3 storey shophouse
/hostel
18
Freehold
Vacant Land /
Car Park
-
4 units of apartment
/staff hostel
Land Areas
(Built-up
area)
Date of
NBV
Acquisition
as at
(A) /
30.9.10
Valuation(V) RM'000
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
Leasehold
65,340 sq. ft.
99 years
(32,000 sq. ft.)
(28.4.2071)
2.11.2001 (A)
7,128
959 sq. ft.
4.4.1991 (A)
110
3,738 sq. ft.
(9,240 sq. ft.)
2.2.1993 (A)
548
Leasehold
99 years
(13.1.2091)
95,104 sq. ft.
14.1.1992 (A)
7,788
15
Freehold
3,400 sq. ft.
3.6.1993 (A)
265
Vacant Land
-
Freehold
234,945 sq. ft.
28.9.1987 (A)
206
4-storey shophouse
/staff hostel
24
Leasehold
99 years
(2.10.2080)
1,400 sq. ft.
(5,300 sq. ft.)
22.7.1992 (A)
243
2-storey pre-war
shophouse /rented
to third parties
77
Leasehold
999 years
(5.2.2930)
9,502 sq. ft.
(19,000 sq. ft.)
23.2.1976 (A)
239
37
Freehold
3,850 sq. ft.
13.10.2006 (A)
2,000
15
Freehold
44,433 sq. ft.
13.10.2006(A)
39,960
10
Leasehold
15 years
(1.6.2018)
132,196 sq. ft. 13.10.2006(V)
2,458
HS(D) 12086 & 12087 PTD 2484 & 2485
Mukim Bandar Penggaram Batu Pahat, Johor.
46, 46A, 46B, 48, 48A & 48B
Jalan Megat, Batu Pahat, Johor
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
Lot 117, 118, 139, 143, 144, 1331 and 1332
Central District of Province Wellesley
Lot 0048, Section 46 Pajakan Negeri
393 Bandar Sungei Petani
Kuala Muda Mukim Sungai Petani, Kedah
Lot 710 Section 4
Town of Bukit Mertajam
Province Wellesley Centre, Pulau Pinang
P.T. No.PTBM/C.005 (Lot 723) Mukim 1,
District of Seberang Perai Tengah,
State of Pulau Pinang
P.T. No.479, Town of Teluk Intan,
District of Hilir Perak, State of Perak
PT 13952, Mukim of Asam Kumbang
District of Larut & Matang,Perak
86
252670-P
4 ½ storey terrace
shoplot / rented to
third party
4 storey shopping
complex with
basement & roof
floor / business
operation
1 ½ storey
commercial complex
/ business operation
List Of
Properties
Tenure
(years of
expiry)
Land Areas
(Built-up
area)
Date of
NBV
Acquisition
as at
(A) /
30.9.10
Valuation(V) RM'000
7
Leasehold
15 years
(3.2.2019)
88,000 sq. ft
13.10.2006 (A)
3,313
2 units 8-storey shop
office / vacant
4
Leasehold
99 years
(26.10.2102)
17,905 sq. ft
13.10.2006 (A)
4,596
Vacant land/
Car Park
-
Freehold
49,080 sq. ft.
18.4.1992 (A)
1,757
Vacant Land/
Car Park
-
Freehold
915 sq. ft.
1.4.1993 (A)
94
Lot No.1987- 1990
Bandar Taping, Tempat Taiping,
Daerah Larut & Matang, Perak
4-storey shophouse
complex / vacant
32
Freehold
6,859 sq. ft.
(24,130 sq. ft.)
24.6.1982 (A)
3,196
Taiping Corporation Sdn Bhd
4-storey shophouse
complex /
business operation
29
Freehold
7,200 sq. ft.
(24,130 sq. ft.)
30.7.2007(V)
4,600
Vacant Land
-
Leasehold
999 years
(19.11.2895)
6,767 sq. ft.
-1983-(A)
207
2-storey linkhouse /
staff hostel
25
Leasehold
99 years
3,522 sq. ft.
(13.11.2080) (4,044 sq. ft.)
-1983(A)
185
3 storey shophouse /
vacant
30
Freehold
2,800 sq. ft.
(8,400 sq. ft.)
17.8.1994A)
672
2 units of 3-storey
shophouse /
staff hostel
15
Freehold
3,200 sq. ft.
(9,400 sq. ft.)
13.3.1997(A)
671
Commerial units
within a
5-commercial
centre/ business
operation
13
Freehold
198,706 sq. ft.
30.3.2007 (V)
82,445
Commerial units
within a
5-commercial
centre/business
operation
13
Freehold
111,640 sq ft
30.3.2007(V)
47,027
Description/
Existing use
Approx.
age of
buildings
(years)
The Store (Malaysia) Sdn Bhd
Lot PTB 4704 & Lot PTB 4619
Bandar Penggaram, Daerah Batu Pahat
Johor
Double storey
commercial building
/ business operations
2 shoplots unit Nos.01 & 02,
Level 7 of Commercial Signature Office,
at BU 8, PN 12392, Lot 49501 Seksyen 39
MK Bandar Petaling Jaya, Selangor
Grant 3719, Lot 976 & Grant 3720,
Lot 977 Bandar Kuala Terengganu
Grant 9989, Lot 3643
Kuala Terengganu
Taiping Supermarket Holdings S/B
Lot 70, 71 & 72 in Mukim of Tampin
Tampin, Negeri Sembilan
Lot 6619, Mukim Azam Kumbang,
Daerah Larut Matang, Taiping, Perak
Lot 2951 & 2952 Town of Taiping
31 & 32, Jalan Convent,
Taiping, Perak
The Store Properties Sdn Bhd
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
The Store Properties Sdn Bhd
HS(D) 9730 & 9731 PT No. 7227 & 7228.
Bandar Mentakab, Temerloh, Pahang
Pacific Hypermarket
Properties Sdn Bhd
Parcel B888, Basemen 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
252670-P
87
List Of
Properties
Description/
Existing use
Approx.
age of
buildings
(years)
Yangtze Corporation Sdn Bhd
Lot No.11 Block 2 Type B,
Kepong Light Industry
Mukim Batu, District & State of Wilayah,
Kuala Lumpur
Formyarn Sdn Bhd
No. 150 & 152 Lot 25168 & 25169
Batu 7 3/4, Jalan Kepong,
Kuala Lumpur
Milimewa Superstore Sdn Bhd
Lot D4-D8, Sedco Shophouse,
Kunak Town, Sabah
Tenure
(years of
expiry)
Land Areas
(Built-up
area)
Date of
NBV
Acquisition
as at
(A) /
30.9.10
Valuation(V) RM'000
Leasehold
(99 years)
(06.3.2101)
4,200 sq. ft.
29.2.2000(A)
596
1,195 sq. ft.
(2,400 sq. ft.)
23.12.1993(A)
362
1 ½ storey terrace
factory /
warehouse
10
2-storey shophouse /
warehouse
34
Leasehold
99 years
(9.8.2075)
12
Leasehold
99 years
(31.12.2097)
15,000 sq. ft
12.5.2005 (V)
1,326
5 units of 2-storey
shophouse / business
operation
L201-207 & L226-L238, Level 2,
Centre Point, Lahad Datu, Sabah
shotlots / business
operation
12
Leasehold
99 years
(31.12.2097)
6,958 sq. ft
12.5.2005 (V)
1,861
1 unit of 2-storey
shophouse /
warehouse & hostel
11
Leasehold
99 years
(29.6.2035)
1,250 sq. ft
12.5.2005 (V)
207
3-storey shophouse /
warehouse & hostel
11
Leasehold
99 years
(31.12.2069)
1,800 sq. ft
12.5.2005 (V)
61
1 unit of 3 storey
shophouse / rented
to 3rd parties
14
Leasehold
99 years
(31.12.2093)
3,600 sq. ft
12.5.2005 (V)
442
2 units detached
house / hostel
15
Leasehold
99 years
(31.12.2060)
12,304 sq. ft
12.5.2005 (V)
173
1 unit semi detached
house / hostel
16
Leasehold
999 years
(26.1.2914)
3,964 sq. ft
12.5.2005 (V)
178
4-storey of
4 storey shoplots
14
Leasehold
999 years
(14.2.2926)
19,200 sq. ft
12.5.2005 (V)
2,942
vacant land /
car park
-
Freehold
1,609 sq. ft
13.10.2006 (A)
220
3 storey mid terrace
shophouse / hostel &
warehouse
16
Leasehold
46 years
(20.8.2032)
1,603 sq. ft
13.10.2006 (A)
336
A double storey mid
terrace shophouse /
rented to 3rd party
9
Leasehold
99 years
(22.7.2091)
1,500 sq. ft
13.10.2006 (A)
340
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
Larut Matang Supermarket
Holdings Berhad
Lot No. 1637, Mukim of Tupai,
District of Larut & Matang State of Perak
Holdings Berhad
Lot No. 314, Town of Sg. Siput,
District of Kuala Kangsar State of Perak
Holdings Berhad
Lot No. 33606, Mukim of Sitiawan,
District of Manjung, State of Perak
88
252670-P
List Of
Properties
Fajar Supermarket Sdn Bhd
P.T. No. 6572, Mukim of Sg. Buloh,
District of Kuala Lumpur,
State of Selangor
Lot No. 4456, Town of Teluk Intan,
District of Hilir Perak,
State of Perak
Description/
Existing use
Approx.
age of
buildings
(years)
Tenure
(years of
expiry)
Land Areas
(Built-up
area)
Date of
NBV
Acquisition
as at
(A) /
30.9.10
Valuation(V) RM'000
An extended double
storey mid terrace
house / hostel
37
Freehold
1,610 sq. ft
13.10.2006 (A)
400
3 storey shopping
complex / rented to
3rd party
18
Freehold
1,195 sq. ft
13.10.2006 (A)
400
26
Freehold
2,391 sq. ft
13.10.2006 (A)
670
19
Freehold
25,827 sq. ft
13.10.2006 (A)
24,000
31
Leasehold
99 years
(9.7.2079)
3,689 sq. ft
13.10.2006 (A)
250
4 storey terrace shop
15
Freehold
6,081 sq.ft
13.10.2006 (A)
2,419
A single storey
commercial complex
15
Freehold
63,434 sq. ft
13.10.2006 (A)
4,453
shop office /
warehouse
16
Freehold
1,604 sq. ft
13.10.2006 (A)
550
-
Freehold
13,763 sq.ft
13.10.2006 (A)
1,320
5 units of 3 storey
terraced shops /
business operation
25
Leasehold
28 years
(20.8.2032)
8,736 sq. ft
13.10.2006 (A)
1,921
2 storey Commerial
complex /
business operation
8
Freehold
296,532 sq ft
13.2.2008 (A)
176,000
18
Freehold
20,000 sq ft
2.4.2010
15,168
Lot No. 152, Town of Sitiawan,
shop office / vacant
3 storey shopping
complex / business
operation
P.T. Nos 16743 to 16757, Town of Sitiawan,
Fajar Supermarket (Butterworth)
Sdn Bhd
P.T. No. PTBM/A/1165, Mukim 1
District of Seberang Perai Tengah,
State of Pulau Pinang
Fajar Supermarket (Upper Perak)
Sdn Bhd
Lot Nos.344 to 347, Town and District of
Kuala Kangsar, State of Perak
Fajar Supermarket (Upper Perak)
Sdn Bhd
Lot No.222, Town and District of
Kuala Kangsar, State of Perak
Sungei Perak Supermarket Sdn Bhd
Lot No.1638, Mukim of Tupai
District of Larut & Matang, State of Perak
A double storey
semi-detached
house / hostel
Bintang Aspek (M) Sdn Bhd
P.T. Nos 1662 to 1671 and
P.T. Nos 2046 to 2051 Town of Sitiawan,
Fajar Retail Enterprise Sdn Bhd
PN, 4628 to 4632, Town of Sg. Siput
District of Kuala Kangsar, State of Perak
Vacant land /
car park
Jurus Kota Sdn Bhd
PT No. 9264 ,9265 & Lot No:10538
Mukim Pengkalan Kundor
Daerah Kota Setar
Kedah Darulaman
Geran 35320
Lot 9164N, Mukim Bandar Ipoh,
District of Kinta, Jalan Dato’ Onn Jaafar
30300 Ipoh, Perak
5 storey shopping
complex / business
operation
252670-P
89
Analysis Of
Shareholdings
As At 7 February 2011
SHARE CAPITAL
Authorised Share Capital
Issued & Paid-Up Capital
Class of Shares
Voting Rights
:
:
:
:
RM88,000,000
RM68,503,602
Ordinary Shares of RM1.00 each
One Vote per shareholder on a show of hands
One vote per Ordinary Share on a poll
DISTRIBUTION OF SHAREHOLDING
Holdings
No. of Holders
%
Total Holdings
%
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
50
140
1,027
101
37
2
3.68
10.32
75.68
7.44
2.73
0.15
2,030
66,833
2,261,038
2,495,498
48,775,373
14,902,830
0.00
0.10
3.30
3.64
71.20
21.76
TOTAL
1,357
100.00
68,503,602
100.00
SUBSTANTIAL SHAREHOLDERS
Name of shareholders
Direct
No. of Shares held
%
Deemed
%
1.
3,028,300
4.42
16,269,030*
23.75
2.
1,366,200
1.99
17,931,130@
26.18
3.
Equatorial Century Sdn Bhd (“ECSB”)
14,902,830
21.75
4.
Tan Sri Dato’ Seri Vincent Tan Chee Yioun
1,898,600
2.77
5,702,800^
8.32
5.
Berjaya Capital Bhd
-
-
4,268,100a
6.23
6.
Berjaya Corporation Berhad
-
-
4,268,100b
6.23
7.
Berjaya Group Berhad
-
-
4,268,100b
6.23
8.
Bizurai Bijak (M) Sdn Bhd
-
-
4,268,100b
6.23
9.
Juara Sejati Sdn Bhd
-
-
4,268,100b
6.23
-
-
DIRECTORS’ SHAREHOLDING
Direct
%
1.
3,028,300
4.42
16,269,030*
23.75
2.
1,366,200
1.99
17,931,130@
26.18
3.
Chang Yen Huei
1,100
0.00
2,640,000&
3.85
4.
Kam Teh Chung
352,955
0.52
-
-
5.
Dato’ Dr Haji Kardin bin Shukor
11,000
0.02
-
-
90
No. of Shares held
%
Deemed
252670-P
Analysis Of
Shareholdings
As At 7 February 2011
Notes:
*
Deemed interested by virtue of his major shareholdings in ECSB pursuant to section 6(A) of the Act and through
his spouse Puan Sri Datin Sri Khor Guik Lee
&
Deemed interested by virtue of his substantial shareholding in Advance Ultimate Sdn Bhd
@ Deemed interested by virtue of her major shareholdings in Equatorial Century Sdn Bhd pursuant to section 6(A)
of the Act and through her spouse Tan Sri Dato’ Sri Tang Yeam Soon
^ Deemed interested by virtue of his substantial shareholdings in Berjaya VTCY Sdn Bhd and Berjaya Sompo
Insurance Berhad
a
Deemed interested by virtue of its 100% interest in Berjaya Sompo Insurance Bhd and Prime Leasing Sdn Bhd
respectively.
b
Deemed interested by virtue of its interest in Berjaya Capital Bhd, the holding company of Berjaya Sompo
Insurance Bhd
252670-P
91
List Of Thirty
Largest Shareholders
NAME & ADDRESS OF SHAREHOLDERS
1. EQUATORIAL CENTURY SDN BHD
%
10,513,830
15.35
2. KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Equatorial Century Sdn Bhd
4,389,000
6.41
3. MIDF AMANAH INVESTMENT NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Megastar Ventures Sdn Bhd
3,420,000
4.99
4. SURPLUS-ED CAPITAL SDN BHD
3,411,400
4.98
5. BERJAYA SOMPO INSURANCE BERHAD
3,385,000
4.94
6. NICETRADE CAPITAL SDN BHD
3,274,700
4.78
7. HDM NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Amlied Holdings Sdn Bhd
3,190,000
4.66
8. KAF NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Priority Prospect Sdn Bhd
3,072,300
4.48
9. TANG YEAM SOON
2,951,300
4.31
10. ADVANCE ULTIMATE SDN BHD
2,640,000
3.85
11. MAYBAN NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for BBC Capital Sdn Bhd
2,304,910
3.36
12. ABB NOMINEE (TEMPATAN) SDN BHD
Pledged securities acc for Vincent Tan Chee Yioun (Berjaya VTCY)
1,898,600
2.77
Pledged securities acc for Perspektif Bakti Sdn Bhd
1,761,590
2.57
14. NUSRAYA HOLDINGS SDN BHD
1,685,600
2.46
15. PAN PROSPERITY HOLDINGS SDN BHD
1,673,150
2.44
Pledged securities acc for Pan Prosperity Holdings Sdn Bhd
1,651,400
2.41
17. PERSPEKTIF BAKTI SDN BHD
1,605,100
2.34
18. BERJAYA VTCY SDN BHD
1,434,700
2.09
19. KHOR GUIK LEE
1,329,900
1.94
Pledged securities acc for Azam Spektrum Sdn Bhd
1,276,400
1.86
Pledged securities acc for Pancaran Kurnia Sdn Bhd
1,233,000
1.80
22. MALAYSIA NOMINEES (TEMPATAN) SENDIRIAN BERHAD
Pledged securities acc for Great Eastern Life Assurance (Malaysia) Berhad
710,600
1.04
23. PUBLIC NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Surinder Singh a/l Wassan Singh
567,000
0.83
24. CIMB GROUP NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Prime Credit Leasing Sdn Bhd
489,700
0.71
25. WONG YEE CHOO
486,200
0.71
92
NO. OF SHARES HELD
252670-P
List Of Thirty
Largest Shareholders
NAME & ADDRESS OF SHAREHOLDERS
NO. OF SHARES HELD
%
26. TAN KIM KEE @ TAN KEE
401,800
0.59
27. PRIME CREDIT LEASING SDN BHD
393,400
0.57
28. KAM TEH CHUNG
352,955
0.52
29. MALAYSIA NOMINEES (TEMPATAN) SENDIRIAN BERHAD
Great Eastern Life Assurance (Malaysia) Berhad
344,200
0.50
30. INTER-PACIFIC EQUITY NOMINEES (TEMPATAN) SDN BHD
Pledged securities acc for Fabulous Channel Sdn Bhd
340,000
0.50
252670-P
93
This page has been intentionally left blank.
PROXY FORM
(Incorporated In Malaysia)
(252670-P)
I /We (full name) ___________________________________________________________________________________________
of (full address) _____________________________________________________________________________________________
being a member(s) of THE STORE CORPORATION BERHAD (252670-P), hereby appoint
(full name) _________________________________________________________________________________________________
and/or_____________________________________________________________________________________________________
or failing him/her, the Chairman of the Meeting as my/our proxy, to vote for me/us and on my/our behalf at the Eighteenth
(18th) Annual General Meeting of the Company to be held at Crown Hall 1, Level 1, The Crystal Crown Hotel Petaling Jaya,
No. 12, Lorong Utara A, Off Jalan Utara, 46200 Petaling Jaya, Selangor on Tuesday, 29 March 2011 at 10.00 a.m or at any
adjournment thereof, and to vote as indicated below :
Please indicate with an 'X' in the space below how you wish your votes to be cast.
(If you do not do so, your Proxy will vote or abstain from voting at his/her discretion).
RESOLUTION
FOR
AGAINST
1. Payment of First and Final Dividend
2. Payment of Directors’ Fees
3. Re-election of Director: Tan Sri Dato’ Sri Tang Yeam Soon
4. Re-election of Director: Kam Teh Chung
5. Re-election of Director: Lim Gin Chuan
6. Re-election of Dato’ Dr. Haji Kardin bin Haji Shukor under
Section 129 (6) of the Companies Act, 1965
7. Re-appointment of auditors
8. Authority under Section 132D of the Companies Act, 1965
9. Proposed Renewal of shareholders’ authority for the Company
to purchase of its own shares
10. Proposed shareholders’ mandate for recurrent related party
transactions of revenue nature.
As witness my/our hands this _________ day of ___________________ 2011
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)
2)
3)
4)
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 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.
A proxy need not be a member of the Company.
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.
The instrument appointing a proxy must be deposited at the Company’s Registered Office at Plaza 138, Suite 18.03, 18th Floor, 138 Jalan
Ampang, 50450 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting.
FIRST FOLD
Stamp
The Company Secretary
Plaza 138, Suite 18.03,
18th Floor, 138, Jalan Ampang,
50450 Kuala Lumpur
SECOND FOLD

Annual Report 2010

Transcription

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