The 2018 fiscal year (“FY”) results have been restated due to the first-time application of MFRS 141 Biological Assets. The increase in the company's share capital of RM28.0 million during the year stemmed from the completion of the acquisition of the additional 50% stake in Sri Tawau Farming Sdn Bhd.
FOOD MANUFACTURING
RETAIL OPERATION
RETAIL OPERATION (CONT’D)
ANTICIPATED OR KNOWN RISKS
The Group also converts its chicken waste to produce organic fertilizer for sale while preserving the environment. Moving forward, in order to maintain its status as a leading producer of eggs and chicken products in Malaysia, the Group will continuously look for new farming methods and automation to reduce costs, increase efficiency and address the labor shortage issue that the country is now facing in the face to face.
DIVIDEND
During the financial year, the Group has also constructed a biogas plant within the six-layer farm cluster to generate electricity to partially supply some of the said farms. However, the Group would like to warn that the cost of poultry feed raw material, namely corn and soybeans traded at record high levels, so this is likely to affect the Group's profitability in the years to come.
ACKNOWLEDGEMENT AND APPRECIATION
This means that the Group has virtually everything in-house, from the production of animal feed, the breeding of both laying and broiler chickens and feed supplies to the harvesting of table eggs/broilers, the slaughter and processing of chicken products and the ultimate distribution of all its branded products on the retail market.
DATO’ YAP HOONG CHAI
DATO’ YEAP WENG HONG
DIRECTOR’S PROFILE
DATO’ YAP CHOR HOW
NG KIM TIAN
YEAP FOCK HOONG
GAN LIAN PENG
TAN CHEE HAU
LIM TECK SENG
TADAAKI ITO
YASUHITO IGARASHI
YAP CHOR WEN
KEY SENIOR MANAGEMENT
BONG KIM FUI
WONG YEN TIEN
ONG YONG THYE
COMMITMENT TO SUSTAINABILITY
SUSTAINABILITY STATEMENT
OUR SCOPE OF REPORTING
SUSTAINABILITY GOVERNANCE
SUSTAINABILITY GOVERNANCE (CONT’D) Corporate Governance
STAKEHOLDERS ENGAGEMENT
MATERIAL SUSTAINABILITY MATTERS Economic
MATERIAL SUSTAINABILITY MATTERS (CONT’D) Economic (cont’d)
MATERIAL SUSTAINABILITY MATTERS (CONT’D) Environment
MATERIAL SUSTAINABILITY MATTERS (CONT’D) Social
MATERIAL SUSTAINABILITY MATTERS (CONT’D) Social (cont’d)
OUR COMMITMENT
The Board of Directors (“Board”) presents this Statement to provide shareholders and investors with an overview of the application of the Principles set out in the Malaysian Code on Corporate Governance (“CG”) (“MCCG”) by Lay Hong Berhad ( “Lay Hong” or the “Company”) and should be read together with the CG Report 2022 of Lay Hong (“CG Report”) which accompanies this annual report and is also available on Lay Hong's website at www.layhong.com. my ("Lay Hong's website"). The CG Report provides the details of how Lay Hong applied each practice as set out in the MCCG during the financial year ending 31 March 2022 ("FYE 2022").
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (a) BOARD RESPONSIBILITIES
CORPORATE GOVERNANCE OVERVIEW REPORT
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) (a) BOARD RESPONSIBILITIES (CONT’D)
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) (b) BOARD COMPOSITION
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS (CONT’D) (c) REMUNERATION
PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT (a) AUDIT COMMITTEE
PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS
MEMBERS OF AUDIT COMMITTEE
SECRETARY
TERMS OF REFERENCE
MEETINGS AND MINUTES Attendance at Meetings
AUDIT COMMITTEE REPORT
MEETINGS AND MINUTES (CONT’D) Meetings
SUMMARY OF ACTIVITIES
SUMMARY OF ACTIVITIES (CONT’D) b) Financial Reporting
SUMMARY OF ACTIVITIES (CONT’D) c) External Audit
CG PRACTICES
38 STATEMENT ON RISK MANAGEMENTAND INTERNAL CONTROL
INTRODUCTION
BOARD’S RESPONSIBILITY
RISK MANAGEMENT FRAMEWORK
INTERNAL CONTROL
INTERNAL CONTROL (CONT’D)
REVIEW BY THE EXTERNAL AUDITORS
CONCLUSION
40 ADDITIONAL COMPLIANCEINFORMATION
The directors are required by the Companies Act 2016 ("the Act") to prepare financial statements for each financial year so as to give a true and fair view of the financial position of the Group and the Company and of the results and cash flows of the Group and Company at the end of the financial year. Directors have a general responsibility to take such steps as are reasonably available to them to safeguard the Group's assets and to prevent and detect fraud and other irregularities and material anomalies, as described more fully in the governance section of the corporation of this report.
STATEMENT OF
This statement is prepared in accordance with the listing requirements of Bursa Malaysia Securities Berhad.
DIRECTORS’ RESPONSIBILITY
STATEMENTS FINANCIAL
PAGES
PRINCIPAL ACTIVITIES
RESULTS
RESERVES AND PROVISIONS
DIRECTORS’
REPORT
ISSUE OF SHARES AND DEBENTURES
INDEMNIFYING DIRECTORS, OFFICERS OR AUDITORS
DIRECTORS
DIRECTORS’ INTEREST
Acquired Disposed at 31.3.22 Related Companies
DIRECTORS’ BENEFITS
OTHER STATUTORY INFORMATION
SIGNIFICANT EVENT DURING THE REPORTING DATE
AUDITORS
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS Opinion
INDEPENDENT AUDITORS’ REPORT
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS (CONT’D) Key Audit Matters (cont’d)
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS (CONTINUED) Key audit matters (continued) Key audit matters (continued). This estimate of receivables collectability is important to our audit because it involves significant management judgment and estimation uncertainty in analyzing historical payment patterns and customers. We also assessed the collectability of past due but unimpaired receivables based on historical repayment trends, customer credit profiles, prior year-end cash receipts and discussions with management to verify the status of management's attempts to collect outstanding amounts; .
INFORMATION OTHER THAN THE ANNUAL ACCOUNTS AND THE AUDITOR'S REPORT THEREOF The directors of the Company are responsible for the other information.
INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS’ REPORT THEREON The directors of the Company are responsible for the other information. The other information comprises the information
RESPONSIBILITIES OF THE DIRECTORS FOR THE FINANCIAL STATEMENTS
AUDITORS’ RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
OTHER MATTERS
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
Diluted earnings are not presented per share, as there are no potential dilutive ordinary shares at the end of the financial year.
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
STATEMENT OF CASH FLOWS
GENERAL INFORMATION
BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS 1 Statement of Compliance
NOTES TO THE
FINANCIAL STATEMENTS
BASIS OF PREPARATION (CONT’D) 1 Statement of Compliance (cont’d)
Accounting standards and interpretations that have been issued but are not yet effective by the date of issue of the Group's and Company's financial statements are disclosed below. Description Effective for annual periods beginning on or after the amendments to IFRS 1, First Adoption of the Malaysian Standard. Amendments to IFRS 9, Financial Instruments (annual improvements to IFRS standards, amendments to illustrative examples accompanying IFRS 16, Leases (annual improvements to IFRS standards 2018-2020).
Amendments to MFRS 137, Provisions, contingent liabilities and contingent assets - Onerous contracts - Costs of fulfilling a contract. Amendments to MFRS 17 - Insurance contracts Amendments to MFRS 101, Presentation of financial statements - Classification of liabilities as current or non-current and disclosure of accounting policies Amendment to MFRS 108, Applied accounting policies, Changes in accounting estimates and errors - Definition of accounting estimates . The board expects that the adoption of the above-mentioned standards and interpretation contributions will not have any significant impact on the group's and the Company's accounts in the year in which they are first applied.
BASIS OF PREPARATION (CONT’D) 2 Basis of Measurement
- Functional and Presentation Currency
- Use of Estimates and Judgments
BASIS OF PREPARATION (CONT’D) 4 Use of Estimates and Judgments (cont’d)
BASIS FOR PREPARATION (CONTINUED) 2.4 Use of estimates and assessments (continued) 2.4 Use of estimates and assessments (continued). The following are significant management assessments when applying the group's accounting practices, which have a significant impact on the financial statements. In determining the amounts to be capitalized, management makes assumptions about the expected future cash generation of the project, discount rates to be used and the expected period of benefits.
To distinguish each phase of the research-type project from the development phase, it is the Group's accounting policy to also require a detailed forecast of the sales or cost savings expected to be generated by the intangible asset. The forecast is included in the Group's overall budget forecast when capitalization of development costs begins. The Group's management also monitors whether the recognition requirements for development costs continue to be met.
SIGNIFICANT ACCOUNTING POLICIES 1 Equity Instruments
- Basis of Consolidation
Initial capitalization of costs is based on management's judgment that the use of ingredients, processes and economic feasibility are confirmed, usually when a product development project reaches a certain milestone according to an established project management model. Development costs are recognized as an asset when all criteria are met, while research costs are recognized as expenses when incurred. This ensures that management accounting, impairment testing procedures and accounting for internally generated intangible assets are based on the same data.
This is necessary because the economic success of any product development is uncertain and may be subject to future technical problems after the moment of approval.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 2 Basis of Consolidation (cont’d)
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 3 Subsidiary Companies
- Associates
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 5 Intangible Assets
- Property, Plant and Equipment
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 6 Property, Plant and Equipment (Cont’d)
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 7 Investment Property
- Income Taxes (a) Current tax
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 8 Income Taxes (cont’d)
- Provision
- Cash and Cash Equivalents
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 11 Biological assets
- Inventories
- Non-current assets held for sale
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 14 Leases
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 14 Leases (cont’d)
- Impairment
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 15 Impairment (cont’d)
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 16 Employee Benefit Costs
- Foreign Currency Transactions
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 17 Foreign Currency Transactions (cont’d)
- Revenue Recognition
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 19 Financial Instruments
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 19 Financial Instruments (cont’d)
- Government Grant
- Borrowing Costs
Changes in the fair value of financial assets and financial liabilities classified as at fair value through profit or loss are recognized in profit or loss when they arise. For financial assets mandatorily measured at FVOCI, interest income (calculated using the effective interest rate method), impairment losses and exchange gains or losses are recognized in profit or loss. On derecognition of financial assets, the cumulative gain or loss recognized in OCI is reclassified to profit or loss as a reclassification adjustment.
For financial assets and financial liabilities recognized at amortized cost, interest income and interest costs are recognized in the result according to the effective interest method. A gain or loss is recognized in profit or loss only when the financial asset or financial liability ceases to be recognized or is impaired and through the amortization process for the instrument. Borrowing costs that cannot be directly attributed to the acquisition, construction or production of qualified assets are recognized in the result in the period in which they are incurred.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 22 Contingencies
- Fair Value Measurements
- Segment Information
SIGNIFICANT ACCOUNTING POLICIES (CONT’D) 25 Related Parties
PRINCIPAL ACTIVITIES
The group and the company lease their equipment and machinery as well as motor vehicles.
PROPERTY, PLANT AND EQUIPMENT (CONT’D) Valuation
PROPERTY, PLANT AND EQUIPMENT (CONT’D) Valuation (cont’d)
INVESTMENT PROPERTIES
INVESTMENT PROPERTIES (CONT’D) Fair value measurement (cont’d)
- SUBSIDIARY COMPANIES A. INVESTMENT IN SUBSIDIARIES
- ASSOCIATED COMPANY
- INVESTMENT IN AN ASSOCIATE
- AMOUNT DUE FROM/(TO) AN ASSOCIATE
- OTHER INVESTMENTS
- INTANGIBLE ASSETS
- INTANGIBLE ASSETS (CONT’D)
- BIOLOGICAL ASSETS
- BIOLOGICAL ASSETS (CONT’D)
- INVENTORIES
- TRADE RECEIVABLES
- TRADE RECEIVABLES (CONT’D)
- OTHER RECEIVABLES
- DEPOSITS WITH A LICENSED BANK Group
- CASH AND BANK BALANCES
- NON-CURRENT ASSETS HELD FOR SALE
- NON-CURRENT ASSETS HELD FOR SALE (CONT’D)
- SHARE CAPITAL
- SHARE CAPITAL (CONT’D)
- RESERVES
- RESERVES (CONT’D)
- BORROWINGS
- BORROWINGS (CONT’D) 1 Lease liabilities
- BORROWINGS (CONT’D) Securities
- BORROWINGS (CONT’D) Cash flows reconciliation (cont’d)
- OTHER PAYABLES
- OTHER PAYABLES (CONT’D)
- DEFERRED TAX LIABILITIES
- DEFERRED TAX LIABILITIES (CONT’D)
- TRADE PAYABLES
- REVENUE
- EMPLOYEE BENEFITS EXPENSES
- TAXATION
- EARNINGS PER ORDINARY SHARE Basic earnings per ordinary share :-
- DIVIDEND
- RELATED PARTY DISCLOSURES Significant Related Party Transactions
- RELATED PARTY DISCLOSURES (CONT’D) Significant Related Party Transactions (cont’d)
- SEGMENTAL REPORTING
- SEGMENTAL REPORTING (CONT’D) 2022
- SEGMENTAL REPORTING (CONT’D) 2021
- FINANCIAL INSTRUMENTS
- FINANCIAL INSTRUMENTS (CONT’D) (a) Financial risk management policies (cont’d)
- FINANCIAL INSTRUMENTS (CONT’D) (b) Fair Values of Financial Instruments
- FINANCIAL INSTRUMENTS (CONT’D) (d) Classification of Financial Instruments
- FINANCIAL INSTRUMENTS (CONT’D)
- CAPITAL COMMITMENT
- CONTINGENT LIABILITIES
- SIGNIFICANT EVENT DURING THE REPORTING DATE
- CAPITAL MANAGEMENT
The Group and the Company have classified their biological assets measured at fair value within level 3 in the fair value hierarchy. If the estimated expected sales prices for the group's and the company's biological assets had been 5%. The Group's and the Company's interest rate profile significant interest-bearing financial instruments based on the accounting value at the end of the financial year was.
The Group's and the Company's exposure to liquidity risk arises mainly from mismatches of the maturity dates of financial assets and liabilities. The table below summarizes the maturity profile of the Group and the Company's financial obligations at the end of the reporting date based on undiscounted contractual payments. The Group and Company use aging analysis to monitor the credit quality of the debtors.
None of the receivables of the Group and the Company, which were neither due nor impaired, were renegotiated during the financial year. The book value of financial assets and financial liabilities of the Group and the Company on the reporting date is an approximate fair value due to the relatively short maturity.
STATEMENT BY DIRECTORS
We, DATO' YAP HOONG CHAI and DATO' YEAP WENG HONG, being two of the directors of LAY HONG BERHAD, hereby declare on behalf of the directors that in our opinion the financial statements set out on pages 53 to 136 have been prepared. in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act 2016 in Malaysia to give a true and fair view of the financial position of the Group and of the Company as at 31 MARCH 2022 and of their financial performance and cash flows of the Group and of the Company for the year then ended.
STATUTORY DECLARATION
138 ANALYSIS OF SHAREHOLDINGS
30 LARGEST SECURITIES ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS)
WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE SAME PERSON)
MAYBANK SECURITIES NOMINEES (ASING) SDN. BHD
KENANGA NOMINEES (TEMPATAN) SDN. BHD
AFFIN HWANG NOMINEES (TEMPATAN) SDN. BHD
MAYBANK SECURITIES NOMINEES (TEMPATAN) SDN. BHD
CGS-CIMB NOMINEES (TEMPATAN) SDN. BHD
AFFIN HWANG NOMINEES (TEMPATAN) SDN. BHD
MAYBANK NOMINEES (TEMPATAN) SDN. BHD
UOB KAY HIAN NOMINEES (ASING) SDN. BHD
30 LARGEST SECURITIES ACCOUNT HOLDERS (BASED ON THE RECORD OF DEPOSITORS) (CONT’D) (WITHOUT AGGREGATING SECURITIES FROM DIFFERENT SECURITIES ACCOUNTS BELONGING TO THE
AFFIN HWANG NOMINEES (TEMPATAN) SDN. BHD
PUBLIC NOMINEES (TEMPATAN) SDN. BHD
AFFIN HWANG NOMINEES (TEMPATAN) SDN. BHD
AFFIN HWANG NOMINEES (TEMPATAN) SDN. BHD
SHAREHOLDINGS DISTRIBUTION SCHEDULE (BASED ON THE RECORD OF DEPOSITORS)
LIST OF SUBSTANTIAL SHAREHOLDERS (BASED ON THE REGISTER OF SUBSTANTIAL SHAREHOLDERS) NO. OF SHARES HELD
LIST OF DIRECTORS’ SHAREHOLDINGS (BASED ON THE REGISTER OF DIRECTORS’ SHAREHOLDINGS)
LIST OF
TOP TEN PROPERTIES
142 ANNUAL GENERAL MEETING NOTICE OF
ORDINARY BUSINESS
A proxy can be, but does not have to be, a member, and there are no restrictions on the qualification of the proxy. Where a member is an Authorized nominee as defined in the Securities Industry (Central Depositories) Act 1991, the member may appoint at least one nominee in respect of each Securities Account it holds containing ordinary shares of the Company which accrues to the credit of the said Securities Account . . Because Tan is eligible, they have offered themselves for re-election at this General Meeting in accordance with the Company's articles of association.
The proposed ordinary resolution 7 is proposed in order to renew the general mandate for the issuance of shares by the Company according to articles 75 and 76 of CA 2016. The Board, taking into account the current and future financial situation, the needs and the capacity of the Group, is of the opinion that the General Mandate is in the best interest of the Company and its shareholders. -election of Dato' Yeap Weng Hong 4. Authority to allot and issue shares pursuant to Sections 75 and 76 of the Companies Act 2016.
LAY HONG BERHAD
ANNUAL REPORT