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Kluang Rubber Company (Malaya) Berhad - Annual Report 2020

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This authorization, unless revoked or amended at a general meeting, expires at the end of the next ordinary general meeting of the company. This authorization will, unless it is revoked or changed at a general meeting, expire at the next ordinary general meeting of the company and always subject to provision (ii) of the resolution.

BOARD RESPONSIBILITIES Principle Responsibilities of the Board

The chairman is responsible for overseeing that the board functions properly with good corporate governance practices and procedures. The board has unlimited access to advice and services from the company secretaries for board matters.

BOARD COMPOSITION Independent Directors

The Nomination Committee will continue to assess the independence of independent non-executive directors on an annual basis. The description of the duties of the appointment committee is included in the charter of the board of directors and is available on the company's website.

REMUNERATION Remuneration Policy

The board strives to establish a transparent and professional relationship with the external auditors with assistance from the audit committee. Detailed information about the training courses in which the members of the audit committee have participated can be found under the section Director training.

RISK MANAGEMENT AND INTERNAL CONTROL FRAMEWORK Effective Risk Management and Internal Control Framework

COMMUNICATION WITH STAKEHOLDERS

COMMUNICATION WITH STAKEHOLDERS Conduct of General Meetings

Economic

In accordance with Section 17A of the Malaysian Anti-Corruption Commission Act ("MACC") 2009, the company's Anti-Bribery &. The anti-bribery and anti-corruption policy and guidelines are available on the company's website.

Environmental

The purpose of the Whistleblowing Policy and Guidelines is to provide a structured mechanism for its employees, directors and associates ("whistleblowers") to discover or report suspected and/or known violations, abuses, corruption and instances of fraud, waste and/or abuse involving resources companies and provide assurance that they will be protected from retaliation or victimization for whistleblowing in good faith. Pursuant to Section 17A of the Malaysian Anti-Corruption Commission (“MACC”) Act 2009, the Board of Directors has revised and approved the Company's Improper Policy, effective 1 June 2020.

Social

A copy of the Anti-Bribery and Anti-Corruption Policy and Guidelines is available on the Company's website. The board and the audit committee have carried out an assessment of the adequacy and effectiveness of the internal control system. Further details are included in the terms of reference for the audit committee's report in the board's charter, which is available on the company's website.

Reviewed the reports prepared by the outsourced internal auditors on the state of the company's internal controls. The Board has entered into a formal and transparent arrangement with the Company's external auditors through the Audit Committee. The role of the Audit Committee in relation to the external auditors is stated in the report of the Audit Committee.

Qualification/Professional Body a) LL.B (Hons) Second Upper, National University of Singapore in 1985 b) Admitted as Advocate and Advocate, High Court of Singapore in 1986 c) Admitted as Advocate and Advocate, High Court of Malaya in 1989 d ) Member of the Singapore Institute of Arbitrators.

STATUTORY DECLARATION

We, Lee Soo Hoon and Lee Chung-Shih Justin, being two of the directors of Kluang Rubber Company (Malaya) Berhad, declare that, in the opinion of the directors, the accompanying financial statements set out on pages 65 to 133 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 the Company as at 30 June 2020 and of their financial performance and flows monetary for the year closed at that time. Signed on behalf of the Board pursuant to a resolution of the directors dated October 8, 2020.

PURSUANT TO SECTION 251(1)(B) OF THE COMPANIES ACT 2016

Valuation of investments measured at fair value

As of June 30, 2020, the book value of the Group's investments, measured at fair value, amounted to approximately RM, which represents approximately 33% of the Group's total assets. These investments consist of investments in listed equity instruments, unlisted debt instruments and precious metals that are measured at fair value, with changes in fair value recognized in profit or loss or other comprehensive income. We focused on the valuation of these investments, as they represent the most important element of the balance sheet total in the financial statements.

Valuation of investments valued at fair value (continued) (See Notes and 16 to the annual accounts).

Valuation of investments measured at fair value (cont’d) (Refer to Notes 2.16, 2.17, and 16 to the financial statements)

Our objectives are to obtain reasonable assurance as to whether the financial statements of the Group and of 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. Identify and assess the risks of material misstatement of the financial statements of the Group and of the company, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis provided for our opinion. Obtain an understanding of internal control relevant to the audit 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 Group's and the Company's internal control.

If we determine that a material uncertainty exists, we must draw attention in our auditor's report to the related disclosures in the financial statements of the Group and the Company or, if such disclosures are inadequate, change our opinion. Obtain sufficient and appropriate audit evidence regarding the financial information of entities or business activities within the Group to express an opinion on the Group's financial statements. From the matters with which the directors become familiar, we determine those matters which were the most important in the audit of the financial statements of the group and the company for the current financial year and are therefore key audit matters.

The accompanying accounting practices and the explanatory notes form an integral part of the accounts.

CORPORATE INFORMATION

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 1 Basis of preparation

  • Changes of accounting policies

Leases

  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 2 Changes of accounting policies (cont’d)

SUMMARY OF IMPORTANT ACCOUNTING POLICIES (continued) 2.2 Changes to accounting policies (continued) 2.2 Changes to accounting policies (continued).

Leases (cont’d)

  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 3 Standards issued but not yet effective
    • Basis of consolidation
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 4 Basis of consolidation (cont’d)
    • Transactions with non-controlling interests
    • Foreign currencies
    • Foreign currencies (cont’d)
    • Property, plant and equipment and depreciation
    • Property, plant and equipment and depreciation (cont’d)
    • Bearer plants
    • Biological assets
    • Investment properties
    • Investment properties (cont’d)
    • Impairment of non-financial assets
    • Subsidiaries
    • Associates (cont’d)
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d)
    • Fair value measurement
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 15 Fair value measurement (cont’d)
    • Financial instruments
    • Financial instruments (cont’d) (a) Financial assets (cont’d)
    • Investment in precious metal - gold bullion
    • Cash and cash equivalents
    • Inventories
    • Employee benefits (a) Short term benefits
    • Leases
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 22 Leases (cont’d)
    • Revenue recognition
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 23 Revenue recognition (cont’d)
    • Taxes
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 24 Taxes (cont’d)
  • SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont’d) 25 Segment reporting
    • Share capital and share issuance expenses
    • Contingencies
  • SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES
    • Judgements made in applying accounting policies
  • SIGNIFICANT ACCOUNTING JUDGEMENTS AND ESTIMATES (cont’d) 2 Key sources of estimation uncertainty
  • EMPLOYEE BENEFITS EXPENSES
  • DIRECTORS’ REMUNERATION
  • INCOME TAX EXPENSE
  • INCOME TAX EXPENSE (cont’d)
  • LOSS PER SHARE (a) Basic loss per share
  • PROPERTY, PLANT AND EQUIPMENT
  • PROPERTY, PLANT AND EQUIPMENT (cont’d)
  • RIGHT-OF-USE ASSETS
  • BEARER PLANTS
  • INVESTMENT PROPERTIES
  • INVESTMENT IN SUBSIDIARIES
  • INVESTMENT IN SUBSIDIARIES (cont’d) a) Composition of the Group (cont’d)
  • INVESTMENT IN SUBSIDIARIES (cont’d)

The Standards, Amendments and Annual Improvements that have been issued but are not yet effective as of the date of issue of the Group and the Company's financial statements are disclosed below. The consolidated financial statements consist of the financial statements of the Company and its subsidiaries as at the reporting date. 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”).

Goodwill relating to the associated company is included in the equity's accounting value and is not tested separately for impairment. The group's income statement reflects the group's share of the associated company's result. Unrealized gains and losses resulting from transactions between the group and the associated company are eliminated in relation to the share in the associated company.

The Group recognizes right-of-use assets on the lease commencement date (i.e. the date the underlying asset is available for use). An equity instrument is any contract that shows a residual interest in the assets of the Group and the Company, after deducting all its liabilities. Contingent liabilities and assets are not included in the statements of financial position of the Group and the Company.

June 2019

  • INVESTMENT IN ASSOCIATES
  • INVESTMENT IN ASSOCIATES (cont’d)
  • INVESTMENTS
  • INVENTORIES
  • BIOLOGICAL ASSETS
  • TRADE AND OTHER RECEIVABLES
  • TRADE AND OTHER RECEIVABLES (cont’d) (a) Trade receivables
  • CASH AND BANK BALANCES
  • CASH AND BANK BALANCES (cont’d)
  • TRADE AND OTHER PAYABLES
  • TRADE AND OTHER PAYABLES (cont’d) (a) Trade payables
  • LEASE LIABILITIES
  • DEFERRED TAX LIABILITIES
  • DEFERRED TAX LIABILITIES (cont’d)
  • DEFERRED TAX LIABILITIES (cont’d) Deferred tax liabilities of the Company
  • RETIREMENT BENEFITS
  • SHARE CAPITAL (a) Share capital
  • SHARE CAPITAL (cont’d) (b) Treasury shares (cont’d)
  • RESERVES
  • RETAINED EARNINGS
  • DIVIDENDS
  • SIGNIFICANT RELATED PARTY TRANSACTIONS
  • FAIR VALUE MEASUREMENT (a) Fair value measurement hierarchy

The biological assets of the Group and the Company include bunches of fresh fruit ("FFB") prior to harvest. The fair value measurement of the biological assets of the Group and the Company is categorized within Level 3 of the fair value hierarchy. None of the trade and other receivables of the Group and the Company are overdue or impaired.

DEFERRED TAX LIABILITIES (continued) Deferred tax liabilities of the Company Deferred tax liabilities of the Company. Treasury shares relate to ordinary shares of the Company held by the Company. The purchased shares are held as treasury shares in accordance with the provisions of Section 127(4) of the Companies Act 2016.

The future minimum lease payments of the right-of-use assets together with the present value of the net minimum lease payments are as follows:

June 2020

  • FAIR VALUE MEASUREMENT (cont’d) (a) Fair value measurement hierarchy (cont’d)
  • FAIR VALUE MEASUREMENT (cont’d)
  • FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
  • FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (cont’d) (d) Market price risk (cont’d)
  • CAPITAL MANAGEMENT
  • SEGMENT INFORMATION (a) Business segments
  • SEGMENT INFORMATION (cont’d) (a) Business segments (cont’d)
  • SEGMENT INFORMATION (cont’d) (b) Geographical segments
  • AUTHORISATION OF FINANCIAL STATEMENTS FOR ISSUE

The following table shows the fair value measurement hierarchy for the group's and the company's assets: (continued) Quoted price Significant Significant. The Group and the Company are exposed to financial risks that arise as a result of their operations and use of financial instruments. The Group's and the Company's exposure to credit risk stems primarily from trade and other receivables.

For other financial assets (including investment securities and cash and bank balances), the Group and the Company minimize credit risk by dealing exclusively with other credit rating parties. The Group's and the Company's exposure to liquidity risk arises mainly from mismatches in the maturities of financial assets and liabilities. The following table summarizes the maturity profile of the Group's and the Company's financial liabilities at the reporting date based on undiscounted contractual repayment obligations.

Market price risk is the risk that the fair value or future cash flows of the group's and the company's financial instruments and investments will fluctuate due to changes in the market price (apart from interest rates or exchange rates).

DIRECTORS’ INTEREST IN SHARES

Name of significant shareholders Direct % Indirect %. a) He is deemed to be interested by virtue of his substantial shareholding in Estate & Trust Agencies (1927) Limited.

PLANTED AREA AGE PROFILE

To declare and approve the payment of Single Tier First and Final Dividend of 1 sen per ordinary share in respect of the financial year ended 30 June 2020. Ordinary Resolution 5 To re-appoint Messrs. Ernst & Young PLT as Auditors of the Company and the Directors to determine their remuneration SPECIAL BUSINESS. The Broadcast Room of the 61st AGM is strictly for the purpose of complying with Section 327(2) of the Companies Act 2016 which requires the Chairman of the Meeting to be at the main venue.

A member of the company who is entitled to attend, participate and vote at a general meeting of the company is entitled to appoint not more than two (2) proxies to attend, attend and vote in his place. There is no restriction as to the qualification of the proxy and the proxy shall have the same rights as the member. The instrument appointing a proxy must be deposited at the office of the company's share registrar, Board Member Registrars Sdn Bhd at 11th Floor, Menara Symphony, No.

If no name is entered in the space provided for the name of your representative, the Chairman of the meeting will act as your representative.

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