He was previously the Chief Executive Officer of the Malaysian Palm Oil Council (MPOC) and a Director of Bank Negara Malaysia. He is currently the Executive Director of the Council of Palm Oil Producing Countries (CPOPC).
PROFILE OF DIRECTORS
LIM CHAI HUAT
MAK CHEE MENG
KARPANADEVI A/P K R SOMASUNDRAM
WONG CHEE BENG
LIM ZEE PING
TAN HOCK YEW
LIM ZEE YANG
TAN YU HWA
PROFILE OF
KEY SENIOR MANAGEMENT
KOO BOON HOE
DATO’ KU AZHAR BIN KU AHMAD
SITI ZAWIYAH BINTI ALIAS
PROFILE OF KEY SENIOR MANAGEMENT
- Family Relationships
- Conflict of Interest
- Conviction of Offences
- Attendance at Board Meetings
- Directors’ Shareholdings
- Directorships in Public Companies and Listed Issuers
None of the Directors and Key Senior Management have any conflict of interest with the Company. Except as disclosed herein, none of the Directors and Key Senior Management hold any other directorship of public companies and listed issuers.
COMMENTARY ON THE FINANCIAL PERFORMANCE FOR THE YEAR ENDED 31 DECEMBER 2020
BUSINESS SEGMENTS
Palm Oil Equipment and Engineering Segment
MANAGEMENT DISCUSSION AND ANALYSIS
Special Purpose Vehicles Segment
Our special purpose vehicle segment is engaged in the retrofitting of special purpose vehicles, supplying various types of specialized vehicles, including, but not limited to, medium and heavy duty vehicles, fire engines and ambulances. The past five years of revenue and profit before tax of the Special Purpose Vehicle segment are listed below:
MANAGEMENT DISCUSSION AND ANALYSIS
Refinery Segment
Our Refinery segment is involved in the trading and processing of petroleum commodities, including, principally, crude palm oil, crude palm kernel oil, sludge palm oil and refined bleached deodorized palm oil. Our strategy for the refinery segment is to complete the commissioning of biodiesel plants to increase our flexibility to produce either the refined oil or biodiesel, which is mainly aimed at the export market.
Palm Oil Plantation and Milling Segment, Associates and Joint Ventures
OPERATIONS REVIEW
The segment incurred a lower loss of RM10.9 million compared to a loss of RM19.7 million last financial year. Group inventories increased by 49.2% to RM71.0 million from RM47.6 million in the previous financial year, mainly due to additional inventories in the new refinery segment.
RISK FACTORS
The Group's cash and cash equivalents increased by 4.4% to RM140.3 million from RM134.4 million in the previous financial year, mainly due to proceeds from the disposal of a property of one of its subsidiaries. The Group's loans and borrowings decreased by 3.3% from RM177.9 million at the end of the previous financial year to RM172.0 million mainly due to the early repayment of a term loan related to the disposal of a property.
PROSPECT MOVING FORWARD
Furthermore, CBIP has one of the best workforces in the industry with positive employee relations and strong employee loyalty. There can be no assurances that we will not be affected by our competitors, particularly those operating in palm oil mill and specialty vehicles.
CORPORATE INFORMATION
ABOUT THIS STATEMENT
SCOPE OF REPORTING
REPORTING FRAMEWORK
FEEDBACK
OUR SUSTAINABILITY STRATEGY
SUSTAINABILITY STATEMENT
Our Vision
ALIGNMENT WITH THE UN SDGs
SUSTAINABILITY GOVERNANCE STRUCTURE
ENGAGING OUR STAKEHOLDERS
MATERIAL SUSTAINABILITY MATTERS Materiality Assessment
Materiality Matrix
Mapping Our Material Sustainability Matters
IMPLEMENTING GOOD GOVERNANCE
Corporate Governance and Transparency
Regulatory Compliance
ECONOMIC
Financial Performance
Product Quality
Customer Satisfaction
Supply Chain Management
ENVIRONMENT
Environmental Impacts
We strictly adhere to the Environmental Quality Act (Scheduled Waste) Regulations 2005 and engage contractors licensed by the DOE to collect and recover or recycle and dispose of our scheduled waste every four (4) months. We are aware of our impact on the environment, including air emissions, and ensure that our operations comply with the Environmental Quality (Clean Air) Regulations 2014.
SOCIAL
Our operations generate both scheduled and non-scheduled waste that is disposed of according to regulatory requirements. We are pleased to report that the air emissions tested in this reporting period are below the levels set by the Department of the Environment (DOE).
Occupational Safety and Health
Reviewing workplace safety and health policies and making recommendations for changes for potential revisions. We are constantly monitoring events at the workplace, and due to strict security measures, we have succeeded.
Talent Management
However, due to the restrictions imposed by the COVID-19 pandemic, we conducted our employee engagement activities online this year. We care about the well-being of our employees and accordingly conduct engagement activities to retain our talents.
Local Community
The group strives to retain and develop its team by providing a comfortable and productive work environment. The Group's turnover rates can be attributed to the fact that some employees are at the beginning of their careers and are looking for opportunities to grow elsewhere as the highest turnover comes from the under 30 age group.
AVERAGE TRAINING HOURS BY EMPLOYEE CATEGORY
SENIOR MANAGEMENT
MANAGEMENT EXECUTIVE
NON-EXECUTIVE
CONCLUSION
GRI CONTENT INDEX
AUTHORITY TO ISSUE AND ALLOT SHARES Ordinary Resolution 5
SUBJECT at all times to the Companies Act 2016, the Company's Constitution and approvals from Bursa Malaysia Securities Berhad and any other governmental/regulatory bodies, where such approval is necessary, authority is granted and given to the Directors pursuant to section 75 of the Companies 2016 Act to issue and allot not more than ten percent (10%) of the total number of issued shares (excluding treasury shares) of the Company at any time on such terms and conditions and for such purposes such as the Directors may in their absolute discretion think fit or in accordance with the offers, agreements or options to be made or granted by the Directors while this approval is in force until the conclusion of the next Annual General Meeting of the Company in accordance with section 76 of the Companies Act 2016 and that the Directors are and are further authorized to make or give offers, agreements or options which would require or may require the issuance of shares after the expiry of the approval of this law.".
NOTICE OF ANNUAL GENERAL MEETING
PROPOSED RENEWAL OF AUTHORITY FOR THE COMPANY TO
THAT the authority conferred by this resolution shall commence upon the passing of this ordinary resolution and shall continue in force until: (i) the conclusion of the next succeeding Annual General Meeting (“AGM”). AND THIS authority is and is unconditionally and generally granted to the Directors of the Company to take all necessary or appropriate steps (including without limitation opening and maintaining central deposit accounts under the Securities Industry (Central Depositories) Act of 1991 of Malaysia, and entering into all agreements, arrangements and other guarantees with any party or parties) to implement, finalize and give full effect to the aforesaid acquisition with full powers to approve any condition, modification, revaluation , amendment and/or changes (if any) as may be imposed by the relevant authorities and with the fullest power to carry out all such acts and things hereafter (including without limitation, the cancellation or retention as treasury shares of all or any part of the shares purchased or to resell the shares or to distribute the shares as dividends or to transfer the shares under an employee share scheme or as purchase consideration) to.
NOTICE OF ANNUAL GENERAL MEETING
- PROPOSED RENEWAL OF EXISTING SHAREHOLDERS’
- CONTINUING IN OFFICE AS INDEPENDENT NON-EXECUTIVE DIRECTOR – WONG CHEE BENG
- GENERAL MEETING RECORDS OF DEPOSITOR
- REMOTE PARTICIPATION AND ELECTRONIC VOTING
- REGISTRATION FOR REMOTE PARTICIPATION AND ELECTRONIC VOTING
- Register Online with Boardroom Smart Investor Portal (for first time registration only) [Note: If you have already signed up with Boardroom Smart Investor Portal, you are not required to register
AND THIS authority is unconditionally and generally granted to the Directors of the Company to take all necessary or appropriate steps (including without limitation opening and maintaining central depository accounts under the Securities Industry (Central Depositories) One Member of the Company entitled to attend and vote at the meeting shall be entitled to appoint a proxy or representatives to attend and vote in his place.
ADMINISTRATIVE DETAILS OF ANNUAL GENERAL MEETING
Submit Request for Remote Participation User ID and Password [Note: The registration for remote access will be opened on 31 May 2021.]
You will receive a notification from the boardroom that your request has been received and is being verified. You will also receive your remote access user ID and password along with the boardroom email if your registration is approved.
Login to Virtual Meeting Portal on the AGM day
- APPOINTMENT OF PROXY
Log in to https://boardroomlimited.my with your username and password created in step 1(b) above. After checking the system against the AGM's depository records, you will receive an email from the meeting room approving or rejecting your registration for remote participation.
ADMINISTRATIVE DETAILS OF ANNUAL GENERAL MEETING
- PROCEDURE OF THE 24TH AGM
- PARTICIPATION THROUGH LIVE WEBCAST AND QUESTION AT THE 24TH AGM
- VOTING PROCEDURE AT THE 24TH AGM
- VOUCHERS / GIFTS
- ANNUAL REPORT AND/OR CIRCULAR/ STATEMENT
- ENQUIRY
Select your proxy - either the Chairman of the Meeting or individual proxy(s) and enter the required details of your proxy(s). Therefore, it is your responsibility to ensure that connectivity is maintained for the duration of the meeting.
STATEMENT OF
The directors are required to prepare financial statements for each financial year which are made in accordance with the accounting standards in force and give a true and fair view of the state affairs of the Company and the Group at the end of the financial year. and their results and cash flows for that financial year. The Directors are responsible for ensuring that the Company and the Group maintain accounting records which disclose with reasonable accuracy the financial position of the Company and the Group, which enable them to ensure that the financial statements comply with the Companies Act 2016.
DIRECTORS’ RESPONSIBILITIES
Directors are also responsible for taking such steps as are open to them to protect the Group's assets and to prevent and detect fraud and other irregularities. The Board of Directors (“Board”) is pleased to present the following Report of the Audit Committee and its activities for the financial year ended December 31, 2020.
COMPOSITION AND MEETINGS
AUDIT COMMITTEE REPORT
SUMMARY OF WORK DONE DURING THE FINANCIAL YEAR
The Audit Committee has reviewed the related party transactions entered into by the Group to identify any conflicts of interest within the Group on a quarterly basis to ensure that all transactions are conducted on an arm's length basis. It was noted that no material transactions with related parties took place during the financial year.
SUMMARY OF ACTIVITIES OF THE INTERNAL AUDIT FUNCTION
The board is obliged to ensure that the principles of good corporate governance are practiced throughout the group, so that the group's affairs are handled in the interests of the group and its shareholders. This statement provides an insight into the Group's corporate governance practices in accordance with the three (3) key principles as set out in the Malaysian Code of Corporate Governance 2017 ("Code") during the financial period under review.
PRINCIPLE A: BOARD LEADERSHIP AND EFFECTIVENESS
This Statement has been prepared in accordance with the Main Market Listing Requirements ("MMLR") of Bursa Malaysia Securities Berhad ("Bursa Securities") and should be read in conjunction with the Company's Corporate Governance Report which is available at the Company's website at www.cbip.com.my.
BOARD RESPONSIBILITIES Strategic Aims, Values and Standards
CORPORATE GOVERNANCE OVERVIEW STATEMENT
In the future until 2021, the priority tasks of the board of directors will be the pursuit of the following areas:- 1. The various roles of the president and director of the companies are mentioned in the charter of the board of directors of the company, which is available on the website of the company.
CORPORATE GOVERNANCE OVERVIEW STATEMENT
Leads board and shareholder meetings and thus ensures effective communication with shareholders and relevant stakeholders. The Board of Directors has formalized the Board's charter, which defines the Board's roles, functions, composition, operation and procedures.
BOARD COMPOSITION Board Composition
The full details of the NRC's brief are published on the company's website. The Board through the NRC reviews and evaluates its own performance and the performance of the Board Committees on an annual basis.
REMUNERATION Remuneration Policy
Directors appointed during the financial year are subject to retirement at the next General Meeting held after their appointment, in accordance with the Company's articles of association. Lim Chai Huat is scheduled to retire at the upcoming 24th General Meeting and they have expressed their willingness to stand for re-election at the 24th General Meeting.
PRINCIPLE B: EFFECTIVE AUDIT AND RISK MANAGEMENT
AUDIT COMMITTEE
Annually, the AC also reviews the appointment, performance and remuneration of the External Auditors before recommending them to the shareholders for re-appointment at the AGM. The AC will convene meetings with the External Auditors without the presence of the EDs and employees of the Group as and when necessary.
RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK
Details of the internal audit function and activities are presented in the CA Report on pages 52 to 54 of this Annual Report. The Group has established a formal risk management framework to oversee the Group's risk management.
PRINCIPLE C: INTEGRITY IN CORPORATE REPORTING AND MEANINGFUL RELATIONSHIP WITH STAKEHOLDERS
The Risk Management Committee (“RMC”) consisting of the Head of the main operating subsidiaries was established to assist the Board to identify, assess, manage, monitor and report the underlying risks and the Board through the CA and the RMC obtained assurance that the risk management system risk management and the Group's internal control function effectively. The Statement on Risk Management and Internal Control included on pages 68 to 70 of this Annual Report provides an overview of the Internal Control Framework adopted by the Company during the financial year ended 31 December 2020.
COMMUNICATION WITH STAKEHOLDERS
CONDUCT OF GENERAL MEETINGS
The Chairman of the Board of Directors ensures that sufficient opportunities are given to shareholders and proxies to ask questions relating to the affairs of the Company and that adequate answers are provided. All Directors will endeavor to attend in person, interact directly with and be accountable to shareholders for their stewardship of the Company.
INTRODUCTION
BOARD RESPONSIBILITIES
KEY FEATURES OF THE GROUP’S RISK MANAGEMENT SYSTEM AND INTERNAL CONTROL SYSTEM
Control Environment
STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
Risk Management Framework and its Implementation
The Board has obtained assurance through the AC and the RMC that the Group's risk management and internal control system functions effectively. The HOC also provides assurance that the identified risks are within the Group's risk appetite and that a proper action plan has been put in place to correct and/or mitigate the identified risk.
Internal Audit Function
Management meetings are held to ensure that the risks facing the Group are discussed, monitored and appropriately addressed. In addition, the internal auditors inform the audit committee every quarter about the status of the implementation of the management's previously defined action plans to reduce the significant business/operational risks of the Group and whether the controls implemented by the management are sufficient and effective in reducing the identified risks.
STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
Information and Communication
Information crucial to the achievement of the Group's business goals is communicated through established reporting lines within the Group.
Monitoring and Review
ASSURANCE PROVIDED BY THE MANAGING DIRECTOR AND CHIEF FINANCIAL OFFICER
REVIEW OF THE STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL BY THE EXTERNAL AUDITORS
ADDITIONAL COMPLIANCE INFORMATION
LCT is a director and major shareholder of Presspalm and has a direct interest of 1.00% in CBIP. LCHong is a director and major shareholder of WISSB and has a direct interest of 0.64% in CBIP.
ADDITIONAL COMPLIANCE INFORMATION
LCG is a director of CBIP Group and has a direct interest of 5.34% and an indirect interest of 0.21% through his spouse's shares in CBIP. LST is a daughter of DLCB and sister to LZP and she has a direct interest of 0.47% in CBIP.
CB INDUSTRIAL PRODUCT HOLDING BERHAD
D IRECTORS ’ R EPORT
DIRECTORS’ REPORT
The names of the directors who served during the financial year and up to the date of this report are as follows: - Directors of the company. No compensation was paid to any director or officer of the Group or the Company during the financial year.
S TATUTORY D ECLARATION
STATEMENTS BY DIRECTORS
STATUTORY DECLARATION
INDEPENDENT AUDITORS’ REPORT
CB INDUSTRIAL PRODUCT HOLDING BERHAD (C ONT ’ D )
Our opinion on the financial statements of the Group and the Company does not cover the other information and we do not express any form of assurance conclusion thereon. Report on the audit of the financial statements (continued) Responsibilities of the directors for the financial statements.
STATEMENTS OF
FINANCIAL POSITION
DECEMBER 2020
STATEMENTS OF FINANCIAL POSITION
COMPREHENSIVE INCOME
CHANGES IN EQUITY
STATEMENTS OF CHANGES IN EQUITY
STATEMENTS OF CASH FLOWS
Basis of Preparation of Financial Statements
NOTES TO
THE FINANCIAL STATEMENTS
Basis of Preparation of Financial Statements (Cont’d)
Amendments to MFRS 101: Disclosure of accounting policies January 1, 2023 Amendments to MFRS 108: Definition of accounting estimates January 1, 2023 Amendments to MFRS 116: Property, plant and equipment. Annual improvements to the MFRS standards January 2022 Management expects that the initial adoption of the above MFRSs will not have a significant impact on the financial statements.
NOTES TO THE FINANCIAL STATEMENTS
- Investments in Subsidiaries
- Investments in Associates
In the Company's separate financial statements, investments in subsidiaries are stated at cost less impairment losses, if any. In the Company's separate financial statements, investments in participating interests are stated at cost less impairment losses, if any.
- Investments in Club Memberships
- Impairment of Non-financial Assets
- Biological Assets
- Contract Costs
- Contract Assets and Contract Liabilities
- Financial Assets
The Group and the Company do not have any financial assets classified in this category. iii) Fair value through profit or loss. A financial asset is measured at fair value through profit or loss if it does not meet the criteria to be measured at amortized cost or fair value through other comprehensive income.
- Financial Liabilities
- Leases
- Foreign Currency Transactions and Translation
- Foreign Currency Transactions and Translation (Cont’d)
- Share Capital
- Revenue from Contracts with Customers
- Revenue from Contracts with Customers (Cont’d)
- Other Income
- Employee Benefits
- Borrowing Costs
- Income Taxes
At the end of the reporting period, foreign currency monetary items are converted into the functional currency using the closing rate. Any transfers between the levels of fair value hierarchy are deemed to have taken place at the end of the reporting period.
- Cash and Cash Equivalents
The reconciliation of the financial information summarized above with the accounting values of investments in participation is as follows:-. The reconciliation of the financial information summarized above with the accounting values of investments in joint ventures is as follows:-. a).
C ONTRACT C OSTS
The information about the subsidiaries that have NCI that are material to the group is as follows:-. The information on the subsidiaries that have NCI that are material to the group is as follows (continued).
P AYABLES
R EVENUE (C ONT ’ D )
Information on the breakdown of revenues has not been disclosed as the Company derives income primarily from providing management services to its subsidiaries and from dividend income received from subsidiaries.
P ROFIT B EFORE T AX
E MPLOYEE B ENEFITS E XPENSES (I NCLUDING D IRECTORS ’ R EMUNERATION )
The Group's average effective tax rate for the financial year ended 31 December 2020 is higher than the statutory income tax rate due to back taxes imposed on a subsidiary amounting to RM14 million. A second interim dividend at a level of 2 sen per share in respect of the financial year ended 31 December 2020 is proposed on 8 April 2021.
R ELATED P ARTY D ISCLOSURE
O PERATING S EGMENTS Group
PILOT PRODUCT HOLDING BERHA D in Malaysia) o H) THE FINANCIAL STATEMENTS FINANCIAL YEAR ENDED 31 DECEMBER 20 20 Page 90 ING SEGMENTS (CONT'D) Plantation and millingEquipment and technologySpecial purpose vehiclesInvestment. No maturity analysis is presented for the financial guarantee contracts as the full amount can be withdrawn at any time in case of default by the subsidiaries.
F INANCIAL R ISK M ANAGEMENT
- Classification of Financial Instruments
- Fair Value Information
The Group monitors movements in exchange rates and acts accordingly to minimize its exposure to currency risk. Such exposure is partially mitigated in the following ways: i) The Group's sales and purchases in foreign currency provide a natural hedge against fluctuations in foreign currencies. ii) The Group maintains a portion of cash and cash equivalents in foreign currency accounts to meet future foreign currency liabilities.
LIST OF PROPERTIES
Industrieterrein Telok Panglima Garang, Mukim van Telok Panglima Garang, district Kuala Langat, Selangor. 3 Jalan Waja 16, industrieterrein Telok Panglima Garang, Mukim van Telok Panglima Garang, district Kuala Langat, Selangor.
ANALYSIS OF SHAREHOLDINGS
A proxy may, but need not, be a member of the Company, and a member may, without restriction, appoint any person to be its proxy. If no name is entered in the field provided for the name of your proxy, the chairperson will act as your proxy.
FINANCIAL HIGHLIGHTS CORPORATE STRUCTURE
REVENUE
SHAREHOLDERS’
EQUITY
92.8% PROFIT BEFORE
RODU C T HOLDING BERHAD ANN U AL REPO RT 2020
ANNUAL REPORT
EQUIPPING PALM OIL MILLS
