other information - HeiTech Padu Berhad
Transcription
other information - HeiTech Padu Berhad
HEITECH PADU BERHAD (310628-D) HeiTech Padu Berhad (310628-D) Level 15, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia T+(803) 8026 8888 +(603) 8601 3000 F+(603) 8024 7997 Annual Report 2013 www.heitech.com.my HeiTech fully supports 3R (reduce, reuse and recycle) HeiTech menyokong sepenuhnya 3M (mengurangkan, mengguna semula dan mengitar semula) Corporate Responsibility Note: It has been our commitment to go green by going paper “less”. Please support our 3R effort towards a greener future. Annual Report 2013 CREATING OPPORTUNITIES FOR CONTINUOUS GROWTH Over the years, HeiTech has carved a niche reputation for itself in the IT industry. Backed by experience and expertise as a premier transformation agent, we are now embarking on a strategic business diversification and expansion exercise to ensure continuous growth. Coupled with our home-grown solutions, we are well poised to deliver innovative ICT solutions for Malaysia and beyond. WHAT’S INSIDE Annual General Meeting 02 05 06 07 Company’s Corporate Responsibility Leadership Notice of Annual General Meeting Statement Accompanying Notice of Annual General Meeting Administrative Guidelines and Notes Financial Calendar 2013/2014 70 Company’s Corporate Governance 78 83 91 Company 08 12 14 16 18 20 34 36 38 45 46 50 52 56 58 Corporate Responsibility Chairman’s Statement Company Overview Global Reach Corporate Information Group Structure HeiTech Group Solutions & Services Board of Directors Profile of Directors Profile of Group Company Secretary Executive Committee Our Accolades Significant Events Corporate Milestones Trade Marks 96 Audit Committee Report Statement of Corporate Governance Statement on Risk Management and Internal Control Disclosure to Bursa Malaysia Financial Statements 100 Statement of Director’s Responsibilities 101 Financial Statements Other Information 192 List of Properties 193 Analysis of Shareholdings Form of Proxy Company’s Performances 60 61 62 Simplified Selected Five (5) Years Group Review Five (5) Years Group Performance Highlights Review of Operations read here…or go online 2013 Annual Report and accounts You can find more detailed information regarding HeiTech performance during 2013 from our online Annual Report and accounts. Providing our reports electronically online allows us to reduce the paper we print and distribute. visit HeiTech www.heitech.com.my page HeiTech Padu Berhad 2 Annual Report 2013 NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN THAT THE NINETEENTH (19TH) ANNUAL GENERAL MEETING OF THE COMPANY WILL BE HELD AT BALLROOM SELANGOR 1, GRAND DORSETT SUBANG HOTEL, JALAN SS12/1, 47500 SUBANG JAYA, SELANGOR DARUL EHSAN, MALAYSIA ON MONDAY, 23 JUNE 2014, AT 10:30 A.M. FOR THE FOLLOWING PURPOSES:1) To receive and adopt the Audited Financial Statements of the Company for the financial year ended 31 December, 2013 together with the Reports of Directors and Auditors. Resolution 1 2) To re-elect YBhg. Tan Sri Dato’ Sri Abi Musa Asa’ari bin Mohamed Nor retiring under Article 82 of the Company’s Articles of Association and who, being eligible, offers himself for re-election. Resolution 2 3) To re-elect YBhg. Dato’ Mohd Fadzli bin Yusof retiring under Article 82 of the Company’s Articles of Association and who, being eligible, offers himself for re-election. Resolution 3 4) To re-elect Tuan Haji Ghazali bin Awang retiring under Article 82 of the Company’s Articles of Association and who, being eligible, offers himself for re-election. Resolution 4 5) To re-elect Mr. Sulaiman Hew bin Abdullah retiring under Article 85 of the Company’s Article of Association and who, being eligible, offers himself for re-election. Resolution 5 6) To re-elect Puan Wan Ainol Zilan binti Abdul Rahim retiring under Article 85 of the Company’s Article of Association and who, being eligible, offers herself for re-election. Resolution 6 7) To retain Tuan Haji Ghazali bin Awang as an Independent Director. Resolution 7 8) To retain YBhg. Dato’ Mohd Fadzli bin Yusof as an Independent Director. Resolution 8 9) To approve the payment of Directors’ Fees for the financial year ended 31 December, 2013. Resolution 9 10) To re-appoint Messrs. Hanafiah Raslan & Mohamad as Auditors for the ensuing year and Resolution 10 to authorise the Directors to fix the remuneration of the Auditors. As a Special Business 11) To consider and, of thought fit, to pass the following resolution as Ordinary Resolution:Proposed Authority to Issue Shares “THAT pursuant to Section 132D of the Companies Act 1965, the Directors be and are hereby authorised to issue shares of the Company at any time until the conclusion of the next Annual General Meeting and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit provided that the aggregate number of shares to be issued does not exceed 10% of the issued share capital of the Company for the time being, subject always to the approval of all relevant regulatory bodies being obtained for such issue and allotment.” Resolution 11 page www.heitech.com.my 12) To consider and, if thought fit to pass the following Ordinary Resolution:Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of a Revenue or Trading Nature “THAT, subject always to the Listing Requirements of Bursa Malaysia Securities Berhad, approval be and is hereby given for the Proposed Renewal of Shareholders’ Mandate for the Company and its subsidiaries (“HeiTech Group”) to enter into recurrent transactions of a revenue or trading nature which is necessary for HeiTech Group’s day to day operations, as set out in the Circular to shareholders dated 27 May 2014 with the related parties mentioned therein provided that the transactions are in the ordinary course of business and/or normal commercial terms that are not more favourable to the related parties than those generally available to the public and are not to the detriment of the minority shareholders of the Company. AND THAT the authority conferred by this resolution shall commence immediately upon the passing of this resolution and shall continue to be in force until:(i) the conclusion of the next AGM of HeiTech following the forthcoming AGM at which such proposed Shareholders’ Mandate is passed, or at which time it will lapse, or the authority is renewed; or (ii) revoked or varied by resolution passed by the shareholders in an AGM or EGM; or (iii) the expiration of the contract; Whichever is earlier. OTHER ORDINARY BUSINESS To transact any other business of the Company of which due notice has been received. By Order of the Board Ahmad Noor bin Sulong (MAICSA 7062155) Company Secretary Subang Jaya 27 May 2014 3 Resolution 12 page HeiTech Padu Berhad 4 Annual Report 2013 Notice of Annual General Meeting Notes: Explanatory notes to the Agenda:- 1. A Member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy or proxies to attend and vote in his/her stead. A proxy may but need not be a member of the Company and where there are two (2) (or more) proxies, the number of shares to be represented by each proxy must be stated. (i) Explanatory note on Resolution 7 and 8 of the Agenda: The proposed resolutions if passed, will allow Tuan Haji Ghazali bin Awang and YBhg. Dato’ Mohd Fadzli bin Yusof to be retained and continue acting as Independent Directors to fulfill the requirement of Paragraph 3.04 of Bursa Malaysia Securities Berhad Main Market Listing Requirements. 2. A Member is entitled to appoint up to two (2) proxies to attend and vote in his/her place. Where a member appoints up to two (2) proxies, the appointments shall be invalid unless he/she specifies the proportions of his/her holdings to be represented by each proxy. Tuan Haji Ghazali bin Awang and YBhg. Dato’ Mohd Fadzli bin Yusof were appointed as Independent Non-Executive Directors of the Company on 8 March 2005 and 7 October 2005 respectively and will or have reached cumulative nine (9) years term limit recommended by the Malaysian Code on Corporate Governance 2012 (“MCCG 2012”). In accordance with Recommendation 3.3 of the MCCG 2012, the Board of Directors of the Company, after having assessed the independence of YBhg. Dato’ Mohd Fadzli bin Yusof and Tuan Haji Ghazali bin Awang regarded them to be independent based amongst others, the following justifications and recommends that they be retained as Independent Non-Executive Directors of the Company. Provided however, where a Member is an authorised nominee as defined in accordance with the provisions of the Securities Industry (Central Depositories) Act, 1991, he/she may appoint up to two (2) proxies in respect of each Securities Account he/she holds with ordinary shares in the Company standing to the credit of the Securities Account. 3. Where the appointment is executed by a corporation, it must be either under its Common Seal or the hand of its officer or attorney duly authorised. i. 4. The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is guided or notarially certified copy of such power or authority, must be deposited at the office of the Company’s Registrar: MIDF Consultancy and Corporate Services Sendirian Berhad, at Level 8, Menara MIDF, 82 Jalan Raja Chulan, 50200 Kuala Lumpur, not less than forty-eight (48) hours before the time appointed for holding the Meeting or at any adjournment thereof. 5. Only members registered in the Record of Depositors as at 17 June 2014 shall be eligible to attend the Annual General Meeting or appoint proxy to attend and vote on their behalf. The Board of Directors is of the opinion that they are important Independent Non-Executive Directors of the Board in view of their many years on the Board with incumbent knowledge of the Company, proven commitment, experience and competence to effectively advice and oversee management in their role as Independent Non-Executive Directors. ii. They actively participate in Board deliberations and decision making in an objective manner. iii. They do not have any conflict of interest with the Company and have not entered into contract(s) especially material contract(s) with the Company and/or its subsidiary companies. (ii) Explanatory note on Resolution 11 of the Agenda: The Company has not issued any new shares under the general mandate for issuance and allotment of shares up to an aggregate amount not exceeding 10% of the issued and paid-up capital of the Company, which was approved at the 18th Annual General Meeting held on 26 June 2013 and which will lapse at the conclusion of the 19th Annual General Meeting to be held on 23 June 2014. A renewal of this mandate is sought at the 19th AGM under proposed Ordinary Resolution 11. The proposed Ordinary Resolution 11 if passed, is primarily to give flexibility to the Board of Directors to issue and allot ordinary shares in the capital of the Company up to an aggregate amount not exceeding 10% of the issued and paid-up share capital of the Company for the time being, at any time in their absolute discretion in the interest of the Company, without having to convene a general meeting. This authority, unless revoked or varied at a general meeting, will expire at the next Annual General Meeting. The purpose of the general mandate is for possible fund raising exercises including but not limited to further placement of shares for purpose of funding current and/or future investment projects, working capital and/or acquisitions. (iii)Explanatory note on Resolution 12 of the Agenda: For further information on Ordinary Resolution 12, please refer to Circular to Shareholders dated 27 May 2014 accompanying the Company’s Annual Report for the year ended 31 December 2013. page www.heitech.com.my 5 STATEMENT ACCOMPANYING NOTICE OF ANNUAL GENERAL MEETING PURSUANT TO PARAGRAPH 8.27(2) OF THE LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD 1. The profile of the Directors who are standing for re-appointment and re-election are set out on pages 38 to 44 of the Annual Report. 2. The details of the Directors’ shareholdings in the Company, are set out on pages 193 of the Annual Report. 3. None of the Company Directors hold any interest in the Company’s subsidiaries. page HeiTech Padu Berhad 6 Annual Report 2013 ADMINISTRATIVE GUIDELINES AND NOTES 19TH ANNUAL GENERAL MEETING TO VALUED SHAREHOLDERS, Administrative guidelines and notes for HeiTech Padu Berhad 19th Annual General Meeting (“AGM”) Date : 23 June 2014 Time : 10.30 a.m. Venue : Ballroom Selangor 1, Grand Dorsett Subang Hotel Jalan SS12/1, 47500 Subang Jaya, Selangor Darul Ehsan REGISTRATION PROXY AND CORPORATE MEMBER • Registration starts at 8.45 a.m., at the entrance of BALLROOM SELANGOR 1 and will be closed at 10.30 a.m. sharp. • A member entitled to attend and vote at the AGM is entitled to appoint a proxy or proxies to attend and vote on his/her stead. A proxy may but need not be a member of the Company and where there are two (2) (or more) proxies, the number of shares to be represented by each proxy must be stated. • Our AGM working team will assist you to ascertain which registration table you should approach for the purpose of registration. Please present your original Identity Card (ID) to our AGM working team and make sure you collect your ID subsequently. • Once verified, please write and sign up on our Attendance List. • Once registered, please proceed to BALLROOM SELANGOR 1. • Note that you are not allowed to register on behalf of another person even with the original ID of the other person. • Valued Shareholders will be entitled to receive one (1) door gift only and the entitlement will be based on the verification in the Shareholders’ Register. • Our AGM working team handles verification and registration only. Please proceed to our AGM HELPDESK for your queries. AGM HELPDESK • Our AGM HELPDESK is located alongside the registration tables. • In any event, our AGM working team will channel your queries to our respective AGM HELPDESK Personnel: Ahmad Yusof bin Mat Nasir and Siti Fatihah binti Md Yunus. • To proceed with proxy appointment, the original Proxy Form which is attached together with the Company’s 2013 Annual Report must be completed, signed, sent and delivered to the Company’s Registrar: Equiniti Services Sdn Bhd (11324-H), Level 8, Menara MIDF, 82 Jalan Raja Chulan, 50200 Kuala Lumpur by Saturday, 21 June 2014 at 10.30 a.m. • In the case of member which is a company, the completed Proxy Form must be executed under its seal or under the hand of any officer or duly authorised attorney. AGM ENQUIRY • If you have any general AGM queries prior to the meeting, please do not hesitate to contact: HeiTech Padu Berhad, Group General Counsel/Company’s Secretary Office at +60(3) 8601 3128 and/or +60(3) 8601 3127 of the following person during office hours: Name : SUZANA BINTI ABDUL RAHIM Share Registrar: EQUINITI SERVICES SDN. BHD. Tel : +60(3) 2166 0933 E-mail :suzana@equiniti.com.my page www.heitech.com.my 7 FINANCIAL CALENDAR 2013/2014 NOVEMBER 2013 28 FEBRUARY 2014 27 Quarterly report on consolidated results for the financial period ended 30 September 2013. AUGUST 2013 Quarterly report on consolidated results for the financial period ended 31 December 2013. 28 Quarterly report on consolidated results for the financial period ended 30 June 2013. MAY 2013 23 Quarterly report on consolidated results for the financial period ended 31 March 2013. page 8 HeiTech Padu Berhad Annual Report 2013 CHAIRMAN’S STATEMENT OUR VALUED SHAREHOLDERS AND STAKEHOLDERS, In my last statement to shareholders, I wrote that HeiTech Padu Berhad (“HeiTech”) was at a crossroad in its journey to ensure its sustainability and survival in the present challenging ICT business environment. Over the past 12 months, we had focussed on further strengthening our business portfolios, domestic and abroad. This resulted in an increase in the Group’s revenue from RM395.5 million in 2012 to RM413.8 million in 2013. page www.heitech.com.my However, despite the increase in revenue, it saddens me to share with our shareholders that we suffered a RM33.3 million loss. In acknowledging this situation, we had to face the reality that escalating project development costs have put a whimper in the effort of providing excellent project delivery. Even though we can claim the glory in successfully delivering of mega projects, we cannot claim the bounty of our efforts as we experienced the first ever loss in our history. Notwithstanding this temporary setback, HeiTech remains committed to rebuild its Group of Companies by bringing it back into profitability. We may have lost the battle but not the war. OUR OPERATIONS REVIEW Through its fully integrated suites of IT services, from its more traditional services such as system integration and application development, data center and business recovery, network services, web portal application and electronic commerce, and record management, HeiTech has added more state-of-theart technologies in cloud computing, mobile application, electronic bill presentment, SAP suite of products, simulated interactive maintenance aid, as well as weapon management and surveillance system. HeiTech is presently considered one of the most trusted system integrators and service providers in both the public and private sectors. Throughout 2013, several noteworthy achievements were attained by HeiTech. We continue to be entrusted by our traditional major customers in the public sector, the National Registration Department, Road Transport Department, and the Immigration Department of Malaysia to provide maintenance and technical services for their computer systems. HeiTech also established its presence in the health sector with the contract from the Ministry of Health, Malaysia to provide ICT equipment for the expansion of the “Sistem Pengurusan Pesakit” (“SPP”) Version 3 at Hospital Raja Perempuan Zainab II, Kota Bharu, Hospital Tuanku Ja’afar, Seremban and Hospital Bentong, Pahang. 9 On the private sector front, HeiTech expanded its coverage in the retail sector by providing cutting edge network connectivity for leading hypermarkets in Malaysia. In addition, HeiTech has also provided ICT infrastructure related solutions for numerous significant projects from Malaysia’s leading financial and investment institutions. Globally, HeiTech’s involvement in Sri Lanka was further strengthened with the award by Sri Lanka’s Department of Immigration and Emigration for the supply of 1.5 million blank ‘N’ series passports. In 2012, HeiTech succeeded in tapping into new ASEAN markets through the implementation of the Biometric Enrolment & Information System for the Ministry of Labour Employment and Social Security, Government of the Republic of the Union of Myanmar. In 2013, HeiTech was also entrusted by the Myanmar’s Ministry of Foreign Affairs, to implement the Visa Issuance System for their embassies and consulate offices in thirty six (36) countries worldwide using a home-grown solutions, PintarID developed by HeiTech e*Business Solutions. OUR FINANCIAL TRACK The Group's revenue increased by RM18.3 million or 5% to RM413.8 million in 2013 as compared to RM395.5 million in 2012. The increase in Group revenue is attributable to the increase in our maintenance charges by 39% and in sales of hardware and software by 18% resulting in total gross revenue of RM191 million in 2013 from these two revenue streams. Despite the improvement of revenue, the Group recorded our first ever loss, a loss after taxation of RM33.3 million, due to the increase of the project development costs due to project delay which has now been completed. page 10 HeiTech Padu Berhad Annual Report 2013 Chairman’s Statement MOVING FORWARD In facing a more challenging business landscape, HeiTech must be introspective. Internally, HeiTech’s focus would be to strengthen its core capabilities including people and processes. By strengthening our internal processes and by leveraging on our human and intellectual assets, I believe, we can identify the right product to be developed and marketed worldwide. Externally, while enlarging its IT business in new areas such as the banking and retail business, HeiTech will also explore opportunities in unchartered territories like transportation and engineering, departing from our traditional business endeavours. In terms of our business expansion abroad, HeiTech is committed to continue making its presence in the international arena. Through HeiTech Global Services (HGS), HeiTech is committed to expand its business footprint into Africa, Europe and greater Asia. Our recent project win in Ghana is testament to our ability to acclimatise our product and services to meet specific and universal needs. With the right market and the right product, we have initiated a partner programme that best represents HeiTech as a localised embodiment of our product, services, support and spirit. Our success stories in Sri Lanka, Myanmar and Indonesia were realised and fuelled by strong trusting partners who were aligned and committed to champion our mutual technological and business visions. The aspirations of our programme are well founded as we have developed stellar partnerships in our focused markets. Our success stories in these markets will be extended and repeated to other foreign markets like Guinea, the Philippines and Bangladesh. www.heitech.com.my ACKNOWLEDGEMENT AND APPRECIATION On behalf of the Board, I wish to extend our utmost appreciation to our shareholders, our loyal customers and our business partners for their unwavering support in all our endeavours. I would also like to extend our appreciation to the 1,500 fellow enablers in the Group who, through their dedication, commitment and passion, have allowed us to weather the storm. In challenging business climates, HeiTech requires continuous support and commitment. We hope all stakeholders; both internal and external; will embark on this journey together with us thus allowing the Management the space and flexibility to implement difficult but necessary measures to deliver HeiTech back to profitability in the shortest time possible so that we can retain our position as a trusted technology partner in the industry. Yours sincerely, DATO’ MOHD HILMEY MOHD TAIB Chairman page 11 page 12 HeiTech Padu Berhad COMPANY OVERVIEW We are driven by our passion and perseverance in order to deliver the best to our customers VISION To become the technology-based transformational company in Malaysia and beyond. MISSION To be truly TRANSFORMATIONAL by: • Providing Total Solutions • Creating Innovative Products • Consulting for a Better World Annual Report 2013 page www.heitech.com.my 13 OUR COMMITMENT Our passion unites us in our quest for excellence in offering IT systems and technology services that deliver greater security, added convenience and peace of mind. By listening to what you want, we focus our solutions toward meeting your needs and expectations, in adding even more value to your organisation. OUR TRACK RECORD We are global! We have touched the lives of Malaysians and citizens all over the world. By embracing cutting-edge technologies, we have revolutionised the automated systems of numerous customers in both the public and private sectors. From our humble beginning of implementing mega ICT projects in Malaysia, we have gradually progressed to applying our expertise globally, and also helping foreign governments and corporations transform complex mission-critical operations and business processes into simplified solutions that work. STAFF STRENGTH • More than 1,500 staff • More than 80% are technical professionals OUR EDGE MORE THAN 20 YEARS OF IT DEVELOPMENT AND IMPLEMENTATION EXPERIENCE. Managing complexities public and private sector projects GLOBAL PRESENCE. Enabled via our resources and partners all over the world. TECHNOLOGY INDEPENDENT. Collaborating with major world class technology providers to deliver best of breed solutions. MISSION CRITICAL SYSTEMS. Trusted by organisations across the globe in delivering mission critical projects. LEADING-EDGE TECHNOLOGY AND BUSINESS PROCESSES. Delivering business value to all industries. page 14 HeiTech Padu Berhad GLOBAL REACH Annual Report 2013 EUROPE ASIA AFRICA AUSTRALIA 15 Global Services Marketplace 13 Countries System Integration Services 4 Countries Data Centre Services 2 Countries Consultancy Services HeiTech Padu Berhad is a company borne out of innovation, reliability and industry best practices. Our brand of pioneering technology coupled with refined and structured system integration methods and best practices is the livewire of governments, bank, MNC’s and economies of the modern world. As a premier transformation agent, our mandate is toward continuous perfection of technology and shifting the complexity out of IT. Globalisation presents a window of opportunity for HeiTech to grow as an international conglomerate. As business is global, the management team of HeiTech has indoctrinated borderless thinking in allowing the mass population of HeiTech to be change receptive and agile enough to adapt to the competitive nature of international business activities. Our internal policies have steadily liberalised HeiTech as a firm of international competence and competitiveness to contest aggressively on a global platform. In tandem with our international road map, HeiTech together with its operating companies has solidified our range of products and services to meet global standards. With a strong resource and financial commitment to Research and Development, we have strived to ensure our brand of technology is geared to enhance the viability and productiveness of our valued clients. Our entry into the global markets has been spurred by streamlined collaborations and consolidation between HeiTech’s operating companies towards ensuring HeiTech’s best interest is defined, structured and met. In line with the formation of HeiTech Global Services (HGS), the decision to integrate the breadth and depth of our operating companies under one brand, to leverage and offer total end-to-end services to serve clients across different verticals, market and geographical locations is addressed, resolving the potential conundrum on multiple representations. Under the new international business page www.heitech.com.my 15 Australia Brunei China Cambodia • Automotive Industry Solutions • System Integration Services • Business Continuity • Consulting Services • System Integration Services • Outsourcing Services • System Integration Services Ghana Indonesia Malaysia • System Integration Services • System Integration Services • Business Process Outsourcing Services • Data Centre Services • System Integration Services • Data Centre Services • Network Services Myanmar Philippines Saudi Arabia • System Integration Services • System Integration Services • System Integration Services • Data Centre Services • Consulting Services Sri Lanka Thailand • System Integration Services • Disaster Recovery Services • Data Centre Services • System Integration Services United Arab Emirates Vietnam • System Integration Services • System Integration Services United Kingdom • Automotive Industry Solutions structure, all product and services under HeiTech Group will be marketed and sold by HGS. With HGS, the representation of HeiTech as a firm of deep functional and technical capacity coupled with industry capability across a broad spectrum of business services is personified, matching market needs against product features. The hallmark of HGS’s global thrust is stamped on having specific market identification, creditable local partners and streamlined collaborations. These four (4) pillars of our strategy are designed to have a holistic and strategic approach to achieve long term sustainability and success. With a good reach into the ASEAN and Middle East market, HGS is committed to expand HeiTech’s foot print into Africa, Europe and greater Asia. Our recent project win in Ghana was testament of our ability to acclimatise our product and services to meet the specific and universal needs. With the right market and the right products, we have initiated a partner program to best represent HeiTech as a localised embodiment of our product, services, support and spirit. Our success stories in Sri Lanka, Myanmar, Indonesia and UAE were realised and fueled by strong trusting partners who were aligned and committed to champion our mutual technological and business vision. Our partners are a pivotal composition of our international business play as we develop them to be the face of HeiTech, acting as our business and support enablers in their respective segments. The aspirations of our program are well founded as we have developed stellar partnerships in our focused markets. HeiTech envisions international business to be a significant contributor of our overall growth. The maturity of our products and our people coupled with the acceptance of our value proposition locally and internationally, has intensified our broad focus. Our breakthrough internationally will mark HeiTech’s global aspirations and set the stage for a pioneering Malaysian System Integrator to be internationally acclaimed, recognised and respected. page 16 HeiTech Padu Berhad Annual Report 2013 CORPORATE INFORMATION BOARD OF DIRECTORS DATO’ MOHD HILMEY BIN MOHD TAIB Chairman HAJI GHAZALI BIN AWANG Independent Non-Executive Director SYED AGEL BIN SYED SALIM Non-Independent Non-Executive Director DATO’ MOHD FADZLI BIN YUSOF Independent Non-Executive Director TAN SRI DATO’ SRI ABI MUSA ASA’ARI BIN MOHAMED NOR Independent Non-Executive Director DATO’ DR. MOHAMED ARIFFIN BIN ATON Non-Independent Non-Executive Director SULAIMAN HEW BIN ABDULLAH Independent Non-Executive Director WAN AINOL ZILAN BINTI ABDUL RAHIM Independent Non-Executive Director GROUP COMPANY SECRETARY Ahmad Noor bin Sulong (MAICSA 7062155) EXECUTIVE COMMITTEE Dato’ Mohd Hilmey bin Mohd Taib Chairman Harris bin Ismail Group Chief Executive Officer Zohan Zuki Mohd Zuki Group Chief Operating Officer Ahmad Nasrul Hakim bin Mohd Zaini Chief Financial Officer Ahmad bin Abdul Ghani Director, Corporate Services Abdul Halim bin Md Lassim Chief Executive Officer, HeiTech Managed Services Sdn. Bhd. HeiTech i-Solutions Sdn. Bhd. Wan Zaidi bin Wan Jaafar Chief Executive Officer, HeiTech e*Business Solution Sdn. Bhd. page www.heitech.com.my 17 REGISTERED OFFICE PRINCIPAL BANKERS PRINCIPAL SOLICITORS Level 15 HeiTech Village Persiaran Kewajipan USJ 1 UEP Subang Jaya 47600 Subang Jaya Selangor Darul Ehsan Malaysia RHB Islamic Bank Berhad & RHB Bank Berhad Level 11 Menara Yayasan Tun Razak 200 Jalan Bukit Bintang 55100 Kuala Lumpur Messrs. Azmi & Associates 14th Floor Menara Keck Seng 203 Jalan Bukit Bintang 55100 Kuala Lumpur Tel : +603-8026 8888 Fax : +603-8024 7997 INCORPORATED 5 August 1994 WEBSITE ADDRESS www.heitech.com.my AUDITOR Messrs. Hanafiah Raslan & Mohamad Level 23A Menara Millenium Jalan Damanlela Pusat Bandar Damansara Damansara Heights 50490 Kuala Lumpur CIMB Bank Berhad 10th Floor Bangunan CIMB Jalan Semantan Damansara Heights 50490 Kuala Lumpur AmIslamic Bank Berhad & Ambank Berhad Level 18 Menara Dion Jalan Sultan Ismail 50250 Kuala Lumpur Bank Muamalat Malaysia Berhad 1st Floor Podium Block Menara Bumiputra No.21 Jalan Melaka 50100 Kuala Lumpur Malayan Banking Berhad Ampang Park Branch Ground Floor Ampang Park Shopping Center Jalan Ampang 50450 Kuala Lumpur Public Bank Berhad 36-40 Medan Setia 2 Plaza Damansara Bukit Damansara 50490 Kuala Lumpur Export-Import Bank of Malaysia Berhad Level 1 Exim Bank Jalan Sultan Ismail 50250 Kuala Lumpur Emirates Islamic Bank Khalifa City Branch Khalifa A Abu Dhabi P.O Box 46077 Messrs. Cheang & Ariff 39 Court@Loke Mansion 273A Jalan Medan Tuanku 50300 Kuala Lumpur Messrs. Naqiz & Partners No.42A Lorong Dungun Damansara Heights 50490 Kuala Lumpur SHARE REGISTRAR Equiniti Services Sdn. Bhd. (formerly known as MIDF Consultancy and Corporate Services Sendirian Berhad) Level 8 Menara MIDF 82 Jalan Raja Chulan 50200 Kuala Lumpur Tel : +603-2166 0933 Fax : +603-2166 0688 STOCK EXCHANGE LISTING Main Board of Bursa Malaysia Securities Berhad (Listed since 20 November 2000) Stock Code: 5028 Stock Name: HTPADU 14th Floor, Exchange Square Bukit Kewangan P.O. Box 11023 50670 Kuala Lumpur Tel : +603-2034 7000 Fax : +603-2710 2308 AGM HELPDESK Siti Fatihah Md Yunus Tel :+603-8601 3127/ +603-8601 3129 Fax : +603-8024 7997 page 18 HeiTech Padu Berhad Annual Report 2013 GROUP STRUCTURE HeiTech e*Business Solution Sdn. Bhd. (100%) Integrated Healthcare Solutions Sdn. Bhd. (100%) HeiTech Defence Systems Sdn. Bhd. (100%) HeiTech i-Solutions Sdn. Bhd. (100%) HeiTech Managed Services Sdn. Bhd. (100%) WHOLLY OWNED SUBSIDIARIES HeiTech Transbiz Sdn. Bhd. (100%) Inter-City MPC (M) Sdn. Bhd. (100%) Cinix 1 Pty. Ltd. (100%) HeiTech Global Services Sdn. Bhd. (100%) Pro-Office Solutions Sdn. Bhd. (100%) HeiTech Health Services Sdn. Bhd. (100%) Notes: • The companies reflected above are operating subsidiaries, associated and investment companies. • See pages 20 to 33 of this Annual Report for detailed descriptions of HeiTech Group of Companies. • Information is accurate as at 30 April 2014. page www.heitech.com.my 19 SUBSIDIARY COMPANIES DAPAT Vista Sdn. Bhd. (80%) Educational Trend Sdn. Bhd. (73.72%) P.T. Intercity Kerlipan (70%) Motordata Research Consortium Sdn. Bhd. (60%) ASSOCIATE AND INVESTMENT COMPANIES Vantage Point Consulting Sdn. Bhd. (50%) InTech Solutions Pvt. Ltd. (49%) HeiTech International LLC (40%) E-Komoditi Sdn. Bhd. (40%) Peladang HeiTech Sdn. Bhd. (39%) Fask Capital Sdn. Bhd. (20%) MSCL Holdings Sdn. Bhd. (19%) Saeed for Traffic Systems LLC (10%) Tricubes Berhad (4.89%) page HeiTech Padu Berhad 20 Annual Report 2013 HEITECH GROUP Company: HeiTech e*Business Solution Sdn. Bhd. CEO : Wan Zaidi bin Wan Jaafar Address : Level 2, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000/+(603) 8026 8888 Fax Number : +(603) 8024 5948 Website : www.heitech.com.my Company: Integrated Healthcare Solutions Sdn. Bhd. CEO : Mohd Sultan bin Abdul Majeed Address : D 2-15-3, Jalan Multimedia 7/AJ, Citypark, i-City 40000 Shah Alam, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000/+(603) 8026 8888 Fax Number : +(603) 8024 3140 Website : www.h2care.com.my Color code C: 100% M:96% Y:28% C: 12% M:58% Y:96% K:16% C: 100% M:100% Y:100% K:100% K:1% Company: HeiTech Health Services Sdn. Bhd. TM CEO : Mohd Sultan bin Abdul Majeed Address : Level 7, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000/+(603) 8026 8888 Colour code: C: 100% M:96% Y:28% K:16% C: 12% M:58% Y:96% K:1% C: 52% M:44% Y:44% K:9% C: 100% M:100% Y:100% K:100% Fax Number : +(603) 8024 3140 Website : www.heitech.com.my page www.heitech.com.my 21 Core Business: Products & Services: Providing System Integration Services, e-Business Solutions, Integrated Gateway Services, and Focused Software Products • Specialised Electronic Government Solution for – Immigration Security Document Issuance – Immigration Border Control Management – People Registration & Identity Management Solution – Managed Applications (Hajj Management, Will information Management, E-Fund Management, Pension Management) • e-Business Solutions – E-Commerce Business Suite – Public Service Net (PSN) • Integrated Gateway Services – Java Integrated Application Services (JIAS) • ICT Business Process Outsourcing for Document Management • Software Products (Third Party) – YellowFin Business Intelligence Software – QlikView Business Intelligence Software – SunFish Human Resource Management System – ASAP Asset Management System • Software Products (In-house built) –PintarID Core Business: Products & Services: Development of Patient Management Software for clinics and hospitals Patient Management Software for clinics and hospitals Industry: Health informatics Core Business: Products & Services: Development and integration of health informatics solutions Custom-built health informatics related application, project management, development, implementation, maintenance and operation services Industry: Health informatics page 22 HeiTech Padu Berhad Annual Report 2013 HeiTech Group Company: HeiTech Defence System Sdn. Bhd. CEO : Azhar Ismail, PMP Address : Level 2, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3236/+(603) 8601 3080, +(603) 8601 3086 (marketing) Fax Number : +(603) 8601 3079 Website : www.heitech.com.my Company: HeiTech i-Solutions Sdn. Bhd. CEO : Abdul Halim bin Md Lassim Address : G round Floor, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000/+(603) 8026 8888 Fax Number : +(603) 8024 5948 Website : www.heitech.com.my Company: HeiTech Managed Services Sdn. Bhd. CEO : Abdul Halim bin Md Lassim Address : HeiTech Village 2, No. 1, Jalan Astaka U8/81, Seksyen U8, 40150 Shah Alam, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 7843 5000 Fax Number : +(603) 7843 5228 Website : http://hms.heitech.com.my Company: HeiTech TransBiz Sdn. Bhd. CEO : Abdullah Ahmad Address : Level 12, Menara HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3391 Fax Number : +(603) 8024 7997 Website : www.heitech.com.my page www.heitech.com.my 23 Core Business: Products & Services: Simulation and Training, Beyond Line of Sight Communication and Cyber security services A comprehensive range of products and solutions for the simulation and training, wireless beyond line of sight communication technology, electronic engineering services, security and surveillance technology Industry: Defence and Security Core Business: Products & Services: Financial Services Solutions Provider • • • • • Industry: Financial Services Institutions Comprehensive Core Banking Solutions Insurance & Reinsurance Core System Comprehensive Credit Management Solutions Unit Trust & Investment Management System Data Reconcilation & Cash Management System Principal Nature of Business: Banking (Conventional & Islamic), Insurance &Takaful Core Business: ICT infrastructure solutions Industry: Financial Services Industry, Manufacturing, Retail and Public Sector Principal Nature of Business: Data Center, Network, Business Recovery Management Systems, Internet Data Center, Cloud Computing, Technology Consultancy, ICT Deployment and Maintenance Products & Services: • Managed Data Center and Disaster Recovery Services (i-Sentrix) • Managed Network & Communications Services (Padu*Net) • Desktop Management Services (Padu*DMS) • Facilities Management Services (i-Sentrix) • Customer Care/Technical Helpdesk (Padu*Care) • ICT Deployment (Pro Services) • Cloud Services (AwanHeiTech) • Consultancy & Professional Services Core Business: Products & Services: IT and Transport related solutions for various segments of Transport Sector Providing a wide range of transport related products and services in four transport segments: road, water, rail and air, including Road Transport Authority Management System, Vehicle Integrated Information System, Border Crossing Management System, Port Information Management System, Vessel Traffic Clearance System, Automated Fare Collection System, Rail Telecommunication System, Passenger Information System, Computer Based Airport Security Training System and various ICT services. Industry: Automotive page 24 HeiTech Padu Berhad Annual Report 2013 HeiTech Group Company: Inter-City MPC (M) Sdn. Bhd. CEO : Dzulkifli bin Abd Latiff Address : N o. 12, Jalan Anggerik Mokara 31/59, Seksyen 31, 40460, Shah Alam, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 5122 9745 Fax Number : +(603) 5122 4642 Website : www.intercity.com.my Company: Cinix 1 Pty. Ltd. CEO : Jacqui Neilsen Address : P .O. Box 6234, Logan Central, QLD 4114, Australia Phone Number: +(61) 07 3808 6706 Fax Number : +(61) 07 3208 9904 Website : www.cinix1.com.au Company: HeiTech Global Services Sdn. Bhd. CEO : Jonas Lind Address : Level 15, Menara HeiTech Village, USJ 1, Persiaran Kewajipan, UEP Subang Jaya, 47600 Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000 Fax Number : +(603) 8023 4051 Website : www.heitech.com.my Company: Pro-Office Solutions Sdn. Bhd. COO : Jaafar bin Sarjoo Address : N o. 23, Jalan Juruukur U1/19, HICOM Glenmarie Industrial Park, 40150 Shah Alam, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 5569 5317 Fax Number : +(603) 5569 4484 Website : www.prooffice.com.my page www.heitech.com.my 25 Core Business: Products & Services: BPO (Business Processing Outsourcing) both inside and outside Malaysia • Variable Data Document Printing (DDP) in both Black & White with Highlight Color (if need be) and full digital color • Mail Processing services for sorting & delivery of documents printed to General Post Office, which also includes Letter shopping and Direct Mailers • Record Management Services (RMS) both physical & digitisation, complete with the provision of secured mobile shredding services Industry: Financial Services, Insurance, Govt/Semi-Govt/GLC, SMEs, Automotive, Oil & Gas, Airlines, Retail Core Business: Products & Services: Writing & Supporting Software • FlexiQuote Software for the Panel Industries from Quoting through to Accounting • BodyNet Software for the Panel Industry – working shop management system Industry: Automotive Core Business: Products & Services: To drive and expand HeiTech’s International Business Products and services under HeiTech Padu Berhad Core Business: Products & Services: Variable Data Printing services & Document Handling Services and courier services • • • • Industry: Financial Services, Insurance, Govt/Semi-Govt, Telco, GLC Data & Document Processing Electronic & Physical Mail Distribution Mail Room Management Rendition Services page 26 HeiTech Padu Berhad Annual Report 2013 HeiTech Group Company: DAPAT Vista Sdn. Bhd. CEO : Nabil Abdullah Address : 8 42 & 846, Block A, Kelana Center Point, Jalan SS7/19, 47301 Petaling Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 7806 2755 Fax Number : +(603) 7803 2755 Website : www.dapat.com Company: Educational Trend Sdn. Bhd. CEO : Kartini binti Mohd Basri Address : Level 6, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000 Fax Number : +(603) 8023 4152 Website : www.edutrend.com.my Company: PT Intercity Kerlipan CEO : Fathony Zakaria Address : J l KH. Abdullah Syafei, No 7, Kp. Melayu Mesar, Jakarta Timur, 13330 Indonesia Phone Number: +(62) 21 819 5758 Fax Number : +(62) 21 856 6645 Website : www.intercity.co.id page www.heitech.com.my 27 Core Business: Products & Services: Mobile Value added Services and Applications SMS, MMS, USSD, Mobile Application and Mobile Payment Industry: IT Core Business: Education, OSS, Mobile and Web development services provider Industry: Education & IT Products & Services: OSS Development (OSS) • OSS Web Portal & Application Development (community or organisation specific) Training and Certification • Instructional Training • E-Learning Solutions (LMS, KMS) • Assessment Solution Pre-School and Special Education • Pre-school and Special Education Solutions Product Licensing and Subscriptions • ELLIS (English Language Learning Instruction System) • A.D.A.M E-Learning for Medical Studies Mobile Apps and Content Development • Mobile Development & Application Solution • Customised Content Development • Content Management System • Campus Management System • Customised Education Programme • Customised Training Programme • Change Management Programme • Curriculum Consultancy Core Business: Products & Services: Document and Data Processing, Information Technology • E-statement Software (I2S) • Courier monitoring and tracking Software (Info Track) • Business Intelligence • Document Data Processing (DDP) • IT Outsourcing • Application Development • Courier Services Industry: Banking & Financial Institutions page 28 HeiTech Padu Berhad Annual Report 2013 HeiTech Group Company: Motordata Research Consortium Sdn. Bhd. CEO : Rossita Abu Hurairah Address : Level 13, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Subang Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 8601 3000/+(603) 8026 1052 Fax Number : +(603) 8024 3140 Website : www.mrc.com.my Company: Vantage Point Consulting Sdn. Bhd. CEO : Mohd Saufi bin Hussain Address : S uite C-7-5, Megan Avenue II, No. 12, Jalan Yap Kwan Seng, 50450 Kuala Lumpur, Malaysia Phone Number: +(603) 2176 3008 Fax Number : +(603) 2176 3018 Website : www.vantage-intl.com Company: InTech Solutions Pvt. Ltd. CEO : Nayana DP Dehigama Address : E pic Techno-Village 158/1/A, Kaduwela Road Thalangama, Battaramulla 10120, Sri Lanka Phone Number: + (94) 11 288 7787 Fax Number : + (94) 11 288 7727 Website : info@epiclanka.net Company: HeiTech International LLC Address : N o 704, ICON Tower, Tecom-C, P.O. Box 454956 Dubai, United Arab Emirates Phone Number: +(971) 4 454 1088/+(971) 4 454 1077 Fax Number : +(971) 4 454 1066 Website : www.heitech-intl.com page www.heitech.com.my 29 Core Business: Products & Services: National centralised parts prices and repair times database for industry reference • • • • • Industry: Insurers and Takaful Operators, Vehicle Manufacturers and Distributors, Collision Repair Stakeholders/ Workshops Core Business: Business Consulting Services, SAP Implementation, Outsourcing and Managed Services and SuccessFactors on the Cloud Industry: SAP – almost all industries; Vantage Point – Government, Telecommunications, Utilities & Services GLCs, Motor Parts Prices and Repair Times Database Parts Analysis Reports Automotive Claims Monitor Insurance Claims Report Collision Repair Industry training programs and skills training Products & Services: SAP solutions for: • Enterprise Resource Planning (general back-office solutions for Financial, Logistics, Human Resources, Manufacturing) • Industry solutions (Oil & Gas, Health Care, Educations, Military, etc) • Supplier Relationship Management/eProcurement • Supply Chain Management • Customer Relationship Management • Business Objects/Intelligence • SuccessFactors on the Cloud Core Business: Products & Services: Data Center, Disaster Recovery & Business Continuity Managed Services • Disaster Recovery Facilities • Data Center • Business Continuity Managed Services Industry: Information and Communication Technology Core Business: Products & Services: Marketing and Business Development – Information Technology Government Solutions, focusing in the following sectors: • Transportation, Homeland Security (Immigration and Identity Management), Education, Healthcare, Defense • Incident Management System • Traffic & Road Safety Solution • Electronic Warehousing • Control Center • Car Rental Hub Industry: Automotive page 30 HeiTech Padu Berhad Annual Report 2013 HeiTech Group Company: E-Komoditi Sdn. Bhd. CEO : S. Sivaji Address : S uite 4B, Level 4, Menara KLK, No. 1, Jalan PJU 7/6, Mutiara Damansara, 47810 Petaling Jaya, Selangor Darul Ehsan, Malaysia Phone Number: + (603) 7728 1088 Fax Number : + (603) 7728 4188 Website : www.ekomoditi.com.my Company: Peladang HeiTech Sdn. Bhd. Peladang HeiTech CEO : Hj Ahmad Puzi Bin Abu Bakar Address : 5 01, Block A, Kelana Center Point, No. 3, Jalan SS7/19, 47301 Petaling Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 7805 4394/95 Peladang HeiTech Fax Number : +(603) 7805 4715 Website : www.pheitech.com.my Company: Fask Capital Sdn. Bhd. CEO : Dato’ Nik Mod Amin Address : H -2-06 & H-2-07, Jalan SS6/16A, Dataran Glomac, Kelana Jaya, 47301 Petaling Jaya, Selangor Darul Ehsan, Malaysia Phone Number: +(603) 7880 9178 Fax Number : +(603) 7880 9127 Website: www.rmex.com.my Company: MSCL Holdings Sdn. Bhd. CEO : Steve Miller Address : Suite 5.01, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Selangor Darul Ehsan Malaysia Phone Number: +(603) 8600 2088 Fax Number : +(603) 8600 2082 Website : www.mscl.com.my page www.heitech.com.my Core Business: Software Development and Consulting Services Industry: ICT, Agriculture, Oil and gas, Manufacturing Products & Services: Malaysian Plantation Management System – GIS Integrated Plantation Productivity Management Solution Core Business: Engage in Software Development and Provisions of Web-Based Applications System and Related Traning Activities Industry: ICT 31 • eTX – B2B Platform. A comprehensive, secured endto-end procurement solution for business where the Buyers and Suppliers are seamlessly integrated • eCTS – Electronic Commodity Trading System • SCADA Integrated Hydroponic and Aqua farming Solutions • Outsourcing, In-Sourcing and managed Services • Professional Services • EA and ISP Consulting Services • GIS and Remote Sensing System Development and Consulting Services Products & Services: • Printed Documents • Hardware – Server & Printer • Primary System for Pertubuhan Peladang • The Federal Government System for Fertilisers • System Integration for PPN Machinery • Primary POS • Bulk SMS • Profiling System of Ahli Peladang • PESAN A SPPP 2014 • AMS SBPKP • LPP Website & Email • SPPP Laboratory Core Business: Products & Services: To carry on business of franchiser in all kinds of financial services and financial agents Corporate Finance & Financial Advisory Industry: Financial Institutions Core Business: Products & Services: Automotive Software • • • • Industry: Automotive Motor insurance claims Bodyshop management CRM and industry data analysis programmes Information Technology Specialists and Consultants page 32 HeiTech Padu Berhad Annual Report 2013 HeiTech Group Company: Saaed For Traffic Systems LLC CEO : Ibrahim Yousef H. Ramel Address : S47, SE14, Khalifa City A, Abu Dhabi, UAE Phone Number: + (971) 2 4149 999 Fax Number : + (971) 2 5563 333 Website : www.saaed.ae Company: Tricubes Berhad CEO : Khairun bin Zainal Mokhtar Address : S uite 13.1, Level 13, Menara Great Eastern, 303 Jalan Ampang, 50450 Kuala Lumpur, Malaysia Phone Number: +(603) 4264 4000 Fax Number : +(603) 4264 4100 Website : www.tricubes.com page www.heitech.com.my 33 Core Business: Products & Services: Accidents reporting, Traffic and roads services • Managing accident systems the reconstruction of simple accident scene and defining legal liability • Supply and Deploy of Inspectors and Supervisors (Officers) for Control and Manage Paid Parking • Providing Freeway Patrol Service, traffic escort services and road safety • Managing monitoring Portal of all processes related to vehicles • Intelligent traffic solutions Industry: Automotive, Traffic Core Business: Products & Services: Identity Authentication and Mobility solutions Hardware • Ruggedised Handled Computer with Smartcard and Biometric • Ruggedised Handled Computer with Barcode Scanner • Smartcard Expansion Module for HP iPAQ 912 • Smartcard & Biometric Access Control System • Desktop Smartcard & Biometric Reader • Desktop Smartcard Reader Industry: Government, Financial Services Institutions, Telecommunications Software • Identity Authentication Middleware for Smartcard & Biometric base System • Enterprise Mobile Middleware System • Mobile Software as a Service • Mobile enforcement, Mobile Banking, MyKad Authentication • Visitor Management for Desktop • Smartcard & Biometric Reader page HeiTech Padu Berhad 34 Annual Report 2013 SOLUTIONS & SERVICES As a Global IT Systems and Technology Services Provider, HeiTech has developed a comprehensive suites of solutions and services that are holistic, integrated and cutting-edge, covering the entire life cycle of systems, infrastructure and product development. CORE CAPABILITIES 1) S Y S T E M I N T E G R A T I O N DEVELOPMENT & APPLICATION One size does not fit all and that is why we provide end-to-end customised solutions that meet our clients’ specific needs. We use a threepronged approach which are formulating strategies that best answer the requirements of our clients, developing application systems, and finally, integrating systems of different platforms. Being an end-to-end solution provider, we offer complete project implementation services which includes project management services, systems management services, deployment services, user training, and post implementation support services. We are committed to providing 99.8% network service availability to our clients, at all times. This commitment is realised through our centralised monitoring and around-the-clock customer service. We also assist our clients to develop, build and manage network infrastructure and services. Our set of network services consists of the followings technologies: • Internet Protocol Virtual Private Network (IPVPN) • IP Broadband (DSL) •Optical • Metro Ethernet 2) IT INFRASTRUCTURE SOLUTIONS DATA CENTER SERVICES We own and manage a Tier-IV ready Data Centre providing world class services of developing, building and managing data centre facilities for our clients. The combination of experience and technical certification such as Information Security Management System (ISO/IEC 27001:2005), Quality Management System (ISO/IEC 9001:2008) and Information Technology Service Management System (ISO/IEC 20000-1:2011) has enabled us to provide a high standard of quality that meets the demand of organisations in terms of service level, availability, data integrity and security. Our suite of Data Centre Services consist of:• Internet Data Centre Services NETWORK SERVICES As Malaysia’s largest non-telecommunications service provider, our network services support multi-protocol applications in one secured private network. Our network infrastructure also consists of multiple telecommunications and trunk carriers. This network diversity enables us to offer excellent connectivity and availability to our clients. •3G •4G CLOUD COMPUTING SERVICES We offer flexible cloud computing services, tailored to our client’s specific business requirement - from building a private cloud, hosting cloud infrastructure to managing shared cloud services. Our cloud computing services help streamline clients’ budgets as they are economically-friendly on capital expenditure, hardware refresh cycles and hardware-software operations and maintenance expenses. Our suite of cloud services consists of:• Infrastructure as a Service – Virtual Private Server – Virtual Private Data Centre • Data Centre Management Services • Storage as a Service • Infrastructure Development & Management Services • Disaster Recovery as a Service • Data Protection as a Service • Business Recovery Management Services • Desktop as a Service • Security as a Service page www.heitech.com.my INDUSTRY FOCUS Capitalising on over two decades of experience in both public and private sectors, we have diversified our solutions to include industries such as National Security, Transport, Financial Services, Healthcare, and Defence. 35 DEFENCE • Simulated Interactive Maintenance Aid • Integrated Training & Tactical Command Control System • Security Assessments Services • Weapon Management & Surveillance System OUR SPECIFIC SOLUTIONS NATIONAL SECURITY • PINTAR ID – People Registration & Life Cycle Information Management – Population Information Exchange System – Immigration Border Control Management – Immigration Travel Document Production and Issuance VALUE-ADDED BUSINESSES Our expertise goes far beyond our traditional range of products and services. We offer our clients a comprehensive range of value-added services that meet their needs. ENTERPRISE SOLUTIONS • SAP Suite of Product • Identity Authentication & Mobility Solutions TRANSPORT • Road Transport Authority Management System (RTAMS) • Electronic Commerce • Vehicle Information System Integration (VISI) CONTENT DEVELOPMENT • Web Portal Application Development • Driver Information System • Fuel Management System • Fleet Management System • Automatic Number Plate Recognition • Middleware Products • Interactive Product Training • Mobile Application Solutions • Single Window Ship Clearance System BUSINESS PROCESS OUTSOURCING • Manual Mail Processing • Maritime and Port Logistics Solution • Electronic Bill Presentment • Automatic Fare Collection • Record Management Services • X-Screen Computer Based Training • Digital Printing Services • Aviation Lighting Solution • Will Document Management FINANCIAL SERVICES • Islamic Integrated Computerised Banking System OTHER e-GOVERNMENT RELATED SOLUTIONS • Inter-Agency Link-Up System • Conventional Integrated Computerised Banking System • Pension Management System • Insurance & Reinsurance Integrated System (Life, General, Takaful) • Postal Management System • Credit Management Solutions • Investment Management System HEALTHCARE • Hospital Information System • GP Clinics Patient Management System • Hajj Management System page 36 HeiTech Padu Berhad Annual Report 2013 BOARD OF DIRECTORS From Left to Right: Dato’ Dr. Mohamed Ariffin Bin Aton, Dato’ Mohd Fadzli Bin Yusof, Tan Sri Dato’ Sri Abi Musa Asa’ari Bin Mohamed Nor page www.heitech.com.my 37 From Left to Right: Haji Ghazali Bin Awang, Syed Agel Bin Syed Salim, Sulaiman Hew Bin Abdullah, Ahmad Noor Bin Sulong (Group Company Secretary), Dato’ Mohd. Hilmey Bin Mohd Taib *Not in the picture – Wan Ainol Zilan Binti Abdul Rahim page 38 HeiTech Padu Berhad PROFILE OF DIRECTORS DATO’ MOHD HILMEY BIN MOHD TAIB S.I.M.P, D.I.M.P, S.M.P (Aged 61 – Malaysian) MBA, Cranfield Institute of Technology, United Kingdom. MSc. in Management & Strategic Entrepreneurship, Nottingham Trent University, United Kingdom. Bachelor of Economics (Hons) Accounting, University of Malaya. Chartered Accountants, Malaysian Institute of Accountants (MIA) HAJI GHAZALI BIN AWANG (Aged 67 – Malaysian) Bachelor of Commerce, University of Newcastle N.S.W. Australia. M.A Institute Agama Islam Negeri, Imam Bonjol, Padang. Member of Malaysian Institute of Accountants (MIA), Chartered Accountant (Australia) Annual Report 2013 page www.heitech.com.my Dato’ Mohd Berhad and Company on the Voluntary 39 Hilmey is Chairman of HeiTech Padu was appointed to the Board of the 5 August 1994. He is also a member of Separation Scheme (VSS) Committee. Prior to joining HeiTech, he has helmed several leadership positions in Permodalan Nasional Berhad (PNB). The last position held in PNB was as Group Chief Executive, from 1995 to 1997. Throughout his career, Dato’ Mohd Hilmey has also held several directorships in public listed companies such as Malayan Banking Berhad, Kuala Lumpur Kepong Berhad, KFC Holdings (M) Berhad, Maxis Communications Berhad, Pasdec Holdings Berhad and several other private companies of various industries prior to focusing on HeiTech Group. Haji Ghazali was appointed as Director of HeiTech Padu Berhad on 8 March 2005. He serves as Chairman of the Audit Committee and is a member of the Nomination and Remuneration Committee. He also serves as a member of Voluntary Separation Scheme (VSS) and Employee Share Option Scheme (ESOS) Committees. He started his career as an accountant with Messrs. Wilson, Bishop, Bowes & Craig, Chartered Accountants, Australia. Haji Ghazali has vast experience in accountancy, financial operations, investment and corporate services both in the public and commercial sectors. Before retiring, he served as the Group Director, Finance and Corporate Services of Kumpulan Guthrie Berhad. Currently, he serves as Chairman of the Board of Directors of Universiti Malaysia Pahang (UMP). He is also a director in KIC Oil & Gas Ltd Labuan, Fask Capital Sdn. Bhd. and several subsidiaries within HeiTech Group. Dato’ Mohd Hilmey attended all of the six (6) Board Meetings held during the financial year ended 31 December 2013. His current directorships in other public companies are in Prudential BSN Takaful Berhad, BIMB Investment Management Berhad, Bank Simpanan Nasional, Lembaga Tabung Haji Malaysia and CCM Duopharma Biotech Berhad. Haji Ghazali attended all of the six (6) Board Meetings held during the financial year ended 31 December 2013. page 40 HeiTech Padu Berhad Profile of Directors SYED AGEL BIN SYED SALIM (Aged 68 – Malaysian) Associate Member, Institute of Chartered Secretaries and Administrators DATO’ MOHD FADZLI BIN YUSOF D.P.M.T. (Aged 69 – Malaysian) Diploma in Communications, Advertising and Marketing from the Communication, Advertising and Marketing Foundation United Kingdom Annual Report 2013 www.heitech.com.my Syed Agel was appointed as Director of HeiTech Padu Berhad on 1 January 1995. He serves as a member of the Audit Committee. He started his career with the Auditor General’s Office in 1969. He served Dunlop Malaysian Industries Berhad in 1974 and after nine (9) years of service in various capacities, he then joined Permodalan Nasional Berhad (PNB) in 1983 as the Finance and Management Audit Manager and served PNB for seventeen (17) years. He subsequently retired as a General Manager of Amanah Saham Nasional Berhad in July 2000. Dato’ Mohd Fadzli was appointed as Director of HeiTech Padu Berhad on 7 October 2005. He serves as Chairman of Risk Management Committee. He started his career in broadcasting with Radio Malaysia and joined British Broadcasting Corporation, United Kingdom from 1970 to 1976. He was appointed as Head of Marketing for Bank Bumiputra (M) Berhad from 1976 to 1981. He then joined Malaysian National Insurance Sdn. Bhd. as Deputy General Manager and later moved to Bank Islam Malaysia Berhad as General Manager in 1984 specifically to set up the first Malaysian takaful operation. He left Bank Islam Malaysia Berhad to spearhead Syarikat Takaful Malaysia Berhad as the Chief Executive Officer and Director until September 2005. page 41 His directorship in other company within the HeiTech Group is in Inter-City MPC (M) Sdn. Bhd. He attended all of the six (6) Board Meetings held during the financial year ended 31 December 2013. He is currently a member of the Board of Trustees, Sultan Mizan Royal Foundation, a member of the Board of Directors, Mains Zakat Sdn. Bhd., and the Academic Fellow of University College Insaniah, Kedah. He also serves as member of the Board of Directors, Amana Takaful PLC, Sri Lanka and Amana Takaful Maldives Ltd. His directorships in other companies within the HeiTech Group are in HeiTech i-Solutions Sdn. Bhd. and Motordata Research Consortium Sdn. Bhd. Dato’ Mohd Fadzli attended all of the six (6) Board Meetings held during the financial year ended 31 December 2013. page 42 HeiTech Padu Berhad Profile of Directors TAN SRI DATO’ SRI ABI MUSA ASA’ARI BIN MOHAMED NOR P.S.M, S.S.A.P, S.I.M.P, D.I.M.P, S.M.P (Aged 64 – Malaysian) MBA University of Birmingham United Kingdom, Bachelor of Economics (Hons) University of Malaya, D.D.A University of Birmingham, United Kingdom DATO’ DR. MOHAMED ARIFFIN BIN ATON D.S.S.A (Aged 68 – Malaysian) BSC. (Hons) in Chemical Engineering, Certificate of Professional Orientation, Certificate Process Engineering, Certificate Refinery Economics and PhD in Chemical Engineering Annual Report 2013 www.heitech.com.my Tan Sri Dato’ Sri Abi Musa Asa’ari was appointed as Director of HeiTech Padu Berhad on 17 October 2006. He serves as a member of the Nomination and Remuneration and Employee Share Option Scheme (ESOS) Committees. He started his career in the Malaysian Civil Service as Assistant Director in the Public Service Department in 1973. He then served in the National Bureau of Investigation, National Institute of Public Administration and Petroleum Development Unit of the Prime Minister’s Department before being appointed as the Deputy Budget Director in the Ministry of Finance in 1995. In 1998, he joined Federal Agriculture Marketing Authority (FAMA) as the Director General and subsequently as Secretary General at the Ministry of Agriculture and Agrobased Industry from 2001 before he retired in 2006. Dato’ Dr. Mohamed Ariffin has been appointed as Director of HeiTech Padu Berhad on 5 September 2011. He serves as a member of Risk Management Committee. He started his career with ESSO Refinery as a Process Engineer from 1970 until 1972. He then served Institute Technology Mara in 1971 as a Part-Time Lecturer and later joined University Kebangsaan Malaysia for almost 18 years. In 1989, he joined Petronas Research & Scientific Services Sdn. Bhd. and was the Managing Director from 1993 to 1996 before joining Standards and Industrial Research Institute of Malaysia (SIRIM) Berhad as the President and Chief Executive from 1996 to 2007. page 43 He is currently the Chairman of Universiti Pendidikan Sultan Idris. His current directorships in other public and private companies include in Lembaga Koko Malaysia, Konsortium Perikanan Nasional Berhad, Pelikan International Corporation Bhd. and Platinum Energy Sdn. Bhd. Tan Sri Dato’ Sri Abi Musa Asa’ari attended five (5) Board Meetings held during the financial year ended 31 December 2013. His current directorships in other public and private companies are in Kumpulan Peransang Selangor Berhad, Perisai Petroleum Teknologi Berhad, Malaysian Technology Develoment Corp Sdn. Bhd., Core Competencies Sdn. Bhd., Gryphon Energy Sdn. Bhd., Neural Manufacturing Sdn. Bhd., KASS International, MTN Sdn. Bhd., Senstech Sdn. Bhd., UNISEL and National Measurement Centre. Dato’ Dr. Mohamed Ariffin attended all of the six (6) Board Meetings held during the financial year ended 31 December 2013. page 44 HeiTech Padu Berhad Annual Report 2013 Profile of Directors SULAIMAN HEW BIN ABDULLAH (Aged 64 – Malaysian) Barrister-at-Law, Lincoln’s Inn London Sulaiman Hew was appointed as a Director of HeiTech Padu Berhad on 30 July 2013. He also serves as a member of Nomination and Remuneration Committee with effect from 17 April 2014. He was called to the Bar in 1975 and commenced practice in the same year. He is currently the Managing Partner and also the Founder Partner of Hamzah, Sulaiman & Partners. Prior to joining HeiTech, he served as an independent director on the board of several public listed companies including Trinity Corporation Berhad, Ganad Corporation Berhad and Europlus Berhad. Sulaiman Hew attended three (3) Board Meetings held during the financial year ended 31 December 2013. WAN AINOL ZILAN BINTI ABDUL RAHIM (Aged 60 – Malaysian) Bachelor Degree of Accounting (Hons), University of Malaya. Master Degree in Commerce, University of New South Wales, Australia. Diploma in Islamic Studies, International Islamic University Malaysia. Member of Malaysian Institute Accountants. Past member of Australian CPA and The Institute of Internal Auditors Malaysia Wan Ainol Zilan was appointed as a Director of HeiTech Padu Berhad on 6 August 2013. She serves as a member of the Audit Committee. She currently serves as a Director of MayQuest Sdn. Bhd. Wan Ainol Zilan joined Permodalan Nasional Berhad as system accountant and her last position was as the Head of Finance and Administration. Prior to joining MayQuest, she served Cycle & Carriage Group of Companies as the Group Internal Auditor. Wan Ainol Zilan attended three (3) Board Meetings held during the financial year ended 31 December 2013. None of the Directors has: • Any family relationship with Director and/or major shareholders of HeiTech Padu Berhad, except Syed Agel bin Syed Salim and Dato’ Dr. Mohamed Ariffin bin Aton by virtue of being Nominee Directors of Permodalan Nasional Berhad. • Any conflict of interest with HeiTech Padu Berhad. • Any convictions for offences within the past ten (10) years other than traffic offences. page www.heitech.com.my 45 PROFILE OF GROUP COMPANY SECRETARY AHMAD NOOR BIN SULONG Group Company Secretary (MAICSA 7062155) (Aged 40 – Malaysian) Bachelor of Laws (Hons), MIM-CPIPM Ahmad Noor, currently serves as the Group Company Secretary of HeiTech Padu Berhad. He is an Associate Member of the Malaysian Institute of Chartered Secretaries and Administrators (MAICSA), and has vast experience across diversified industries including publishing, newspaper, construction, and card services. Ahmad Noor is also the Group General Counsel, leading the legal affairs, intellectual property and regulatory compliance portfolio. page HeiTech Padu Berhad 46 Annual Report 2013 EXECUTIVE COMMITTEE Dato’ Mohd Hilmey Bin Mohd Taib Chairman Harris Bin Ismail Zohan Zuki Bin Mohd Zuki Group Chief Executive Officer Group Chief Operating Officer page www.heitech.com.my DATO’ MOHD HILMEY BIN MOHD TAIB Chairman Dato’ Mohd Hilmey’s profile is contained in the “Profile of Directors” section as set out on pages 38 to 39 of this Annual Report. 47 HARRIS BIN ISMAIL ZOHAN ZUKI BIN MOHD ZUKI Group Chief Executive Officer Group Chief Operating Officer (Aged 53 – Malaysian) MBA, Southern California University, USA. (Aged 44 – Malaysian) Bachelor of Law (Honours), Universiti Kebangsaan Malaysia. Prior to joining the HeiTech Group in 2000, Harris was involved in various industries including finance and securities, manufacturing, construction and educational services. Starting as a Business Strategist in Padusoft, previously a wholly-owned subsidiary of HeiTech, he was later appointed as Senior Vice President for Corporate Development of HeiTech in 2005 and was later in charge of the non-core IT business in 2006. After successfully transforming the Group and improved profit contribution, he was appointed as the CEO of HeiTech e*Business Solution Sdn. Bhd. in 2009, focusing on the development of the Homeland Security, Defence, Healthcare and Education sectors. At the end of 2011, Harris was appointed as the Group CEO of HeiTech to oversee the development of HeiTech Group especially on the development of the overseas market. Zohan is currently the Group Chief Operating Officer of HeiTech and responsible for driving the business operation of HeiTech Group. He brings more than twenty (20) years of experience from the legal and financial industry and has served in various management positions, focusing on legal affairs, investment services and investor relations. He started his career as an advocate and solicitor with leading corporate law firm Messrs. Zuki, Gandhi & Amin. Prior to joining HeiTech, Zohan served Hwang-DBS Securities Berhad as an Assistant Manager of Compliance and Legal. His career in HeiTech began as the Head of Investment Services & Investor Relations in 2002. In 2004, he was appointed as Executive Director for Inter-City MPC (M) Sdn. Bhd., a subsidiary of HeiTech and later was promoted to the position of Managing Director in 2007. page 48 HeiTech Padu Berhad Annual Report 2013 Executive Committee Wan Zaidi Bin Wan Jaafar Ahmad Bin Abdul Ghani Chief Executive Officer, HeiTech e*Business Solution Sdn. Bhd. Director, Corporate Services Ahmad Nasrul Hakim Bin Mohd Zaini Chief Financial Officer Abdul Halim Bin Md Lassim Chief Executive Officer, HeiTech Managed Services Sdn. Bhd., and HeiTech i-Solutions Sdn. Bhd. page www.heitech.com.my 49 AHMAD NASRUL HAKIM BIN MOHD ZAINI AHMAD BIN ABDUL GHANI Chief Financial Officer Director, Corporate Services (Aged 37 – Malaysian) Chartered Accountant, Malaysian Institute of Accountant (MIA). CPA Australia. Bachelor of Commerce (Accounting), University of New South Wales, Sydney, Australia. (Aged 57 – Malaysian) Bachelor of Arts with honours in Psychology, Universiti Kebangsaan Malaysia. Nasrul joined HeiTech in 2002 and was appointed as Vice President of Group Finance Services Division in 2008 and later as Chief Financial Officer in 2009. Prior to HeiTech, he had worked with Deloitte Malaysia where he managed financial assurance, business advisory and consulting engagements for clients from manufacturing, property and banking industries. Actively involved in NGOs, he currently acts as an advisor to Dyslexia Association dedicated to enhance the gifts of dyslexic children through information technology. Ahmad is the Director of Corporate Services and also serves as the Chief Executive Officer of HeiTech Academy. He has thirty (30) years of experience in human resource management and development across diversified industry including banking, manufacturing, and services in local and multinational companies. ABDUL HALIM BIN MD LASSIM WAN ZAIDI BIN WAN JAAFAR Chief Executive Officer, HeiTech Managed Services Sdn. Bhd., and HeiTech i-Solutions Sdn. Bhd. Chief Executive Officer, HeiTech e*Business Solution Sdn. Bhd. (Aged 42 – Malaysian) Bachelor of Arts in Social Studies with honours in Accountancy Studies from the University of Exeter, United Kingdom. Chartered Accountant, Malaysian Institute of Accountants. Certified Public Accountant, Malaysian Institute of Certified Public Accountants. Abdul Halim joined HeiTech in 2000 as Finance Manager responsible in assisting HeiTech during its flotation exercise. Prior to joining HeiTech, Abdul Halim was attached to Hanafiah Raslan and Mohammad for five (5) years performing auditing, corporate finance and corporate recovery related assignments. In HeiTech, he served as Chief Financial Officer and Vice President in 2002 and later promoted to Senior Vice President in 2005. In 2008, he was appointed as CEO of HeiTech Managed Services (HMS), focusing on endto-end ICT Infrastructure solutions. In 2013, he was also entrusted as CEO of HeiTech i-Solutions Sdn. Bhd. to oversee the financial services industry. Abdul Halim is a council member of the Malaysian Institute of Certified Public Accountants (MICPA) and also serves as the Chairman of the Young Certified Public Accountants of MICPA. (Aged 54 – Malaysian) Bachelor of Science in Education (Hons) and Major in Mathematics, University of Malaya. Wan Zaidi began his career in Permodalan Nasional Berhad (PNB). In his three decades of service with PNB and HeiTech, he has held several senior positions in both organisations. Wan Zaidi has been directly involved in the transformation programs of the public sector, particularly the Road Transport Department, the Immigration Department and the National Registration Department. Wan Zaidi is currently tasked to lead HeiTech e*Business Solution (HeB), to explore and create new business areas with internet technologies through web based services for the public and private sectors. page 50 HeiTech Padu Berhad Annual Report 2013 OUR ACCOLADES Innovative Company of the Year Award (Information Security) by Cyber Security Malaysia (2010 & 2012) ISO/IEC 27001:2005 Information Security Management System Certification (since 2006) Certificate of Merit at NACRA (2006, 2007, 2010 & 2011) Capability Maturity Model Integration (CMMI) Level 3 Certification (since 2006) ISO/IEC 20000-1:2005 Information Technology Service Management System (since 2010) 3 Stars Award National Quality Control Circle (2003) Industry Excellence Award (Industrial Products & Technology) at National Annual Corporate Report Awards (NACRA) (2008 & 2009) MIM Silver Award (2008) Frost & Sullivan Malaysia Telecoms Award (2007) Best Exhibition Booth Award Minggu Saham Amanah (2002) Enterprise 50 Award (1999 & 2000) MS ISO 9001:2008 Quality Management Systems Certification (since 1998) page www.heitech.com.my 51 Indirectly contributed to the success of our client, Public Service Department in achieving:- Indirectly contributed to the success of our client, Immigration Department of Malaysia in achieving:- • IT Premier Award for Public Sector (2006) – Pensions Online Workflow Environment System (POWER) • MS ISO 9002 Certification for passport processing Indirectly contributed to the success of our client, National Registration Department in achieving:• ISO/IEC 27001:2005 Information Security Management System Certification (2009) • IT Premier Award (2000) • The Prime Minister’s IT Award (2000) • Best Call Centre Services Award (2000) • Home Ministry Quality Award • IT Premier Award (1999) Indirectly contributed to the success of our client, Road Transport Department in achieving:• PIKOM (Computer Industry’s Association of Malaysia) Award (1997) • Public Service Innovation Award (1996) • Special Public Service award for IT (1995) page 52 HeiTech Padu Berhad Annual Report 2013 SIGNIFICANT EVENTS 15 May 2013 Blood Donation Drive (Lobby, Menara HeiTech Village) HeiTech blood donation drive was initiated in collaboration with the National Blood Centre to increase awareness on the need and the importance of blood donation among the staff. 18 June 2013 Special Japanese Delegation Visit to MRC Malaysia (Menara HeiTech Village, Subang Jaya) HeiTech through its subsidiary company, Motordata Research Consortium (MRC) had received a special business visit from delegations of The Jiken Centre Co. Ltd, a business partner based in Japan on 18 June 2013. They were briefed on HeiTech’s expertise and experience particularly on the facilities and infrastructure of HeiTech Data Centre. 26 June 2013 HeiTech Padu Berhad 18th Annual General Meeting (Grand Dorsett Subang Hotel, Subang Jaya) HeiTech Padu Berhad held its 18th Annual General Meeting (AGM) at Grand Dorsett Subang Hotel, Subang Jaya on 26 June 2013. page www.heitech.com.my 53 11 July 2013 Majlis Semarak Ramadan HeiTech (Menara HeiTech Village, Subang Jaya) HeiTech held its Majlis Semarak Ramadan which was attended by members of the Board of Directors, as well as Management and staff, at Level 9, Menara HeiTech Village. Staff had the privilege of listening to a lecture on Ramadan by Sheikh Mohammed Abdul Aziz Ghonim, Mufti Tanta, Egypt. 24 August 2013 ‘Rumah Terbuka Aidilfitri Bersama Pelanggan 1434H’ (Dewan Sri Siantan, Putrajaya) HeiTech organised its Rumah Terbuka Aidilfitri Bersama Pelanggan 1434H at Dewan Sri Siantan, Putrajaya which hosted over 1200 guests consisting of customers and corporate partners. They were feted with varieties of traditional food and also entertained by guest artists with Hari Raya and contemporary songs. 30 August 2013 Majlis Jasamu Dikenang, Tuan Haji Safiee Mohamed (Menara HeiTech Village, Subang Jaya) HeiTech hosted a farewell ceremony for its former Executive Director, Tuan Haji Safiee Mohamed who retired on 31 August 2013. The ceremony was attended by the Chairman, Executive Committee Members along with staff members. page 54 HeiTech Padu Berhad Annual Report 2013 Significant Events 11 September 2013 Special Visit by H.E U Aye Myint, Minister of Republic of Union of Myanmar (Menara HeiTech Village, Subang Jaya) On 11 September 2013, HeiTech had received a special business visit from a Minister of Republic of Union of Myanmar, H.E U Aye Myint, and his entourage delegation as a way to promote HeiTech products and services to overseas potential customers. 18 September 2013 Appreciation Ceremony to HeiTech BODs (Grand Dorsett Hotel, Subang Jaya) HeiTech bids farewell to three members of its Board of Directors; Dato’ Ab Halim Mohyiddin, Ou Shian Waei and Tuan Haji Safiee Mohamed through a small but intimate farewell dinner at Grand Dorsett Hotel Subang. 30 November 2013 Academic Visit from UiTM Shah Alam, Selangor HeiTech is honored to received an academic visit by a group of Information Technology students of UiTM Shah Alam, Selangor. The final year students visited HeiTech to get some insights and inputs in order to complete their final year project. www.heitech.com.my 8 December 2013 Flood Aid Mission (Lobby, Menara HeiTech Village) As a responsible corporate citizen, HeiTech made financial contribution for essential supplies and facilitation of relief work to flood victims, during the second wave of floods at the affected areas in the East Coast. 12 January 2014 HeiTech Kick-off 2014 (The Summit Hotel, Subang Jaya) HeiTech started-off the year with its annual kick-off event with the theme “Accelerating Growth-Be Creative, Be Innovative”. The event was attended by the staff and management of HeiTech Group. 6 March 2014 Bowling Tournament (Ampang Bowl, Summit USJ) Kelab Kakitangan HeiTech organised a bowling tournament for the staff in its continuous effort of promoting work-life balance. page 55 page 56 HeiTech Padu Berhad Annual Report 2013 CORPORATE MILESTONES 1990 + 1995 2000 + 1994 1999 2003 • The Company began its journey as an Electronic Data Processing Division (EDP) of Permodalan Nasional Berhad (“PNB”). The EDP division was then incorporated under the name of PNB Training and Resort Management Sdn. Berhad and became a wholly-owned subsidiary of PNB. • The Company changed its name to HeiTech Padu Sdn. Berhad following the strategic transition (“MBO”) and the drive to keep abreast with rapid changes in the competitive global IT business. • Launched of Employee Share Option Scheme. • The Company secured an IT outsourcing contract from PNB. 2004 1995 • The Company changed its name to PNB Information Technologies Sdn. Berhad (“PNB IT”). 1997 • The Company underwent a Management-Buy-Out (“MBO”), through Padujade Corporation Sdn. Bhd., acquired 65% of shares from PNB, becoming the holding company of PNB IT. 1998 • T h e C o m p a n y b e g a n i t s metamorphosis into an independent commercial entity. PNB IT was retained as the name of the Company. • PNB IT obtained its MS ISO 9001:2000 Quality Management Systems Certification from SIRIM QAS International. 2000 • The Company changed its name to HeiTech Padu Berhad (HeiTech), in line with its status as a public listed company. HeiTech began its first trading on the main board of the Kuala Lumpur Stock Exchange (“KLSE”) currently known as Bursa Malaysia Securities Berhad. 2002 • Operated from its new corporate headquarters, Menara HeiTech Village in USJ 1, Subang Jaya. • R a t i o n a l i s a t i o n o f H e i T e c h Subsidiaries. • Secured the first international project from the Department of Immigration and Emigration Sri Lanka. • Diversified its business with the acquisition of Inter-City MPC (M) Sdn. Bhd., a business process outsourcing company. 2005 • Implementation of Key Results Area and Key Performance Indicators. 2006 • Ventured into electronic media and content development business through the acquisition of Electronic Media Airtime Services Sdn. Bhd. • HeiTech became the first local IT company to be certified with Information Security Management System (“ISMS”) (ISO/IEC 27001:2005) from SIRIM QAS International. page www.heitech.com.my + 57 2005 + 2010 + 2007 2010 • Incorporation of InTech Solutions, a joint venture company in Sri Lanka, to explore IT related business in South Asia. • Enhanced its business portfolio in the Middle East and North Africa by the acquisition of 50% equity in Horizon LLC, Abu Dhabi, United Arab Emirates (UAE). • Expanded its reach in the region by acquiring PT HeiTech Intercity Kerlipan in Indonesia. 2008 • Launched of HeiTech’s Tier-IV friendly Data Centre by YAB Dato’ Sri Mohd Najib Tun Hj. Abdul Razak, Deputy Prime Minister of Malaysia. • Sale and Leaseback of Menara HeiTech Village. • Strengthen its position as global IT player by acquisition of 10% equity in Saeed LLC, Abu Dhabi, United Arab Emirates (UAE). • H e i T e c h c o l l a b o r a t e d w i t h Microsoft Corp. to explore the possibility of providing state-ofthe-art IT based consumer health services in Malaysia. • HeiTech became the first local IT company to adopt Systems Applications and Products (“SAP”) for its internal financial, logistic and human resources systems. 2011 • Extended its business in the AsiaOceania region with the acquisition of Cinix1 Ptd. Ltd. In Brisbane, Australia. • HeiTech collaborated with Thales Nederland, a leading global technology player in integrated naval systems to explore the possibility of developing Combat Management System for the Royal Malaysian Navy. 2015 • Enhanced its regional presence in Thailand, China, Hong Kong, Singapore and Vietnam by the acquisition of 20.1% equity in Grand-Flo Solution Berhad, a leading brand in Enterprise Data Collection and Collation System solutions. 2012 • Extended its global reach to Myanmar, Brunei and Ghana by providing system integration services. 2013 • Disposal of shares in EMAS Group of Companies and Grand-Flo Solution Berhad. • Incorporation of HeiTech Global Services Sdn. Bhd. to strengthen our international presence. • Incorporation of HeiTech Transbiz Sdn. Bhd. focusing on automotive solutions for the Automotive industry. • Acquisition of DAPAT Vista Sdn. Bhd. • Acquisition of Pro-Office Solutions Sdn. Bhd. (via Inter-City (M) Sdn. Bhd.). page 58 HeiTech Padu Berhad Annual Report 2013 TRADE MARKS WARNING NOTICE NOTICE is hereby given that HEITECH PADU BERHAD GROUP OF COMPANIES (hereinafter referred to as ‘the Proprietor’) is the registered trademark owner and proprietor of all rights in the trademarks depicted below (‘the said trademarks’). The registrations and applications of the said trademarks in Malaysia are as follows:- Trade Mark HEITECH HeiTechVillage PaduNet Registered Trade Mark (Class) Trade Mark Number 9 03000700 16 03000698 35 03000699 37 03000701 38 03000702 39 03000703 41 03000705 42 03000704 9 03000690 16 03000693 35 03000691 37 03000692 38 03000697 39 03000694 41 03000695 42 03000696 16 03000707 35 03000706 16 03002862 37 03002863 38 03002849 42 03002853 9 03002861 41 03002854 Pending Grant Registration (Class) Application Number * * * * * * * * page www.heitech.com.my Trade Mark Padu*DMS 59 Registered Trade Mark (Class) Trade Mark Number 9 03002856 16 03002850 42 03002855 Pending Grant Registration (Class) Application Number * * * Denotes all Trade Marks applied are registered and active TAKE NOTICE that legal proceedings will be commenced against any party exporting, importing, manufacturing, selling, offering for sale, advertising or dealing in the said goods or services bearing the said trademarks not originating from the Proprietor. The Proprietor will not hesitate to make any complaints to the Enforcement Unit of the Ministry of Domestic Trade & Consumer Affairs for raids to be carried out on infringers. The Proprietor shall also lodge complaints with the authorities seeking appropriate remedies under the Trade Descriptions Act 1972. Trade enquiries regarding genuine goods or services with the said trademarks can be referred to HEITECH PADU BERHAD of Level 15, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, P.O. Box 3086, 47509 Selangor Darul Ehsan or care of:CHEANG & ARIFF Advocates & Solicitors Trademark, Patent and Industrial Design Agents (Solicitors for HeiTech Padu Berhad Group of Companies) page HeiTech Padu Berhad 60 Annual Report 2013 SIMPLIFIED SELECTED FIVE (5) YEARS GROUP REVIEW 2013 RM’000 2012 RM’000 2011 RM’000 2010 RM’000 2009 RM’000 Network Services Fees 84,672 92,662 84,442 92,767 101,876 System Application and Development 65,081 77,822 48,355 51,330 58,675 Sales of Hardware and Software 75,018 63,592 39,595 129,834 52,443 Disaster Recovery and Facility Management Services 35,330 47,991 45,972 44,302 28,764 – – – 182 82 116,120 83,309 90,161 76,427 112,028 30,269 29,152 28,226 23,756 27,393 REVENUE Imaging and Record Management Services Maintenance of Hardware, Software and Application Bulk Mailing Charges Television Content Services – – – 14,781 11,337 7,328 1,001 1,373 531 7,583 413,818 395,529 338,124 433,910 400,181 2013 RM’000 2012 RM’000 2011 RM’000 2010 RM’000 2009 RM’000 7,936 3,357 17,203 17,295 2.0% 1.0% 4.0% 4.3% Others PROFITABILITY (Loss)/Profit Before Tax (RM’000) (31,438) (Loss)/Profit Before Tax Margin (%) -7.6% (Loss)/Profit After Taxation (RM’000) (33,349) 4,840 6,060 10,341 10,816 (Loss)/Profit Attributable to Shareholders (RM’000) (30,826) 3,742 6,586 8,892 9,969 0.045**** 0.04**** 0.08*** 0.09** Earnings per Share (RM) * Based ** Based *** Based ****Based on on on on the the the the weighted weighted weighted weighted -0.32**** average average average average of of of of 100,011,000 100,428,000 100,716,600 101,225,000 ordinary ordinary ordinary ordinary shares shares shares shares of of of of RM1.00 RM1.00 RM1.00 RM1.00 each each each each 2013 RM’000 2012 RM’000 2011 RM’000 2010 RM’000 2009 RM’000 Total Assets (RM’000) 480,287 528,521 508,791 489,166 463,319 Non-Current Assets (RM’000) 193,084 216,236 219,472 210,827 249,491 Net Current Assets (RM’000) 96,489 95,597 92,334 128,167 47,731 1.51 1.44 1.47 1.85 1.29 ASSETS EMPLOYED Current Ratio Debt/Equity Ratio (%) Shareholders’ Fund (RM’000) Net Tangible Assets per Share (RM) Share Capital (RM’000) + Based ++ Based +++ Based ++++Based on on on on paid-up paid-up paid-up paid-up capital capital capital capital of of of of RM100,011,000 RM100,428,000 RM100,716,600 RM101,225,000 107.5% 104.2% 109.6% 68.2% 57.6% 175,672 206,547 202,855 202,856 208,588 1.53++++ 1.86++++ 1.89++++ 1.95+++ 1.99++ 101,225 101,225 101,225 100,716 100,428 page www.heitech.com.my 61 FIVE (5) YEARS GROUP PERFORMANCE HIGHLIGHTS Revenue Profit Before Taxation (RM’000) (RM’000) 500,000 20,000 400,000 400,181 433,910 395,529 413,818 338,124 300,000 17,295 17,203 7,000 3,357 7,936 -6,000 200,000 -19,000 100,000 -32,000 (31,438) 0 -45,000 09 10 11 12 13 09 Profit Attributable to Shareholders Total Assets (RM’000) (RM’000) 15,000 10 12 13 750,000 9,969 8,892 3,000 6,586 3,742 600,000 -9,000 450,000 -21,000 300,000 -33,000 (30,826) -45,000 463,319 528,521 489,166 508,791 480,287 150,000 0 09 10 11 12 13 09 10 Shareholders’ Fund Net Tangible Assets (RM’000) (RM’000) 250,000 250,000 200,000 11 208,588 206,547 202,856 202,855 200,000 175,672 150,000 150,000 100,000 100,000 50,000 50,000 0 11 12 13 199,906 196,119 191,723 188,711 154,456 0 09 10 11 12 13 09 10 11 12 13 page 62 HeiTech Padu Berhad Annual Report 2013 REVIEW OF OPERATIONS THE BUSINESS OF HEITECH PADU BERHAD IS THE REALISATION OF A GIVEN POTENTIAL TO ITS MANY POSSIBILITIES. LEVERAGING ON MORE THAN A DECADE OF DECENT TRACK RECORD, EXPERIENCE AND EXTENSIVE KNOWLEDGE OF THE LOCAL IT INDUSTRY, HEITECH PADU BERHAD (HEITECH) STANDS AS ONE OF THE NATION’S MAJOR IT PLAYERS. ASPIRING TO BECOME MALAYSIA’S TECHNOLOGY BASED CONGLOMERATE, HEITECH TODAY IS ONE OF MALAYSIA’S BIGGEST HOMEGROWN IT COMPANY. At HeiTech, we recognise there’s greater resilience required to weather the business landscape; shaping for greater specialisation in key markets segment, expansion of products and services, building international business foundation and enabling business transformation through technology as key strategies. The business world is a dynamic space: what works today may not be relevant tomorrow. With ICT, the pace is accelerated even more. In today’s market environment, there is no choice but to move fast and be agile. The business of HeiTech is about the realisation of a given potential to its many possibilities. innovative solutions; we do a lot more for our customers by expanding our knowledge and insights into customers’ needs, integrating solutions, quality delivery of services and accelerating new-product developments. We target to deliver services that will improve communications and allow our customers to realise much greater value from our technology for better growth prospects. When our customers grow, we hope to grow with them. The business environment has altered fundamentally; tomorrow’s landscape will be different, but no less rich in potential for those who are prepared. HeiTech offers innovative total solutions in transforming businesses from manually driven processes to automated systems and finally towards an effective and comprehensive information systems which allows critical business decisions to be made more precise and timely. We believe our customers’ success depends on sound technology support and by synergising energies of our skilled people with We aim to unleash the potentials of our clients by offering the best solutions as we measure our success by the success of our customers. As an attestation of our credentials, we pride ourselves as one of the key players in elevating the Public Sector services to what it is today, by leveraging on our system integration strength and capabilities. www.heitech.com.my page 63 The core business pillars of HeiTech are the systems integration, managed data centre services and managed network. HeiTech has ventured into other emerging businesses such as content development and distribution, data management and processing and electronic commerce. This complimenting business portfolio allows HeiTech to grow towards large scale outsourcing business and hence positioning HeiTech as a Technology Conglomerate providing end-to-end solutions. page 64 HeiTech Padu Berhad Annual Report 2013 Review of Operations PERFORMANCE REVIEW: FYE 31 DECEMBER 2013 This past year, Malaysia’s ICT (information and communications technology) market, operated and sustained against a backdrop of a recovering global economy and the temporary slowdown leading up to the country’s 13th general election (GE 13) in May. The latter part of 2013 also saw a national Budget and the announcement of goods and services tax (GST) that are expected to play a key role in reducing the country’s fiscal deficit. This will place a very large emphasis on the ICT industry to support the successful adoption of this ‘developed country taxing model.’ For 2013, it was expected that the ICT market spending to pose single-digit growth. Within the business world, local organisations have been receptive and expe r im ent al in some c a se s, towards ‘transformational technologies’ such as cloud computing, and big data – developments that are being fuelled by the on-going enterprise mobility trend. The technology industry is highly susceptible to economic variances because so much of technology spending today is discretionary, versus in the past when enterprise spending dominated. 2013 was indeed a challenging year for HeiTech considering that HeiTech is now at a cross road in its journey to ensure its sustainability and survival in today’s challenging and rapidly changing ICT business environment. For the past 3 years, HeiTech was all about managing sustainability within a recuperating economy, saturated market and prudent spending by the Public Sector. Among the many change affecting the ICT industry of Malaysia in particular are the downsizing of new contracts and quantity of development projections but we at HeiTech are always optimistic about the track record we have already built in the markets in which we operate. All efforts were focused on realigning the Group’s operations and securing new projects for the years to come. HeiTech have established active sales pipelines of RM2.49b from its various sectors with targets to secure recurring business from existing customers while gaining new business from both new and existing customers. “HeiTech is always optimistic about the track record we have already built in the markets in which we operate.” page www.heitech.com.my Against this backdrop, HeiTech believes that whilst strengthening and reinforcing its corecompetency, it must also strategically diversity its business portfolio. We are however reminded by the many illustrations that the world economy is volatile and the recovery process is a marathon race, not a sprint. Even though HeiTech is one of the premier ICT partner for the Malaysian public sector, it does not in any way hinder it from exploring other opportunities abroad. HeiTech believes as a trusted and respected ICT service provider in Malaysia, it is high time that it too spread it wings and compete globally. We are proud to declare that the year 2013, saw HeiTech traversing foreign shores in the form of providing niche expertise to clients in East Asia, the Middle East and Africa, leveraging on the experience as one of the key players in elevating the Public Sector services to what it is today. Globally, there are emerging signs of improvements in the economy. Latest economic indicators also suggest further stabilisation in the growth performance in Asia. Notwithstanding these improvements, considerable structural challenges remain in the advanced economies, which would constrain the prospect for a stronger economic recovery. For 2013, the Group’s financial performance has been segregated into continuing operations and discontinued operations following its decision to dispose one of its subsidiaries in the financial year ended 31 December 2013. The subsidiary was previously reported under the television content services segment in the prior financial year. 65 Revenue Profit Before (RM’000) (RM’000) 500,000 20,000 400,000 400,181 433,910 395,529 413,818 338,124 300,000 7,000 -6,000 200,000 -19,000 100,000 -32,000 0 -45,000 09 10 11 17,2 12 13 09 Profit Attributable to Shareholders Total Assets (RM’000) (RM’000) 15,000 In 2013, the Group’s 9,969 revenue 8,892 from 6,586 its continuing operations increased 3,000 by RM18.3 million or 5% to RM413.8 million as compared to RM395.5 million -9,000in 2012. Major portion of the increase is due from the maintenance charges for both hardware -21,000 and software and system application and also the sales of hardware and software which -33,000 im proved by 39% and 18% respectively in 2013 as compared t -45,000 o 2012. These sectors have recorded an increase of RM32.8 m i l l i o n a n d 09 R M 1 1 . 410 m i l l i o11 n respectively. However, system application and development Shareholders’ Fund of RM65 reported lower revenue million in 2013 as opposed to (RM’000) RM77.8 million in 2012. 750,000 Profit Before Tax (PBT) from continuing operations for 2013 fell 3,742 from RM7.9 million to a loss 600,000 before tax of RM31.4 million. The drop in profits is due to increase in project 450,000 development costs in one of the public sector project which was duly completed in 2013. 300,000 Other contributors to the Group loss are due to rising direct and operational costs. This is worsened by 150,000 sharp (30,826) decline in profits from network m a i n t e n a n c e p r o j e c t s0 a n d reduction in network services 12 13 revenue. 09 Net Tangible (RM’000) 250,000 200,000 463, 250,000 208,588 206,547 202,856 202,855 200,000 175,672 150,000 150,000 100,000 100,000 199, page 66 HeiTech Padu Berhad Annual Report 2013 Review of Operations Historically, our returns has been driven by the success in retaining the loyalty of public sector’s customer while breaking new ground in new areas of business. In 2014, aggressive steps are being taken and to rise above the challenges of fierce competition in the more than ever saturated market of ICT industry is the main focus of HeiTech. Also to mitigate the raising issues, the Group is seeking out more business opportunities for higherend specialised implementations such as electronic government products and services in niche markets in hope to further enhance the Group’s service deliverables. The Group will diversify into niche markets, like that of the Middle East, as well as expand our international collaborations and involvement to generate profits for the years to come. Driven by strategic business expansion decisions, HeiTech actively collaborates with both the commercial sector and government agencies within various countries leveraging on its International Strategic Business Group (ISBG) represented by its partners and international investment companies such as PT HeiTech Intercity Kerlipan in Indonesia, Epic Lanka Pvt Ltd and InTech Solutions Pvt. Ltd. in Sri Lanka, Cinix 1 Pty. Ltd. in Australia, SAAED For Traffic System LLC in Abu Dhabi and HeiTech International LLC in Dubai, United Arab Emirates. HeiTech has stepped up efforts towards further improvising a cost-efficient operation structure and working capital management programs. page www.heitech.com.my 67 SECTORIAL BUSINESS The public sector in fiscal 2013 remains the larger contributor of revenue marking at 63% of total revenues while private sector contribution is 37%. Major contributor for the 2013’s public sector percentage was the revenue from the JPJ MySikap project, revenue from maintenance of hardware and software for JPN and from maintenance of Sukhoi Simulator. Efforts has been doubled to increase contribution from the private sector and to reduce dependency on the public sector. The BSN Core Banking project contributed further towards private sector revenue contribution to the Group revenue. 76% of our network services is from the private sector contribution. This is good progress towards reaching out to the private sector market as the network services is the Group’s second major contributor to the Group revenue stream in 2013. We remain optimistic for 2014. This optimism is backed by the interest shown by growing enterprise and the public sector in cloud computing and ICT-friendly budget measures. The Malaysian Government has been pursuing a long-term plan with the ambition to achieve high-income status by the end of the decade, with ICT playing a critical role. This underscores the Government's prioritisation of ICT, the importance of ICT to the Government’s vision of the future, and the initiatives by the Government to provide online services. These government-led efforts are a significant factor in ICT's transformational impact on the economy and on society at large. Furthermore, with the growing number of SMEs needing greater access to information and technology, more cost effective Cloud computing software, is seen as having great potentials to help more SMEs to bridge the great digital divide. HeiTech intend to leverage on its expertise and innovative solutions in cloud computing, big data, mobility and social media, to propel the Group further to greater heights. Although an equitable diversification of business between the public and private sector are preferred, taking into consideration the cyclical factors in demands and increasing competition, it will not be an easy feat. Looking at the development of automation in the Malaysian public sector operations, the public sector will still be the major driver of earnings growth for HeiTech as long as the Government continues to improve its delivery system via ICT. Continuous efforts are doubled to ensure HeiTech Padu Berhad is still a household name in the ICT scene of public sector. To broaden the earnings base HeiTech actively collaborates with both the commercial sector and government agencies within various countries to further explore markets outside Malaysia, leveraging on HeiTech’s experience on the electronic government transformation projects with the Malaysian public sector. Sectorial Revenue Contribution -Publics Private Sector Contribution 30% 21% 2009 2010 70% Public 34% 2011 79% Private 38% 37% 2012 66% 2013 62% 63% page HeiTech Padu Berhad 68 Annual Report 2013 Review of Operations QUALITY OF REVENUE The quality of revenue is quantified by its recurring or otherwise nature over a period of more than one year. In essence, it is an indicator for the sustainability of the Group to generate a stable return to the shareholders. An example of recurring revenue would be maintenance services for existing customers that previously employ our system integration services. Nonrecurring revenue such as System Integration services, which is generally acknowledged as the major contributor in terms of earnings are a few and hard to come by over the years. This is due to stiff competition, cyclical demand and with more off-the-shelf solutions available in the market. In 2013, proportions of recurring and non-recurring revenue remain the same as 2012. HeiTech has registered recurring revenue of 63% out of total revenue in respect of 2013. However, in term of quantum, the value of recurring revenue has improved by 5% as compared to 2012. In 2013, there is an increase by 4% of non-recurring revenue, mainly contributed by increase in sale of hardware and software and systems application and development revenue. This nonrecurring revenue would usually be the entry-point for possible opportunities of new non-recurring revenues and may translate into future recurring revenues on the maintenance of the systems delivered. Having a good balance between recurring and nonrecurring projects supports continuous growth of the Group where the non-recurring revenues may lead to potential recurring revenues in the years to come. CONTRIBUTION OF BUSINESS ACTIVITIES Revenue Contribution by Business Activities (RM’000) System Integration 2013 2011 Recurring vs Non-Recurring Revenue Contribution (RM’000) Recurring 450 400 196 130 142 300 250 270 266 237 200 249 253 150 50 2009 2010 32% 2011 2012 2013 45% 2009 25% 2010 68% Recurring Revenue 36% 36% 2011 55% 46 223 131 By breaking the revenue based on the above, it can be concluded that the main driver of the Group is from Systems Integration followed by Managed Services and Other Services. System Integration remains the main contributor yielding RM256 million in 2013 being 100 0 258 To analyse the business activities contribution more simplistically, the core revenue are consolidated into System Integration, Managed Services and others. By this definition, activities are associated through consequential relationship with one another. For example, System Maintenance Services post completion of System Integration and Application Development (SIAD) are included under System Integration. 147 89 350 178 137 39 2009 Non-Recurring 130 30 2010 225 141 30 Others 256 120 38 2012 Managed Services 2012 74% Non-Recurring Revenue 2013 64% 64% page www.heitech.com.my 69 62% of Group contribution. Looking back through the years, System Integration despite stiff competition, cyclical demand and the availability of more off-theshelf solution available in the market, it has proven a record of steady revenue contribution. In 2013, HeiTech’s System Integration revenue improved by 14% consistent with the increase in total revenue. In 2013, System Integration Services overall revenue improved by 14% despite the drop by 16% from its System Integration revenue contribution. This reduction is due to the completion of the development phase for the MySikap, Jabatan Pengangkutan Jalan (JPJ) Revamp project in 2013. Maintenance services revenue increased by 39% from RM83 million in 2012 to RM116 million in 2013. SYSTEM INTEGRATION SERVICES Trading on the other hand, is the most volatile revenue stream due to differences in requirements from one System Integration project to another. In 2013, sales of hardware and software increased by 18% mainly contributed from the increase in trading income mainly due to delivery of hardware and software to BSN Core Banking project and passport re-order from the Government of Sri Lanka. System Integration Revenue Analysis (RM million) Trading 75 2013 2011 2010 2009 116 65 64 2012 System Application & Development Maintenance 83 78 40 MANAGED SERVICES 90 48 Managed Services Revenue Analysis (RM million) 130 76 51 52 59 112 Imaging 35 2013 The System Integration business consists of the system application and development (SIAD), trading of hardware and software (“Trading”) and maintenance services. Generally, System Integration would entail an upgrade of hardware and software to support the new system. This is packaged together to ensure smooth delivery of the system. Maintenance services are provided post development and implementation to maintain the system at its optimum level of performance. Based on the trend within the last five years, Maintenance Services is one of the major contributors to this business. 46 2011 2010 2009 0.2 0.1 44 29 Network Services 85 48 2012 HeiTech was built on System Integration. Our notable success came from the 3J projects where the Group made its mark as one of the premier System Integrator in Malaysia. Arguably, the Group had played a part in opening the door for other home grown System Integrator by establishing market confidence in the local player with our track record. On the other hand, the Group has also created more competitors in the domestic market over the years due to the same reason. Disaster Recovery 59 93 84 93 102 Managed Services is the Group’s main staple for fixed and recurring revenue. Intrinsically, this business provides a defensive earning to the Group against the more high profile and volatile contribution from System Integration business. Managed Services in 2013 represents 29% of the Groups revenue contribution. Managed Services in 2013 consists Network Services and Disaster Recovery. The main contributor from this revenue stream is Network Services which contributed RM84.6 million in 2013. A reduction of 9% from 2012 is mainly due to non-renewal of some of the contracts which expired during the year. CORPORATE RESPONSIBILITY HeiTech is committed to the principles of responsible corporate citizenship. We believe that Corporate Responsibility (CR) is an integral part of its business culture. As a responsible corporate entity, we are always looking at ways in which we can contribute meaningfully to our key CR thrust on education and community development. Besides the aforementioned, our CR program aims to contribute to capacity building, human capital development and intellectual enhancement. Whilst striving for business excellence, HeiTech continuously inculcates good CR practices in all its endeavours. By consistently applying CR in our business processes, it will not only contribute towards economic prosperity, but also to the growth of the community. As CR is a continuous process, we pledge to renew and strengthen our commitment to be a responsible and accountable organisation. Our holistic CR approach focuses on four main areas; the community, workplace, environment and marketplace. page 72 HeiTech Padu Berhad Annual Report 2013 CORPORATE RESPONSIBILITY OUR COMMITMENT TO THE COMMUNITY At HeiTech, we are committed in supporting the creation of communities which are prosperous, sustainable, educated and healthy. We believe this can be achieved by conducting our business in an ethical way and in the interest of said communities. 1. Youth and Educational Development • HeiTech’s involvement in youth educational development began since 2008, when we adopted Sekolah Kebangsaan Kertau (SK Kertau) in Maran, Pahang, as part of the ‘Empowerment of Youth Generation Program’. With this initiative, we played our role in improving the educational standards of rural students, by providing them with opportunities to excel in their education. The program continued and in 2010, twelve (12) more schools were funded under the ‘UPSR Excellence Program’. We invested these schools with educational seminars, tutorial classes, and sports program. We believe through these initiatives, we had made a big impact in the lives of students in the community. • Y e t a n o t h e r f a c e t o f o u r E d u c a t i o n a l Development initiative was the opening of our doors to make industrial visits possible. Students from selected colleges and universities were given the opportunity to make industrial visit to our world-class IT infrastructures and facilities. Participants were briefed on several breakthrough achievements and solutions, ranging from Software Development, ICT Architecture & Infrastructure Solution, Network Solutions and Desktop Management. It is our hope that these visits will ignite the interest and fuel the passion of the next generation of IT specialist. • HeiTech’s Scholarship Program was established in 2008 and since its establishment, the number of selected students progressively increase from one (1) to eight (8) students in 2013. As the adopted students of HeiTech, there were given the opportunity to benefit from HeiTech’s education allowances, books and other things that relate to their educational purpose. HeiTech have consistently monitors their academic performance in achieving our long term vision to nurture the adopted students to be future leaders equipped with necessary knowledge and skills. • We also have conducted HeiTech’s Internship Program which aimed to immerse students from both local and overseas universities into the dynamic work environment, providing them real life experience of what they will face in the real working world by exposing them to the various facets of the organisation in a program which lasted between six (6) to thirty (30) weeks. This program is designed to match the students’ interest and abilities, and at the same time to impart pertinent knowledge and direct tangible skills that will help them decide which facet of the ICT industry best fits their career aspirations. page www.heitech.com.my 73 2. Social Development and Philanthropy • Since early 2000, HeiTech has been a strong advocate of saving lives through voluntary blood donation initiatives. Annually, we hold an open day where our employees, tenants and residents around Subang Jaya area can donate blood. This annual initiative, exemplifies the need for all Malaysian to fulfil their social obligation and to also support the National Blood Bank. • Philanthropy remains an important aspect in our CR effort. Ideally, all requests are evaluated and scrutinised to meet stringent criteria. We are serious in our efforts to build goodwill for the company through offering our value proportion across all segments of society, embracing our corporate value and in-line with the Government and regulatory policies. Our beneficiaries range from schools, universities, NGOs, orphanages, and others. page 74 HeiTech Padu Berhad Annual Report 2013 CORPORATE RESPONSIBILITY OUR COMMITMENT TO THE WORKPLACE We firmly believe that people are the cornerstone of our organisation’s success. In support of our main asset, we have invested in creating a conducive working environment for all our employees. We pride ourselves in providing them with avenues to enhance their personal and professional development. We ensure that competencies of each individual are mapped according to their aptitude. At the same time, we take the necessary measures to retain high calibre individuals who contribute to the growth and bottom line of the organisation. This is in line with our corporate goal to provide rewards based on performance. first aid. In addition, we have also organised health awareness programs such as medical check-ups and talks to foster health conscious workforce. 3. Work-Life Balance In an ideal situation, employees seek out jobs that provide an element of flexibility, creativity, and growth. Work life balance is a crucial consideration for HeiTech, as we believe happy employees result in optimum productivity, improved morale and reduction in turnover and absenteeism. In showing our concern in giving morale support, we have embarked on initiative to invite financial institutions and organisation to promote and market their products to our employees such as Maybank, BSN, CIMB, Citibank, Celcom and others. Another recent initiative in promoting work-life balance is through the launching of HeiTech Cares Program where we become a corporate member to hotels like Tune Hotels, Awana Kijal, Cherating, TH Travels & Tours and few other hotels around the world, so each staff can enjoy a special rate when they are away for holiday with their family and loved ones under the program. 1. Human Capital Development We welcome people with diversified skills, experiences, and approaches that we can infuse into our business, to promulgate a creative environment. Each employee’s potential is primed to develop their competitive prowess and measured through a structured measurement of Key Result Area (KRA) and Key Performance Indicator (KPI). Employees are empowered by their participation in training courses that equip them for leadership roles and sharpening of business acumen. As an ICT company, we take pride in ensuring that our skilled people are technically competent in meeting the ICT industry standards. We also take great effort to ensure that our technical and operation engineers are equipped with up-to-date knowledge and expertise by encouraging them to pursue proper certification to complement their skills. 2. Conducive and Safe Working Environment We place paramount importance on our employees’ wellbeing; hence we always aim at maintaining a conducive and safe working environment. The formulation and enforcement of HeiTech’s established Occupational Health and Safety (OHS) Policy ensure all employees are aware of their roles and responsibilities in their work environment. Our OHS Policy complies with the Occupational Safety and Health Act 1994 (OSHA 1994) and the Occupational Safety and Health (Safety and Health Committee – SHC) Regulations 1996. To ensure full compliance, we provide training and awareness programs on occupational health and safety matters related to manual handling, hazard identification, fire drills, fire fighting, and 4. Communication with Employees Employees’ engagement has always been our top priority, as we believe that engaging employees at every level of the business results in higher performance, an essential element to achieving our business objectives. Various communication channels such as Corporate/Business Updates, Employees Surveys, the Appraisal and Career Development Plan, Award/Recognition programs and the implementation of two-way communication tools were used to communicate the company goals. The programs organised by HeiTech to enhance communications with employees include:• Corporate Kick-Off • Internal Satisfaction Survey • Retention Programs – Chairman’s Award and Long Service Award • Dual Communication Platform • Business Update Session page www.heitech.com.my 75 THE CHAIRMAN’S AWARD 2013 We honour those who have gone above and beyond their duty towards the success of HeiTech. The Chairman’s Award is conferred to individuals or teams that displayed exceptional performance in achieving the company’s objectives. The Chairman’s Award has been divided into four (4) categories:• Chairman’s Product Innovation Award ✓ Winner – P intarID (HeiTech e*Business Solutions Sdn. Bhd.) ✓ First Runner-up– JIAS Integration Services (HeiTech e*Business Solutions Sdn. Bhd.) ✓ Merit – V ehicle Information System Integration (HeiTech TransBiz Sdn. Bhd.) • Chairman’s Service Excellence Award ✓ Winner – Data Centre Service Team on MySIKAP Revamp System (HeiTech Managed Services Sdn. Bhd.) ✓ Merit – G IANT WAN Project (HeiTech Managed Services Sdn. Bhd.) THE LONG SERVICE AWARD 2013 We are always humbled by those who have stayed loyal and persevered through the years. In appreciation of those who have dedicated themselves to HeiTech’s success, we have initiated the Long Service Program since 2002. This year, one (1) employee has received his thirty (30) years of service recognition while four (4) more received the recognition for twenty (20) years of service and forty four (44) received for ten (10) years. The Long Service Award recipient for 30 years of service is as follows:• WAN ZAIDI BIN WAN JAAFAR The Long Service Award recipients for twenty (20) years of service are as follows:• ZULKEPLI BIN JAAFAR • ARNA BIN MOHD YAMAN • NOR HASIMAH BINTI ISMAIL • ZAINAL BIN HJ. JASIMAN The Long Service Award recipients for ten (10) years of service are as follows:SUHAIZAR BINTI OSMAN NORITA BINTI MOHD YUNOS MOHD SANUAL BIN KAHARUN HADRUL AKMAR BIN AHMAD NOR HUDA BINTI IBRAHIM FADHLIL NIZAM BIN AB GANI MOHD AZIZI BIN MOHAMED MISMAN ZURAINI BINTI ANNUAR SHARIFAH ALINA BINTI SYED ALWI MOHD KHAIRUSSALLEH BIN MOHAMAD KASINI SALAMAT BIN ADISNABI KHAIRUL AZIRA BINTI KHAIRUDDIN AIDA BINTI ABDUL RASHID FAIZUL BIN MOHAMAD AMIR HANIFF BIN HALIM FARYNA BINTI AHMAD MANSUR MOHD SUHAIMI BIN SALLEH MEGAT SHAMSUL AMAIZ BIN MEGAT AZAM SABRI BIN SENIN MOHAMED KAMIL BIN ABDULLAH LENNY RUBY ANAK ATAI MUHAMMAD JASMIL BIN DASAH SITI MAZLIN BINTI MASROM RUZIATI BINTI ISMAIL IRINA BINTI RAMLI ZULKARNAIN BIN KAMALUDIN EDZUINA BINTI MOHD SHARIF LIM THIAM HUAT ZULKARNAIN BIN SAARI MOHD AZUAN BIN TAHIR MOHD AKBAR BIN ROSNEE NOOR AZMI BIN MOHD SANI DZULHANAN BIN ZAINAL ABIDIN NORZALIMI BIN ABU BAKAR HASWANDI BIN ASRUL ROZAIDAH BINTI MAION SITI FARAH HUDANI BINTI AB. HADI MOHD HAFIZUL BIN IBRAHIM MUSA BIN ABDULLAH MOHD FAIRUZ FAIZAL BIN ZAINAL KHADIJAH BINTI ABDUL RAHMAN NORAIZAM BIN BADRON ZOHAN ZUKI BIN MOHD ZUKI HO KENG HONG page 76 HeiTech Padu Berhad CORPORATE RESPONSIBILITY OUR COMMITMENT TO THE ENVIRONMENT We are committed towards the conservation of the environment, with special focus on environmental management. For this initiative, we focused on improving the quality of life for all Malaysians by meeting their growing ICT demands while reducing the impact on the environment these communities live in. Some of the initiatives to support this include:• Ultra Energy saving devices at data centres resulting in more efficient energy usage. • HeiTech observed Earth Hour on Saturday, 29 March 2014; an initiative to promote environmentally sustainable action, through non-utilisation of all non-essential lights for a full one hour in our HQ, Menara HeiTech Village. Annual Report 2013 page www.heitech.com.my 77 OUR COMMITMENT TO THE MARKETPLACE We are in the business of delivering innovative solutions to our customers and the public. In 2013, we continued to demonstrate our commitment in realising this through various initiatives such as active engagement with stakeholders, taking the role of key opinion leader in the ICT industry and delivering excellent services. 1. Active Engagement with Stakeholders We believe in synergising our capabilities and experience with our industry leading partners’ technologies. Complementing this synergistic relationship is our deep understanding of our customers’ requirements and the industry. Thus mix, we believe, resulted in excellent delivery to our customers. As such in 2013, we have actively engaged our stakeholders that included customers, partners, suppliers and Government regulators. Event details as below:- Event : LUNCH and LEARN Date : 5 March 2013 Partner :Symantec Attendees : Internal (Account & Sales team) Event : HeiTech Executive & Technology Update – 2013 Business Outlook Date : 18 April 2013 Partner :IBM Attendees : Customer (Public Sector) Event : HeiTech VIP Golf Tournament Date : 19 May 2013 Partner : VIP Towers Attendees : Customer (Public Sector) page 78 HeiTech Padu Berhad Annual Report 2013 AUDIT COMMITTEE REPORT The Board of Directors of HeiTech Padu Berhad is pleased to present the Report of the Audit Committee (“Committee”) for the financial year ended 31 December 2013. COMPOSITION OF MEMBERS The Committee comprises of Non-Executive Directors of the Company, the majority of whom are Independent. The composition of the Committee includes members of the Malaysian Institute of Accountants (MIA) as prescribed in the Accountants Act 1967. The Committee comprises of the following members: Name of Committee Members Status of Directorship Tan Sri Dato’ Mohd. Zuki bin Kamaluddin (Deceased on 17.03.2013) Independent Non-Executive Director Dato’ Ab. Halim bin Mohyiddin (Resigned w.e.f. 27.05.2013) Independent Non-Executive Director Tuan Haji Ghazali bin Awang Chairman of the Committee Independent Non-Executive Director Tuan Syed Agel bin Syed Salim Non-Independent Non-Executive Director Puan Wan Ainol Zilan binti Abdul Rahim (Appointed on 06.08.2013) Independent Non-Executive Director TERMS OF REFERENCE OF THE COMMITTEE 2. Functions and Responsibilities 1.Objectives The Primary function of the Committee is to assist the Board of Directors in fulfilling the following objectives: a. F i n a n c i a l t r a n s p a r e n c y a n d operational efficiency of the Group; The functions and responsibilities of the Committee are: a. Financial Reporting Review of the Group’s quarterly and year-end financial statements prior to deliberation and approval by the Board, focusing on: b. I n t e g r i t y o f t h e f i n a n c i a l a n d operational reporting processes and procedures of the Group; and • The nature and impact of any changes in accounting policies and practices; c. Compliance with: • Significant adjustments; • Listing Requirement of the Bursa Malaysia Securities Berhad (BMSB); • Securities Commission Policies and Guidelines on Issue/Offer of Securities; and • A c c o u n t a b i l i t y a n d a u d i t requirements of the Malaysian Code on Corporate Governance. • The going concern assumptions; and • C o m p l i a n c e w i t h F i n a n c i a l Reporting Standards, the Listing Requirements of BMSB and other legal requirements. page www.heitech.com.my 79 b. Internal Audit • Review the Internal Audit program and results of the Internal Audit activities, and ensure appropriate actions are taken on the recommendations of the Internal Auditor; • Review the adequacy of the Internal Audit function, plan, scope, competency and resources, and that it has necessary authority to carry out its work; • Review the performance of the Internal Audit function; • Approve the appointment and termination of Head of the Internal Audit; and • Provide opportunity for internal audit staff members who have resigned to submit their reason. From left to right: Tuan Syed Agel bin Syed Salim Tuan Haji Ghazali bin Awang *Not in the picture – Puan Wan Ainol Zilan binti Abdul Rahim page HeiTech Padu Berhad 80 Annual Report 2013 Audit Committee Report c. External Audit • Discuss the nature and scope of the audit with the External Auditor prior to the commencement of audit; • Discuss issues and observations arising from the interim and final audits, and any matters the auditors may wish to discuss without the attendance of management, whenever deemed necessary; • Review the External Auditor’s Management Letter and management response; and 4. Reporting of Breaches to the Listing Requirement 5. Conduct and Attendance of Meeting Meetings are conducted at a minimum, four (4) times annually and also as and when required during the financial year. The quorum for a meeting requires at least two (2) Independent Non-Executive Directors to be present. The Company Secretaries serve as the Secretary to the Committee and provide the necessary administrative and advisory services for the effective functioning of the Committee. Prior to each meeting, the Secretaries will ensure the agenda, minutes of meeting, audit reports, financial reports and supporting papers are distributed to members with sufficient notification. The Head of Internal Audit and Chief Financial Officer shall attend the meetings. Other Board members, Senior Management and employees may attend the meetings upon invitation of the committee. • R e c o m m e n d t h e n o m i n a t i o n o r r e appointment of the External Auditors, the audit fee and termination. d. Related Party Transaction Review related party transactions that may arise within the Company or the Group on a quarterly basis. e. Other Matters Consider other function as defined by the Board of Directors. 3. Rights and Authorities The Board of Directors has empowered the Committee, at the cost of the company, to: a. Investigate any matters within its terms of reference; b. Obtain the resources which are required to discharge its duties; c. Secure full and unrestricted access to any information pertaining to the Company; d. Direct communication channels with the External Auditors, Internal Auditors and Senior Management of the company and its subsidiaries; e. Obtain independent professional or other advice; and f. Convene meetings with the External Auditors, the Internal Auditors, or both, excluding the attendance of other directors and employees of the company, whenever deemed necessary. The Committee shall promptly report to the BMSB, if the Committee is of the view that matters reported to the Board of Directors of the Company have not been satisfactorily resolved, resulting to a breach of Listing Requirement. page www.heitech.com.my 81 During the financial year ended 31 December 2013, the Committee met (8) times. The attendances of the Committee members are as follows: Members Status Tan Sri Dato’ Mohd. Zuki bin Kamaluddin (Deceased on 17.03.2013) Independent Non-Executive Director – Dato’ Ab. Halim bin Mohyiddin (Resigned w.e.f. 27.05.2013) Independent Non-Executive Director 5/5 Tuan Haji Ghazali bin Awang Chairman of the Committee Independent Non-Executive Director 8/8 Tuan Syed Agel bin Syed Salim Non-Independent Non-Executive Director 8/8 Puan Wan Ainol Zilan binti Abdul Rahim (Appointed on 06.08.2013) Independent Non-Executive Director 3/3 SUMMARY OF ACTIVITIES Attendance b. External Audit During the financial year ended 31 December 2013, the Committee carried its duties as set out in its terms of reference, as follows: i. Review and discuss with the External Auditor’s audit plan, nature, approach and scope of the audit; and a. Internal Audit ii. Review and discuss issues arising from External Auditors’ Management Letter to the Management, Management response and External Auditors’ evaluation of the Internal Control System. i. Review and approve the Annual Internal Audit Plan; ii. Review the Internal Audit Reports on significant issues and audit findings, recommendations and management responses; c. Financial Reporting iii. Discuss on action taken to improve the effectiveness of the Internal Control System in the audit areas; i. iv. M o n i t o r t h e i m p l e m e n t a t i o n o f a u d i t recommendations to ensure that all key risks and controls issues are being addressed; ii. Review the annual financial statements and ensure compliance to the accounting standards and other requirements of relevant authorities. v. Review the Audit Committee Report, Statement on Risk Management and Internal Control and Statement of Corporate Governance for each financial year to be set out in the Annual Report; and vi. Review Internal Audit performance reports for each financial year to ensure adequacy, performance, progress, achievement and coverage of the Internal Audit function. Review quarterly financial statements prior to recommending for consideration and approval by Board of Directors; and d. Related Party Transactions i. Review related party transactions within the Company and Group, including any transactions, procedure or course of conduct that may raise questions of integrity. page 82 HeiTech Padu Berhad Annual Report 2013 Audit Committee Report STATE OF INTERNAL CONTROL The Statement on Risk Management and Internal Control furnished on pages 91 to 95 of the Annual Report provides the overview of the state of internal controls within the Group. RELATIONSHIP WITH THE EXTERNAL AUDITOR The Group through the Committee has established transparent and appropriate relationship with the External Auditors, to meet their professional requirements. Key features underlying the relationship of the Committee with the External Auditors are included in the Audit Committee’s Terms of Reference. Meetings are held during and after the year end to discuss the findings of the External Auditors and to finalise the results of the Financial Statements. INTERNAL AUDIT FUNCTION For the financial year ended 31 December 2013, the main activities of the Internal Audit include the following: a. Prepare Annual Internal Audit Performance Report and Annual Internal Audit Plan for the approval of the Committee; b. Implement the approved Annual Internal Audit Plan; c. Assess the adequacy and effectiveness of internal control systems within the Company and the Group; d. Examine and evaluate the adequacy, effectiveness and efficiency of all financial and operational control within the Company and the Group; e. A s c e r t a i n t h e a d e q u a c y o f c o n t r o l s f o r safeguarding the assets of the Company and where applicable, verify the existence of the assets owned by the Company and the Group; The Internal Audit function of HeiTech is carried out by the Audit & Assurance Division which directly reports to the Committee. It provides the Board of Directors with assurance it requires regarding the adequacy, integrity and effectiveness of the system of internal control. f. Internal auditing is carried out on a Group basis to ensure consistency in the application of policies and procedures within the Company and the Group. Internal Audit independently reviews the control processes (financial and operational controls) implemented by the management. h. Conduct ad-hoc audits upon request by the Committee and Management of the Company; A detailed Annual Internal Audit Plan is presented to the Committee for approval. The Internal Audit function adopts risks-based approach following COSO (Committee of Sponsoring Organisation of The Treadway Commission) as the Control Framework for business activity, and CoBIT (Control Objectives for Information and Related Technology) for IT related audit and prepares its audit strategy and plan based on the risk profiles of the major business units and support functions of the Group. Provide reporting and recommendations to the Management of the Company and/or the Committee and the Board of Directors on the outcome of the audits; g. Conduct follow up audit to ensure effective and timely resolution of audit issues; i. Organise internal audit training programs for Internal Auditors to enhance their audit skills and knowledge; and j. Keep the Committee informed of the progress of audit activities. This Audit Committee Report is made in accordance with the resolution of the Board of Directors dated 17 April 2014. page www.heitech.com.my 83 STATEMENT OF CORPORATE GOVERNANCE INTRODUCTION The Board is pleased to present the application of the Principles and Best Practices of Corporate Governance for the financial year ended 31 December 2013, as set out under Part I and II of the Malaysian Code of Corporate Governance (“MCCG 2012”) and Paragraph 15.25 of Bursa Malaysia Securities Berhad Listing Requirements. THE BOARD OF DIRECTORS Roles and Responsibilities of the Board The Board The Board is bestowed with duties and responsibilities to ensure the interest of shareholders are protected. The Board’s roles and responsibilities are clearly set out in the Board Charter which spells out as follows: The Board of Directors (“Board”) is composed of individuals with the appropriate skills and expertise required in order to ensure the sustainability of the business. The selection of individuals with the required mix of skills and experiences is paramount in order for the Board to be able to provide a clear and effective leadership whilst promoting and embedding good governance practices and culture. The Board selects, after recommendation from the Nomination Committee and in conformity with the Code, individuals from business, legal, financial, taxation, accounting, insurance and information technology to guide the Company in achieving its business objectives. At present, the Board consists of eight (8) members, five (5) independent and three (3) Non-Independent Non-Executive Directors. Chairman and Chief Executive Officer There is a clear division of responsibility between the Chairman and the CEO thus ensuring a balance of power and authority. The Chairman’s role is to provide leadership and ensure the effectiveness of the Board’s Governance processes, whilst the CEO manages the commercial and operational aspects of the business. • Reviewing and adopting a strategic plan for the Group; • Overseeing the performance of the management; • Monitoring and managing principal risks in the business; • Ensuring implementation of appropriate internal controls and mitigation measures; • S u c c e s s i o n p l a n n i n g management; for senior • O v e r s e e i n g t h e d e v e l o p m e n t a n d implementation of a stakeholder communication policy for the Group; and • Reviewing the adequacy and the integrity of the management information and internal control system of the Group. Code of Conduct The Directors are expected to adhere to the Code of Business Conduct and Ethics which was designed to promote the principles of integrity, sincerity, honesty, responsibility, social responsibility and accountability in order to enhance the Group’s standard of corporate governance and behaviour. The Directors are obliged to follow the code as it is a way to manifest their commitment to professionalism and integrity. page 84 HeiTech Padu Berhad Annual Report 2013 Statement of Corporate Governance Whistleblowing Policy Sustainability A whistleblowing policy has been adopted in order to ensure that concerns or wrongdoings in relation to the Group may be raised. The Audit Committee has been tasked to facilitate the investigation and proposed the appropriate action to be taken. Sustainability is paramount to the Group. Sustainability creates business value by building reputation, enhancing the morale of the employee and strengthening competitiveness. The Group adopts and implements sustainable practices which identify new initiatives and potential areas for improvement. Such practices would facilitate the minimisation of negative impacts on the business activities and be consistent with the business objective. Board of Directors Meeting The Board meets on a regular and scheduled basis, at least four (4) times a year, once every quarter, to review corporate strategies, operations and the performance of the Strategic Business Group as well as the Operating Companies within the Group. Additional meetings are held as and when required or the urgency of the matter warrants such an action to be taken. During the financial year under review, the Board met six (6) times and the details of the attendance of the Board members are set out as follows:70th 71st 72nd 73rd SP1 SP2 28 Feb 23 May 28 Aug 28 Nov 17 Apr 17 Dec Attendance No Name of Directors Designation 1 Dato’ Mohd Hilmey bin Mohd Taib Chairman / / / / / / 6/6 2 Tuan Haji Ghazali bin Awang Independent Non-Executive Director / / / / / / 6/6 3 Dato’ Mohd Fadzli bin Yusof Independent Non-Executive Director / / / / / / 6/6 4 Tan Sri Dato’ Sri Abi Musa Asa’ari bin Mohamed Nor Independent Non-Executive Director / / / / / x 5/6 5 Tuan Syed Agel bin Syed Salim Non-Independent Non-Executive Director / / / / / / 6/6 6 Dato’ Dr. Mohamed Ariffin bin Aton Non-Independent Non-Executive Director / / / / / / 6/6 7 Sulaiman Hew bin Abdullah Independent Appointed w.e.f. 30.07.2013 Non-Executive Director x x / / x / 3/3 8 Wan Ainol Zilan binti Independent Abdul Rahim Non-Executive Director Appointed w.e.f. 06.06.2013 x x / / x / 3/3 9 Tuan Haji Safiee bin Haji Mohammad Resigned w.e.f. 02.09.2013 Executive Director / / x x / x 3/3 10 Dato’ Ab. Halim bin Mohyiddin Resigned w.e.f. 27.05.2013 Independent Non-Executive Director / / x x / x 3/3 11 Ou Shian Waei Resigned w.e.f. 26.06.2013 Independent Non-Executive Director / / x x / x 3/3 page www.heitech.com.my 85 Conduct of Meetings (Board Agenda) Board Charter The Chairman of the Board and chairpersons of the Board’s committees outline the agendas for the Board and committee meetings. The Chairman and chairpersons of the respective committees review the Board and committees’ agenda respectively. In relation to the Board, each director is free to suggest items for the agenda, and each director is free to raise issues and concerns at any Board Meeting. The Board’s roles and responsibilities, as stated earlier are set forth in the Terms of Reference (“TOR” or “Charter”) For the year under review, these documents remain as the main reference in establishing clear functions, roles and responsibilities of the Board and the management of the Company. Access to Information and Advices The Board has full and unrestricted access to all information of the Group’s business and affairs to enable them to discharge their duties effectively. Management shall furnish the Board with all material information for the Board to be kept updated on the Group’s activities and its operations on a regular basis. Regular and latest updates on regulations and guidelines issued by relevant authorities on corporate matters are provided to the Board. The Board also has access to all reports on the Group’s activities, both financial and operational in which officers and employees of the Group may brief and present details to the Board, upon request. The Board has also approved a procedure for Directors, whether as a full Board or in their individual capacities, to take independent advice, where necessary, at the Group’s expense in furtherance of their duties. Group Company Secretary The duties of a Company Secretary are both extremely broad in scope and onerous. The Company Secretary provides the Board with the guidance on the discharge of their responsibilities. The Company Secretary also acts as the primary point of contact and source of advice to all directors. Ahmad Noor bin Sulong, is the Company Secretary of the Group. He is responsible to effectively manage the meetings of the Board and its committees. Besides being the Board’s compliance advisor, he is also responsible to escalate all of the Board’s resolution to the Management for its further action. The Charter contains key values, principles and ethos of the Group. Some of the salient features of the Charter would be the protocol for accepting new directorships, the division of responsibilities and powers between the Board and the management, the Chairman and the CEO and the roles and responsibilities of the committees established by the Board. The Charter is periodically reviewed by the Board and can be accessed on the Group’s corporate website. Re-election and Re-appointment The responsibility of identifying candidates for directorship and the re-election rests with the Nomination and Remuneration Committee, in accordance with its terms of reference. Potential candidates are screened for the ideal mix of capabilities, experience and expertise. Inputs from other directors are also taken into consideration in examining eligibility. Directors’ Retirement Pursuant to Section 129(2) of the Companies Act, 1965, Directors who are over the age of seventy (70) years shall retire at every Annual General Meeting and may offer themselves for re-appointment to hold office until the conclusion of the next Annual General Meeting. On Directors retirement and re-election, the Company Secretary shall advice Directors that fall within these provisions at the coming AGM, the details of Directors who are due for retirement and eligible for re-election are set out in the Notice of the AGM form page 2 of this Annual Report. page 86 HeiTech Padu Berhad Annual Report 2013 Statement of Corporate Governance Review of Performance and Independence of the Board The Board reviews and evaluates its own performance and the performance of its Committees on an annual basis. The assessment of the Board is based on specific criteria, covering areas such as the Board structure, Board operations, roles and responsibilities of the Board, Board Committee and as well as the Management performance. The Board also reviews the independence of its members to ensure that all of the independent members are able to bring their objective and independent judgement to the Board. The results of the assessment would be reported by the Nomination and Remuneration Committee to the Board and essential for the Board to form the basis of recommending relevant Director for re-election at the Annual General Meeting. • The Board is cognisance of the MCCG 2012’s recommendations on the tenure of an independent director that should not exceed a cumulative term of nine (9) years. For the year under review, two (2) directors have reached or will reach cumulative terms of nine (9) years. The Board has proposed for the retention of the two (2) directors and Independent Non-Executive Directors as follows:1. Tuan Haji Ghazali bin Awang; and Directors Training Due to the ever increasing complexities in doing business, Directors are expected to upgrade their skill sets and keep themselves abreast with the developments in the business environment as well as with any new relevant regulatory and statutory requirements to maximise their effectiveness in serving the interest of the Group. During the financial year 2013, the Directors had attended various training programmes relevant to their duties and responsibilities. Among the trainings that they had attended are:• Mandatory Accreditation Program by Bursatra Sdn. Bhd. • Wealth Creation & Preservation • Quality Initiatives Talk: “The Leadership Code for Asia” • Research Methodology by University Industry Selangor • Corporate Directors Seminar by Tabung Haji • Biosimilar, Never Ending Frontier in Bio-Business • Embracing Risks for Long Term Corporate Success – Boosting your Risk Governance by PNB Investment Institute Sdn. Bhd. • Inspiration & Innovation for Quantum Growth by Kumpulan Perangsang Selangor Bhd. • Annual Automative Insurance Industry Forum 2014 by Motordata Research Consortium. 2. Dato’ Mohd Fadzli bin Yusof DIRECTORS REMUNERATION In complying with Paragraph 7.23 of the LR of Bursa Malaysia Berhad, the details of the Directors’ remuneration for the financial year ended 31 December 2013, are as follows:Fees (RM) Executive Directors Non-Executive Directors 312,567.45 Basic Salary (RM) Bonus (RM) Benefits in Kind (RM) 617,800 71,261 79,100 Other Emoluments (RM) Total (RM) 768,161 312,567.45 page www.heitech.com.my Range of Remuneration (RM) 87 Executive 0-100,000 NonExecutive a) Audit Committee The present members of the Audit Committee are: 8 100,001-300,000 300,001-600,000 2 For the year under review there were two (2) executive directors. Tuan Haji Safiee bin Mohammad and Dato’ Mohd Hilmey bin Mohd Taib. Tuan Haji Safiee retired on 2 September 2013, whilst Dato’ Mohd Hilmey bin Mohd Taib was redesignated as a Non-Executive Director from 2 May 2013. Members Status Tuan Haji Ghazali bin Awang (Chairman) Independent Non-Executive 8/8 Tuan Syed Agel bin Syed Salim NonIndependent Non-Executive 8/8 Wan Ainol Zilan binti Abdul Rahim Independent Non-Executive Director Appointed w.e.f. 06.08.2013 3/3 Dato’ Ab. Halim bin Mohyiddin Independent Non-Executive Director Retired w.e.f. 27.05.2013 4/4 Board Committees The Board has established the following Board Committees to assist the Board in discharging its duties: • Audit Committee; • Nomination Committee and Remuneration Committee; • Employee Share Option Scheme (“ESOS”) Committee; • Voluntary Separation Scheme (“VSS”) Committee; • Technology Committee; and • Risk Management Committee. Members of these committees comply with the criteria for independence provided under the LR of Bursa Malaysia. Every committee has a separate and defined written charter and terms of reference which has been approved by the Board, describing the committee’s authorities and responsibilities. The Chairperson of each committee reports on items discussed and action taken at their meetings to the Board, after the conclusion of each meeting. All Directors are provided with an agenda and a set of Board papers prior to the Board meetings and sufficient notice is given to the Directors to review the papers and agenda for the meeting. Generally, the Board papers circulated include minutes of the previous and Committees’ meetings, quarterly and/or annual financial statements, corporate development, minutes of Board Committees’ meetings, acquisition and disposal proposals, updates from Bursa Securities, list of directors’ resolutions passed and summary of directors’ dealings in securities during the relevant financial period, if any. Chapter 14 of the LR prescribes that deliberations during the Board and Board Committees’ meetings should be properly minuted and documented by the Company Secretary. Attendance Details of the composition, terms of reference, and the Audit Committee Report are set out on pages 78 to 82 of this Annual Report. b) Nomination Committee and Remuneration Committee Members Status Attendance Tuan Haji Ghazali bin Awang (Chairman) Independent Non-Executive 2/2 Tan Sri Dato’ Sri Abi Musa Asa’ari bin Mohamed Nor Independent Non-Executive 2/2 Dato’ Ab. Halim bin Mohyiddin Independent Non-Executive Director Retired w.e.f. 27.05.2013 2/2 Sulaiman Hew bin Abdullah Appointed w.e.f. 17.04.2014 nil page HeiTech Padu Berhad 88 Annual Report 2013 Statement of Corporate Governance The Nomination and Remuneration Committee (“NCRC”) is empowered to review and make recommendations to the Board in identifying suitable candidates for Directorship. The NCRC considers various aspects which include the competencies, commitment, contribution and performance of a candidate. On top of that, the NCRC also facilitates with the Board’s induction of new members and training programmes for the Directors. The other role of the NCRC is to consider and recommend to the Board the remuneration schemes for the Directors and the CEO. The NCRC will regularly review and compare the scheme which is benchmarked against the industry. Independent directors may not receive, directly or indirectly, any consulting, advisory or other compensatory fees from the Company. Members Status Dato’ Mohd Hilmey bin Mohd Taib (Chairman) Chairman Tuan Haji Ghazali bin Awang Independent Non-Executive The Company is in compliance with the MCCG 2012 in relation to gender diversity and will select candidates that would be able to fulfil the criteria of integrity and competency, regardless of gender. c) Employee Share Option Scheme (“ESOS”) Committee d) Voluntary Separation Scheme (“VSS”) Committee Dato’ Dr. Mohamed Ariffin bin Aton NonIndependent Non-Executive Tuan Haji Safiee bin Haji Mohammad Executive Director Retired w.e.f. 02.09.2013 The Committee assists the Board in the administration and execution of the VSS scheme for the Group, if such a need arises. e) Technology Committee No. of Meeting Members Status Tuan Haji Safiee bin Haji Mohammad (Chairman)* Executive Director Retired w.e.f. 02.09.2013 Nil Tuan Haji Ghazali bin Awang Independent Non-Executive Dato’ Dr. Mohamed Ariffin bin Aton NonIndependent Non-Executive Nil Dato’ Ab. Halim bin Mohyiddin Harris bin Ismail Group Chief Executive Officer Nil Ou Shian Waei Independent Non-Executive Director Retired on 26.06.2013 Nil Members Status Tan Sri Dato’ Sri Abi Musa Asa’ari bin Mohamed Nor Independent Non-Executive Independent Non-Executive Director Retired w.e.f. 27.05.2013 This committee was set up to assist the Board in the proper implementation of the ESOS scheme under its By-Laws and Guidelines. This is undertaken with the proper execution of the ESOS, within the defined terms of reference and also with the establishment, amendment and resolution of rules and regulations relating to the scheme and its administration * Even though Tuan Haji Safiee bin Haji Mohammad retired as an Executive Director, he is still a member of the Technology Committee. page www.heitech.com.my 89 This committee was set up to deliberate on technology direction of the Company as follows:- SHAREHOLDERS i) to review, evaluate and decide on the Group’s major technology plans and strategies, including its research and development activities as well as technical and market risks associated with product development and investment; Along with good corporate governance practices, the Group is committed to provide investors and the public with comprehensive, accurate and material information on a timely basis. In line with this commitment, the company is guided by the Corporate Disclosure Guide issued by Bursa Malaysia Securities Berhad. ii) to monitor and evaluate future trends in technology that can improve the Group’s strategic plans; and iii) monitoring of overall industry trends and assessing potential new technology markets. g) Risk Management Committee (“RMC”) No. of Meeting Members Status Dato’ Mohd Fadzli bin Yusof (Chairman) Independent Non-Executive 2/2 Dato’ Dr. Mohamed Ariffin bin Aton NonIndependent Non-Executive 2/2 Harris bin Ismail Group Chief Executive Officer 2/2 Corporate Disclosure The Group through its field of expertise leverages on the use of information technology for effective dissemination of information by maintaining an official website at www.heitech.com.my which shareholders or the public can access information and updates on the Group, including public announcements, quarterly results, the Annual Report and also will be updated to include policies, shareholders rights, board charter and code of conduct in its commitment with the recommendations of the Code. Annual General Meeting The RMC works closely with the Group Risk Management Committee (“GRMC”) to deliberate on the corporate and operational risks of the Group. The GRMC implements the Risk Management Framework and Policy for the Group, assesses potential risks and monitors the risk register and reports the summary of risk management issues and initiatives to the RMC. The half yearly report is then shared with the Board Members for information and feedback. The Group recognises the importance of having effective communication with its shareholders at Annual General Meeting. Therefore, the Board allocates time and welcome questions and feedback regarding directions, operations, financials from the shareholders at the General meeting. The Board has taken initiatives for the Group to publish all relevant information to enable the shareholders to exercise their rights through the Company’s website. Investors Relations The shareholders and the public may address their queries regarding the Group to the following persons:i) Ahmad Noor Sulong (Group General Counsel & Company Secretary) – Tel: 03-8601 3000 or ahmadn@heitech.com.my ii) Rosman Mustafa Kamar (for Investor Relation and Shareholders Communication) – Tel: 03-8601 3000 or rosmanmk@heitech.com.my page 90 HeiTech Padu Berhad Annual Report 2013 Statement of Corporate Governance ACCOUNTABILITY AND AUDIT ADDITIONAL COMPLIANCE INFORMATION Financial Reporting The following information is provided in compliance with paragraph 9.25 of Bursa Malaysia LR. The Board is responsible for presenting a balanced, clear and transparent assessment of the Group’s financial performance and prospect through the quarterly and annual financial reporting to shareholders. The Group via the Audit Committee’s scrutiny, complies with the requirement applicable under the Malaysian Approved Accounting Standards Board in preparing the annual and quarterly financial statements. The Audit Committee ensures that the financial and statutory compliance aspects of the audited financial statements and adherence to internal policies and procedures prior to full deliberation at the Board level are strictly followed. External Auditors The management maintains a close and transparent relationship with the External Auditors in seeking professional advice and ensuring compliance with the applicable approved accounting standards. The role of the Audit Committee in relation to the External Auditors is found in the Audit Committee Report is on page 80 of this Annual Report. Risk Management and Internal Control The Board of Directors recognise the importance of having sound internal controls and risk management practices to good corporate governance. The Board affirms its overall responsibility for the Group’s systems of internal control and risk management, and for reviewing the adequacy and effectiveness of the same from time to time. It is to be noted that such systems is designed to identify, evaluate and manage significant risk of the Group. The Board is assisted by Audit & Assurance in the implementation of risk management processes within the Group. A Risk Management Committee, has also been set up and entrusted with the role of identifying business risks and in ensuring the implementation of the systems are in appropriate way. The statement of the Company on risk management and internal control system is set out in the Statement of Internal Control on page 92 in this Annual Report. i) Options, Warrants or Convertible Securities The Group did not issue any options, warrants or convertible securities during the financial year under review. ii) Imposition of Sanction/Penalties There were no sanctions and/or penalties imposed on the Group and/or its subsidiary companies, Directors or management arising from any significant breach of rules/guidelines/legislation by the relevant regulatory bodies during the financial year ended 31 December 2013. iii) Material Contracts Neither Group and/or its subsidiary companies had entered into any material contracts which involved Directors’ and major shareholders’ interest during the financial year ended 31 December 2013, save as disclosed under Disclosure to BMSB on page 96 of the Annual Report. iv) Non-Audit Fees The amount of non-audit fees paid to the external auditors by the Group is set out in Note 9 to the financial statements for the year ended 31 December 2013 on page 142 of this Annual Report. v) Profit Guarantee There was no profit guarantee given by the Group during the financial year ended 31 December 2013. vi) Revaluation Policy on Landed Properties There was no revaluation of properties of the Group during the financial year ended 31 December 2013. vii) Share Buy Back There was no share buy back exercise done during the financial year ended 31 December 2013. viii)American Depository Receipt (“ADR”) or Global Depository Receipt (“GDR”) programme The Group did not sponsor any ADR or GDR program during the financial year ended 31 December 2013. The statement was duly reviewed and approved by the Board of Directors of HeiTech Padu Bhd. on 17 April 2014. page www.heitech.com.my 91 STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL BOARD RESPONSIBILITY INTRODUCTION Principle 6 of the Malaysian Code on Corporate Governance 2012 (“MCCG 2012”) states that the Board should establish a sound risk management framework and internal control system. In compliance with the provision of Bursa Malaysia Securities Berhad (“BMSB”) Listing Requirements Paragraph 15.26 (b) and Statement on Risk Management and Internal Control : Guidance for Directors of Listed Issuers (“Risk Management and Internal Control Guidance”), the Board of Directors (“the Board”) is committed to establish a sound risk management framework and internal control system, and is pleased to present the following Statement on Risk Management and Internal Control (“SRMIC”), which illustrates the risk management framework and scope of the internal control during the year under review. The Board acknowledges its responsibility for a sound risk management framework and internal control system to safeguard shareholders’ investments and the Group’s assets. The Board is responsible overall for the key elements needed in maintaining a sound system of risk management and internal control in HeiTech Padu Berhad (“HeiTech”) and subjects the system to a process of regular reviews to ensure its continued relevance, effective and applicable to the changes in the Group’s structure, processes and dynamic business environment. The risk management framework and internal control systems cover, inter alia, financial, organisational, operational, project and compliance controls. As there are limitations that are inherent in any risk management and internal control systems, these systems are designed to manage rather than eliminate risks of failure to achieve the Group’s business objectives. Accordingly, it can only provide reasonable but not absolute assurance against material misstatement or loss. page 92 HeiTech Padu Berhad Annual Report 2013 Statement on Risk Management and Internal Control HeiTech risk management and internal control systems do not apply to its associated companies and joint controlled entities, which fall within the control of their majority shareholders. The interests of HeiTech Padu Berhad are served through representation on the board of the respective companies. These representations provide the Board with information for strategic decision making in view of the continuity of the Group’s investment. Management Committee. The Committee is responsible for the overall oversight, implementation and monitoring of the group-wide ERM System. Details of the members of the Committee are furnished in the Statement on Corporate Governance at page 89 of the Annual Report. c) Business Continuity Management (BCM) RISK MANAGEMENT The Board is responsible to ensure and implement appropriate systems to manage risks. The Board ensures that HeiTech’s risks are identified, evaluated, and managed by on-going systems and continuous processes. The Internal Control Structures describe in the following section are functioning and capable of performing the overall risk management framework and internal control system of HeiTech. a) Enterprise Risk Management (ERM) Process The Group's key risk profile was developed by the Management. Risks identified were assessed in terms of the possibility of occurrence and the impact to the Group if the risk materialise. The Group’s key risk profile is reviewed by the Risk Committee on regular basis to verify and confirm the identified risk. Risk mitigation plan will be developed based on the input by the corporate officers such as Finance, Project Management, Corporate Services and Audit & Assurance. The mitigation plan will be escalated to all levels in HeiTech and will be monitored on monthly basis. The management of risks in the daily business operation is assigned to management team and significant risks are identified and related mitigating responses as well as the corresponding internal controls are discussed at the Risk Management Committee and/or board meetings. The above-mentioned practices serve as an ongoing process adopted by the Management to identify, evaluate and manage significant risks faced by the Group in achieving its business objectives and strategies. b) Risk Management Committee The Board after due deliberation in its Special Board Meeting held on 17 April 2013 to signify the Group's Commitment in further enhancing our risk management system, had established a Risk The Management has embarked on a BCM programme to provide a framework for building organisational resilience with the capability for an effective response that safeguards the interest of its key stakeholders, reputation and brand. d) Assurance from Management In accordance with the Statement on Risk Management & Internal Control – Guidelines for Directors of Listed issuers, the Board has received assurance from the Chief Executive Officer and Chief Financial Officer that to the best of their knowledge the risk management and internal control of the HeiTech Group are operating effectively and adequately, in all material respects, based on the risk management and internal control framework adopted by the HeiTech Group. INTERNAL CONTROL STRUCTURES The Board is committed in maintaining an effective control structure and environment for the proper conduct of HeiTech’s business operations. The following key Internal Control Structures were implemented to ensure effective control environment and provide key elements needed in maintaining a system of risk management and internal control: a) Organisation structure • Various Board Committees that are administered by defined terms of reference; i. the Audit Committee; ii. the Risk Management Committee; iii. the Nomination Committee; iv. the Remuneration Committee; v. the Technology Committee; and vi. E m p l o y e e Committee. Share Option Scheme • The Group organisation structure that reflects defined Key Result Area and Key Performance Indicators (“KRA/KPIs”). page www.heitech.com.my b) Board and Management meetings • Board Meetings and a year-end Special Board Meeting monitor and deliberate the whole spectrum of the Group’s strategic business targets, directions and challenges. • Executive Committee Meetings that deliberate strategic business direction and review the financial and operational performances of HeiTech in ensuring that business targets are achieved and customers’ requirements are met. • Management Committee Meetings that review the overall group operation, business and financial performance, execution of group strategic decision, implementation of quality and business processes in ensuring that overall group operation are effectively managed and operated. • Project Steering Committee Meetings that monitors the projects performance and implementation. • Technology Committee Meetings that review, evaluate and decide on HeiTech’s major technology plans and strategies, including monitoring the industry trends and assessing new technology in the markets. This Council also provides platform for nurturing innovation. • Central Review Committee Meetings that review and evaluate business proposals to ensure that strategic solution, strategic pricing and strategic partnership (with customers and various types of partners) are appropriately considered. • Technical Steering Committee Meetings that review all projects to ensure the right scope of work and the right duration and effort estimation of the project based on the project risk analysis by Central Project Management Office (Central PMO). • P r o c u r e m e n t C o m m i t t e e M e e t i n g s t h a t administer and manage the procurement acquisition processes and approval. • Business review that appraises HeiTech’s business and operational achievements against the business objectives and targets. 93 c) Audit Committee • Audit Committee, majority of whom comprises of Independent Non-Executive Directors duly executes its duties as defined in the Terms of Reference. Audit Committee regularly reviews, on behalf of the Board, internal control issues reported by the Internal Auditors and External Auditors, including any significant internal control issues affecting the financial statements. • Further details of the activities undertaken by the Audit Committee are set out in the Audit Committee Report. d) Internal Audit (Audit & Assurance) • Defined KRA/KPIs for the Internal Audit function to manage and oversee the Group operational, strategic and compliance auditing activities during the year under review. • The Internal Audit function of HeiTech is carried out by the Audit & Assurance Division. The Audit & Assurance Division operates independently of management and reports directly to the Audit Committee. In providing independent and impartial appraisal, the internal auditors are given full, free and unrestricted access to all records, information, property, personnel and other relevant resources within the Group. • Internal Audit provides independent assessment on HeiTech’s internal control systems and attended the ad-hoc audit review as and when requested by the Audit Committee and Management. All the result of the audit exercise including follow up audit report will be tabled and deliberated at the Audit Committee meeting. e) Limits of Authority, Policies and Procedures • Limits of Authority that outlines the authorised signatories’ authority in contractual, financial and procurement approvals and execution. • Centralised Policies and Procedures of various Divisions, Department, Units and Projects Teams of the Group through the central depository of process management. page 94 HeiTech Padu Berhad Annual Report 2013 Statement on Risk Management and Internal Control f) Quality Management Systems, Certification and Standards • Achieved and complied with the MS ISO 9001:2008 Quality Management System (“QMS”) certifications since 1998. The scope of certification covering 12 areas that includes Legal Services, Human Resources Management, Competency Development & Training, Procurement, Audit & Assurance, Corporate Communication, Practices Management, Network Services, Data Center Operations for PNB, Call Center Operations, Program Management Office of HeiTech Managed Services and PNB Project. • Achieved and retained with the ISO/IEC 27001:2005 Information Security Management System (“ISMS”) certification since 2006 for services provided by HeiTech Managed Services. The scope of certification covers Padu*Net Nodes Infrastructure, Business Recovery Management Services, Internet Data Center Services, Desktop Management Services and Call Center Operations Services. • Achieved and complied with the ISO/IEC 20000:2011 Service Management System (“SMS”) certification since 2010. The scope of certification covers Wide Area Network (WAN), Local Area Network/Desktop Management Services, Data Center Services and Helpdesk Support Services. • Internal Quality audits and follow up audits were performed on all QMS, ISMS and SMS scopes by the pools of certified internal auditors. An annual Surveillance Audit and a Re-certification Audit in every 3 years will be carried out by SIRIM QAS International on these certifications. • Adoption of structured methodologies for IT Project Management (Project Management Information System, “PROMISE”) and Application Development (Application Development Information System, “ADVISE”) which comply to the Capability Maturity Model® Integration (“CMMI”) Maturity Level 3 certification requirement from Software Engineering Institute (“SEI”). CMMI is a process improvement model that provides guidance for improving organisation’s processes and ability to manage the development, acquisition and maintenance of products and services. A monthly compliance assessment is being carried out by the Central PMO. • The Data Center in HeiTech Village 2 (HTV 2) is designed and maintained in accordance to Uptime Institute Standards on mechanical and electrical (M&E) component and Tier IV ready under the Telecommunication Industry Association – Telecommunications Infrastructure Standards for Data Centers (TIA942) on 4 components i.e. Mechanical (cooling system), Electrical (based on Uptime), Architectural (civil & structures) and Network (connectivity for WAN & LAN). g) Strategic Planning • P r e p a r e B u s i n e s s P l a n o f H e i T e c h a n d consolidates Business Plan for all HeiTech Group of Companies. The business plan will be presented, deliberated and approved by the Board of HeiTech. • Prepare the Operational Master Plan for all HeiTech Group of Companies in order to monitor and review the Company’s performance to ensure that it is according to their target. • Conduct Knowledge Sharing Session within HeiTech Group of Companies to create synergy among the Companies including Chief Executive Officers (CEO) Forum. • Conduct Mid-Year Review and Business Planning Session to review the Companies’ performance strategic direction. h) Defined Business Process & Improvement • Process Improvements and Compliance Assessment initiatives are continuously instituted throughout the HeiTech Group as part of the internal control framework. They are designed to manage risks that may affect the achievement of business objectives and reviewed from time to time to keep up with the changes in the business environment or regulatory guidelines. • Defined business processes of HeiTech are made available online through http://ipractices.heitech.com.my/hdp/. • Dedicated Practices Management Department (PMD) was established as to ensure continuous process improvement and process awareness for the organisation. www.heitech.com.my i) Human Capital Development and Training • A Performance Management mechanism is established based on both Balanced Scorecard System (BSC) and Competency Assessment & Development (CAD). The BSC is defined topdown where business objectives are clearly defined and targets are set for individual staff. Staffs are also appraised through CAD system where individual competencies are evaluated against the required job skill, hence identifying the gap on skill of the staff. Formal training programs are planned annually to ensure the Board Management and staff are adequately trained and competent. Relevant policies and procedures are in place as proper guideline to the process. j) Legal and Regulatory Compliance • Defined processes, procedures and monitoring mechanism govern the practice and performance of contractual formulation and review. • Keeping vigilance of any domestic and international legal and regulatory compliance matters that may affect HeiTech’s Business operations. • Awareness programs and road shows on roles and responsibilities of a service provider and contract management. k) C o m m u n i c a t i o n a n d C o r p o r a t e I d e n t i t y Management • Continuous monitoring on any matter with regards to communications processes, procedures and guidelines to ensure that communications across the Group is effectively managed and fulfil the needs of the stakeholders. • Optimising on the establishment of Brand Book as a centralised platform of reference for employees to ensure corporate identity of the Company is well maintained across all media applications. page 95 For the financial year under review, the Board is satisfied that there were no material losses, contingencies or uncertainties incurred as a result of weaknesses in the systems of internal control. The Management continues to take measures to strengthen the risk management and internal control systems. This Statement on Risk Management and Internal Control has been reviewed by the External Auditors, Messrs. Hanafiah Raslan & Mohamad, in compliance with Recommended Practice Guide (“RPG”) 5 issued by Malaysian Institute of Accountants (“MIA”). This statement is made in accordance with the resolution of the Board of Directors dated 17 April 2014. page HeiTech Padu Berhad 96 Annual Report 2013 DISCLOSURE TO BURSA MALAYSIA NO. DATE ANNOUNCEMENT 1. 01 May 2014 Annual Audited Accounts – 31 December 2013 2. 30 Apr 2014 Transactions (Chapter 10 of Listing Requirements) Recurrent Related Party Transactions. Proposed Renewal of Shareholders Mandate for Recurrent Related Party Transactions of A Revenue or Trading Nature. 3. 27 Feb 2014 Quarterly rpt on consolidated results for the financial period ended 31 December 2013. 4. 14 Feb 2014 Article entitled “HeiTech to be taken private?” 5. 06 Feb 2014 Acceptance of letter of award for the expansion of the “Sistem Pengurusan Pesakit” (“SPP”) (Patient Management System) version 3.0, inclusive of the supply, upgrade of infrastructure at Hospital Bentong, Pahang, Hospital Raja Perempuan Zainab II, Kota Bharu and Hospital Tuanku Ja’afar Seremban for Ministry of Health Malaysia. 6. 06 Feb 2014 Acceptance of letter of award for the supply, deliver, install, test, configure and commissioning of ict equipment for the expansion of the “Sistem Pengurusan Pesakit” (“SPP”) Version 3 at Hospital Raja Perempuan Zainab II, Kota Bharu, Hospital Tuanku Ja'afar, Seremban and Hospital Bentong, Pahang for Ministry Of Health Malaysia. 7. 27 Dec 2013 Notice of Interest Sub. S-hldr (29A) – Permodalan Nasional Berhad. 8. 27 Dec 2013 Notice of Person Ceasing (29C) – Amanahraya Trustees Berhad. 9. 27 Dec 2013 Notice of Interest Sub. S-hldr (29A) – Yayasan Pelaburan Bumiputra (YPB). 10. 28 Nov 2013 Quarterly rpt on consolidated results for the financial period ended 30 September 2013. 11. 23 Oct 2013 Acceptance of letter of award for The Supply, Delivery Installation Testing, Commissioning And Maintenance Of Mainframe Hardware And Software Tape Subsystem for Jabatan Pendaftaran Negara (“National Registration Department”). 12. 17 Sep 2013 Change Of Company Secretary 13. 03 Sep 2013 Agreement between The Department Of Immigration and Emigration of Sri Lanka and HeiTech Padu Berhad for The Supply of 1.5 Million Blank ‘N’ Series Passport (“Contract”). 14. 02 Sep 2013 Change in Boardroom. 15. 28 Aug 2013 Quarterly rpt on consolidated results for the financial period ended 30 June 2013. 16. 28 Aug 2013 Agreement between The Department Of Immigration And Emigration of Sri Lanka and HeiTech Padu Berhad (“HeiTech”) for The Supply Of 1.5 Million Blank ‘N’ Series Passports to The Department of Immigration and Emigration. 17. 06 Aug 2013 Change in Boardroom. 18. 06 Aug 2013 Change in Audit Committee. 19. 31 Jul 2013 Change in Boardroom. 20. 30 Jul 2013 Change in Boardroom. page www.heitech.com.my 97 NO. DATE ANNOUNCEMENT 21. 26 Jun 2013 General Meetings: Outcome of Meeting. 22. 26 Jun 2013 Change in Boardroom. 23. 06 Jun 2013 Acceptance of The letter of award for The Maintenance And Services of Computer Systems for Data Center at Jabatan Imigresen Malaysia (“JIM”). 24. 28 May 2013 Annual Report 2012. 25. 28 May 2013 General Meetings: Notice Of Meeting. 26. 28 May 2013 Circular to shareholder on proposed renewal of shareholders’ mandate for recurrent related party transactions of a revenue or trading nature. 27. 27 May 2013 Change in Boardroom. 28. 27 May 2013 Change in Audit Committee. 29. 27 May 2013 Change in Audit Committee. 30. 23 May 2013 Quarterly rpt on consolidated results for the financial period ended 31 March 2013. 31. 02 May 2013 Change in Boardroom. 32. 30 Apr 2013 Annual Audited Accounts – 31 December 2012. 33. 22 Apr 2013 Transactions (chapter 10 of listing requirements):non related party transactions disposal of shares in Grand-Flo Solution Bhd. 34. 19 Apr 2013 Transactions (chapter 10 of listing requirements):non related party transactions disposal of shares in Grand-Flo Solution Bhd. financial statements 100 Statement of Directors’ Responsibilities 101 Directors’ Report 106 Statement by Directors 106 Statutory Declaration 107 Independent Auditors’ Report 109 Statements of Comprehensive Income 111 Statements of Financial Position 113 Statements of Changes in Equity 115 Statements of Cash Flows 118 Notes to The Financial Statements 190 Supplementary Information page 100 HeiTech Padu Berhad Annual Report 2013 STATEMENT OF DIRECTORS’ RESPONSIBILITIES Under the Companies Act 1965, the Directors are required to prepare financial statements, which disclose a true and fair view of the state of affairs of the Group at the end of each financial year and of their results and cashflow for the year then ended. The Directors consider that in preparing the financial statements: • the Group applied appropriate and consistent accounting policies; • reasonable and prudent judgments and estimates were made; and • all applicable MASB Approved Accounting Standards in Malaysia For Entities Other Than Private Entities have been adhered with. The Directors are responsible for ensuring that the Group and Company keep proper accounting records, which disclose with reasonable accuracy at any time the financial position of the Group and to enable them to ensure that the financial statements comply with the Companies Act 1965. The Directors have general responsibilities for taking such steps that are reasonably available to them to safeguard the assets of the Group and the Company and to prevent and detect fraud and other irregularities. page www.heitech.com.my 101 DIRECTORS’ REPORT DIRECTORS’ REPORT The directors hereby present their report together with the audited financial statements of the Group and of the Company for the financial year ended 31 December 2013. PRINCIPAL ACTIVITIES The principal activities of the Company are the provision of systems integration, network related services, data centre management, disaster recovery services and other information technology related services. Under the Communications and Multimedia Act (CMA) 1998 Framework, the provision of network related services and internet data centre services are licensed as Network Services Provider Individual License (NSP (i)) and Application Service Provider Class License (ASP (c)) respectively. The principal activities of the subsidiaries are described in Note 15 to the financial statements. There have been no significant changes in the nature of the principal activities during the financial year. RESULTS GroupCompany RM’000RM’000 Loss from continuing operation, net of tax Loss from discontinued operation, net of tax (33,051) (298) (45,872) – Loss for the year, net of tax (33,349) (45,872) Owners of the parent Non-controlling interests (32,743) (606) (45,872) – (33,349)(45,872) Loss attributable to: There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the financial statements. In the opinion of the directors, the results of the operations of the Group and of the Company during the financial year were not substantially affected by any item, transaction or event of a material and unusual nature. DIVIDENDS The directors do not recommend the payment of any dividend for the current financial year. page 102 HeiTech Padu Berhad Annual Report 2013 Directors’ Report DIRECTORS The names of the directors of the Company in office since the date of the last report and at the date of this report are: Dato’ Mohd. Hilmey bin Mohd. Taib Tuan Syed Agel bin Syed Salim Tuan Haji Ghazali bin Awang Dato’ Mohd. Fadzli bin Yusof Tan Sri Abi Musa Asa’ari bin Mohamed Nor Dato’ Dr. Mohamed Ariffin bin Aton Sulaiman Hew bin Abdullah (appointed on 30 July 2013) Wan Ainol Zilan binti Abdul Rahim (appointed on 6 August 2013) Dato’ Ab. Halim bin Mohyiddin (resigned on 27 May 2013) Ou Shian Waei (retired on 26 June 2013) Tuan Haji Safiee bin Mohammad (retired on 2 September 2013) In accordance with Article 82 of the Company’s Articles of Association, Tuan Haji Ghazali Awang, Dato’ Mohd Fadzli bin Yusof and Tan Sri Abi Musa Asa’ari bin Mohamed Nor retire from the Board of Directors by rotation at the forthcoming Annual General Meeting. Tuan Haji Ghazali Awang, Dato’ Mohd Fadzli bin Yusof and Tan Sri Abi Musa Asa’ari bin Mohamed Nor, being eligible, offer themselves for re-election. In accordance with Article 85 of the Company’s Articles of Asociation, Sulaiman Hew bin Abdullah and Wan Ainol Zilan binti Abdul Rahim retire from the Board of Directros at the forthcoming Annual General Meeting. Sulaiman Hew bin Abdullah and Wan Ainol Zilan binti Abdul Rahim, being eligible, offer themselves for reelection. DIRECTORS’ BENEFITS Neither at the end of the financial year, nor at any time during that year, did there subsist any arrangement to which the Company was a party, whereby the directors might acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate, other than those from the share options granted pursuant under the Employee Share Option Scheme (“ESOS”). Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other than benefits included in the aggregate amount of emoluments received or due and receivable by the directors or the fixed salary of a full-time employee of the Company as shown in Note 7 to the financial statements) by reason of a contract made by the Company or a related corporation with any 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. page www.heitech.com.my 103 DIRECTORS’ INTERESTS According to the register of directors’ shareholdings, the interests of directors in office at the end of the financial year in shares and options over shares in the Company and its related corporations during the financial year were as follows: Number of ordinary shares of RM1.00 each 1 January 31 December 2013Bought Sold 2013 The Company Direct Interest Dato’ Mohd. Hilmey bin Mohd. Taib Tuan Syed Agel bin Syed Salim 7,820,184 12,500 – – – – 7,820,184 12,500 Number of ordinary shares of RM1.00 each 1 January 31 December 2013Bought Sold 2013 The Company Indirect Interest* Dato’ Mohd. Hilmey bin Mohd. Taib 30,521,028 – – 30,521,028 * Held through Padujade Corporation Sdn. Bhd. Number of ordinary shares of RM1.00 each 1 January 31 December 2013Bought Sold 2013 Padusoft Sdn. Bhd., a subsidiary of the Company Direct Interest Dato’ Mohd. Hilmey bin Mohd. Taib The Company Dato’ Mohd. Hilmey bin Mohd. Taib 1 – – 1 Number of options to subscribe for ordinary shares of RM1.00 each pursuant to ESOS 1 January 31 December 2013 GrantedExercised Lapsed 2013 400,000 – – (400,000) – Dato’ Mohd. Hilmey bin. Mohd. Taib by virtue of his interest in shares in the Company is also deemed interested in shares of all the Company’s subsidiaries to the extent the Company has an interest. None of the other directors in office at the end of the financial year had any interest in shares in the Company or its related corporations during the financial year. page 104 HeiTech Padu Berhad Annual Report 2013 Directors’ Report EMPLOYEE SHARE OPTION SCHEME The HeiTech Padu Employee Share Options Scheme (“ESOS”) is governed by the by-laws approved by the shareholders at an Extraordinary General Meeting held on 18 June 2003. The ESOS was implemented on 30 July 2003 and is to be in force in accordance with by-laws for a period of 10 years from the date of implementation. The ESOS has expired on 13 May 2013. The salient features and other terms of the ESOS are disclosed in Note 30 to the financial statements. The Company has been granted exemption by the Companies Commission of Malaysia from having to disclose the names of employees, who have been granted options to subscribe for less than 50,000 ordinary shares of RM1.00 each. There are no options granted to employees, other than executive directors, to subscribe for 50,000 or more ordinary shares of RM1.00 each during the financial year. OTHER STATUTORY INFORMATION (a) Before the statements of comprehensive income and statements of financial position of the Group and of the Company were made out, the directors took reasonable steps: (i) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of provision for doubtful debts and satisfied themselves that there were no known bad debts and that adequate provision had been made for doubtful debts; and (ii) to ensure that any current assets which were unlikely to realise their value as shown in the accounting records in the ordinary course of business had been written down to an amount which they might be expected so to realise. (b) At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or financial statements of the Group and of the Company which would render: (i) it necessary to write off any bad debts or the amount of the provision for doubtful debts in the financial statements of the Group and of the Company inadequate to any substantial extent; and (ii) the values attributed to the current assets in the financial statements of the Group and of the Company misleading. (c) At the date of this report, the directors are not aware of any circumstances which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate. (d) At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report or financial statements of the Group and of the Company which would render any amount stated in the financial statements misleading. (e) As at the date of this report, there does not exist: (i) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures the liabilities of any other person; or (ii) any contingent liability of the Group and of the Company which has arisen since the end of the financial year. www.heitech.com.my page 105 OTHER STATUTORY INFORMATION (CONT’D.) (f) In the opinion of the directors: (i) no contingent liability or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which will or may affect the ability of the Group and of the Company to meet their obligations as and when they fall due; and (ii) no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the date of this report which is likely to affect substantially the results of the operations of the Group and of the Company for the financial year in which this report is made. SIGNIFICANT EVENTS Details of the significant events are disclosed in Note 11 and Note 15 to the financial statements. AUDITORS The auditors, Hanafiah Raslan & Mohamad, have expressed their willingness to continue in office. Signed on behalf of the Board in accordance with a resolution of the directors dated 30 April 2014. Dato’ Mohd. Hilmey bin Mohd. Taib Haji Ghazali bin Awang page 106 HeiTech Padu Berhad Annual Report 2013 STATEMENT BY DIRECTORS PURSUANT TO SECTION 169(15) OF THE COMPANIES ACT 1965 We, Dato’ Mohd. Hilmey bin Mohd. Taib and Haji Ghazali bin Awang, being two of the directors of HeiTech Padu Berhad, do hereby state that, in the opinion of the directors, the accompanying financial statements set out on pages 109 to 189 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 December 2013 and of their financial performance and cash flows for the year then ended. The information set out in Note 38 to the financial statements have been prepared in accordance with the 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. Signed on behalf of the Board in accordance with a resolution of the directors dated 30 April 2014. Dato’ Mohd. Hilmey bin Mohd. Taib Haji Ghazali bin Awang STATUTORY DECLARATION PURSUANT TO SECTION 169(16) OF THE COMPANIES ACT 1965 I, Ahmad Nasrul Hakim bin Mohd Zaini, being the officer primarily responsible for the financial management of HeiTech Padu Berhad, do solemnly and sincerely declare that the accompanying financial statements set out on pages 109 to 189 are in my opinion, 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 Ahmad Nasrul Hakim bin Mohd Zaini at Kuala Lumpur on 30 April 2014 Before me, Ahmad Nasrul Hakim bin Mohd Zaini page www.heitech.com.my 107 INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF HEITECH PADU BERHAD (INCORPORATED IN MALAYSIA) REPORT ON THE FINANCIAL STATEMENTS We have audited the financial statements of HeiTech Padu Berhad, which comprise statements of financial position as at 31 December 2013 of the Group and of the Company, and statements of comprehensive income, statements of changes in equity and statements of cash flows of the Group and of the Company for the year then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 109 to 189. Directors’ responsibility for the financial statements The directors of the Company are responsible for the preparation of financial statements so as to give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia. The directors are also responsible for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. 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 about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on 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 entity’s preparation of financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by 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 give a true and fair view of the financial position of the Group and of the Company as at 31 December 2013 and of their financial performance and cash flows for the year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 1965 in Malaysia. page 108 HeiTech Padu Berhad Annual Report 2013 Independent auditors’ report to the members of HeiTech Padu Berhad (INCORPORATED IN MALAYSIA) REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS In accordance with the requirements of the Companies Act 1965 in Malaysia, we also report the following: (a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act. (b) We have considered the financial statements and the auditors' reports of all the subsidiaries of which we have not acted as auditors, which are indicated in Note 15 to the financial statements, being financial statements that have been included in the consolidated financial statements. (c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes. (d)The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any comment required to be made under Section 174(3) of the Act. OTHER REPORTING RESPONSIBILITIES The supplementary information set out in Note 38 on page 190 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. Hanafiah Raslan & Mohamad AF:0002 Chartered Accountants Kuala Lumpur, Malaysia 30 April 2014 Sandra Segaran a/l Muniandy@Krishnan No. 2882/01/15 (J) Chartered Accountants page www.heitech.com.my 109 STATEMENTS OF COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 Continuing operations Revenue4 413,818395,529356,110356,504 Other income 5 9,90112,02314,35728,214 Total revenue 423,719407,552370,467384,718 Employee benefits expense 6 (96,423)(93,965)(27,164)(28,566) Purchase of hardware and software (63,215)(47,182)(58,691)(56,983) Lease line rental (68,333)(60,185)(84,175)(92,104) Maintenance costs (70,211)(57,606) (102,667)(111,586) Bulk mailing processing charges (10,777)(9,624) –– Project implementation costs (53,462)(56,536)(65,869)(73,417) Depreciation9,13 (8,797)(11,794) (6,955)(9,598) Other expenses (77,328)(59,036)(64,022)(5,256) Total expenditure (448,546)(395,928)(409,543)(377,510) (Loss)/profit from operations (24,827)11,624(39,076)7,208 Finance costs 8 (7,263)(5,450)(6,578)(5,246) Share of results of associates 6521,762 –– (Loss)/profit before taxation from continuing operations9 (31,438)7,936 (45,654)1,962 Income tax (expense)/benefit 10 (1,613)(2,527) (218)1,216 (Loss)/profit from continuing operations, net of tax (33,051)5,409 (45,872)3,178 Discontinued operation Loss from discontinued operation, net of tax 11 (298)(569) –– (Loss)/profit for the year, net of tax (33,349)4,840 (45,872)3,178 Other comprehensive (loss)/income: Items that may be reclassified subsequently to profit or loss: Available for sale investments’ fair value movement Transfer to profit or loss upon disposal Foreign currency translation –(340) –(340) 340– 340– 2,183(758) –– Other comprehensive income/ (loss) for the year, net of tax 2,523(1,098) 340(340) Total comprehensive (loss)/ income for the year (30,826)3,742 (45,532)2,838 page 110 HeiTech Padu Berhad Annual Report 2013 Statements of comprehensive income For the financial year ended 31 December 2013 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 (Loss)/profit attributable to: Owners of the parent – Continuing operations – Discontinued operation Non-controlling interests (32,579)4,876 (45,872)3,178 (164)(313) –– (606)277 –– (33,349)4,840 (45,872)3,178 Total comprehensive (loss)/ income attributable to: Owners of the parent Non-controlling interests (30,875)3,692 (45,532)2,838 4950 –– (30,826)3,742 (45,532)2,838 (Loss)/earnings per share attributable to owners of the parent (sen per share): Basic12 (32.35)4.51 Diluted12 –4.31 Group Note2013 2012 RM’000RM’000 (Loss)/earnings per share from continuing operations attributable to owners of the parent (sen per share): Basic12 (32.18)4.82 Diluted12 –4.61 Loss per share from discontinued operations attributable to owners of the parent (sen per share): Basic12 (0.16)(0.31) Diluted12 –(0.30) The accompanying accounting policies and explanatory notes form an integral part of the financial statements. page www.heitech.com.my 111 STATEMENTS OF FINANCIAL POSITION AS AT 31 DECEMBER 2013 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 Restated Assets Non-current assets Property, plant and equipment Intangible assets Investments in subsidiaries Investments in associates Other investments Lease receivable Deferred tax assets 13 14 15 16 17 18 19 74,54975,06455,10055,439 25,60028,080 24012,860 –– 42,93246,952 4,0973,445 –– 6,31215,517 6,14815,353 81,94293,54681,94293,546 584584584584 193,084216,236186,946224,734 Current assets Inventories20 1,4421,523 –– Trade and other receivables 21 154,626166,580141,443164,668 Other current assets 22 91,01052,70094,36250,971 Cash and bank balances 24 36,89273,00529,72171,075 Tax recoverable 3,2334,7892,4274,413 287,203298,597267,953291,127 Assets of disposal group classified as held for sale 11 –13,688 –– 287,203312,285267,953291,127 Total assets 480,287528,521454,899515,861 Equity and liabilities Current liabilities Loans and borrowings 25 Trade and other payables 26 Tax payable 84,692124,021 81,693122,674 104,18091,242 120,044100,314 1,842608 –– 190,714215,871201,737222,988 Liabilities of disposal group classified as held for sale 11 –817 –– 190,714216,688201,737222,988 Net current assets 96,48995,59766,21668,139 Non-current liabilities Deferred tax liabilities Loans and borrowings 19 25 1,4911,001 –– 108,02694,04199,38793,566 109,51795,04299,38793,566 Total liabilities 300,231311,730301,124316,554 Net assets 180,056216,791153,775199,307 page 112 HeiTech Padu Berhad Annual Report 2013 Statements of financial position As at 31 December 2013 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 Restated Equity attributable to owners of the parent Share capital Share premium Retained earnings Other reserves 27 27 28 29 101,225101,225101,225101,225 16,52616,52616,52616,526 57,25788,78536,02480,681 66411 –875 175,672206,547153,775199,307 Non-controlling interests 4,38410,244 –– Total equity 180,056216,791153,775199,307 Total equity and liabilities 480,287528,521454,899515,861 The accompanying accounting policies and explanatory notes form an integral part of the financial statements. page www.heitech.com.my 113 STATEMENTS OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2013 Attributable to owners of the parent Non-distributable Distributable Non-distributable Total equity attributable Foreign to owners Total Share currency Fair value Non Totalof theShareShare Retained other options translation adjustment controlling equity parentcapital premiumearningsreservesreservereservereserveInterests (Note 27) (Note 27) (Note 28) (Note 29) (Note 29) (Note 29) (Note 29) Group RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000 Opening balance at 1 January 2013 Total comprehensive (loss)/income Transfer to profit or loss upon disposal 216,791206,547101,225 16,526 88,785 11 1,215 (864) (340) 10,244 (31,166) (31,215)–– (32,743) 1,528– 1,528– 49 340 340––– 340–– 340– (30,826) (30,875)–– (32,743) 1,868– 1,528 340 49 Transactions with owners Acquisition of a new subsidiary Disposal of a subsidiary Share options expired (168)–––––––– (168) (5,741)–––––––– (5,741) –––– 1,215 (1,215) (1,215)––– Total transactions with owners (5,909)––– 1,215 (1,215) (1,215)–– (5,909) Closing balance at 31 December 2013 180,056175,672101,225 16,526 57,257 664 Opening balance at 1 January 2012 213,369202,855101,22516,52684,222 882 1,215 (333) Total comprehensive income/(loss) 3,742 3,692 – – 4,563 (871) – – 664 (531) – 4,384 –10,514 (340) 50 Transactions with owners Dividends paid to noncontrolling interests(320)–––––––– (320) Total transactions with owners (320)–––––––– (320) Closing balance at 31 December 2012 216,791206,547101,225 16,526 88,785 11 1,215 (864) (340) 10,244 page 114 HeiTech Padu Berhad Annual Report 2013 Statements of changes in equity For the year ended 31 December 2013 Non-distributable Distributable Non-distributable Total Share Fair value TotalShareShare Retained other options adjustment equitycapital premium earningsreservesreservereserve (Note 27) (Note 27) (Note 28) (Note 29) (Note 29) (Note 29) Company RM’000RM’000RM’000RM’000RM’000RM’000RM’000 Opening balance at 1 January 2013 199,307101,22516,52680,681 875 1,215 (340) Total comprehensive (loss)/income Transfer to profit or loss upon disposal (45,872)–– (45,872)––– 340––– 340– 340 (45,532)–– (45,872) 340– 340 Transactions with owners Share options expired ––– 1,215 (1,215) (1,215)– Total transactions with owners ––– 1,215 (1,215) (1,215)– Closing balance at 31 December 2013 153,775 101,225 16,526 36,024––– Opening balance at 1 January 2012 196,469101,22516,52677,503 1,215 1,215 Total comprehensive income/(loss) 2,838 – – 3,178 Closing balance at 31 December 2012199,307101,22516,52680,681 (340) – – (340) 875 1,215 (340) The accompanying accounting policies and explanatory notes form an integral part of the financial statements. page www.heitech.com.my 115 STATEMENTS OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2013 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 Operating activities (Loss)/profit before tax from continuing operations Loss before tax from discontinued operation (31,438)7,936 (45,654)1,962 (Loss)/profit before taxation, total (31,736)7,437 (45,654)1,962 (298)(499) –– Adjustments for: Gain on disposal of property, plant and equipment 5 Interest income – Continuing operations 5 – Discontinued operation 11 Dividend income 5 Loss on disposal of other investment 9 Net loss/(gain) on remeasurement to fair value of retained interest in a former associate 5,9 Net gain on disposal of investment in a subsidiary 5 Finance costs – Continuing operations 8 – Discontinued operation 11 Depreciation – Continuing operations 9 – Discontinued operation 9 Reversal of impairment loss on: – Trade receivables 9 – Other receivables 9 Impairment loss on: – Trade receivables 9 – Other receivables 9 – Intangible assets 9 – Available-for-sale financial assets 9 Amortisation of intangible assets 9 Loss on disposal of subsidiaries 9 Share of results of associates – Continuing operations – Discontinued operation 11 Total adjustments (97)(49)(49)(49) (474)(718)(423)(625) –(6)–– (3,585)(2,528)(3,585)(11,458) 33925 33925 –2,140 –(335) –––(403) 7,2635,4506,5785,246 44–– 8,79711,794 6,9559,598 1120 –– (1,298)(4,617)(1,297)(4,298) (100)(1,536) (100)(1,536) 5,9694,6732,1954,183 7,963204 7,644204 –3,427 –– 1,878809 1,878809 87102 8788 2,072– 3,020– (652)(1,762) –747 –– –– 28,17718,17923,2421,449 page 116 HeiTech Padu Berhad Annual Report 2013 Statements of cash flows For the financial year ended 31 December 2013 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 Operating (loss)/profit before working capital changes (3,559)25,616(22,412)3,411 Changes in working capital Increase in inventories Decrease/(increase) in trade and other receivables (Increase)/decrease in other current assets Increase in payables trade and other payables 377(1,088) –– 26,345(13,958)31,095(10,923) (23,056)19,806(28,137)24,781 7,74710,63019,73016,596 Total changes in working capital 11,41315,39022,68830,454 Cash from/(used in) operations 7,85441,006 27633,865 Interest paid (7,267)(5,454)(6,578)(5,246) Taxes paid (138)(3,866) –(2,971) Net cash (used in)/from operating activities 44931,686(6,302)25,648 Investing activities Purchase of property, plant and equipment 13 Interest received Net dividends received Proceeds from disposal of property, plant and equipment Proceeds from disposal of an investment Proceeds from disposal of an associate Proceeds from disposal of subsidiaries Software and deferred development costs incurred Net cash outflow on acquisition of subsidiaries Purchase of investments (7,340)(6,166)(6,616)(1,961) 474724423625 1,3452,5281,3453,008 125594953 7,328– 7,328– –6,450 –6,450 244– 3004,000 (6,151)– (2,721)– (7,984)– –– –(1,022) –(1,022) Net cash (used in)/from investing activities (11,959)2,573 10811,153 page www.heitech.com.my 117 GroupCompany Note2013201220132012 RM’000RM’000RM’000RM’000 Financing activities Net repayments of loans and borrowings Net repayments of obligations under finance leases Dividends paid to non-controlling interests (29,444)(31,170)(35,555)(31,047) (3,893)(2,703)(3,606)(990) –(320) –– Net cash used in financing activities (33,337)(34,193)(39,161)(32,037) Net (decrease)/increase in cash and cash equivalents (44,847)66 (45,355)4,764 Effect of exchange rate changes on cash and cash equivalents 3,387(42) –– Cash and cash equivalents at 1 January 40,49940,47538,46833,704 Cash and cash equivalents at 31 December 24 (961)40,499 (6,887)38,468 The accompanying accounting policies and explanatory notes form an integral part of the financial statements. page HeiTech Padu Berhad 118 Annual Report 2013 NOTES TO THE FINANCIAL STATEMENTS – 31 DECEMBER 2013 1. CORPORATE INFORMATION The Company is a public limited liability company, incorporated and domiciled in Malaysia, and is listed on Bursa Malaysia Securities Berhad. The registered office and the principal place of business of the Company is located at Level 15, HeiTech Village, Persiaran Kewajipan, USJ 1, UEP Subang Jaya, 47600 Selangor Darul Ehsan. The principal activities of the Company are the provision of systems integration, network related services, data centre management, disaster recovery services and other information technology related services. Under the Communications and Multimedia Act (CMA) 1998 Framework, the provision of network related services and internet data centre services are licensed as Network Services Provider Individual License (NSP (i)) and Application Service Provider Class License (ASP (c)) respectively. The principal activities of the subsidiaries are described in Note 15 to the financial statements. There have been no significant changes in the nature of these activities during the financial year. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis of preparation The financial statements of the Group and of the Company have been prepared in accordance with Malaysian Financial Reporting Standards (“MFRS”), International Financial Reporting Standards (“IFRS”) and the requirements of the Companies Act 1965 in Malaysia. The financial statements have been prepared on a historical cost basis except as disclosed in the accounting policies below. The financial statements are presented in Ringgit Malaysia (“RM”) and all values are rounded to the nearest thousand (RM’000) except when otherwise indicated. 2.2 Changes in accounting policies The accounting policies adopted are consistent with those of the previous financial financial year except as follows: On 1 January 2013, the Group and the Company adopted the following new and amended MFRS and IC Interpretation mandatory for annual financial periods beginning on or after 1 July 2013 and 1 January 2013. page www.heitech.com.my 119 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.2 Changes in accounting policies (cont’d.) Description Effective for annual periods beginning on or after Amendments to MFRS 101: Presentation of Items of Other Comprehensive Income MFRS 3: Business Combinations (IFRS 3 Business Combinations issued by IASB in March 2004) MFRS 127: Consolidated and Separate Financial Statements (IAS 27 revised by IASB in December 2003) MFRS 10: Consolidated Financial Statements MFRS 11: Joint Arrangements MFRS 12: Disclosure of Interests in Other Entities MFRS 13: Fair Value Measurement MFRS 119: Employee Benefits (IAS 19 as amended by IASB in June 2011) MFRS 127: Separate Financial Statements (IAS 27 as amended by IASB in May 2011) MFRS 128: Investment in Associate and Joint Ventures (IAS 28 as amended by IASB in May 2011) IC Interpretation 20: Stripping Costs in the Production Phase of a Surface Mine Amendments to MFRS 7: Disclosures – Offsetting Financial Assets and Financial Liabilities Annual Improvements 2009-2011 Cycle Amendments to MFRS 1: Government Loans Amendments to MFRS 10, MFRS 11 and MFRS 12: Consolidated Financial Statements, Joint Arrangements and Disclosure of Interests in Other Entities: Transition Guidance Adoption of the above amendments, standards and interpretation did not have any effect on the financial performance or position of the Group and the Company except for those discussed below: MFRS 10: Consolidated Financial Statements MFRS 10 replaces part of MFRS 127 Consolidated and Separate Financial Statements that deals with consolidated financial statements and IC Interpretation 112: Consolidation – Special Purpose Entities. Under MFRS 10, an investor controls an investee when (a) the investor has power over an investee, (b) the investor has exposure, or rights, to variable returns from its investment with the investee, and (c) the investor has ability to use its power over the investee to affect the amount of the investor’s returns. Under MFRS 127: Consolidated and Separate Financial Statements, control was defined as the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. MFRS 10 includes detailed guidance to explain when an investor that owns less than 50 per cent of the voting shares in an investee has control over the investee. MFRS 10 requires the investor to take into account all relevant facts and circumstances, particularly the size of the investor’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders. The adoption of MFRS 10 has no impact on the Group’s financial position or performance. 1 July 2012 1 January 2013 1 1 1 1 1 January January January January January 2013 2013 2013 2013 2013 1 January 2013 1 January 2013 1 January 2013 1 January 2013 1 January 2013 1 January 2013 1 January 2013 1 January 2013 page HeiTech Padu Berhad 120 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.2 Changes in accounting policies (cont’d.) MFRS 11: Joint Arrangements MFRS 11 replaces MFRS 131: Interests in Joint Ventures and IC Interpretation 113: Jointly-Controlled Entities – Non-monetary Contributions by Venturers. The classification of joint arrangements under MFRS 11 is determined based on the rights and obligations of the parties to the joint arrangements by considering the structure, the legal form, the contractual terms agreed by the parties to the arrangement and when relevant, other facts and circumstances. Under MFRS 11, joint arrangements are classified as either joint operations or joint ventures. The classification of joint arrangements under MFRS 11 is determined based on the rights and obligations of the parties to the joint arrangements by considering the structure, the legal form, the contractual terms agreed by the parties to the arrangement and when relevant, other facts and circumstances. Under MFRS 11, joint arrangements are classified as either joint operations or joint ventures. A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement. MFRS 11 removes the option to account for jointly controlled entities (“JCE”) using proportionate consolidation. Instead, JCE that meet the definition of a joint venture must be accounted for using the equity method. MFRS 11 has been applied in accordance with the relevant transitional provisions set out in MFRS 11. The initial investment as at 1 January 2012 for the purposes of applying the equity method is measured as the aggregate of the carrying amounts of the assets and liabilities that the Group had previously proportionately consolidated. MFRS 12: Disclosures of Interests in Other Entities MFRS 12 includes all disclosure requirements for interests in subsidiaries, joint arrangements, associates and structured entities. A number of new disclosures are required. This standard affects disclosures only and has no impact on the Group’s financial position or performance. MFRS 13: Fair Value Measurement MFRS 13 establishes a single source of guidance under MFRS for all fair value measurements. MFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under MFRS. MFRS 13 defines fair value as an exit price. As a result of the guidance in MFRS 13, the Group re-assessed its policies for measuring fair values, in particular, its valuation inputs such as non-performance risk for fair value measurement of liabilities. MFRS 13 also requires additional disclosures. Application of MFRS 13 has not materiality impacted the fair value measurement of the Group. Additional disclosures where required, are provided in the individual notes relating to the assets and liabilities whose fair values were determined. page www.heitech.com.my 121 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.2 Changes in accounting policies (cont’d.) Amendments to MFRS 101: Presentation of Items of Other Comprehensive Income The amendments to MFRS 101 introduce a grouping of items presented in other comprehensive income. Items that will be reclassified (“recycled”) to profit or loss at a future point in time (eg. net loss or gain on available-for-sale financial assets) have to be presented separately from items that will not be reclassified (eg. revaluation of land and buildings). The amendments affect presentation only and have no impact on the Group’s financial position or performance. MFRS 127: Separate Financial Statements As a consequence of the new MFRS 10 and MFRS 12, MFRS 127 is limited to accounting for subsidiaries, jointly controlled entities and associates in separate financial statements. MFRS 128: Investments in Associates and Joint Ventures As a consequence of the new MFRS 11 and MFRS 12, MFRS 128 is renamed as MFRS 128: Investments in Associates and Joint Ventures. This new standard describes the application of the equity method to investments in joint ventures in addition to associates. 2.3 Standards issued but not yet effective The amendments, standards and interpretation that are issued but not yet effective up to the date of issuance of the Group’s and the Company’s financial statements are disclosed below. The Group and the Company intend to adopt these standards, if applicable, when they become effective. Description Amendments to MFRS 132: Offsetting Financial Assets and Financial Liabilities Amendments to MFRS 10, MFRS 12 and MFRS 127: Investment Entities Amendments to MFRS 136: Recoverable Amount Disclosures for Non-Financial Assets Amendments to MFRS 139: Novation of Derivatives and Continuation of Hedge Accounting IC Interpretation 21: Levies Amendments to MFRS 119: Defined Benefit Plans: Employee Contributions Annual Improvements to MFRSs 2010–2012 Cycle Annual Improvements to MFRSs 2011–2013 Cycle MFRS 9: Financial Instruments (IFRS 9 issued by IASB in November 2009) MFRS 9: Financial Instruments (IFRS 9 issued by IASB in October 2010) MFRS 9: Financial Instruments: Hedge Accounting and amendments to MFRS 9, MFRS 7 and MFRS 139 Effective for annual periods beginning on or after 1 January 2014 1 January 2014 1 January 2014 1 January 2014 1 January 2014 1 July 2014 1 July 2014 1 July 2014 To be announced To be announced To be announced page HeiTech Padu Berhad 122 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.3 Standards issued but not yet effective (cont’d.) The directors expect that the adoption of the above amendments, standards and interpretation will have no material impact on the financial statements in the period of initial application except as discussed below: MFRS 9: Financial Instruments MFRS 9 reflects the first phase of work on the replacement of MFRS 139 and applies to classification and measurement of financial assets and financial liabilities as defined in MFRS 139. The standard was initially effective for annual periods beginning on or after 1 January 2013, but Amendments to MFRS 9: Mandatory Effective Date of MFRS 9 and Transition Disclosures, issued in March 2012, moved the mandatory effective date to 1 January 2015. Subsequently, on 14 February 2014, it was announced that the new effective date will be decided when the project is closer to completion. The adoption of the first phase of MFRS 9 will have an effect on the classification and measurement of the Group’s financial assets, but will not have an impact on classification and measurements of the Group’s financial liabilities. The Group will quantify the effect in conjunction with the other phases, when the final standard including all phases is issued. Amendments to MFRS 139: Novation of Derivatives and Continuation of Hedge Accounting These amendments provide relief from discontinuing hedge accounting when novation of a derivative designated as a hedging instrument meets certain criteria. The Group has not novated its derivatives during the current period. However, these amendments would be considered for future novation. 2.4 Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at the reporting date. The financial statements of the subsidiaries used in the preparation of the consolidated financial statements are prepared for the same reporting date as the Company. Consistent accounting policies are applied to like transactions and events in similar circumstances. The Company controls an investee if and only if the Company has all the following: (i) Power over the investee (i.e existing rights that give it the current ability to direct the relevant activities of the investee); (ii) Exposure, or rights, to variable returns from its investment with the investee; and (iii) The ability to use its power over the investee to affect its returns. When the Company has less than a majority of the voting rights of an investee, the Company considers the following in assessing whether or not the Company’s voting rights in an investee are sufficient to give it power over the investee: (i) The size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders; (ii) Potential voting rights held by the Company, other vote holders or other parties; (iii) Rights arising from other contractual arrangements; and (iv) Any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders’ meetings. www.heitech.com.my page 123 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.4 Basis of consolidation (cont’d.) Subsidiaries are consolidated when the Company obtains control over the subsidiary and ceases when the Company loses control of the subsidiary. All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group transactions are eliminated in full. Losses within a subsidiary are attributed to the non-controlling interests even if that results in a deficit balance. Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. The resulting difference is recognised directly in equity and attributed to owners of the Company. When the Group loses control of a subsidiary, a gain or loss calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets and liabilities of the subsidiary and any non-controlling interest, is recognised in profit or loss. The subsidiary’s cumulative gain or loss which has been recognised in other comprehensive income and accumulated in equity are reclassified to profit or loss or where applicable, transferred directly to retained earnings. The fair value of any investment retained in the former subsidiary at the date control is lost is regarded as the cost on initial recognition of the investment. Business combinations Acquisitions of subsidiaries are accounted for using the acquisition method. The cost of an acquisition is measured as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-controlling interests in the acquiree. The Group elects on a transaction-by-transaction basis whether to measure the non-controlling interests in the acquiree either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Transaction costs incurred are expensed and included in administrative expenses. Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date. Subsequent changes in the fair value of the contingent consideration which is deemed to be an asset or liability, will be recognised in accordance with MFRS 139 either in profit or loss or as a change to other comprehensive income. If the contingent consideration is classified as equity, it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where the contingent consideration does not fall within the scope of MFRS 139, it is measured in accordance with the appropriate MFRS. When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts by the acquiree. If the business combination is achieved in stages, the acquisition date fair value of the acquirer’s previously held equity interest in the acquiree is remeasured to fair value at the acquisition date through profit or loss. Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred and the amount recognised for non-controlling interests over the net identifiable assets acquired and liabilities assumed. If this consideration is lower than fair value of the net assets of the subsidiary acquired, the difference is recognised in profit or loss. The accounting policy for goodwill is set out in Note 2.8. page HeiTech Padu Berhad 124 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.5 Transactions with non-controlling interests Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, to owners of the Company, and is presented separately in the consolidated statement of comprehensive income and within equity in the consolidated statement of financial position, separately from equity attributable to owners of the Company. Changes in the Company owners’ ownership interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. In such circumstances, the carrying amounts of the controlling and non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interest is adjusted and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the parent. 2.6 Foreign currency (a)Functional and presentation currency The individual financial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in Ringgit Malaysia (“RM”), which is also the Company’s functional currency. (b)Foreign currency transactions Transactions in foreign currencies are measured in the respective functional currencies of the Company and its subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates approximating those ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary items denominated in foreign currencies that are measured at historical cost are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items denominated in foreign currencies measured at fair value are translated using the exchange rates at the date when the fair value was determined. Exchange differences arising on the settlement of monetary items or on translating monetary items at the reporting date are recognised in profit or loss except for exchange differences arising on monetary items that form part of the Group’s net investment in foreign operations, which are recognised initially in other comprehensive income and accumulated under foreign currency translation reserve in equity. The foreign currency translation reserve is reclassified from equity to profit or loss of the Group on disposal of the foreign operation. Exchange differences arising on the translation of non-monetary items carried at fair value are included in profit or loss for the period except for the differences arising on the translation of non-monetary items in respect of which gains and losses are recognised directly in equity. Exchange differences arising from such non-monetary items are also recognised directly in equity. page www.heitech.com.my 125 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.6 Foreign currency (cont’d.) (c) Foreign operations The assets and liabilities of foreign operations are translated into RM at the rate of exchange ruling at the reporting date and income and expenses are translated at exchange rates at the dates of the transactions. The exchange differences arising on the translation are taken directly to other comprehensive income. On disposal of a foreign operation, the cumulative amount recognised in other comprehensive income and accumulated in equity under foreign currency translation reserve relating to that particular foreign operation is recognised in the profit or loss. Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and translated at the closing rate at the reporting date. 2.7 Property, plant and equipment All items of property, plant and equipment are initially recorded at cost. The cost of an item of property, plant and equipment is recognised as an asset if, and only if, 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. Subsequent to recognition, property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. When significant parts of plant and equipment are required to be replaced in intervals, the Group recognises such parts as individual assets with specific useful lives and depreciation, respectively. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as incurred. Freehold land has an unlimited useful life and therefore is not depreciated. Construction work in progress is not depreciated as the asset is not yet ready for its intended purposes. Depreciation is computed on a straight-line basis over the estimated useful lives of the assets at the following annual rates: Building Motor vehicles Office equipment, furniture and fittings Computers and network equipment Renovation Machinery 2% 20% 10% – 20% 25% – 331⁄3% 15% 6% – 13% The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances indicate that the carrying value may not be recoverable. The residual value, useful life and depreciation method are reviewed at each financial year-end, and adjusted prospectively, if appropriate. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss on derecognition of the asset is included in the profit or loss in the year the asset is derecognised. page HeiTech Padu Berhad 126 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.8 Intangible assets (a)Goodwill Goodwill is initially measured at cost. Following initial recognition, goodwill is measured at cost less accumulated impairment losses. For the purpose of impairment testing, goodwill acquired is allocated, from the acquisition date, to each of the Group’s cash-generating units that are expected to benefit from the synergies of the combination. The cash-generating unit to which goodwill has been allocated is tested for impairment annually and whenever there is an indication that the cash-generating unit may be impaired, by comparing the carrying amount of the cash-generating unit, including the allocated goodwill, with the recoverable amount of the cash-generating unit. Where the recoverable amount of the cash-generating unit is less than the carrying amount, an impairment loss is recognised in the profit or loss. Impairment losses recognised for goodwill are not reversed in subsequent periods. Where goodwill forms part of a cash-generating unit and part of the operation within that cashgenerating unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative fair values of the operations disposed of and the portion of the cash-generating unit retained. Goodwill and fair value adjustments arising on the acquisition of foreign operations on or after 1 January 2006 are treated as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and translated in accordance with the accounting policy set out in Note 2.6. Goodwill and fair value adjustments which arose on acquisitions of foreign operations before 1 January 2006 are deemed to be assets and liabilities of the Company and are recorded in RM at the rates prevailing at the date of acquisition. (b)Other intangible assets Intangible assets acquired separately are measured initially at cost. The cost of intangible assets acquired in a business combination is their fair value as at the date of acquisition. Following initial acquisition, intangible assets are measured at cost less any accumulated amortisation and accumulated impairment losses. Intangible assets with finite useful lives are amortised over the estimated useful lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method are reviewed at least at each financial yearend. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with finite lives is recognised in profit or loss. Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised in profit or loss when the asset is derecognised. www.heitech.com.my page 127 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.8 Intangible assets (cont’d.) (b)Other intangible assets (cont’d.) Research and development costs Research costs are expensed as incurred. Development costs arising from development expenditures on an individual project are recognised when the Group can demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale, its intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the availability of resources to complete and the ability to measure reliably the expenditures during development. Development costs have a finite useful life and are amortised over the period of expected sales from the related project on a straight line basis. 2.9 Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when an annual impairment assessment for an asset is required, the Group makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of its fair value less costs to sell and its value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units (“CGU”)). In assessing value in use, the estimated future cash flows expected to be generated by the asset are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Where the carrying amount of an asset exceeds its recoverable amount, the asset is written down to its recoverable amount. Impairment losses recognised in respect of a CGU or groups of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to those units or groups of units and then, to reduce the carrying amount of the other assets in the unit or groups of units on a pro-rata basis. Impairment losses are recognised in profit or loss. An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increase cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised previously. Such reversal is recognised in profit or loss. 2.10Subsidiaries A subsidiary is an entity over which the Group has all the following: (i) Power over the investee (i.e existing rights that give it the current ability to direct the relevant activities of the investee); (ii) Exposure, or rights, to variable returns from its investment with the investee; and (iii) The ability to use its power over the investee to affect its returns. In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost less impairment losses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in profit or loss. page HeiTech Padu Berhad 128 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.11 Investments in associates An associate is an entity in which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies. On acquisition of an investment in associate, any excess of the cost of investment over the Group’s share of the net fair value of the identifiable assets and liabilities of the investee is recognised as goodwill and included in the carrying amount of the investment. Any excess of the Group’s share of the net fair value of the identifiable assets and liabilities of the investee over the cost of investment is excluded from the carrying amount of the investment and is instead included as income in the determination of the Group’s share of the associate’s profit or loss for the period in which the investment is acquired. An associate is equity accounted for from the date on which the investee becomes an associate. Under the equity method, on initial recognition the investment in an associate is recognised at cost, and the carrying amount is increased or decreased to recognise the Group’s share of the profit or loss and other comprehensive income of the associate after the date of acquisition. When the Group’s share of losses in an associate equal or exceeds its interest in the associate, the Group does not recognise further losses, unless it has incurred legal or constructive obligations or made payments on behalf of the associate. Profits and losses resulting from upstream and downstream transactions between the Group and its associate are recognised in the Group’s financial statements only to the extent of unrelated investors’ interests in the associate. Unrealised losses are eliminated unless the transaction provides evidence of an impairment of the asset transferred. The financial statements of the associates are prepared as of the same reporting date as the Company. Where necessary, adjustments are made to bring the accounting policies in line with those of the Group. After application of the equity method, the Group applies MFRS 139: Financial Instruments: Recognition and Measurement to determine whether it is necessary to recognise any additional impairment loss with respect to its net investment in the associate. When necessary, the entire carrying amount of the investment is tested for impairment in accordance with MFRS 136 Impairment of Assets as a single asset, by comparing its recoverable amount (higher of value in use and fair value less costs to sell) with its carrying amount. Any impairment loss is recognised in profit or loss. Reversal of an impairment loss is recognised to the extent that the recoverable amount of the investment subsequently increases. In the Company’s separate financial statements, investments in associates are accounted for at cost less impairment losses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in profit or loss. page www.heitech.com.my 129 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.12 Financial assets Financial assets are recognised in the statements of financial position when, and only when, the Group and the Company become a party to the contractual provisions of the financial instruments. When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets not at fair value through profit or loss, directly attributable transaction costs. The Group and the Company determine the classification of their financial assets at initial recognition, and the categories include financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments and available-for-sale financial assets. (a)Financial assets at fair value through profit or loss Financial assets are classified as financial assets at fair value through profit or loss if they are held for trading or are designated as such upon initial recognition. Financial assets held for trading are derivatives (including separated embedded derivatives) or financial assets acquired principally for the purpose of selling in the near term. Subsequent to initial recognition, financial assets at fair value through profit or loss are measured at fair value. Any gains or losses arising from changes in fair value recognised in profit or loss. Net gains or net losses on financial assets at fair value through profit or loss do not include exchange differences, interest and dividend income. Exchange differences, interest and dividend income on financial assets at fair value through profit or loss as part of other losses or other income. Financial assets at fair value through profit or loss could be presented as current or non-current. Financial assets that is held primarily for trading purposes are presented as current whereas financial assets that is not held primarily for trading purposes are presented as current or noncurrent based on the settlement date. The Group and the Company did not have any financial assets at fair value through profit or loss during the year ended 31 December 2013. (b)Loans and receivables Financial assets with fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Subsequent to initial recognition, loans and receivables are measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the loans and receivables are derecognised or impaired, and through the amortisation process. Loans and receivables are classified as current assets, except for those having maturity dates later than 12 months after the reporting date which are classified as non-current. page HeiTech Padu Berhad 130 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.12 Financial assets (cont’d.) (c) Held-to-maturity investments Financial assets with fixed or determinable payments and fixed maturity are classified as held-tomaturity when the Group has the positive intention and ability to hold the investment to maturity. Subsequent to initial recognition, held-to-maturity investments are measured at amortised cost using the effective interest method. Gains and losses are recognised in profit or loss when the held-to-maturity investments are derecognised or impaired, and through the amortisation process. Held-to-maturity investments are classified as non-current assets, except for those having maturity within 12 months after the reporting date which are classified as current. The Group and the Company did not have any held-to-maturity investments during the year ended 31 December 2013. (d)Available-for-sale financial assets Available-for-sale financial assets are financial assets that are designated as available for sale or are not classified in any of the three preceding categories. After initial recognition, available-for-sale financial assets are measured at fair value. Any gains or losses from changes in fair value of the financial assets are recognised in other comprehensive income, except that impairment losses, foreign exchange gains and losses on monetary instruments and interest calculated using the effective interest method are recognised in profit or loss. The cumulative gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment when the financial asset is derecognised. Interest income calculated using the effective interest method is recognised in profit or loss. Dividends on an available-for-sale equity instrument are recognised in profit or loss when the Group and the Company’s right to receive payment is established. Investment in equity instruments whose fair value cannot be reliably measured is measured at cost less impairment loss. Available-for-sale financial assets are classified as non-current assets unless they are expected to be realised within 12 months after the reporting date. A financial asset is derecognised where the contractual right to receive cash flows from the asset has expired. On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the consideration received and any cumulative gain or loss that had been recognised in other comprehensive income is recognised in profit or loss. Regular way of purchases or sales are purchases or sales of financial assets that require delivery of assets within the period generally established by regulation or convention in the marketplace concerned. All regular way purchases and sales of financial assets are recognised or derecognised on the trade date i.e., the date that the Group and the Company commit to purchase or sell the asset. page www.heitech.com.my 131 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.13 Impairment of financial assets The Group and the Company assess at each reporting date whether there is any objective evidence that a financial asset is impaired. (a)Trade and other receivables and other financial assets carried at amortised cost To determine whether there is objective evidence that an impairment loss on financial assets has been incurred, the Group and the Company consider factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments. For certain categories of financial assets, such as trade receivables, assets that are assessed not to be impaired individually are subsequently assessed for impairment on a collective basis based on similar risk characteristics. Objective evidence of impairment for a portfolio of receivables could include the Group’s and the Company’s past experience of collecting payments, an increase in the number of delayed payments in the portfolio past the average credit period and observable changes in national or local economic conditions that correlate with default on receivables. If any such evidence exists, the amount of impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the financial asset’s original effective interest rate. The impairment loss is recognised in profit or loss. The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When a trade receivable becomes uncollectible, it is written off against the allowance account. If in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed to the extent that the carrying amount of the asset does not exceed its amortised cost at the reversal date. The amount of reversal is recognised in profit or loss. (b)Unquoted equity securities carried at cost If there is objective evidence (such as significant adverse changes in the business environment where the issuer operates, probability of insolvency or significant financial difficulties of the issuer) that an impairment loss on financial assets carried at cost has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. Such impairment losses are not reversed in subsequent periods. page HeiTech Padu Berhad 132 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.13 Impairment of financial assets (cont’d.) (c) Available-for-sale financial assets Significant or prolonged decline in fair value below cost, significant financial difficulties of the issuer or obligor, and the disappearance of an active trading market are considerations to determine whether there is objective evidence that investment securities classified as availablefor-sale financial assets are impaired. If an available-for-sale financial asset is impaired, an amount comprising the difference between its cost (net of any principal payment and amortisation) and its current fair value, less any impairment loss previously recognised in profit or loss, is transferred from equity to profit or loss. Impairment losses on available-for-sale equity investments are not reversed in profit or loss in the subsequent periods. Increase in fair value, if any, subsequent to impairment loss is recognised in other comprehensive income. For available-for-sale debt investments, impairment losses are subsequently reversed in profit or loss if an increase in the fair value of the investment can be objectively related to an event occurring after the recognition of the impairment loss in profit or loss. 2.14 Cash and cash equivalents Cash and cash equivalents comprise cash at banks and in hand, demand deposits, and short term, highly liquid investments that are readily convertible to known amount of cash and which are subject to an insignificant risk of changes in value. These also include bank overdrafts that form an integral part of the Group’s cash management, if any. 2.15Inventories Inventories comprising consumables are stated at the lower of cost and net realisable value. Costs incurred in bringing the inventories to their present location and condition are accounted for on a first-in first-out basis. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs necessary to make the sales. 2.16 Due from/(to) customers on contracts Where the outcome of a contract can be reliably estimated, contract revenue and contract costs are recognised as revenue and expenses respectively by using the stage of completion method. The stage of completion is measured by reference to the proportion of contract costs incurred for work performed to date to the estimated total contract costs. Where the outcome of a contract cannot be estimated reliably, contract revenue is recognised to the extent of contract costs incurred that are likely to be recoverable. Contract costs are recognised as expense in the period in which they are incurred. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately. page www.heitech.com.my 133 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.16 Due from/(to) customers on contracts (cont’d.) Contract revenue comprises the initial amount of revenue agreed in the contract and variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and they are capable of being reliably measured. When the total of costs incurred on contracts plus recognised profits (less recognised losses) exceeds progress billings, the balance is classified as amount due from customers on contracts. When progress billings exceed costs incurred plus, recognised profits (less recognised losses), the balance is classified as amount due to customers on contracts. 2.17Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of economic resources will be required to settle the obligation and the amount of the obligation can be estimated reliably. Provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. If it is no longer probable that an outflow of economic resources will be required to settle the obligation, the provision is reversed. If the effect of the time value of money is material, provisions are discounted using a current pre tax rate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. 2.18 Financial liabilities Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. Financial liabilities, within the scope of MFRS 139, are recognised in the statements of financial position when, and only when, the Group and the Company become a party to the contractual provisions of the financial instrument. Financial liabilities are classified as either financial liabilities at fair value through profit or loss or other financial liabilities. (a)Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities held for trading include derivatives entered into by the Group and the Company that do not meet the hedge accounting criteria. Derivative liabilities are initially measured at fair value and subsequently stated at fair value, with any resultant gains or losses recognised in profit or loss. Net gains or losses on derivatives include exchange differences. The Group and the Company have not designated any financial liabilities as at fair value through profit or loss. page HeiTech Padu Berhad 134 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.18 Financial liabilities (cont’d.) (b)Other financial liabilities The Group’s and the Company’s other financial liabilities include trade payables, other payables and loans and borrowings. Trade and other payables are recognised initially at fair value plus directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method. Loans and borrowings are recognised initially at fair value, net of transaction costs incurred, and subsequently measured at amortised cost using the effective interest method. Loans and borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting date. For other financial liabilities, gains and losses are recognised in profit or loss when the liabilities are derecognised, and through the amortisation process. A financial liability is derecognised when the obligation under the liability is extinguished. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in profit or loss. 2.19 Borrowing costs Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the acquisition, construction or production of that asset. Capitalisation of borrowing costs commences when the activities to prepare the asset for its intended use or sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs are capitalised until the assets are substantially completed for their intended use or sale. All other borrowing costs are recognised in profit or loss in the period they are incurred. Borrowing costs consist of interest and other costs that the Group and the Company incurred in connection with the borrowing of funds. 2.20 Employee benefits (a)Defined contribution plans The Group participates in the national pension schemes as defined by the laws of the countries in which it has operations. The Malaysian companies in the Group make contributions to the Employee Provident Fund in Malaysia, a defined contribution pension scheme. Contributions to defined contribution pension schemes are recognised as an expense in the period in which the related service is performed. page www.heitech.com.my 135 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.20 Employee benefits (cont’d.) (b)Employee share option plans Employees of the Group receive remuneration in the form of share options as consideration for services rendered. The cost of these equity-settled transactions with employees is measured by reference to the fair value of the options at the date on which the options are granted. This cost is recognised in profit or loss, with a corresponding increase in the employee share option reserve over the vesting period. The cumulative expense recognised at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of options that will ultimately vest. The charge or credit to profit or loss for a period represents the movement in cumulative expense recognised at the beginning and end of that period. No expense is recognised for options that do not ultimately vest, except for options where vesting is conditional upon a market or non-vesting condition, which are treated as vested irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied. The employee share option reserve is transferred to retained earnings upon expiry of the share options. When the options are exercised, the employee share option reserve is transferred to share capital if new shares are issued, or to treasury shares if the options are satisfied by the reissuance of treasury shares. 2.21Leases (a)As lessee Finance leases, which transfer to the Group substantially all the risks and rewards incidental to ownership of the leased item, are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, at the present value of the minimum lease payments. Any initial direct costs are also added to the amount capitalised. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged to profit or loss. Contingent rents, if any, are charged as expenses in the periods in which they are incurred. Leased assets are depreciated over the estimated useful life of the asset. However, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life and the lease term. Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the lease term. The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expense over the lease term on a straight-line basis. (b)As lessor Leases where the Group retains substantially all the risks and rewards of ownership of the asset are classified as operating leases. Initial direct costs incurred in negotiating an operating lease are added to the carrying amount of the leased asset and recognised over the lease term on the same bases as rental income. The accounting policy for rental income is set out in Note 2.23(f). page HeiTech Padu Berhad 136 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.22 Discontinued operation A component of the Group is classified as “discontinued operation” when the criteria to be classified as held for sale have been met or it has been disposed of and such a component represents a separate major line of business or geographical area of operations. A component is deemed to be held for sale if its carrying amounts will be recovered principally through a sale transaction rather than through continuing use. Upon classification as held for sale, non current assets and disposal groups are not depreciated and are measured at the lower of carrying amount and fair value less costs to sell. Any differences are recognised in profit or loss. 2.23Revenue Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured at the fair value of consideration received or receivable. (a)Long term fixed price contracts Revenue on long term fixed price contracts is recognised based on the percentage of completion method determined on the proportion of costs incurred to date against total estimated costs. Where the contract outcome cannot be measured reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable. All anticipated losses on contracts are fully provided for. (b)Short term contracts Revenue is recognised upon rendering of services and transfer of significant risks. Revenue is not recognised to the extent where there are significant uncertainties regarding recovery of the consideration due or associated costs. (c) Sale of goods Revenue relates to sale of software and hardware is recognised upon the transfer of risks and rewards of ownership of the goods to the customers. Revenue is not recognised to the extent where there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods. (d)Dividend income Dividend income is recognised when the Group’s right to receive payment is established. (e) Information technology professional services Income is recognised based on net billings to customers for services where no fixed contract sum is agreed up front. Income is recognised based on percentage of completion method over the period of the contract where a fixed sum has been agreed up front. The percentage of completion is determined by reference to the costs incurred to date to the total estimated costs where the outcome of the projects can be reliably estimated. All anticipated losses are fully provided. (f) Rental income Rental income is recognised on accrual basis based on agreed upon rental rates. (g)Interest income Interest income is recognised using the effective interest method. page www.heitech.com.my 137 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.24 Income taxes (a)Current tax Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the reporting date. Current taxes are recognised in profit or loss except to the extent that the tax relates to items recognised outside profit or loss, either in other comprehensive income or directly in equity. (b)Deferred tax Deferred tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax liabilities are recognised for all temporary differences, except: – where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and – in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. Deferred tax assets are recognised for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilised except: – where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and – in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax assets to be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the reporting date. page HeiTech Padu Berhad 138 Annual Report 2013 Notes to the financial statements – 31 December 2013 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.24 Income taxes (cont’d.) (b)Deferred tax (cont’d.) Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity and deferred tax arising from a business combination is adjusted against goodwill on acquisition. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority. 2.25 Segment reporting For management purposes, the Group is organised into operating segments based on their products and services which are independently managed by the respective segment managers responsible for the performance of the respective segments under their charge. The segment managers report directly to the management of the Company who regularly review the segment results in order to allocate resources to the segments and to assess the segment performance. Additional disclosures on each of these segments are shown in Note 36, including the factors used to identify the reportable segments and the measurement basis of segment information. 2.26 Share capital and share issuance expenses An equity instrument is any contract that evidences a residual interest in the assets of the Group and the Company after deducting all of its liabilities. Ordinary shares are equity instruments. Ordinary shares are recorded at the proceeds received, net of directly attributable incremental transaction costs. Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they are declared. 2.27Contingencies 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 event(s) not wholly within the control of the Group. Contingent liabilities and assets are not recognised in the statement of financial position of the Group. 2.28 Fair value measurements The Group measures its financial instruments, such as, derivatives, at fair value at each reporting date. Also, fair values of financial instruments measured at amortised cost are disclosed in Note 33(a). Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: (i) In the principal market for the asset or liability, or (ii) In the absence of a principal market, in the most advantageous market for the asset or liability www.heitech.com.my page 139 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D.) 2.28 Fair value measurements (cont’d.) The principal or the most advantageous market must be accessible to by the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs. Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. 2.29 Offsetting of financial instruments Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously. 3. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES The preparation of the Group’s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities at the reporting date. However, uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the asset or liability affected in the future. 3.1 Judgements made in applying accounting policies In the process of applying the Group’s accounting policies, apart from those involving estimations, there are no significant judgements made by the management that has significant effect on the amount recognised in the financial statements. page HeiTech Padu Berhad 140 Annual Report 2013 Notes to the financial statements – 31 December 2013 3. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (CONT’D.) 3.2 Key sources of estimation uncertainty The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. (a)Impairment of goodwill Goodwill and other indefinite life intangibles are tested for impairment annually and at other times when such indicators exist. This requires an estimation of the value in use of the cash-generating units to which goodwill are allocated. When value in use calculations are undertaken, management must estimate the expected future cash flows from the asset or cash-generating unit and choose a suitable discount rate in order to calculate the present value of those cash flows. Further details of the carrying value, the key assumptions applied in the impairment assessment of goodwill and sensitivity analysis to changes in the assumptions are given in Note 14. (b)Deferred tax assets Deferred tax assets are recognised for unrecognised tax losses, unabsorbed capital allowances and other temporary differences to the extent that it is probable that taxable profit will be available against which unabsorbed capital allowances and other temporary differences can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits together with future tax planning strategies. The unrecognised tax losses, capital allowances and other temporary differences of the Group and the Company were RM54,485,000 (2012: RM14,342,000) and RM40,143,000 (2012: RM Nil) as disclosed in Note 19. (c) Recognition of revenue from long term contracts The Group and the Company recognised long term fixed price contracts revenue and expenses in the income statements by using the stage of completion method. The stage of completion method is determined by the proportion of actual contracts costs incurred for work performed to date against the estimated total contract costs. The Group and the Company estimate total contract costs based on regularly updated project budgets which may, because of their forward looking nature, be subject to some degree of uncertainty. (d)Deferred development cost The Group capitalises project development costs incurred as part of requirement in bidding for projects which are considered high in value and strategic to the Group’s business. Significant judgement is required in determining the extent of costs incurred and the recoverability of the development costs. In making the judgement, the Group evaluates based on past experiences, current external economic factors and the progress and development of the contract. (e) Impairment of loans and receivables The Group and the Company assess at each reporting date whether there is any objective evidence that a financial asset is impaired. To determine whether there is objective evidence of impairment, the Group and the Company consider factors such as the probability of insolvency or significant financial difficulties of the debtor and default or significant delay in payments. The carrying amount of the Group’s and the Company’s loans and receivables at the reporting date is disclosed in Note 21. page www.heitech.com.my 141 3. SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (CONT’D.) 3.2 Key sources of estimation uncertainty (cont’d.) (f) Useful lives of property, plant and equipment The cost of property, plant and equipment is depreciated on a straight-line basis over the assets’ useful lives. Management estimates the useful lives of these property, plant and equipment to be within 3 to 50 years. These are common life expectancies applied in the industry. Changes in the expected level of usage and technological developments could impact the economic useful lives and the residual values of these assets, therefore future depreciation charges could be revised. The carrying amount of the Group’s property, plant and equipment at the reporting date is disclosed in Note 13. 4.REVENUE Revenue of the Group and of the Company consist of the following: Malaysian Communications and Multimedia Commission (MCMC) Licensable Activities Network related services Internet data centre services Other activities Sale of hardware and software Maintenance charges System application and development Disaster recovery and facility management services Bulk mailing charges Miscellaneous income Group Company 2013201220132012 RM’000RM’000RM’000RM’000 84,09592,10584,09592,105 577557577557 84,67292,66284,67292,662 75,01863,59259,37358,360 116,12083,309 116,12080,804 65,08177,82258,32374,342 35,33047,99135,33047,991 30,26925,698 –– 7,3284,4552,2922,345 329,146302,867271,438263,842 Total revenue 413,818395,529356,110356,504 Revenue pertaining to the MCMC Licensable Activities refers to those attributable revenue prescribed under the Communication and Multimedia Act (CMA) 1998 Framework. Under the CMA, the provision of network related services and internet data centre services are licensed as Network Services Provider Individual License (NSP (i)) and Application Service Provider Class License (ASP (c)) respectively. page HeiTech Padu Berhad 142 Annual Report 2013 Notes to the financial statements – 31 December 2013 5. OTHER INCOME Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Interest income: – Fixed deposits from license banks Dividend income: – Subsidiaries – Other investments Gain on disposal of property, plant and equipment Rental income Net gain on remeasurement to fair value of retained interest in a former associate Net gain on disposal of investment in a subsidiary Reversal of allowance for impairment of trade and other receivables Others 1,3986,1531,3985,834 1,454933 –– 9,90112,02314,35728,214 474718423625 –––8,930 3,5852,5283,5852,528 97494949 2,8931,6428,9029,510 –––335 –––403 6. EMPLOYEE BENEFITS EXPENSE Wages and salaries Defined contributions plans and social security contributions Other benefits Group Company 2013201220132012 RM’000RM’000RM’000RM’000 81,22777,47222,27921,945 9,2908,8313,0203,599 5,9067,6621,8653,022 96,42393,96527,16428,566 Included in employee benefits expense of the Group and of the Company are executive directors’ remuneration amounting to RM1,307,000 (2012: RM1,602,000) and RM689,000 (2012: RM1,308,000) respectively as further disclosed in Note 7. page www.heitech.com.my 143 7. DIRECTORS’ REMUNERATION The details of remuneration receivable by directors of the Company during the year are as follows: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Executive: Salaries and other emoluments Defined contribution plan 1,2041,430 6181,168 103172 71140 Total executive directors’ remuneration (excluding benefits-in-kind) (Note 6) Estimated money value of benefits-in-kind 1,3071,602 6891,308 79113 79102 Total executive directors’ remuneration (including benefits-in-kind) 1,3861,715 7681,410 Non-executive: Fees Other emoluments 210305210305 10315 10315 Total non-executive directors’ remuneration 313320313320 Total directors’ remuneration (Note 31) The number of directors of the Company whose total remuneration during the financial year fell within the following bands is analysed below: 1,6992,0351,0811,730 Number of directors 2013 2012 Executive directors: RM350,000 – RM400,000 RM850,000 – RM900,000 21 –1 Non-executive directors: Up to RM50,000 RM50,000 – RM100,000 88 1– page HeiTech Padu Berhad 144 Annual Report 2013 Notes to the financial statements – 31 December 2013 8. FINANCE COSTS Interest expense on: Term loans Revolving credits Obligations under finance leases Bank overdrafts Due to directors of a subsidiary Others Group Company 2013201220132012 RM’000RM’000RM’000RM’000 2,3782,9132,0892,906 565494565494 1,151851983759 2,8531,0452,7541,045 9999 –– 21748 18742 7,2635,4506,5785,246 9. (LOSS)/PROFIT BEFORE TAXATION FROM CONTINUING OPERATIONS The following items have been included in arriving at (loss)/profit before tax from continuing operations: Amortisation of intangible assets – Continuing operations – Discontinuing operation Auditors’ remuneration – Statutory audit – Continuing operations – Discontinuing operation – Other services Office rental – Continuing operations – Discontinuing operation Impairment loss on: – Continuing operations – Trade receivables (Note 21) – Other receivables (Note 21) – Intangible assets (Note 14) – Available-for-sale financial assets Reversal of impairment loss on: – Trade receivables (Note 21) – Others receivables (Note 21) Group Company 2013201220132012 RM’000RM’000RM’000RM’000 87102 8788 87102 8788 –––– 311244160125 311224160125 –20 –– 56415641 5,6784,7404,4214,377 5,6784,5964,4214,377 –144 –– 5,9694,6732,1954,183 7,963204 7,644204 –3,427 –– 1,878809 1,878809 (1,298)(4,617)(1,297)(4,298) (100)(1,536) (100)(1,536) page www.heitech.com.my 145 9. (LOSS)/PROFIT BEFORE TAXATION FROM CONTINUING OPERATIONS (CONT’D.) Depreciation of property, plant and equipment – Continuing operations – Discontinued operation Loss on disposal of a subsidiary Net loss on remeasurement to fair value of retained interest in a former associate Loss on disposal of other investment Group Company 2013201220132012 RM’000RM’000RM’000RM’000 8,80811,814 6,9559,598 8,79711,794 6,9559,598 1120 –– 2,072– 3,020– –2,140 –– 33925 33925 10. INCOME TAX EXPENSE/(BENEFIT) Major components of income tax expense/(tax benefit) The major components of income tax expense/(benefit) for the years ended 31 December 2013 and 2012 are: Statement of comprehensive income: Current income tax – continuing operations: Malaysian income tax (Over)/under provision in prior years Deferred tax - continuing operations (Note 19): Relating to origination and reversal of temporary differences Under provision in prior years Income tax attributable to continuing operations Income tax attributable to discontinued operation (Note 11) Income tax expense/(benefit) recognised in profit or loss Group Company 2013201220132012 RM’000RM’000RM’000RM’000 1,4143,806 –– (14)(1,324) 218(1,241) 1,4002,482 218(1,241) 68(463) 145508 –(474) –499 21345 –25 1,6132,527 218(1,216) –70 –– 1,6132,597 218(1,216) page HeiTech Padu Berhad 146 Annual Report 2013 Notes to the financial statements – 31 December 2013 10. INCOME TAX EXPENSE/(BENEFIT) (CONT’D.) Reconciliations between tax expense/(benefit) and accounting (loss)/profit The reconciliations between tax expense/(benefit) and the product of accounting (loss)/profit multiplied by the applicable corporate tax rate for the years ended 31 December 2013 and 2012 are as follows: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 (Loss)/profit before taxation from continuing operations Loss before taxation from discontinued operation (Note 11) Accounting (loss)/profit before taxation Taxation at Malaysian statutory tax rate of 25% (2012: 25%) Effect of income not subject to tax Effect of expenses not deductible for tax purposes Utilisation of group relief Effect of share of results of associates Deferred tax assets not recognised during the year Utilisation of previously unrecognised tax losses Under/(over) provision of deferred tax in prior years – Continuing operations – Discontinued operation (Over)/under provision of income tax expense in prior years – Continuing operations – Discontinued operation Income tax expense/(benefit) recognised in profit or loss Domestic income tax is calculated at the Malaysian statutory tax rate of 25% (2012: 25%) of the estimated assessable profit for the year. The domestic statutory tax rate will be reduced to 24% from the current year’s rate of 25%, effective year of assessment 2016. The computation of deferred tax as at 31 December 2013 has reflected these changes. Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions. The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction. (31,438)7,936 (45,654)1,962 (298)(499) –– (31,736)7,437 (45,654)1,962 (7,934)1,859 (11,414)491 (1,286)(637) (1,126)(2,865) 6933,9472,5312,096 –––(196) –254 –– 10,036329 10,036– (27)(2,336) (27)– 145508 –499 –(15) –– (14)(1,324) 218(1,241) –12 –– 1,6132,597 218(1,216) page www.heitech.com.my 147 11. DISCONTINUED OPERATION AND DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE The Group disposed off a 55% owned subsidiary, Electronic Media Airtime Services Sdn. Bhd. (“EMAS”), for a total consideration of RM10,120,000. The consideration is made via share swap with an allottment of 9,200,000 ordinary shares of RM1 each, representing 80% of the issued and paid-up share capital of DAPAT Vista (M) Sdn. Bhd. (“DVSB”). The subsidiary was operating in the television content services segment and the disposal was completed on 15 May 2013. The assets and liabilities of the subsidiary has been deconsolidated and the results from this subsidiary is presented separately on the statement of comprehensive income as discontinued operations. Statement of financial position disclosures The major classes of assets and liabilities of EMAS classified as held for sale as at 31 December 2012 are as follows: Group 2013 RM’000 2012 RM’000 Assets: Property, plant and equipment Investments in associates Trade and other receivables Other current assets Tax recoverable Cash and bank balances –65 –3,114 –9,885 –114 –409 –101 –13,688 Assets of disposal group classified as held for sale Liabilities: Trade and other payables Borrowings Deferred tax liabilities –771 –41 –5 Liabilities of disposal group classified as held for sale –817 Net assets directly associated with disposal group classified as held for sale –12,871 page HeiTech Padu Berhad 148 Annual Report 2013 Notes to the financial statements – 31 December 2013 11. DISCONTINUED OPERATION AND DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (CONT’D.) Statement of comprehensive income disclosures The results of EMAS for the years ended 31 December 2013 and 2012 are as follows: Group 2013 RM’000 Revenue Interest income 2012 RM’000 404,950 –6 Total revenue 404,956 Employee benefits expense Television program production costs Depreciation (Note 9) Other expenses (171)(508) (93)(3,767) (11)(20) (59)(409) Total expenditure (334)(4,704) (Loss)/profit from operations Finance costs Share of results of an associated company (294)252 (4)(4) –(747) Loss before taxation Income tax expense (Note 10) (298)(499) –(70) Loss from discontinued operation, net of tax (298)(569) Statement of cash flows disclosures The cash flows attributable to EMAS were as follows: Group 2013 RM’000 Operating Investing Financing Net cash inflow/(outflow) 2012 RM’000 18(1,306) (108)(25) 91(14) 1(1,345) page www.heitech.com.my 149 11. DISCONTINUED OPERATION AND DISPOSAL GROUP CLASSIFIED AS HELD FOR SALE (CONT’D.) Effects of disposal on financial position Group 2013 RM’000 2012 RM’000 Property, plant and equipment Investments in associates Trade and other receivables Other current assets Tax recoverable Cash and bank balances Trade and other payables Borrowings Deferred tax liabilities 8936 1,7131,713 4,8225,437 26163 239225 5656 (181)(424) (73)(23) (3)(3) 6,9237,080 2,249 Net assets disposed Attributable goodwill Total disposal proceeds (Note 15) Loss on disposal to the Group (Note 5) 9,172 (7,100) 2,072 Disposal proceeds settled by: Cash Deferred payment Non-cash consideration 300 700 6,100 7,100 Cash inflow arising on disposal: Cash consideration Cash and bank balances of subsidiary disposed 300 (56) Net inflow on disposal 244 page HeiTech Padu Berhad 150 Annual Report 2013 Notes to the financial statements – 31 December 2013 12. (LOSS)/EARNINGS PER SHARE (a) Continuing operations Basic (loss)/earnings per share are calculated by dividing the (loss)/profit for the year from continuing operations, net of tax, attributable to equity holders of the Company by the weighted average number of ordinary shares outstanding during the financial year. Diluted earnings per share is calculated by dividing the profit for the year from continuing operations, net of tax, attributable to equity holders of the Company by the adjusted weighted average number of ordinary shares in issue and issuable during the financial year. No diluted earnings per share were presented as there were no potential dilutive ordinary shares outstanding as at 31 December 2013. In prior year, the dilutive potential ordinary shares of the Group comprise the employees’ share options. The basis for the maximum number of ordinary shares of RM1.00 each to be issued upon the exercise of share options granted, the latest date for exercise and exercise price are disclosed in Note 30. The following tables reflect the (loss)/profit and share data used in the computation of basic and diluted earning per share for the years ended 31 December: Group 2013 RM’000 (32,579)4,876 (164)(313) (Loss)/profit net of tax attributable to owners of the parent: – Continuing operations – Discontinued operation Total Weighted average number of ordinary shares in issue for basic loss/(earnings) per share computation Effect of dilution: Assumed shares issued from the exercise of options at no consideration (’000) Weighted average number of ordinary shares in issue for diluted earnings per share computation 2012 RM’000 (32,743)4,563 Number of Number of shares shares ’000 ’000 101,225101,225 –4,631 101,225105,856 page www.heitech.com.my 151 12. (LOSS)/EARNINGS PER SHARE (CONT’D.) (a) Continuing operations (cont’d.) Group 2013 Basic (loss)/earnings per share (sen per share) Diluted earnings per share (sen per share) (32.35)4.51 –4.31 Group 2013 Basic (loss)/earnings per share (sen per share) – Continuing operations – Discontinued operation Diluted earnings per share (sen per share) – Continuing operations – Discontinued operation 2012 2012 (32.18)4.82 (0.16)(0.31) (32.34)4.51 –4.61 –(0.30) –4.31 (b) Discontinued operation The basic and diluted loss per share from discontinued operation are calculated by dividing the loss from discontinued operation, net of tax, attributable to owners of the parent by the weighted average number of ordinary shares for basic loss per share computation and weighted average number of ordinary shares for diluted loss per share computation respectively. The loss and share data are presented in the tables in Note 12(a). page 152 HeiTech Padu Berhad Annual Report 2013 Notes to the financial statements – 31 December 2013 13. PROPERTY, PLANT AND EQUIPMENT Machinery, office Computers equipment, and Construction Freehold Motor furniture network work in land Building vehicles and fittings equipment Renovation progress Total Group RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000 Cost At 1 January 2012 Additions Disposals Attributable to discontinued operation Exchange differences 11,506 44,248 2,581 34,584 160,468 21,579 – 274,966 – 70 680 4,181 2,688 50510,81718,941 – – – (1,500)(1,581)(1,367) – (4,448) – –(138)(56)(97)(17) –(308) – (208)(182)(195) – – – (585) At 31 December 2012 and 1 January 2013 Acquisition of new subsidiaries Additions Disposals Exchange differences 11,50644,110 2,94137,014 161,47820,70010,817 288,566 – – 5876,2642,301 44 –9,196 – – 3512962325 5,538 7,340 – – (614) (1) (752) (52) –(1,419) – (56) (54) (226)––– (336) 11,50644,054 2,86343,563 163,98921,01716,355 303,347 At 31 December 2013 Accumulated depreciation At 1 January 2012 – 12,845 2,195 22,033 153,067 16,266 – 206,406 Charge for the year3,566 2671,7173,8342,430 – 11,814 Disposals – – – (1,493)(1,581)(1,364) – (4,438) Attributable to discontinued operation – –(138)(42)(53)(10) –(243) Exchange differences –(4) (3) (30)––– (37) At 31 December 2012 and 1 January 2013 Acquisition of new subsidiaries Charge for the year Disposals Exchange differences –16,407 2,32122,185 155,26717,322 – 213,502 – – 5105,5991,822 16 –7,947 –3,645 1021,1542,4711,436 –8,808 – – (614) (1) (752) (24) –(1,391) –– (26) (42)––– (68) –20,052 2,29328,895 158,80818,750 At 31 December 2013 – 228,798 Net carrying amount At 31 December 2012 11,50627,703 62014,829 6,211 3,37810,81775,064 11,50624,002 57014,668 5,181 2,26716,35574,549 At 31 December 2013 page www.heitech.com.my 153 13. PROPERTY, PLANT AND EQUIPMENT (CONT’D.) Office Computers equipment, and Construction Freehold Motor furniture network work in land Building vehicles and fittings equipment Renovation progress Total Company RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000 Cost At 1 January 2012 Additions Disposals 9,895 38,995 1,558 15,680 155,467 21,973 – 243,568 – 24 – 288 1,144 50510,81712,778 – – – (1,494)(1,581)(1,367) – (4,442) At 31 December 2012 and 1 January 2013 Additions Disposals 9,89539,019 1,55814,474 155,03021,11110,817 251,904 – – –128657293 5,538 6,616 – – (352)(1) (752)(8) – (1,113) 9,89539,019 1,20614,601 154,93521,39616,355 257,407 At 31 December 2013 Accumulated depreciation At 1 January 2012 Charge for the year Disposals – 11,969 1,484 11,919 149,651 16,282 –3,399 59 3663,3472,427 – – – (1,493)(1,581)(1,364) At 31 December 2012 and 1 January 2013 Charge for the year Disposals –15,368 1,54310,792 151,41717,345 – 196,465 –3,645 14 2621,6001,434 –6,955 – – (352)(1) (752)(8) – (1,113) At 31 December 2013 –19,013 1,20511,053 152,26518,771 Net carrying amount At 31 December 2012 9,895 At 31 December 2013 9,89520,006 Assets held under finance leases During the financial year, the Group and the Company acquired property, plant and equipment at aggregate cost of RM7,340,000 (2012: RM18,941,000) and RM6,616,000 (2012: RM12,778,000) respectively of which RMNil (2012: RM12,775,000) of the Group and RMNil (2012: RM10,817,000) of the Company were acquired by means of finance leases. The net carrying amount of property, plant and equipment of the Group and of the Company held under finance lease were RM14,813,000 (2012: RM15,829,000) and RM10,817,000 (2012: RM10,817,000) respectively. 23,651 15 3,682 3,613 3,766 – 191,305 –9,598 – (4,438) – 202,307 10,817 55,439 1 3,548 2,670 2,62516,35555,100 page HeiTech Padu Berhad 154 Annual Report 2013 Notes to the financial statements – 31 December 2013 13. PROPERTY, PLANT AND EQUIPMENT (CONT’D.) Assets pledged as security In addition to assets held under finance leases, the net carrying amounts of property, plant and equipment pledged as securities for loans and borrowings (Note 25) are as follows: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 9,8959,8959,8959,895 2,7802,848 –– Freehold land Building 12,67512,743 9,8959,895 14. INTANGIBLE ASSETS Software Deferred Secureddevelopmentdevelopment Goodwill contractcostscosts Total Group RM’000RM’000RM’000RM’000RM’000 Cost At 1 January 2012 Additions Exchange differences At 31 December 2012 and 1 January 2013 Acquisition of subsidiaries Disposal of a subsidiary Additions Transfer to amount due from customers on contracts At 31 December 2013 Accumulated amortisation and impairment At 1 January 2012 Amortisation Impairment At 31 December 2012 and 1 January 2013 Disposal of a subsidiary Amortisation 18,627 11,397 1,056 2,542 33,622 – – –9,9919,991 – –(28) –(28) 18,62711,397 1,02812,53343,585 8,959––– 8,959 (5,676)(11,397) – – (17,073) – –3,4302,7216,151 ––– (15,254) (15,254) 21,910– 4,458– 26,368 – 11,397 579 – 11,976 – –102 –102 3,427––– 3,427 3,42711,397 681 –15,505 (3,427)(11,397) – – (14,824) – –87 –87 – –768 –768 At 31 December 2013 Net carrying amount At 31 December 2012 15,200 At 31 December 2013 21,910– 3,690– 25,600 – 347 12,533 28,080 page www.heitech.com.my 155 14. INTANGIBLE ASSETS (CONT’D.) Secured contract of the Group relates to the fair value of contracts of a former subsidiary recognised upon acquisition of that subsidiary. Company Software Deferred development development costs costs Total RM’000RM’000RM’000 Cost At 1 January 2012 Additions 1,054 2,542 3,596 –9,9919,991 At 31 December 2012 and 1 January 2013 Additions Transfer to amount due from customers on contracts 1,05412,53313,587 –2,7212,721 – (15,254)(15,254) 1,054 At 31 December 2013 –1,054 Accumulated amortisation At 1 January 2012 Amortisation 639 88 At 31 December 2012 and 1 January 2013 Amortisation 727 –727 87 –87 At 31 December 2013 814 Net carrying amount At 31 December 2012 327 At 31 December 2013 240 Impairment testing of goodwill Goodwill arising from business combinations has been allocated to three individual cash-generating units (“CGU”) for impairment testing as follows: – – –814 12,533 Computer software development, sales and support Mailing and document processing services Mobile value added services Television content services 12,860 –240 Group 2013 RM’000 639 88 2012 RM’000 Restated 5,5325,532 9,6087,419 6,770– –2,249 21,91015,200 page HeiTech Padu Berhad 156 Annual Report 2013 Notes to the financial statements – 31 December 2013 14. INTANGIBLE ASSETS (CONT’D.) Key assumptions used in value in use calculations The recoverable amount of a CGU is determined based on value in use calculations using cash flow projections based on financial budgets approved by management covering a five year period. The calculations of value in use for the CGUs are most sensitive to the following assumptions: (a) Budgeted gross margin The basis used to determine the value assigned to the budgeted gross margin is the average margin achieved in the year immediately before the budgeted year increased for expected efficiency improvements. (b) Budgeted growth rate The management believes that the average growth rates at 5% to 10% (2012: 6%) used are consistent with the long term average growth rate of the economy. (c) Discount rate The discount rates used at 3.1% (2012: 3.1%) are pre-tax and reflect specific risks relating to the relevant segments. Sensitivity to changes in assumptions With regard to the assessment of value in use of the subsidiaries, management believes that no reasonably possible change in any of the above key assumptions would cause the carrying values of the units to materially exceed their recoverable amounts. 15. INVESTMENTS IN SUBSIDIARIES Unquoted ordinary shares, at cost Redeemable convertible preference shares of RM1.00 each Company 2013 RM’000 2012 RM’000 48,73852,758 2,1402,140 Less: Accumulated impairment losses 50,87854,898 (7,946)(7,946) 42,93246,952 page www.heitech.com.my 157 15. INVESTMENTS IN SUBSIDIARIES (CONT’D.) Country of Name incorporation Principal activities Effective equity interest (%) 20132012 Held by the Company: Motordata Research Malaysia Consortium Sdn. Bhd. Development and provision of a centralised parts pricing database for Malaysian insurance industry. 6060 Development and marketing of computer aided educational software. 7777 Dapat Vista (M) Sdn. Bhd. Malaysia Business related to providing mobile value added services. 80– Electronic Media Airtime Malaysia Services Sdn. Bhd.* Production and supply of contents to broadcasting stations, airtime management, rental of production facilities and other related services. Provision of mail processing and its related services. 100100 HeiTech i-Solution Malaysia Sdn. Bhd. Computer software development and marketing of software, contract programming services and product systems integration and other computer related services. 100100 Integrated Healthcare Malaysia Solutions Sdn. Bhd. Provision of a one-stop customer support service centre and consultancy service desks. 100100 HeiTech E*Business Malaysia Solutions Sdn. Bhd. Provision of research and development in developing, installing and supporting software for small and medium sized industries. 100100 HeiTech Defence Malaysia System Sdn. Bhd. Provision for information and communication technology products and services for the defence industry. 100100 HeiTech Health Malaysia Solution Sdn. Bhd. Provision for information and communication technology products and services for the health industry. 100100 HeiTech Managed Malaysia Services Sdn. Bhd. Provision of consultancy services, network management, local area network design and installation services. 100100 Educational Trend Malaysia Sdn. Bhd. Inter-City MPC (M) Malaysia Sdn. Bhd. –55 page 158 HeiTech Padu Berhad Annual Report 2013 Notes to the financial statements – 31 December 2013 15. INVESTMENTS IN SUBSIDIARIES (CONT’D.) Country of Name incorporation Principal activities Effective equity interest (%) 20132012 Held by the Company (cont’d.): Padusoft Sdn. Bhd. Malaysia Dormant. 100100 Vante Sdn. Bhd. Malaysia Dormant. 100100 Megacenter System Sdn. Bhd. Malaysia Dormant. 100100 E-Image Technologies Sdn. Bhd. Malaysia Dormant. 100100 Computer software development, sales and support for the motor body industry. 100100 Provision of mail processing and its related services. 100– Cinix 1 Pty. Ltd.^ Australia Held through Inter-City MPC (M) Sdn. Bhd.: Pro Office Solutions Malaysia Sdn. Bhd. PT. Intercity Kerlipan^ Indonesia Held through Electronic Media Airtime Services Sdn. Bhd.: EMASTV Pte. Ltd.* Singapore Provision of mail processing and its related services. Dormant. 7070 –100 ^ The financial statements of these companies are coterminous with those of the Group and audited by firms of chartered accountants other than Hanafiah Raslan & Mohamad. * Classified as discontinued operation during the current financial year (Note 11). page www.heitech.com.my 159 15. INVESTMENTS IN SUBSIDIARIES (CONT’D.) (a) Acquisition of subsidiaries HeiTech Padu Berhad The Company acquired 9,200,000 ordinary shares of RM1 each, representing 80% of the issued and paid-up share capital of Dapat Vista (M) Sdn. Bhd. on 15 May 2013, for a total consideration of RM9,120,000 via share swap with 55% of shareholding in EMAS. Refer Note 11 for more details. The acquisition had the following effects on the financial position of the Group as at the end of the year. The fair values of the identifiable assets and liabilities of Dapat Vista (M) Sdn. Bhd. as at the date of acquisition were: Fair value RM’000 Plant and equipment Trade and other receivables Cash and bank balances Trade and other payables Loans and borrowings Net identifiable liabilities Carrying amount RM’000 421 1,133 228 (1,412) (1,208) 421 1,133 228 (1,412) (1,208) (838) (838) RM’000 The effect of the acquisition on cash flows is as follows: Total cost of the business combination Less: Non-cash consideration Consideration settled in cash Less: Cash and cash equivalents of subsidiary acquired – (228) Net cash inflow on acquisition (228) Goodwill arising on acquisition 6,100 (6,100) RM’000 Fair value of net identifiable liabilities Add: Non-controlling interests (838) 168 Group’s interest in fair value of net identifiable liabilities Goodwill on acquisition (Note 14) (670) 6,770 Fair value of consideration 6,100 MFRS 3 contains provisions which allows the acquirer a measurement period not exceeding one year from the acquisition date to identify and measure all of the various components of the business combination as of the acquisition date. As such, the fair value of the acquired identifiable liabilities of RM838,000 is provisional pending receipt of the final valuations for those assets. page HeiTech Padu Berhad 160 Annual Report 2013 Notes to the financial statements – 31 December 2013 15. INVESTMENTS IN SUBSIDIARIES (CONT’D.) (a) Acquisition of subsidiaries (cont’d.) Inter-City MPC (M) Sdn. Bhd. A subsidiary, Inter-City MPC (M) Sdn. Bhd., acquired 100% equity interest in Pro Office Solutions Sdn. Bhd. on 31 August 2013 for a total cash consideration of RM9,000,000. The acquisition had the following effects on the financial position of the Group as at the end of the year. The fair values of the identifiable assets and liabilities of Pro Office Solutions Sdn. Bhd. as at the date of acquisition were: Fair value RM’000 Plant and equipment Inventories Trade and other receivables Tax recoverable Cash and bank balances Trade and other payables Loans and borrowings Deferred tax liabilities Net identifiable assets Carrying amount RM’000 1,602 296 9,480 240 788 (3,779) (1,539) (277) 1,602 296 9,480 240 788 (3,779) (1,539) (277) 6,811 6,811 RM’000 The effect of the acquisition on cash flows is as follows: Total cost of the business combination Less: Cash and cash equivalents of subsidiary acquired 9,000 (788) Net cash outflow on acquisition 8,212 Goodwill arising on acquisition RM’000 Fair value of net identifiable assets Goodwill on acquisition (Note 14) 6,811 2,189 Cost of business combination 9,000 MFRS 3 contains provisions which allows the acquirer a measurement period not exceeding one year from the acquisition date to identify and measure all of the various components of the business combination as of the acquisition date. As such, the fair value of the acquired identifiable assets of RM6,811,000 is provisional pending receipt of the final valuations for those assets. (b) Disposal of a subsidiary Information relating to the disposed subsidiary during the financial year are set out in Note 11. page www.heitech.com.my 161 16. INVESTMENTS IN ASSOCIATES Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Unquoted shares, at cost Share of post-acquisition reserves 3,075575 2,900400 4,0973,445 –– Less: Accumulated impairment losses 7,1724,0202,900400 (3,075)(575) (2,900)(400) 4,0973,445 Country of Name incorporation Principal activities Held by the Company: East Coast Multimedia Academy Sdn. Bhd.^ –– Effective equity interest (%) 20132012 Dormant. 4040 Business to business (B2B) e-commerce solution provider. 40– Vantage Point Consulting Malaysia Sdn. Bhd. Provision of System Application and Products (“SAP”) contract programming consultance and turnkey project services. 5050 PlayTV Asia Sdn. Bhd.^* Malaysia Provision of digital media services, online TV commercials and digital advertisements. Malaysia E-Komoditi Sdn. Bhd.^ Malaysia Held through subsidiaries: –16.5 Held through associate: Vantage Point Consulting Singapore (Sg) Pte. Ltd.^ Provision of System Application and Products (“SAP”) services in the ASEAN region. 5050 ^ Audited by firms of chartered accountants other than Hanafiah Raslan & Mohamad. * Disposed off during the current financial year (Note 11). The directors deem the interest in E-Komoditi Sdn. Bhd. (EKSB) to be an investment in associate as the Company started having significant influence on EKSB effective 1 January 2013. Prior to this, the investment in EKSB was classified as a simple investment. page HeiTech Padu Berhad 162 Annual Report 2013 Notes to the financial statements – 31 December 2013 16. INVESTMENTS IN ASSOCIATES (CONT’D.) The summarised financial information of the associates, not adjusted for the proportion of ownership interest held by the Group, is as follows: 2013 RM’000 2012 RM’000 Assets and liabilities Total assets 28,69622,991 Total liabilities 28,41712,563 Results Revenue 37,27729,279 1,595(110) Profit/(loss) for the year 17. OTHER INVESTMENTS Available-for-sale financial assets: Equity instruments (unquoted), at cost Equity instruments (quoted), at fair value Total Group Company 2013201220132012 RM’000RM’000RM’000RM’000 6,3128,2146,1488,050 –7,303 –7,303 6,31215,517 6,14815,353 18. LEASE RECEIVABLE Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Current Lease receivable 32,41532,41532,41532,415 Non-current Lease receivable 81,94293,54681,94293,546 114,357125,961114,357125,961 page www.heitech.com.my 163 18. LEASE RECEIVABLE (CONT’D.) The lease receivable represents the present value of payments receivable from the Government of Malaysia in relation to a build and lease arrangement. The lease to the Government has been ascertained to be a finance lease. In determining the present value, a discount rate of 7.5% has been utilised. Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Total minimum lease receivable Less: Amount representing unwinding discount 228,137239,741228,137239,741 Present value of minimum lease receivable The remaining maturities of the lease receivable are as follows: Not later than 1 year Later than 1 year but not later than 2 years Later than 2 years but not later than 5 years Present value of minimum lease receivable Less: Amount due within 12 months Amount due after 12 months (113,780)(113,780)(113,780)(113,780) 114,357125,961114,357125,961 32,41532,41532,41532,415 64,83064,83064,83064,830 17,11228,71617,11228,716 114,357125,961114,357125,961 (32,415)(32,415)(32,415)(32,415) 81,94293,54681,94293,546 19. DEFERRED TAXATION Deferred tax (assets)/liabilities of the Group and Company relate to the following: Group Accelerated Other capital temporary allowancesdifferences Total RM’000RM’000RM’000 At 1 January 2012 Recognised in profit or loss Attributable to discontinued operation (2,775) 51 (5) 3,152 (6) – 377 45 (5) At 31 December 2012 and 1 January 2013 Acquisition of new subsidiaries Recognised in profit or loss (2,729)3,146 417 –277277 430(217)213 At 31 December 2013 (2,299)3,206 907 page HeiTech Padu Berhad 164 Annual Report 2013 Notes to the financial statements – 31 December 2013 19. DEFERRED TAXATION (CONT’D.) Company Accelerated Other capital temporary allowancesdifferences Total RM’000RM’000RM’000 At 1 January 2012 Recognised in profit or loss 1,743 4 At 31 December 2012 and 1 January 2013 Recognised in profit or loss 1,747(2,331) (584) ––– At 31 December 2013 1,747(2,331) (584) Group (2,352) 21 (609) 25 Company 2013201220132012 RM’000RM’000RM’000RM’000 Restated Presented after appropriate offsetting as follows: Deferred tax liabilities Deferred tax assets 1,4911,001 –– (584)(584)(584)(584) 907417 (584)(584) Deferred tax assets have not been recognised in respect of the following items: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 RestatedRestated 54,48514,34240,143– Unrecognised tax losses The availability of the unrecognised tax losses, unabsorbed capital allowances and other temporary differences for offsetting against future taxable profits of the respective subsidiaries are subject to no substantial changes in shareholdings of those subsidiaries under the Income Tax Act, 1967 and guidelines issued by the tax authority. page www.heitech.com.my 165 20.INVENTORIES Group 2013 RM’000 Cost Consumables 2012 RM’000 1,4421,523 21. TRADE AND OTHER RECEIVABLES Group Company 2013201220132012 RM’000RM’000RM’000RM’000 164,748165,868131,045148,699 –– 16,31912,202 2,4022,7612,4022,761 Trade receivables Third parties Amounts due from subsidiaries Amounts due from associates Less: Allowance for impairment – Third parties – Amounts due from subsidiaries – Amounts due from associates Trade receivables, net Other receivables Amounts due from subsidiaries Amount due from a corporate shareholder Deposits Sundry receivables Less: Allowance for impairment – Sundry receivables 167,150168,629149,766163,662 (23,970)(19,299)(16,220)(15,322) –– (2,003)(2,003) (601)(601)(601)(601) 142,579148,729130,942145,736 –––4,871 335335335335 4,0975,5273,2163,003 27,48123,99226,04222,271 31,91329,85429,59330,480 (19,866)(12,003)(19,092)(11,548) 12,04717,85110,50118,932 Total trade and other receivables Add: Cash and bank balances (Note 24) 154,626166,580141,443164,668 36,89273,00529,72171,075 Total loans and receivables 191,518239,585171,164235,743 page HeiTech Padu Berhad 166 Annual Report 2013 Notes to the financial statements – 31 December 2013 21. TRADE AND OTHER RECEIVABLES (CONT’D.) (a) Trade receivables Trade receivables are non-interest bearing and are generally on 30 day (2012: 30 day) terms. They are recognised at their original invoice amounts which represent their fair values on initial recognition. Ageing analysis of trade receivables The ageing analysis of the Group’s and Company’s trade receivables is as follows: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Neither past due nor impaired 96,223112,916 90,613107,464 1 to 30 days past due not impaired 31 to 60 days past due not impaired More than 61 days past due not impaired 23,94511,11721,74610,123 5,3667,8513,6346,444 Impaired 17,04516,84514,94921,705 46,35635,81340,32938,272 24,57119,90018,82417,926 167,150168,629149,766163,662 Receivables that are neither past due nor impaired Trade and other receivables that are neither past due nor impaired are creditworthy debtors with good payment records with the Group and the Company. None of the Group’s and the Company’s trade receivables that are neither past due nor impaired have been renegotiated during the financial year. Receivables that are past due but not impaired The Group and the Company have trade receivables amounting to RM46,356,000 (2012: RM35,813,000) and RM40,329,000 (2012: RM38,272,000) respectively that are past due at the reporting date but not impaired. Trade receivables that were past due but not impaired relate to customers that have a good track record with the Group and the Company mainly the ministries and agencies related to Government of Malaysia. Based on past experience and no adverse information to date, the directors of the Group and of the Company are of the opinion that no provision for impairment is necessary in respect of these balances as there has not been a significant change in the credit quality and the balances are still considered fully recoverable. page www.heitech.com.my 167 21. TRADE AND OTHER RECEIVABLES (CONT’D.) (a) Trade receivables (cont’d.) Receivables that are impaired The Group’s and the Company’s trade receivables that are impaired at the reporting date and the movement of the allowance accounts used to record the impairment are as follows: Individually impaired Group Company 2013201220132012 RM’000RM’000RM’000RM’000 24,57119,90018,82417,926 (24,571)(19,900)(18,824)(17,926) Trade receivables – nominal amounts Less: Allowance for impairment –––– Movement in allowance accounts: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 At 1 January Charge for the year (Note 9) Reversal of impairment loss (Note 9) 19,90019,84417,92618,041 5,9694,6732,1954,183 (1,298)(4,617)(1,297)(4,298) At 31 December 24,57119,90018,82417,926 Trade receivables that are individually determined to be impaired at the reporting date relate to debtors that have defaulted on payments. These receivables are not secured by any collateral or credit enhancements. (b) Amounts due from subsidiaries and a corporate shareholder Amounts due from subsidiaries and a corporate shareholder are non-trade in nature, non-interest bearing, unsecured and are repayable on demand. page HeiTech Padu Berhad 168 Annual Report 2013 Notes to the financial statements – 31 December 2013 21. TRADE AND OTHER RECEIVABLES (CONT’D.) (c) Sundry receivables Other receivables that are impaired The Group’s other receivables that are impaired at the reporting date and the movement of the allowance accounts used to record the impairment are as follows: Individually impaired Group Company 2013201220132012 RM’000RM’000RM’000RM’000 19,86612,00319,09211,548 (19,866)(12,003)(19,092)(11,548) Other receivables – nominal amounts Less: Allowance for impairment –––– Movement in allowance accounts: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 At 1 January Charge for the year (Note 9) Reversal of impairment loss (Note 9) 12,00313,33511,54812,880 7,963204 7,644204 (100)(1,536) (100)(1,536) At 31 December 19,86612,00319,09211,548 22. OTHER CURRENT ASSETS Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Prepayments Due from customers on contracts (Note 23) Lease receivable (Note 18) 179363 –– 58,41619,92261,94718,556 32,41532,41532,41532,415 91,01052,70094,36250,971 page www.heitech.com.my 169 23. DUE FROM CUSTOMERS ON CONTRACTS Group Company 2013201220132012 RM’000RM’000RM’000RM’000 262,601155,033266,132153,667 33,04839,12433,04839,124 Contract costs incurred to date Attributable profits Less: Progress billings 295,649194,157299,180192,791 (237,233)(174,235)(237,233)(174,235) 58,41619,92261,94718,556 Included in the amount due from customers on contracts are: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Contract costs incurred during the year 107,56828,207 112,46526,841 The contract costs are the system development costs. 24. CASH AND CASH EQUIVALENTS Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Cash at banks and in hand Short term deposits with licensed banks 9,29046,635 3,90945,034 27,60226,37025,81226,041 Cash and bank balances 36,89273,00529,72171,075 Short term deposits with licensed banks of the Group and of the Company amounting to RM25,812,000 (2012: RM26,370,000) and RM25,812,000 (2012: RM26,041,000) respectively are pledged as securities for borrowings (Note 25). Deposits with licensed banks earn interests at the respective deposit rates. The weighted average effective interest rate as at 31 December 2013 for the Group and the Company was 2.91% (2012: 2.48%) per annum. The maturity period of deposits as at 31 December 2013 for the Group and the Company was 308 days (2012: 295 days). page HeiTech Padu Berhad 170 Annual Report 2013 Notes to the financial statements – 31 December 2013 24. CASH AND CASH EQUIVALENTS (CONT’D.) For the purpose of the statements of cash flows, cash and cash equivalents comprise the following at the reporting date: Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Cash and short term deposits: Continuing operations Discontinued operation 36,89273,00529,72171,075 –101 –– Less: Bank overdrafts (Note 25) 36,89273,10629,72171,075 (37,853)(32,607)(36,608)(32,607) (961)40,499 (6,887)38,468 25. LOANS AND BORROWINGS Group Maturity Company 2013201220132012 RM’000RM’000RM’000RM’000 Current Secured: Term loans 2014 Bank overdrafts On demand Revolving credits Obligations under finance leases (Note 32(c)) 2014 22,47128,79221,78528,792 12,12519,15210,88019,152 45,42271,12445,42271,124 84,692124,021 81,693122,674 Non-current Secured: Term loans Bank overdrafts Obligations under finance leases (Note 32(c)) 2015 – 2018 2018 79,21273,88671,04073,886 25,72813,45525,72813,455 2015 – 2018 3,0866,7002,6196,225 4,6744,9533,6063,606 108,02694,04199,38793,566 192,718218,062181,080216,240 Total loans and borrowings page www.heitech.com.my 171 25. LOANS AND BORROWINGS (CONT’D.) The remaining maturities of the loans and borrowings as at 31 December are as follows: Group 2013201220132012 RM’000RM’000RM’000RM’000 Maturity of loans and borrowings: Within one year More than 1 year and less than 2 years More than 2 years and less than 5 years Term loans Group 84,692124,021 81,693122,674 32,61730,85632,27430,513 75,40963,18567,11363,053 192,718218,062181,080216,240 Company Term Term Term Term loan loan loan loan Company 2013201220132012 RM’000RM’000RM’000RM’000 1 2 3 4 75,63789,56175,63789,561 17,18813,11717,18813,117 8,184––– 674––– 101,683102,678 92,825102,678 (i) Term loan 1 is drawndown by the Company in relation to the design, built, supply, install, commission and maintain the Tactical Operational Flight Trainer, the building facilities and the Computer Based Trainer on the contract awarded by the Ministry of Defense of Malaysia. Term loan 1 is secured by the following: – First, second and third legal charge over the freehold land of the Company as disclosed in Note 13; – Assignment of all contract proceeds of the Company with the exception of the Government-related contracts. (ii) Term loan 2 is drawndown by the Company in relation to the construction of a datacentre. Term loan 2 is secured by the following: – First, second and third legal charge over the freehold land of the Company as disclosed in Note 13; – Assignment of all contract proceeds of the Company with the exception of the Government-related contracts. page HeiTech Padu Berhad 172 Annual Report 2013 Notes to the financial statements – 31 December 2013 25. LOANS AND BORROWINGS (CONT’D.) Term loans (cont’d.) (iii) Term loan 3 is drawndown by a subsidiary in relation to the construction of a factory. Term loan 3 is secured by the following: – First legal charge over a building of the subsidiary as disclosed in Note 13 to the financial statements; – Joint and several guarantee by certain directors. (iv) Term loan 4 is drawndown by a subsidiary in relation to the development of a project. Term loan 4 is secured by the following: – Debenture over all present and future assets of the subsidiary; – Assignment of contract proceed from the project; – Memorandum of Deposit of Sinking Fund; and – Personnel guarantee by one of the director. Term loans bear interest at respective term loan’s rates. The weighted average effective interest rate of term loans of the Group were 4.34% (2012: 4.24%) per annum. The repayment of the Group’s term loans are due from 2012 to 2018. Bank overdrafts Bank overdrafts are secured by negative pledge on all present and future unencumbered assets of the Company. The weighted average effective interest rate of bank overdrafts was 7.50% (2012: 7.47%) per annum. Revolving credits Revolving credits are secured by negative pledge on all present and future unencumbered assets of the Company. The weighted average effective interest rate of revolving credits was 4.05% (2012: 3.95%) per annum. page www.heitech.com.my 173 26. TRADE AND OTHER PAYABLES Trade payables Third parties Amounts due to subsidiaries Other payables Amount due to directors of a subsidiary Deposits Accruals Sundry payables Group Company 2013201220132012 RM’000RM’000RM’000RM’000 91,40571,09681,50166,792 –– 30,43420,502 91,40571,096 111,93587,294 3,2212,853 –– 1,2311,1001,2311,100 4,1367,1592,5354,350 4,1879,0344,3437,570 12,77520,146 8,10913,020 Total trade and other payables Add: Loans and borrowings (Note 25) 104,18091,242 120,044100,314 192,718218,062181,080216,240 Total financial liabilities carried at amortised cost 296,898309,304301,124316,554 (a) Third parties These amounts are non-interest bearing. Trade payables are normally settled on 30 to 90 day (2012: 30 to 90 day) terms. (b) Amount due to directors of a subsidiary The amount due to directors of a subsidiary is unsecured, bear interest at 10% per annum and is repayable on demand. The loans from directors are convertible into 10% Redeemable Preference Shares (RPS) of RM1.00 each of the subsidiary at the rate of 1.00 RPS for every RM1.00 of the loan outstanding. page HeiTech Padu Berhad 174 Annual Report 2013 Notes to the financial statements – 31 December 2013 27. SHARE CAPITAL AND SHARE PREMIUM Group and Company Number of ordinary shares of RM1 each Amount Share Share Total share capitalcapitalcapital (Issued and (Issued and Share and share fully paid) fully paid) premium premium ’000RM’000RM’000RM’000 At 1 January 2012, 31 December 2012 and 31 December 2013 The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at general meetings of the Company. All ordinary shares rank equally with regard to the Company’s residual assets. 101,225 101,225 16,526 117,751 28. RETAINED EARNINGS Prior to the year assessment 2008, Malaysian companies adopt 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 Section 108 balance and opt to pay dividends under the single tier system. The change in the tax legislation also provides for the Section 108 balance to be locked-in as at 31 December 2008 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 to distribute cash dividend payments to ordinary shareholders as defined under the Finance Act 2007. As at 31 December 2012, the Company has sufficient credit in the 108 balance to pay franked dividends out of its entire retained earnings. Any 108 balance which has not been utilised as at 31 December 2013 is disregarded. Thereafter, the Company may distribute dividends out of its entire retained earnings under the single tier system. page www.heitech.com.my 175 29. OTHER RESERVES Group At 1 January 2012 Other comprehensive income: Employee Foreign share currency Fair value option translationadjustment reservereservereserve Total RM’000RM’000RM’000RM’000 1,215(333) – 882 Available for sale investments’ fair value movement Foreign currency translation At 31 December 2012 1,215 (864)(340) 11 At 1 January 2013 Other comprehensive income: 1,215 (864)(340) 11 Transfer to profit or loss upon disposal Foreign currency translation Transactions with owners Share options expired At 31 December 2013 Company At 1 January 2012 Other comprehensive income: – – – (531) (340) – (340) (531) – –340340 –1,528 –1,528 1,215 664 (1,215) –1,879 – –(1,215) –664 –664 1,215–– 1,215 Available for sale investments’ fair value movement At 31 December 2012 1,215 –(340)875 At 1 January 2013 Other comprehensive income: 1,215 –(340)875 Available for sale investments’ fair value movement Transactions with owners Share options expired At 31 December 2013 – – – (340) (340) –340340 1,215–– 1,215 (1,215) – –(1,215) –––– page HeiTech Padu Berhad 176 Annual Report 2013 Notes to the financial statements – 31 December 2013 29. OTHER RESERVES (CONT’D.) (a) Employee share option reserve Employee share option reserve represents the equity-settled share options granted to employees (Note 30). The reserve is made up of the cumulative value of services received from employees recorded over the vesting period commencing from the grant date of equity-settled share options, and is reduced by the expiry or exercise of the share options. The ESOS has expired on 13 May 2013. (b) Foreign currency translation reserve The foreign currency translation reserve represents exchange differences arising from translation of the financial statements of foreign operations whose functional currencies are different from that of the Group’s presentation currency. (c) Fair value adjustment reserve Fair value adjustment reserve represents the cumulative fair value changes, net of tax, of available-forsale financial assets until they are disposed of or impaired. 30. EMPLOYEE SHARE OPTION SCHEME The HeiTech Padu Employee Share Option Scheme (ESOS) is governed by the by-laws approved by the shareholders at an Extraordinary General Meeting held on 18 June 2003. The main features of the ESOS are as follows: (a) The ESOS shall be in force from 30 July 2003 for ten offer periods allotted to eligible employees. The ESOS has expired on 13 May 2013. (b) Eligible employees are employees of the Group including executive directors who have been confirmed in the employment of the Group for one continuous year of service and who fall within the eligibility criteria as set out in the by-laws of the ESOS. (c) The total number of ordinary shares of the Company offered and allotted under the ESOS shall not exceed in aggregate 10% of the issued and paid up capital of the Company at any point of time during duration of the ESOS or a maximum total 10,000,000 ordinary shares of RM1.00. (d) The option price for each share shall be determined based on the weighted average market price of the shares of the Company in the Daily Diary issued by the Bursa Malaysia Securities Berhad for the five market days immediately preceding the date of offer, subject to a discount of 10% at the discretion of the ESOS Committee but not less than the par value of the shares. (e) The option may be exercised in full or such lesser number of ordinary shares provided the number of shares shall be in multiples of 100 shares. (f) Options granted under the ESOS carry no dividend or voting rights. Shares upon issuance and allotment rank pari passu in all material respect with the existing ordinary shares of the Company. (g)An executive director of the Company shall only be granted options under the ESOS upon the shareholders of the Company having first approved his allocation of the option shares in a general meeting. page www.heitech.com.my 177 30. EMPLOYEE SHARE OPTION SCHEME (CONT’D.) (h) Eligible employees to whom the options have been granted have no right to participate in any other share issue of any other company within the Group. (i) The number of option shares to be offered to an eligible employees under the ESOS shall be determined at the discretion of the ESOS Committee but shall in no event exceed the Maximum Allowable Allotment. The following table illustrates the number and weighted average exercise prices (WAEP) of, and movements in, share options during the year: Outstanding Number of share options Outstanding Exercisable at movements during the year at at 1 January Exercised Expired 31 December 31 December ’000’000’000’000’000 2013 2011 Options Exercise Price RM1.00 2,546 – (2,546) – – 2,085 – (2,085) – – 2010 Options Exercise Price RM1.00 Total 4,631– (4,631)–– 1.00–––– WAEP 2012 2011 Options Exercise Price RM1.00 2,546 – –2,5462,546 2,085 – –2,0852,085 4,631 – –4,6314,631 2010 Options Exercise Price RM1.00 Total WAEP Details of share options outstanding at the end of the year: 1.00–––– 2013 WAEP RM Exercise period 1.00 1.00 8 June 2011 – 13 May 2013 2 March 2010 – 13 May 2013 2011 options 2010 options page HeiTech Padu Berhad 178 Annual Report 2013 Notes to the financial statements – 31 December 2013 31. RELATED PARTY DISCLOSURES (a) In addition to the related party information disclosed elsewhere in the financial statements, the following significant transactions between the Group and related parties took place at terms agreed between the parties during the financial year: 2013 RM’000 Group Services provided to Permodalan Nasional Berhad (PNB), a corporate shareholder of the Company: – Network related services Services provided to Amanah Saham Nasional Berhad, a fund manager of PNB Management fees to corporate shareholder of a subsidiary Sales to a corporate shareholder of a subsidiary Rental expenses of building to PNB Company Office rental receivable from subsidiaries Rental expenses of building to PNB 2012 RM’000 (5,149)(4,829) (19,520)(14,813) –51 –(4,949) 4,4384,420 (280)(364) 4,4384,420 (b) Compensation of key management personnel Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity either directly or indirectly, including any director of the entity. The remuneration of directors and other members of key management during the year was as follows: Short-term employee benefits Defined contribution plan Company 2013201220132012 RM’000RM’000RM’000RM’000 3,1983,6982,9983,425 325378294346 3,5234,0763,2923,771 Included in the total key management personnel is: Group Directors’ remuneration (Note 7) 2013201220132012 RM’000RM’000RM’000RM’000 1,6992,0351,0811,730 page www.heitech.com.my 179 32.COMMITMENTS (a) Capital commitments Capital expenditure as at the reporting date is as follows: Group and Company Capital expenditure Approved and contracted for: Property, plant and equipment Approved but not contracted for: Property, plant and equipment 2013 RM’000 2012 RM’000 325532 52292 (b) Operating lease commitments – as lessee The Group and the Company have entered into non-cancellable operating lease agreements for the use of buildings. These leases have average life of between 2 to 10 years with renewal options and right of first refusal included in the contracts. There are no restrictions placed upon the Company by entering into these leases. Future minimum rentals payable under non-cancellable operating leases (excluding land use rights) at the reporting date are as follows: Future minimum lease payments: Not later than 1 year Later than 1 year and not later than 5 years Later than 5 years Group Company 2013201220132012 RM’000RM’000RM’000RM’000 4,4424,4204,4424,420 18,33018,48218,33018,482 –4,290 –4,290 22,77227,19222,77227,192 page HeiTech Padu Berhad 180 Annual Report 2013 Notes to the financial statements – 31 December 2013 32. COMMITMENTS (CONT’D.) (c) Finance lease commitments Group Company 2013201220132012 RM’000RM’000RM’000RM’000 Minimum lease payments: Not later than 1 year Later than 1 year and not later than 2 years Later than 2 years and not later than 5 years 5,4075,4073,9473,947 Total minimum lease payments Less: Future finance charges 8,35012,764 6,81510,763 (590)(1,111) (590)(932) Present value of hire purchase liabilities 7,76011,653 6,2259,831 Analysis of present value of finance lease liabilities: Not later than 1 year Later than 1 year and not later than 2 years Later than 2 years and not later than 5 years Less: Amount due within 12 months 2,9434,3412,8683,947 –3,016 –2,869 4,6744,9533,6063,606 3,0863,9492,6193,606 –2,751 –2,619 7,76011,653 6,2259,831 (4,674)(4,953)(3,606)(3,606) 3,0866,7002,6196,225 Amount due after 12 months The Group and the Company have entered into hire purchase agreements for motor vehicles and equipment as disclosed in Note 13. The hire purchase payable bore effective interest rate of 1% (2012: 1%) per annum. www.heitech.com.my page 181 33. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Group and the Company are exposed to financial risks arising from their operations and the use of financial instruments. The key financial risks include credit risk, liquidity risk, interest rate risk, and foreign currency risk. The Board of Directors reviews and agrees policies and procedures for the management of these risks, which are executed by the Group Chief Executive Officer and management. The audit committee provides independent oversight to the effectiveness of the risk management process. It is, and has been throughout the current and previous financial year, the Group’s policy that no derivatives shall be undertaken except for the use as hedging instruments where appropriate and cost-efficient. The Group and the Company do not apply hedge accounting. The following sections provide details regarding the Group’s and Company’s exposure to the abovementioned financial risks and the objectives, policies and processes for the management of these risks. (a) Credit risk Credit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default on its obligations. The Group’s and the Company’s exposure to credit risk arises primarily from trade and other receivables. For the financial assets (including investments and cash and bank balances), the Group and the Company minimise credit risk by dealing exclusively with high credit rating counterparties. The Group’s objective is to seek continual revenue growth while minimising losses incurred due to increased credit risk exposure. The Group trades only with recognised and creditworthy third parties. It is the Group’s policy that all customers who wish to trade on credit terms are subject to credit verification procedures. In addition, receivable balances are monitored on an ongoing basis with the result that the Group’s exposure to bad debts is not significant. Exposure to credit risk At the reporting date, the Group’s and the Company’s maximum exposure to credit risk is represented by the carrying amount of each class of financial assets recognised in the statements of financial position. Credit risk concentration At the reporting date, approximately 56% (2012: 70%) of the Group’s trade receivables were due from public sector agencies in Malaysia. Financial assets that are neither past due nor impaired Information regarding trade and other receivables that are neither past due nor impaired is disclosed in Note 21. Deposits with banks that are neither past due nor impaired are placed with or entered into with reputable financial institutions with high credit ratings and no history of default. Financial assets that are either past due or impaired Information regarding financial assets that are either past due or impaired is disclosed in Note 21. page HeiTech Padu Berhad 182 Annual Report 2013 Notes to the financial statements – 31 December 2013 33. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT’D.) (b) Liquidity risk Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial obligations due to shortage of funds. The Group’s and the Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Group’s and the Company’s objective is to maintain a balance between continuity of funding and flexibility through the use of stand-by credit facilities. The Group’s and the Company’s overall liquidity risk management is to maintain sufficient levels of cash to meet its working capital requirements. In addition, the Group and the Company strive to maintain available banking facilities at a reasonable level to its overall debt position. As far as possible, the Group and the Company raise funding from shareholders, capital markets and financial institutions and balance their portfolio with some short term funding so as to achieve overall cost effectiveness. Analysis of financial instruments by remaining contractual maturities The table below summarises the maturity profile of the Group’s and the Company’s liabilities at the reporting date based on contracted undiscounted repayment obligations. 2013 RM’000 On demand or within one year One to five years Total Group Financial liabilities: Trade and other payables Loans and borrowings 104,180 –104,180 84,692108,616193,308 Total undiscounted financial liabilities 188,872108,616297,488 Company Financial liabilities: Trade and other payables Loans and borrowings 120,044 –120,044 81,693 99,977181,670 Total undiscounted financial liabilities 201,737 99,977301,714 page www.heitech.com.my 183 33. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT’D.) (b) Liquidity risk (cont’d.) Analysis of financial instruments by remaining contractual maturities (cont’d.) 2012 RM’000 On demand or within one year One to five years Total Group Financial liabilities: Trade and other payables Loans and borrowings 91,242 124,021 – 95,152 91,242 219,173 Total undiscounted financial liabilities 215,263 95,152 310,415 Company Financial liabilities: Trade and other payables Loans and borrowings 100,314 122,674 – 94,498 100,314 217,172 Total undiscounted financial liabilities 222,988 94,498 317,486 (c) Interest rate risk Interest rate risk is the risk that the fair value or future cash flows of the Group’s and the Company’s financial instruments will fluctuate because of changes in market interest rates. The Group’s and the Company’s exposure to interest rate risk arises primarily from their loans and borrowings. The Group’s and the Company’s policy is to manage interest cost using a mix of fixed and floating rate borrowings. Sensitivity analysis for interest rate risk At the reporting date, if interest rates had been 10 basis points lower/higher, with all other variables held constant, the Group’s profit net of tax would have been RM268,000 (2012: RM184,000) higher/ lower, arising mainly as a result of lower/higher interest expense on floating rate loans and borrowings, higher/lower interest income from floating rate loans to related parties, and lower/higher positive fair value of an interest rate swap. The assumed movement in basis points for interest rate sensitivity analysis is based on the currently observable market environment. page HeiTech Padu Berhad 184 Annual Report 2013 Notes to the financial statements – 31 December 2013 33. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONT’D.) (d) Foreign exchange risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group has transactional currency exposure arising from sales or purchases that are denominated in a currency other than the functional currency of the Group, RM. The foreign currencies in which these transactions are denominated are mainly and Australian Dollar’s (“AUD”) and Indonesian Rupiah (“IDR”). The Group operates mainly in Malaysia and transacts predominantly in RM. As such, it is not materially exposed to foreign exchange risk. 34. FAIR VALUE OF FINANCIAL INSTRUMENTS A. Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are not reasonable approximation of fair value Group Company CarryingFair CarryingFair Note amountvalue amountvalue RM’000RM’000RM’000RM’000 2013 Financial asset Other investments (non-current) – Unquoted shares, at costs 17 6,312* 6,148* 25 79,21261,78979,21261,789 Financial liability Loans and borrowings (non-current) – Term loans 2012 Financial asset Other investments (non-current) – Unquoted shares, at costs 17 8,214 * 8,050 * 25 73,886 56,463 73,886 56,463 Financial liability Loans and borrowings (non-current) – Term loans * Other investments (unquoted shares) carried at cost (Note 17) Fair value information has not been disclosed for the Group’s investments in equity instruments that are carried at cost because fair value cannot be measured reliably. These equity instruments mainly represent ordinary shares in companies that are not quoted on any market. In addition, the variability in the range of reasonable fair value estimates derived from valuation techniques is insignificant. The Group does not intend to dispose of this investment in the foreseeable future. page www.heitech.com.my 185 34. FAIR VALUE OF FINANCIAL INSTRUMENTS (CONT’D.) B. Determination of fair value Financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value The following are the classes of financial instruments that are not carried at fair value and whose carrying amounts are reasonable approximation of fair value: Note Trade and other receivables Loans and borrowings (current) Trade and other payables Obligations under finance lease (current) 21 25 26 32(c) The carrying amounts of these financial assets and liabilities are reasonable approximation of fair values due to the relatively short-term nature. The carrying amounts of loans and borrowings are reasonable approximation of fair value due to the insignificant impact of discounting. Quoted equity instruments Fair value is determined directly by reference to their published market bid price at the reporting date. The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows: 2012 Note Financial assets: Available-for-sale financial assets: – Equity instruments (quoted) 17 Level 1 RM’000 7,303 35. CAPITAL MANAGEMENT The primary objective of the Group’s capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value. The Group manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives, policies or processes during the years ended 31 December 2013 and 2012. The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Group’s policy is to keep the gearing ratio at reasonable level. The Group includes within net debt, loans and borrowings, trade and other payables, less cash and bank balances. page HeiTech Padu Berhad 186 Annual Report 2013 Notes to the financial statements – 31 December 2013 35. CAPITAL MANAGEMENT (CONT’D.) The debt to equity ratios as at 31 December 2013 and 31 December 2012 are as follows: Group Company Note2013201220132012 RM’000RM’000RM’000RM’000 25 26 24 192,718218,062181,080216,240 104,18091,242 120,044100,314 (36,892)(73,005)(29,721)(71,075) Loans and borrowings Trade and other payables Less: Cash and bank balances Net debt 260,006236,299271,403245,479 Equity attributable to owners of the parent, represents total capital 175,672206,547153,775199,307 Capital and net debt 435,678442,846425,178444,786 Gearing ratio 60%53%64%55% 36. SEGMENT INFORMATION For management purposes, the Group is organised into business units based on its products and services, and has three reportable operating segments as follows: I. Information technology II. Mailing and document processing services III. Television content services. This segment has been disposed during the year (Note 11). Except as indicated above, no operating segments have been aggregated to form the above reportable operating segments. Management monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss which, in certain respects as explained in the table below, is measured differently from operating profit or loss in the consolidated financial statements. Group financing (including finance costs) and income taxes are managed on a group basis and are not allocated to operating segments. Transfer prices between operating segments are at terms agreed between the parties during the financial year. page www.heitech.com.my 187 36. SEGMENT INFORMATION (CONT’D.) Geographical information Geographically, management reviews the performance of the businesses in Malaysia, Australia and Indonesia. Revenue information based on the geographical location of the operations of the Group are as follows: Group 2013 RM’000 2012 % of total RM’000 % of total By country: Malaysia Australia Indonesia 403,06797%385,668 97% 3,9631%2,505 1% 6,7882%7,356 2% 413,818100%395,529 Information technology Mailing and document processing services Television content services (Discontinued) Adjustments and eliminations 100% Per consolidated financial statements 20132012201320122013201220132012 Notes20132012 RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000 RM’000RM’000 Restated Revenue: External sales Other income Inter-segment 379,125366,377 34,69329,152 404,950 (40) (4,950) 413,818395,529 14,91811,517 340506 –6 (5,357) (6) 9,90112,023 276,914302,569 –1,711 –– (276,914)(304,280) A –– 670,957680,463 35,03331,369 Total revenue 404,956 (282,311)(309,236) 423,719407,552 Results: Finance costs Interest income Depreciation and amortisation Other non-cash expenses Share of results of associates (Loss)/profit before tax (6,788)(5,346) (475)(104) (4)(4) 4 460633 1485 –6– 4 (7,263)(5,450) (6) 474718 (6,427)(9,974)(2,457)(1,922) (11)(20) 11 20 (8,884)(11,896) (13,252)(5,100)(1,160)– ––– –B (14,412)(5,100) –1,762 –––(747)652 747 6521,762 (31,013)11,429 2,5122,912(4,240)(499)1,303 (5,906)C (31,438)7,936 page HeiTech Padu Berhad 188 Annual Report 2013 Notes to the financial statements – 31 December 2013 36. SEGMENT INFORMATION (CONT’D.) Information technology Mailing and document processing services Television content services (Discontinued) Adjustments and eliminations Per consolidated financial statements 20132012201320122013201220132012 Notes20132012 RM’000RM’000RM’000RM’000RM’000RM’000RM’000RM’000 RM’000RM’000 Restated Assets: Investment in associates Additions to noncurrent assets Segment assets 4,0973,445 –––3,114 – (3,114) 4,0973,445 11,43428,932 2,057––31 – (31)D 13,49128,932 509,136552,749 59,65534,342 –13,688(88,504)(72,258)E 480,287528,521 Liabilities: Segment liabilities 324,794339,038 25,8718,456 –817 (50,434)(36,581)F 300,231311,730 Notes Nature of adjustments and eliminations to arrive at amounts reported in the consolidated financial statements. A Inter-segment revenues are eliminated on consolidation. B Other material non-cash expenses consist of the following items as presented in the respective notes to the financial statements: Note 2013 2012 RM’000RM’000 Impairment loss on available-for-sale financial assets Impairment loss on trade and other receivables Reversal of impairment loss on receivables Net loss on remeasurement to fair value of retained interest in a former associate Impairment loss on investment in a former associate 9 9 9 9 9 C –2,140 –3,427 14,4125,100 The following items are added to/(deducted from) segment profit to arrive at “(loss)/profit before tax from continuing operations” presented in the consolidated statement of comprehensive income: 1,878809 13,9324,877 (1,398)(6,153) Revenue from intersegment Expenses from intersegment Share of results of associates Profit before tax, discontinued operation 2013 2012 RM’000RM’000 (5,357)(4,301) 6,008(3,866) 6521,762 –499 1,303(5,906) www.heitech.com.my page 189 36. SEGMENT INFORMATION (CONT’D.) Notes Nature of adjustments and eliminations to arrive at amounts reported in the consolidated financial statements. D Additions to non-current assets consist of: Property, plant and equipment Intangible assets E 2013 2012 RM’000RM’000 7,34018,941 6,1519,991 13,49128,932 The following item is deducted from segment assets to arrive at total assets reported in the consolidated statement of financial position: 2013 2012 RM’000RM’000 Inter-segment assets (88,504)(72,258) F The following item is deducted from segment liabilities to arrive at total liabilities reported in the consolidated statement of financial position: 2013 2012 RM’000RM’000 (50,434)(36,581) Inter-segment liabilities 37. AUTHORISATION OF FINANCIAL STATEMENTS FOR ISSUE The financial statements for the year ended 31 December 2013 were authorised for issue in accordance with a resolution of the directors on 17 April 2014. page HeiTech Padu Berhad 190 Annual Report 2013 Notes to the financial statements – 31 December 2013 38. SUPPLEMENTARY INFORMATION – BREAKDOWN OF RETAINED EARNINGS INTO REALISED AND UNREALISED The breakdown of the retained earnings of the Group and of the Company as at 31 December 2013 into realised and unrealised profits is presented in accordance with the directive issued by Bursa Malaysia Securities Berhad dated 25 March 2010 and prepared 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. Group Company 2013201220132012 RM’000RM’000RM’000RM’000 RestatedRestated Total retained profits of the Company and its subsidiaries – Realised – Unrealised 32,46381,63435,44080,097 (907)(417) 584584 Total share of retained profits from associate – Realised 31,55681,21736,02480,681 Less: Consolidation adjustments 35,65384,66236,02480,681 21,6044,123 –– 57,25788,78536,02480,681 Retained profits as per financial statements 4,0973,445 –– other information 192 List of Properties 193 Analysis of Shareholdings Form of Proxy page 192 HeiTech Padu Berhad Annual Report 2013 LIST OF PROPERTIES AS AT 31 DECEMBER 2013 Land/ Build-up Area Current Usage Land/ Tenure Net Book Value as at 31.12.2012 Date of Revaluation Location Description No. 1 Jalan U8/81, Seksyen U8, Bukit Jelutong, 40150 Shah Alam, Selangor Darul Ehsan HS (D) 142708, P.T. No. 17653, Mukim Damansara, Daerah Petaling, Selangor Darul Ehsan 210,830.4 Sq. Ft. HeiTech Village 2 World Class Data Center and business premise Freehold RM7.38 Million 7 March 2013 Cyberjaya HS (D) 7091 P.T. No. 12105, Mukim Dengkil, Daerah Sepang, Selangor Darul Ehsan 0.4815 hectares Vacant Land Freehold RM2.52 Million 6 July 2004 page www.heitech.com.my 193 ANALYSIS OF SHAREHOLDINGS AS AT 29 APRIL 2014 ANALYSIS BY SIZE OF HOLDINGS AS AT 29 APRIL 2014 Size of Holdings 1 – 99 100 – 1,000 1,001 – 10,000 10,001 – 100,000 100,001 – 5,061,264 5,061,265 and above Total No of Shareholders/ Depositors 216 443 1,772 485 58 2 2,976 Holder Percentage 7.2581 14.8858 59.543 16.297 1.9489 0.0672 100 No of Shares/ Securities 9,532 333,360 6,957,198 14,614,332 21,101,378 58,209,500 101,225,300 Holding Percentage 0.0094 0.3293 6.873 14.4374 20.846 57.5049 100 Note: * Stock name/Code = HTPADU/5028 * Total Issued Capital = 101,225,300 (INCLUDING Treasury Shares of 100) * No Consolidation of Accounts INFORMATION ON SUBSTANTIAL SHAREHOLDERS/DEPOSITORS AS AT 29 APRIL 2014 No 1 2 Name PERMODALAN NASIONAL BERHAD ABB NOMINEE (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR PADUJADE CORPORATION SDN BHD Total ID Number 038218X 37645P No of Shares/ Securities 27,879,500 30,330,000 Holding Percentage 27.5421 29.9629 58,209,500 57.5049 Note: * Stock name/Code = HTPADU/5028 * Total Issued Capital = 101,225,200 (EXCLUDING Treasury Shares of 100) Remarks: Kindly take note that you need to disclose the holdings of holders/depositors according to the register of substantial holders maintain in accordance with Section 69L of the Companies Act, 1965. INFORMATION ON DIRECTORS’ SHAREHOLDINGS/SECURITIES AS AT 29 APRIL 2014 No 1 2 3 4 5 6 7 8 Name of Directors ABI MUSA ASA’ARI BIN MOHAMED NOR GHAZALI BIN AWANG MOHAMED ARIFFIN BIN ATON MOHD FADZLI BIN YUSOF MOHD HILMEY BIN MOHD TAIB SULAIMAN HEW BIN ABDULLAH SYED AGEL BIN SYED SALIM WAN AINOL ZILAN BINTI ABDUL RAHIM No of Shares/ Securities 0 0 0 0 7,820,184 0 12,500 0 7,832,684 Note: * Stock name/Code = HTPADU/5028 * Total Issued Capital = 101,225,200 (EXCLUDING Treasury Shares of 100) # Account under nominees Remarks: The above information reflect Shares/Securities registered directly in the name of the Directors (as shareholders/depositors) only. Kindly take note that you need to adjust the Directors' Shares/Securities in Table A according to information maintained by you in the Register of Directors' Shareholdings/Securities holdings, as we are not privy to such information and at the figures in the respective shareholding range accordingly. page HeiTech Padu Berhad 194 Annual Report 2013 Analysis of Shareholdings as at 29 April 2014 LIST OF TOP THIRTY (30) SHAREHOLDERS/DEPOSITORS AS AT 29 APRIL 2014 No Name Shares % 1 ABB NOMINEE (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR PADUJADE CORPORATION SDN BHD 30,330,000 29.9629 2 PERMODALAN NASIONAL BERHAD 27,879,500 27.5421 3 ABB NOMINEE (TEMPATAN) SDN BHD ABB NOMINEE (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR MOHD HILMEY MOHD TAIB 4,465,400 4.4114 4 MOHD HILMEY BIN MOHD TAIB 1,700,300 1.6797 5 MOHD HILMEY BIN MOHD TAIB 1,334,484 1.3183 6 KOPERASI PERMODALAN FELDA MALAYSIA BERHAD 1,320,600 1.3046 7 SAFIEE BIN MOHAMMAD 1,012,045 0.9998 8 PERBADANAN USAHAWAN NASIONAL BERHAD 894,889 0.8841 9 IZANEE BIN ISMAIL 600,900 0.5936 10 WAN ZAIDI BIN WAN JAAFAR 500,795 0.4947 11 CARTABAN NOMINEES (TEMPATAN) SDN BHD AXA AFFIN GENERAL INSURANCE BERHAD 375,000 0.3705 12 KAMSIAH BINTI ABU 360,190 0.3558 13 CHE NGAH BIN IBRAHIM 339,681 0.3356 14 MOHD HILMEY BIN MOHD TAIB 320,000 0.3161 15 GOH SIANG GIANG 305,000 0.3013 16 JASMI BIN MOHD ISMAIL 304,300 0.3006 17 MAYBANK NOMINEES (TEMPATAN) SDN BHD KOO TAI PING @ KOH KIAN TEE 286,900 0.2834 18 CIMSEC NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR CHANG LEE LEE (PENANG-CL) 282,400 0.279 19 CHENG MEI WAN 261,000 0.2578 20 MARIAM BINTI HARON 252,405 0.2493 21 LIM YOON CHE 246,174 0.2432 22 R N MUTHURAJAH 225,000 0.2223 23 TA NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR PHUA LEE PING 220,800 0.2181 24 LIM KHENG GUAN 220,000 0.2173 25 LEE HUONG SING 218,500 0.2159 26 HDM NOMINEES (TEMPATAN) SDN BHD PLEDGED SECURITIES ACCOUNT FOR CHANG CHEE KOON (M03) 210,000 0.2075 27 YEOH POH LEE 206,800 0.2043 28 LEE OI KUM 205,000 0.2025 29 PADUJADE CORPORATION SDN BHD 191,028 0.1887 30 NG WANG @ NG CHIANG CHIN 190,700 0.1884 75,259,791 74.3489 Total Note: * Stock name/Code = HTPADU/5028 * Total Issued Capital = 101,225,200 (EXCLUDING Treasury Shares of 100) FORM OF PROXY CDS Account HeiTech Padu Berhad (310628-D) No. of shares I/We (FULL NAME IN BLOCK CAPITALS) of (FULL ADDRESS) being (a) member(s) of HEITECH PADU BERHAD (310628-D), hereby appoint(s) IC No. of or failing him IC No. of or failing him/her, the Chairman of the meeting as my/our proxy to attend and vote for me/us on my/our behalf at the Nineteenth (19th) Annual General Meeting of the Company to be held at Ballroom Selangor 1, Grand Dorsett Subang Hotel, Jalan SS12/1, 47500 Subang Jaya, Selangor Darul Ehsan, Malaysia on Monday, 23 June 2014, at 10.30 a.m. or any adjournment thereof. The proxy is to vote on the resolutions set in the Notice of Meeting as indicated with an ‘X’ in the appropriate space below. If no specific direction as to voting is given, the proxy will vote or abstain at his discretion. RESOLUTIONS RESOLUTION 1 RESOLUTION 2 RESOLUTION RESOLUTION RESOLUTION RESOLUTION RESOLUTION 3 4 5 6 7 RESOLUTION 8 RESOLUTION 9 RESOLUTION 10 RESOLUTION 11 RESOLUTION 12 Dated this FOR 2014 Notes:1. A Member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy or proxies to attend and vote in his/her stead. A proxy may but need not be a member of the Company. 2. A Member is entitled to appoint up to two (2) proxies to attend and vote in his/her place. Where a member appoint up to two (2) proxies, the appointments shall be invalid unless he/she specifies the proportions of his/her holdings to be represented by each proxy. AGAINST To receive and adopt the Audited Financial Statements of the Company for the financial year ended 31 December 2013 together with the Reports of the Directors and Auditors To re-elect YBhg. Tan Sri Dato’ Sri Abi Musa Asa’ari bin Mohamed Nor as Director To re-elect YBhg. Dato’ Mohd Fadzli bin Yusof as Director To re-elect Tuan Haji Ghazali bin Awang as Director To re-elect Mr. Sulaiman Hew bin Abdullah as Director To re-elect Puan Wan Ainol Zilan binti Abdul Rahim as Director To retain Tuan Haji Ghazali bin Awang as an Independent Director To retain YBhg. Dato’ Mohd Fadzli bin Yusof as an Independent Director To approve the payment of Directors’ fees for the financial year ended 31 December 2013 To re-appoint Messrs. Hanafiah Raslan and Mohamad as Auditors for the ensuing year and to authorise the Directors to fix the remuneration of the Auditors To approve the Proposed authority to Issue Shares To approve the Proposed Renewal of Shareholders’ Mandate for Recurrent Related Party Transactions of Revenue or Trading Nature Provided however, where a Member is an authorised nominee as defined in accordance with the provisions of the Securities Industry (Central Depositories) Act, 1991, he/she may appoint up to two Signature of Member or Affix Common Seal (2) proxies in respect of each Securities Account he/she holds with ordinary shares in the company standing to the credit of the Securities Account. 3. Where the appointment is executed by a corporation, it must be either under its Common Seal or the hand of its officer or attorney duly authorised. 4. The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is guided or notarially certified copy of such power or authority, must be deposited at the office of the Company’s Registrar: EQUINITI SERVICES SDN BHD, at Level 8, Menara MIDF, 82 Jalan Raja Chulan, 50200 Kuala Lumpur, not less than forty-eight (48) hours before the time appointed for holding the Meeting or at any adjournment thereof. Your details are being protected under our data protection and privacy effort. Fold here AFFIX STAMP Equiniti Services Sdn. Bhd. (formerly known as MIDF Consultancy and Corporate Services Sendirian Berhad) Level 8, Menara MIDF 82 Jalan Raja Chulan 50200 Kuala Lumpur Fold here