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CONTENTS
ACCOUNTABILITY
Corporate Governance Statement......................................... 51
Statement on Risk Management and
Internal Control .............................................................................. 60
50-66
Audit Committee Report.............................................................. 62
Additional Compliance Information ....................................... 66
FINANCIAL STATEMENTS
Report of the Directors ................................................................. 68
Statements of Profit or Loss...................................................... 72
Statements of Other Comprehensive Income ................. 73
Statements of Financial Position ............................................ 74
Consolidated Statement of Changes in Equity ............... 75
Statement of Changes in Equity of the Company ......... 76
67-148
Consolidated Statement of Cash Flows ............................. 77
Statement of Cash Flows of the Company ....................... 80
Notes on the Financial Statements ....................................... 82
Directors Statement................................................................... 146
Statutory Declaration ................................................................. 146
Report of the Auditors ............................................................... 147
149-163
CORPORATE PROFILE
Started as a plantation company more than 100 years ago, plantations (oil palm and rubber) still lead as
KLKs core business activity. Through various strategic acquisitions and sound management, the Groups
plantation land bank now stands at 270,000 hectares spread across Malaysia (Peninsular and Sabah),
Indonesia (Belitung Island, Sumatra, Central and East Kalimantan) and Liberia.
Since the 1990s, the Group has diversied into resource-based manufacturing (oleochemicals, derivatives
and specialty chemicals) and vertically integrated its upstream and downstream businesses. The KLK
Group expanded its manufacturing operations through organic growth, joint-ventures and acquisitions in
Malaysia, the Peoples Republic of China, Switzerland, Germany, The Netherlands and Belgium resulting
in internationally-scaled oleochemicals operations.
The 1990s also saw the Group capitalising on the strategic location of its land bank in Peninsular Malaysia
by branching into property development.
INTEGRITY
We value professional
honesty and sincerity
above all.
RESULT-ORIENTED
PERFORMANCE
We take pride in our work and are
happy to walk the extra mile to get
the desired results.
INNOVATION
We seek for better ways of
doing things and embrace
change to adapt our business
to the market and environment.
LOYALTY
HUMILITY
TEAM SPIRIT
KEY INDICATORS
Revenue
RM11.1
BILLION
Prot Before Taxation
RM1.32
BILLION
93 SEN
55 SEN
Share Price*
RM21.08
Market Capitalisation**
RM22.45
BILLION
: Wisma Taiko
: 16 February 2015
TIME
: 12.00 noon
FINANCIAL CALENDAR
FINANCIAL YEAR END
30
September 2014
ANNOUNCEMENT OF RESULTS
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
19
21
20
19
February 2014
May 2014
August 2014
November 2014
30
16
December 2014
February 2015
INTERIM DIVIDEND
Announcement
Entitlement Date
Payment Date
21
21
12
Announcement
Entitlement Date
Payment Date
19
23
17
May 2014
July 2014
August 2014
FINAL DIVIDEND
November 2014
February 2015
March 2015
CORPORATE INFORMATION
BOARD OF DIRECTORS
REGISTERED OFFICE /
PRINCIPAL PLACE OF BUSINESS
R. M. Alias
Wisma Taiko
1 Jalan S.P. Seenivasagam
30000 Ipoh
Perak, Malaysia
Tel
: +605-241 7844
Fax
: +605-253 5018
Website : www.klk.com.my
Chairman
SHARE REGISTRAR
PRINCIPAL BANKERS
Malayan Banking Berhad
HSBC Bank Malaysia Berhad
CIMB Bank Berhad
OCBC Bank (Malaysia) Berhad
COMPANY SECRETARIES
AUDITORS
KPMG
PLACE OF INCORPORATION
AND DOMICILE
In Malaysia as a public limited liability company
BOARD OF DIRECTORS
BOARD OF DIRECTORS
PROFILE OF DIRECTORS
R M. ALIAS
R.
C
Chairman
om
m
He holds a Bachelor of Arts (Honours) degree from
ate
the University of Malaya, Singapore, a Certicate
in Public Administration from the Royal Institute of
Public Administration, London and has attended the
Advanced Management Program at Harvard Business
ess
School.
In
Independent
Non-Executive Director
C
Chairman
of Remuneration Committee
M
Member
of Nomination Committee
A
Aged
82, Malaysian
PROFILE OF DIRECTORS
Join
Joined the Board on 20 December 1993.
AU HIAN
DATO LEE HAU
xecutive
Non-Independent Non-Executive
Director
ommittee
Member of Remuneration Committee
ommittee
Member of Nomination Committee
Aged 61, Malaysian
Dato
Dato Lee is the Managing Director of Batu Kawan Berhad
and a Director of Synthomer plc. He is the President of the
Pera
Perak Chinese Maternity Association. Besides serving as
a Di
Director of Yayasan De La Salle and See Sen Chemical
Berh
Berhad, he is also a member on the Board of Trustees of
the Tan Sri Lee Loy Seng Foundation and Yayasan KLK.
He graduated with a Bachelor of Science (Economics)
deg
degree from the London School of Economics and
has a Master in Business Administration from Stanford
Univ
University.
He is
i the brother of Tan Sri Dato Seri Lee Oi Hian who
is th
the CEO of KLK and is deemed connected with Batu
Kaw
Kawan Berhad, a substantial shareholder of KLK. He is
dee
deemed interested in various related party transactions
with the KLK Group.
10
PROFILE OF DIRECTORS
PROFILE OF DIRECTORS
Additional Information:
1
Conict of Interest
Save for Tan Sri Dato Seri Lee Oi Hian and Dato Lee Hau Hian, none of the other Directors has any conict of interest with the KLK Group.
11
12
TOTAL ASSETS
25%
20%
33%
RM3,215 million
RM2,416 million
32%
RM4,220 million
15%
2014
10%
RM3,729 million
2013
RM1,757 million
RM193 million
RM251 million
15%
14%
RM1,745 million
RM1,825 million
Legend
2%
2%
RM1,296 million
16%
16%
RM2,081 million
RM1,908 million
12%
14%
23%
20%
RM1,794 million
RM2,335 million
RM2,910 million
2014
2013
60%
3%
RM7,752 million
4%
RM419 million
RM432 million
Legend
RM1,460 million
Shareholders Funds
Non-Controlling Interests
Borrowings
Other Liabilities
64%
RM7,534 million
GROUP HIGHLIGHTS
2014
2013
2012
2011
2010
(RM000)
11,129,973
9,147,325
10,570,188
10,743,252
7,490,626
(RM000)
1,317,697
1,199,767
1,560,436
2,066,205
1,382,832
(RM000)
991,705
917,743
1,211,244
1,571,413
1,012,340
(sen)
93.1
86.2
113.7
147.6
95.1
(sen)
55.0
50.0
65.0
85.0
60.0
(RM000)
7,449,500
7,217,191
6,803,553
6,735,910
5,683,265
(RM)
7.00
6.78
6.39
6.33
5.34
(%)
2.6
2.2
2.9
4.0
3.5
(%)
59.1
58.0
57.2
57.6
63.1
Return on Equity(3)
(%)
12.8
12.2
17.0
22.2
16.9
(%)
7.7
7.8
10.6
14.3
11.0
(%)
20.8
7.7
1.7
5.9
7.2
FINANCIAL
Revenue
Prot:
- before taxation
- attributable to equity
holders of the Company
(4)
PRODUCTION
Fresh Fruit Bunches
Rubber
(mt)
3,733,867
3,608,636
3,259,342
3,288,974
3,176,106
(000 kg)
16,547
17,531
18,997
20,847
23,005
Year
2014
Fourth
Quarter
Third
Quarter
Second
Quarter
First
Quarter
QUARTERLY FINANCIAL
Revenue
(RM000)
11,129,973
2,778,140
2,923,638
2,934,043
2,494,152
Operating prot
(RM000)
1,399,194
259,303
298,641
443,177
398,073
(RM000)
1,317,697
238,618
276,929
424,427
377,723
(RM000)
991,705
170,752
213,664
314,605
292,684
(sen)
93.1
16.0
20.1
29.5
27.5
(sen)
55
40
15
13
14
FINANCIAL HIGHLIGHTS
147.6
95.1
86.2
1
0
2013
2012
2011
2010
4.0
3.5
2.9
2.6
2.5
2014
2012
2011
2010
70
60
59.1
58.0
57.2
57.6
2014
2013
2012
2011
63.1
50
2.2
40
2.0
30
1.5
1.0
20
0.5
10
2014
2013
2012
2011
2010
2010
15
22.2
20
16.9
12
9
12.2
10
11.0
10.6
7.7
7.8
2014
2013
0
2014
2013
2012
2011
2010
2013
3.5
6.01
4.0
15
7.07
0.0
7.11
2014
3.0
7.53
113.7
93.1
7.75
7.00
6.78
6.39
6.33
5.34
5
4
3
2
1
0
2014
2013
2012
2011
2010
2012
2011
2010
20.8
7.7
5.9
7.2
1.7
2014
2013
2012
2011
2010
2014
2013
2012
2011
2010
3,608,636 3,259,342
3,288,974
3,176,106
OIL PALM
FFB production
- own estates
(mt)
- sold
(mt)
40,630
142,189
122,673
84,602
77,875
- purchased
(mt)
1,052,395
940,925
819,796
653,200
734,864
- total processed
(mt)
4,745,632
4,407,372 3,956,465
3,857,572
3,833,095
(mt FFB)
22.39
22.51
21.33
22.17
22.40
(RM)
6,307
4,599
7,218
9,783
7,061
(RM/mt ex-renery)
2,519
2,460
3,220
3,317
2,517
(RM/mt ex-mill)
2,396
2,275
2,829
2,958
2,402
(RM/mt ex-mill)
3,294
2,225
3,295
4,611
2,810
(RM/mt ex-mill)
430
401
286
406
187
Palm kernels
(RM/mt ex-mill)
1,576
1,105
1,580
2,141
1,291
(RM/mt)
520
317
506
626
511
- own estates
(000 kg)
16,547
17,531
18,997
20,847
23,005
- sold
(000 kg)
70
189
165
- purchased
(000 kg)
1,726
2,104
2,524
2,634
2,416
- total processed
(000 kg)
18,203
19,446
21,521
23,316
25,421
(kg)
1,328
1,166
1,191
1,214
1,233
(RM)
2,421
3,577
7,210
10,466
6,718
(sen/kg)
800
942
1,220
1,409
980
166,781
160,328
152,829
148,358
141,819
38,000
35,904
39,595
38,726
38,732
12,456
15,029
15,957
17,175
18,662
3,678
3,670
3,623
4,057
5,405
220,915
214,931
212,004
208,316
204,618
3,733,867
FFB
RUBBER
Production
PLANTED AREA
(Weighted average hectares):
OIL PALM
Mature
Immature
RUBBER
Mature
Immature
TOTAL PLANTED AREA
15
16
2014
2013
2012
2011
2010
RM000
RM000
RM000
RM000
RM000
5,089,772
3,952,232
4,487,975
4,551,491
3,280,031
145,158
178,542
258,484
328,920
256,143
5,634,338
4,696,734
5,057,812
5,135,476
3,246,973
502,777
651,054
614,325
REVENUE
Palm products
Rubber
Manufacturing
Retailing
117,063
208,589
172,516
4,588
30,123
Investment income
78,799
79,750
62,922
51,326
40,584
Others
64,843
31,478
27,702
20,397
22,447
11,129,973
9,147,325
10,570,188
10,743,252
7,490,626
985,875
734,689
1,069,504
1,416,049
996,240
20,589
45,804
109,340
169,794
116,055
288,077
329,275
187,736
226,345
137,699
27,744
22,860
31,161
Property development
45,672
80,807
36,879
1,351
3,788
Investment holding
33,662
59,117
35,127
45,552
19,252
Interest income
36,109
29,363
27,442
21,088
24,178
Finance costs
(87,375)
(80,902)
(66,225)
(74,244)
(58,271)
Others
21,279
(9,065)
4,404
1,334
2,315
5,878
13,432
10,567
27,779
37,401
(32,069)
(2,753)
117,918
208,297
73,014
1,317,697
1,199,767
1,560,436
2,066,205
1,382,832
Property development
GROUP PROFIT
Palm products
Rubber
Manufacturing
Retailing
(285,003)
(232,797)
(300,347)
(420,674)
(315,562)
1,032,694
966,970
1,260,089
1,645,531
1,067,270
991,705
917,743
1,211,244
1,571,413
1,012,340
40,989
49,227
48,845
74,118
54,930
1,032,694
966,970
1,260,089
1,645,531
1,067,270
4,220,214
3,728,605
3,146,674
2,886,437
2,765,016
4,463
Attributable to:
Equity holders of the Company
Non-controlling interests
ASSETS
Property, plant and equipment
Investment properties
Prepaid lease payments
251,268
193,229
164,427
164,139
158,747
2,081,061
1,908,218
1,893,993
1,836,811
1,672,395
217,926
216,932
239,095
223,693
229,419
Goodwill on consolidation
286,969
297,016
285,675
304,266
289,529
15,238
19,573
20,609
33,473
32,410
Investment in associates
172,652
112,477
94,009
92,521
199,361
Available-for-sale investments
884,014
889,422
586,340
559,704
349,300
Other receivable
119,940
106,208
83,279
61,940
46,808
Biological assets
Intangible assets
128,025
103,305
54,249
29,399
21,022
Current assets
4,510,294
4,172,921
4,814,792
4,777,475
3,395,061
Total assets
12,887,601
11,747,906
11,383,142
10,969,858
9,163,531
2014
2013
2012
2011
2010
RM000
RM000
RM000
RM000
RM000
EQUITY
Share capital
1,067,505
1,067,505
1,067,505
1,067,505
1,067,505
Reserves
6,697,649
6,479,722
6,055,779
6,019,591
4,951,146
(13,447)
(13,447)
(13,447)
(13,447)
(13,447)
7,751,707
7,533,780
7,109,837
7,073,649
6,005,204
431,492
419,460
397,751
392,422
320,145
8,183,199
7,953,240
7,507,588
7,466,071
6,325,349
256,207
250,064
241,823
245,732
241,989
Deferred income
101,495
72,010
22,765
LIABILITIES
281,663
259,222
248,478
224,747
219,378
Borrowings
1,816,243
1,558,227
1,782,714
525,766
1,107,089
Current liabilities
2,248,794
1,655,143
1,579,774
2,507,542
1,269,726
Total liabilities
4,704,402
3,794,666
3,875,554
3,503,787
2,838,182
12,887,601
11,747,906
11,383,142
10,969,858
9,163,531
SHAREHOLDERS EARNINGS
AND DIVIDENDS
Earnings per share
(sen)
93.1
86.2
113.7
147.6
95.1
(RM)
21.08
22.60
22.06
21.10
17.00
Dividend rate
(sen)
55.0
50.0
65.0
85.0
60.0
(%)
2.6
2.2
2.9
4.0
3.5
22.6
26.2
19.4
14.3
17.9
17
18
000 mt
180,000
4,500
168,243
170,000
160,000
150,000
4,250
160,163
3,734
4,000
154,965
147,806
3,609
140,000
3,259
144,977
3,750
3,500
3,289
3,176
130,000
3,250
120,000
3,000
110,000
2,750
100,000
2,500
90,000
2,250
80,000
2,000
70,000
1,750
60,000
1,500
50,000
40,000
30,000
1,250
32,354
39,211
38,265
33,072
1,000
33,962
750
20,000
500
10,000
250
0
2014
Legend
2013
FFB Production
(000 mt)
2012
2011
2010
000 kg
25,000
25,000
23,005
20,847
18
997
18,997
20,000
20,000
17,531
17,921
17,209
16,547
15,729
14,620
15,000
15,000
11,409
10,000
10,000
4,866
5,000
3,070
3,360
3,341
3,721
0
2014
Legend
5,000
Rubber Production
(000 kg)
2013
2012
2011
2010
AREA STATEMENT
2014
2013
Hectares
%
Under
Crop
4 to 9
55,576
10 to 18
19 and above
% of
Total
Planted
Area
% of
Total
Planted
Area
Hectares
%
Under
Crop
28
55,520
29
77,592
39
76,708
40
35,075
17
27,935
14
168,243
84
78
160,163
83
76
32,354
16
15
33,072
17
15
200,597
100
93
193,235
100
91
6 to 10
1,017
1,667
11 to 15
2,555
18
3,327
19
16 to 20
2,262
16
2,206
12
21 and above
5,575
38
7,420
41
11,409
79
14,620
81
3,070
21
3,360
19
14,479
100
17,980
100
100
211,215
Age In Years
OIL PALM
Mature
Immature
Total
RUBBER
Mature
Immature
Total
TOTAL PLANTED
215,076
Plantable Reserves
34,775
17,846
Conservation Areas
12,253
13,198
7,936
6,791
270,040
249,050
GRAND TOTAL
Note: The area statement above did not include 6,682 hectares of leased land in Papua New Guinea.
100
19
20
CHAIRMANS STATEMENT
R. M. ALIAS
Chairman
The KLK Group was able to produce a net prot of RM991.71 million, a marginal
increase of 8.1% over the last nancial year. This was despite rapidly declining palm
products prices in the later part of the year, which had dampened an encouraging
rst Half performance.
The Board has recommended a nal single tier dividend of 40 sen, making a total of
55 sen per share for the nancial year. The total payout is RM585.73 million, being
a payout ratio of 59.1%.
CHAIRMANS STATEMENT
FINANCIAL PERFORMANCE
Our Plantations Division hit the billion Ringgit mark to
register RM1.01 billion in pre-tax prot or an increase of
27.8% from the previous year, benetting mainly from the
earlier higher palm products prices. The average selling
price for crude palm oil (CPO) at RM2,396/mt ex-mill for
the nancial year under review was RM121/mt higher than
the previous year. Production cost was reduced benetting
from the lower fertiliser prices and other cost control
measures.
Oleochemicals Division started the nancial year strongly
but was badly impaired in the second Half, especially
the last Quarter. This was due to the softening demand
coupled with the substantial capacities coming on-stream
by competitors. The huge retracement of lauric oils
premiums in the face of rapidly declining market prices
for palm products necessitated a substantial write-down
of stocks and hedging losses. Despite an operating prot
of RM263.24 million, this Divisions performance was
disappointing in relation to our investments.
Prot from our Property Division was much lower at
RM46.31 million as compared to the previous year of
RM83.63 million due to timing of launches. In anticipation of
a stronger market preference for landed affordable homes,
our next phases of sales will focus on this market segment.
EXPANSION
Earlier in the year, KLK inked a deal with UEM Sunrise to
jointly develop several plots of land in Johor, namely in
Gerbang Nusajaya and Kulai. These developments will open
up a new chapter in the history of our Property business, as
it will be KLKs rst foray outside the Selangor/Klang Valley
and will also pave the way for KLK to participate in Iskandar
Malaysia through the Gerbang Nusajaya project. As for the
project in Kulai, we look forward to the transformation this
development will bring to Kulai town as we convert our
existing plantations into a township.
KLK also made strides in the Oleochemicals business by
expanding into Belgium with the acquisition of TensaChem
SA. The business of TensaChem SA will provide synergy
and complement the downstream business of our
European operations.
The proposed expansion of our plantations to Papua New
Guinea (PNG) had a setback when the PNG government
was unable to defend its issuance of the Special Agriculture
& Business Leases (SABL), which was the basis of our
21
22
CHAIRMANS STATEMENT
CHALLENGES AHEAD
APPRECIATION
KENYATAAN PENGERUSI
R. M. ALIAS
Pengerusi
Kumpulan KLK telah berjaya menjana keuntungan bersih sebanyak RM991.71 juta, peningkatan
sebanyak 8.1% berbanding dengan tahun kewangan sebelumnya. Ini berjaya dicapai walaupun
penurunan mendadak harga produk sawit pada penghujung tahun yang telah menjejaskan prestasi
memberangsangkan yang telah dicapai pada separuh tahun pertama.
Lembaga Pengarah telah mengesyorkan dividen peringkat tunggal akhir sebanyak 40 sen, menjadikan
jumlah keseluruhan sebanyak 55 sen bagi setiap saham untuk tahun kewangan ini. Jumlah
pembayarannya adalah sebanyak RM585.73 juta dengan nisbah pembayaran sebanyak 59.1%.
PRESTASI KEWANGAN
Divisyen Perladangan kami berjaya mencecah paras bilion
Ringgit bagi keuntungan sebelum cukai iaitu sebanyak
RM1.01 bilion atau peningkatan sebanyak 27.8%
berbanding tahun penilaian sebelumnya. Ianya hasil
daripada harga produk sawit yang lebih tinggi pada awal
tahun. Harga jualan purata bagi minyak sawit mentah ialah
RM2,396/mt di kilang, RM121/mt lebih tinggi berbanding
tahun sebelumnya. Kos pengeluaran berjaya dikurangkan
hasil daripada penurunan harga baja dan usaha pengawalan
kos yang lain.
Divisyen Oleokimia memulakan tahun kewangan dengan
prestasi yang kukuh namun terjejas dalam separuh tahun
kedua, terutama sekali dalam suku tahun terakhir. Ini
disebabkan oleh permintaan yang semakin berkurangan
23
24
KENYATAAN PENGERUSI
PENGEMBANGAN
Pada awal tahun ini, KLK telah memeterai perjanjian
dengan UEM Sunrise untuk bekerjasama membangunkan
beberapa bidang tanah di Johor, iaitu di Gerbang Nusajaya
dan Kulai. Pembangunan ini akan membuka lembaran
baru dalam sejarah perniagaan hartanah kami, kerana
ia akan menjadi projek pertama KLK di luar Selangor/
Lembah Klang dan juga akan membuka jalan kepada KLK
untuk menyertai Iskandar Malaysia melalui projek Gerbang
Nusajaya. Bagi projek di Kulai pula, kami menantikan
transformasi yang akan dibawakan kepada bandar Kulai
melalui pembangunan ini dalam usaha kami menukar
ladang kami yang sedia ada menjadi sebuah perbandaran.
KLK juga mencapai kemajuan dalam perniagaan Oleokimia
dengan pengembangan ke negara Belgium hasil
pemerolehan TensaChem SA. Perniagaan TensaChem SA
akan memberikan sinergi dan melengkapkan perniagaan
hiliran bagi operasi Eropah kami.
Cadangan untuk mengembangkan ladang kami ke Papua
New Guinea (PNG) telah menghadapi kekangan apabila
kerajaan PNG tidak dapat mempertahankan pengeluaran
Pajakan Khas Pertanian & Perniagaan (SABL) olehnya.
SABL tersebut merupakan dasar bagi pelaburan kami.
Meskipun begitu, ia adalah polisi KLK untuk melabur di
kawasan di mana kami disambut baik dan hanya setelah
(a) perlaksanaan proses Persetujuan Bebas, Terdahulu dan
Termaklum (FPIC) dengan penyertaan pemerhati bebas;
dan (b) pengesahan bahawa kawasan-kawasan yang
dikenalpasti untuk pembangunan tidak mempunyai Stok
Karbon Tinggi.
Bagi keadaan operasi kami di Liberia pula, walaupun
wabak Ebola dan kesannya telah memenuhi dada-dada
akhbar dari Afrika Barat, kami bersyukur kerana tiada kes
Ebola yang dilaporkan di dalam dan di sekitar kawasan
operasi kami. Lebih menggalakkan lagi ialah semua
ekspatriat kami yang bertugas di Liberia, telah memilih
secara sukarela untuk terus berada di negara tersebut dan
di ladang-ladang kami walaupun mengetahui risiko yang
dibawa oleh virus tersebut. Kami berterima kasih kepada
mereka atas sikap tidak mementingkan diri serta komitmen
mereka dalam menghadapi masa getir ini bersama hampir
1,500 pekerja dan ahli keluarga mereka.
KENYATAAN PENGERUSI
PENGHARGAAN
Kami ingin merakamkan penghargaan ikhlas kepada
Tan Sri Datuk Seri Utama Thong Yaw Hong, seorang
Pengarah Bebas Bukan Eksekutif kami yang telah bersara
pada bulan Ogos 2014. Tan Sri Datuk Seri Utama Thong
merupakan ahli lembaga kami sejak tahun 1995 dan
telah memberikan bimbingan dan pandangan yang tidak
ternilai daripada pengalamannya yang luas dalam bidang
korporat. Sumbangannya kepada Lembaga Pengarah dan
Kumpulan KLK amatlah dihargai dan kami mendoakan
kesejahteraan beliau untuk masa hadapan.
Kekuatan KLK terletak pada kepimpinan yang kukuh
dan disokong oleh tenaga kerja yang setia yang telah
mengharungi susah dan senang bersama-sama Syarikat.
Aset terbesar kami ialah warga kerja kami. Bagi pihak
Lembaga Pengarah, saya ingin mengucapkan terima kasih
kepada mereka atas sumbangan yang amat bernilai dalam
memastikan Syarikat berupaya untuk melaporkan sekali
lagi kedudukan kewangan yang kukuh meskipun dengan
persekitaran perniagaan yang mencabar.
Akhir kata, saya ingin merakamkan penghargaan kepada
semua pemegang saham, rakan kongsi perniagaan dan
semua pihak yang berkepentingan atas sokongan mereka
yang berterusan.
25
26
The nancial year 2014 started off well with overall better palm products prices and a strong
rst Half from our Oleochemicals business. However, the second Half witnessed a massive
decline resulting from the very favourable oilseeds production compounded in the last Quarter
with a tumble in crude petroleum prices. The Oleochemicals Division was severely impacted
by the softness in demand and the dramatic narrowing of lauric oils premiums to crude palm oil
(CPO), necessitating the substantial write-down to the detriment of our protability. Overall,
we only managed an 8.1% increase in net prots to RM991.71 million.
During the year, we had an encouraging improvement in palm products production costs
due to the weakening of fertiliser prices, as well as improvements in our oil extraction rates
(OER). Going forward, the much needed yield improvements and continuous pursuit of the
operational efciencies in our vertically integrated palm business are our highest priorities.
PLANTATIONS
Our Plantations Division increased its contribution to
Group prot by 27.8% to RM1.01 billion on a turnover of
RM5.23 billion. This achievement was despite much lower
contribution from rubber and losses in the processing
sectors, which were mitigated by higher palm product
prices, lower cost of production and an impactful jump in
the contribution from our Indonesian operations.
The Groups selling prices of palm products continued to
be diluted by the lower prices for its increasing Indonesian
production due to the export duty factor and geographical
discount for off ports, mainly in Kalimantan. Notwithstanding,
the average selling price of CPO of RM2,396/mt ex-mill
was RM121/mt higher than that of last year, capitalising on
the higher market during the rst half of the nancial year.
The average price of palm kernels of RM1,576/mt ex-mill
was signicantly higher than that of last year by RM471/mt
due to rm lauric oils prices. However, the average price of
rubber dropped to RM8.00/kg from RM9.42/kg due to a
lethargic and depressed market.
Signicant reduction in costs of production was achieved
by the Group through more efcient use of labour and
increase in productivity as young elds move into prime
stage particularly in Kalimantan. Low fertiliser prices during
the nancial year also contributed to the cost reductions
which however, are already rming into the new year.
There is further room to reduce cost in Indonesia which
comparatively is still higher than those in Malaysia, with
continuous yield improvement projects and control of theft.
For the nancial year, the Groups average cost of fresh
fruit bunches (FFB) declined by 9.7% to RM208/mt exestate whilst average CPO cost was lower by 8.0% to
RM1,197/mt ex-mill.
Oil Palm
Performance
The oil palm sector contributed RM1.04 billion to prot,
accounting for 97.7% of the total prot from estate
operations and yielding an average prot per hectare
of RM5,964 after replanting expenditure. Although the
Groups yield per hectare of FFB somewhat stagnated
at 22.39 metric tonnes, its ability to control and reduce
cost of productions assisted in higher prot contribution.
Malaysian operations were generally steady and stable
but Indonesian operations varied greatly due to age prole
and location related issues. Our joint-venture operations
in North Sumatra where massive replanting has been
done, had shown disappointing result as yields suffered
from chronic theft. In the more remote areas of Central
Kalimantan and East Kalimantan, the unintended high cost
in transportation should be alleviated when new mills come
into commissioning, one (1) in each region.
FFB Production and Oil Extraction Rate (OER)
The Groups FFB output grew by 3.5% to 3.73 million metric
tonnes, almost all of which was attributed to Indonesia.
The Groups FFB yield per hectare was a touch lower at
22.39 metric tonnes being impacted by tree stress after a
good recovery the year before and dry weather during the
second quarter of the nancial year.
However, CPO per hectare moved up by 2.1% to 4.93
metric tonnes on account of higher OER of 22.0% which is
the highest achieved on Group basis. It was encouraging to
see the rising trend in OER as a result of stringent systems
of monitoring harvesting standards and aided by ramets
(tissue cultured materials) coming into play particularly in
the two (2) mills in Sabah. The newer mills in Kalimantan
are making around 24.0% OER which the Management will
seek to sustain.
27
28
3%
26%
Palm Age
(years)
16%
17%
FY2014
FY2014
200,597
hectares
200,597
hectares
52%
Legend
19%
39%
Peninsular Malaysia
Indonesia
Sabah
Liberia
Malaysia
Legend
Indonesia
28%
Immature
10 - 18 Years
4 - 9 Years
Liberia
Total
(hectares)
(hectares)
(hectares)
(hectares)
7,278
3.6
19,388
9.7
5,688
2.8
32,354
16.1
4-9
16,286
8.1
39,290
19.6
55,576
27.7
10 - 18
40,854
20.4
36,738
18.3
77,592
38.7
19 & above
25,677
12.8
9,398
4.7
35,075
17.5
Total
90,095
44.9
104,814
52.3
5,688
2.8
200,597
100.0
Immature
Rubber
Liberian Operations
29
30
After a strong rst half year, the second Half saw overall
demand pattern destabilised by bearish oil prices and weak
market sentiment. This was especially pronounced in the
fourth Quarter, where we observed declining demand as
customers adopted a wait-and-see approach. Despite the
challenges, we continued to stay focused on the strategy
of volume push, optimising supply chain effectiveness
and maximising the integrated value chain. While the
business continues to be much driven by Malaysian units,
our overseas units have also put in a robust performance.
Although the China operations experienced some setback
in terms of slowing demand partially from the spillover effect
of governmental reforms to manage credit growth in the
shadow banking system, the plant has steadily scaled up
its production and sales as it has leveraged on improving
operational efciencies.
MANUFACTURING DIVISION
Oleochemicals
Despite underlying volume growth of 7.5%, the KLK Oleo
Group ended the nancial year with a prot of RM263.24
million compared with RM305.70 million for the previous
year.
NonOleochemicals
Our rubber gloves business was able to record a 57.9%
increase in prots to RM5.26 million assisted by the
strengthening of the USD relative to Ringgit and lower raw
material prices. We remain optimistic about the business
long term growth as we continue to strengthen our presence
in our major markets and develop a broader customer
base in newer markets such as Latin America, European
continent, Africa and Middle East. We will undertake more
R&D to develop new products and to lower processing and
material costs in order to be more competitive.
For our parquet ooring business, we continue to implement
our effective cost control whilst maintaining the quality of
our products resulting in lower losses.
31
32
PROPERTY DIVISION
The overall property market in Greater Kuala Lumpur
was affected by the cooling measures introduced by the
government which translated to weaker sentiments and a
slower rate of sales for the Property Division.
Operating prot for this Division saw a decrease of 44.6%
to RM46.31 million from the revenue of RM117.06 million
in nancial year 2014 due to slower sales rate and delay
in launches. Nevertheless, we expect improvements in the
results for 2015 with numerous initiatives put in place.
We anticipate that prevailing calls for more affordable
homes can be met by our upcoming launches at Bandar
Seri Coalelds including the balance units of Senna
20x70 terrace homes at RM530,000 and a new phase of
22x75 terrace homes at RM620,000. There will also be
an upcoming launch of 24x75 double and three-storey
shop ofces. Future phases comprising superlink, semidetached and bungalows at higher grounds will cater for
the next upturn in the property cycle.
33
Legend
Product
Plantations
Process
Mill Process
Biomass Plants /
Efuent Treatment
Mulching in Fields
Kernels
Ecomat Production
Crushing
Splitting
Glycerin
Transesterication
Fatty Acids
Neutralisation
Soap
RBD Stearin
Methyl Esters
Esterication
Fatty Esters
Sulphonation
Methyl Esters
Amidation
Hydrogenation
Fatty Alcohols
Alkoxylation
34
SUSTAINABILITY GOVERNANCE
At KLK, sustainability is an organic journey and a
fundamental aspect of how it conducts its business.
Sustainability governance is done at the highest level
through the Sustainability Committee which is chaired by
the CEO, whilst members of the Committee include the
Group Plantations Director and representatives from the
Sustainability and Corporate Communications teams.
The mandate of the Committee is to discuss issues and
to propose actions in relation to matters of sustainability;
from enhancing current practices, to the implementation of
standards for new developments.
Sustainability Pillars
The following sustainability pillars represent our major areas
of concern:
ng &
Environm
Stewar enta
dsh l
ip
tion
uca
Ed
Ad u
O
v
r P anc
e o in g
ple
Community
Partnership
SUSTAINABILITY
PILLARS
h
alt i
H e ll b e
We
Sustainability Policy
To facilitate the implementation of the SPOM throughout the
Group, KLK has expanded its Sustainability Policy which
was made publicly available in December 2014. Policy
implementation will be done via a roadmap with periodic
updates on its journey. Through this governance system
that starts from the top, supported by communication of
information and transparency to stakeholders, KLK hopes
to further enhance its sustainability practices.
35
36
Certication
Certication Standards
Update
Plantations
t Being the rst to be certied under RSPO in 2009, both Mill 2 and Pinang
Palm Oil Mil in Sabah, Malaysia were subjected to a re-certication audit.
They were awarded new RSPO Certicates in March 2014 with a validity
of ve (5) years.
t All our operating centres in Malaysia are fully certied by the RSPO and
we are on track to achieve certication of all our plantations in Indonesia
by 2015.
t Currently, our annual production of 640,000 metric tonnes CSPO equals
to 5.8% of the total certied palm oil produced world-wide.
Supply Chain: RSPO Supply Chain Certication (SCC)
t To ensure transparency and traceability of our supply chain, four (4)
reneries in Malaysia and Indonesia together with our Oleochemicals
Division in Malaysia and Europe are SCC certied.
t We are also certied under the ISCC. This demonstrates that biomass and
bioenergy from our mills and reneries are produced in accordance to the
European and German sustainability legislation i.e. the European Union
Renewable Energy Directive (EU RED) and the German Sustainability
Ordinances (BioNachV) respectively.
t palm oil mills and four (4) reneries in Malaysia and Indonesia are
certied under ISCC.
t Two (2) palm oil mills have been certied under ISPO with another ve (5)
in the audit process.
Cover crop used to minimise the nutrient loss and control soil erosion
Update
t KLK currently has three (3) methane capture facilities in Sabah, Belitung Island
and Riau. The facility in Sabah is a registered Clean Development Mechanism
project. Three (3) new facilities are in the pipeline for nancial year 2015.
t The main purpose of this facility is to trap and utilise methane gas, a well-known
and powerful GHG. The captured methane gas is used as renewable energy
source.
t KLK is in the process of rolling out a Group wide programme for the installation
of the lter belt-press system, which is currently in operation.
t Filter belt-press is a system which intakes the bottom slurry solids from the
efuent ponds and lets the slurry solids go through multiple dewatering stages,
which reduces the formation of methane gas.
t For a more efcient waste management programme, the lter belt-press has
been treating and converting POME into an environmentally friendly fertiliser.
Sludge from the efuent pond is treated in anaerobic ponds and the eventual
separated solid waste will be used as organic fertilisers to enhance the growth
of our palms whilst the ltered water will be recycled for cleaning purposes.
37
38
39
40
EDUCATION
Malaysia: Providing Education for Children at our
Plantations
Education Centres: Humana and Kindergartens
Education is the cornerstone of a persons development,
empowering them to contribute as citizens of the world.
The goals of UN Convention on the Rights of the Child and
the UN Millennium Development Goals emphasise that
basic education must be available for all children regardless
of background. The children of migrant workers in Malaysia
have little or no access to local mainstream education. At
KLK, we stress the importance of education and therefore,
the children of our workers, regardless of nationality are
given access to education.
For our operating centres in Sabah, KLK collaborates
with Humana Child Aid Society (Humana) as well as
the Indonesian Heritage Fund (IHF). Humana provides
education from Standard 1 to Standard 6 and the IHF
syllabus is used for kindergartens. Currently there are 1,536
students at the Humana centres and IHF kindergartens.
The majority of the students are from Indonesia.
At Humana centres, children attend classes based on their
level of education and not by age. The schools primarily
follow the Malaysian curriculum. The government-togovernment agreement with Indonesia has seen teachers
come from Indonesia and inclusion of Indonesian content.
t $POEVDJWFMFBSOJOHFOWJSPONFOUJODMVEJOHDMBTTSPPNT
libraries, basic research laboratory, computer rooms
and canteens;
t *OGSBTUSVDUVSFJODMVEJOHGVSOJUVSFBOECBTJDBNFOJUJFT
t "MMUFBDIJOHNBUFSJBMBOEBVEJPWJTVBMFRVJQNFOU
t "DDPNNPEBUJPOBOETBMBSZGPSUFBDIFST
t 'SFFVOJGPSNTBOETDIPPMCPPLTBOE
t 'PPEBOECFWFSBHFEVSJOHTDIPPMIPVST
School bus which picks the school children up after classes in Liberia
41
42
Colleagues from KLK Emmerich GmbH after the companys tness run
Encouraging Integration
KLKs Oleochemicals operations in Emmerich has been
supporting the integration of disabled people in society.
This programme, in partnership with Lebenshilfe Unterer
Niederrhein e. V., aims to bring people from two (2) different
worlds together and currently supports close to 800 people
who are working primarily in their own workshops where
the area of work is differentiated by ability.
KLK Emmerich GmbH continues to be passionately
involved with the campaign Children of Chernobyl that
aims to provide normality to the children of victims from
the Chernobyl catastrophe. The disabled children from
Chernobyl and the surrounding areas participate in a
4-week recovery programme during summer holidays as
guests of families in Emmerich.
43
44
45
46
2013
OCT
9-11
NOV
11
NOV
18
NOV
19-21
NOV
29
2014
JAN
2
JAN
9
JAN
16
FEB
12
FEB
19
MAR
3-5
APR
1-3
APR
MAY
15
6-8
MAY
14
2014
MAY
19-22
JUN
3
JUN
24-26
AUG
11
AUG
AUG
SEP
13
18
15
SEP
30
OCT
2013
NOV
2013
DEC
2014
MAR
2014
APR
2014
AUG
47
48
PLANTATIONS
100%
63%
51%
85%
100%
100%
100%
70%
100%
100%
51%
100%
100%
100%
100%
PROPERTIES
100%
100%
100%
100%
100%
100%
100%
100%
100%
80%
100%
60%
100%
MANUFACTURING
100%
100%
100%
100%
100%
100%
100%
96%
100%
100%
100%
100%
51%
100%
100%
100%
100%
100%
100%
100%
100%
100%
ASSOCIATES
50%
40%
45%
30%
50%
37.5%
30%
30%
22.8%
25%
49
50
ACCOUNTABILITY
Corporate Governance Statement ....................................................51
Statement on Risk Management and Internal Control ......................60
Audit Committee Report ...................................................................62
Additional Compliance Information ...................................................66
The Board of Directors of KLK recognises the importance of good corporate governance and is committed to
practise the highest standards in corporate governance throughout the Group. Such commitment is based on
the belief that a strong culture of good corporate governance practices is fundamental towards enhancing long
term shareholders value, increasing investors condence and protecting stakeholders interests.
The Board supports the Groups adoption of best practices as propounded by the Malaysian Code on Corporate
Governance 2012 (the Code) which sets out broad principles and specic recommendations to promote and
cultivate a strong culture of good corporate governance at all levels of the Groups businesses. The Board will
continue to review and enhance the Groups corporate governance framework to ensure its relevance and
ability in meeting future challenges and to establish long term sustainable shareholders value.
This statement demonstrates the Boards commitment in sustaining high standards of corporate governance
and outlines how the KLK Group has complied with the principles set out in the Code with regards to the
recommendations stated under each principle for the year under review.
THE GROUPS GOVERNANCE MODEL
SHAREHOLDERS
Company Secretary
Board of Directors
Board Committees
Audit
Remuneration
Executive Management
External Audit
Nomination
Internal Audit
PRINCIPLE 1
ESTABLISH CLEAR ROLES AND RESPONSIBILITIES OF THE BOARD AND MANAGEMENT
Clear Functions of The Board and Management
KLK continues to be led by an experienced, competent and diversied Board that is made up of Directors with appropriate
competencies, knowledge, skills and experience from diverse sectors and backgrounds and also in the Groups core
businesses. The Directors collectively, have wide and varied technical, nancial and commercial experience which facilitates
effective, thorough and considered discharge of the Boards statutory and duciary duties and responsibilities.
There is a division of functions between the Board and the Management. The Board is focused on the Groups overall
governance by ensuring the implementation of strategic plans and that accountability to the Group and stakeholders is
monitored effectively; whereas the Management is responsible for the implementation of management goals in accordance
with the direction of and delegation by the Board. In a nutshell, the Board leads the Group and plays a strategic role in
overseeing the overall activities of the Management. The Management then carries out the delegated duties to achieve the
Groups corporate objectives with long term strategic plans of the business.
Clear Roles and Responsibilities
There are 7 members on the Board of Directors, comprising 2 Executive Directors and 5 Non-Executive Directors, 4 of
whom are Independent. One of the Executive Directors is the Chief Executive Ofcer (CEO) and the Chairman is an
Independent Non-Executive Director. This separation of the role of CEO and Chairman ensures that there is an appropriate
balance of power and authority with clear divisions of responsibilities and accountability.
The majority of the Board comprises Independent Directors who are essential in providing unbiased and independent opinion,
advice and judgement and thus play a key role in corporate accountability. All Independent Directors act independently of
Management and are not involved in any other relationship with the Group that may impair their independent judgement
and decision-making.
51
52
The Board is satised with its current composition which comprises a balanced mix of skills, knowledge and experience in
the business and management elds which are relevant to enable the Board to carry out its responsibilities in an effective
and efcient manner.
Directors Code of Conduct
The Board continues to adhere to the Directors Code of Conduct which sets out the standard of conduct expected
of Directors, with the aim to cultivate good ethical conduct that in turn promotes the values of transparency, integrity,
accountability and social responsibility. The Directors Code of Conduct is available on our corporate website,
www.klk.com.my.
Sustainability of Business
The Board is committed to promote business sustainability strategies within the Group. The sustainability strategies are
realised via the Groups corporate responsibility programmes which aim to protect the global environment, economic and
social interests.
The corporate responsibility programmes of the Group are disclosed on pages 34 to 45.
Supply of Information to Board Members
The Board meets on a quarterly basis and additionally as and when required. Prior to Board meetings, all Directors are
furnished with the Agenda which sets out the matters to be discussed. Detailed board papers that contain relevant
qualitative and/or quantitative information for the Agenda are also circulated to the Directors well before the meeting date
to give Directors time to review the reports, obtain further clarication if necessary and enable focused and constructive
deliberation at Board meetings.
Monthly reports on the nancial performance of the Company and the Group are also circulated to the Directors for their
views and comments. All proceedings of Board meetings are minuted and signed by the Chairman of the meeting in
accordance with the provisions of the Companies Act, 1965. Minutes of meetings of each Committee are also tabled to
the Board for perusal.
Access to Information and Professional Advice
All Directors have unrestricted direct access to the Companys Senior Management and the services of the Company
Secretaries to enable them to discharge their duties and responsibilities effectively. The Board is regularly updated and
advised on statutory and regulatory requirements by the Company Secretaries who are suitably qualied, experienced and
competent. Apart from playing an active role in advising the Board on governance and regulatory matters, the Company
Secretaries also organise and attend all Board meetings and ensure that all Directors receive timely, clear and concise
information in advance prior to the scheduled meetings. In the furtherance of its duties, the Board may when necessary,
obtain independent professional advice on specic matters, at the Companys expense.
Board Charter
The Board has also adopted a Board Charter which sets out the Boards strategic intent and outlines the Boards roles and
functions. The Board Charter is a source reference and primary induction literature, providing insights to prospective Board
members and Senior Management. The Board Charter is reviewed periodically and updated in accordance with the needs
of the Company to ensure its effectiveness and consistency with the Boards objectives and corporate vision. A copy of the
Board Charter is accessible for reference on our corporate website, www.klk.com.my.
PRINCIPLE 2
STRENGTHEN COMPOSITION
In discharging its duties, the Board is assisted by Board Committees, namely the Audit Committee, Nomination Committee
and Remuneration Committee. Each Committee operates within its respective dened Terms Of Reference (TOR) which
have been approved by the Board.
The Board Committees periodically review and assess their respective TORs to ensure the TORs remain relevant, adequate
and concise in governing the functions and responsibilities of the Committees and reect the latest developments in the
Main Market Listing Requirements (Main Market LR) of Bursa Malaysia Securities Berhad (Bursa Malaysia) and the Code.
Attended
R. M. Alias
Members
Notes:
1 Reects the number of meetings held during the time the Director held ofce
2 Appointed as Chairman with effect from 18 September 2014
3 Ceased as Chairman upon his retirement from the Board on 20 August 2014
The Committee continually reviews and evaluates its requirements for an appropriate mix of skills and experience to ensure
the Boards composition remains relevant and optimal. The Committee conrms that the present size and composition of
the Board has the requisite competencies and capacity to effectively oversee the overall businesses and handle all matters
pertaining to the Group.
The Committee is also responsible for assessing the effectiveness of the Board as a whole, the other Committees of the
Board and the contributions of each individual Director. Having conducted a detailed review of each Directors personal/
professional prole, attendance record, training activities, character and attitude, and participation in Board meetings as
well as Group functions for the year, the Committee concluded that each Director has the requisite competence to serve
on the Board and had sufciently demonstrated their commitment to the Group in terms of time, participation and dialogue
during the year under review.
In accordance with the Companys Articles of Association, one third of the Directors are required to retire by rotation at each
Annual General Meeting (AGM) subject to the retirement of all Directors at least once in every 3 years. The Directors due
to retire at the forthcoming AGM are shown in the Notice of Meeting (Ordinary Resolutions 2 and 3 on page 164).
Directors over 70 years old are required to seek re-appointment annually in accordance with the Companies Act, 1965.
Directors seeking re-appointment at the forthcoming AGM are shown in the Notice of Meeting (Ordinary Resolutions 4 and
5 on page 164).
53
54
A summary of key activities undertaken by the NC in the discharge of its duties for the nancial year ended 30 September
2014 is set out herebelow:
(1) Reviewed and recommended to the Board for its approval, the re-appointment and re-election of Directors at the
forthcoming AGM;
(2) Reviewed and recommended to the Board for its approval, the adoption of the revised TOR of NC;
(3) Reviewed the composition of the Board on its required mix of skills, experience and other qualities of the Board;
(4) Assessed the Directors overall Board and its Committees performance and effectiveness as a whole;
(5) Reviewed the independence of Independent Directors and their tenure of service;
(6) Considered the adoption of a Boardroom Diversity Policy;
(7) Reviewed the succession plans of the Board and Senior Management; and
(8) Assessed Directors training needs to ensure all Directors receive appropriate continuous training programmes.
Boardroom Diversity
The Board acknowledges the importance of boardroom diversity and the recommendation of the Code pertaining to the
establishment of a gender diversity policy. Hence, the Board had always been in support of the KLK Group policy of nondiscrimination on the basis of race, religion and gender. The Board encourages a dynamic and diverse composition by
nurturing suitable and potential candidates equipped with the competency, skills, experience, character, time commitment,
integrity and other qualities in meeting the future needs of the Company. Nevertheless, the Board will only set specic
targets in relation to gender diversity if the situation so requires and if it is in the best interest of the Company to do so.
Remuneration Committee (RC)
The RC has been established since 1994. This Committees primary responsibility is to structure and review the remuneration
policy for executives of the Group, with a view to ensure that compensation and other benets encourage performance that
enhances the Groups long term protability and value. The Committees remuneration package for Senior Management
and that for the CEO are subject to the approval of the Board, and in the case of Non-Executive Directors fees including
Board Committees fees, the approval of the shareholders. The members of the RC, the majority of whom are Independent
Non-Executive Directors, are as follows:
R. M. Alias (Chairman)
- Independent Non-Executive Director
Dato Lee Hau Hian
- Non-Independent Non-Executive Director
Tan Sri Azlan Bin Mohd Zainol
- Independent Non-Executive Director
The RC convened 2 meetings for the nancial year under review and the attendance of the members for the meetings held
are as detailed below:
Number of Meetings
Members
Held 1
Attended
R. M. Alias
Notes:
1 Reects the number of meetings held during the time the Director held ofce
2 Ceased as member upon his retirement from the Board on 20 August 2014
3 Appointed with effect from 18 September 2014
Directors Remuneration
The Company pays its Non-Executive Directors annual fees which are approved annually by the shareholders. The annual
fee for the Chairman and other Non-Executive Directors was last revised in 2012. The Non-Executive Directors are paid a
meeting allowance for each Board meeting they attend. Similarly, members of Board Committees are also paid a meeting
allowance for each Committee meeting they attend. The Directors are also reimbursed reasonable expenses incurred by
them in the course of carrying out their duties on behalf of the Company.
The Companys framework on Directors remuneration has the underlying objectives of attracting and retaining Directors
of high calibre needed to run the Group successfully. In the case of the Executive Directors, the various components of the
remuneration are structured so as to link rewards to corporate and individual performance. In the case of Non-Executive
Directors, the level of remuneration reects the expertise, experience and level of responsibilities undertaken by a particular
Non-Executive Director concerned. Where applicable, the Board also takes into consideration any relevant information
provided by independent consultants or from survey data.
The appropriate Directors remuneration paid or payable or otherwise made available from the Company and its subsidiary
companies for the nancial year ended 30 September 2014 are presented in the table below:
(a)
Executive Directors
Non-Executive Directors
(b)
Fees
RM000
Ex-Gratia
RM000
Salaries
RM000
Bonus
RM000
BenetsIn-Kind
RM000
Other
Emoluments
RM000
Total
RM000
3,798
4,248
118
1,413
9,577
1,367
400
35
68
1,870
The number of Directors of the Company whose total remuneration band falls within the following bands of RM50,000
is as follows:
Range of Remuneration
Number of
Executive Directors
Number of
Non-Executive Directors
RM200,001 to RM250,000
RM400,001 to RM450,000
RM550,001 to RM600,000
1*
RM2,300,001 to RM2,350,000
RM7,200,001 to RM7,250,000
Currently there are no contracts of service between any Director and the Company or its subsidiaries, except for the CEO,
Tan Sri Dato Seri Lee Oi Hian and the Executive Director, Roy Lim Kiam Chye.
PRINCIPLE 3
REINFORCE INDEPENDENCE
Assessment of Independence of Independent Directors
The Board recognises the importance of independence and objectivity in the decision-making process. The Board and its
NC have upon their annual assessment, concluded that each of the 4 Independent Non-Executive Directors continues to
demonstrate conduct and behaviour that are essential indicators of independence, and that each of them continues to full
the denition and criteria of independence as set out in the Main Market LR.
Tenure of Independent Directors
The Board notes the Codes recommendation that the tenure of an Independent Director should not exceed a cumulative
term of 9 years. The NC and the Board have deliberated on the said recommendation and hold the view that a Directors
independence cannot be determined solely with reference to tenure of service. Board composition should reect a balance
between effectiveness on the one hand, and the need for renewal and fresh perspectives on the other.
55
56
The NC and the Board have also determined that R. M. Alias and Dato Yeoh Eng Khoon, who have served on the Board
as Independent Directors, each exceeding a cumulating term of 9 years, remain unbiased, objective and independent in
expressing their opinions and in participating in the decision making of the Board. Each of them has also devoted sufcient
time and attention to his responsibilities as an Independent Director besides exercising due care during his tenure as an
Independent Director of the Company and carrying out his duty in the best interest of the Company and shareholders.
The length of their service on the Board has not in any way interfered with their objective and independent judgement in
carrying out their roles as members of the Board and Committees. Furthermore, their pertinent expertise, skills and detailed
knowledge of the Groups businesses and operations enable them to make signicant contributions actively and effectively
to the Companys decision making during deliberations or discussions.
In this respect, the Board has approved the continuation of R. M. Alias and Dato Yeoh Eng Khoon as Independent
Directors of the Company. The Board believes that it is in the best position to identify, evaluate and determine whether any
Independent Director can continue acting in the best interests of the Company and bringing independent and professional
judgement to Boards deliberations.
PRINCIPLE 4
FOSTER COMMITMENT OF DIRECTORS
The Board is mindful of the importance of devoting sufcient time and effort to carry out their responsibilities and enhance
their professional skills. Thus, each Director is expected to commit sufcient time as and when required to carry out their
responsibilities, besides attending meetings of the Board and Board Committees.
Board Meetings
The Board meets at least 4 times a year on a scheduled basis and has a formal schedule of matters reserved for its
meetings. The meeting calendar is tabled and conrmed at least 5 months prior to the rst scheduled meeting and allows
Directors to plan ahead. Additional meetings may be convened as and when necessary should major issues arise that need
to be resolved between scheduled meetings. Relevant management personnel are invited to Board meetings to report and
apprise the Board on operations and other developments within their respective purview. Where the Board is considering a
matter in which a Director has an interest, such Director abstains from all deliberations and decision-making on the subject
matter. In the event Directors are unable to attend Board meetings physically, the Companys Articles of Association
allows for such meetings to be conducted via telephone, video conference or any other form of electronic or instantaneous
communication.
During the nancial year ended 30 September 2014, 7 Board meetings were held. The following are the details of attendance
of each Director:
Number of Meetings
Directors
Held1
Attended
Attendance
Percentage
R. M. Alias
100%
100%
100%
100%
100%
100%
70%
50%
Notes:
1 Reects the number of meetings held during the time the Director held ofce
2 Retired on 20 August 2014
Directors are encouraged to attend various external professional programmes relevant and useful in contributing to the
effective discharge of their duties as Directors. In this respect, in-house briengs by external auditors, solicitors and/or
Management are organised from time to time to update Directors on relevant statutory and regulatory requirements and the
Groups business and operational practices.
For the nancial year under review, all Directors have attended various programmes to keep abreast with general economic,
industry and technical developments as well as changes in legislation and regulations affecting the Groups operations.
Directors also visited the Groups marketing and operating centres in Malaysia, Singapore, Indonesia, Europe, China and
Papua New Guinea.
Particulars of various training programmes attended by the Directors during the nancial year ended 30 September 2014
are as follows:
Conference / Seminar / Workshop
Presenter / Organiser
Date
14.11.2013
19-21.11.2013
KPMG
10.02.2014
Bursa Malaysia
03-05.03.2014
RHB
11.03.2014
10.04.2014
RHB
28.05.2014
03.06.2014
FIDE Forum
16.06.2014
19-20.06.2014
Bursa Malaysia
02.07.2014
06.08.2014
KPMG
18.09.2014
PRINCIPLE 5
UPHOLD INTEGRITY IN FINANCIAL REPORTING BY THE COMPANY
Financial Reporting
The Board takes due care and responsibility for presenting a fair, balanced and comprehensible assessment of the Groups
operations, performance and prospects each time it releases its quarterly and annual nancial statements to shareholders
and the general public. The Audit Committee (AC) plays a crucial role in reviewing information to be disclosed to ensure its
accuracy, adequacy, transparency and compliance with the appropriate accounting standards and the nancial statements
give a true and fair view of the state of affairs of the Company and the Group.
In respect of the nancial statements for the nancial year ended 30 September 2014, the Directors have:
t
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explained in the nancial statements.
57
58
The Directors are responsible for ensuring that proper accounting records are kept and which disclose with reasonable
accuracy the nancial position of the Company and the Group to enable them to ensure that the nancial statements
comply with the Companies Act, 1965. They have an overall responsibility for taking such steps as are reasonably open to
them to safeguard the assets of the Company, to prevent and detect fraud and other irregularities.
In assisting the Board to discharge its duties on nancial reporting, the Board has established an AC, comprising wholly
Independent Non-Executive Directors since 1993.
Suitablity and Independence of External Auditors
Through the AC, the Company has established a transparent and professional relationship with the auditors. The AC met
the external auditors twice during the year under review without the presence of the Executive Directors and Management to
allow the AC and the external auditors to exchange independent views on matters which require the Committees attention.
The suitability and independence of external auditors are also consistently reviewed by the AC. A summary of the activities
of the AC during the year under review is set out in the AC Report on pages 64 and 65.
PRINCIPLE 6
RECOGNISE AND MANAGE RISKS
Sound Risk Management Framework
Within the powers conferred upon the Board by the Companys Articles of Association and in addition to its statutory
and duciary duties and responsibilities, the Board assumes responsibility for effective stewardship and management of
the Company with the strategic objective to build and deliver long term shareholder value whilst meeting the interests of
shareholders and other stakeholders. The Board provides strategic direction and formulates corporate policies to ensure the
Groups resources and protability are optimised. The Board is also responsible for assessing the integrity of the Groups
nancial information and the adequacy and effectiveness of the Groups system of internal control and risk management
processes.
Internal Audit Function
The Board recognises the importance of risk management and internal controls in the overall management processes. An
adequately resourced Internal Audit Division is in place to assist the Board in maintaining a system of internal control to
safeguard shareholders investment and the Groups assets. The Groups Statement on Risk Management and Internal
Control which provides an overview of the Groups risk management and state of internal controls is set out on pages 60
and 61.
PRINCIPLE 7
ENSURE TIMELY AND HIGH QUALITY DISCLOSURE
The Company and the Group are committed to a policy which provides accurate, balanced, clear, timely and complete
disclosure of corporate information to enable informed and orderly market decisions by investors. Importance is also placed
on timely and equal dissemination of material information to the stakeholders, media and regulators. In this respect, the
Company has in place a Corporate Disclosure Policy to ensure that comprehensive, accurate and timely disclosures are
provided to shareholders and stakeholders.
The objectives of the Corporate Disclosure Policy are to:
(a)
conrm in writing KLKs existing disclosure policies, guidelines and procedures and ensure consistent approach to
the Companys disclosure practices throughout the Company;
(b)
ensure that all persons to whom this Disclosure Policy applies understand their obligations to preserve the
condentiality of material information;
(c)
effectively increase understanding of the Companys business and enhance its corporate image by encouraging
practices that reect openness, accessibility and co-operation; and
(d)
reinforce KLKs commitment to compliance with the continuous disclosure obligations imposed by Malaysian
securities law and regulations and the Main Market LR.
Material information will in all cases be disseminated broadly and publicly via Bursa Malaysia, and other means. Summaries
of the interim and the full years results are advertised in the local newspapers. Interested parties may also obtain the full
nancial results and the Companys announcements from the Companys website at www.klk.com.my which are also
posted on the Bursa Malaysias website.
PRINCIPLE 8
STRENGTHEN RELATIONSHIP BETWEEN THE COMPANY AND ITS SHAREHOLDERS
KLK upholds a strong culture of continuous, timely and equal dissemination of material information with shareholders,
stakeholders, media and regulators through practicable and legitimate channels. Its commitment, both in principle and
practice, is to maximise transparency consistent with good corporate governance, except where commercial condentiality
dictates otherwise.
Annual General Meetings
The AGM is the principal forum for dialogue and interaction with the shareholders of the Company, where they may present
their views or to seek clarication on the progress, performance and major developments of the Company. The Board
encourages shareholders active participation at the Companys AGM and endeavours to ensure all Board members, the
Companys Senior Management and the Groups external auditors are in attendance to respond to shareholders queries.
Where it is not possible to provide immediate answers to shareholders queries, the Board will undertake to provide the
answers after the AGM. The Board also shares with the shareholders the Boards responses to questions submitted in
advance by the Minority Shareholder Watchdog Group and Employees Provident Fund Board. In addition, shareholders
have the right, as provided for in the Articles of Association of the Company, to call for poll voting.
The Company and the Group have consistently been able to publish its Annual Reports in a timely manner. The Notice of
AGM is circulated more than 21 days before the date of the meeting to enable shareholders to thoroughly review the Annual
Report.
Resolutions tabled and passed at the AGM are released to Bursa Malaysia immediately after the meeting to enable the
public to know the outcome thereof.
Investor Relations
The Board recognises the importance of keeping shareholders, investors, research analysts, bankers and the press
informed of the Groups business performance, operations and corporate developments. The Boards primary contact with
major shareholders is via the CEO and the Group Financial Controller, who have regular dialogues with institutional investors
and deliver presentations to analysts periodically.
For the nancial year ended 30 September 2014, Management has attended more than 100 meetings including teleconferences and video-conferences with both local and foreign investors and analysts. These meetings are scheduled to
keep the investment community abreast of the Groups strategic developments and nancial performance.
The Companys website, www.klk.com.my serves as a channel of communication for shareholders, investors and the
general public. Information such as disclosures made to Bursa Malaysia (including interim and full year nancial results,
Annual Report and other announcements on relevant transactions undertaken by the Group) and the Groups business
activities can be obtained from the website. Requests for information on the Company can be forwarded to its dedicated
Investor Relations & Corporate Communications Department through the same website.
As there may be instances where investors and shareholders may prefer to express their concerns to an Independent
Director, the Board has appointed Dato Yeoh Eng Khoon, as the Senior Independent Non-Executive Director to whom
concerns may be directed.
COMPLIANCE STATEMENT
The Board is of the view that the Group has, in all material aspects applied the principles and complied with the
recommendations of the Code, save for the recommendations in relation to the tenure of an Independent Director which
shall not exceed a cumulative term of 9 years where the non-observance has been explained and the reasons therefor have
been included in this Statement.
59
60
INTRODUCTION
Pursuant to Paragraph 15.26(b) of the Main Market Listing Requirements (Main Market LR) of Bursa Malaysia Securities
Berhad, the Board of Directors of KLK is committed to maintaining a sound risk management framework and internal
control system in the Group and is pleased to present herewith the Statement on Risk Management and Internal Control
which outlines the nature and state of risk management and internal control of the Group during the year.
BOARD RESPONSIBILITY
The Board afrms its overall responsibility in maintaining a sound risk management and internal control system at KLK to
safeguard the interest of shareholders, customers, employees and the Groups assets. In view of the limitations inherent
in any system of risk management and internal control, the system is designed to manage, rather than to eliminate, the
risk of failure to achieve the policies, goals and objectives of the Group. It can therefore only provide reasonable, rather
than absolute assurance of effectiveness against material misstatement of management and nancial information, nancial
losses, fraud and breaches of laws or regulations.
has not been prepared in accordance with the disclosures required by paragraphs 41 and 42 of the Statement on
Risk Management and Internal Control: Guidelines for Directors of Listed Issuers; or
(b)
is factually inaccurate.
RPG 5 (Revised) does not require the external auditors to consider whether the Directors Statement on Risk Management
and Internal Control covers all risks and controls, or to form an opinion on the adequacy and effectiveness of the Groups
risk management and internal control system including the assessment and opinion by the Board and Management
thereon. The auditors are also not required to consider whether the processes described to deal with material internal
control aspects of any signicant problems disclosed in the Annual Report will, in fact, remedy the problems.
61
62
The Audit Committee (AC) of KLK is pleased to present the AC Report for the nancial year ended 30 September 2014 in
compliance with Paragraph 15.15 of the Main Market Listing Requirements (Main Market LR) of Bursa Malaysia Securities
Berhad (Bursa Malaysia).
5/5
5/5
5/5
TERMS OF REFERENCE
The AC was established in 1993 to serve as a committee of the Board of Directors of KLK. In performing their duties and
discharging their responsibilities, the AC is guided by the terms of reference set out below:
Composition of the AC
The AC must be composed of not fewer than 3 members, the majority of whom shall be independent. All members shall be
non-executive directors. No alternate director shall be appointed as a member of the AC.
At least one member of the AC:
(i)
(ii) if not a member of the Malaysian Institute of Accountants, the member must have at least 3 years working experience
and:
(a)
must have passed the examinations specied in Part I of the First Schedule of the Accountants Act 1967; or
(b)
must be a member of one of the associations of accountants specied in Part II of the First Schedule of the
Accountants Act 1967; or
(iii) must have at least 3 years post-qualication experience in accounting or nance with either one of the following
qualications:
(a) a degree/masters/doctorate in accounting or nance; or
(b) a member of any professional accountancy organisation which has been admitted as a full member of the
International Federation of Accountants; or
(iv) must have at least 7 years experience as a chief nancial ofcer of a corporation or be primarily responsible for the
management of the nancial affairs of a corporation; or
(v) fulls such other requirements as prescribed or approved by Bursa Malaysia.
The Chairman, who shall be elected by the members of the AC, must be an independent non-executive director. In the
absence of the Chairman, the members present shall elect a Chairman from amongst them to chair the meeting.
5IF"$TIBMMIBWFGVMMBOEVOSFTUSJDUFEBDDFTTUPBMMJOGPSNBUJPOBOEEPDVNFOUTXIJDIBSFSFRVJSFEUPQFSGPSNJUTEVUJFT
as well as direct communication to the internal and external auditors and Senior Management of KLK (the Company)
and all its subsidiaries (the Group).
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with appropriate accounting policies, accounting standards and disclosure requirements before submitting them for the
Boards approval.
In connection therewith, the Group Financial Controller attends all the AC meetings.
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resignation and dismissal.
63
64
Internal Audit
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the standing to exercise independence and professionalism in discharging their duties.
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Risk Management
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regularly scheduled meetings.
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the Group.
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resolved resulting in a breach of the Main Market LR.
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approval, focusing particularly on:
-
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including meeting the external auditors without the presence of Management.
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reported and recommended further improvement measures.
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before submitting for the Boards approval and inclusion in the Companys Annual Report.
Presenter / Organiser
Date
14.11.2013
KPMG
10.02.2014
RHB
11.03.2014
RHB
28.05.2014
03.06.2014
FIDE Forum
16.06.2014
06.08.2014
KPMG
18.09.2014
65
66
The following information is provided in accordance with Paragraph 9.25 of the Main Market Listing Requirements of Bursa
Malaysia Securities Berhad as set out in Appendix 9C thereto.
SHARE BUY-BACK
There were no share buy-back transactions or resale of treasury shares during the nancial year under review.
NON-AUDIT FEES
The amount of non-audit fees paid to KPMG Malaysia and its afliates during the nancial year under review was
RM842,000.
VARIATION IN RESULTS
There were no material variances between the nancial results for the nancial year ended 30 September 2014 and the
unaudited results previously announced by the Company.
PROFIT GUARANTEE
There were no prot guarantees given by the Company during the nancial year under review.
MATERIAL CONTRACTS
There were no material contracts other than in the ordinary course of business entered into by the Company and its
subsidiaries involving Directors and major shareholders interests during the nancial year under review.
FINANCIAL
STATEMENTS
Report of the Directors ............................................................ 68
Statements of Profit or Loss ...................................................... 72
Statements of Other Comprehensive Income .......................... 73
Statements of Financial Position ............................................... 74
Consolidated Statement of Changes in Equity ........................ 75
Statement of Changes in Equity of the Company .................... 76
Consolidated Statement of Cash Flows ................................... 77
Statement of Cash Flows of the Company ............................... 80
Notes on the Financial Statements ........................................... 82
Directors Statement ................................................................ 146
Statutory Declaration ............................................................... 146
Report of the Auditors ............................................................. 147
67
68
The Directors of Kuala Lumpur Kepong Berhad have pleasure in submitting their Report together with the audited financial
statements of the Group and of the Company for the financial year ended 30 September 2014.
PRINCIPAL ACTIVITIES
The Company carries on the business of producing and processing palm products and natural rubber on its plantations.
The Groups subsidiaries and associates are involved in the business of plantation, manufacturing, property development
and investment holding. There have been no significant changes in the nature of these activities during the financial year
ended 30 September 2014.
RESULTS
Company
RM'000
Group
RM'000
Profit before taxation
Tax expense
Profit for the year
Attributable to:
Equity holders of the Company
Non-controlling interests
1,317,697
(285,003)
1,032,694
943,401
(81,153)
862,248
991,705
40,989
1,032,694
862,248
862,248
DIVIDENDS
The amounts paid or declared by way of dividends by the Company since the end of the previous financial year were:
(i)
a final single tier dividend of 35 sen per share amounting to RM372,738,000 in respect of the year ended 30
September 2013 was paid on 18 March 2014, as proposed in last years report; and
(ii)
an interim single tier dividend of 15 sen per share amounting to RM159,745,000 in respect of the year ended 30
September 2014 was paid on 12 August 2014.
The Directors recommend the payment of a final single tier dividend of 40 sen per share amounting to RM425,986,000 for
the year ended 30 September 2014 which, subject to shareholders' approval at the forthcoming Annual General Meeting
("AGM") of the Company, will be paid on 17 March 2015 to shareholders on the Companys register of members at the
close of business on 23 February 2015.
RESERVES AND PROVISIONS
All material transfers to and from reserves and provisions during the financial year have been disclosed in the financial
statements.
ISSUED AND PAID-UP CAPITAL
During the financial year, the Company has not made any purchase of its own shares or re-sale of the treasury shares
since the fresh mandate for the share buy back scheme approved by the shareholders of the Company at the AGM held on
19 February 2014. Details of the shares bought back and retained as treasury shares are as follows:
Month
February 1999
March 1999
January 2002
No. Of Shares
Bought Back
And Held As
Treasury Shares
1,208,000
1,131,000
200,000
Per Share
Highest
Price Paid
RM
Lowest
Price Paid
RM
Average
Price Paid
RM
5.90
5.25
5.30
5.10
4.72
5.30
5.58
4.86
5.30
Total
Consideration
RM000
2,539,000
6,823
5,559
1,065
13,447
The mandate given by the shareholders will expire at the forthcoming AGM and an ordinary resolution will be tabled at the
AGM for shareholders to grant a fresh mandate for another year.
There were no changes in the authorised, issued and paid-up capital of the Company during the financial year.
Balance at
1.10.2013
Bought
Sold
Balance at
30.9.2014
Direct interest
R. M. Alias
Tan Sri Dato Seri Lee Oi Hian
Dato Lee Hau Hian
Dato Yeoh Eng Khoon
Roy Lim Kiam Chye
337,500
72,000
83,250
335,000
4,750
337,500
72,000
83,250
335,000
4,750
Deemed interest
R. M. Alias
Tan Sri Dato Seri Lee Oi Hian
Dato Lee Hau Hian
Dato Yeoh Eng Khoon
4,500
496,350,027
496,350,027
3,189,850
(4,500)
-
496,350,027
496,350,027
3,189,850
Direct interest
Tan Sri Dato Seri Lee Oi Hian
Dato Lee Hau Hian
Dato Yeoh Eng Khoon
854,355
625,230
315,000
854,355
625,230
315,000
Deemed interest
R. M. Alias
Tan Sri Dato Seri Lee Oi Hian
Dato Lee Hau Hian
Dato Yeoh Eng Khoon
1,500
207,038,934
205,842,209
15,379,000
(1,500)
-
207,038,934
205,842,209
15,379,000
Other than as disclosed above, no other Directors who held office at the end of the financial year has any shares in the
Company and its related corporations during the financial year.
By virtue of their deemed interests in the shares of the Company and its holding company, Tan Sri Dato Seri Lee Oi Hian
and Dato Lee Hau Hian are deemed to have an interest in the shares of all the subsidiaries and related corporations to the
extent that the Company and the holding company have interests.
69
70
DIRECTORS BENEFITS
Since the end of the previous financial year, no Director of the Company has received nor become entitled to receive any
benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors
shown in the Group's financial statements or the fixed salary of a full time employee of the Company) by reason of a
contract made by the Company or a related corporation with the 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, except for any deemed benefits that may
accrue to certain Directors by virtue of normal trading transactions by the Group and the Company with related parties as
disclosed under Note 37 on the financial statements.
There were no arrangements during and at the end of the financial year which had the object of enabling Directors of the
Company to acquire benefits by means of the acquisition of shares of the Company or any other body corporate.
OPTIONS GRANTED OVER UNISSUED SHARES
No options were granted to any person to take up unissued shares of the Company during the financial year.
OTHER STATUTORY INFORMATION
Before the financial statements of the Group and of the Company were made out, the Directors took reasonable steps to
ascertain that:
(i)
all known bad debts have been written off and adequate provision made for doubtful debts; and
(ii)
any current assets which were unlikely to be realised in the ordinary course of business have been written down to an
amount which they might be expected so to realise.
At the date of this report, the Directors of the Company are not aware of any circumstances:
(i)
that would render the amount written off for bad debts or the amount of the provision for doubtful debts in the Group
and Company inadequate to any substantial extent; or
(ii)
that would render the value attributed to the current assets in the financial statements of the Group and of the
Company misleading; or
(iii)
which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and
of the Company misleading or inappropriate; or
(iv) not otherwise dealt with in this report or the financial statements that would render any amount stated in the financial
statements of the Group and of the Company misleading.
At the date of this report, there does not exist:
(i)
any charge on the assets of the Group or of the Company that has arisen since the end of the financial year and which
secures the liabilities of any other person; or
(ii)
any contingent liability in respect of the Group or of the Company that has arisen since the end of the financial year.
No contingent liability or other liability of any company in the Group has become enforceable, or is likely to become
enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will
or may substantially affect the ability of the Group and of the Company to meet their obligations as and when they fall due
except as disclosed in Note 40 on the financial statements.
In the opinion of the Directors, the financial performance of the Group and of the Company for the financial year ended 30
September 2014 have not been substantially affected by any item, transaction or event of a material and unusual nature
nor have any such item, transaction or event occurred in the interval between the end of that financial year and the date of
this report.
Signed on behalf of the Board of Directors in accordance with a resolution of the Directors:
R. M. ALIAS
(Chairman)
12 December 2014
71
72
Group
Note
Revenue
Cost of sales
Gross profit
Other operating income
Distribution costs
Administration expenses
Other operating expenses
Operating profit
Finance costs
Share of profits of equity accounted investees,
net of tax
Profit before taxation
Tax expense
Profit for the year
5
6
Attributable to:
Equity holders of the Company
Non-controlling interests
Company
2013
2014
RM'000
RM'000
2014
RM'000
2013
RM'000
11,129,973
(9,007,845)
2,122,128
71,728
(281,137)
(363,168)
(150,357)
1,399,194
(87,375)
9,147,325
(7,197,597)
1,949,728
114,876
(275,406)
(362,703)
(159,258)
1,267,237
(80,902)
1,664,509
(579,625)
1,084,884
82,848
(13,785)
(76,879)
(68,077)
1,008,991
(65,590)
2,054,212
(587,916)
1,466,296
55,337
(12,707)
(73,103)
(76,314)
1,359,509
(65,590)
5,878
1,317,697
(285,003)
1,032,694
13,432
1,199,767
(232,797)
966,970
943,401
(81,153)
862,248
1,293,919
(80,117)
1,213,802
991,705
40,989
1,032,694
917,743
49,227
966,970
862,248
862,248
1,213,802
1,213,802
Sen
Sen
Sen
Sen
93.1
86.2
81.0
114.0
10
Group
2014
RM'000
Profit for the year
2013
RM'000
Company
2013
2014
RM'000
RM'000
1,032,694
966,970
862,248
1,213,802
(148,282)
(80,129)
(105,811)
292,192
(32,647)
110,830
(11,416)
(2,137)
(2,054)
(241,881)
184,244
(2,054)
(34,701)
110,830
(19,969)
(261,850)
6,514
190,758
(34,701)
110,830
770,844
1,157,728
827,547
1,324,632
734,294
36,550
770,844
1,116,171
41,557
1,157,728
827,547
827,547
1,324,632
1,324,632
Attributable to:
Equity holders of the Company
Non-controlling interests
73
74
Group
2013
RM'000
12
13
14
15
16
17
18
19
20
21
22
4,220,214
251,268
2,081,061
217,926
286,969
15,238
172,652
884,014
119,940
128,025
8,377,307
3,728,605
193,229
1,908,218
216,932
297,016
19,573
112,477
889,422
106,208
103,305
7,574,985
1,171,584
784
727,393
3,211,120
25,725
286,531
5,423,137
1,176,696
805
728,082
2,915,930
24,219
319,178
5,164,910
23
14
24
25
18
1,441,441
27,286
1,002,081
589,774
23,034
54,316
76,585
1,295,777
4,510,294
12,887,601
1,062,155
17,811
867,081
350,165
52,195
40,812
14,158
11,610
1,756,934
4,172,921
11,747,906
45,749
31,375
41,118
1,066,361
1,869
352,627
1,539,099
6,962,236
50,878
50,842
19,440
1,017,481
254
460,971
1,599,866
6,764,776
1,067,505
6,697,649
7,765,154
(13,447)
1,067,505
6,479,722
7,547,227
(13,447)
1,067,505
3,873,868
4,941,373
(13,447)
1,067,505
3,578,804
4,646,309
(13,447)
7,751,707
431,492
8,183,199
7,533,780
419,460
7,953,240
4,927,926
4,927,926
4,632,862
4,632,862
22
32
33
34
256,207
101,495
281,663
1,816,243
2,455,608
250,064
72,010
259,222
1,558,227
2,139,523
4,041
22,283
1,600,000
1,626,324
2,467
20,094
1,300,000
1,322,561
35
36
18
32
34
393,332
606,124
4,957
1,094,173
62,982
87,226
2,248,794
4,704,402
362,701
459,425
6,965
777,125
29,153
19,774
1,655,143
3,794,666
4,649
179,090
205,130
18,126
991
407,986
2,034,310
5,169
82,482
418,120
300,000
3,041
541
809,353
2,131,914
12,887,601
11,747,906
6,962,236
6,764,776
Note
Assets
Property, plant and equipment
Prepaid lease payments
Biological assets
Land held for property development
Goodwill on consolidation
Intangible assets
Investments in subsidiaries
Investments in associates
Available-for-sale investments
Other receivable
Deferred tax assets
Total non-current assets
Inventories
Biological assets
Trade receivables
Other receivables, deposits and prepayments
Amounts owing by subsidiaries
Tax recoverable
Property development costs
Derivative financial assets
Asset held for sale
Cash and cash equivalents
Total current assets
26
27
28
29
Total assets
Equity
Share capital
Reserves
30
31
Company
2013
2014
RM'000
RM'000
2014
RM'000
27
75
Capital
Reserve
RM'000
Capital
Revaluation Redemption
Reserve
Reserve
RM'000
RM'000
Exchange
Fluctuation
Reserve
RM'000
Fair
Value
Reserve
RM'000
Retained
Earnings
RM'000
Treasury
Shares
RM'000
Total
RM'000
NonControlling
Interests
RM'000
Total
Equity
RM'000
At 1 October 2012
1,067,505
Net change in fair value of
available-for-sale investments
Reclassification adjustment for
surplus on disposal of
available-for-sale investments
Transfer from reserves to
retained earnings
Remeasurement of defined
benefit plans (Note 33)
Currency translation differences
Total other comprehensive
income/(loss) for the year
Profit for the year
Total comprehensive
income/(loss) for the year
Acquisition through business
combination
Issuance of shares to
non-controlling interests
Redemption of redeemable
preference shares
Advance from non-controlling
interests
Dividend paid - 2012 final
- 2013 interim
Dividends paid to noncontrolling interests
Total transactions with owners
of the Company
-
1,012,245
81,121
52,391
(78,168)
12,088
4,976,102
(13,447)
7,109,837
397,751
7,507,588
292,192
292,192
292,192
(2,137)
(2,137)
(2,137)
1,451
(4,973)
3,522
(517)
(97,626)
6,514
-
6,514
(98,141)
(7,670)
6,514
(105,811)
934
-
2
-
(102,599)
-
290,055
-
10,036
917,743
198,428
917,743
(7,670)
49,227
190,758
966,970
934
(102,599)
290,055
927,779
1,116,171
41,557
1,157,728
7,152
7,152
2,545
2,545
4,690
(4,690)
(6,000)
(6,000)
(532,483)
(159,745)
(532,483)
(159,745)
440
-
440
(532,483)
(159,745)
(23,985)
(23,985)
4,690
At 30 September 2013
1,067,505
Net change in fair value of
available-for-sale investments
Reclassification adjustment for
surplus on disposal of
available-for-sale investments
Transfer from reserves to
retained earnings
Remeasurement of defined
benefit plans (Note 33)
Effect of changes in tax
rate (Note 22)
Currency translation differences
Total other comprehensive
income/(loss) for the year
Profit for the year
Total comprehensive
income/(loss) for the year
Acquisition through business
combination
Issuance of shares to
non-controlling interests
Effect of changes in
shareholdings in subsidiaries
Disposal of shares in a
subsidiary
Redemption of redeemable
preference shares
Dividend paid - 2013 final
- 2014 interim
Dividends paid to noncontrolling interests
Total transactions with owners
of the Company
-
1,013,179
81,121
57,083
2,519
2,626
At 30 September 2014
1,015,488
79,067
59,709
1,067,505
Note 30
(696,918)
(692,228)
(19,848)
(712,076)
302,143
5,206,963
(13,447)
7,533,780
419,460
7,953,240
(80,129)
(80,129)
(80,129)
(11,416)
(11,416)
(11,416)
6,629
(19,969)
(19,969)
(2,054)
(143,843)
(4,439)
(2,054)
(148,282)
(180,767)
(9,148)
-
(19,969)
(210)
(2,054)
-
(143,633)
2,309
-
(2,054)
-
(152,781)
-
(91,545)
-
(13,340)
991,705
(257,411)
991,705
(4,439)
40,989
(261,850)
1,032,694
2,309
(2,054)
(152,781)
(91,545)
978,365
734,294
36,550
770,844
72,347
72,347
35,807
35,807
16,116
16,116
(24,154)
(8,038)
(21,657)
(21,657)
2,626
-
(4,500)
-
(4,500)
(372,738)
(159,745)
(82,361)
(82,361)
(333,548)
(2,626)
(372,738)
(159,745)
-
(372,738)
(159,745)
-
(518,993)
(516,367)
(24,518)
(540,885)
210,598
5,666,335
(13,447)
7,751,707
431,492
8,183,199
Note 31
76
Capital
Capital Revaluation Redemption
Reserve
Reserve
Reserve
RM'000
RM'000
RM'000
Share
Capital
RM'000
At 1 October 2012
Net change in fair value of
available-for-sale investments
Total other comprehensive income
for the year
Profit for the year
Total comprehensive income
for the year
Dividends paid
- 2012 final
- 2013 interim
Total transactions with owners of the
Company
At 30 September 2013
Net change in fair value of
available-for-sale investments
Effect of changes in tax rate (Note 22)
Total other comprehensive loss
for the year
Profit for the year
Total comprehensive (loss)/income
for the year
Dividends paid
- 2013 final
- 2014 interim
Total transactions with owners of the
Company
At 30 September 2014
1,067,505 1,087,296
Fair
Value
Reserve
RM'000
Retained
Earnings
RM'000
Treasury
Shares
RM'000
Total
RM'000
36,265
285
129,551
1,693,003
(13,447)
4,000,458
110,830
110,830
110,830
-
1,213,802
110,830
1,213,802
110,830
1,213,802
1,324,632
(532,483)
(159,745)
(532,483)
(159,745)
1,067,505 1,087,296
36,265
285
240,381
(692,228)
2,214,577
(13,447)
(692,228)
4,632,862
(2,054)
(32,647)
-
(32,647)
(2,054)
(2,054)
-
(32,647)
-
862,248
(34,701)
862,248
(2,054)
(32,647)
862,248
827,547
(372,738)
(159,745)
(372,738)
(159,745)
1,067,505 1,087,296
34,211
285
207,734
(532,483)
2,544,342
(13,447)
(532,483)
4,927,926
Note 30
Note 31
2014
RM'000
2013
RM'000
1,317,697
1,199,767
277,680
3,032
5,147
3,653
46,320
(1,779)
424
19,760
2,674
1,395
(1,911)
(4,675)
(2,224)
(11,765)
(2,404)
(15,847)
423
37,092
87,375
(42,690)
(36,109)
3,920
10,641
(5,878)
1,691,951
237,814
3,014
4,521
3,410
38,097
(991)
6,503
442
177
(1,813)
929
(1,764)
(626)
(2,897)
(3,562)
(26,359)
149
29,056
(13,773)
80,902
(50,387)
(29,363)
12,521
6,350
1,456
(13,432)
1,480,141
(21,970)
(334,059)
(9,475)
(323,844)
81,040
26,227
1,109,870
(87,658)
(256,739)
(26,522)
738,951
(2,949)
157,177
(7,050)
(32,336)
(30,274)
55,208
1,619,917
(81,104)
(298,249)
(20,586)
1,219,978
77
78
2014
RM'000
Cash flows from investing activities
Purchase of property, plant and equipment
Payments of prepaid lease
Plantation development expenditure
Property development expenditure
Purchase of shares in subsidiaries, net of cash acquired (Note B)
Subscription of shares in associates
Purchase of shares in an associate
Purchase of shares from non-controlling interests
Purchase of available-for-sale investments
Purchase of intangible assets
Proceeds from disposal of property, plant and equipment
Compensation from government on land acquired
Proceeds from disposal of shares in a subsidiary, net of cash disposed (Note C)
Proceeds from disposal of shares in an associate
Proceeds from disposal of available-for-sale investments
Dividends received from associates
Dividends received from investments
Interest received
Net cash used in investing activities
2013
RM'000
(754,534)
(19,487)
(208,524)
(898)
(132,086)
(36,807)
(29,736)
(8,175)
(89,431)
(191)
18,572
5,516
1,059
23,178
3,748
37,655
28,007
(1,162,134)
(814,720)
(15,858)
(151,553)
(4,370)
(10,619)
(3,543)
(3,671)
(781)
3,679
667
27,638
10,948
1,147
46,901
23,775
(890,360)
(23,720)
574,146
(532,483)
(82,361)
35,807
(4,500)
(10,932)
(44,043)
(32,694)
(122,710)
(692,228)
(23,985)
2,545
440
(6,000)
(16,294)
(890,926)
(467,226)
1,732,080
1,264,854
(561,308)
2,315,154
1,753,846
220,953
635,492
439,332
(30,923)
1,264,854
1,264,854
283,336
677,040
796,558
(3,088)
1,753,846
(21,766)
1,732,080
2014
RM'000
B.
2013
RM'000
(Reserve)/Goodwill on consolidation
Purchase price satisfied by cash
Less: Cash and cash equivalents of subsidiaries acquired
Cash outflow on acquisition of subsidiaries
112,086
72,447
41,664
24,430
(3,059)
(2,752)
(16,950)
227,866
(72,347)
155,519
(15,847)
139,672
(7,586)
132,086
7,035
19,760
(4,734)
(7,585)
14,476
(7,152)
7,324
3,627
10,951
(332)
10,619
10,021
7,111
13,644
(21,657)
9,119
2,404
11,523
(10,464)
1,059
79
80
2014
RM'000
Cash flows from operating activities
Profit before taxation
Adjustments for:
Depreciation of property, plant and equipment
Amortisation of leasehold land
Amortisation of prepaid lease payments
Property, plant and equipment written off
Gain on disposal of property, plant and equipment
Surplus on government acquisition of land
Surplus on disposal of land
Loss on disposal of shares in a subsidiary
Impairment of advances to subsidiaries
Impairment in value of investments in subsidiaries
Surplus on liquidation of subsidiaries
Retirement benefits provision
Realised foreign exchange loss/(gain)
Unrealised foreign exchange translation loss/(gain)
Net change in fair value of derivatives measured at fair value
Finance costs
Dividend income
Interest income
Operating profit before working capital changes
Working capital changes:
Inventories
Trade and other receivables
Trade and other payables
Cash generated from operations
Interest paid
Tax paid
Retirement benefits paid
Net cash generated from operating activities
Cash flows from investing activities
Purchase of property, plant and equipment
Property, plant and equipment transferred to subsidiaries
Purchase of shares in a subsidiary
Subscription of shares in subsidiaries
Subscription of shares in an associate
Proceeds from disposal of property, plant and equipment
Compensation from government on land acquired
Proceeds from disposal of land
Proceeds from disposal of shares in a subsidiary
Redemption of redeemable preference shares by subsidiaries
Loan to subsidiaries
Dividends received from subsidiaries
Dividends received from associates
Dividends received from investments
Interest received
Proceeds from capital reduction of a subsidiary
Net cash generated from investing activities
943,401
2013
RM'000
1,293,919
32,519
3,099
21
59
(311)
(4,675)
(9,342)
268
4,442
3,339
(81,334)
5,361
10,437
13,650
(878)
65,590
(554,407)
(41,578)
389,661
30,952
3,099
22
124
(491)
(626)
7
1,402
14,332
(3,466)
5,034
(125)
(36,882)
287
65,590
(974,362)
(37,691)
361,125
5,129
(1,888)
96,088
488,990
(65,590)
(63,115)
(3,172)
357,113
16,906
(7,501)
(6,493)
364,037
(65,590)
(87,586)
(2,239)
208,622
(31,160)
80
(74,037)
(251,981)
(1,506)
314
5,516
9,700
51,757
(233,247)
532,469
3,748
15,379
39,994
67,026
(16,939)
(387,119)
(3,543)
635
667
4,896
173,000
(327,243)
952,556
1,147
20,588
36,954
6,587
462,186
2014
RM'000
2013
RM'000
(532,483)
(532,483)
(692,228)
(692,228)
(108,344)
460,971
352,627
(21,420)
482,391
460,971
2,686
70,828
279,113
3,796
55,877
401,298
352,627
460,971
81
82
1.
CORPORATE INFORMATION
The Company is a public limited liability company, incorporated and domiciled in Malaysia and is listed on the Main
Market of the Bursa Malaysia Securities Berhad. The registered office and principal place of business is located at
Wisma Taiko, 1, Jalan S P Seenivasagam, 30000 Ipoh, Perak Darul Ridzuan.
The consolidated financial statements as at and for the year ended 30 September 2014 comprise the Company and
its subsidiaries (together referred to as the "Group" and individually referred to as "Group entities") and the Group's
interest in associates. The financial statements of the Company as at and for the year ended 30 September 2014 do
not include other entities.
The Company is principally engaged in the business of producing and processing palm products and natural rubber
on its plantations while the principal activities of the Group entities are shown in Note 41.
The Company is a subsidiary of Batu Kawan Berhad, a company incorporated in Malaysia and is listed on the Main
Market of the Bursa Malaysia Securities Berhad.
2.
BASIS OF PREPARATION
2.1 Statement of compliance
The financial statements of the Group have been prepared in accordance with Financial Reporting Standards
("FRSs") and the requirements of Companies Act, 1965 in Malaysia. These financial statements also comply
with the applicable disclosure provisions of the Listing Requirements of the Bursa Malaysia Securities Berhad.
(a)
(b)
Amendments to FRSs effective for annual periods beginning on or after 1 July 2014
y Amendments to FRS 1 First-time Adoption of Financial Reporting Standards (Annual Improvements
2011-2013 Cycle)
y Amendments to FRS 2 Share-based Payment (Annual Improvements 2010-2012 Cycle)
y Amendments to FRS 3 Business Combinations (Annual Improvements 2010-2012 Cycle and 2011-2013
Cycle)
y Amendments to FRS 8 Operating Segments (Annual Improvements 2010-2012 Cycle)
y Amendments to FRS 13 Fair Value Measurement (Annual Improvements 2010-2012 Cycle and 20112013 Cycle)
y Amendments to FRS 116 Property, Plant and Equipment (Annual Improvements 2010-2012 Cycle)
y Amendments to FRS 119 Employee Benefits - Defined Benefit Plans: Employee Contributions
y Amendments to FRS 124 Related Party Disclosures (Annual Improvements 2010-2012 Cycle)
y Amendments to FRS 138 Intangible Assets (Annual Improvements 2010-2012 Cycle)
y Amendments to FRS 140 Investment Property (Annual Improvements 2011-2013 Cycle)
FRS and amendments to FRSs effective for annual periods beginning on or after 1 January 2016
y FRS 14 Regulatory Deferral Accounts
y Amendments to FRS 5 Non-current Assets Held for Sale and Discontinued Operations (Annual
Improvements 2012-2014 Cycle)
y Amendments to FRS 7 Financial Instruments: Disclosures (Annual Improvements 2012-2014 Cycle)
y Amendments to FRS 10 Consolidated Financial Statements and FRS 128 Investments in Associates and
Joint Ventures - Sale or Contribution of Assets between an Investor and its Associate or Joint Venture
y Amendments to FRS 11 Joint Arrangements - Accounting for Acquisitions of Interests in Joint
Operations
y Amendments to FRS 116 Property, Plant and Equipment and FRS 138 Intangible Assets - Clarification
of Acceptable Methods of Depreciation and Amortisation
y Amendments to FRS 119 Employee Benefits (Annual Improvements 2012-2014 Cycle)
y Amendments to FRS 127 Separate Financial Statements - Equity Method in Separate Financial
Statements
y Amendments to FRS 134 Interim Financial Reporting (Annual Improvements 2012-2014 Cycle)
FRS effective for annual periods beginning on or after 1 January 2018
y FRS 9 Financial Instruments (2014)
The Group plans to apply the abovementioned FRSs, amendments to FRSs and interpretation from the
annual period beginning on 1 October 2014 for those amendments to FRSs and interpretation that are
effective for annual periods beginning on or after 1 January 2014 and 1 July 2014, except for Amendments
to FRS 2 and 140 which are not applicable to the Group.
The initial application of the other amendments to FRSs is not expected to have any material financial
impact to the financial statements of the Group for the current period and prior period except as
mentioned below:
(i) Amendments to FRS 119 Employee Benefits
The amendments to FRS 119 introduce a practical expedient for employee or third party contributions
set out in the formal terms of the plan that are linked to service and independent of the number of
years of service.
The Group plans to apply the amendments to FRS 119 retrospective from the annual period beginning
on 1 October 2014, and is currently assessing the financial impact that may arise from the initial
application of the amendments.
(ii) FRS 9 Financial Instruments
FRS 9 replaces the guidance in FRS 139 Financial Instruments: Recognition and Measurement on the
classification and measurement of financial assets. Upon adoption of FRS 9, financial assets will be
measured at either fair value or amortised cost.
The adoption of FRS 9 will result in a change in accounting policy. The Group is currently assessing
the financial impact that may arise from the adoption of FRS 9.
In November 2011, MASB published the Malaysian Financial Reporting Standards ("MFRS") Framework
applicable to all non-private entities with effect from 1 January 2012, with the exception of entities that are
within the scope of MFRS 141 Agriculture and IC Interpretation 15 Agreements for Construction of Real
Estate, including their parents, significant investors and venturers (herein referred as "Transitioning
Entities"). However, MASB subsequently deferred the effective date of MFRS Framework for Transitioning
Entities to 1 January 2017. Therefore, the Group as a Transitioning Entity will apply the MFRS Framework
for the annual period beginning on 1 October 2017. In relation to this, the FRS and amendments to FRS
which are effective for annual period beginning on or after 1 January 2018 will not be applicable to the
Group.
83
84
2.2
Basis of measurement
The financial statements have been prepared under the historical cost basis except as disclosed in the notes on
the financial statements.
2.3
2.4
3.
Basis of consolidation
(a) Subsidiaries
Subsidiaries are entities, including structured entities, controlled by the Group. The financial statements of
subsidiaries are included in the consolidated financial statements from the date that control commences
until the date that control ceases.
The Group adopted FRS 10 Consolidated Financial Statements in the current financial year. This resulted
in changes to the following policies:
y
Control exists when the Group is exposed, or has rights, to variable returns from its involvement with
the entity and has the ability to affect those returns through its power over the entity. In the previous
financial years, control exists when the Group has the ability to exercise its power to govern the
financial and operating policies of an entity so as to obtain benefits from its activities.
Potential voting rights are considered when assessing control only when such rights are substantive.
In the previous financial years, potential voting rights are considered when assessing control when
such rights are presently exercisable.
The Group considers it has de facto power over an investee when, despite not having the majority of
voting rights, it has the current ability to direct the activities of the investee that significantly affect the
investee's return. In the previous financial years, the Group did not consider de facto power in its
assessment of control.
The adoption of FRS 10 has no significant impact to the financial statements of the Group.
Investments in subsidiaries are measured in the Company's statement of financial position at cost less any
impairment losses, unless the investment is held for sale or distribution. The cost of investments includes
transaction costs.
(b)
Business combinations
Business combinations are accounted for using the acquisition method from the acquisition date, which is
the date on which control is transferred to the Group.
For new acquisitions, the Group measures the cost of goodwill at the acquisition date as:
y
if the business combination is achieved in stages, the fair value of the existing equity interest in the
acquiree; less
the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities
assumed.
When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss.
Transaction costs, other than those associated with the issue of debt or equity securities, that the Group
incurs in connection with a business combination are expensed as incurred.
For each business combination, the Group elects whether it measures the non-controlling interests in the
acquiree either at fair value or at the proportionate share of the acquiree's identifiable net assets at the
acquisition date.
(c)
(d) Goodwill
Goodwill arises on business combinations is measured at cost less any accumulated impairment losses.
Goodwill is tested for impairment at least annually or more frequently when there is objective evidence of
impairment.
In respect of equity accounted associates, the carrying amount of goodwill is included in the carrying
amount of the investment and an impairment loss on such an investment is not allocated to any asset,
including goodwill, that forms part of the carrying amount of the equity accounted associates.
(e) Loss of control
Upon the loss of control of a subsidiary, the Group derecognises the assets and liabilities of the former
subsidiary, any non-controlling interests and the other components of equity related to the former
subsidiary from the consolidated statement of financial position. Any surplus or deficit arising on the loss
of control is recognised in profit or loss. If the Group retains any interest in the former subsidiary, then
such interest is measured at fair value at the date that control is lost. Subsequently, it is accounted for as
an equity accounted investee or as an available-for-sale financial asset depending on the level of influence
retained.
(f)
Associates
Associates are entities, including unincorporated entities, in which the Group has significant influence, but
not control, over the financial and operating policies.
Investments in associates are accounted for in the consolidated financial statements using the equity
method less any impairment losses, unless it is classified as held for sale or distribution. The cost of the
investment includes transaction costs. The consolidated financial statements include the Groups share of
the profit or loss and other comprehensive income of the associates, after adjustments if any, to align the
accounting policies with those of the Group, from the date that significant influence commences until the
date that significant influence ceases.
The Groups share of post-acquisition results and reserves of associates is included in the consolidated
financial statements and is based on the latest audited and published interim reports in respect of listed
companies and latest audited financial statements and unaudited management financial statements in
respect of unlisted companies.
When the Group's share of losses exceeds its interest in an associate, the carrying amount of that interest
including any long term investments is reduced to zero, and the recognition of further losses is
discontinued except to the extent that the Group has an obligation or has made payments on behalf of the
associate.
When the Group ceases to have significant influence over an associate, any retained interest in the former
associate at the date when significant influence is lost is measured at fair value and this amount is
regarded as the initial carrying amount of a financial asset. The difference between the fair value of any
retained interest plus proceeds from the interest disposed of and the carrying amount of the investment at
the date when equity method is discontinued is recognised in profit or loss.
85
86
When the Group's interest in an associate decreases but does not result in a loss of significant influence,
any retained interest is not re-measured. Any gain or loss arising from the decrease in interest is
recognised in profit or loss. Any gains or losses previously recognised in other comprehensive income are
also reclassified proportionately to profit or loss if that gain or loss would be required to be reclassified to
profit or loss on the disposal of the related assets or liabilities.
Investments in associates are measured in the Company's statement of financial position at cost less any
impairment losses, unless the investment is classified as held for sale or distribution. The cost of
investments includes transaction costs.
(g) Non-controlling interests
Non-controlling interests at the end of the reporting period, being the equity in a subsidiary not attributable
directly or indirectly to the equity holders of the Company, are presented in the consolidated statement of
financial position and statement of changes in equity within equity, separately from equity attributable to
the owners of the Company. Non-controlling interests in the results of the Group are presented in the
consolidated statement of profit or loss and other comprehensive income as an allocation of the profit or
loss and the comprehensive income for the year between non-controlling interests and the owners of the
Company.
Losses applicable to the non-controlling interests in a subsidiary are allocated to the non-controlling
interests even if doing so causes the non-controlling interests to have a deficit balance.
(h) Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group
transactions, are eliminated in preparing the consolidated financial statements.
Unrealised gains arising from transactions with associates are eliminated against the investment to the
extent of the Group's interest in the associates. Unrealised losses are eliminated in the same way as
unrealised gains, but only to the extent that there is no evidence of impairment.
3.2
Foreign currency
(a) Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currency of the Group entities
at exchange rates at the dates of transactions.
Monetary assets and liabilities denominated in foreign currencies at the end of the reporting period are
retranslated to the functional currency at the exchange rates at that date. Non-monetary assets and
liabilities denominated in foreign currencies are not retranslated at the end of the reporting period, except
for those that are measured at fair value are retranslated to the functional currency at the exchange rates
at the date that the fair value was determined.
Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences
arising on the retranslation of available-for-sale equity instruments which are recognised in other
comprehensive income.
(b)
In the consolidated financial statements, when settlement of a monetary item receivable from or payable to
a foreign operation is neither planned nor likely in the foreseeable future, foreign exchange gains and
losses arising from such a monetary item are considered to form part of a net investment in a foreign
operation and are recognised in other comprehensive income, and are presented in the Exchange
Fluctuation Reserve in equity.
The closing exchange rates of the main currencies in the Group used in the translation of foreign currency
monetary assets and liabilities, and the financial statements of foreign operations are as follows:
Pound Sterling
United States Dollar
Australian Dollar
Hong Kong Dollar
Chinese Renminbi
Indonesian Rupiah
Singapore Dollar
Euro
Swiss Franc
Papua New Guinean Kina
3.3
GBP
USD
AUD
HKD
Rmb
Rp
SGD
Euro
CHF
PGK
1 to
1 to
1 to
1 to
1 to
100 to
1 to
1 to
1 to
1 to
2014
RM5.3201
RM3.2810
RM2.8699
RM0.4225
RM0.5345
RM0.0269
RM2.5721
RM4.1449
RM3.4356
RM1.2968
2013
RM5.2773
RM3.2600
RM3.0390
RM0.4203
RM0.5327
RM0.0282
RM2.5972
RM4.4108
RM3.6030
RM1.3515
87
88
The principal depreciation/amortisation rates for the current and comparative periods are as follows:
Long term leasehold land
Palm oil mill machinery
Plant and machinery
Motor vehicles
Furniture, fittings and equipment
Buildings, factories and mills
Employees quarters
Effluent ponds, roads and bridges
Depreciation methods, useful lives and residual values are reviewed at end of the reporting period and adjusted
as appropriate.
The gain or loss on disposal of an item of property, plant and equipment is determined by comparing the
proceeds from disposal with the carrying amount of property, plant and equipment and is recognised net within
"other operating income" or "other operating expenses" respectively in profit or loss.
3.4
Leases
(a) Operating leases
Leases are classified as operating leases when the Group does not assume substantially all the risks and
rewards of the ownership and the leased assets are not recognised on the statement of financial position.
Payments made under operating leases are recognised in profit or loss on a straight line basis over the
term of the lease.
(b) Prepaid lease payments
Leasehold land which in substance is an operating lease is classified as prepaid lease payments which are
amortised over the lease period ranging from 18 to 90 years.
3.5
Biological assets
(a) Plantation development expenditure
New planting expenditure incurred on land clearing and upkeep of trees to maturity is capitalised as
plantation development expenditure under biological assets. Plantation development expenditure is not
amortised except for those short land leases held in Indonesia where the plantation development
expenditure is amortised using the straight line method over the estimated productive years of 20 years.
(b) Growing crops and livestock
Growing crops are measured at fair value which is based on the costs incurred to the end of the reporting
period for these crops. As at the end of the reporting period, the yield of the crops and the future economic
benefits which will flow from the crops are not able to be reliably measured due to the level of growth.
Livestock is measured at fair value less point-of-sale cost, with any change therein recognised in profit or
loss. Fair value is based on the market price of livestock of similar age, breed and genetic make-up.
Point-of-sale costs include all costs that would be necessary to sell the livestock.
3.6
Replanting expenditure
Replanting expenditure is recognised in profit or loss in the year in which the expenditure is incurred.
3.7
Property development
(a) Land held for property development
Land held for property development shall be classified as non-current asset where no development
activites have been carried out or where development activities are not expected to be completed within
the normal operating cycle.
The change in the classification of land held for property development to current assets shall be at the
point when development activities have commenced and where it can be demonstrated that the
development activities can be completed within the normal operating cycle.
Cost associated with the acquisition of land includes the purchase price of the land, professional fees,
stamp duties, commissions, conversion fees and other relevant levies.
(b)
The excess of revenue recognised in profit or loss over billings to purchasers is shown as accrued billings
and the excess of billings to purchasers over revenue recognised in profit or loss is shown as progress
billings.
3.8
Financial assets
Financial assets are recognised in the statements of financial position when, and only when, the Group
becomes a party to the contractual provisions of the instrument.
Financial assets are recognised initially at their fair value plus, in the case of financial assets not at fair value
through profit or loss, transaction costs that are directly attributable to the acquisition of the financial assets.
The Group categorises financial assets as follows:
(a)
(b)
(c)
All financial assets, except for those measured at fair value through profit or loss, are subject to review for
impairment.
A regular way purchase or sale of a financial asset is a purchase or sale of the financial asset under a contract
whose terms require delivery of the asset within the time frame established generally by regulation or
convention in the market place concerned.
A regular way purchase or sale of financial assets is recognised and derecognised, as applicable, using trade
date accounting. Trade date accounting refers to:
(a)
the recognition of an asset to be received and the liability to pay for it on the trade date; and
(b)
derecognition of an asset that is sold, recognition of any gain or loss on disposal and the recognition of a
receivable from the buyer for payment on the trade date.
A financial asset or part of it is derecognised when, and only when the contractual rights to the cash flows from
the financial asset expire or the financial asset is transferred to another party without retaining control or
substantially all risks and rewards of the asset. On derecognition of a financial asset, the difference between
the carrying amount and the sum of the consideration received (including any new asset obtained less any new
liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in profit or
loss.
3.9
Embedded Derivatives
An embedded derivative is recognised separately from the host contract and accounted for as a derivative if,
and only if, it is not closely related to the economic characteristics and risks of the host contract and the host
contract is not categorised as fair value through profit or loss. The host contract, in the event an embedded
derivative is recognised separately, is accounted for in accordance with policy applicable to the nature of the
host contract.
89
90
An impairment loss in respect of available-for-sale financial assets is recognised in profit or loss and is
measured as the difference between the asset's acquisition cost (net of any principal repayment and
amortisation) and the asset's current fair value, less any impairment loss previously recognised. Where a
decline in the fair value of an available-for-sale financial asset has been recognised in other comprehensive
income, the cumulative loss in other comprehensive income is reclassified from equity to profit or loss.
An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in profit
or loss and is measured as the difference between the financial 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.
Impairment losses recognised in profit or loss for an investment in an equity instrument classified as
available-for-sale is not reversed through profit or loss.
If, in a subsequent period, the fair value of a debt instrument increases and the increase can be objectively
related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss
is reversed, to the extent that the asset's carrying amount does not exceed what the carrying amount
would have been had the impairment not be recognised at the date the impairment is reversed. The
amount of reversal is recognised in profit or loss.
(b)
Other assets
The carrying amounts of other assets, other than inventories, biological assets and deferred tax assets, are
reviewed at the end of each reporting period to determine whether there is any indication of impairment. If
any such indication exists, then the asset's recoverable amount is estimated. For goodwill and intangible
assets that have indefinite useful lives or that are not yet available for use, the recoverable amount is
estimated each period at the same time.
For the purpose of impairment testing, assets are grouped together into the smallest group of assets that
generates cash inflows from continuing use that are largely independent of the cash inflows of other assets
or cash-generating units. Subject to an operating segment ceiling test, for the purpose of goodwill
impairment testing, cash-generating units to which goodwill has been allocated are aggregated so that the
level at which impairment testing is performed reflects the lowest level at which goodwill is monitored for
internal reporting purposes. The goodwill acquired in a business combination, for the purpose of
impairment testing, is allocated to group of cash-generating units that are expected to benefit from the
synergies of the combination.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair
value less costs of disposal. In assessing value in use, the estimated future cash flows 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 or cash-generating unit.
An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit
exceeds its estimated recoverable amount.
Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of cashgenerating units are allocated first to reduce the carrying amount of any goodwill allocated to the cashgenerating unit (group of cash-generating units) and then to reduce the carrying amounts of the other
assets in the cash-generating unit (groups of cash-generating units) on a pro rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses
recognised in prior periods are assessed at the end of each reporting period for any indications that the
loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount since the last impairment loss was recognised. An
impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the
carrying amount that would have been determined, net of depreciation or amortisation, if no impairment
loss had been recognised. Reversals of impairment losses are credited to profit or loss in the year in
which the reversals are recognised.
91
92
Fair value through profit or loss category comprises financial liabilities that are derivatives (except for a
derivative that is a financial guarantee contract or a designated and effective hedging instrument) or financial
liabilities that are specifically designated into this category upon initial recognition.
Financial liabilities categorised as fair value through profit or loss are subsequently measured at their fair values
with the gain or loss recognised in profit or loss.
A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse
the holder for a loss it incurs because a specified debtor fails to make payment when due in accordance with
the original or modified terms of a debt instrument.
Fair value arising from financial guarantee contracts are classified as deferred income and is amortised to profit
or loss using a straight line method over the contractual period or, when there is no specified contractual
period, recognised in profit or loss upon discharge of the guarantee. When settlement of a financial guarantee
contract becomes probable, an estimate of the obligation is made. If the carrying value of the financial
guarantee contract is lower than the obligation, the carrying value is adjusted to the obligation amount and
accounted for as a provision.
A financial liability or a part of it is derecognised when, and only when, the obligation specified in the contract is
discharged or cancelled or expires. On derecognition of a financial liability, the difference between the carrying
amount of the financial liability extinguished or transferred to another party and the consideration paid, including
any non-cash assets transferred or liabilities assumed, is recognised in profit or loss.
3.16 Income tax
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in profit
or loss except to the extent that it relates to a business combination or items recognised directly in equity or
other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantively enacted by the end of the reporting period, and any adjustment to tax payable in
respect of previous financial years.
Deferred tax is recognised using the liability method, providing for temporary differences between the carrying
amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is not
recognised for the following temporary differences: the initial recognition of goodwill, the initial recognition of
assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor
taxable profit or loss. Deferred tax is measured at the tax rates that are expected to be applied to the
temporary differences when they reverse, based on the laws that have been enacted or substantively enacted
by the end of the reporting period.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on
different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets
and liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which the temporary difference can be utilised. Deferred tax assets are reviewed at the end of each
reporting period and are reduced to the extent that it is no longer probable that the related tax benefit will be
realised.
Unutilised reinvestment allowance and investment tax allowance, being tax incentive that is not a tax base of an
asset, is recognised as a deferred tax asset to the extent that it is probable that the future taxable profits will be
available against which the unutilised tax incentive can be utilised.
3.17 Employee benefits
(a) Defined contribution plans
Obligations for contributions to defined contribution plans are recognised as an expense in profit or loss as
incurred. Once the contributions have been paid, the Group or the Company has no further payment
obligations.
(b)
The present value of these unfunded defined benefit obligations as required by FRS 119 Employee
Benefits has not been used in arriving at the provision, as the amount involved is insignificant to the
Group and the Company. Accordingly, no further disclosure as required by the standard is made.
(ii) Subsidiaries in Indonesia provide for retirement benefits for eligible employees on unfunded defined
benefit basis in accordance with the Labour Law in Indonesia. Full provision has been made using the
actuarial method for retirement benefits payable to all eligible employees based on the last drawn
salaries at the end of the reporting period, the length of service and the rates in accordance with the
local labour law.
(iii) A subsidiary in Germany provides for retirement benefits for its eligible employees on unfunded
defined benefit basis. The obligations of the defined benefit plans are determined annually by an
independent qualified actuary. The discount rate is determined using the yield of first class corporate
bonds at the valuation date and in the same currency in which the benefits are expected to be paid.
Service and interest cost are recognised immediately in profit or loss. Actuarial gains and losses are
recognised in other comprehensive income.
(c)
(d)
Ordinary shares
Ordinary shares are classified as equity.
(b)
Treasury shares
When share capital recognised as equity is repurchased, the amount of the consideration paid, including
directly attributable costs, net of any tax effects, is recognised as a deduction from equity. Repurchased
shares that are not subsequently cancelled are classified as treasury shares in the statement of changes in
equity.
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94
Services
Revenue from services rendered is recognised in profit or loss in proportion to the stage of completion of
performance of services at the end of the reporting period.
(c)
Property development
Revenue from property development activities is recognised based on the stage of completion measured
by reference to the proportion that property development costs incurred for work performed to-date bear
to the estimated total property development costs.
Where the financial outcome of a property development activity cannot be reliably estimated, property
development revenue is recognised only to the extent of property development costs incurred that is
probable will be recoverable, and property development costs on the development units sold are
recognised as an expense in the period in which they are incurred.
Any expected loss on a development project, including costs to be incurred over the defects liability
period, is recognised immediately in profit or loss.
(d)
Dividend income
Dividend income is recognised in profit or loss on the date that the Group's or the Company's right to
receive payment is established.
(e)
Interest income
Interest income is recognised as it accrues using the effective interest method in profit or loss except for
interest income arising from temporary investment of borrowings taken specifically for the purpose of
obtaining a qualifying asset which is accounted for in accordance with the accounting policy on borrowing
costs.
(f)
Government grants
Government grants are recognised initially as deferred income at fair value when there is reasonable
assurance that they will be received and the Group will comply with the conditions associated with the
grant, they are then recognised in profit or loss as other operating income on a systematic basis over the
useful life of the asset.
Grants that compensate the Group for expenses incurred are recognised in profit or loss as other
operating income on systematic basis in the same periods in which the expenses are recognised.
In the case of the Group, revenue comprises sales to third parties only.
3.22 Research and development expenditure
All general research and development expenditure is charged to profit or loss in the year in which the
expenditure is incurred.
3.23 Borrowing costs
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying
asset are recognised in profit or loss using the effective interest method.
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which
are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are
capitalised as part of the cost of those assets.
The capitalisation of borrowing costs as part of the cost of a qualifying asset commences when expenditure for
the asset is being incurred, borrowing costs are being incurred and activities that are necessary to prepare the
asset for its intended use or sale are in progress. Capitalisation of borrowing costs is suspended or ceases
when substantially all the activities necessary to prepare the qualifying asset for its intended use or sale are
interrupted or completed.
Investment income earned on the temporary investment of specific borrowings pending their expenditure on
qualifying assets is deducted from the borrowing costs eligible for capitalisation.
3.24 Discontinued operations
A discontinued operation is a component of the Group's business that represents a separate major line of
business or geographical area of operations that has been disposed of or is held for sale or distribution, or is a
subsidiary acquired exclusively with the view to resale. Classification as a discontinued operation occurs upon
disposal or when the operation meets the criteria to be classified as held for sale, if earlier. When an operation
is classified as a discontinued operation, the comparative statement of profit or loss and other comprehensive
income is re-presented as if the operation had been discontinued from the start of the comparative period.
3.25 Earnings per share
The Group presents basic earnings per share data for its shares.
Basic earnings per share is calculated by dividing the profit or loss attributable to the equity holders of the
Company by the weighted average number of shares in issue during the year.
3.26 Operating segments
An operating segment is a component of the Group that engages in business activities from which it may earn
revenue and incur expenses, including revenues and expenses that relate to transactions with any of the
Group's other components. All operating segments' operating results are reviewed regularly by the chief
operating decision maker, which in this case is the Chief Executive Officer of the Group, to make decisions
about resources to be allocated to the segment and to assess its performance, and for which discrete financial
information is available.
3.27 Fair value measurements
From 1 October 2013, the Group adopted FRS 13 Fair Value Measurement which prescribes that fair value of an
asset or a liability, except for share-based payment and lease transactions, is determined as 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 measurement assumes that the transaction to sell the asset or
transfer the liability takes place either in the principal market or in the absence of a principal market, in the most
advantageous market.
For non-financial asset, the fair value measurement 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.
In accordance with the transitional provision of FRS 13, the Group applied the new fair value measurement
guidance prospectively, and has not provided any comparative fair value information for new disclosures. The
adoption of FRS 13 has not significantly affected the measurements of the Group's assets or liabilities other
than the additional disclosures.
4.
REVENUE
Group
2014
RM'000
Sale of goods
Palm products
Rubber
Manufacturing
Property development
Others
Rendering of services
Interest income from financial assets not
at fair value through profit or loss
Dividend income (Note 8)
2013
RM'000
Company
2014
2013
RM'000
RM'000
5,089,772
145,158
5,634,338
117,063
60,687
11,047,018
4,156
3,952,232
178,542
4,696,734
208,589
29,418
9,065,515
2,060
922,529
145,677
318
1,068,524
-
878,539
163,545
75
1,042,159
-
36,109
42,690
11,129,973
29,363
50,387
9,147,325
41,578
554,407
1,664,509
37,691
974,362
2,054,212
95
96
5.
OPERATING PROFIT
Group
2014
RM'000
Operating profit is arrived at after charging and
(crediting) the following:
Auditors' remuneration
- KPMG
current year
under-provision in prior year
audit related work
non-audit work
- other auditors
current year
(over)/under-provision in prior year
non-audit work
Taxation services paid to KPMG Tax Services
Hire of plant and machinery
Rent on land and buildings
Operating lease rentals
- land and buildings
- plant and machinery
Amortisation of leasehold land (Note 12)
Amortisation of prepaid lease payments (Note 13)
Amortisation of biological assets (Note 14)
Amortisation of intangible assets (Note 17)
Depreciation of property, plant and
equipment (Note 12)
Impairment loss
- property, plant and equipment (Note 12)
- prepaid lease payments (Note 13)
- goodwill (Note 16)
- intangible assets (Note 17)
- trade receivables (Note 24)
- advances to subsidiaries
Impairment in value of
- investments in subsidiaries
- available-for-sale investments (Note 20)
Replanting expenditure
Property, plant and equipment written off
Personnel expenses (excluding key management
personnel)
- salary
- employer's statutory contributions
- defined contribution plans
Research and development expenditure
Retirement benefits provision (Note 33)
Write down of inventories
Reversal of impairment of
- property, plant and equipment (Note 12)
- trade receivables (Note 24)
Write back of inventories
Write back of retirement benefits provision (Note 33)
Amortisation of deferred income (Note 32)
Gain on disposal of property, plant and equipment
Surplus on government acquisition of land
Surplus on disposal of land
(Surplus)/Loss on disposal of shares in a subsidiary
Surplus on disposal of shares in an associate
Surplus on disposal of available-for-sale investments
Surplus on liquidation of subsidiaries
Fair value loss on asset held for sale (Note 28)
Net loss/(gain) in foreign exchange
Rental income from land and buildings
Gain on redemption of short term funds
Negative goodwill derecognised (Note 41)
945
10
129
4
2013
RM'000
Company
2014
2013
RM'000
RM'000
726
19
116
4
250
10
126
4
160
116
4
1,875
(1)
366
838
16,314
7,627
1,540
27
476
1,570
9,410
11,407
42
1,267
104
1,101
9,063
547
3,032
5,147
46,320
3,653
8,034
412
3,014
4,521
38,097
3,410
3,099
21
-
3,099
22
-
277,680
237,814
32,519
30,952
424
19,760
2,674
1,978
-
6,503
177
442
3,125
-
4,442
1,402
423
66,773
1,395
149
71,728
929
3,339
45,699
59
14,332
45,797
124
724,335
61,236
4,223
17,921
37,092
37,430
677,686
57,560
3,568
14,518
29,056
22,482
209,247
15,556
10,982
5,361
13,628
196,389
15,352
9,376
5,034
6,470
(1,813)
(541)
(5,007)
(13,773)
(991)
(1,764)
(626)
(2,897)
(26,359)
(3,562)
1,456
328
(1,463)
(6,846)
-
(311)
(4,675)
(9,342)
268
(81,334)
22,482
(1,018)
(3,396)
-
(491)
(626)
7
(3,466)
(39,260)
(902)
(5,422)
-
(756)
(9,240)
(1,779)
(1,911)
(4,675)
(2,224)
(2,404)
(11,765)
8,698
(1,212)
(4,401)
(15,847)
6.
FINANCE COSTS
Group
2014
RM'000
Interest expense of financial liabilities that are not
at fair value through profit or loss
Term loans
Islamic medium term notes profit
Overdraft and other interest
7.
2013
RM'000
17,563
51,640
18,172
87,375
17,195
51,640
12,067
80,902
Company
2014
2013
RM'000
RM'000
13,950
51,640
65,590
13,950
51,640
65,590
2013
RM'000
1,367
9,927
153
11,447
1,366
8,541
179
10,086
Company
2014
2013
RM'000
RM'000
1,367
9,898
153
11,418
1,346
8,541
179
10,066
Key management personnel comprises Directors of the Group entities, who have authority and responsibility for
planning, directing and controlling the activities of the Group entities either directly or indirectly.
8.
DIVIDEND INCOME
Group
2014
RM'000
Gross dividends from:
Available-for-sale investments
Investment in shares quoted in Malaysia
Investment in shares quoted outside Malaysia
Investment in unquoted shares
Short term funds
Unquoted subsidiaries
Unquoted associates
9.
2013
RM'000
739
26,999
943
14,009
42,690
917
20,920
1,885
26,665
50,387
Company
2014
2013
RM'000
RM'000
10,043
943
6,354
533,125
3,942
554,407
8,002
1,885
12,434
950,767
1,274
974,362
TAX EXPENSE
Group
2014
RM'000
Components of tax expense
Current tax expense
Malaysian taxation
Overseas taxation
Deferred tax
Origination and reversal of temporary differences
(Over)/Under-provision in respect of previous years
2013
RM'000
Company
2014
2013
RM'000
RM'000
220,514
99,969
320,483
214,487
64,109
278,596
78,200
3,433
81,633
70,500
2,321
72,821
(31,501)
(2,610)
(34,111)
286,372
(50,053)
272
(49,781)
228,815
(480)
(480)
81,153
(22)
(22)
72,799
(1,208)
(161)
(1,369)
285,003
4,818
(836)
3,982
232,797
81,153
7,318
7,318
80,117
97
98
Group
Reconciliation of effective tax expense
Profit before taxation
Taxation at Malaysian income tax rate of 25%
(2013: 25%)
Effect of different tax rates in foreign jurisdictions
Withholding tax on foreign dividend and interest income
Expenses not deductible for tax purposes
Tax exempt income
Tax incentives
Deferred tax assets not recognised during the year
Utilisation of previously unrecognised tax losses
and unabsorbed capital allowances
Tax effect on associates' results
Recognition of deferred tax assets not taken
up previously
(Over)/Under-provision of tax expense in respect of
previous years
(Over)/Under-provision of deferred tax in respect of
previous years
Others
Tax expense
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
1,317,697
1,199,767
943,401
1,293,919
329,424
(9,020)
25,789
24,318
(62,927)
(3,897)
7,903
299,942
(12,316)
10,592
18,435
(42,613)
(14,765)
9,556
235,850
(1,506)
2,429
12,640
(165,514)
(2,746)
-
323,480
(1,200)
1,521
7,577
(256,235)
(2,344)
-
(20,657)
(1,469)
(41,976)
(3,358)
(4,640)
(139)
(1,369)
3,982
7,318
(2,610)
4,158
285,003
272
5,185
232,797
81,153
80,117
The Company has elected for single tier company income tax system. Hence, the Company will be able to distribute
dividends out of its entire distributable reserves under the single tier company income tax system.
10. EARNINGS PER SHARE
The earnings per share is calculated by dividing the profit for the year attributable to equity holders of the Company of
RM991,705,000 (2013: RM917,743,000) for the Group and RM862,248,000 (2013: RM1,213,802,000) for the Company
by the weighted average number of 1,064,965,692 (2013: 1,064,965,692) shares of the Company in issue during the
year.
11. DIVIDENDS
Group and Company
2014
2013
RM'000
RM'000
Dividends recognised in the current year are:
Final single tier dividend of 35 sen per share for the financial year
ended 30 September 2013 (2013: single tier dividend of 50 sen per share)
Interim single tier dividend of 15 sen per share for the financial year
ended 30 September 2014 (2013: single tier dividend of 15 sen per share)
372,738
532,483
159,745
532,483
159,745
692,228
Dividends are paid on the number of outstanding shares in issue and fully paid of 1,064,965,692 (2013:
1,064,965,692).
A final single tier dividend of 40 sen (2013: 35 sen) per share amounting to RM425,986,000 (2013: RM372,738,000)
has been recommended by the Directors in respect of the financial year ended 30 September 2014 and subject to
shareholders' approval at the forthcoming Annual General Meeting. This dividend will be recognised in subsequent
financial period upon approval by the owners of the Company.
Group
Cost/Valuation
At 1 October 2012
Reclassification
Additions
Acquisition through business
combination
Disposal
Written off
Currency translation differences
Freehold
Land
RM'000
Long Term
Leasehold
Plant and
Land
Buildings Machinery
RM'000
RM'000
RM'000
Capital
Equipment, Work-InVehicles Fittings, Etc Progress
RM'000
RM'000
RM'000
Total
RM'000
596,610
89,591
242,346
132
765,191
44,706
61,970
2,359,553
188,750
181,638
301,770
7,246
32,265
242,840
12,884
4,119
499,643
(253,586)
445,005
5,007,953
814,720
7,035
(14)
4,494
(9)
312
(603)
(12,003)
(10,207)
(2,481)
35,653
(4,602)
(5,113)
(12,878)
(297)
(915)
569
(6,906)
7,035
(15,129)
(9,112)
9,241
At 30 September 2013
Reclassification
Additions
Acquisition through business
combination
Disposal
Disposal of a subsidiary
Written off
Transfer to land held for property
development
Currency translation differences
697,716
(6,834)
54,775
242,781
6,834
1,380
859,261
102,517
43,039
2,752,906
563,326
100,819
318,688
14,117
26,692
259,200
42,089
22,473
684,156
(722,049)
505,356
5,814,708
754,534
6,218
(413)
-
25,649
(27,085)
(1,402)
68,994
(18,535)
(51,898)
(14,316)
7,152
(7,701)
(704)
(5,181)
637
(608)
(965)
(3,359)
3,436
(298)
(70)
-
112,086
(27,555)
(80,722)
(24,258)
(96)
(13,361)
32
(18,473)
(42,795)
(6,624)
(4,587)
(16,094)
(96)
(101,902)
At 30 September 2014
738,005
251,027
983,506
3,358,501
346,439
314,880
454,437
6,446,795
50,494
-
345,071
5,976
1,028,629
57,514
226,580
47
144,833
2,135
1,795,607
65,672
50,494
3,014
(2)
19
351,047
45,011
1,735
(376)
(472)
(5,779)
1,086,143
(1,176)
143,139
4,206
(1,429)
(8,967)
(1,825)
9,362
226,627
1,003
31,899
(3,944)
(5,094)
(10,111)
146,968
173
23,671
562
(8)
(272)
(792)
1,277
1,861,279
246,734
6,503
(1,813)
(13,185)
(8,183)
(5,232)
53,525
-
384,750
6,416
1,171,266
58,187
240,330
50
168,929
2,650
2,018,800
67,303
53,525
3,032
4
391,166
53,492
(22,873)
(666)
(6,202)
1,229,453
167,598
424
(14,556)
(46,626)
(14,048)
(17,159)
240,380
36,539
(7,450)
(408)
(5,122)
(5,050)
171,579
26,725
(140)
(794)
(3,027)
(3,215)
2,086,103
287,386
424
(22,146)
(70,701)
(22,863)
(31,622)
56,561
-
411,689
3,228
1,257,973
47,113
258,889
-
188,548
2,580
2,173,660
52,921
Accumulated depreciation/amortisation
and impairment losses
At 1 October 2012
Accumulated
depreciation/amortisation
Accumulated impairment losses
Reclassification
Depreciation/Amortisation charge
Impairment losses
Reversal of impairment losses
Disposal
Written off
Currency translation differences
At 30 September 2013
Accumulated
depreciation/amortisation
Accumulated impairment losses
Depreciation/Amortisation charge
Impairment losses
Disposal
Disposal of a subsidiary
Written off
Currency translation differences
At 30 September 2014
Accumulated
depreciation/amortisation
Accumulated impairment losses
56,561
414,917
1,305,086
258,889
191,128
2,226,581
Carrying amounts
At 1 October 2012
596,610
191,852
414,144
1,273,410
75,143
95,872
499,643
3,146,674
At 30 September 2013
697,716
189,256
468,095
1,523,453
78,308
87,621
684,156
3,728,605
At 30 September 2014
738,005
194,466
568,589
2,053,415
87,550
123,752
454,437
4,220,214
99
100
Group
Property, plant and equipment
are included at cost or valuation
as follows:
At 30 September 2013
Cost
Valuation
At 30 September 2014
Cost
Valuation
Freehold
Land
RM'000
Long Term
Leasehold
Plant and
Land
Buildings Machinery
RM'000
RM'000
RM'000
Capital
Equipment, Work-InVehicles Fittings, Etc Progress
RM'000
RM'000
RM'000
Total
RM'000
614,467
83,249
134,737
108,044
859,179
82
2,752,906
-
318,688
-
259,195
5
684,156
-
5,623,328
191,380
697,716
242,781
859,261
2,752,906
318,688
259,200
684,156
5,814,708
655,254
82,751
142,983
108,044
983,424
82
3,358,501
-
346,439
-
314,880
-
454,437
-
6,255,918
190,877
738,005
251,027
983,506
3,358,501
346,439
314,880
454,437
6,446,795
2014
RM'000
Depreciation/Amortisation charge for the year is allocated as follows:
Statement of profit or loss (Note 5)
Biological assets
2013
RM'000
280,712
6,674
287,386
240,828
5,906
246,734
424
424
4,580
1,923
6,503
424
424
43
12
1,393
5,055
6,503
The reversal of impairment losses amounted to RM1,813,000 in the previous financial year was due to over recognition of
impairment losses in previous year. The reversal was allocated as follows:
2014
2013
RM'000
RM'000
Cost of sales
Administration expenses
145
1,668
1,813
Impairment testing
Property, plant and equipment are tested for impairment by comparing the carrying amount with the recoverable amount of
the cash-generating unit ("CGU"). The recoverable amount of a CGU is determined based on value-in-use calculations
using cash flow projections from the financial budgets and forecasts approved by management covering a period ranging
from five years to eleven years.
Key assumptions used in the value-in-use calculations are:
(i)
the pre-tax discount rates which are the weighted average cost of capital used ranged from 7.0% to 12.4% (2013:
6.5% to 8.1%);
(ii)
the growth rate used for the plantation companies is determined based on the management's estimate of commodity
prices, palm yields, oil extraction rates as well as cost of productions whilst growth rates of companies in other
segments are determined based on the industry trends and past performances of the respective companies; and
(iii)
In assessing the value-in-use, the management is of the view that no foreseeable changes in any of the above key
assumptions would cause the carrying amounts of the respective CGUs to materially exceed their recoverable amounts.
Company
Cost/Valuation
At 1 October 2012
Additions
Reclassification
Disposal
Written off
Freehold
Land
RM'000
Long Term
Leasehold
Plant and
Land
Buildings Machinery
RM'000
RM'000
RM'000
Capital
Equipment, Work-InVehicles Fittings, Etc Progress
RM'000
RM'000
RM'000
Total
RM'000
787,782
(14)
-
239,662
-
150,789
1,964
522
(371)
211,168
4,024
1,617
(272)
(1,360)
76,774
5,993
(2,210)
(2,001)
65,070
2,594
351
(4)
(408)
1,991
2,364
(2,490)
-
1,533,236
16,939
(2,500)
(4,140)
At 30 September 2013
Additions
Reclassification
Transfer
Disposal
Written off
787,768
(510)
-
239,662
-
152,904
6,917
77
(4)
(45)
215,177
7,988
988
(7)
(792)
78,556
8,037
(1,835)
(1,599)
67,603
2,040
696
(44)
(35)
(1,221)
1,865
6,178
(1,763)
(71)
-
1,543,535
31,160
(2)
(115)
(2,391)
(3,657)
At 30 September 2014
787,258
239,662
159,849
223,354
83,159
69,039
6,209
1,568,530
Accumulated
depreciation/amortisation
At 1 October 2012
Depreciation/Amortisation charge
Disposal
Written off
16,735
3,099
-
95,048
5,351
(337)
124,872
14,119
(272)
(1,283)
63,923
5,958
(2,067)
(1,992)
38,568
5,524
(3)
(404)
339,146
34,051
(2,342)
(4,016)
At 30 September 2013
Depreciation/Amortisation charge
Transfer
Disposal
Written off
19,834
3,099
-
100,062
5,892
(4)
(41)
137,436
14,725
(7)
(761)
65,822
6,190
(1,832)
(1,599)
43,685
5,712
(35)
(35)
(1,197)
366,839
35,618
(35)
(1,878)
(3,598)
At 30 September 2014
22,933
105,909
151,393
68,581
48,130
396,946
Carrying amounts
At 1 October 2012
787,782
222,927
55,741
86,296
12,851
26,502
1,991
1,194,090
At 30 September 2013
787,768
219,828
52,842
77,741
12,734
23,918
1,865
1,176,696
At 30 September 2014
787,258
216,729
53,940
71,961
14,578
20,909
6,209
1,171,584
710,986
76,782
194,217
45,445
152,904
-
215,177
-
78,556
-
67,603
-
1,865
-
1,421,308
122,227
787,768
239,662
152,904
215,177
78,556
67,603
1,865
1,543,535
710,614
76,644
194,217
45,445
159,849
-
223,354
-
83,159
-
69,039
-
6,209
-
1,446,441
122,089
787,258
239,662
159,849
223,354
83,159
69,039
6,209
1,568,530
At 30 September 2014
Cost
Valuation
During the financial year, the titles to the freehold land and long term leasehold land amounting to RM408,465,000 and
RM179,000,000 respectively had been transferred from Ladang Perbadanan-Fima Bhd and Austerfield Corporation Sdn
Bhd to the Company. However, the titles to the freehold land and long term leasehold land amounting to RM224,091,000
and RM13,612,000 respectively, transferred from Kulumpang Development Corporation Sdn Bhd, are in the process of
being registered in the name of the Company as at 30 September 2014.
Certain freehold land and leasehold land of the Company were revalued by the Directors on 1 October 1980 based on an
opinion of value, using the "Investment Method Approach", by a professional firm of Chartered Surveyors on 22 November
1979. Certain freehold land of the Company were revalued by the Directors based on an opinion of value, using "fair
market value basis", by a firm of professional valuers on 10 June 1981.
Certain leasehold land of the Group and of the Company were revalued by the Directors between 1978 and 1991, based on
professional valuation on the open market basis and upon approval by the relevant government authorities.
101
102
Freehold land belonging to an overseas subsidiary was revalued by the Directors based on existing use and has been
incorporated in the financial statements on 30 September 1989. Building of a subsidiary had been revalued by the
Directors on 28 February 1966.
The Group has availed itself to the transitional provision when the MASB first issued FRS 1162004 Property, Plant and
Equipment in 2000, and accordingly, the carrying amounts of these revalued property, plant and equipment have been
retained on the basis of these valuations as though they have never been revalued. The carrying amounts of revalued
property, plant and equipment, had these assets been carried at cost less accumulated depreciation/amortisation
were as follows:
Group
Company
2014
2013
2014
2013
RM'000
RM'000
RM'000
RM'000
Freehold land
Leasehold land
21,474
27,447
48,921
21,636
33,339
54,975
19,672
5,234
24,906
19,728
5,328
25,056
Certain property, plant and equipment of the Group with a total carrying amount of RM83,723,000 (2013: Nil) as at
end of the current financial year were charged to banks as security for borrowings (Note 34).
The details of the properties held by the Group are shown on pages 154 to 159.
13. PREPAID LEASE PAYMENTS
2014
Long Term Short Term
Leasehold Leasehold
Land
Land
RM'000
RM'000
Group
Cost
At beginning of the year
Additions
Acquisition through business
combination
Disposal of a subsidiary
Currency translation differences
At end of the year
Total
RM'000
Long Term
Leasehold
Land
RM'000
2013
Short Term
Leasehold
Land
RM'000
Total
RM'000
31,894
-
197,954
19,487
229,848
19,487
31,894
-
164,909
15,858
196,803
15,858
31,894
72,447
(12,879)
(2,414)
274,595
72,447
(12,879)
(2,414)
306,489
31,894
19,760
(2,573)
197,954
19,760
(2,573)
229,848
3,188
-
32,366
1,065
35,554
1,065
2,770
-
28,634
972
31,404
972
3,188
418
-
33,431
4,729
19,760
(5,768)
(537)
36,619
5,147
19,760
(5,768)
(537)
2,770
418
-
29,606
4,103
(278)
32,376
4,521
(278)
3,606
3,606
31,856
19,759
51,615
35,462
19,759
55,221
3,188
3,188
32,366
1,065
33,431
35,554
1,065
36,619
28,288
222,980
251,268
28,706
164,523
193,229
Company
Cost
At beginning/end of the year
1,504
1,504
1,504
1,504
Accumulated amortisation
At beginning of the year
Amortisation charge
At end of the year
699
21
720
699
21
720
677
22
699
677
22
699
Carrying amounts
784
784
805
805
Accumulated amortisation
and impairment losses
At beginning of the year
Accumulated amortisation
Accumulated impairment losses
Amortisation charge
Impairment loss
Disposal of a subsidiary
Currency translation differences
At end of the year
Accumulated amortisation
Accumulated impairment losses
At end of the year
Carrying amounts
The impairment loss of the Group during the year amounting to RM19,760,000 is in respect of 38,350 hectares of land
held under Special Agricultural & Business Lease ("SABL") in Papua New Guinea ("PNG").
In December 2013, an interim injunction was obtained in the PNG National Court, against PNG Government and the
customary owners, restraining the entry or conduct of any activities on this land. PNG Government had chosen not to
defend the suit and had entered into a Consent Order resulting in the SABL over the leasehold land being quashed.
The Group complies with the terms of the Consent Order and accordingly the carrying amount of this land amounting
to RM19,760,000 (2013: Nil) is impaired and included in other operating expenses.
The Memorandum of Transfer of a long term leasehold land in favour of a subsidiary, KLK Bioenergy Sdn Bhd with
carrying amount of RM3,063,000 (2013: RM3,114,000), was presented for registration at the relevant land registry.
This matter is now pending issuance of the original document of the title from the said relevant land registry.
The title deed of a long term leasehold land with carrying amount of RM20,459,000 (2013: RM20,739,000) belonging
to another subsidiary, Palm-Oleo (Klang) Sdn Bhd, is with the relevant authorities and is in the process of being
registered in the name of the subsidiary.
A short term leasehold land of the Group and of the Company was revalued by the Directors on 1 October 1980
based on an opinion of value, using the "Investment Method Approach", by a professional firm of Chartered Surveyors
on 22 November 1979.
The Group has retained the unamortised revalued amount as the surrogate carrying amount of prepaid lease
payments in accordance with the transitional provision in FRS 117.67A when it first adopted FRS 117 Leases in 2006.
Impairment testing
Impairment testing on prepaid lease payments is similar to that of property, plant and equipment as disclosed in Note
12.
The details of the prepaid lease payments of the Group are shown on pages 154 to 159.
14. BIOLOGICAL ASSETS
Group
Plantation development expenditure
(included under non-current assets)
Cost/Valuation
At beginning of the year
Additions
Acquisition through business combination
Transfer to plasma plantation project
Disposal
Currency translation differences
At end of the year
Accumulated amortisation
At beginning of the year
Amortisation charge
Currency translation differences
At end of the year
Carrying amounts
Biological assets are included at cost or
valuation as follows:
Cost
Valuation
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
2,092,621
215,198
41,664
(689)
(45,996)
2,302,798
2,061,957
157,459
(11,381)
(27)
(115,387)
2,092,621
184,403
46,320
(8,986)
221,737
167,964
38,097
(21,658)
184,403
2,081,061
1,908,218
727,393
728,082
2,055,779
247,019
2,302,798
1,845,242
247,379
2,092,621
516,774
210,619
727,393
517,103
210,979
728,082
728,082
(689)
727,393
728,109
(27)
728,082
The biological assets of the Group and of the Company stated at valuation, previously included in property, plant and
equipment, were revalued by the Directors based on independent professional valuations carried out between 1979
and 1991 on the open market value basis. These valuations were for special purposes. It has never been the Group's
policy to carry out regular revaluation of its property, plant and equipment.
103
104
The Group has availed itself to the transitional provision when the MASB first issued FRS 1162004 Property, Plant and
Equipment in 2000, and accordingly, the carrying amounts of these revalued biological assets have been retained on
the basis of these valuations as though they have never been revalued. The carrying amounts of revalued biological
assets of the Group and of the Company, had these assets been carried at cost less accumulated amortisation were
RM112,743,000 (2013: RM112,886,000) and RM76,753,000 (2013: RM76,896,000) respectively.
Group
2014
RM'000
Biological assets (included under current assets)
At net realisable value
Growing crops
Livestock
2013
RM'000
25,204
2,082
27,286
15,983
1,828
17,811
2013
RM'000
190,962
289
96
191,347
193,372
(2,410)
190,962
25,970
609
26,579
45,723
4,370
(24,123)
25,970
217,926
216,932
The details of the land held for property development by the Group are shown on page 159.
16. GOODWILL ON CONSOLIDATION
Group
2014
RM'000
Cost
At beginning of the year
Acquisition through business combination
Impairment loss (Note 5)
Currency translation differences
At end of the year
297,016
(2,674)
(7,373)
286,969
2013
RM'000
285,675
3,627
(177)
7,891
297,016
Impairment of goodwill arose from the under-performance of certain subsidiaries' operations and was included in
other operating expenses.
Impairment testing
For the purpose of impairment testing, goodwill is allocated to the Group's cash-generating unit identified according
to the Group's business segments.
Goodwill is tested for impairment on an annual basis. Impairment testing on goodwill is similar to that of property,
plant and equipment as disclosed in Note 12.
2013
RM'000
Cost
At beginning of the year
Additions
Currency translation differences
At end of the year
48,151
191
(2,144)
46,198
42,982
781
4,388
48,151
22,466
6,112
16,960
5,413
28,578
3,653
(1,271)
22,373
3,410
442
2,353
24,908
6,052
30,960
22,466
6,112
28,578
15,238
19,573
3,653
3,653
3,380
30
3,410
Amortisation charge
Impairment loss
Currency translation differences
At end of the year
Accumulated amortisation
Accumulated impairment losses
Carrying amounts
The amortisation is allocated as follows:
Administration expenses
Other operating expenses
The impairment loss of RM442,000 in the previous financial year arose from under-performance of a subsidiary's
operations and was included in other operating expenses.
These assets consist mainly of trade marks and patent.
Impairment testing
Impairment testing on intangible assets is similar to that of property, plant and equipment as disclosed in Note 12.
18. INVESTMENTS IN SUBSIDIARIES AND AMOUNTS OWING BY/TO SUBSIDIARIES
Company
2014
2013
RM'000
RM'000
Investments in subsidiaries
Unquoted shares at cost
Impairment in value of investments
At beginning of the year
Impairment loss
Impairment written off
At end of the year
2,510,925
2,257,229
(89,043)
(3,339)
13,109
(79,273)
2,431,652
(74,711)
(14,332)
(89,043)
2,168,186
835,117
800,729
(52,985)
(2,323)
(341)
(55,649)
779,468
(51,823)
(1,162)
(52,985)
747,744
3,211,120
2,915,930
The amounts due from subsidiaries are deemed as capital contribution to subsidiaries as the repayment of these
amounts are neither fixed nor expected.
105
106
Impairment testing
Impairment testing on investments in subsidiaries is similar to that of property, plant and equipment as disclosed in
Note 12.
Details of the subsidiaries are shown in Note 41.
Amounts owing by subsidiaries
Amounts owing by subsidiaries are trade and non-trade, unsecured with no fixed terms of repayment and non-interest
bearing except for a total amount of RM780,770,000 (2013: RM805,397,000) owing by subsidiaries which is subject to
interest charge ranging from 1.0% to 7.0% (2013: 1.0% to 7.0%) per annum.
Amounts owing to subsidiaries
Amounts owing to subsidiaries are trade and non-trade, unsecured with no fixed terms of repayment and non-interest
bearing.
19. INVESTMENTS IN ASSOCIATES
Group
2014
RM'000
Shares at cost
In unquoted corporations
Post-acquisition reserves
Impairment in value of investments
At beginning of the year
Reversal of impairment
At end of the year
Amount owing by an associate
2013
RM'000
Company
2014
2013
RM'000
RM'000
111,092
47,706
53,878
44,834
25,725
-
24,219
-
158,798
98,712
25,725
24,219
158,798
13,854
172,652
(31,114)
31,114
98,712
13,765
112,477
25,725
25,725
24,219
24,219
The Group does not have any associate which is individually material to the Group as at 30 September 2014 and 30
September 2013.
Group
2014
RM'000
Summary of financial information of associates:
Total assets
Total liabilities
Revenue
Profit for the year
669,304
245,383
895,494
16,871
2013
RM'000
435,944
226,481
888,351
34,363
The amount owing by an associate, denominated in United States Dollar, was given by an overseas subsidiary which
was incorporated in British Virgin Islands. This amount is non-trade, unsecured with no fixed term of repayment and
non-interest bearing.
Details of the associates are shown in Note 41.
Company
2014
2013
RM'000
RM'000
2013
RM'000
1,670
860
359
359
29,886
857,209
887,095
888,765
32,789
861,305
894,094
894,954
286,172
286,172
286,531
318,819
318,819
319,178
(5,532)
(423)
1,204
(4,751)
884,014
(5,826)
(149)
443
(5,532)
889,422
286,531
319,178
882,344
888,562
286,172
318,819
Assets
2014
2013
RM'000
RM'000
Net
2014
RM'000
2013
RM'000
Group
Property, plant and equipment
Capital allowances
Revaluation
Unutilised tax losses
Derivative financial instruments
Other items
Tax liabilities/(assets)
Set off of tax
Net tax liabilities/(assets)
203,933
101,947
1,948
1,314
309,142
(52,935)
256,207
198,820
91,595
1,725
6,462
298,602
(48,538)
250,064
(16,042)
(85,358)
(3,144)
(76,416)
(180,960)
52,935
(128,025)
(12,648)
(73,071)
(2,065)
(64,059)
(151,843)
48,538
(103,305)
187,891
101,947
(85,358)
(1,196)
(75,102)
128,182
128,182
186,172
91,595
(73,071)
(340)
(57,597)
146,759
146,759
Company
Property, plant and equipment
Capital allowances
Revaluation
Other items
Tax liabilities/(assets)
Set off of tax
Net tax liabilities
10,950
3,350
219
14,519
(10,478)
4,041
11,200
1,296
12,496
(10,029)
2,467
(10,478)
(10,478)
10,478
-
(10,029)
(10,029)
10,029
-
10,950
3,350
(10,259)
4,041
4,041
11,200
1,296
(10,029)
2,467
2,467
Deferred tax liabilities and assets are offset above where there is a legally enforceable right to set off current tax
assets against current tax liabilities and where the deferred taxes relate to the same taxation authority.
107
108
The components and movements in deferred tax liabilities and deferred tax assets (before offsetting) are as follows:
Property, Plant
Other
Other
and Equipment
Taxable Unutilised Unabsorbed Unutilised Derivatives Deductible
Capital
Temporary
Capital
Tax
Reinvestment Financial Temporary
Allowances Revaluation Differences Losses
Allowances Allowance Instruments Differences Total
RM'000
RM'000
RM'000
RM'000
RM'000
RM'000
RM'000
RM'000
RM'000
Group
At 1 October 2012
Recognised in profit or loss
Recognised in equity
Addition through business
combination
Under/(Over)-provision in
respect of previous
years
Currency translation
differences
191,794
5,178
-
88,092
(5,228)
-
5,535
1,603
-
(36,566)
(42,818)
-
(10,690)
(1,397)
-
(3,831)
3,743
-
10,114
(10,804)
-
(56,874)
(330)
(2,956)
187,574
(50,053)
(2,956)
7,585
7,585
1,277
(441)
332
(778)
88
10
(216)
272
571
1,146
(235)
5,981
217
340
(3,683)
At 30 September 2013
Recognised in profit or loss
Recognised in equity
Addition through business
combination
Changes in tax rate
Under/(Over)-provision in
respect of previous
years
Currency translation
differences
198,820
6,206
-
91,595
(8,093)
-
6,462
(1,251)
-
(73,071)
(17,845)
-
(12,648)
(3,542)
-
(340)
(773)
-
(64,059)
(6,203)
(8,314)
16,950
2,054
322
(1,415)
(559)
(116)
At 30 September 2014
203,933
101,947
1,314
(3,781)
1,990
30
32
3,568
118
(115)
3,363
4,844
(85,358)
(16,042)
(1,196)
(76,416)
128,182
Property, Plant
and Equipment
Capital
Allowances Revaluation
RM'000
RM'000
Company
At 1 October 2012
Recognised in profit or loss
At 30 September 2013
Recognised in profit or loss
Change in tax rate
At 30 September 2014
4,337
11,700
(500)
11,200
(250)
10,950
1,296
1,296
2,054
3,350
146,759
(31,501)
(8,314)
16,950
2,054
(1,203)
Other
Deductible
Temporary
Differences
RM'000
(10,507)
478
(10,029)
(230)
(10,259)
(2,610)
Total
RM'000
2,489
(22)
2,467
(480)
2,054
4,041
Group
No deferred tax assets/(liabilities) have been recognised for the following items:
Unabsorbed capital allowances
Deductible temporary differences
Unutilised tax losses
Property, plant and equipment
2014
RM'000
2013
RM'000
85,533
326,239
(376,133)
35,639
66,005
60,221
317,357
(323,168)
120,415
The above unabsorbed capital allowances and deductible temporary differences of the Group do not expire under current
tax legislation.
The Group's unutilised tax losses of RM282,639,000 (2013: RM248,563,000) do not expire under current tax legislation.
Group
2014
RM'000
Unutilised tax losses of RM43,600,000 (2013: RM68,794,000) will expire as follows:
Year of expiry
2014
2015
2016
2017
2018
2019
33,561
9,908
131
43,600
2013
RM'000
12,717
2,452
37,896
13,043
2,686
68,794
Deferred tax assets have not been recognised in respect of these items because it is not probable that future taxable
profits will be available against which the Group can utilise the benefits therefrom.
Deferred tax liabilities have not been provided by a subsidiary on the taxable temporary differences as the subsidiary
is unable to estimate reliably the commencement period of its pioneer status due to current market volatility which
renders the achievability of future statutory income uncertain.
The Group has tax losses carried forward of RM664,312,000 (2013: RM610,907,000) which give rise to the recognised
and unrecognised deferred tax assets in respect of unutilised tax losses above, which are subject to agreement by the
tax authorities.
23. INVENTORIES
Group
2014
RM'000
At cost
Inventories of produce
Developed property held for sale
Stores and materials
At net realisable value
Inventories of produce
Stores and materials
2013
RM'000
Company
2014
2013
RM'000
RM'000
854,816
11,349
412,663
1,278,828
615,706
1,071
304,565
921,342
32,584
12,123
44,707
33,791
14,890
48,681
123,707
38,906
162,613
1,441,441
125,211
15,602
140,813
1,062,155
1,042
1,042
45,749
2,197
2,197
50,878
Inventories recognised in cost of sales of the Group and of the Company were RM8,610,430,000 (2013:
RM6,888,413,000) and RM538,645,000 (2013: RM554,135,000) respectively.
24. TRADE RECEIVABLES
Group
2014
RM'000
Trade receivables
Allowance for impairment losses
Accrued billings
1,008,054
(9,572)
998,482
3,599
1,002,081
2013
RM'000
860,225
(11,520)
848,705
18,376
867,081
Company
2014
2013
RM'000
RM'000
31,375
31,375
31,375
50,842
50,842
50,842
109
110
Company
2014
Not past due
Past due 1 - 30 days
Past due 31 - 60 days
2013
Not past due
Past due 1 - 30 days
Individual
Impairment
RM'000
Collective
Impairment
RM'000
Net
RM'000
866,732
111,308
6,931
1,227
117
21,739
1,008,054
9,572
9,572
866,732
111,308
6,931
1,227
117
12,167
998,482
687,323
137,158
9,438
2,451
2,933
20,922
860,225
2,039
9,428
11,467
53
53
687,323
137,158
9,438
2,451
894
11,441
848,705
30,313
946
116
31,375
30,313
946
116
31,375
48,791
2,051
50,842
48,791
2,051
50,842
The movements in the allowance for impairment losses of trade receivables during the year were:
Group
2014
RM'000
At beginning of the year
Impairment losses
Reversal of impairment losses
Impairment losses written off
Disposal of a subsidiary
Currency translation differences
At end of the year
11,520
1,978
(756)
(1,946)
(643)
(581)
9,572
2013
RM'000
8,024
3,125
(541)
(128)
1,040
11,520
Trade receivables that are neither past due nor impaired are creditworthy debtors with good payment records with the
Group and the Company.
None of the trade receivables of the Group or the Company that are neither past due nor impaired have been
renegotiated during the financial year.
The allowance account in respect of trade receivables is used to record impairment losses. Unless the Group is
satisfied that the recovery of the amount is possible, the amount considered irrecoverable is written off against the
receivable directly.
The Group's normal trade credit term ranges from 7 to 120 (2013: 7 to 120) days. Other credit terms are assessed
and approved on a case-by-case basis.
487,991
80,580
21,203
589,774
2013
RM'000
284,487
55,548
10,130
350,165
Company
2014
2013
RM'000
RM'000
39,223
1,445
450
41,118
17,551
1,448
441
19,440
3,845
36,967
40,812
1,785
6,755
8,540
2,410
24,123
26,533
84,598
125,410
(60,409)
(10,685)
54,316
124,402
159,475
(118,556)
(107)
40,812
2013
RM'000
(987,708)
79,698
(830,723)
(311,475)
-
(30,777)
(77,942)
(54,241)
Assets
RM'000
Liabilities
RM'000
4,623
71,962
(15,943)
(71,283)
76,585
(87,226)
254
7,878
6,026
(16,452)
(3,322)
-
14,158
(19,774)
1,869
(514)
(477)
1,869
(991)
254
(541)
The forward foreign exchange contracts are entered into by the Group as hedges for committed sales and purchases
denominated in foreign currencies. The hedging of the foreign currencies is to minimise the exposure of the Group to
fluctuations in foreign currencies on receipts and payments.
The commodity future contracts are entered into with the objective of managing and hedging the Group's exposure to
the adverse price movements in the vegetable oil commodities.
111
112
On 5 April 2013, a wholly-owned subsidiary of the Group entered into a Put Option Agreement with a third party
granting this subsidiary the right to sell its investment of 8,535,976 shares in Pearl River Tyre (Holdings) Ltd, which is
listed on the Hong Kong Stock Exchange, at HKD4.28 per share to the third party. During the financial year ended 30
September 2014, this subsidiary has exercised the Put Option.
The Group does not have any other financial liabilities which are measured at fair value through profit or loss except
for derivative financial instruments.
28. ASSET HELD FOR SALE
The directors of a wholly-owned subsidiary in England, Standard Soap Company Ltd ("Standard Soap"), decided to
cease the manufacturing operations in Standard Soap after the financial year ended 30 September 2012.
The financial statements of Standard Soap for the year ended 30 September 2013 had been prepared on the break up
basis. The freehold property which was presented in the statement of financial position as property, plant and
equipment in the previous years had been reclassified as asset held for sale as at 30 September 2013. The asset held
for sale had been revalued to fair value as at 30 September 2013. The freehold property was disposed of during the
financial year.
Group
2014
RM'000
Freehold property at fair value
At beginning of the year
Disposal
Fair value adjustment
Currency translation differences
At end of the year
11,610
(11,610)
-
2013
RM'000
12,345
(1,456)
721
11,610
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
635,492
439,332
220,953
1,295,777
677,040
796,558
283,336
1,756,934
70,828
279,113
2,686
352,627
55,877
401,298
3,796
460,971
439,332
796,558
279,113
401,298
Investment in fixed income trust funds in Malaysia represents short term investment in highly liquid money market.
This investment is readily convertible to cash and have insignificant risk of changes in value.
Included in the Group's cash and bank balances is RM37,536,000 (2013: RM91,801,000), the utilisation of which is
subject to the Housing Developers (Housing Development Account) (Amendment) Regulations 2002.
The effective interest rates per annum of deposits with licensed banks and short term funds at reporting dates were
as follows:
Group
Company
2014
2013
2014
2013
Deposits with licensed banks
Short term funds
0.01% to 10.75%
3.43% to 3.59%
0.05% to 9.70%
2.89% to 3.23%
0.15% to 3.10%
3.53% to 3.59%
0.11% to 2.85%
3.08% to 3.22%
The maturities and repricing of deposits with licensed banks and short term funds as at the end of the financial year
were as follows:
Group
Within one year
Deposits with licensed banks
Short term funds
More than five years
Deposits with licensed bank
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
635,492
439,332
1,074,824
659,959
796,558
1,456,517
70,828
279,113
349,941
55,877
401,298
457,175
1,074,824
17,081
1,473,598
349,941
457,175
Deposit with licensed bank of RM16,293,000 (2013: RM17,081,000) has been pledged for a banking facility granted to
an outside party for the purpose of the "Kredit Koperasi Primer untuk Anggotanya" scheme in Indonesia.
30. SHARE CAPITAL
Group and Company
2014
2013
Number of
RM'000
Shares
2014
Number of
Shares
2013
RM'000
5,000,000,000
5,000,000
5,000,000,000
5,000,000
1,067,504,692
1,067,505
1,067,504,692
1,067,505
Of the total 1,067,504,692 issued and fully paid shares, 2,539,000 (2013: 2,539,000) are held as treasury shares by
the Company. As at 30 September 2014, the number of outstanding shares in issue and fully paid is 1,064,965,692
(2013: 1,064,965,692).
The shareholders of the Company renewed the authority granted to the Directors to buy back its own shares at the
Annual General Meeting held on 19 February 2014. The Directors of the Company are committed to enhancing the
value of the Company to its shareholders and believe that the buy back plan can be applied in the best interests of the
Company and its shareholders.
31. RESERVES
Group
Non-distributable
Capital reserve
Revaluation reserve
Exchange fluctuation reserve
Capital redemption reserve
Fair value reserve
Retained earnings cost of treasury shares
Distributable
Capital reserve
Retained earnings
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
204,048
79,067
(333,548)
59,709
210,598
13,447
233,321
204,048
81,121
(180,767)
57,083
302,143
13,447
477,075
34,211
285
207,734
13,447
255,677
36,265
285
240,381
13,447
290,378
811,440
5,652,888
6,464,328
6,697,649
809,131
5,193,516
6,002,647
6,479,722
1,087,296
2,530,895
3,618,191
3,873,868
1,087,296
2,201,130
3,288,426
3,578,804
Included under the non-distributable reserves is an amount of RM13,447,000 (2013: RM13,447,000) which was
utilised for the purchase of the treasury shares and is considered as non-distributable.
Non-distributable capital reserve mainly comprises share of associates capital reserve and post-acquisition reserve
capitalised by subsidiaries for their bonus issues. Distributable capital reserve comprises surpluses arising from
disposals of quoted investments, properties and government acquisitions of land.
Included in revaluation reserve of the Group was an amount of RM31,362,000 (2013: RM31,362,000), which
represented the fair value adjustments on acquisition of a subsidiary, relating to previously held interest.
113
114
Fair value reserve comprises the cumulative net change in the fair value of available-for-sale investments until the
investments are derecognised or impaired.
32. DEFERRED INCOME
Group
2014
RM'000
Government grants
At cost
At beginning of the year
Received during the year
Addition through business combination
Refund during the year
Currency translation differences
At end of the year
Accumulated amortisation
At beginning of the year
Amortisation charge
Currency translation differences
At end of the year
Carrying amounts
Deferred income is disclosed under:
Non-current liabilities
Current liabilities
2013
RM'000
80,107
29,361
3,059
(3,134)
(31)
109,362
24,808
55,208
91
80,107
1,132
1,779
(1)
2,910
133
991
8
1,132
106,452
78,975
101,495
4,957
106,452
72,010
6,965
78,975
The subsidiaries, KL-Kepong Oleomas Sdn Bhd, Palm-Oleo (Klang) Sdn Bhd and Davos Life Science Sdn Bhd
received government grants from Malaysian Palm Oil Board ("MPOB") which were conditional upon the construction
of specific projects. The government grants are to be amortised over the life of the assets when the assets are
commissioned.
Another subsidiary, Davos Life Science Pte Ltd ("Davos") received government grant from MPOB for the financing of
research and development project in the previous year. However, during the financial year, Davos refunded the
government grant to MPOB as a result of the termination of the research and development project due to certain
technical compliance issue.
33. PROVISION FOR RETIREMENT BENEFITS
Group
2014
RM'000
2013
RM'000
154,791
(145,171)
9,620
272,043
281,663
140,913
(133,012)
7,901
251,321
259,222
Company
2014
2013
RM'000
RM'000
22,283
22,283
20,094
20,094
(ii) A subsidiary in Germany, KLK Emmerich GmbH, operates an unfunded retirement benefit plan for its eligible
employees. The obligations of the retirement benefit plan are determined by an independent qualified actuary.
The last actuarial valuation was on 30 September 2014.
(iii) A subsidiary in Switzerland, Kolb Distribution Ltd, makes contributions to a funded defined benefit plan that
provides pension benefits for employees upon retirement. The assets of the plan are held as a segregated fund
and administered by trustees.
This funded defined benefit obligation is determined by an independent qualified actuary on an annual basis. The
last actuarial valuation was on 30 June 2014 and was subsequently updated to take into consideration of the
requirements of FRS 119 in order to assess liabilities of the plan as at 30 September 2014. The plan assets are
stated at their market value as at 30 September 2014.
(iv) A subsidiary in England, Standard Soap Company Ltd ("Standard Soap"), operated a defined benefit plan that
provided pension benefits for employees upon retirement.
Following the cessation of operations during the financial year ended 30 September 2013, the directors of
Standard Soap had decided to liquidate the company and to settle the pension liabilities. Subsequently, Standard
Soap entered into a Company Voluntary Arrangement ("CVA") with the United Kingdom Pensions Regulator on 18
June 2013. A CVA is an insolvency procedure under the United Kingdom company law whereby a company can
come to an agreement with its creditors to settle the outstanding amounts at an agreed recovery rate and
timeline.
Under the terms of the CVA, the full and final settlement of the pension liabilities were estimated at RM5,225,000
with the Pensions Regulator. Accordingly, the pension liabilities had been revalued and stated at RM5,225,000
under other payables as at 30 September 2013 (Note 36). The pension liabilities were fully settled during the
financial year ended 30 September 2014.
The defined benefit plans expose the Group to actuarial risks, such as longevity risk, currency risk, interest rate risk
and market (investment) risk.
These defined benefit plans are fully funded by the Group.
The Group expects RM5,434,000 in contribution to be paid to the defined benefit plans in the next financial year.
115
116
Present
Value of
Funded
Obligations
RM'000
Unfunded
Obligations
RM'000
Fair Value
of Plan
Assets
RM'000
Net Defined
Benefit
Liabilities
RM'000
206,186
218,376
(176,084)
248,478
6,158
2,969
9,127
23,877
23,877
(3,948)
(3,948)
30,035
2,969
(3,948)
29,056
(4,534)
(4,534)
6,099
6,099
(5,123)
(5,123)
6,099
(9,657)
(3,558)
3,639
(15,842)
(68,949)
11,286
140,913
(15,495)
18,464
251,321
(5,091)
(3,639)
15,842
55,176
(10,145)
(133,012)
(20,586)
(13,773)
19,605
259,222
5,013
3,122
8,135
31,913
31,913
(2,956)
(2,956)
36,926
166
37,092
9,418
6,160
15,578
25,892
25,892
(13,187)
(13,187)
35,310
6,160
(13,187)
28,283
3,649
(5,854)
(7,630)
154,791
(21,375)
(15,708)
272,043
(5,147)
(3,649)
5,854
6,926
(145,171)
(26,522)
(16,412)
281,663
The amount of remeasurement loss of RM19,969,000 (2013: gain RM6,514,000) recognised in the other
comprehensive income is net of deferred tax of RM8,314,000 (2013: RM2,956,000) (Note 22).
Group
2014
RM'000
Plan assets
Plan assets comprise:
Equities
Bonds
Real estate
Cash and cash equivalents
Other assets
42,409
66,548
25,344
4,057
6,813
145,171
2013
RM'000
38,206
60,386
23,865
4,135
6,420
133,012
Fair value of the plan assets is based on the market price information and in the case of quoted securities is the
published bid price.
The pension fund's board of trustees is responsible for the risk management of the funds. The cash funding of the
plan is designed to ensure that present and future contributions should be sufficient to meet future liabilities.
Company
2014
2013
RM'000
RM'000
Unfunded obligations
Movement in the unfunded defined benefit obligations
At beginning of the year
Benefits paid
Expense recognised in profit or loss
Service cost
At end of the year
20,094
(3,172)
17,299
(2,239)
5,361
22,283
5,034
20,094
Group
2014
%
Actuarial Assumptions
Principal actuarial assumptions of the funded plans
(expressed as weighted averages):
Discount rates
Future salary increases
Principal assumptions of the unfunded plan used
by plantations subsidiaries in Indonesia:
Discount rate
Future salary increases
Principal actuarial assumptions of the unfunded plan operated by the
subsidiary in Germany:
Discount rate
Future salary increase
Future pension increase
2013
%
1.6
1.5
2.2
1.5
9.0
5.0 to 6.5
9.0
5.0 to 6.0
2.3
2.8
2.0
3.3
2.8
2.0
As at end of the reporting period, the weighted average duration of the funded defined benefit obligation was 14.9
years (2013: 9.7 years).
Sensitivity analysis
Reasonably possible changes at the reporting date to one of the relevant actuarial assumptions, holding other
assumptions constant, would have affected the defined benefit obligation by the amount shown below:
Group
Defined Benefit Obligation
Increase
Decrease
RM'000
RM'000
2014
Discount rate (0.25% movement)
Future salary growth (0.25% movement)
Life expectancy (1 year movement)
(5,573)
725
2,838
5,981
(715)
(2,886)
Although the analysis does not account to the full distribution of cash flows expected under the plan, it does provide
an approximation of the sensitivity of the assumptions shown.
117
118
34. BORROWINGS
Company
2014
2013
RM'000
RM'000
Group
2014
RM'000
Current
Secured
Term loan
Unsecured
Bank overdrafts
Term loans
Export credit refinancing
Bankers' acceptance
Revolving credit
Trade financing
Non-Current
Secured
Term loan
Unsecured
Term loans
Islamic medium term notes
Total borrowings
2013
RM'000
808
30,923
39,118
63,744
285,819
341,377
332,384
1,093,365
1,094,173
3,088
323,686
39,565
97,599
313,187
777,125
777,125
300,000
300,000
300,000
1,944
514,299
1,300,000
1,814,299
1,816,243
258,227
1,300,000
1,558,227
1,558,227
300,000
1,300,000
1,600,000
1,600,000
1,300,000
1,300,000
1,300,000
2,910,416
2,335,352
1,600,000
1,600,000
(a) During the financial year ended 30 September 2012, the Company had issued RM300 million 5 years Sukuk Ijarah
Islamic Medium Term Notes under the RM300 million Sukuk Ijarah Islamic Commercial Paper ("ICP") and Medium
Term Notes ("IMTN") Programme ("1st Programme") at par with a profit of 3.88% per annum.
Salient features of the 1st Programme are as follows:
y Total outstanding nominal value of the ICP and IMTN (collectively known as "Notes") shall not exceed RM300
million.
y The tenure of the 1st Programme is up to 5 years from the date of the first issuance of any Notes under the 1st
Programme.
y The ICP will be issued at a discount to the nominal value and has a maturity of either 1, 2, 3, 6, 9 or 12 months
and on condition that the maturity dates of the ICP do not exceed the tenure of the 1st Programme. There will
not be profit payable on the ICP issued under the 1st Programme in view that they are issued at a discount.
y The IMTN may be issued at a discount or at par to the nominal value and has a maturity of more than 1 year
and up to 5 years and on condition that the maturity dates of the IMTN do not exceed the tenure of the 1st
Programme. The IMTN may be non-profit bearing or bear profit at a rate determined at the point of issuance.
The profit is payable semi-annually in arrears from the date of issue of the IMTN with the last profit payment to
be made on the maturity dates.
y Debt-to-equity ratio of the Group shall be maintained at not more than one time throughout the tenure of the
1st Programme.
(b) During the financial year ended 30 September 2012, the Company had issued another RM1.0 billion 10 years
Ringgit Sukuk Ijarah Islamic Medium Term Notes under the RM1.0 billion Sukuk Ijarah Multi-Currency Islamic
Medium Term Notes ("MCIMTN") Programme ("2nd Programme") at par with a profit of 4.0% per annum.
Salient features of the 2nd Programme are as follows:
y Total outstanding nominal value of the Ringgit Sukuk Ijarah and Non-Ringgit Sukuk Ijarah MCIMTN shall not
exceed RM1.0 billion.
y The tenure of the 2nd Programme is up to 10 years from the date of the first issuance of any MCIMTN under the
2nd Programme.
y The MCIMTN has a maturity of more than 1 year and up to 10 years and on condition that the maturity dates of
the MCIMTN do not exceed the tenure of the 2nd Programme. The MCIMTN may be non-profit bearing or bear
profit at a rate determined at the point of issuance. The profit is payable semi-annually in arrears from the date
of issue of the MCIMTN with the last profit payment to be made on the maturity dates.
y Debt-to-equity ratio of the Group shall be maintained at not more than one time throughout the tenure of the
2nd Programme.
(c) The secured term loan of the Group is secured by way of a fixed charge on the property, plant and equipment of
an overseas subsidiary with carrying amount of RM83,723,000 (2013: Nil) as at 30 September 2014.
(d) Certain unsecured term loans and bank overdrafts are supported by corporate guarantees of RM622.9 million
(2013: RM186.3 million) issued by the Company. The bank overdraft facilities are renewable annually.
(e) The interest rates per annum applicable to borrowings for the year were as follows:
Group
Bank overdrafts
Term loans
Trade financing
Export credit refinancing
Bankers' acceptance
Revolving credit
Islamic medium term notes
Company
2014
2013
2014
2013
0.71% to 6.50%
1.24% to 5.11%
0.55% to 0.99%
3.35% to 3.72%
3.29% to 4.46%
1.05% to 6.60%
3.88% to 4.00%
0.78% to 6.50%
1.04% to 6.40%
3.35% to 3.45%
3.27% to 4.53%
0.82% to 7.56%
3.88% to 4.00%
4.65%
3.88% to 4.00%
4.65%
3.88% to 4.00%
An amount of RM878,299,000 (2013: RM400,966,000) of the Group's borrowings consists of floating rate
borrowings which interest rates reprice within a year.
The Company did not have any floating rate borrowings as at end of both the financial years.
35. TRADE PAYABLES
Group
2014
RM'000
Trade payables
Progress billings
2013
RM'000
372,885
20,447
393,332
Company
2014
2013
RM'000
RM'000
362,484
217
362,701
4,649
4,649
5,169
5,169
The normal trade credit terms granted to the Group ranging from 7 to 90 (2013: 7 to 90) days.
36. OTHER PAYABLES
Group
2014
RM'000
Other payables
Accruals
Final settlement of pension plan (Note 33)
413,481
192,643
606,124
2013
RM'000
284,837
169,363
5,225
459,425
Company
2014
2013
RM'000
RM'000
138,865
40,225
179,090
45,029
37,453
82,482
Included under other payables of the Group and of the Company is an amount of RM87,120,000 (2013: Nil) being
deposit received from an associate for the purchase of land from the Company.
37. RELATED PARTY TRANSACTIONS
(a) The Company has a controlling related party relationship with all its subsidiaries. Significant inter-company
transactions of the Company are as follows:
Company
2014
2013
RM'000
RM'000
Sale of goods to subsidiaries
Purchase of goods from subsidiaries
Commission received from a subsidiary
Interest received from subsidiaries
Rental received from a subsidiary
Management fees paid to subsidiaries
License fees paid to subsidiaries
137,139
17,196
1,905
39,618
600
5,840
17,716
188,965
16,127
1,722
32,356
600
5,390
21,017
119
120
(b)
2013
RM'000
Company
2014
2013
RM'000
RM'000
4,096
6,189
3,778
10,982
2,621
3,723
3,647
9,376
6,013
956
10,982
2,905
952
9,376
2,175
4,126
5,345
1,804
3,409
3,047
2,904
3,012
4,313
3,789
10,240
1,689
8,204
68,333
29,299
56,960
18,509
1,645
2,925
26,881
24,975
685
4,396
4,292
9,474
1,688
8,451
45,670
24,914
39,927
19,299
1,411
2,142
57,585
21,054
989
3,789
10,240
1,689
8,204
15
12,892
685
4,292
9,474
1,688
8,451
18
39,212
989
3,153
1,084
1,093
1,084
1,291
1,007
1,214
1,145
1,214
1,145
2,462
1,633
73,253
127,770
186,617
88,958
4,326
5,554
2013
RM'000
264,845
911,257
1,176,102
501,998
701,210
1,203,208
583
30,275
30,858
2,029
44,590
46,619
1,133
3,211
784,080
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
5,884
41,200
107,874
154,958
5,979
37,966
111,538
155,483
The Company has undertaken to provide financial support to certain subsidiaries to enable them to continue to
operate as going concerns.
Subsidiaries
PLANTATIONS
PENINSULAR MALAYSIA
Kulumpang Development Corporation
Sdn Bhd
Uni-Agro Multi Plantations Sdn Bhd
Betatechnic Sdn Bhd
Gunong Pertanian Sdn Bhd
KL-Kepong Edible Oils Sdn Bhd
Rubber Fibreboards Sdn Bhd
Taiko Plantations Sdn Bhd
Golden Complex Sdn Bhd
Jasachem Sdn Bhd
KL-Kepong Plantation Holdings
Sdn Bhd
Voray Holdings Ltd
The Kuala Pertang Syndicate Ltd
(In Members' Voluntary Liquidation)
Country Of
Incorporation
Principal
Country Of
Operation
Effective
Ownership
Interest and
Voting
Interest
Principal Activities
2014 2013
Malaysia
Malaysia
100
100
Plantation
Malaysia
Malaysia
Malaysia
Malaysia
51
100
51
100
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Plantation
Operating biogas capture
plants
Solvent extraction of palm oil
Refining of palm products
Manufacturing of fibre mat
Management of plantations
Investment holding
Investment holding
Investment holding
Hong Kong
England
Malaysia
Malaysia
55
100
Investment holding
Liquidated
121
122
Principal
Country Of
Operation
Effective
Ownership
Interest and
Voting
Interest
Principal Activities
2014 2013
Subsidiaries
Country Of
Incorporation
PLANTATIONS
SABAH
Bornion Estate Sdn Bhd
KL-Kepong (Sabah) Sdn Bhd
Sabah Cocoa Sdn Bhd
KLK Premier Oils Sdn Bhd
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
63
100
100
85
63
100
100
85
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
70
100
100
70
100
100
Plantation
Plantation
Plantation
Refining of palm products
and kernel crushing
Investment holding
Dormant
Dormant
Malaysia
Malaysia
Malaysia
Malaysia
85
-
85
100
Dormant
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Malaysia
Malaysia
100
Liquidated
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
Indonesia
95
62
95
92
95
90
60
92
80
90
90
95
65
100
95
95
62
95
92
95
90
60
92
80
90
90
95
65
100
95
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Plantation
Management of plantations
Bulking installation
123
Principal
Country Of
Operation
Effective
Ownership
Interest and
Voting
Interest
Principal Activities
2014 2013
Subsidiaries
Country Of
Incorporation
PLANTATIONS
SINGAPORE
Astra-KLK Pte Ltd #
Singapore
Singapore
51
51
Singapore
Singapore
Singapore
Singapore
Singapore
Singapore
Singapore
Singapore
51
100
100
100
51
100
100
100
People's
Republic
of China
People's
Republic
of China
People's
Republic
of China
People's
Republic
of China
33
37
Dormant
Papua New
Guinea
Papua New
Guinea
Papua New
Guinea
Papua New
Guinea
51
51
Plantation
51
51
Marine transportation
United
Kingdom
United
Kingdom
63
Investment holding
GUERNSEY
Equatorial Biofuels (Guernsey) Ltd
Guernsey
Guernsey
63
Investment holding
MAURITIUS
Liberian Palm Developments Ltd
EBF (Mauritius) Ltd
EPO (Mauritius) Ltd
Mauritius
Mauritius
Mauritius
Mauritius
Mauritius
Mauritius
82
82
82
Investment holding
Investment holding
Investment holding
Liberia
Liberia
Liberia
Liberia
Liberia
Liberia
82
82
82
Plantation
Plantation
Management of plantations
Liberia
Liberia
82
Dormant
MANUFACTURING
OLEOCHEMICALS
Palm-Oleo Sdn Bhd
Malaysia
Malaysia
80
80
Malaysia
Malaysia
80
80
Malaysia
Malaysia
80
80
Malaysia
Malaysia
80
80
UNITED KINGDOM
Equatorial Palm Oil Plc
LIBERIA
Liberia Forest Products Inc
LIBINC Oil Palm Inc
Equatorial Palm Oil (Liberia)
Incorporated
Liberian Agriculture Developments
Corporation
Manufacturing of
oleochemicals
Manufacturing of
oleochemicals
Manufacturing of soap
noodles
Manufacturing of industrial
amides
124
Principal
Country Of
Operation
Effective
Ownership
Interest and
Voting
Interest
Principal Activities
2014 2013
Subsidiaries
Country Of
Incorporation
MANUFACTURING
OLEOCHEMICALS
KL-Kepong Oleomas Sdn Bhd
Malaysia
Malaysia
96
96
Malaysia
Malaysia
100
100
Malaysia
Malaysia
96
96
Germany
Germany
100
100
People's
Republic
of China
People's
Republic
of China
People's
Republic
of China
People's
Republic
of China
100
100
100
100
Indonesia
Indonesia
100
100
Malaysia
People's
Republic
of China
Belgium
Malaysia
People's
Republic
of China
Belgium
100
100
100
100
100
TensaChem SA #
Malaysia
British Virgin
Islands
100
100
100
100
NON-IONIC SURFACTANTS
AND ESTERS
Dr. W. Kolb AG
Switzerland
Switzerland
100
100
Switzerland
Switzerland
100
100
Netherlands
Netherlands
100
100
Kolb Distribution BV
Netherlands
Netherlands
100
100
France
France
100
100
Germany
Germany
100
100
Switzerland
Italy
Switzerland
Italy
100
100
GLOVE PRODUCTS
KL-Kepong Rubber Products Sdn Bhd Malaysia
Malaysia
100
100
Malaysia
100
100
Malaysia
Manufacturing of fatty
alcohol and methyl esters
Manufacturing of palm oil
fatty acids products
Manufacturing of methyl
esters
Manufacturing of fatty acids
and glycerine
Manufacturing of fatty acids,
glycerine, soap noodles
and soap bars
Manufacturing of detergents,
auxiliary materials for
detergents and cosmetics
and investment holding
Manufacturing of basic
organic chemicals from
agricultural products
Trading in commodities
Trading and distribution of
oleochemicals
Manufacturing of alcohol
ether sulphates, alcohol
sulphates and sulphonic
acids
Investment holding
Investment holding
Manufacturing of non-ionic
surfactants and esters
Distribution of non-ionic
surfactants and esters
Manufacturing of non-ionic
surfactants and esters
Distribution of non-ionic
surfactants and esters
Distribution of non-ionic
surfactants and esters
Distribution of non-ionic
surfactants and esters
Investment holding
Liquidated
Manufacturing of household
latex gloves
Trading of household
latex gloves
Principal
Country Of
Operation
Effective
Ownership
Interest and
Voting
Interest
Principal Activities
2014 2013
Subsidiaries
Country Of
Incorporation
MANUFACTURING
PARQUET FLOORING
B.K.B. Hevea Products Sdn Bhd
Malaysia
Malaysia
100
100
Malaysia
France
Malaysia
France
100
-
100
100
Manufacturing of parquet
flooring products
Dormant
Liquidated
British Virgin
Islands
England
British Virgin
Islands
England
100
100
Investment holding
100
100
Dormant
NUTRACEUTICAL, COSMETOCEUTICAL
& PHARMACEUTICAL PRODUCTS
Davos Life Science Pte Ltd
Singapore
Singapore
100
100
Singapore
Singapore
100
100
Singapore
Singapore
100
100
Malaysia
Malaysia
51
51
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Investment holding
Dormant
Property development
Operating holiday bungalows
Property development
Property development
Property development
Malaysia
Malaysia
100
100
Property management
Malaysia
Malaysia
100
100
Investment holding
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
80
100
60
100
80
100
100
Property development
Property development
Property development
Property development
PROPERTIES
Austerfield Corporation Sdn Bhd
Brecon Holdings Sdn Bhd
Colville Holdings Sdn Bhd
KL-K Holiday Bungalows Sdn Bhd
KL-Kepong Complex Sdn Bhd
KL-Kepong Country Homes Sdn Bhd
KL-Kepong Property Development
Sdn Bhd
KL-Kepong Property Management
Sdn Bhd
KLK Land Sdn Bhd
(formerly known as KL-Kepong
Property Holdings Sdn Bhd)
Kompleks Tanjong Malim Sdn Bhd
Palermo Corporation Sdn Bhd
Scope Energy Sdn Bhd
Selasih Ikhtisas Sdn Bhd
125
126
Subsidiaries
INVESTMENT HOLDING
Ablington Holdings Sdn Bhd
Draw Fields Sdn Bhd
KL-Kepong Equity Holdings Sdn Bhd
Ladang Perbadanan-Fima Bhd
Ortona Enterprise Sdn Bhd
Quarry Lane Sdn Bhd
Richinstock Sawmill Sdn Bhd
KL-Kepong International Ltd
KLKI Holdings Ltd
Kuala Lumpur-Kepong Investments
Ltd
Kersten Holdings Ltd
OTHERS
Somerset Cuisine Ltd
KLK Farms Pty Ltd #
KLK Assurance (Labuan) Ltd
KLK Capital Resources (L) Ltd
KLK Global Resourcing Sdn Bhd
Country Of
Incorporation
Principal
Country Of
Operation
Effective
Ownership
Interest and
Voting
Interest
Principal Activities
2014 2013
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Cayman
Islands
England
England
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Malaysia
Cayman
Islands
England
Malaysia
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
Investment holding
Investment holding
Investment holding
Dormant
Money lending
Investment holding
Investment holding
Investment holding
100
100
100
100
Investment holding
Investment holding
British Virgin
Islands
British Virgin
Islands
100
100
Investment holding
England
Australia
Malaysia
Malaysia
Malaysia
England
Australia
Malaysia
Malaysia
Malaysia
100
100
100
100
100
100
100
100
100
100
Manufacturing of jams
Cereal and sheep farming
Offshore captive insurance
Dormant
Dormant
Malaysia
50.0
Malaysia
People's Republic of China
Hong Kong
Pakistan
Malaysia
Malaysia
Pakistan
40.0
45.0
30.0
50.0
37.5
30.0
Malaysia
Japan
30.0
22.8
25.0
(b)
Acquisitions of subsidiaries
(i)
On 11 November 2013, the Group completed the acquisitions of the following:
- 50.0% equity interest in Liberian Palm Developments Ltd ("LPD") for a cash consideration equivalent to
RM56,227,000; and
- 20.1% equity interest in Equatorial Palm Oil Plc ("EPO") for a cash consideration equivalent to RM10,494,000.
LPD is a company incorporated in Mauritius and is engaged in the oil palm plantations business in Liberia West
Africa through its subsidiaries.
EPO is a company listed on the Alternative Investment Market of the London Stock Exchange and is engaged in
the business of oil palm plantations in Liberia via its 50.0% equity interest in LPD.
On date of acquisition, the Group's effective ownership interest and voting interest in EPO and LPD were 20.1%
and 60.1% respectively. Subsequently, the Group had increased its effective ownership interest and voting
interest in EPO and LPD to 62.9% and 81.5% respectively. Both EPO and LPD are recognised as subsidiaries
of the Group as at 30 September 2014.
The acquisitions of shares in EPO and LPD are in line with the Company's strategy to expand its plantation
landbank outside Malaysia and Indonesia, for geographical diversification into the West African region where
there is a net deficit of edible oils. LPD's concession land is also agronomically suitable and located within 50
km of deep water ports.
The recognised amounts of assets acquired and liabilities assumed at the date of acquisition were:
RM'000
Property, plant and equipment
Prepaid lease payments
Biological assets
Inventories
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Deferred tax liabilities
Total identifiable net assets
28,115
72,447
41,664
24,256
30,844
158
(38,260)
(4,308)
154,916
RM'000
66,722
72,347
(154,916)
(15,847)
The negative goodwill was derived from the excess of fair value of identifiable net assets over the purchase
consideration.
RM'000
Purchase consideration settled in cash and cash equivalents
Cash and cash equivalents acquired
Net cash outflow arising from acquisition of a subsidiary
66,722
(158)
66,564
The Group incurred acquisition-related costs of RM1.973 million related to external legal fees and due diligence
costs which have been included in other operating expenses in profit or loss.
In the 11 months to 30 September 2014, the subsidiaries contributed revenue of RM1.575 million and loss of
RM21.947 million. If the acquisition had occurred on 1 October 2013, management estimates that consolidated
revenue would have been RM11.130 billion and consolidated profit for the financial year would have been
RM1.031 billion.
On 26 November 2013, EPO had issued 153,817,648 new ordinary shares of 1 pence each ("the Subscription
Shares") under its existing share capital authorities. The Group, being a significant shareholder of EPO, had
subscribed for the Subscription Shares for a total consideration of RM40.310 million ("the Subscription") in order
to consolidate its control of both EPO and LPD.
127
128
Following the completion of the Subscription, the Group held 54.8% of EPO's enlarged issued share capital and
the Group's effective interest in LPD was 77.4%.
As the Group's interest in EPO increased to 54.8%, the Group has made a mandatory cash offer to acquire all of
the shares in EPO that it did not already own, at a price of 5 pence per ordinary share pursuant to Rule 9.1 of the
United Kingdom City Code on Takeover and Mergers. The Group received valid acceptances in all respects of
29,881,063 EPO shares representing 8.4% of the issued share capital of EPO. After the completion of the
mandatory cash offer, the Group's shareholding in EPO increased to 63.2% and its effective interest in LPD
increased to 81.6%.
On 23 April 2014, EPO issued 1.95 million new ordinary shares to non-controlling interests, reducing the Group's
effective ownership interest in EPO from 63.2% to 62.9% and its effective ownership interest in LPD reduced
from 81.6% to 81.5%.
The carrying amount of the net assets of EPO and LPD after the Subscription, mandatory cash offer and
issuance of shares to non-controlling interests was RM195,734,000. The Group recognised a decrease in noncontrolling interests of RM24,154,000 and an increase in retained earnings of RM16,116,000.
The effect of changes in the equity interest in EPO and LPD that is attributable to owners of the Company is
summarised below:
RM'000
Equity interest in EPO and LPD at date of acquisition
Effect of increase in Group's ownership interest
Share of comprehensive income
Equity interest in EPO and LPD at 30 September 2014
(ii)
66,720
64,464
(13,860)
117,324
On 30 September 2014, the Company had completed the acquisition of 100% equity interest in TensaChem SA
("TensaChem") for a cash consideration of RM72,950,000.
TensaChem is a company incorporated in Belgium and manufactures alcohol ether sulphates, alcohol sulphates
and sulphonic acids. The acquisition will result in positive synergies for the Group's oleochemical operations in
Europe and extend the value chain of the oleochemical division's business.
The recognised amounts of assets acquired and liabilities assumed at the date of acquisition were:
RM'000
Property, plant and equipment
Inventories
Trade and other receivables
Cash and cash equivalent
Trade and other payables
Tax payable
Borrowings
Deferred income
Deferred tax liabilities
Total identifiable net assets
83,971
14,826
52,019
7,428
(66,414)
(427)
(2,752)
(3,059)
(12,642)
72,950
RM'000
72,950
(72,950)
-
RM'000
Purchase consideration settled in cash and cash equivalents
Cash and cash equivalents acquired
Net cash outflow arising from acquisition of a subsidiary
72,950
(7,428)
65,522
The Group incurred acquisition-related costs of RM1.029 million related to external legal fees and due diligence
costs which have been included in other operating expenses in profit or loss.
If the acquisition had occurred on 1 October 2013, management estimates that consolidated revenue would
have been RM11.492 billion and consolidated profit for the financial year would have been RM1.034 billion.
(iii)
(c)
Disposal of a subsidiary
On 14 May 2014, the Company entered into a conditional share sale and purchase agreement to dispose of its 55%
equity interest in Voray Holdings Ltd ("Voray") for a cash consideration of RM11,523,000. The disposal was
completed in June 2014 and Voray had ceased to be a subsidiary of the Company.
The disposal of Voray allowed the Company to exit from a non-core business and would enable the Company and its
management to focus and harness the potential of its core plantations and oleochemical businesses where the
returns are significantly higher.
The effect of disposal of shares in Voray on the financial position of the Group is summarised below:
RM'000
Property, plant and equipment
Prepaid lease payments
Inventories
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Borrowings - bank overdraft
Total identifiable net assets
Non-controlling interests
Surplus on disposal of shares in a subsidiary
Total sale consideration
Less: Cash and cash equivalents of a subsidiary disposed
Cash inflow on disposal of shares in a subsidiary
(d)
10,021
7,111
4,545
6,737
13,821
(8,102)
(3,357)
30,776
(21,657)
9,119
2,404
11,523
(10,464)
1,059
129
130
Cultivation and processing of palm and rubber products and refining of palm products
Manufacturing
Property development
Investment holding
Placement of deposits with licensed banks, investment in fixed income trust funds and
investment in quoted and unquoted corporations
Others
The accounting policies of the reportable segments are the same as described in Note 3.26.
Inter-segment pricing is determined based on negotiated terms in a manner similar to transactions with third parties.
Performance is measured based on segment profit before tax as included in the internal management reports that are
reviewed by the Group's Chief Executive Officer. Segment profit is used to measure performance as management
believes that such information is the most relevant in evaluating the results of certain segments relative to other
entities that operate with these industries.
Segment assets exclude tax assets.
Segment liabilities exclude tax liabilities.
131
(a)
Business segment
2014
Revenue
Sale to external customers
Inter-segment sales
Total revenue
Results
Operating results
Interest income
Finance costs
Share of profits of equity
accounted investees,
net of tax
Segment results
Plantation
RM'000
Manufacturing
RM'000
Property
Development
RM'000
Investment
Holding
RM'000
Others
RM'000
Elimination
RM'000
Consolidated
RM'000
5,234,930
400,127
5,635,057
5,634,338
244
5,634,582
117,063
117,063
78,799
31,402
110,201
64,843
21,122
85,965
(452,895)
(452,895)
11,129,973
11,129,973
1,006,464
815
(3,089)
288,077
3,253
(16,700)
45,672
143
-
33,662
49,762
(69,922)
21,279
412
(15,940)
(18,276)
18,276
7,256
1,011,446
162
274,792
498
46,313
13,502
(2,038)
3,713
Corporate expense
Profit before taxation
Tax expense
Profit for the year
Assets
Operating assets
Associates
Segment assets
Other information
Depreciation of property,
plant and equipment
Amortisation of leasehold
land
Amortisation of prepaid
lease payments
Amortisation of biological
assets
Non-cash expenses
Property, plant and
equipment written off
Retirement benefits
provision
Amortisation of
intangible assets
Impairment loss
- property, plant and
equipment
- prepaid lease payments
- goodwill
Negative goodwill
derecognised (included
under corporate expense)
5,878
1,349,766
(32,069)
1,317,697
(285,003)
1,032,694
5,190,956
69,471
5,260,427
4,993,494
4,264
4,997,758
468,004
56,883
524,887
1,552,064
1,552,064
359,372
42,034
401,406
Unallocated assets
Total assets
Liabilities
Segment liabilities
Unallocated liabilities
Total liabilities
1,395,154
36,109
(87,375)
12,563,890
172,652
12,736,542
151,059
12,887,601
1,015,499
1,625,945
56,377
1,679,969
7,423
4,385,213
319,189
4,704,402
137,755
131,852
484
193
7,396
277,680
2,747
261
24
3,032
4,420
727
5,147
46,320
46,320
1,066
329
1,395
24,120
12,972
37,092
3,653
3,653
19,760
2,674
424
-
424
19,760
2,674
(15,847)
132
2013
Revenue
Sale to external customers
Inter-segment sales
Total revenue
Results
Operating results
Interest income
Finance costs
Share of profits of equity
accounted investees,
net of tax
Segment results
Plantation
RM'000
Manufacturing
RM'000
Property
Development
RM'000
4,130,774
148,169
4,278,943
4,696,734
793
4,697,527
208,589
208,589
780,493
671
(328)
329,275
2,860
(12,220)
10,315
791,151
422
320,337
Investment
Holding
RM'000
Others
RM'000
Elimination
RM'000
Consolidated
RM'000
79,750
9,527
89,277
31,478
24,336
55,814
(182,825)
(182,825)
9,147,325
9,147,325
80,807
125
-
59,117
34,632
(69,909)
(9,065)
602
(7,972)
(9,527)
9,527
1,240,627
29,363
(80,902)
2,695
83,627
23,840
(16,435)
13,432
1,202,520
Corporate expense
Profit before taxation
Tax expense
Profit for the year
Assets
Operating assets
Associates
Segment assets
(2,753)
1,199,767
(232,797)
966,970
4,504,475
73,559
4,578,034
4,608,267
4,169
4,612,436
399,715
21,085
420,800
1,676,292
1,676,292
291,180
13,664
304,844
Unallocated assets
Total assets
Liabilities
Segment liabilities
Unallocated liabilities
Total liabilities
Other information
Depreciation of property,
plant and equipment
Amortisation of leasehold
land
Amortisation of prepaid
lease payments
Amortisation of biological
assets
Non-cash expenses
Property, plant and
equipment written off
Retirement benefits
provision
Amortisation of
intangible assets
Impairment loss
- property, plant and
equipment
- goodwill
- intangible assets
Reversal of impairment
of property, plant and
equipment
Write back of retirement
benefits provision
11,479,929
112,477
11,592,406
155,500
11,747,906
412,018
1,163,627
28,542
1,906,652
4,610
3,515,449
279,217
3,794,666
116,457
115,591
365
5,401
237,814
2,730
261
23
3,014
3,781
740
4,521
38,097
38,097
319
610
929
16,442
12,614
29,056
3,410
3,410
840
-
5,663
177
442
6,503
177
442
(1,813)
(1,813)
(13,773)
(13,773)
Additions to non-current assets, other than financial instruments (including investment in associates) and deferred tax
assets, are as follows:
Property
Investment
Holding
Others
Total
Plantation Manufacturing Development
RM'000
RM'000
RM'000
RM'000 RM'000
RM'000
2014
Capital expenditure
Land held for property development
Intangible assets
2013
Capital expenditure
Land held for property development
Goodwill on consolidation
Intangible assets
(b)
519,418
519,418
383,235
191
383,426
914
898
1,812
21
21
85,631 989,219
898
191
85,631 990,308
410,101
3,627
413,728
452,596
781
453,377
2,122
4,370
6,492
7
7
123,211 988,037
4,370
3,627
781
123,211 996,815
Geographical segments
In presenting information on the basis of geographical segments, segment revenue is based on geographical
location of customers. Segment assets are based on the geographical location of the assets. The amounts of
non-current assets do not include financial instruments (including investment in associates) and deferred tax
assets.
(i)
Malaysia
Far East
Middle East
South East Asia
Southern Asia
Europe
North America
South America
Australia
Africa
Others
(ii)
2013
RM'000
2,080,151
2,621,778
194,499
2,051,174
651,756
2,571,431
451,186
54,076
72,880
84,344
296,698
11,129,973
2,180,814
1,374,649
188,014
2,003,975
576,625
2,108,478
292,947
48,335
59,089
66,038
248,361
9,147,325
Non-current assets other than financial instruments (including investment in associates) and deferred tax
assets and additions to capital expenditure by geographical location of assets
Additions to
Non-current Assets
Capital Expenditure
2014
2013
2014
2013
RM'000
RM'000
RM'000
RM'000
Malaysia
Indonesia
Australia
People's Republic of China
Europe
Liberia
Others
(c)
2014
RM'000
3,574,129
1,927,662
274,855
218,467
836,005
194,034
47,524
7,072,676
3,367,533
1,702,810
214,845
231,935
781,419
65,031
6,363,573
343,263
425,010
81,754
19,477
59,745
53,234
6,736
989,219
There is no single customer with revenue equal or more than 10% of the Group revenue.
290,611
386,420
123,086
35,491
146,260
6,169
988,037
133
134
Group
2014
Financial assets
Available-for-sale investments
Trade receivables
Other receivables, net of prepayments
Derivative financial assets
Short term funds
Cash, deposits and bank balances
Financial liabilities
Borrowings
Trade payables
Other payables
Derivative financial liabilities
2013
Financial assets
Available-for-sale investments
Trade receivables
Other receivables, net of prepayments
Derivative financial assets
Short term funds
Cash, deposits and bank balances
Financial liabilities
Borrowings
Trade payables
Other payables
Derivative financial liabilities
Company
2014
Financial assets
Available-for-sale investments
Trade receivables
Other receivables, net of prepayments
Amount owing by subsidiaries
Derivative financial assets
Short term funds
Cash, deposits and bank balances
Financial liabilities
Borrowings
Trade payables
Other payables
Amount owing to subsidiaries
Derivative financial liabilities
Carrying
Amounts
RM'000
L&R
RM'000
FVTPL
RM'000
AFS
RM'000
FL
RM'000
884,014
1,002,081
629,134
76,585
439,332
856,445
3,887,591
1,002,081
629,134
856,445
2,487,660
76,585
439,332
515,917
884,014
884,014
2,910,416
393,332
606,124
87,226
3,997,098
87,226
87,226
2,910,416
393,332
606,124
3,909,872
889,422
867,081
400,825
14,158
796,558
960,376
3,928,420
867,081
400,825
960,376
2,228,282
14,158
796,558
810,716
889,422
889,422
2,335,352
362,701
459,425
19,774
3,177,252
19,774
19,774
2,335,352
362,701
459,425
3,157,478
286,531
31,375
39,673
1,066,361
1,869
279,113
73,514
1,778,436
31,375
39,673
1,066,361
73,514
1,210,923
1,869
279,113
280,982
286,531
286,531
1,600,000
4,649
179,090
205,130
991
1,989,860
991
991
1,600,000
4,649
179,090
205,130
1,988,869
Company
2013
Financial assets
Available-for-sale investments
Trade receivables
Other receivables, net of prepayments
Amount owing by subsidiaries
Derivative financial assets
Short term funds
Cash, deposits and bank balances
Financial liabilities
Borrowings
Trade payables
Other payables
Amount owing to subsidiaries
Derivative financial liabilities
(b)
Carrying
Amounts
RM'000
L&R
RM'000
FVTPL
RM'000
AFS
RM'000
FL
RM'000
319,178
50,842
17,992
1,017,481
254
401,298
59,673
1,866,718
50,842
17,992
1,017,481
59,673
1,145,988
254
401,298
401,552
319,178
319,178
1,600,000
5,169
82,482
418,120
541
2,106,312
541
541
1,600,000
5,169
82,482
418,120
2,105,771
2013
RM'000
(7,039)
(6,350)
(80,129)
11,416
(68,713)
48,664
(103,850)
(130,938)
292,192
2,137
294,329
27,917
(91,976)
223,920
Company
2014
2013
RM'000
RM'000
504
(32,647)
(32,647)
(32,143)
(287)
110,830
110,830
110,543
(c)
(d)
Credit risk
Credit risk is the risk of a financial loss to the Group if a customer or counterparty to a financial instrument fails
to meet its contractual obligations. The Group's exposure to credit risk arises principally from its receivables
from customers and investment securities and derivative assets used for hedging. The Company's exposure to
credit risk arises principally from loans and advances to subsidiaries and financial guarantees given to banks for
credit facilities granted to subsidiaries.
(i)
Receivables
Risk management objectives, policies and processes for managing the risk
Management has a credit policy in place and exposure to credit risk is monitored on an on-going basis.
Credit worthiness review is regularly performed for new customers and existing customers who trade on
credit, to mitigate exposure on credit risk. Where appropriate, the Group requires its customers to provide
collateral before approvals are given to trade on credit.
Exposure to credit risk, credit quality and collateral
As at the end of the reporting period, the maximum exposure to credit risk arising from receivables is
represented by the carrying amounts in the statement of financial position.
135
136
Management has taken reasonable steps to ensure that receivables that are neither past due nor impaired
are stated at their realisable values. A significant portion of these receivables are regular customers that
have been transacting with the Group. The Group uses ageing analysis to monitor the credit quality of the
receivables. Any receivables having significant balances past due the agreed credit periods, which are
deemed to have higher credit risk, are monitored individually.
None of the receivables are secured by financial guarantees given by banks, shareholders or directors of
the customers.
The exposure of credit risk for trade receivables as at end of the reporting period by business segment was:
Group
2014
RM'000
Plantation
Manufacturing
Property development
Others
(ii)
183,574
774,020
41,334
3,153
1,002,081
2013
RM'000
214,166
615,531
34,350
3,034
867,081
Company
2014
2013
RM'000
RM'000
31,375
31,375
50,842
50,842
(e)
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The
Group's exposure to liquidity risk arises principally from its various payables, loans and borrowings.
The Group maintains sufficient levels of cash or cash equivalents and adequate amounts of credit facilities to
meet its working capital requirements. In addition, the Group strives to maintain flexibility in funding by keeping
its credit lines available at a reasonable level. As far as possible, the Group raises funding from financial
institutions and prudently balances its portfolio with some short and long term funding so as to achieve overall
cost effectiveness.
The table below summarises the maturity profile of the Group's and the Company's financial liabilities as at end
of the reporting period based on undiscounted contractual payments:
Carrying
Amounts
RM'000
Group
2014
Borrowings
Trade payables
Other payables
Derivative financial liabilities
2013
Borrowings
Trade payables
Other payables
Derivative financial liabilities
Less
Contractual
More
than
2-5
Interest/
than
1-2
Contractual
years
Coupon Rate Cash Flows 1 year
years
5 years
RM'000
RM'000 RM'000 RM'000 RM'000
Company
2014
1,600,000 3.88% to 4.65% 1,974,268
Borrowings
Trade payables
4,649
4,649
Other payables
179,090
179,090
Derivative financial liabilities
991
991
Amounts owing to subsidiaries 205,130
205,130
1,989,860
2,364,128
2013
Borrowings
1,600,000 3.88% to 4.65% 1,998,008
Trade payables
5,169
5,169
Other payables
82,482
82,482
Derivative financial liabilities
541
541
Amounts owing to subsidiaries 418,120
418,120
2,106,312
2,504,320
(f)
65,590
4,649
179,090
991
205,130
455,450
357,258
5,169
82,482
541
418,120
863,570
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and other
prices will affect the Group's financial position or cash flows.
(i)
137
138
Group
2014
Trade and other receivables
Cash and cash equivalents
Borrowings
Trade and other payables
Forward exchange contracts
Exposure in the statement of financial position
96
10,983
11,079
5,844
13,799
(81)
19,562
3
3
2013
360,440 13,390 235,406
Trade and other receivables
46,081 23,059 19,462
Cash and cash equivalents
(196,493) (142,487) (17,622)
Borrowings
(43,421)
(577) (108,186)
Trade and other payables
(13,459)
(2,751)
Forward exchange contracts
Exposure in the statement of financial position 153,148 (106,615) 126,309
45,695
(62)
45,633
7
31,571
(75)
31,503
28,364
1
28,365
Company
2014
Trade and other receivables
6,970
4,050
Cash and cash equivalents
14,100
30
Amounts owing by subsidiaries
96,926 166,176
Trade and other payables
Forward exchange contracts
(514)
Exposure in the statement of financial position 117,482 170,256
2013
Trade and other receivables
Cash and cash equivalents
Amounts owing by subsidiaries
Forward exchange contracts
Exposure in the statement of financial position
7,537
39
74,694 283,680
(5,853)
76,378 283,719
10,499
1,756
12,255
25,685
25,685
32,174
3,214
10,268
4,451
37
41
14,217 103,518 220,674 223,085
(287)
56,372 111,183 220,711 223,126
26,147
1,547
27,694
13,951
13,951
2014
Equity
Profit/(Loss)
RM'000
RM'000
Company
Functional currency/Foreign currency
RM/GBP
RM/Euro
RM/USD
RM/SGD
RM/AUD
RM/PGK
(8,462)
(4,017)
(4,463)
(482)
(14,185)
(1,284)
(14,309)
-
2013
Profit/(Loss)
Equity
RM'000
RM'000
(5,463)
(11,035)
(2,126)
(1,058)
(11,156)
(698)
(15,941)
-
A 5% weakening of the functional currencies of the Group entities against the foreign currencies at the end
of the reporting period would have equal but opposite effect on profit after tax and equity.
(ii)
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
1,074,824
(2,032,117)
(957,293)
1,473,598
(1,934,386)
(460,788)
349,941
(1,600,000)
(1,250,059)
457,175
(1,600,000)
(1,142,825)
92,602
(878,299)
(785,697)
73,219
(400,966)
(327,747)
139
140
(3,435)
3,435
2013
Profit/(Loss)
Equity
RM'000
RM'000
(1,547)
1,547
As the Company did not have any floating rate instruments as at 30 September 2014 and 30 September
2013, a change in interest rates would not have any impact to the profit after tax and equity of the
Company.
(iii) Equity price risk
Equity price risk arises from the Group's investments in equity securities.
Risk management objectives, policies and processes for managing the risk
Management of the Group monitors the equity investments on a portfolio basis. Material investments
within the portfolio are managed on an individual basis and all buy and sell decisions are approved by the
Risk Management Committee of the Group.
Equity price risk sensitivity analysis
The analysis assumes that all other variables remain constant.
A 5% higher in equity prices at the end of the reporting period would have increased the Group's and the
Company's equity by RM40,219,000 (2013: RM44,175,000) and RM14,309,000 (2013: RM15,941,000)
respectively. A 5% lower in equity prices would have equal but opposite effect on equity.
(iv) Commodity price risk
The Group is exposed to price fluctuation risk on commodities mainly of palm oil and rubber.
Risk management objectives, policy and processes for managing the risk
The prices of these commodities are subject to fluctuations due to uncontrollable factors such as weather,
global demand and global production of similar and competitive crops. The Group mitigates the risk to the
price volatility through hedging in the futures market and where deemed prudent, the Group sells forward in
the physical market.
Commodity price risk sensitivity analysis
A 5% increase/(decrease) of the commodities price at the end of the reporting period, with all other
variables held constant, would have increased/(decreased) profit after tax and equity by the amounts
shown below:
2014
Equity
Profit/(Loss)
RM'000
RM'000
2013
Profit/(Loss)
Equity
RM'000
RM'000
Group
5% increase in commodities prices
5% decrease in commodities prices
2,722
(2,722)
(16,046)
16,046
Company
5% increase in commodities prices
5% decrease in commodities prices
(3,838)
3,838
(g)
Group
Quoted shares
Short term funds
Derivative financial instruments
Forward foreign exchange contracts
Commodities future contracts
Put option to sell shares in an
available-for-sale investment
Borrowings
Company
Quoted shares
Short term funds
Amount owing by subsidiaries
Derivative financial instruments
Forward foreign exchange contracts
Commodities future contracts
Borrowings
Amount owing to subsidiaries
Carrying
Amounts
RM'000
2013
Fair Value
RM'000
Carrying
Amounts
RM'000
Fair Value
RM'000
882,343
439,332
882,343
439,332
888,562
796,558
888,562
796,558
(11,320)
679
(11,320)
679
(16,198)
4,556
(16,198)
4,556
(2,910,416)
(2,910,416)
6,026
(2,335,352)
6,026
(2,335,352)
286,172
279,113
1,066,361
286,172
279,113
1,066,361
318,819
401,298
1,017,481
318,819
401,298
1,017,481
(514)
1,392
(1,600,000)
(205,130)
(514)
1,392
(1,600,000)
(205,130)
(287)
(1,600,000)
(418,120)
(287)
(1,600,000)
(418,120)
The following summarises the methods used in determining the fair value of financial instruments reflected in
the above table.
Investments in quoted shares
The fair value of investments that are quoted in an active market are determined by reference to their quoted
closing bid price at the end of the reporting period.
Derivatives
The fair value of forward foreign exchange contracts and commodities future contracts is based on their quoted
price at the end of the reporting period.
Non-derivative financial liabilities
Fair value, which is determined for disclosure purposes, is calculated based on the present value of future
principal and interest cash flows, discounted at the market rate of interest at the end of the reporting period.
The interest rates used by the Group and the Company to discount estimated cash flows to determine the fair
value of borrowings were 0.60% to 4.65% (2013: 0.86% to 6.60%) and 3.88% to 4.65% (2013: 3.88% to
4.65%) respectively.
141
142
(h)
Group
2014
Quoted shares
Short term funds
Derivative financial instruments
Forward foreign exchange contracts
Commodities future contracts
2013
Quoted shares
Short term funds
Derivative financial instruments
Forward foreign exchange contracts
Commodities future contracts
Put option to sell shares in an
available-for-sale investment
Company
2014
Quoted shares
Short term funds
Derivative financial instruments
Forward foreign exchange contracts
Commodities future contracts
2013
Quoted shares
Short term funds
Derivative financial instruments
Forward foreign exchange contracts
Level 1
RM'000
Level 2
RM'000
Level 3
RM'000
Total
RM'000
882,343
-
439,332
882,343
439,332
679
883,022
(11,320)
428,012
(11,320)
679
1,311,034
888,562
-
796,558
888,562
796,558
4,556
(16,198)
-
(16,198)
4,556
893,118
6,026
786,386
6,026
1,679,504
286,172
-
279,113
286,172
279,113
1,392
287,564
(514)
278,599
(514)
1,392
566,163
318,819
-
401,298
318,819
401,298
318,819
(287)
401,011
(287)
719,830
2013
RM'000
2,910,416
(1,295,777)
1,614,639
2,335,352
(1,756,934)
578,418
7,751,707
7,533,780
0.21
0.08
Under the requirement of Bursa Malaysia Practice Note No. 17/2005, the Company is required to maintain a
consolidated shareholders' equity equal to or not less than the 25% of the issued and paid-up capital (excluding
treasury shares) and such shareholders' equity is not less than RM40 million. The Company has complied with this
requirement.
The Group is required to maintain the debt-to-equity ratio at not more than one time throughout the tenure of the
Sukuk Ijarah Islamic Commercial Paper and Medium Term Notes Programmes (Note 34).
45. EVENTS SUBSEQUENT TO REPORTING DATE
(a) KL-Kepong Plantation Holdings Sdn Bhd, a wholly-owned subsidiary of the Company, had on 10 November
2014 entered into a Joint Venture Agreement with PT Astra Agro Lestari Tbk ("PT Astra Agro"), whereby PT
Astra Agro will be a 50% shareholder in PT Kreasijaya Adhikarya ("PT Kreasijaya") through the subscription of
new shares in PT Kreasijaya ("Proposed Transaction"). PT Kreasijaya is a 95% subsidiary of the Group. With
the entry of PT Astra Agro as a 50% shareholder in PT Kreasijaya, PT Kreasijaya shall cease to be a subsidiary
of the Group.
The Proposed Transaction is conditional on the fulfilment of various conditions within 3 months from the date of
the Joint Venture Agreement and is expected to be completed in the first quarter of calendar year 2015.
The dilution of the Group's equity interest to 50% with a loss of control in PT Kreasijaya is considered as a
deemed disposal of shares in a subsidiary and the surplus on disposal will be recognised in profit or loss.
The effect of the deemed disposal of shares in PT Kreasijaya on the financial position of the Group is
summarised below:
RM'000
Property, plant and equipment
Prepaid lease payment
Deferred tax assets
Inventories
Other receivables
Cash and cash equivalents
Other payables
Provision for retirement benefits
Total identifiable net liabilities
Surplus on deemed disposal of shares in a subsidiary
Dilution of net assets in a subsidiary
Cash outflow on deemed disposal of a subsidiary
113,479
29
7,437
47,037
35,253
9,217
(212,940)
(173)
(661)
10,418
9,757
(9,217)
The Proposed Transaction is to leverage synergies from both parties' expertise. The Group will bring in its
downstream expertise and PT Astra Agro will provide its local market insight to supply sourcing as well as
significant supply of its good quality raw materials.
143
144
(b)
KL-Kepong Plantation Holdings Sdn Bhd, a wholly-owned subsidiary of the Company, had on 21 November
2014 entered into a Conditional Share Subscription Agreement ("CSSA") to subscribe for 50,400 shares of
Rp1.0 million each, representing a 63% equity interest in PT Perindustrian Sawit Synergi ("PSS"), for a total cash
consideration of Rp50.4 billion or equivalent to approximately RM13.8 million ("Proposed Transaction"). The
remaining 32% and 3% equity interest in PSS will be held by Gunaria Sdn Bhd, a wholly-owned subsidiary of
IJM Plantations Bhd, and Mujib Moosa Modak respectively.
PSS was incorporated in Indonesia on 11 August 2014 and is currently a dormant company. The parties to the
Proposed Transaction will collaborate via PSS to establish a palm oil refinery and other downstream businesses
at a site in East Kalimantan, Indonesia.
The completion of the Proposed Transaction is subject to the fulfillment of various conditions within 12 months
from the date of the CSSA which is expected in the last quarter of calendar year 2015. Following the completion
of the Proposed Transaction, PSS shall become a subsidiary of the Group.
The Proposed Transaction is part of the Company's expansion strategy of its palm oil downstream businesses
in East Kalimantan, Indonesia.
(c)
The Company via its wholly-owned subsidiary, KLKI Holdings Ltd ("KLKIH"), had on 28 February 2014 entered
into an unconditional share sale and purchase agreement with Derfield Industries Ltd for KLKIH to dispose of
1,000 ordinary shares of GBP1 each in Somerset Cuisine Ltd representing an equity interest of 100% therein for
a consideration of GBP900,000.
The unconditional share sale and purchase agreement had been rescinded in November 2014 due to noncompletion.
Consolidation adjustments
Total retained earnings at 30 September
Company
2014
2013
RM'000
RM'000
2014
RM'000
2013
RM'000
6,240,146
(182,637)
6,057,509
5,897,307
(148,730)
5,748,577
2,538,045
6,297
2,544,342
2,184,689
29,888
2,214,577
61,452
32
61,484
6,118,993
(452,658)
5,666,335
59,591
(237)
59,354
5,807,931
(600,968)
5,206,963
2,544,342
2,544,342
2,214,577
2,214,577
The determination of realised and unrealised profits is based on the Guidance of 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, issued by the Malaysian Institute of Accountants on 20 December 2010.
145
146
DIRECTORS STATEMENT
In the opinion of the Directors, the financial statements set out on pages 72 to 144 are drawn up in accordance with the
Financial Reporting Standards and 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 30 September 2014 and of their financial performance and cash flows for
the year then ended.
In the opinion of the Directors, the information set out in Note 47 on page 145 to the financial statements has been
compiled in accordance with the Guidance on Special Matter No. 1 Determination of Realised and Unrealised Profits or
Losses in the Context of Disclosures Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, issued by the
Malaysian Institute of Accountants, and presented based on the format prescribed by Bursa Malaysia Securities Berhad.
On Behalf of the Board
R. M. ALIAS
(Chairman)
12 December 2014
STATUTORY DECLARATION
I, Fan Chee Kum, being the officer primarily responsible for the financial management of Kuala Lumpur Kepong Berhad, do
solemnly and sincerely declare that the financial statements set out on pages 72 to 145 are, to the best of my knowledge
and belief, 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 at Ipoh in the
State of Perak Darul Ridzuan this
12th day of December 2014.
Before me:
M. LOGANAYAGI P.P.T.
Commissioner for Oaths
Ipoh, Perak Darul Ridzuan,
Malaysia.
)
)
)
)
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 accounts and the auditors reports of all the subsidiaries of which we have not acted as
auditors, which are indicated in Note 41 to the financial statements. We have also considered the unaudited financial
statements of subsidiaries identified in Note 41 to the financial statements.
(c)
We are satisfied that the accounts of the subsidiaries that have been consolidated with the Companys financial
statements are in form and content appropriate and proper for the purposes of the preparation of the financial
statements of the Group and we have received satisfactory information and explanations required by us for those
purposes.
(d)
The audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse comment made
under Section 174(3) of the Act.
147
148
KPMG
Firm Number: AF-0758
Chartered Accountants
Ipoh
12 December 2014
GROUP
PROPERTIES &
SHAREHOLDINGS
Location of the Groups Plantation Operations ................. 150
Properties Held by the Group ............................................. 154
Share Price and Volume Traded ......................................... 160
Changes in Share Capital.................................................... 160
Shareholding Statistics........................................................ 161
149
150
MALAYSIA
LIBERIA
GEOGRAPHICAL
DISTRIBUTION
Peninsular Malaysia
68,920 ha
26%
Sabah
40,359 ha
15%
Indonesia
137,486 ha
51%
Liberia
21,018 ha
8%
Total
267,783 ha
INDONESIA
100%
151
152
IPOH
(Head Office)
KELANTAN
KEDAH
38
40
43A
39
2
3
43B
37
44
Lahad Datu
10
11
PERAK
Sandakan
SABAH
41
42
Tawau
9
8
35
5
4
13
14
SELANGOR
32
33
12
Kuala
Lumpur
18
NEGERI
SEMBILAN
34
20
PAHANG
36
15
19
17
16
26
23
28
21
29
22
25
30
JOHOR
27
24
31
MALAYSIA
Hectares
H
t
1
2
3
KEDAH
Pelam
Batu Lintang
Buntar
2,960
1,808
547
15
16
17
18
4
5
6
7
8
9
10
11
PERAK
Lekir
Changkat Chermin
Raja Hitam
Subur
Glenealy
Serapoh
Kuala Kangsar
Allagar
19
3,327
2,540
1,497
1,290
1,059
936
843
805
20
21
22
23
24
25
26
12
13
14
SELANGOR
Tuan Mee
Changkat Asa
Kerling
27
1,556
1,544
1,222
28
29
30
31
NEGERI SEMBILAN
Ayer Hitam
2,640
Batang Jelai
2,162
Jeram Padang
2,114
Kombok
1,915
Ulu Pedas
922
Gunong Pertanian
686
JOHOR
Landak
Kekayaan
Voules
Fraser
Paloh
New Pogoh
Sungei Penggeli
Ban Heng
Sungai Bekok
See Sun
KLK Edible Oils
32
33
34
35
36
37
4,451
4,436
2,977
2,929
2,003
1,560
942
631
625
589
5
38
39
40
41
SABAH
PAHANG
Sungei Kawang
Renjok
Tuan
Selborne
Kemasul
1,889
1,578
1,353
1,258
459
KELANTAN
Kuala Gris
Kerilla
Pasir Gajah
Sungai Sokor
Kuala Hau
2,429
2,176
2,107
1,603
547
TOTAL
68,920
42
TAWAU REGION
Jatika
Sigalong
Pangeran
Sri Kunak
Pang Burong
Pinang
Tundong
Ringlet
3,508
2,864
2,855
2,770
2,548
2,420
2,155
1,834
43
43A
Bornion
Segar Usaha
Tungku
Bukit Tabin
Rimmer
Sungai Silabukan
Lungmanis
KLK Premier Oils
43B
44
TOTAL
3,233
2,792
3,418
2,916
2,730
2,654
1,656
6
40,359
153
Tanjung Redeb
54
55
53
56
52
KALIMANTAN
TIMUR
Medan
57
58
59
51
Sampit
48
Pekanbaru
50
49
KALIMANTAN
TENGAH
SUMATRA
BELITUNG
Tanjung
Pandan
47
46
45
60
61
INDONESIA
LIBERIA
Hectares
Hectares
45
46
47
BELITUNG
Steelindo Wahana Perkasa
Parit Sembada
Alam Karya Sejahtera
LIBERIA
14,065
3,990
2,336
53
54
55
56
KALIMANTAN TIMUR
Jabontara Eka Karsa
14,086
Malindomas Perkebunan 7,971
Hutan Hijau Mas
7,317
Anugrah Surya Mandiri
2,682
60
61
Palm Bay
Butaw
TOTAL
13,007
8,011
21,018
SUMATRA
RIAU REGION
51
Mandau
Nilo
Sekarbumi Alamlestari
PT Kreasijaya Adhikarya
52
48
49
50
Tanjung Beringin
Gohor Lama
Bekiun
Maryke
Basilam
Tanjung Keliling
Padang Brahrang
Bukit Lawang
14,799
14,660
6,200
3
3,936
3,323
2,979
2,704
2,697
2,315
1,949
1,377
57
58
59
KALIMANTAN TENGAH
Karya Makmur Abadi
13,148
Mulia Agro Permai
9,056
Menteng Jaya Sawit
Perdana
5,893
TOTAL
137,486
Legend
154
Tenure
Year of
Expiry
Ladang Pelam
Kulim
Freehold
Freehold
Ladang Buntar
Serdang
Freehold
Freehold
Leasehold
2080
Location
Description
Age of
Buildings
Years
Carrying
Amounts
RM000
Year of
Acquisition/
Last
Revaluation
PLANTATIONS
MALAYSIA
Kedah
49,873
1986
1992
27,412
1986
13,804
1986
177,916
2008
109,453
2008
31
28
Perak
Ladang Lekir
Manjung
Ladang Changkat Chermin
Manjung
Ladang Raja Hitam
Manjung
Freehold
78,262
2008
Ladang Subur
Batu Kurau
Freehold
14,642
1986
Ladang Glenealy
Parit
Freehold
15,055
1992
Ladang Serapoh
Parit
Freehold
9,286
1979*
1992
Freehold
Leasehold
2896
6,017
1979*
Ladang Allagar
Trong
Freehold
Leasehold
2908
12,899
1986
Freehold
18,075
1979*
Freehold
17,491
1979*
Ladang Kerling
Kerling
Freehold
53,387
1979*
1985
2002
Freehold
38,617
1985
Freehold
32,801
1985
Freehold
31,134
1985
Ladang Kombok
Rantau
Freehold
31,965
1985
Freehold
17,539
1985
Selangor
41
34
39
Negeri Sembilan
25
25
Tenure
Year of
Expiry
Leasehold
2077
Ladang Landak
Paloh
Leasehold
Ladang Kekayaan
Paloh
Leasehold
Location
Titled
Area
Hectares
Description
Age of
Buildings
Years
Carrying
Amounts
RM000
Year of
Acquisition/
Last
Revaluation
9,508
1985
41,006
1979*
61,617
1979*
8
25,448
1979*
34,167
1979*
32,295
1979*
14,290
1979*
Johor
Ladang Voules
Segamat
Freehold
41
Ladang Fraser
Kulai
Freehold
Ladang Paloh
Paloh
Freehold
42
Freehold
Leased
property
2087
9,546
1988
Freehold
8,097
1979*
Freehold
7,945
1979*
Freehold
9,936
1984
Leasehold
2045
31
928
1985
Freehold
14,853
1979*
Ladang Renjok
Bentong
Freehold
15,962
1979*
Freehold
Leasehold
Between 2030
& 2057
10,117
1979*
Ladang Selborne
Padang Tengku, Kuala Lipis
Freehold
16,611
1992
Ladang Kemasul
Mengkarak
Freehold
1,037
1983
Freehold
29,822
1992
Ladang Kerilla
Tanah Merah
Freehold
27,678
1992
21,307
1981*
5 Renery
Pahang
Ladang Tuan
Bentong
45
Kelantan
Freehold
Leasehold
2907
14
39
33
155
156
Tenure
Year of
Expiry
Freehold
Freehold
Leasehold
Ladang Jatika
Location
Titled
Area
Hectares
Description
Age of
Buildings
Years
Carrying
Amounts
RM000
Year of
Acquisition/
Last
Revaluation
16,751
1992
2326
3,152
1980*
Leasehold
Between 2068
& 2083
46,311
1991
Ladang Sigalong
Leasehold
Between 2063
& 2079
25,983
1983
Ladang Pangeran
Leasehold
Between 2063
& 2080
42,244
1983
13
Leasehold
Between 2063
& 2076
33,538
1983
Leasehold
Between 2063
& 2080
32,922
1983
Ladang Pinang
Leasehold
Between 2067
& 2085
37,226
1983
Ladang Tundong
Leasehold
Between 2063
& 2073
24,616
1983
Leasehold
Between 2067
& 2080
15,409
1989
Ladang Tungku
Leasehold
2085
27,410
1991*
Ladang Bornion
Leasehold
2078
38,082
1992
16
Ladang Ringlet
27 & 31
Leasehold
2079
35,002
1993
Leasehold
2077
31,769
1990*
Ladang Rimmer
Leasehold
2085
24,069
1991*
18
31,610
1993
16,576
1991*
14,959
1998
5,983
2007
48,556
1994
14,778
2003
58,497
2010
Leasehold
2079
Ladang Lungmanis
Leasehold
2085
14
Leasehold
2066
Leasehold
2912
Hak Guna
Usaha
2020
Hak Guna
Usaha
2020
Izin Lokasi
11
7
5
INDONESIA
Belitung
15
1
Description
Age of
Buildings
Years
11
7
1
Tenure
Year of
Expiry
Hak Guna
Usaha
Between 2020
& 2075
Hak Guna
Usaha
Izin Lokasi
2083
Hak Guna
Usaha
2049
Leased
property
2016
Leased
property
2039
Leased
property
2039
Kebun Bekiun
Langkat
Leased
property
2039
Kebun Maryke
Langkat
Leased
property
2039
Kebun Basilam
Langkat
Leased
property
Location
Carrying
Amounts
RM000
Year of
Acquisition/
Last
Revaluation
Sumatra
Riau Region
Kebun Mandau
95,241
1996
88,930
1996
12,923
2005
77,829
2009
<1
3,996
1996
36,839
2009
45,326
2009
1,424
2009
41,211
2009
2039
35,116
2009
Leased
property
2039
35,048
2009
Leased
property
2039
9,590
2009
30
Leased
property
2039
19,040
2009
Hak Guna
Usaha
2033
147,532
2006
Kebun Malindomas
Perkebunan
Berau
Hak Guna
Usaha
2043
118,385
2007
Hak Guna
Usaha
103,627
6
2007
2009
Hak Guna
Usaha
2048
7,306
2012
Izin Lokasi
139,690
2007
Hak Guna
Usaha
2040
160,944
2006
Izin Lokasi
42,121
2007
Kebun Nilo
Kebun Sekarbumi
Alamlestari
PT Kreasijaya Adhikarya
12 & 3
18
3 Renery
36 & <1
Kalimantan Timur
Kalimantan Tengah
157
158
Carrying
Amounts
RM000
Year of
Acquisition/
Last
Revaluation
Tenure
Year of
Expiry
Leasehold
2057
125,706
2013
Butaw Estate
Sinoe County
Leasehold
2057
51,499
2013
KL-Kepong Oleomas
Klang, Selangor
Leasehold
2097
19 Oleochemicals factory
5&8
42,745
2004
Palm-Oleo
Rawang, Selangor
Freehold
15 Oleochemicals, soap
noodles and industrial
amides factories
18 & 23
12,764
1991
1994
Palm-Oleo (Klang)
Klang, Selangor
Leased
property
2088
7 Oleochemicals factory
23 & 33
31,290
2007
Leasehold
2089
5 Parquet factory
20
3,735
1994
Freehold
30
15,890
2012
KLK Bioenergy
Shah Alam, Selangor
Leasehold
2074
1 Biodiesel plant
29
3,347
2009
Leased
property
Hak Guna
Bangunan
Pajak Bumi &
Bangunan
2031
<1
22,488
2011
2028
<1
945
2014
<1
654
2014
Freehold
7 to 88
16,538
2014
Leasehold
2054
20 Oleochemicals factory
22,618
2004
Leasehold
2052
2 Oleochemicals factory
6,911
2008
Freehold
21 to 61
14,765
2010
Freehold
8 Ethoxylation factory
21
68,942
2007
Freehold
2 Ethoxylation factory
14 to 50
61,057
2007
Location
Titled
Area# Description
Age of
Buildings
Years
LIBERIA
MANUFACTURING
MALAYSIA
INDONESIA
PT KLK Dumai
Dumai Timur, Riau
BELGIUM
TensaChem SA
Liege
9 Surfactant factory
CHINA
GERMANY
KLK Emmerich
Emmerich Am Rhein
21 Oleochemicals
factory
NETHERLANDS
Dr. W. Kolb Netherlands BV
Moerdijk
SWITZERLAND
Dr. W. Kolb AG
Hedingen
Location
Tenure
Year of
Expiry
Titled
Area#
Description
Age of
Buildings
Years
Carrying
Amounts
RM000
Year of
Acquisition/
Last
Revaluation
PROPERTIES
MALAYSIA
KL-Kepong Country Homes
Ijok, Selangor
Freehold
Freehold
Leasehold
2082
& 2108
72,109
21,446
1979
1979
2010
Colville Holdings
Setul, Negeri Sembilan
Freehold
10,429
1985
KL-Kepong Property
Development
Gombak, Selangor
Freehold
140,726
2004
Palermo Corporation
Bagan Samak, Kedah
Freehold
13,042
1986
Freehold
7,062
1979
KL-Kepong Property
Management
Paloh, Johor
Freehold
26 Property development
operating as oil
palm estate
385
1979*
KL-Kepong Complex
Sungai Buloh, Selangor
Freehold
8 Property development
2,806
1979
Hak Guna
Bangunan
2035
20 Bulking installation
and jetty
5&9
8
5,745
2005
Stolthaven (Westport)
Klang, Selangor, Malaysia
Leased
property
2024
12 Bulking installation
17
12,212
2006
2014
Wisma Taiko
1, Jalan S.P. Seenivasagam
Ipoh, Perak, Malaysia
Freehold
Leasehold
2892
29
4,261
1,608
1983
2000
Leased
property
2013
39
471
1975
2014
Freehold
133
24,332
2001
Hak Guna
Bangunan
2027
513
2007
Chilimony Farm
Northampton, Western Australia
Freehold
82,771
2012
2013
Wyunga Farm
Dandaragan, Western Australia
Freehold
57,992
2013
2014
Erregulla Farm
Mingenew, Western Australia
Freehold
4,183
1989*
Freehold
27,710
1989*
2014
Jonlorrie Farm
York, Western Australia
Freehold
69,561
2013
2014
OTHERS
SWP Bulking Installation
Belitung, Indonesia
3, 5, 6 & 7, Block C
Ruko Puri Mutiara
Sunter Agung, Tanjung Priok
Jakarta Utara, Indonesia
159
160
Legend
Lowest
Price (RM)
Highest
Price (RM)
Average Closing
Price (RM)
Share Price
(RM)
Total Volume
(000 Shares)
30,000
25.00
25,000
23.00
20,000
21.00
15,000
19.00
10,000
17.00
5,000
15.00
Sep
2014
Aug
2014
Jul
2014
Jun
2014
May
2014
Apr
2014
Mar
2014
Feb
2014
Jan
2014
Dec
2013
Nov
2013
Oct
2013
20.80
21.84
23.40
23.82
23.82
23.52
23.20
22.82
23.12
23.80
22.78
22.30
23.40
24.00
24.72
24.96
25.14
24.40
24.92
24.50
24.90
25.28
25.10
23.38
21.79
23.20
24.02
24.32
24.39
23.88
23.92
23.79
23.85
24.45
23.66
22.91
12,231
16,670
12,698
15,088
13,999
12,599
17,224
14,184
14,983
9,258
12,923
12,522
Par
Value
RM
06.07.73
1.00
Subscribers shares
01.10.73
147,500,374
1.00
147,500,376
26.05.76
5,000,000
1.00
152,500,376
10.05.78
15,000,000
1.00
167,500,376
30.04.81
167,500,376
1.00
335,000,752
31.03.84
43,000,000
1.00
378,000,752
17.11.86
43,900,000
1.00
421,900,752
19.03.87
1,800,000
1.00
423,700,752
15.08.92
51,500,000
1.00
475,200,752
02.04.96
237,600,376
1.00
712,801,128
(285,000)
1.00
712,516,128
354,988,564
1.00
Date of
Allotment
29.10.98 &
30.10.98
08.03.07
1,067,504,692
SHAREHOLDING STATISTICS
At 21 November 2014
RM5,000,000,000
RM1,067,504,692 (including 2,539,000 treasury shares)
Shares of RM1 each
No. of
Shareholders
No. of
Shares
% of
Issued Share
Capital
135
3,464
0.00
100 to 1,000
1,282
843,383
0.08
1,001 to 10,000
2,750
10,687,004
1.00
10,001 to 100,000
1,119
35,329,518
3.32
289
379,635,708
35.65
638,466,615
59.95
5,577
1,064,965,692
100.00
No. of
Shares
% of
Issued Share
Capital#
Name
1.
495,901,527
46.57
2.
142,565,088
13.39
3.
47,039,558
4.42
4.
46,848,200
4.40
5.
20,622,700
1.94
6.
17,842,700
1.68
7.
Cartaban Nominees (Asing) Sdn Bhd - Exempt AN for State Street Bank &
Trust Company (West CLT OD67)
14,380,599
1.35
8.
10,838,300
1.02
9.
9,959,500
0.94
10. HSBC Nominees (Asing) Sdn Bhd - BBH and Co Boston for Vanguard
Emerging Markets Stock Index Fund
9,885,812
0.93
9,336,500
0.88
9,276,900
0.87
9,183,350
0.86
14. Cartaban Nominees (Asing) Sdn Bhd - GIC Private Limited for Government
of Singapore (C)
7,820,900
0.73
15. HSBC Nominees (Asing) Sdn Bhd - Exempt AN for JPMorgan Chase Bank,
National Association (U.S.A.)
6,527,691
0.61
5,444,400
0.51
17. Maybank Nominees (Tempatan) Sdn Bhd - Maybank Trustees Berhad for
Public Ittikal Fund (N14011970240)
4,700,000
0.44
18. HSBC Nominees (Asing) Sdn Bhd - TNTC for Future Fund Board of
Guardians
3,488,700
0.33
3,382,900
0.32
20. Citigroup Nominees (Tempatan) Sdn Bhd - Exempt AN for AIA Bhd
3,097,100
0.29
161
162
SHAREHOLDING STATISTICS
At 21 November 2014
Name
No. of
Shares
% of
Issued Share
Capital#
21.
3,058,500
0.29
22.
2,995,200
0.28
23.
2,930,300
0.28
24.
2,921,660
0.27
2,896,800
0.27
HSBC Nominees (Asing) Sdn Bhd - HSBC BK plc for Abu Dhabi Investment
Authority (AGUS)
2,871,700
0.27
2,621,398
0.25
HSBC Nominees (Asing) Sdn Bhd - Exempt AN for The Bank of New York
Mellon (Mellon Acct)
2,527,108
0.24
2,486,000
0.23
Cartaban Nominees (Asing) Sdn Bhd - RBC Investor Services Bank for
Robeco Capital Growth Funds
2,481,300
0.23
905,932,391
85.09
25.
26.
27.
28.
29.
30.
TOTAL
#
Calculated based on 1,064,965,692 shares, which do not include 2,539,000 treasury shares.
Direct
Deemed
Total
% of
Issued Share
Capital#
495,901,527
495,901,527
46.57
148,775,438
148,775,438
13.97
2.
3.
448,500
495,901,527b
496,350,027
46.61
4.
72,000
496,350,027b
496,422,027
46.61
5.
83,250
496,350,027b
496,433,277
46.61
6.
496,350,027b
496,350,027
46.61
7.
496,350,027b
496,350,027
46.61
8.
496,350,027b
496,350,027
46.61
9.
496,350,027b
496,350,027
46.61
Notes:
#
Calculated based on 1,064,965,692 shares, which do not include 2,539,000 treasury shares.
a
Includes those held through Citigroup Nominees (Tempatan) Sdn Bhd.
b
Grateful Blessings Inc (which is wholly-owned by Tan Sri Dato Seri Lee Oi Hian) and Cubic Crystal Corporation (which is whollyowned by Dato Lee Hau Hian) are substantial shareholders of Di-Yi Sdn Bhd and High Quest Holdings Sdn Bhd respectively,
which in turn are substantial shareholders of Wan Hin Investments Sdn Bhd (which is a substantial shareholder of Batu Kawan
Berhad). Accordingly all these parties are also substantial shareholders of KLK by virtue of their deemed interests.
SHAREHOLDING STATISTICS
At 21 November 2014
Name of Directors
% of
Issued Share
Direct
Capital#
Deemed
% of
Issued Share
Capital#
R. M. Alias
337,500
0.03
2.
72,000
0.01
496,350,027a
46.61
3.
83,250
0.01
496,350,027a
46.61
4.
335,000
0.03
3,189,850b
0.30
5.
4,750
6.
7.
854,355
0.21
207,038,934c
50.68
2.
625,230
0.15
205,842,209d
50.39
3.
315,000
0.08
15,379,000b
3.76
Notes:
#
Calculated based on 1,064,965,692 shares, which do not include 2,539,000 treasury shares.
*
Less than 0.01%.
a
Deemed interest through Grateful Blessings Inc (which is wholly-owned by Tan Sri Dato Seri Lee Oi Hian) and Cubic Crystal
Corporation (which is wholly-owned by Dato Lee Hau Hian) who are substantial shareholders of Di-Yi Sdn Bhd and High Quest
Holdings Sdn Bhd respectively, which in turn are substantial shareholders of Wan Hin Investments Sdn Bhd (which is a substantial
shareholder of Batu Kawan Berhad).
b
Deemed interest through the shares held by his spouse and/or children and Yeoh Chin Hin Investments Sdn Bhd.
c
Deemed interest through the shares held by his children, Arusha Enterprise Sdn Bhd, Di-Yi Sdn Bhd (via Grateful Blessings Inc
which is wholly-owned by Tan Sri Dato Seri Lee Oi Hian), Malay-Rubber Plantations (Malaysia) Sdn Bhd, Wan Hin Investments
Sdn Bhd, Malay-Sino Formic Acid Sdn Bhd and Congleton Holdings Sdn Bhd.
d
Deemed interest through the shares held by his child, Arusha Enterprise Sdn Bhd, High Quest Holdings Sdn Bhd (via Cubic
Crystal Corporation which is wholly-owned by Dato Lee Hau Hian), Malay-Rubber Plantations (Malaysia) Sdn Bhd, Wan Hin
Investments Sdn Bhd, Malay-Sino Formic Acid Sdn Bhd and Cengal Emas Sdn Bhd.
By virtue of their deemed interests in the shares of the Company and its holding company, Tan Sri Dato Seri Lee Oi Hian
and Dato Lee Hau Hian are deemed to have an interest in the shares of the related corporations to the extent that the
Company and the holding company have interests.
Other than as disclosed above, none of the other Directors have any interest in the shares of its related corporations.
VOTING RIGHTS OF SHAREHOLDERS
Every member of the Company present in person or by proxy shall have one vote on a show of hand and in the case of a
poll shall have one vote for every share of which he is the holder.
163
164
NOTICE OF MEETING
Notice is hereby given that the Forty-Second Annual General Meeting of the Company will be held at the Registered Ofce,
Wisma Taiko, 1 Jalan S.P. Seenivasagam, 30000 Ipoh, Perak, Malaysia on Monday, 16 February 2015 at 12.00 noon for
the following purposes:
AGENDA
As Ordinary Business
1.
To receive the Audited Financial Statements for the year ended 30 September 2014
and the Directors and Auditors reports thereon.
2. To approve the payment of a nal single tier dividend of 40 sen per share.
(Ordinary Resolution 1)
3. To re-elect the following Directors who retire by rotation in accordance with Article
91(A) of the Companys Articles of Association:
(i)
(Ordinary Resolution 2)
(ii)
(Ordinary Resolution 3)
R. M. Alias
(Ordinary Resolution 4)
(ii)
(Ordinary Resolution 5)
5. To x and approve Directors fees for the year ended 30 September 2014 amounting
to RM1,367,254 (2013: RM1,345,617).
(Ordinary Resolution 6)
(Ordinary Resolution 7)
As Special Business
To consider and, if thought t, to pass the following Resolutions:
7.
(Ordinary Resolution 8)
NOTICE OF MEETING
of the next Annual General Meeting (AGM) of the Company following the
passing of this ordinary resolution or the expiry of the period within which the
next AGM is required by law to be held (unless earlier revoked or varied by
ordinary resolution of the shareholders of the Company in general meeting) but
not so as to prejudice the completion of a purchase by the Company before the
aforesaid expiry date and, in any event, in accordance with the provisions of the
guidelines issued by Bursa Malaysia or any other relevant authority.
8.
(Ordinary Resolution 9)
165
166
NOTICE OF MEETING
Notes:
(1) Members Entitled to Attend
Only members whose names appear in the Register of Members and General Meeting Record of Depositors as at 9 February 2015 will be
entitled to attend, speak and vote at the meeting.
(2) Appointment of Proxy
(a) A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy
may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the
Company. A member shall not be entitled to appoint more than two (2) proxies to attend at the same meeting. Where a member appoints
two (2) proxies, the appointments shall be invalid unless he species the proportion of his holdings to be represented by each proxy.
(b) Where the proxy form is executed by a corporation, it must be either under its seal or under the hand of its ofcer or attorney duly
authorised.
(c) If a member having appointed a proxy to attend a general meeting attends such meeting in person, the appointment of such proxy shall
be null and void in respect of such meeting and his proxy shall not be entitled to attend such meeting.
(d) Where a member of the Company is an authorised nominee as dened in the Securities Industry (Central Depositories) Act, 1991
(SICDA), it may appoint not more than two (2) proxies in respect of each securities account it holds in ordinary shares of the Company
standing to the credit of the said securities account.
(e) Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple benecial
owners in one (1) securities account (omnibus account), there is no limit to the number of proxies which the exempt authorised nominee
may appoint in respect of each omnibus account it holds. An exempt authorised nominee refers to an authorised nominee dened under
SICDA which is exempted from compliance with the provisions of Subsection 25A(1) of SICDA.
(f) Where a member or the authorised nominee appoints two (2) proxies, or where an exempt authorised nominee appoints two (2) or more
proxies, the proportion of shareholdings to be represented by each proxy must be specied in the instrument appointing the proxies.
(g) The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed and authorised must be
deposited at the Registered Ofce of the Company not less than 48 hours before the time set for the meeting. Faxed or emailed copies
of the duly executed proxy form are not acceptable.
(3) Agenda 1
This item is meant for discussion only as under Section 169(1) of the Companies Act, 1965 and the Companys Articles of Association, the
Audited Financial Statements are to be laid at the AGM and do not require a formal approval of the shareholders. Hence, this matter will not
be put forward for voting.
(4) Dividend Entitlement and Payment
The nal single tier dividend, if approved, will be paid on 17 March 2015 to all shareholders on the Register of Members as at 23 February 2015.
A Depositor with the Bursa Malaysia Depository Sdn Bhd shall qualify for entitlement to the dividend only in respect of:
(a) Shares deposited into the Depositors securities account before 12.30 p.m. on 19 February 2015 in respect of shares which are exempted
from Mandatory Deposit;
(b) Shares transferred into the Depositors securities account before 4.00 p.m. on 23 February 2015 in respect of transfers; and
(c) Shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of Bursa Malaysia Securities
Berhad.
(5) Special Business
(a) Proposed Authority to Buy Back Shares
Ordinary Resolution 8 proposed under Item 7 of the Agenda, if passed, is to give authority to the Company to buy back the Companys
own shares through Bursa Malaysia Securities Berhad at any time within the time period stipulated by utilising the funds allocated out of
the audited retained prots of the Company.
(b) Proposed Shareholders Mandate
Ordinary Resolution 9 proposed under Item 8 of the Agenda, if passed, will enable the Group to enter into Recurrent Related Party
Transactions of a Revenue or Trading Nature in the ordinary course of business which are necessary for the Groups day-to-day
operations and on normal commercial terms 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.
The procurement of the Proposed Shareholders Mandate would reduce substantially administrative time, effort and expenses associated
with the convening of separate general meetings to seek shareholders approval as and when potential Recurrent Related Party
Transactions arise.
The authority given for Ordinary Resolutions 8 and 9 mentioned above unless revoked or varied at a general meeting, will expire at the
conclusion of the next AGM of the Company. Further information on Ordinary Resolutions 8 and 9 is set out in the Circular to Shareholders of
the Company dated 30 December 2014 which is despatched together with the Companys 2014 Annual Report.
(c) Proposed Ex-Gratia Payment
Ordinary Resolution 10 proposed under Item 9 of the Agenda, if passed, will enable the Company to make an ex-gratia payment of
RM400,000 to Tan Sri Datuk Seri Utama Thong Yaw Hong (TYH) in recognition and appreciation of his long service and contribution to
the Company.
TYH, a Senior Independent Non-Executive Director who had served the Company continuously for approximately 20 years, had retired
on 20 August 2014. During his tenure of service, he was not paid any additional remuneration apart from his normal Directors fees.
NOTIS MESYUARAT
Adalah dimaklumkan bahawa Mesyuarat Agung Tahunan Syarikat yang Ke-Empat Puluh Dua akan diadakan di Pejabat
Berdaftar, Wisma Taiko, 1 Jalan S.P. Seenivasagam, 30000 Ipoh, Perak, Malaysia pada hari Isnin, 16 Februari 2015 pada
pukul 12.00 tengah hari untuk tujuan-tujuan berikut:
AGENDA
Sebagai Urusan Biasa
1.
Untuk menerima Penyata Kewangan bagi tahun berakhir 30 September 2014 berserta
laporan Pengarah dan Juruaudit.
2.
Untuk meluluskan pembayaran dividen satu peringkat akhir sebanyak 40 sen sesaham.
(Resolusi Biasa 1)
3.
Untuk mencalonkan semula para Pengarah berikut yang bersara mengikut giliran
menurut Artikel 91(A) Tataurusan Pertubuhan Syarikat:
4.
(i)
(Resolusi Biasa 2)
(ii)
(Resolusi Biasa 3)
R. M. Alias
(Resolusi Biasa 4)
(ii)
(Resolusi Biasa 5)
5.
Untuk menetapkan dan meluluskan yuran para Pengarah bagi tahun berakhir 30
September 2014 berjumlah RM1,367,254 (2013: RM1,345,617).
(Resolusi Biasa 6)
6.
Untuk melantik semula Juruaudit dan memberi kuasa kepada para Pengarah untuk
menetapkan bayaran mereka.
(Resolusi Biasa 7)
(Resolusi Biasa 8)
167
168
NOTIS MESYUARAT
DAN BAHAWA Kuasa tersebut akan bermula selepas resolusi biasa ini diluluskan dan
akan tamat pada masa penutupan Mesyuarat Agung Tahunan (MAT) Syarikat yang
berikutnya, berikutan kelulusan resolusi biasa ini atau penamatan tempoh di mana MAT
yang berikutnya sepatutnya diadakan mengikut syarat undang-undang (melainkan
ditarik balik lebih awal atau diubah melalui resolusi biasa pemegang saham Syarikat
dalam mesyuarat agung), namun tidak boleh menggugat penyempurnaan pembelian
oleh Syarikat sebelum tarikh akhir yang dinyatakan dan, dalam apa jua keadaan,
menurut peruntukan garis panduan yang dikeluarkan oleh Bursa Malaysia atau pihak
berkuasa lain yang berkenaan.
8.
(Resolusi Biasa 9)
NOTIS MESYUARAT
Nota:
(1) Ahli-ahli yang Layak Hadir
Hanya ahli-ahli yang namanya tercatat dalam Daftar Ahli dan Rekod Penyimpan Mesyuarat Agung pada 9 Februari 2015 berhak untuk hadir,
bersuara dan mengundi di dalam mesyuarat.
(2) Pelantikan Proksi
(a) Ahli Syarikat yang layak untuk hadir dan mengundi pada mesyuarat ini berhak melantik seorang proksi untuk hadir dan mengundi bagi
pihaknya. Seseorang proksi mungkin tetapi tidak semestinya ahli Syarikat dan peruntukan Seksyen 149 (1)(b) Akta Syarikat, 1965 tidak
diguna pakai oleh Syarikat. Seseorang ahli tidak boleh melantik lebih daripada dua (2) proksi untuk menghadiri mesyuarat yang sama.
Sekiranya ahli melantik dua (2) proksi, pelantikan tersebut dianggap tidak sah melainkan ahli telah menetapkan bahagian pegangannya
yang akan diwakili oleh setiap proksi.
(b) Perlantikan proksi yang dilaksanakan oleh ahli korporat harus ditandatangani di bawah meteri atau ditandatangani oleh pegawainya atau
peguam yang dikuasai.
(c) Sekiranya seseorang ahli telah melantik proksi untuk menghadiri mesyuarat agung tetapi akhirnya memilih untuk menghadiri sendiri,
pelantikan proksi tersebut akan dianggap batal dan tidak sah dalam mesyuarat tersebut dan proksi itu juga tidak layak untuk menghadiri
mesyuarat tersebut.
(d) Bagi nomini yang sah sebagai ahli Syarikat sepertimana yang didenisikan dalam Akta Perindustrian Sekuriti (Depositori Pusat) 1991
(SICDA), beliau adalah layak melantik tidak melebihi dua (2) proksi bagi setiap akaun sekuriti yang dipegangnya dalam saham biasa
Syarikat, dalam unit berdasarkan kredit akaun sekuriti tersebut.
(e) Bagi nomini yang sah berkecualian sebagai ahli Syarikat yang memegang saham biasa dalam Syarikat bagi beberapa pihak pemilik
benesial dalam satu (1) akaun sekuriti (akaun omnibus), tiada had proksi yang boleh dilantik bagi setiap akaun omnibus yang dipegang.
Nomini yang sah berkecualian merujuk kepada nomini yang sah yang didenisikan di bawah SICDA yang dikecualikan daripada mematuhi
peruntukan Subseksyen 25A(1) SICDA.
(f)
Di mana ahli atau nomini yang sah melantik dua (2) proksi, atau di mana nomini yang sah berkecualian melantik dua (2) atau lebih proksi,
bahagian pegangan saham yang diwakili oleh setiap proksi hendaklah ditetapkan dalam instrumen pelantikan proksi tersebut.
(g) Instrumen pelantikan proksi dan kuasa peguam atau kuasa lain (jika ada) yang ditandatangani dan diiktiraf oleh kuasa perwakilan atau pihak
berkuasa yang lain (jika ada) harus disampaikan ke Pejabat Berdaftar Syarikat dalam tempoh tidak kurang dari 48 jam sebelum waktu yang
ditetapkan untuk mesyuarat. Salinan instrumen pelantikan proksi yang dihantar melalui faks atau e-mel tidak akan diterima.
(3) Agenda 1
Perkara ini bertujuan untuk perbincangan sahaja sepertimana Seksyen 169(1) Akta Syarikat, 1965 dan Tataurusan Pertubuhan Syarikat,
Penyata Kewangan yang Diaudit akan dibentangkan di Mesyuarat Agung Tahunan dan tidak memerlukan kelulusan rasmi para pemegang
saham. Oleh yang demikian, perkara ini tidak akan dibentangkan untuk undian.
(4) Pengagihan dan Pembayaran Dividen
Pengagihan dan Pembayaran Dividen satu peringkat akhir, jika diluluskan, akan dibayar pada 17 Mac 2015 kepada semua pemegang saham
yang namanya tercatat di dalam Daftar Ahli pada 23 Februari 2015.
Seseorang Pendeposit di Bursa Malaysia Depository Sdn Bhd akan layak untuk menerima dividen hanya jika:
(a)
(b)
(c)
Saham yang didepositkan ke dalam akaun sekuriti Penyimpan sebelum 12.30 petang pada 19 Februari 2015 adalah berkenaan saham
yang dikecualikan dari Deposit Mandatori;
Saham yang dipindahkan ke akaun sekuriti Pendeposit sebelum 4.00 petang pada 23 Februari 2015 adalah berkaitan pemindahan; dan
Saham yang dibeli di Bursa Malaysia Securities Berhad berdasarkan keperluan dan kelayakan menurut Undang-Undang Bursa Malaysia
Securities Berhad.
Kuasa yang diberikan untuk Resolusi Biasa 8 dan 9 yang dinyatakan di atas, melainkan ditarik balik atau diubah pada mesyuarat agung,
akan tamat pada penutupan MAT Syarikat yang berikutnya. Maklumat lanjut mengenai Resolusi Biasa 8 dan 9 dapat diperolehi dalam Surat
Pekeliling kepada Pemegang Saham Syarikat bertarikh 30 Disember 2014 yang dihantar bersama dengan Laporan Tahunan Syarikat 2014.
(c)
169
170
NOTES
PROXY FORM
No. of Shares Held
Tel. No.
I/We
(Full Name in Block Letters)
NRIC/Passport/Company No.
of
being (a) member(s) of KUALA LUMPUR KEPONG BERHAD hereby appoint
NRIC/Passport No.
(Full Name in Block Letters)
*and/or
NRIC/Passport No.
(Full Name in Block Letters)
or failing him THE CHAIRMAN OF THE MEETING as my/our proxy/proxies to vote for me/us and on my/our behalf at the Annual General Meeting
of the Company to be held at its Registered Ofce, Wisma Taiko, 1 Jalan S.P. Seenivasagam, 30000 Ipoh, Perak on Monday, 16 February 2015 at
12.00 noon and at any adjournment thereof, and to vote as indicated below:
For
Against
R. M. Alias
10
Proposed Ex-Gratia Payment to Tan Sri Datuk Seri Utama Thong Yaw Hong
Please indicate with a tick () how you wish your vote to be cast
Proxy 1
Proxy 2
Date:
Notes:
(a) A member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote in his stead. A proxy may but need not be
a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. A member shall not be entitled to
appoint more than two (2) proxies to attend at the same meeting. Where a member appoints two (2) proxies, the appointments shall be invalid unless he species
the proportion of his holdings to be represented by each proxy.
(b) Where this proxy form is executed by a corporation, it must be either under its seal or under the hand of its ofcer or attorney duly authorised.
(c) If a member having appointed a proxy to attend a general meeting attends such meeting in person, the appointment of such proxy shall be null and void in respect
of such meeting and his proxy shall not be entitled to attend such meeting.
(d) Where a member of the Company is an authorised nominee as dened in the Securities Industry (Central Depositories) Act, 1991 (SICDA), it may appoint not more
than two (2) proxies in respect of each securities account it holds in ordinary shares of the Company standing to the credit of the said securities account.
(e) Where a member of the Company is an exempt authorised nominee which holds ordinary shares in the Company for multiple benecial owners in one (1) securities
account (omnibus account), there is no limit to the number of proxies which the exempt authorised nominee may appoint in respect of each omnibus account it
holds. An exempt authorised nominee refers to an authorised nominee dened under SICDA which is exempted from compliance with the provisions of Subsection
25A(1) of SICDA.
(f) Where a member or the authorised nominee appoints two (2) proxies, or where an exempt authorised nominee appoints two (2) or more proxies, the proportion of
shareholdings to be represented by each proxy must be specied in the instrument appointing the proxies.
(g) The instrument appointing a proxy and the power of attorney or other authority (if any) under which it is signed and authorised must be deposited at the Registered
Ofce of the Company not less than 48 hours before the time set for the meeting. Faxed or emailed copies of the duly executed proxy form are not acceptable.
(h) Only members whose names appear in the Register of Members and General Meeting Record of Depositors as at 9 February 2015 will be entitled to attend, speak
and vote at the meeting.
Personal Data Privacy
By submitting the proxy form, the member consents to the Company (and/or its agents/service providers) collecting, using and disclosing the personal data therein in
accordance with the Personal Data Protection Act 2010, for the purpose of the Annual General Meeting, including any adjournment thereof.
FOLD HERE
FOLD HERE
AFFIX
STAMP HERE
FOLD HERE
DIRECTORY
PLANTATIONS
Head Ofce
Wisma Taiko
1 Jalan S.P. Seenivasagam
30000 Ipoh
Perak, Malaysia
Tel
: +605-241 7844
Fax
: +605-253 5018
Email
: contactus@klk.com.my
Website : www.klk.com.my
Mile 40 Tawau
Semporna Highway
91000 Tawau
Sabah, Malaysia
Tel
: +6089-975 111
Fax
: +6089-975 445
Email : kdc@klk.com.my
OLEOCHEMICALS
Group Manufacturing
Corporate Ofce
Level 8, Menara KLK
1 Jalan PJU 7/6
Mutiara Damansara
47810 Petaling Jaya
Selangor, Malaysia
Tel
: +603-7809 8833
Fax
: +603-7725 9858
Email
: enquiry@klkoleo.com.my
Website : www.klkoleo.com.my
Lot 1245
Kundang Industrial Estate
48020 Rawang
Selangor, Malaysia
Tel
: +603-6034 4800
Fax
: +603-6034 1279
Lot 1245
Kundang Industrial Estate
48020 Rawang
Selangor, Malaysia
Tel
: +603-6034 1218
Fax
: +603-6034 3090
Kolb Group
Maienbrunnenstrasse 1
P.O. Box 64
CH-8908 Hedingen
Switzerland
Tel
: +41 44 762 4646
Fax
: +41 44 762 4600
Email
: info@kolb.ch
Website : www.kolb.ch
TensaChem SA
Rue de Renory 28
B-4102 Ougree
Belgium
Tel
: +32 4 338 9400
Fax
: +32 4 338 9503
Website : www.tensachem.com
PROPERTY
KLK Land Sdn Bhd
Suite 1A-1, Level 1, Menara KLK
1 Jalan PJU 7/6, Mutiara Damansara
47810 Petaling Jaya
Selangor, Malaysia
Tel
: +603-7726 1868
Fax
: +603-7726 2868
Email
: enquiries@klkland.com.my