Directors’ Report
for the year ended 31 March 2001
The Directors have pleasure in submitting their report together with the audited financial
statements of the Company for the financial year ended 31 March 2001.
Principal activity and general information
The principal activity of the Company is the retailing of electronic and electrical appliances
and household furniture and furnishings. There was no significant change in the nature
of this activity during the financial year.
The Company is a public listed company, incorporated and domiciled in Malaysia.
The registered office of the Company is at No.23, Jalan Larkin, 80200 Johor Bahru,
Johor Darul Takzim.
The principal place of business of the Company is at No.36, Jalan Genting Kelang,
Setapak, 53300 Kuala Lumpur.
The number of employees employed by the Company as at the end of the financial year
was 1,669 (2000: 1,520).
Financial results
RM
Net profit attributable to shareholders
81,456,470
In the opinion of the Directors, the results of the operations of the Company during the
financial year were not substantially affected by any item, transaction or event of a material
and unusual nature.
Dividends
Since the end of the previous financial year, the dividend proposed by the Directors is as
follows:
RM
In respect of the year ended 31 March 2001, a proposed final
dividend of 4.0 sen per share, tax exempt
11,280,000
Share capital
During the financial year, in conjunction with the flotation of the Company’s shares on the
Main Board of the Kuala Lumpur Stock Exchange on 11 October 2000, the Company
increased its authorised capital from 20,000,000 ordinary shares of RM1.00 each to
500,000,000 ordinary shares of RM0.50 each. The Company also increased its issued
and fully paid up capital from 20,000,000 ordinary shares of RM1.00 each to 282,000,000
ordinary shares of RM0.50 each through the issue of the following shares:
Type of issue/consideration
Par value
RM
No. of ordinary
shares
Bonus issue on the basis of 4.51085 new ordinary
shares of RM1.00 each for every existing ordinary
share of RM1.00 each, through the capitalisation
from the Company’s retained earnings as
at 31 March 2000.
1.00
Rights issue of approximately 8.74 new ordinary
shares of RM1.00 each for every 1 ordinary share
of RM1.00 each held after the bonus issue.
1.00
9,633,000
Sub-division of every 1 ordinary share of RM1.00
each into 2 ordinary shares of RM0.50 each.
0.50
119,850,000
Public issue of 42,300,000 new ordinary shares
of RM0.50 each at an issue price of RM2.35 per
ordinary share.
0.50
42,300,000
90,217,000
All new shares issued rank pari passu in all respects with the existing issued shares of
the Company.
20
Movements in reserves and provisions
All material transfers to or from reserves and provisions during the financial year have been
disclosed in the financial statements.
Directors
The Directors in office since the date of the last report are:
Dato' Ahmad Johari bin Abdul Razak
Albert Elphick
Tan Siew Lay
Nicholas Alexander Elphick
Barry Francis Spencer
Robert George Miller
Razman Hafidz bin Abu Zarim
Tan Poh Tei
Mohd Talhar bin Abdul Rahman
Michael Bernard Hacker
(appointed 2.6.2000)
(appointed 2.6.2000)
(appointed 22.6.2001)
Directors' interests
According to the Register of Directors' Shareholdings, particulars of interests in the shares
of the Company, its holding company and a related company during the financial year of
those Directors holding office at the end of the financial year are as follows:
Number of ordinary shares
31 March
<---------------1 April ------------->
Upon
sub division
Addition
(Disposal)
RM1.00 each RM0.50 each RM0.50 each RM0.50 each RM0.50 each
The Company
Dato' Ahmad Johari
bin Abdul Razak
Albert Elphick
Tan Siew Lay
Nicholas Alexander Elphick
3,000,000
-
6,000,000
-
40,318,500
40,000
40,000
40,000
(20,620,000)
(20,000)
(40,000)
25,698,500
40,000
20,000
-
Number of ordinary shares of 10p each
1 April
Addition
(Disposal)
31 March
Courts Plc (Holding company)
Ordinary shares
Albert Elphick
Barry Francis Spencer
Michael Bernard Hacker
Nicholas Alexander Elphick
16,930
2,015
19,157
247
1,756
-
-
16,930
2,015
20,913
247
Number of options over ordinary shares of 10p each
1 April
Granted
(Exercised)
31 March
Employees’ Share Option Scheme
Albert Elphick
13,675
-
-
13,675
10,000
108,108
-
-
10,000
108,108
-
40,000
-
40,000
Phantom Share Option Scheme
Albert Elphick
Michael Bernard Hacker
Executive Share Option Scheme
Michael Bernard Hacker
Number of ordinary shares of 10p each
1 April
Addition
(Disposal)
31 March
Employees’ Profit Sharing Scheme
Michael Bernard Hacker
4,135
1,756
(870)
5,021
Number of ordinary shares of S$0.20 each
1 April
Addition
(Disposal)
31 March
Courts (Singapore) Ltd (Related company)
Albert Elphick
250,000
-
-
250,000
21
Directors’ Report
for the year ended 31 March 2001
Directors' benefits
Since the end of the previous financial year, no Director has received or become entitled
to receive a benefit (other than the Directors’ remuneration shown below) by reason of
a contract made by the Company with the Director or with a firm of which he is a member,
or with a company in which he has a substantial financial interest other than the benefit
arising from the options over shares in the holding corporation granted to certain Directors
under the Courts Plc Employees’ Share Option Scheme, Phantom Share Option Scheme,
Executive Share Option Scheme and Employees’ Profit Sharing Scheme as disclosed in
the foregoing section of this report.
Neither during nor at the end of the financial year was the Company a party to any
arrangement whose objective was to enable the Directors to acquire benefits by means
of the acquisition of shares in, or debentures of, the Company or any other body corporate.
Directors’ remuneration
The details of directors’ remuneration are as follows:
Category
Executive Directors
Non-Executive Directors
Fees
RM’000
116
Salaries &
EPF/Pension
RM’000
3,239
-
Performance
Incentive
RM’000
2,161
-
Benefits
-in-kind
RM’000
583
-
Total
RM’000
5,983
116
Range of remuneration
Executive Directors
RM2,250,001 to RM2,300,000
RM1,200,001 to RM2,250,000
RM1,150,001 to RM1,200,000
RM950,001 to RM1,150,000
RM900,001 to RM950,000
RM850,001 to RM900,000
Number
1
0
1
0
1
1
Executive Directors
RM750,001 to RM850,000
RM700,001 to RM750,000
Non-Executive Directors
RM50,000 to RM100,000
Below RM50,000
Number
0
1
1
3
Other statutory information
Before the financial statements of the Company were completed, the Directors took
reasonable steps to:
(a)
ascertain the action taken in relation to the writing off of bad debts and the
making of provision for doubtful debts and have satisfied themselves that all known
bad debts had been written off and that adequate provision had been made for
doubtful debts; and
(b)
ensure that current assets which were unlikely to realise their book values in the
ordinary course of business had been written down to their estimated
realisable values.
At the date of this report, the Directors are not aware of any circumstances which:
22
(a)
would render inadequate the amounts written off or provided for bad and doubtful
debts of the Company to any substantial extent; or
(b)
would render misleading the values attributed to current assets of the Company;
or
(c)
have arisen which render adherence to the existing method of valuation of assets
or liabilities of the Company misleading or inappropriate.
In the interval between the end of the financial year and the date of this report:
(a)
no item, transaction or event of a material and unusual nature has arisen which,
in the opinion of the Directors, would substantially affect the results of the operations
of the Company for the current financial year; and
(b)
no charge has arisen on the assets of the Company which secures the liability of
any other person nor has any contingent liability arisen in the Company.
No contingent or other liability of the Company 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 affect the ability of the Company to meet
its obligations when they fall due.
At the date of this report, the Directors are not aware of any circumstances not otherwise
dealt with in this report or the financial statements, which would render any amount stated
in the financial statements misleading.
Ultimate holding company
The Directors regard Courts Plc, a company incorporated in the United Kingdom, as the
ultimate holding company of the Company.
Auditors
Our auditors, PricewaterhouseCoopers, have expressed their willingness to continue in
office.
Signed on behalf of the Board of Directors in accordance with a resolution of Directors
dated 25th May 2001.
Dato’ Ahmad Johari bin Abdul Razak
Director
Albert Elphick
Director
Kuala Lumpur
25th May 2001
23
Income Statement
for the year ended 31 March 2001
Revenue
Note
2001
RM
2000
RM
4
545,162,010
503,324,195
(387,866,881)
(370,909,840)
157,295,129
132,414,355
4,241,543
1,220,454
Cost of sales
Gross profit
Other operating income
Distribution costs
(13,827,531)
(13,174,651)
Administrative costs
(22,593,226)
(19,939,879)
Profit from operations
5
125,115,915
100,520,279
Finance cost
6
(11,145,445)
(14,513,708)
113,970,470
86,006,571
(32,514,000)
(24,478,000)
81,456,470
61,528,571
Profit before taxation
Taxation
7
Net profit attributable to
shareholders
Earnings per share (sen)
– basic
8
31.72
27.91
Dividends per share (sen)
9
4.0
-
The above income statement is to be read in conjunction with the notes to the financial
statements on pages 29 to 39.
Auditors' report - page 41.
24
Balance Sheet
as at 31 March 2001
Note
2001
RM
2000
RM
Capital and reserves
Share capital
Reserves
10
11
141,000,000
271,245,596
412,245,596
20,000,000
182,086,401
202,086,401
Deferred and long term liabilities
Deferred taxation
Term loans
12
13
2,079,000
2,079,000
414,324,596
2,239,000
53,525,000
55,764,000
257,850,401
14
15
51,283,774
186,451,667
49,659,147
170,044,839
16
15
17
18
62,743,257
273,810,910
28,585
10,886,714
73,957,223
20,349,053
2,750,563
444,526,305
58,450,737
241,058,783
7,625
11,886,816
749,349
312,153,310
41,776,691
388,668
82,229
13,828,256
166,689,000
232,066
33,660,240
11,280,000
267,937,150
176,589,155
414,324,596
53,494,171
375,415
37,299
12,609,681
170,679,000
12,428,774
24,382,555
274,006,895
38,146,415
257,850,401
Represented by:
Property, plant and equipment
Trade receivables
Current assets
Inventories
Trade receivables
Amounts owing by related companies
Other receivables, deposits and prepayments
Deposits with licensed banks
Deposits with licensed finance company
Cash and bank balances
Current liabilities
Trade payables
Amount owing to holding company
Amounts owing to a related company
Other payables and accrued liabilities
Bankers acceptances
Short-term borrowings
Taxation
Proposed dividends
Net current assets
19
17
20
21
22
The above balance sheet is to be read in conjunction with the notes to the financial
statements on pages 29 to 39.
Auditors' report - page 41.
25
Statement of Changes In Equity
For the year ended 31 March 2001
Issued and fully paid ordinary shares
Note
At 1 April 1999
Number
of shares
@ RM1
Nominal
value
RM
Number
of shares
@ RM0.50
20,000,000
20,000,000
-
-
-
-
-
-
-
At 31 March 2000
20,000,000
20,000,000
-
At 1 April 2000
20,000,000
20,000,000
-
Bonus issue
90,217,000
90,217,000
-
Rights issue
9,633,000
9,633,000
-
119,850,000
119,850,000
-
Sub-division of shares
-
-
239,700,000
Public issue
-
-
42,300,000
Share issue expenses
-
-
-
Net profit
-
-
-
-
-
-
-
-
282,000,000
Surplus of revaluation
of land and buildings
Net profit
Dividends
At 31 March 2001
9
The above statement of changes in equity is to be read in conjunction with the notes to the financial
statements on pages 29 to 39.
Auditors’ report - page 41.
26
Non-distributable
Distributable
Nominal
value
RM
Share
premium
RM
Revaluation
reserves
RM
Retained
earnings
RM
Total
RM
-
-
3,184,837
115,398,235
138,583,072
-
-
1,974,758
-
1,974,758
-
-
-
61,528,571
61,528,571
-
-
5,159,595
176,926,806
202,086,401
-
-
5,159,595
176,926,806
202,086,401
-
-
-
-
35,642,100
-
-
45,275,100
-
35,642,100
5,159,595
86,709,806
247,361,501
119,850,000
35,642,100
5,159,595
86,709,806
247,361,501
21,150,000
78,255,000
-
-
99,405,000
(4,697,375)
-
-
(4,697,375)
-
(90,217,000)
-
-
-
-
81,456,470
81,456,470
-
-
-
(11,280,000)
(11,280,000)
141,000,000
109,199,725
5,159,595
156,886,276
412,245,596
27
Cash Flow Statement
For the year ended 31 March 2001
Note
Cash flows from operating activities
Profit after taxation
Adjustments for items not involving
cash and cash equivalents:
Taxation
Depreciation of property, plant and equipment
Property, plant and equipment written off
Gain on disposal of property, plant and equipment
Foreign exchange gain
Interest expense
Interest income
Provision for doubtful debts
Operating profit before working capital changes
Increase in trade and other receivables
Increase in inventories
(Decrease)/increase in trade and other payables
(Decrease)/increase in bankers acceptances
Cash generated from operations
Interest paid
Interest received
Income taxes paid
Net cash generated from/(used in)
operating activities
Cash flows from investing activities
Purchase of property, plant and equipment
Proceeds from disposal of property,
plant and equipment
Net cash used in investing activities
Cash flows from financing activities
(Repayment)/receipt of term loans
Repayment of revolving credits
Receipt from revolving credits
Rights issue
Public issue
Net cash generated from financing activities
Net increase in cash and cash equivalents
during the financial year
Cash and cash equivalents at beginning
of financial year
Cash and cash equivalents at end of financial year
2001
RM
2000
RM
81,456,470
61,528,571
32,514,000
5,051,924
506,223
(235,517)
(68,212)
11,145,445
(2,956,041)
7,977,409
135,391,701
(57,443,487)
(4,292,520)
(10,014,419)
(3,990,000)
59,651,275
(9,813,413)
2,532,183
(23,396,315)
24,478,000
4,676,683
891,497
(54,451)
(74,220)
14,513,708
5,738,233
111,698,021
(108,257,558)
(15,338,300)
23,900,158
10,290,000
22,292,321
(12,942,242)
(10,307,358)
28,973,730
23
(957,279)
(7,307,520)
(6,463,777)
380,263
(6,927,257)
176,680
(6,287,097)
(53,525,000)
(5,250,000)
45,275,100
94,707,625
81,207,725
15,000,000
(8,000,000)
5,250,000
12,250,000
103,254,198
5,005,624
(6,429,425)
96,824,773
(11,435,049)
(6,429,425)
The above cash flow statement is to be read in conjunction with the notes to the financial statements on
pages 29 to 39.
Auditors’ report - page 41.
28
Notes to the Financial Statements
for the year ended at 31 March 2001
1
Basis of preparation of the financial statements
The financial statements of the Company have been prepared in accordance with the provisions
of the Companies Act, 1965 and applicable approved accounting standards in Malaysia.
The preparation of financial statements in conformity with the applicable approved accounting
standards and the provisions of the Companies Act require the Directors to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses for the year ended 31 March
2001. Actual results could differ from those estimates.
2
Significant accounting policies
The following accounting policies have been used consistently in dealing with items which are
material in relation to the financial statements.
(a)
Accounting convention
The financial statements are prepared under the historical cost convention, modified by
the revaluation of certain properties, plant and equipment.
(b)
Income recognition
Revenue on instalment sales and cash sales is recognised when goods are delivered.
Service charges on instalment sales are recognised over the instalment period based on
the sum-of-digits method. Unearned service charge as at the balance sheet date is
deferred to future periods, and is deducted from the trade receivables balance shown on
the balance sheet as disclosed in note 15 to the financial statements.
(c)
Currency translations
Foreign currency monetary assets and liabilities at the balance sheet date are translated
into Ringgit Malaysia at rates of exchange approximating to those ruling at that date and
income statement items, where applicable, are converted at rates ruling at the transaction
dates. All exchange differences arising from conversion of foreign currencies are dealt
with in the income statement.
The principal closing rates used in translation (units of Malaysian Ringgit per foreign
currency) are as follows:
Foreign currency
2001
2000
Pound Sterling
Singapore Dollar
US Dollar
5.40
2.10
3.80
6.05
2.23
3.80
(d)
Deferred taxation
Provision is made, using the liability method, for taxation deferred in respect of all timing
differences, except where it is considered reasonably probable that the tax effects of such
deferrals will continue in the foreseeable future.
(e)
Property, plant and equipment
Land and buildings are stated at valuation less accumulated depreciation. The cost of
other property, plant and equipment comprises their purchase cost and any incidental
cost of acquisition, less accumulated depreciation.
The land and buildings stated at valuation will be revalued at regular intervals of once in
every five years. Where market conditions indicate that the carrying values of the revalued
properties differ materially from the market values, the Directors will consider revaluations
in those intervening years.
Freehold land is not depreciated as it has an infinite life.
Short-term leasehold land is amortised over a period of 33 years whilst long-term leasehold
land is amortised over a period of 61 years.
29
Notes to the Financial Statements
for the year ended at 31 March 2001
Depreciation of other properties, plant and equipment is calculated so as
to write off their cost or valuation over their expected useful lives. The
annual rates are:
Buildings
Renovation
Motor vehicles
Furniture, fixtures, fittings
and office equipment
30
1% - 3% on straight line basis
10% on straight line basis
33 1/3% on reducing balance basis
10% - 20% on straight line basis
(f)
Trade receivables
Trade receivables are carried at anticipated realisable value. Bad debts
are written off in the period in which they are identified. Specific provision
is made for any debts considered doubtful of collection.
(g)
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost
consists of invoiced value of purchased goods determined on a first-in, firstout basis.
(h)
Cash and cash equivalents
Cash and cash equivalents comprise cash in hand, deposits held at call
with banks, and investments in money market instruments, net of bank
overdrafts. In the balance sheet, bank overdrafts are included in borrowings
in current liabilities.
3
Principal activity
The Company has continued to trade as a retailer of electronic and electrical
appliances and household furniture and furnishings during the financial year.
4
Revenue
2001
RM
2000
RM
Goods sold
355,573,582
341,878,406
Service charges billed on instalment sales
202,621,101
189,565,129
Movement in unearned service charges
(13,032,673)
(28,119,340)
Service charges earned
189,588,428
161,445,789
Revenue
545,162,010
503,324,195
5
Profit before taxation
2001
RM
2000
RM
Profit from operations is stated after charging:
Depreciation of property, plant and equipment
Employee costs
Auditors' remuneration - audit fees
- non-audit fees
Directors' remuneration - fees
- other emoluments
Rental of land and buildings
Property, plant and equipment written off
Provision for doubtful debts
Bad debts written off
5,051,924
34,984,466
90,000
65,000
116,000
5,399,905
13,233,178
506,223
7,977,409
26,136,929
4,676,683
32,169,772
75,000
100,000
50,000
4,341,546
11,875,329
891,497
5,738,233
22,245,816
and crediting:
Rental income
Interest income
Gain on disposal of property, plant and equipment
Foreign exchange gain - realised
- unrealised
355,994
2,956,041
235,517
68,212
-
70,800
54,451
4,220
70,000
The estimated monetary value of benefits-in-kind received and receivable by the
Directors otherwise than in cash from the Company amount to RM583,280 (2000:
RM455,997).
6
Finance cost
Finance cost in respect of:
Term loans
Bank overdrafts
Other borrowings
Holding company
7
2001
RM
2000
RM
3,186,784
240,031
7,718,630
11,145,445
3,440,576
555,332
10,453,198
64,602
14,513,708
2001
RM
2000
RM
Taxation
Taxation based on the profit for the year:
Malaysian income tax
Deferred taxation
32,674,000
(160,000)
32,514,000
23,509,000
969,000
24,478,000
31
Notes to the Financial Statements
for the year ended at 31 March 2001
8
Earnings per share
Basic earnings per share
The basic earnings per share of the Company is calculated by dividing the net
profit attributable to shareholders by the weighted average number of shares in
issue during the year.
2001
2000
RM
RM
Net profit attributable to shareholders
81,456,470
61,528,571
Weighted average number of ordinary shares in issue 256,798,816
220,434,000*
Basic earnings per share (sen)
31.72
27.91
* Being the weighted average number of ordinary shares of RM0.50 each in issue
after adjusting for the bonus issue of 90,217,000 ordinary shares of RM1.00 each and
the change in par value.
9
Dividends
Proposed final dividend of 4.0 sen per share,
tax exempt (2000: Nil)
10
2000
RM
11,280,000
-
2001
RM
2000
RM
25,000,000
25,000,000
225,000,000
250,000,000
25,000,000
25,000,000
20,000,000
90,217,000
9,633,000
119,850,000
119,850,000
21,150,000
141,000,000
20,000,000
20,000,000
20,000,000
Share capital
Authorised
Ordinary shares
As at 1 April of RM1.00 each
Upon sub-division of RM0.50 each
Created during the year of RM0.50 each
As at 31 March of RM0.50 each/RM1.00 each
Issued and fully paid
Ordinary shares
As at 1 April of RM1.00 each
Bonus issues of RM1.00 each
Rights issue of RM1.00 each
Upon sub-division of RM0.50 each
Public issue of RM0.50 each
As at 31 March of RM0.50 each/RM1.00 each
32
2001
RM
11
Reserves
Subject to agreement of the Inland Revenue Board, the Company has sufficient
tax credit under Section 108 of the Income Tax Act, 1967 and tax exempt income
under Section 8 of the Income Tax (Amendment) Act, 2000 to frank its distributable
reserves, in full, without incurring any additional tax liability.
12
Deferred taxation
2001
RM
At 1 April
Transfer (to)/from income statement
At 31 March
2,239,000
(160,000)
2,079,000
2000
RM
1,270,000
969,000
2,239,000
Deferred taxation has been provided for all timing differences.
13
Term loans (Unsecured)
Term loan 1
Term loan 2
Term loan 3
2001
RM
-
2000
RM
26,600,000
11,925,000
15,000,000
53,525,000
The unsecured term loan 1 is repayable by a lump sum payment at maturity on 5
August 2002. Interest rates for the financial year ranged from 6.80% to 8.30%
(2000: 7.85% to 8.35%) per annum.
The unsecured term loan 2 is repayable by 28 equal quarterly instalments
commencing on 3 December 2001. The interest rate applicable for the financial
year was 7.80% (2000: 7.80% to 8.65%) per annum.
The unsecured term loan 3 is repayable by a lump sum payment at maturity on
31 July 2002. The loan comprises 3 separate drawdowns of RM5 million each
with interest rate fixed at 7.25%, 7.20% and 6.30% respectively.
All term loans were fully repaid in the financial year.
33
Notes to the Financial Statements
for the year ended at 31 March 2001
14
Property, plant and equipment
The details of property, plant and equipment are as follows:
Freehold
land
at valuation
RM
Long-term
leasehold land
at valuation
RM
Short-term
leasehold land
at valuation
RM
9,130,000
837,000
4,101,818
Additions, at cost
-
-
-
Disposals, at net book value
-
-
-
Write-off, at net book value
-
-
-
Depreciation charge
-
2001
Net book value at 1 April
(13,722)
(128,182)
Net book value at 31 March
9,130,000
823,278
3,973,636
Cost or valuation
9,130,000
837,000
4,230,000
Accumulated depreciation
-
(13,722)
(256,364)
Net book value
At 31 March 2001
34
9,130,000
823,278
3,973,636
Buildings
at valuation
RM
Renovation
at cost
RM
Motor
vehicles
at cost
RM
Furniture,
fixtures, fittings
and office
equipment
at cost
RM
10,238,055
1,722,950
2,256,959
21,372,365
49,659,147
-
-
1,672,154
5,635,366
7,307,520
-
-
(84,543)
-
-
(164,945)
(232,732)
Total
RM
(40,203)
(124,746)
(506,223)
(506,223)
(1,008,686)
(3,503,657)
(5,051,924)
-
10,073,110
1,490,218
2,835,884
22,957,648
51,283,774
10,403,000
2,226,637
7,186,942
36,958,516
70,972,095
(4,351,058)
(14,000,868)
(19,688,321)
2,835,884
22,957,648
51,283,774
(329,890)
10,073,110
(736,419)
1,490,218
35
Notes to the Financial Statements
for the year ended at 31 March 2001
Freehold
land
at valuation
RM
Long-term
leasehold land
at valuation
RM
Short-term
leasehold land
at valuation
RM
7,761,408
680,000
2,751,067
-
-
-
7,761,408
680,000
2,751,067
1,368,592
157,000
1,478,933
9,130,000
837,000
4,230,000
Additions, at cost
-
-
-
Disposals, at net book value
-
-
-
Write-off, at net book value
-
-
-
Depreciation charge
-
-
Net book value at 31 March
9,130,000
837,000
4,101,818
Cost or valuation
9,130,000
837,000
4,230,000
-
-
9,130,000
837,000
2000
Net book value at 1 April
Reclassification, at net book value
Revaluation surplus
Accumulated depreciation
(128,182)
(128,182)
Net book value
At 31 March 2000
36
4,101,818
Buildings
at valuation
RM
Renovation
at cost
RM
Motor
vehicles
at cost
RM
Furniture,
fixtures, fittings
and office
equipment
at cost
RM
8,407,924
3,846,824
2,611,966
20,851,832
3,024,843
(2,225,342)
11,432,767
1,621,482
2,611,966
20,052,331
46,911,021
-
-
-
1,974,758
10,403,000
1,621,482
2,611,966
20,052,331
48,885,779
-
208,059
715,573
5,540,145
6,463,777
-
-
-
-
(1,029,767)
(164,945)
(106,591)
-
(103,893)
(966,687)
(799,501)
Total
RM
46,911,021
-
(18,336)
(122,229)
(891,497)
(891,497)
(3,310,278)
(4,676,683)
10,238,055
1,722,950
2,256,959
21,372,365
49,659,147
10,403,000
2,226,637
6,086,749
32,520,627
65,434,013
(3,829,790)
(11,148,262)
(15,774,866)
2,256,959
21,372,365
49,659,147
(164,945)
10,238,055
(503,687)
1,722,950
37
Notes to the Financial Statements
for the year ended at 31 March 2001
The net book values of revalued properties, plant and equipment of the Company
that would have been included in the financial statements had these assets been
carried at cost less depreciation are as follows:
2001
2000
RM
RM
Long-term leasehold land
Short-term leasehold land
Freehold land
Buildings
505,574
755,209
7,761,408
10,279,146
514,000
789,931
7,761,408
10,450,189
Land and buildings stated at valuation, were revalued in 2000 by the Directors,
based on valuations carried out by independent professional valuers as modified
by the Securities Commission on the open market value basis.
The tax effects of revalued assets are not disclosed because the Company has
no intention of disposing of these assets in the foreseeable future.
15
Trade receivables
2001
RM
Instalment receivables including unearned
service charges
Unearned service charges
Provision for doubtful debts
These fall due:
Within one year
After one year
2000
RM
635,992,985
(127,269,569)
508,723,416
(48,460,839)
460,262,577
565,823,947
(114,236,895)
451,587,052
(40,483,430)
411,103,622
273,810,910
186,451,667
460,262,577
241,058,783
170,044,839
411,103,622
16
Inventories
Inventories comprise electronic and electrical appliances and household furniture
and furnishings held for resale.
17
Amounts owing by/(to) related companies
The amounts owing by/(to) related companies are unsecured, interest free and
have no fixed terms of repayment.
18
Other receivables, deposits and prepayments
Other receivables
Deposits
Prepayments
19
2001
RM
3,931,784
4,146,934
2,807,996
10,886,714
2000
RM
4,209,508
4,229,864
3,447,444
11,886,816
Amount owing to holding company
The holding company is Courts Plc, a company incorporated in the United Kingdom,
which owns 55% of the issued and paid up share capital of the Company.
The amount owing to the holding company represents reimbursement of expenses
incurred on behalf of the Company and interest at 12.0% (2000: 9.0%) per annum
is chargeable on amounts exceeding one month in arrears.
38
20
Other payables and accrued liabilities
Other payables
Accrued expenses
2001
RM
5,486,372
8,341,884
13,828,256
2000
RM
5,081,708
7,527,973
12,609,681
21
Bankers acceptances
The unsecured bankers acceptances carried interest at rates ranging from 3.15%
to 5.30% (2000: 3.90% to 12.50%) per annum during the financial year.
22
Short-term borrowings
Bank overdrafts
Revolving credits
2001
RM
232,066
232,066
2000
RM
7,178,774
5,250,000
12,428,774
The unsecured short-term borrowings incurred interest at rates ranging from 3.90%
to 7.95% (2000: 3.50% to 9.80%) per annum during the financial year.
23
Cash and cash equivalents
Cash and cash equivalents included in the cash flow statement comprise the
following:
2001
2000
RM
RM
Deposits with licensed banks
73,957,223
Deposit with licensed finance company
20,349,053
Cash and bank balances
2,750,563
749,349
97,056,839
749,349
Bank overdrafts
(232,066)
(7,178,774)
96,824,773
(6,429,425)
24
Commitments
At the balance sheet date, the Company had commitments under non-cancellable
operating leases with a term of more than one year for the rental of premises as
follows:
2001
2000
RM
RM
Payable within one year
3,053,201
3,250,942
Payable between one and five years
12,383,293
5,696,565
Payable after five years
21,849,737
82,136
37,286,231
9,029,643
25
Significant related party disclosures
The significant related party transactions between the Company and Courts Plc
("Group") and its subsidiaries and/or affiliates for the year are the reimbursement
of data processing expenses amounting to RM2,456,412 (2000: RM2,100,600)
and technical services support rendered for advertising and promotional activities
amounting to RM675,515 (2000: RM848,703).
The related party transactions described above were carried out in the normal
course of business under terms and conditions, which were negotiated with Courts
Plc.
26
Segmental reporting
The Company is principally involved in a single line of business in Malaysia, namely
the retailing of electronic and electrical appliances and household furniture and
furnishing, and as such, no segmental analysis of its financial results is reported.
27
Comparatives
The comparative figures have been extended to comply with the additional disclosure
requirements of the approved accounting standards that are applicable for the
financial year ended 31 March 2001.
39
Statement by Directors
We, Dato' Ahmad Johari bin Abdul Razak and Albert Elphick, being two of the Directors
of Courts Mammoth Berhad, state that, in the opinion of the Directors, the financial
statements set out on pages 24 to 39 are drawn up so as to exhibit a true and fair view
of the state of affairs of the Company as at 31 March 2001, and of the results and cash
flows of the Company for the year ended on that date, in accordance with the applicable
approved accounting standards in Malaysia.
In accordance with a resolution of the Board of Directors dated 25th May 2001
Dato’ Ahmad Johari bin Abdul Razak
Director
Albert Elphick
Director
25th May 2001
Statutory Declaration
I, Tan Siew Lay, being the Director primarily responsible for the financial management
of Courts Mammoth Berhad, do solemnly and sincerely declare that to the best of my
knowledge and belief that the financial statements set out on pages 24 to 39 are 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.
Tan Siew Lay
Director
Subscribed and solemnly declared at Kuala Lumpur on 25th May 2001, before me
Commissioner for Oaths
40
Report of the Auditors
We have audited the financial statements set out on pages 24 to 39. These financial
statements are the responsibility of the Company’s Directors. Our responsibility is to
express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with approved auditing standards in Malaysia.
Those standards require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used
and significant estimates made by Directors, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our opinion:
(a)
the financial statements have been prepared in accordance with the provisions of
the Companies Act, 1965 and applicable approved accounting standards in Malaysia
so as to give a true and fair view of:
(i) the matters required by Section 169 of the Companies Act, 1965 to be dealt
with in the financial statements; and
(ii) the state of affairs of the Company as at 31 March 2001 and of the results and
cash flows of the Company for the year ended on that date;
and
(b)
the accounting and other records and the registers required by the Act to be kept
by the Company have been properly kept in accordance with the provisions of the
Act.
PricewaterhouseCoopers
(AF: 1146)
Public Accountants
Shirley Goh
(1778/08/02 (J))
Partner
Kuala Lumpur
25th May 2001
41
Corporate Governance
The Code
Corporate Governance is a fundamental factor that influences the performance of a
company. The Malaysian Code on Corporate Governance sets out principles and best
practices on structures and processes that companies may use to achieve the optimal
governance framework.
The Board of Directors of Courts Mammoth Berhad is committed to the highest standards
of corporate governance throughout the Company in the discharge of its responsibilities
in order to enhance shareholder value and protect the assets of the Company. To this
end, the Board fully supports the recommendations of the Code and steps are being taken,
prior to the stipulated implementation dates, to comply with the best practices set out in
the Code on a voluntary basis.
42
The Board Of Directors
Composition of the Board
The Board comprises 9 members, 5 Executive Directors, including the Chief Executive
& Managing Director, and 4 Non-Executive Directors, including the Chairman and 2
Independent Directors. A brief description of the background of each director is presented
on pages 10 and 11 of this Annual Report.
The number of Non-Executive Directors was increased to 5 to achieve a fair balance of
Executive and Non-Executive Directors and to reflect the importance of representing the
interests of public shareholders and providing an independent view to the Board. On 22
June 2001, Encik Mohd Talhar bin Abdul Rahman, a Non-Executive Independent Director
was appointed to the Board. Effectively, the ratio of Non-Executive Directors increased
from 44.4% to 50% and that of Non-Executive Independent Directors from 22.2% to 30%.
The Board composition complies with the Revamp Listing Requirements of the KLSE.
43
Corporate Governance
Meeting of Directors
The Board convened a total of three meetings in the year under review, and the details
of the attendance of each member of the Board are tabulated below:
Name of Director
Designation
No. of Meetings
Attended
%
Dato’ Ahmad Johari
Abdul Razak
Non-Executive Chairman
3
100
Albert Elphick #
Chief Executive /
3
100
Managing Director
Tan Siew Lay
Finance Director
3
100
Nicholas Alexander
Elphick
Deputy Managing
Director
3
100
Barry Francis Spencer
Credit Director
3
100
Robert George Miller
Commercial Director
2
66.67
Razman Hafidz bin
Abu Zarim # @
Non-Executive Director
2
66.67
Tan Poh Tei # @
Non-Executive Director
3
100
Michael Bernard
Hacker * @
Non-Executive Director
0
0
# denotes Audit Committee member
@ denotes Nomination and Remuneration Committee member
*Mr. Michael Bernard Hacker is a resident of the United Kingdom, and as Group Finance Director of Courts
PLC, he frequently travelled to other Courts subsidiaries/affiliates overseas and as such, was unable to attend
Board Meetings in the year.
Steps have been taken to enable members residing and/or travelling abroad to attend
Board meetings by using teleconferencing facilities, as provided for under the Articles of
the Company.
The Board has agreed that the Directors will meet at least four times a year, with additional
meetings being convened as necessary. At meetings, all members bring independent
judgement to bear on issues of strategy, performance, resources and standards of conduct,
based on their extensive experience in their respective fields of expertise.
Responsibilities and Access to Information
The Board takes full responsibility for ensuring the effective performance of the Company
in all areas of operation, finance, management information systems, branch network
expansion, human resources and administration. It is aware of its commitments to
customers, shareholders and investors.
The Executive Directors are people with proven capabilities in the fields of retail operations,
finance, marketing, credit control and management. All Executive Directors adopt a
hands-on approach in the day-to-day guidance of the Company to attain its short and
long-term objectives, as well as advising and overseeing the strategic implementation of
branch network expansion and looking after the corporate development of the Company.
44
Prior to Board meetings, all Directors receive a Board report containing information relevant
to the business of the meeting, in a form and of a quality appropriate, to facilitate an
informed decision making process. This report is issued in sufficient time to enable the
Directors to obtain further information and explanations, as necessary, so that they are
properly briefed and are able to fully participate in such meetings. Board reports provide,
amongst other things, information on major operational, financial and corporate issues
and explanations of significant variances from budget.
The Directors are also notified of securities transactions and the impending restriction in
dealing with the securities of the Company at least one month prior to the announcement
and release of the quarterly financial results.
All Directors have access to the advice and services of the Company Secretaries who are
responsible for ensuring that Board procedures are adhered to. The directors may,
whether as a full board or in their individual capacity, in furtherance of their duties, seek
independent professional advice at the company's expense, if necessary.
Training
Pursuant to the requirements of the KLSE Revamp Listing Requirements, all members
have been scheduled to attend the Mandatory Accreditation Programme. Additionally,
the directors attend training related to their respective areas of responsibilities as and
when legislation and regulations are amended so that they keep abreast of compliance
requirements.
Nomination and Remuneration Committee
Composition of the Nomination and Remuneration Committee
The Board of Directors resolved, at a meeting held on 25 May 2001, to form a Nomination
and Remuneration Committee and that the functions of these committees be combined
into one. Four Non-Executive Directors, three of whom are Independent Directors, have
indicated their willingness to serve on the committee, if elected. The Chairman of the
Committee will be appointed by the committee members themselves, at a meeting to be
convened.
Appointments to the Board
The Nomination and Remuneration Committee will be responsible for assessing existing
Directors and identifying, nominating, recruiting, appointing and orientating new Directors.
Re-Election
In accordance with the Company’s Articles of Association, all Directors who are appointed
by the Board are subject to re-election by shareholders at the first opportunity after their
appointment. The Articles also provide that at least one third of the remaining Directors
be subject to re-election in rotation at each Annual General Meeting. The Articles are
also being amended to subject the Chief Executive & Managing Director to re-election
every three years.
Director’s Remuneration
The Nomination and Remuneration Committee will be responsible for setting the policy
framework and for making recommendations to the Board on all elements of the remuneration
and other terms of employment of Executive Directors. Non-Executive Directors’
remuneration will be decided by the Board as a whole, with the Director concerned
abstaining from, deliberations and voting on, decisions in respect of his/her own
remuneration.
45
Corporate Governance
Terms of reference of the Nomination and Remuneration Committee
Membership
The Committee shall be appointed by the Board of Directors and comprise exclusively
Non-Executive Directors, a majority of whom shall be independent.
Chairman
The members of the Committee shall elect a Chairman from amongst themselves who
shall be an Independent Non-Executive Director.
Authority and Functions
The Committee shall have the following authority and functions:
•
•
•
•
•
•
•
•
•
•
Determine the procedure for convening and holding of the Committee’s meetings
e.g. quorum, notice period, etc..
Select suitable candidates for appointment to the Board of Directors, taking into
account the expertise, qualification and experience of the prospective candidates.
Recommend the re-election of directors due to retire under the Articles of
Association of the Company, taking into account the directors’ performance.
Review the required mix of skills and experience and other qualities, including
competencies of directors.
Assess the effectiveness of the board as a whole, of the committees of the board,
and the contribution of each Director, the process of which shall be
implemented by the board.
To obtain the services of the Company Secretary to ensure appointments are
properly made.
Establish a formal procedure and policy to determine the remuneration packages
of Executive Directors.
Be responsible for recommending the remuneration levels of the Directors to the
full board. Recommendations shall be made with reference to market practice.
Supervising the grant of stock options and other benefits-in-kind to the Directors.
In the case of Executive Directors, the component parts of remuneration shall be
structured so as to link reward to corporate and individual performance.
The Committee shall report all findings to the Board for consideration and implementation.
The Board of Directors shall then collectively decide on the candidate (s) to be appointed.
The Committee shall only report findings and decisions in respect of the remuneration
of Executive Directors. The Committee shall not decide on the remuneration of NonExecutive Directors. Such decision shall be vested in the Board of Directors.
SHAREHOLDERS
Dialogue between the Company and Investors
The Company appreciates the keen interest of shareholders and investors in its performance.
The Chief Executive & Managing Director and the Finance Director meet regularly with
analysts and there is regular dialogue with investors and institutional shareholders.
Shareholders are encouraged to participate at the Annual General Meeting.
At each Annual General Meeting, the Chairman and the Executive Directors are available
to respond to shareholders’ questions.
46
ACCOUNTABILITY AND AUDIT
Financial Reporting
There is a comprehensive budgeting system with the annual budget being approved by
the directors. The Company maintains stringent weekly reporting disciplines for key
performance statistics of all branches and these are monitored against budget. Cash flow
is monitored on a continuous basis. Timely and orderly procedures have resulted in the
production of consistently reliable, detailed and balanced reports which have enabled the
Board to properly assess the ongoing performance and prospects of the Company.
Internal Control
The Directors are committed to the highest standards of internal control to safeguard
shareholders’ interests and the Company’s assets. The Board achieves this by ensuring
that there is adequate control and direction over appropriate strategic, financial, organisational
and compliance issues, through regular meetings and the maintenance of sound and
timely management information systems. Following the formation of the Audit Committee
in September 2000 and the Internal Audit Division in November 2000, there will be
continuous monitoring on behalf of the Board of the effectiveness of the internal control
systems and procedures implemented by the Company. The Audit Committee report is
set out on page 49. Whilst best practices generally prevail, such systems can only provide
reasonable, but not absolute, assurance against material mis-statement or loss.
Going Concern
The Directors are satisfied that the Company has adequate resources to continue in
business for the foreseeable future.
Relationship with the Auditors
The External Auditors attend all Audit Committee Meetings where the Company's quarterly
and annual financial results are considered, as well as at meetings to review and discuss
the Company's accounting policies, semi-annual audit results and post-audit findings.
The External Auditors acted as auditors and reporting accountants for the Company's
public issue and listing exercise which was completed in October 2000.
The Company works closely with the Auditors and maintains a transparent relationship
with them in seeking professional advice and ensuring compliance with applicable
accounting standards and statutory requirements.
47
Corporate Governance
AUDIT COMMITTEE
Composition of the Audit Committee
The Audit Committee was formed on 27 September 2000 comprising the following
members:Chairman
: Razman Hafidz bin Abu Zarim
Tan Poh Tei
Albert Elphick
Secretaries: Chin Fah Yew
Yeap Kok Leong
Independent Non-Executive Director
Independent Non-Executive Director
Chief Executive & Managing Director
Joint Company Secretary
Joint Company Secretary
Terms of reference of the Audit Committee
Membership
The Committee shall be appointed by the Board from amongst the Directors and shall
consist of not less than three members, with a majority of the Committee, including the
Chairman, being Independent Non-Executive Directors. The Chairman of the Committee
shall be appointed by the Board.
Meetings
Meetings shall be held not less than four times a year. The External Auditors may
request a meeting with the Committee if they consider it necessary.
Quorum
Two members shall constitute a quorum.
Secretary
The Company Secretary shall act as the Secretary to the Committee.
Attendance
The Finance Director, the head of Internal Audit Division and representatives of the
External Auditors may attend meetings of the Committee. However, at least once a year
the Committee shall meet with the External Auditors without any executive board member
being present.
Authority
The Committee is authorised by the Board to investigate any activity within its terms of
reference. It is authorised to seek any information it requires from any employee and all
employees are directed to cooperate with any request made by the Committee.
The Committee is authorised by the Board to obtain outside legal or other independent
professional advice and to secure the attendance of outsiders, with relevant experience
and expertise, if it considers this necessary.
Responsibilities
The responsibilities of the Committee are:
• to consider and recommend the appointment of the External Auditors, the audit
fee and any question of the resignation or dismissal of the External Auditors;
• to discuss with the External Auditors before the audit commences, the nature and
scope of the audit and ensure co-ordination, where more than one audit firm is
involved;
• to review the quarterly financial report and annual financial statements before
submission to the Board, focusing particularly on:
- any changes in accounting policies and practices
- major judgmental areas
- significant adjustments resulting from the audit
- the going concern assumption
- compliance with accounting standards
- compliance with stock exchange and legal requirements
48
•
•
•
•
•
to discuss issues arising from the interim and final audits, and any other matters
the External Auditors may wish to discuss (in the absence of management, if
appropriate)
to review the internal audit programme and to consider the major findings of internal
audit investigations and management’s responses, and to ensure co-ordination
between the internal and external auditors;
to keep under review the effectiveness of internal control systems, and in particular
review the External Auditors’ management letter and the management’s response;
to review any related party transaction; and
to consider other topics as defined from time to time.
Reporting procedures
The secretary shall circulate the minutes of meetings of the Committee to all members
of the Board.
AUDIT COMMITTEE REPORT
The Board is pleased to present the Audit Committee Report for the financial year ended
31 March 2001.
Meetings of the Audit Committee
During the financial year under review, three audit committee meetings were held and the
details of the attendance of each member of the committee are tabulated below:
Audit Committee Member
Designation
No. of Meetings
Percentage
Attended
%
Razman Hafidz bin Abu Zarim
Chairman
2
66.67
Tan Poh Tei
Independent Member
3
100
Albert Elphick
Member
3
100
The Finance Director and representatives of the External Auditors were in attendance at
all of the above meetings and other Board members were invited to participate at these
meetings when relevant issues were tabled.
Activities carried out by the audit committee since its formation were:
• the review and adoption of the Internal Audit Charter for implementation by the
Internal Audit Department (‘IAD’);
• a review of the IAD programmes for the year;
• a review of the performance and findings of the IAD following stock-take results
and operational audits conducted at showrooms and warehouses;
• three quarterly reviews of the financial results of the Company, making appropriate
variations to the reports, before recommending for adoption by the Board of the
results and announcements to be made to the KLSE; and,
• a review of the year-end audit plan with the External Auditors in terms of the audit
procedures, significant accounting and auditing problems, impact of new or proposed
changes to accounting standards and regulatory requirements.
Internal Audit Division Report
The Internal Audit Division was established in November 2000, following the appointment
of a qualified and experienced Senior Internal Audit Manager. Subsequent recruitment
spanned 3 months and those recruited had an average of 3 years experience in auditing
functions.
The IAD completed a limited review of the purchasing functions, issued a Company policy
covering money matters and developed the programmes for branch and warehouse audit.
Existing perpetual stock take functions also fall within the ambit of internal audit and,
during the year ended 31 March 2001, 3 stock takes were undertaken at each location.
The audit charter, guidelines and audit plan for the financial year ending 31 March, 2002
were presented to the Audit Committee for endorsement and these have since been
ratified and adopted by the Board. Essentially, all branches, warehouses and head office
operations are subject to audit and the audit plan commenced in April 2001 coinciding
with the start of the new financial year.
49
Properties Owned By
Courts Mammoth Berhad
Property Address
Description of Property
Existing Use / Area
Approximate age of
building / expiry date
of lease
Net book value
(RM) as at
31st March 2001
No. 66, Jalan Tun Ali
2 storey showroom/office.
Retail Warehouse
23 years
1,561,666
75300 Melaka
and office
18,284 sq. ft.
Leasehold
Expiry date : 31 May 2061
(60 years unexpired term)
No. 23, Jalan Larkin
3 storey showroom/office
Retail Warehouse
80200 Johor Bahru
with a basement
and office
21 years
6,575,757
Johor Darul Ta’zim
47,665 sq. ft.
Leasehold
Expiry date: 8 May 2032
(31 years unexpired term)
No. 36, Jalan Genting
4 storey showroom/office
Retail Warehouse
Kelang Setapak,
with a basement
and Office
10.5 years
53300 Kuala Lumpur
88,635 sq. ft.
The above properties were last revalued on 1st September 1999.
50
50
Freehold
15,862,660
Corporate Calendar
29 April 2000
Seremban reopens with an additional 10,000 sq ft of showroom
space.
4 May 2000
Adoption of Badan Khidmat Islam Perak, our 5th home under the
Rumah Ceria Ku Campaign.
24 May 2000
Adoption of Persatuan Kebajikan Islam Terengganu, our 6th home
under the Rumah Ceria Ku Campaign.
27 May 2000
Our relocated Rawang store opens in bigger and better premises.
18 July 2000
Joint blood donation campaign with the Malaysian Red Crescent
Society.
22 July 2000
Jasin reopens at bigger, better and more strategically located
premises.
29 July 2000
Opening of our 51st store, Courts Subang, which incorporates our
new central warehouse.
1 August 2000
Donation of old clothes, books, accessories and other usable items
to raise funds for the Malaysian Red Crescent Society.
18 August 2000
Opening of Courts Kuching, our 52nd store nationwide and first in
East Malaysia.
30 August 2000
Simultaneous adoption of Yayasan Anak-Anak Yatim Pinggir
Taman Tun Dr Ismail and Pertubuhan Kebajikan Anak Yatim
Miskin, Klang, our 7th and 8th homes, under the Rumah Ceria Ku
Campaign
7 October 2000
Petaling Jaya is relocated to Wisma Thrifty on Jalan Barat and
offers a new concept of shopping convenience under one roof.
11 October 2000
Listing of Courts Mammoth Berhad on the Main Board of the KLSE.
27 November 2000
Launch of the sale of 2001 Calendar cards at all Courts stores in
aid of the Malaysian Red Crescent Society.
2 December 2000
Opening of Segamat at bigger, better and more centrally located
premises.
18 January 2001
Badan Usaha Didikan Anak-Anak Yatim Negeri Kedah and
Pertubuhan Kerbajikan Anak-Anak Yatim Perlis, Arau, bring the
number of homes adopted under the Rumah Ceria Ku Campaign
to 10.
51
Shareholding Statistics
Class of shares
Voting rights
: Ordinary shares of 50 sen each
: One (1) vote per share
Size of
Shareholdings
No. of
Shareholders
1 - 999
1,000 - 10,000
% of
Shareholders
No. of
Shares
% of
Issued Shares
1
0.04
500
0.00
2,040
87.55
3,287,000
1.17
10,001 - 100,000
161
6.91
6,744,500
2.39
100,001 - 14,099,999
127
5.45
116,868,000
41.44
1
0.05
155,100,000
55.00
2,330
100.00
282,000,000
100.00
14,100,000 & Above
Total
Substantial Shareholders
As at 25 June 2001 (excluding bare trustees)
(based on Register of Substantial Shareholding)
Name
No. of Shares Held
Direct
Courts Plc
Dato’ Ahamd Johari bin Abdul Razak
FMR Corp.
Government of Singapore
Investment Corporation Pte Ltd
Indirect
%
155,100,000
55.00
-
-
22,183,500
7.87
-
-
-
-
*6,819,000
2.42
11,951,000
4.24
-
-
Gel Capital (Malaysia) Berhad
-
-
#6,764,000
2.40
Great Eastern Life Assurance
(Malaysia) Berhad
6,764,000
2.40
-
-
Great Eastern Holdings Limited
-
-
~7,944,000
2.82
Oversea-Chinese Banking
Corporation Limited
-
-
^7,944,000
2.82
1,180,000
0.42
@6,764,000
2.40
The Great Eastern Life
Assurance Co Ltd
52
%
*
Deemed interest through shares held by its affiliates [Shares held by Fid Emerging
Markets Fund (943,000 shares), Emerging Markets Portfolio-Canada (50,000 shares),
Fidelity Asean Fund (920,000 sharers), Fid-Fds-Asean Pool (1,500,000 shares), FidFds Malaysia Pool (1,808,000 shares), Fid Instl Emerging Markets Fund (1,247,000
shares) and Fid Fds-Emerging Markets Pool (351,000 shares)].
#
Deemed interest through shares held by its subsidiary [Shares held in trust by Malaysia
Nominees (Tempatan) Sdn Bhd].
~
Deemed interest through shares held by its subsidiary [Shares held in trust by Malaysia
Nominees (Tempatan) Sdn Bhd].
^
Deemed interest by virtue of Section 6A(4) of the Companies Act, 1965 [Shares held
in trust by Malaysia Nominees (Tempatan) Sdn Bhd].
@
Deemed interest through shares held by its subsidiary [Shares held in trust by Malaysia
Nominees (Tempatan) Sdn Bhd].
THIRTY LARGEST SHAREHOLDERS ACCORDING TO THE RECORD OF DEPOSITORS AS AT 25TH JUNE 2001
Name of Securities Account Holder(s)
Name of Account Qualifier(s)
No. of Shares
% of Shareholdings
1
Courts PLC (272534)
–
155,100,000
55.00
2
RC Nominees (Tempatan) Sdn Bhd (119682P)
Ahmad Johari Bin Abdul Razak (SBB KLM)
12,318,500
4.37
3
RC Nominees (Tempatan) Sdn Bhd (119682P)
Ahmad Johari Bin Abdul Razak (SBB KLM)
10,190,000
3.61
4
Cartaban Nominees (Asing) Sdn Bhd (263367W)
Government of Singapore Investment Corp.
Pte Ltd for Government of Singapore (C)
8,399,000
2.98
5
Malaysia Nominees (Tempatan) Sendirian Berhad (6193K) Great Eastern Life Assurance (Malaysia) Bhd (MLF)
6,764,000
2.40
6
Malaysia Nominees (Tempatan) Sendirian Berhad (6193K) Amanah SSCM Asset Management Berhad
for Amanah Smallcap Fund Berhad (JM730)
3,807,000
1.35
7
Amanah Raya Nominees (Tempatan) Sdn Bhd (434217U) Kuala Lumpur Growth Fund
3,500,000
1.24
8
Cartaban Nominees (Asing) Sdn Bhd (263367W)
2,239,000
0.79
9
Arab-Malaysian Nominees
(Tempatan) Sdn Bhd (51181W)
10 Cartaban Nominees (Asing) Sdn Bhd (263367W)
Unibank As Copenhagen for Uni-Invest Engros
Asiatiske Aktier (3297)
Arab-Malaysian Trustee Bhd for
HLB Penny Stock Fund (5/4-3)
SSBT Fund U004 for SEI Institutional International
Trust Emerging Markets Equity Portfolio
2,175,000
0.77
2,151,000
0.76
11 Amanah Raya Nominees (Tempatan) Sdn Bhd (434217U) Kuala Lumpur Savings Fund
2,000,000
0.71
12 Mayban Nominees (Tempatan) Sdn Bhd (258939H)
Mayban Trustees Berhad for Kuala Lumpur
Regular Savings Fund (N14011940100)
2,000,000
0.71
13 HSBC Nominees (Tempatan) Sdn Bhd (258854D)
HSBC (M) Trustee Bhd for OSK-UOB
Equity Trust (3175)
1,930,000
0.68
TNTC for Government of Singapore
Investment Corporation Pte Ltd
1,832,000
0.65
15 HSBC Nominees (Asing) Sdn Bhd (4381U)
BBH (LUX) SCA for Fidelity Funds Malaysia
1,808,000
0.64
16 HLG Nominee (Tempatan) Sdn Bhd (250650T)
PB Trustee Services Berhad for HLB Growth Fund
1,775,000
0.63
17 Cartaban Nominees (Asing) Sdn Bhd (263367W)
Credit Agricole Indosuez Luxembourg
for Lombard Odier Pacific Rim
1,715,000
0.61
18 Employees Provident Fund Board (EPFACT1991)
–
1,599,000
0.57
14 Citicorp Nominees (Asing) Sdn Bhd (263875D)
19 Chase Malaysia Nominees (Asing) Sdn Bhd (258327T) Genesis Malaysia Maju Fund Limited
1,500,000
0.53
20 HSBC Nominees (Asing) Sdn Bhd (4381U)
BBH (LUX) SCA for Fidelity Funds Asean
1,500,000
0.53
21 Universal Trustee (Malaysia) Bhd (17540D)
CMS Premier Fund
1,500,000
0.53
22 Mayban Nominees (Tempatan) Sdn Bhd (258939H)
Mayban Trustees Berhad for Kuala Lumpur
Aggressive Growth Fund (N14011940110)
23 Amanah Raya Nominees (Tempatan) Sdn Bhd (434217U) Malaysia Progress Fund
1,400,000
0.50
1,330,000
0.47
1,247,000
0.44
24 Cartaban Nominees (Asing) Sdn Bhd (263367W)
Clydesdale Bank Glasgow for Fidelity
Institutional Emerging Markets Fund
25 Mayban Nominees (Tempatan) Sdn Bhd (258939H)
Mayban Trustees Berhad for
Balanced Returns Fund (N14011980060)
1,220,000
0.43
26 Citicorp Nominees (Tempatan) Sdn Bhd (267011M)
Prudential Assurance Malaysia Berhad (Par Fund)
1,200,000
0.43
27 Malaysia Nominees (Asing) Sendirian Berhad (258892H)
Oversea-Chinese Bank Nominees Pte Ltd
for Greatlink Asean Growth Fund (9011D)
1,180,000
0.42
28 HSBC Nominees (Asing) Sdn Bhd (4381U)
CMB LDN for The Malaysia Fund Incorporated
1,169,000
0.41
1,065,000
0.38
1,000,000
0.35
236,613,500
83.91
29 Amanah Raya Nominees (Tempatan) Sdn Bhd (434217U) Kuala Lumpur Smallcap Fund
30 Mayban Nominees (Tempatan) Sdn Bhd (258939H)
Mayban Trustees Berhad for Kuala Lumpur
Balanced Fund (N14011950210)
Total
53
COURTS MAMMOTH BERHAD
(Company No.: 154820-D)
(Incorporated in Malaysia)
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN that the Fifteenth Annual General Meeting of the Company will be held at Ballroom III, Lower
Ground Floor, Hyatt Regency Johor Bahru, Jalan Sungai Chat, 80720 Johor Bahru, Johor Darul Takzim on Friday,
24th August 2001 at 11.30 a.m. for the following purposes:
AGENDA
1.
To receive and adopt the Statutory Financial Statements for the year ended 31 March 2001
together with the Reports of the Directors and Auditors thereon.
Resolution 1
2.
To approve payment of Directors' fees for the financial year ended 31 March 2001.
Resolution 2
3.
To re-elect the following Directors who retire pursuant to the Company's Articles of Association
and being eligible offer themselves for re-election:
* (a) Mr Barry Francis Spencer (Article 75)
Resolution 3
* (b) Mr Albert Elphick (Article 75)
Resolution 4
* (c) Mr Michael Bernard Hacker (Article 75)
Resolution 5
* (d) Encik Mohd Talhar bin Abdul Rahman (Article 79)
Resolution 6
4.
To approve the payment of a first and final dividend of RM0.04 sen, tax exempt per share
amounting to RM11,280,000 in respect of the financial year ended 31 March 2001.
Resolution 7
5.
To re-appoint Messrs PricewaterhouseCoopers as Auditors of the Company and to authorise
the Directors to fix their remuneration.
Resolution 8
As Special Business
6.
To consider and if thought fit, to pass the following Ordinary Resolution:
APPROVAL FOR ISSUANCE OF NEW ORDINARY SHARES PURSUANT TO SECTION
132D OF THE COMPANIES ACT, 1965.
"THAT, subject to the Companies Act, 1965, the Articles of Association of the Company and
the approvals from Kuala Lumpur Stock Exchange and other relevant government/regulatory
authorities, where such approval is necessary, the Directors be and are hereby empowered
pursuant to Section 132D of the Companies Act, 1965 to issue new ordinary shares of RM0.50
each in the Company, from time to time and upon such terms and conditions and for such
purposes and to such persons whomsoever the Directors may, in their absolute discretion
deem fit and expedient in the interest of the Company, provided that the aggregate number
of shares issued pursuant to this resolution does not exceed 10% of the issued and paidup share capital for the time being of the Company AND THAT such authority shall continue
in force until the conclusion of the next Annual General Meeting of the Company".
7.
54
To transact any other business for which due notice shall have been given.
Resolution 9
NOTICE OF BOOK CLOSURE
NOTICE IS ALSO HEREBY GIVEN THAT the Register of Members will be closed from 13th September 2001 to 14th
September 2001 (both dates inclusive) to determine shareholders entitlement to the dividend payment. The dividend, if
approved will be paid on 27th September 2001 to shareholders whose names appear in the Record of Depositors on 12th
September 2001.
FURTHER NOTICE IS HEREBY GIVEN THAT a depositor shall qualify for entitlement only in respect of:
A.
Shares transferred into the depositor's securities account before 12.30 p.m. on 12th September 2001 (in respect of
ordinary transfers); and
B.
Shares bought on Kuala Lumpur Stock Exchange on a cum entitlement basis according to the rules of the Kuala
Lumpur Stock Exchange.
BY ORDER OF THE BOARD
CHIN FAH YEW (F)
YEAP KOK LEONG
Joint Secretaries
Date: 2nd August 2001
Notes:
1.
A member of the Company entitled to attend and vote at this meeting may appoint a proxy to attend and vote in his stead. A proxy
may but need not be a member of the Company but must attend the meeting in person to vote.
2.
The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorised in writing or, if
such appointor is a corporation, under its common seal or the hand of an officer or attorney duly authorised.
3.
All forms of proxy must be deposited at the office of the Joint Secretary at 20th Floor, East Wing, Plaza Permata, Jalan Kampar off
Jalan Tun Razak, 50400 Kuala Lumpur, not less than 48 hours before the time appointed for the holding of the meeting or adjournment
thereof.
4.
Explanatory Notes on Special Business
The proposed resolution 9, if passed, will give the Directors of the Company, from the date of the above General Meeting, authority
to issue and allot ordinary shares from the unissued capital of the Company for such purposes as the Directors consider would be in
the interest of the Company. This authority will unless revoked or varied by the Company in General Meeting, expire at the next Annual
General Meeting.
*STATEMENT ACCOMPANYING NOTICE OF FIFTEENTH ANNUAL GENERAL MEETING
DIRECTORS STANDING FOR RE-ELECTION
Name of Director
Details of attendance for Board Meeting
Details of Individual Director
Barry Francis Spencer
Refer to Page 44 of Annual Report
Refer to Page 10 of Annual Report
Albert Elphick
Refer to Page 44 of Annual Report
Refer to Page 10 of Annual Report
Michael Bernard Hacker
Refer to Page 44 of Annual Report
Refer to Page 11 of Annual Report
Mohd Talhar
bin Abdul Rahman
Not applicable
Refer to Page 11 of Annual Report
55
PROXY FORM
COURTS MAMMOTH BERHAD (154820-D)
(Incorporated in Malaysia)
I/We
NRKYPassport :
ofbeing a member of Courts Mammoth Berhad hereby appoint
NRIC/Passport :
or failing him/her
NRIC/Passport :
or failing whom, the Chairman of the Meeting as my/our
-proxy to attend and to vote for me/us on my/our behalf at the Fifteenth Annual General Meeting of
the Company to be held at Ballroom III, Lower Ground Floor, Hyatt Regency Johor Bahru, Jalan
Sungai Chat, 80720 Johor Bahru, Johor Darul Takzim on Friday, 24th August 2001 at 11.30
a.m. and at any adjournment thereof.
(Please indicate with “X” in the appropriate box as to how you wish your vote to be cast. Unless voting instruction
is indicated, the proxy will vote or abstain from voting as he/she thinks fit.)
For
Ordinary Resolution
Against
Resolution 1
Resolution 2
Resolution 3
Resolution 4
-.
Resolution 5
Resolution 6
Resolution 7
-
-
-
Resoluticlrl 9
2001
Signature of Member or Common Seal
7
A member of the Company entitled to atfend and vote at th!s meeting may appo!nt a proxy to attend and vote ,n his stead A proxy
may but need not be a member of the Company but musf attend the meeting in person to vote.
2
The ~i~~frurrwnt appomtlng a proxy must be in wntmg under the hand of the appointor or h/s attorney du/y authorised !n wr;bng or, if
such appo~ntoi is a corporation, under its common seal or the hand of an officer or attorney duly authorised.
COURTS MAMMOTH BERHAD
c/o Joint Secretary
20th floor, East Wing,
Plaza Permata,
Jalan Kampar,
Off Jalan Tun Razak,
50400 Kuala Lumpur.