Kim Loong Resources Berhad is listed on the main board of the Kuala Lumpur Stock Exchange (now known as Bursa Malaysia Securities Berhad). To re-elect the following directors who retire in accordance with Clause 88 of the Constitution of the Company:-.
CORPORATE INFORMATION
BOARD OF DIRECTORS
PROFILE OF DIRECTORS
Sir. Gooi has no personal interest in any business arrangement involving KLR, except that he is deemed to be interested in the transactions entered into with SKL Group (excluding KLR) carried out in the ordinary course of business, by virtue of being a person related to Mr. Gooi Seong Lim. Sir. Gooi has no personal interest in any business arrangement involving KLR, except that he is deemed to be interested in the transactions entered into with SKL Group (excluding KLR) carried out in the ordinary course of business, by virtue of being a person related to Mr. Gooi Seong Heen.
PROFILE OF KEY SENIOR MANAGEMENT
Chang Chow Swan, male, 66 years old, a Malaysian, is currently the General Manager of Kim Loong Palm Oil Mills Sdn. He also sits on the board of a KLR Group subsidiary company involved in the palm oil milling business.
PROFILE OF
Chang Chee Chiong, male, age 58, Malaysian, is currently the General Manager of KLR in charge of the group's property in Sabah and Sarawak. He also sits on the board of two subsidiaries of the KLR Group involved in palm oil mill business.
KEY SENIOR MANAGEMENT
He was in the position of Deputy General Manager since 2010 before being promoted to the position of General Manager in 2014. He transferred to KLR and was promoted to the position of Deputy General Manager in 2013 for mill operations of Group in Sabah.
GROUP STRUCTURE
GROUP
FINANCIAL HIGHLIGHTS
GROUP FINANCIAL HIGHLIGHTS
CHAIRMAN’S STATEMENT
ON BEHALF OF THE BOARD OF DIRECTORS OF KIM LOONG
31 JANUARY 2020
The performance of milling operations was also affected by lower FFB production in palm oil plantations in the vicinity of the Group's milling operations. Finally, I would like to thank my fellow Board members for their support and the shareholders for their trust in the Board and Group Management.
MANAGEMENT DISCUSSION & ANALYSIS
The unit cost of production (excluding raw materials) of CPO increased by 29% to RM270 per MT CPO. The total unit cost of production of CPO also increased by 16% to RM1,540 per MT CPO.
MANAGEMENT
Of the group's PBT decline of nearly RM28mil or 32%, about RM17mil was attributable to plantation operations. Market conditions and demand for the group's main milling products were good and stable during the business year.
SUSTAINABILITY STATEMENT
Create awareness of the Group's commitment to sustainability and better understanding of our policies, cultures and values. Provides medical supplies for the Group's medical clinics in the mills and employs Hospital Assistants.
CORPORATE GOVERNANCE OVERVIEW STATEMENT
The Board of Directors of Kim Loong Resources Berhad acknowledges the importance of good corporate governance (“CG”) in protecting and enhancing the interest of
- Roles of the Board
- Board Corporate Governance Manual
- Roles and Responsibilities of the Executive Chairman, Managing Director, Executive Directors, Senior Independent Non-Executive Director and Independent Non-Executive Directors
- Qualified and Competent Company Secretaries
- Access to Information and Advice
- Independent Professional Advice
- Conflict of Interest and Related Party Transactions
- Board Composition
- Independent Non-Executive Directors
- Board Diversity
- Foster Commitment of the Director Board Meetings
- Overall Board Effectiveness
- Directors Training
- Board Committees
- REMUNERATION
- Compliance of Financial Statements with Applicable Financial Reporting Standards
- External Auditors
- Internal Audit Function
- Related Party Transactions
- Risk Management Framework
- Internal Control
- Leveraging on Information Technology for Effective Dissemination of Information
- Insider Trading
- Anti-Bribery and Corruption Policy
- Poll Voting
- Annual Report
The board is supported by three (3) qualified company secretaries who are members of professional bodies such as the Malaysian Institute of Chartered Secretaries and Administrators (MAICSA) or the Malaysian Association of Company Secretaries (MACS) and are qualified to act as company secretaries under section 235( 2)(a) of the Companies Act, 2016. The appointment and removal of the company secretaries is a matter for the board as a whole.
STATEMENT ON
DIRECTORS’ RESPONSIBILITIES
ADDITIONAL
COMPLIANCE INFORMATION
ADDITIONAL COMPLIANCE INFORMATION
STATEMENT ON RISK MANAGEMENT
The Executive Chairman, Managing Director and management take a hands-on approach to managing the Group's activities. Regular site visits to Group operations by the Executive Chairman, Managing Director, Executive Directors and senior management. Proposals for major capital expenditure by the Group are reviewed and approved by the Executive Directors.
The Board recognizes that risk management is an integral part of the Group's business operations and is important to the achievement of its business objectives. A prolonged low palm oil price would have a material adverse effect on the Group's cash flows and earnings. A talent pool with the right skill sets and competencies is necessary to ensure the continued growth of the Group.
REPORT OF THE AUDIT COMMITTEE
The details of the Rules of Procedure of the Audit Committee are available at www.kimloong.com.my. The Audit Committee discussed with management and the external auditors the policies and standards applied for financial reporting, as well as their opinion on the topics that could affect the financial statements. Reviewed and approved the internal auditors' plans for the fiscal year to ensure adequate coverage of the respective subsidiaries' activities;
Monitored the implementation of the audit recommendation to ensure that all the key risks and controls were addressed. Presentation of the audit results to the Management and the Audit Committee will ensure that the Management complies with the internal control systems and implements continuous improvement. The total cost incurred in respect of the internal audit function during the financial year was approximately RM537,000.
REPORT OF THE REMUNERATION COMMITTEE
Details of the terms of reference for the nomination committee are available on the company's website at www.kimloong.com.my. This report has been prepared in accordance with a decision of the Board of Directors of 5. June 2020.
REPORT OF THE
NOMINATING COMMITTEE
STATEMENTS FINANCIAL
DIRECTORS’
REPORT
Neither at the end of the financial year nor at any time during that year was there any arrangement to which the Company was a party under which the directors could benefit by acquiring shares or debentures of the Company or any other body corporate. No compensation or insurance premium paid during or after the end of the year to any person who is or has been a director or officer of the company. The other directors in the office at the end of the financial year did not hold any shares in the company and its affiliates during the financial year.
The repurchased shares are held as treasury shares in accordance with section 127 of the Companies Act 2016. To the extent permitted by law, the company has agreed to indemnify its auditors, Ernst & Young PLT, as part of the terms of its audit work. against third-party claims from the audit (for an unspecified amount). Signed on behalf of the Board of Directors pursuant to a resolution of the directors dated June 5, 2020.
STATEMENT BY DIRECTORS
STATUTORY DECLARATION
INDEPENDENT
AUDITORS’ REPORT
INDEPENDENT AUDITORS’ REPORT
The directors of the company are responsible for preparing financial statements for the group and the company that give a true and fair view in accordance with Malaysian accounting standards, international accounting standards and the requirements of the Companies Act 2016 in Malaysia. The board of directors is also responsible for such internal control as the board of directors deems necessary to enable the preparation of accounts for the group and the company that are free of material misinformation, regardless of whether it is due to fraud or error. When preparing the annual accounts for the group and the company, the board of directors is responsible for assessing the group and the company's ability to continue operations, disclose, where relevant, matters related to the going concern and use the going concern basis for accounting. unless the board either intends to liquidate the group or company or to cease operations, or has no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements of the Group and the Company as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors' report to the disclosures in the Group's and Company's financial statements or, if such disclosures are insufficient, to modify our opinion. From the matters communicated with the directors, we determine those matters that were most significant in the audit of the Group's and the Company's financial statements for the current year and are therefore key audit matters.
STATEMENTS OF
COMPREHENSIVE INCOME
STATEMENTS OF FINANCIAL POSITION
FINANCIAL POSITION
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
COMPANY STATEMENT OF CHANGES IN EQUITY
STATEMENTS OF CASH FLOWS
NOTES TO THE
FINANCIAL STATEMENTS
Corporate information
Summary of significant accounting policies 1 Basis of preparation
- Changes in accounting policies
Leases
NOTES TO THE FINANCIAL STATEMENTS
Summary of significant accounting policies (cont'd) 2 Changes in accounting policies (cont'd)
Leases (cont'd)
- Summary of significant accounting policies (cont'd)
- Standards and Amendments issued but not yet effective
- Basis of consolidation
- Summary of significant accounting policies (cont'd) 4 Basis of consolidation (cont'd)
- Subsidiaries
- Transactions with non-controlling interest
- Summary of significant accounting policies (cont'd) 7 Foreign currency
- Property, plant and equipment and bearer plants
- Property, plant and equipment and bearer plants (cont'd)
- Biological assets
- Impairment of non-financial assets
- Summary of significant accounting policies (cont'd) 10 Impairment of non-financial assets (cont'd)
- Financial instruments - initial recognition and subsequent measurement
- Financial instruments - initial recognition and subsequent measurement (cont'd) (a) Financial assets (cont'd)
- Financial instruments - initial recognition and subsequent measurement (cont'd) (c) Offsetting of financial instruments
- Cash and cash equivalents
- Inventories
- Provision
- Segment reporting
- Summary of significant accounting policies (cont'd) 16 Share capital and share issuance expenses
- Contingencies
- Revenue from contracts with customers
- Summary of significant accounting policies (cont'd) 19 Borrowing costs
- Taxes
- Summary of significant accounting policies (cont'd) 20 Taxes (cont'd)
- Government grants
- Employee benefits (i) Short term benefits
- Financial guarantee contracts
- Summary of significant accounting policies (cont'd) 24 Leases
- Summary of significant accounting policies (cont'd) 24 Leases (cont'd)
- Hedge accounting
- Summary of significant accounting policies (cont'd) 26 Fair value measurement
- Summary of significant accounting policies (cont'd) 27 Current versus non-current classification
- Significant accounting estimates and judgements
- Significant accounting estimates and judgements (cont'd) Key sources of estimation uncertainty (cont'd)
- Cost of sales
- Other items of income
- Finance costs
- Profit before tax
- Profit before tax (cont'd)
- Employee benefit expenses
- Directors' remuneration
- Taxation
- Taxation (cont'd)
- Earnings per share (a) Basic
- Property, plant and equipment (cont'd)
- Land use rights
- Right-of-use assets
- Right-of-use assets (cont'd)
- Bearer plants
- Biological assets
- Investment in subsidiaries
- Investment in subsidiaries (cont'd)
- Inventories
- Trade and other receivables
- Trade and other receivables (cont'd)
- Derivatives
- Short term funds
- Cash and bank balances
- Changes in liabilities arising from financing activities
- Changes in liabilities arising from financing activities (cont'd)
- Trade and other payables
- Trade and other payables (cont'd) (c) Provisions
- Loans and borrowings
- Loans and borrowings (cont'd)
- Deferred tax
- Deferred tax (cont'd)
- Government grants
- Share capital
- Retained earnings
- Related party disclosures
- Commitments
- Segmental information
- Segmental information (cont'd) (A) Business segment
- Segmental information (cont'd) (A) Business segment (cont'd)
- Financial risk management objectives and policies
- Financial risk management objectives and policies (cont'd) (a) Credit risk (cont'd)
- Financial risk management objectives and policies (cont'd) (b) Liquidity risk (cont'd)
- Financial risk management objectives and policies (cont'd) (c) Interest rate risk (cont'd)
- Fair value of financial instruments
- Fair value of financial instruments (cont'd) (vi) Fair value hierarchy
- Financial instruments
- Capital management
- Dividends
- Significant events subsequent to the financial year end
- Significant events subsequent to the financial year end (cont'd)
- Authorisation of financial statements for issue
The consolidated financial statements include the financial statements of the Company and its subsidiaries at the reporting date. These also include bank overdrafts which form an integral part of the Group's and Company's cash management. Contingent liabilities and assets are not recognized in the statements of financial position of the Group and the Company.
Leases in which the Group and the Company retain almost all the risks and rewards of ownership of the asset are classified as operating leases. The biological assets of the Group and the Company consist of fresh fruit bunches ("FFB") before harvesting. The measurement of the fair value of the Group's biological assets is classified in level 3 of the fair value hierarchy.
The fair value measurement of the group's and the company's short-term funds is categorized within level 1 of the fair value hierarchy. The Group's and the Company's financial instruments are categorized into the following classes:
ANALYSIS OF SHAREHOLDINGS
Loh Boon Fan TOTAL The thirty largest shareholders refer to the thirty securities account holders who hold the largest number of securities according to the depositor register (without aggregating the shares from different securities accounts belonging to the same depositor).
ANALYSIS OF WARRANT HOLDINGS
ANALYSIS OF
WARRANT HOLDINGS
LIST OF PROPERTIES HELD BY THE GROUP
Sook, District of water reservoir and Keningau, Sabah POME area Kim Loong Palm Oil Mills. This page has been intentionally left blank. or failing which the Chairman of the Meeting as my/our proxy to vote for me/us and on my/our behalf at the forty-fifth Annual General Meeting of the Company held at the Lido Room, Level 6, Amari will be held. Johor Bahru, No. and upon any postponement thereof in the manner indicated below:-. A member entitled to attend and vote at the meeting is entitled to appoint any person as his proxy to attend, speak and vote in his stead.
To be valid, the duly completed Proxy Form must be deposited at the registered office of the Company at least twenty-four (24) hours before the time fixed for holding the meeting or any adjournment thereof. Where a member of the Company is an authorized nominee as defined in the Securities Industry (Central Depositories) Act 1991, he may appoint at least one nominee in respect of each securities account he holds of ordinary shares of the Company for the benefit of the Partnership. mentioned securities account. When a member of the Company is an exempt representative candidate who holds common shares in the Company for multiple beneficial owners in one securities account (“omnibus account”), there is no limit on the number of proxies that the exempt representative candidate may appoint in one securities account. in respect of each omnibus account it maintains.
