APOLLO-Page 77 to ProxyForm (3MB)

APOLLO FOOD HOLDINGS BERHAD(291471-M)Incorporated In Malaysia

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NOTES TO THE FINANCIAL STATEMENTS (Continued)

3 PROPERTY, PLANT AND EQUIPMENT (Continued)

Land and buildings were revalued on 30 April 2010 based on valuations carrying out by independent professional valuers to reflect market values on an open market existing use basis. The carrying amount of this property was adjusted to reflect the valuation and resultant surpluses were credited to revaluation reserve.

The carrying amount of the revalued property had they been stated at historical cost would have been RM28,536,321 (2010: RM23,115,177).

Negative pledges for RM10 million (2010: RM10 million) over all movable and immovable property, plant and equipment are given to a local bank to secure banking facilities extended to a subsidiary as disclosed in Note 25.

Property, plant and equipment are depreciated on a straight line method over their estimated useful lives as specified under note 2.2(b). Any changes in the expected level of usage and technological developments could impact the economic useful lives and the residual values of these property, plant and equipment; therefore future depreciation charges could be re-estimated and revised.


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4 INVESTMENT PROPERTIES

Restated

Group 2011 2010RM RM

Cost ModelAt 1 May - As previously stated 15,614,613 15,614,613 Effect of adopting Amendments to FRS 117 2,013,220 2,013,220

At 1 May - restated/ At 30 April 17,627,833 17,627,833

Accumulated depreciation/impairment lossesAt 1 May - As previously stated- Accumulated depreciation 1,308,938 1,180,440 - Accumulated impairment 1,099,246 1,099,246

2,408,184 2,279,686 Effect of adopting Amendments to FRS 117 842,042 758,157

At 1 May - As restated 3,250,226 3,037,843 Charge for the year (Note 20) 212,383 212,383

3,462,609 3,250,226

At 30 April

- Accumulated depreciation 2,363,363 2,150,980

- Accumulated impairment 1,099,246 1,099,246

3,462,609 3,250,226

Carrying amount

At 30 April 14,165,224 14,377,607

The Group has developed certain criteria based on FRS 140 in making judgement whether a property qualifies as an investment property. Investment property is a property held to earn rentals or for capital appreciation or both. In making judgement, the Group considers whether a property generates cash flows largely independently of other assets held by the Group. Owner occupied properties generate cash flows that are attributable not only to the properties, but also to other assets used in the production and supply of goods and services. Judgement is made on an individual property basis to determine whether ancillary services are so significant that a property does not qualify as investment property.

The Directors of the Company are of the opinion that the carrying value of the investment properties is approximately to its fair value.


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7 INVENTORIES Group At Cost

2011 RM

2010 RM

Finished goods 6,576,782 5,514,221

Work in progress 1,026,040 934,765

Raw materials 6,453,706 3,714,114

Packaging materials 4,810,328 4,406,723

18,866,856 14,569,823

8 TRADE RECEIVABLES, OTHER RECEIVABLES AND DEPOSITS The Group's trading terms with its customers are mainly on credit. The credit term is generally for a period of 30 to 90 days (2010: 30 to 90 days) and are non-interest bearing. They are recognised at their original invoice amounts which represent their fair values on initial recognition. Past due trade receivables The Group’s past due trade receivables are as follows:

Group

2011 RM

2010 RM

1 - 30 days past due but not impaired 150,121 154,241



91 - 120 days past due but not impaired 59,264 10 More than 121 days past due but not impaired 18,756 226,698

Total 240,392 552,359

Receivables that are past due but not impaired The Group has trade receivables amounting to RM240,392 (2010 : RM552,359) that are past due at the reporting date but not impaired. The Group seeks to maintain strict control over its outstanding receivables and overdue balances are reviewed regularly by senior management to minimise credit risk. The Group has not provided for impairment loss on these trade receivable accounts that are past due as there has not been a significant change in credit quality and the amounts are still considered recoverable.


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8 TRADE RECEIVABLES, OTHER RECEIVABLES AND DEPOSITS (Continued) Other receivables and deposits consist of: -

Group Company

2011 2010 2011 2010

RM RM RM

Other receivables 145,233 194,035 1,690 1,690

Deposits 780,255 1,095,185 2,150 2,150

Interest receivable from short term deposits

39,484

120,936

32,782

112,104

964,972 1,410,156 36,622 115,944

Included in deposits for the Group is an amount of RM586,175 (2010: RM832,466) being deposit paid for acquisition of plant and machinery.

9 CASH AND CASH EQUIVALENTS Group Company 2011 2010 2011 2010 RM RM RM RM

Short-term deposits are placed with licensed

- commercial banks

32,721,957

41,437,736

19,034,803

34,627,866

- investment banks 4,331,115 10,190,431 - -

37,053,072 51,628,167 19,034,803 34,627,866 Cash and bank

balances 18,297,557 10,875,524 220,598 37,290

55,350,629 62,503,691 19,255,401 34,665,156

10 SHARE CAPITAL

Ordinary shares of RM1 each

2011

RM

2010

RM

AUTHORISED

As at 1 May / 30 April

100,000,000 shares (2010: 100,000,000 shares) 100,000,000

100,000,000

ISSUED AND FULLY PAID UP

As at 1 May / 30 April

80,000,000 shares (2010: 80,000,000 shares) 80,000,000

80,000,000


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11 RESERVES Group Company Restated Restated 2011 2010 2011 2010 RM RM RM RM

Non-distributable: Share premium 4,325,454 4,325,454 4,325,454 4,325,454

Revaluation reserves 7,450,383 7,612,602 - - Fair value adjustment reserve

238,973 - 238,973 -

12,014,810 11,938,056 4,564,427 4,325,454

Distributable:

Retained profits 116,463,490 113,847,050 23,379,384 22,285,335

128,478,300 125,785,106 27,943,811 26,610,789

Movements of reserves are shown in the Statement of Changes in Equity. (i) Revaluation Reserves

The revaluation reserves include the cumulative net change, net of deferred tax effects, arising from the revaluation of land and buildings above their cost.

(ii) Fair Value Reserve

Fair value reserve represents the cumulative fair value changes of available-for-sale investments until they are disposed or impaired.

(iii) Retained Profits

Under the single-tier tax system, which came into effect from the year of assessment 2008, companies are not required to have tax credits under Section 108 of the Income Tax Act, 1967 for dividend payment purposes. Dividends paid under this system are tax exempt in the hands of shareholders.

Companies with Section 108 tax credits as at 31 December 2007 may continue to pay franked dividends until the Section 108 tax credits are exhausted or up to 31 December 2013, whichever is earlier unless the companies opt to disregard the Section 108 tax credits to pay single-tier dividends under the special transitional provisions of the Finance Act 2007.

As at 30 April 2011, the Company has elected for the irrevocable option to disregard the Section 108 balance. Hence, the Company may distribute dividends out of its entire retained profits as at 30 April 2011 under the single tier system.


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12 RETIREMENT BENEFITS OBLIGATIONS The Group operates an unfunded defined benefits retirement plan for its eligible employees and Directors. Under the plan, employees and executive Directors with a minimum period of five years services with the Group are entitled to retirement benefits based on last drawn final salary and length of service on attainment of the retirement age of 55 and 60 respectively. The amount recognised in the statements of financial position represents the present value of the unfunded defined benefit obligations, analysed as follows: 2011 2010 Group RM RM At 1 May 1,895,148 1,670,981 Recognised in profit or loss 169,193 240,525 Payments during the financial year (689,430) (16,358) At 30 April 1,374,911 1,895,148 Analysed:- Current liabilities 66,743 689,563 Non current liabilities: 1,308,168 1,205,585 1,374,911 1,895,148

(a) The amounts recognised in the profit or loss is as follows:

2011 RM

2010 RM

Current year service cost 108,383 155,557

Interest cost 60,810 84,968

169,193 240,525

(b) Principal actuarial assumptions used:

2011 %

2010 %

Discount rate 5.0 5.0

Expected rate of salary increases 5.5 5.5


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13 DEFERRED TAX Group Company Restated 2011 2010 2011 2010 RM RM RM RM

At 1 May 15,622,982 13,975,100 (6,600) (24,700)

Recognised in profit or loss (Note 22)

235,483

385,350

(29,400)

18,100

Recognised in other comprehensive income

- 1,262,532 - -

At 30 April 15,858,465 15,622,982 (36,000) (6,600)

Deferred tax assets and liabilities are offset when there is legally enforceable right to set off current tax assets against current tax liabilities and when the deferred tax taxes relate to the same tax authority. The following amounts, determined after appropriate offsetting, are shown in the statements of financial position: Group Company Restated 2011 2010 2011 2010 RM RM RM RM Deferred tax liabilities 15,894,465 15,629,582 2,000 28,026

Deferred tax assets (36,000) (6,600) (38,000) (34,626)

At 30 April 15,858,465 15,622,982 (36,000) (6,600)

The components and movements of deferred tax liabilities and assets:

Deferred Tax Liabilities of the Group:

Group

Restated

At 1 May 2010

Recognised

In profit or loss

At 30 April 2011

2011 RM RM RM Property, plant and equipment 14,065,046 354,541 14,419,587 Others 28,026 (26,026) 2,000 Revaluation of property, plant and

equipment 2,283,405

(56,734)

2,226,671

16,376,477 271,781 16,648,258

Offsetting (753,793)

After offsetting 15,894,465


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13 DEFERRED TAX (Continued)

The following are the movements of deferred tax assets and liabilities during the financial year prior to offsetting are as follows: Deferred Tax Liabilities of the Company:

Company Others 2011 RM At 1 May 2010 28,026 Recognised in profit or loss (26,026)

At 30 April 2011 2,000 Deferred Tax Assets of the Company:

Company Provisions 2011 RM At 1 May 2010 (34,626) Recognised in profit or loss (3,374)

At 30 April 2011 (38,000) Deferred Tax Liabilities of the Company:

Company Others 2010 RM At 1 May 2009 6,820

Recognised in profit or loss 21,206

At 30 April 2010 28,026 Deferred Tax Assets of the Company:

Company Provisions 2010 RM At 1 May 2009 (31,520)

Recognised in profit or loss (3,106)

At 30 April 2010 (34,626)


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14 TRADE PAYABLES, OTHER PAYABLES AND ACCRUALS

Trade payables are non-interest bearing and are normally settled on from 7 to 60 days terms (2010: 7 to 60 days).

Other payables and accruals consist of: -

Group Company 2011 2010 2011 2010

RM RM RM RM

Other payables 422,708 544,862 - -

Accruals 3,068,420 2,631,658 351,949 333,486

Deposit received 47,500 41,000 - -

3,538,628 3,217,520 351,949 333,486

15 INVESTMENTS IN SUBSIDIARIES

Company 2011

RM 2010

RM

Unquoted shares, at cost 39,378,234 39,378,234

Details of the wholly-owned subsidiaries (all incorporated in Malaysia) are:

Name of Company Principal Activities

Apollo Food Industries (M) Sdn Bhd Manufacture of and trading in compound chocolates and chocolate confectionery products and cakes.

Hap Huat Food Industries Sdn Bhd Distribution and marketing of compound chocolates and chocolate confectionery products and cakes.


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16 AMOUNT DUE FROM SUBSIDIARIES

The amount due from subsidiaries are non-trade, unsecured, interest free, repayable on demand and to be settled in cash.

17 DIVIDEND

Amount of dividend net of tax

Gross per share

2011 RM

2010 RM

2011 Sen

2010 Sen

Final

Dividend of 25 sen consisting of 23 sen less 25% tax and 2 sen under single tier, on 80,000,000 ordinary shares, declared on 30 August 2010 and paid on 12 January 2011 15,400,000 -

25

-

Dividend of 20 sen less 25% tax, on 80,000,000 ordinary shares, declared on 24 August 2009 and paid on 12 January 2010 - 12,000,000

-

20

15,400,000 12,000,000 25 20

The Directors have proposed a single tier final dividend of 20 sen per ordinary share amounting to RM16,000,000 in respect of the current financial year. The proposed final dividend is subject to approval by the shareholders at the forthcoming Annual General Meeting of the Company and has not been included as a liability in the financial statements.

18 REVENUE

Group Company

2011

RM 2010

RM 2011

RM 2010

RM Sales of goods, net of discounts, returns and sales tax 176,291,985 159,531,255 - -

Dividends received from subsidiaries - - 16,000,013 4,800,004

Management fees received from subsidiaries - - 240,000 240,000

176,291,985 159,531,255 16,240,013 5,040,004

19 COST OF SALES

Cost of sales represents cost of inventories sold.


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20 PROFIT BEFORE TAX

Group Company 2011 2010 2011 2010 RM RM RM RM This is stated after charging/(crediting): Employment benefits

- Wages and salaries 14,401,042 13,680,428 224,501 207,348 - Pension costs :

- defined contribution plans 1,169,107 1,110,550 24,468 22,547 - Social security costs 170,083 164,080 2,456 2,410 - Retirement benefits 132,630 (114,868) - - - Short-term accumulating

compensated absences 26,384

32,164

-

- Property, plant and equipment:

- Depreciation 8,724,462 8,922,321 - - - Written off 220 402 - - - (Gain)/loss on disposal of

property, plant and equipment

(6,999) 1,850 - -

Amortisation of leasehold land use rights 283,355 101,732 - -

Investment properties: - Depreciation 212,383 212,383 - -

Directors’ remuneration [representing key management personnel]

(Note 21)

5,429,950 5,185,076 217,000 210,000

Foreign exchange differences: - Realised 1,595,421 1,818,988 - - - Unrealised 803,911 274,877 - -

Rental of premises 13,200 13,200 - - Bad debts written off 1,013 90,935 - -


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20 PROFIT BEFORE TAX (Continued)

Group Company 2011 2010 2011 2010 RM RM RM RM

This is stated after charging/(crediting):

Auditors remuneration - statutory audit current provision 56,000 49,000 11,000 10,000 - other services 16,700 15,600 5,500 5,450

Direct operating expenses arising from investment properties: -that generated rental

income 21,109 39,443 - -

-that did not generate rental income 16,865 16,865 - -

Inventories written off 111,947 95,341 - -

Reversal of impairment loss on available-for-sale investments

-

(161,726)

-

(161,726)

Interest income (1,304,210) (1,212,449) (823,553) (800,188) Rental income from investment properties

(320,700)

(315,400)

-

-

Gain on derecognition of available-for-sale investments

(217,010)

(4,199,604)

(217,010)

(4,199,604)

Gross dividends income: - Quoted Malaysian shares (22,989) (141,114) (22,989) (141,114) - Unquoted Malaysian shares (375) (255) - -


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21 DIRECTORS’ REMUNERATION

The members of key management personnel of the Group and of the Company comprise the Executive Directors and Directors of subsidiary companies. Key management personnel are defined as those persons having authority and responsibility for planning, directing, and controlling the activities of the Group and of the Company whether directly or indirectly. Details on the compensation for these key management personnel are disclosed as follows: Group Company 2011 2010 2011 2010 RM RM RM RM Directors of the Company Executive:

- Fees 58,000 58,000 58,000 58,000 - Salaries, bonus and

allowances 3,655,582 3,183,240 10,500 9,250

- Other short-term employee benefits

116,833 148,050 - -

- Retirement benefits 22,016 332,548 - - - Pension costs:

- defined contribution plans 438,936 395,076 - -

4,291,367 4,116,914 68,500 67,250

Non-executive:

- Fees 108,000 108,000 108,000 108,000 - Provision for gratuities 12,000 12,000 12,000 12,000 - Allowances 28,500 22,750 28,500 22,750

148,500 142,750 148,500 142,750

Director of Subsidiary - Fee 9,000 9,000 - - - Salary, bonus and

allowance 861,194 777,856 - -

- Other short-term employee benefits 2,334 20,671 - -

- Retirement benefits 14,547 22,845 - - - Pension costs:

- defined contribution plans 103,008 95,040 - -

990,083 925,412 - -

Total 5,429,950 5,185,076 217,000 210,000


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21 DIRECTORS’ REMUNERATION (Continued)

The number of Directors of the Company whose total remuneration during the year fall within the following bands is as follows:

Number of Directors 2011 2010

Executive Directors:

RM1,250,001 – RM1,300,000 - 1

RM1,300,001 – RM1,350,000 1 -

RM2,850,001 – RM2,900,000 - 1

RM2,950,001 – RM3,000,000 1 -

Non-Executive Directors:

Below RM50,000 4 4

22 INCOME TAX EXPENSE

Group Company

2011 2010 2011 2010

RM RM RM RM

Income tax:

Current year 5,066,842 6,265,629 217,900 1,195,255 (Over)/under provision in

prior years (579,622) 919,795 125 1,123

4,487,220 7,185,424 218,025 1,196,378

Deferred tax: (Note 13)

Relating to origination and reversal of temporary differences 218,427

695,524

(29,400)

18,100

Under/(over) provision in prior years 17,056

(310,174)

-

-

235,483 385,350 (29,400) 18,100

Total 4,722,703 7,570,774 188,625 1,214,478


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22 INCOME TAX EXPENSE (Continued)

Current income tax is calculated at the statutory tax rate of 25% (2010: 25%) of the estimated assessable profit for the year. A reconciliation of income tax expense applicable to profit before tax at the statutory income tax rate to income tax expense at the effective income tax rate of the Group and of the Company is as follows:

Group Company

2011

RM 2010

RM 2011

RM 2010

RM

Profit before tax 22,576,924

32,247,766

16,682,674

9,745,247

Taxation at Malaysian statutory tax rate of 25% (2010: 25%)

5,644,231

8,061,942

4,170,668

2,436,312

Tax effect of :

Non-deductible expenses 320,912 234,598 23,249 21,061

Income not subject to tax (60,958) (68,173) (4,005,417) (1,244,018)

(Over)/under provision of income tax expense in prior years (579,622)

919,795

125

1,123

Under/(over) provision of deferred tax in prior years 17,056

(310,174)

-

-

Tax incentives

(618,916)

(1,267,214)

-

-

Income tax expense for the year 4,722,703

7,570,774

188,625

1,214,478

Significant judgement is made in determining the qualifying costs and non qualifying costs of the capital expenditure and deductibility of certain expenses during the estimation of current year’s tax expense. These are transactions, accounts classifications and computations for which the ultimate tax determination is highly judgemental. When the final tax outcome of these matters is different from the amounts that were previously estimated and recognised, such differences will pose an impact on the tax expense and deferred tax in the year in which they are finalised.


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23 EARNINGS PER SHARE

The earnings per share is calculated by dividing profit for the year attributable to owners of the parent by the weighted average number of ordinary shares in issue during the financial year.

Group 2011 2010

Profit attributable to owners of the parent (RM) 17,854,221 24,676,992

Weighted average number of ordinary shares in issue 80,000,000 80,000,000

Basic earning per share (sen) 22.32 30.85

Diluted earnings per share (sen) 22.32 30.85

24 HOLDING COMPANY

The holding company is Keynote Capital Sdn Bhd, a company incorporated in Malaysia, which is also regarded by the Directors as the ultimate holding company.

25 BANKING FACILITIES (Secured)

A subsidiary was extended the following banking facilities by a local bank:

2011

RM 2010

RM

Trade credit facilities 8,000,000 8,000,000

The above facilities are secured by negative pledges over all movable and immovable properties, plant and equipment of a subsidiary and guaranteed by the Company.

The trade credit facilities of the Group bears interest at 1% (2010:1%) above the bank’s base lending rate per annum. The trade credit facilities were not utilised as at the reporting date.

26 CONTINGENT LIABILITIES

The Company has given corporate guarantee to a bank for bank guarantee and banking facilities extended to a subsidiary. None of the banking facilities were utilised as at the reporting date and the outstanding bank guarantee as at the reporting date is RM963,500 (2010: RM1,033,500).

The value of financial guarantees provided by the Company to its subsidiary is determined by reference to the difference in the interest rates, by comparing the actual rates charged by the bank if these guarantees have not been available. The Directors have assessed the fair value of these financial guarantees to have no material financial impact on the results and the retained profits of the Company.


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27 CAPITAL COMMITMENTS

Commitments for capital expenditure:

Group 2011

RM 2010

RM

Authorised and contracted 1,096,020 1,249,447

Analysed as follows:

- Plant and machinery 60,118 650,233

- Renovation - 599,214

- Building work in progress 1,035,902 -

1,096,020 1,249,447

28 RELATED PARTY DISCLOSURES

For the purposes of these financial statements, parties are considered to be related to the Group or the Company if the Group or the Company has the ability directly or indirectly, to control the party or exercise significant influence over the party in marking financial and operating decisions, or vice versa, or where the Group or the Company and the party are subject to common control or common significant influence. Related parties may be individual or other entities. Significant transactions with related parties other than those disclosed elsewhere in the financial statements are as follows: Company

2011

RM 2010

RM

Subsidiaries

Management fees received 240,000 240,000

Dividend income 16,000,013 4,800,004

The Directors are of the opinion that these transactions have been entered into the normal course of business and have been established under mutually agreed terms. The Group does not have any other significant transactions with key management personnel other than as disclosed in Note 21.


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29 SEGMENTAL REPORTING

(i) Segment information is presented in respect of the Group’s geographical segments. The primary format of geographical segments is based on the Group’s management and internal reporting structures. No segment information is presented in respect of the Group’s business segment, as the Group is primarily engaged in the manufacture of and trading in compound chocolate confectionery products and cakes.

Management monitors the operating results of its geographical segments separately for the purpose of making decisions about resource allocation and performance assessment.

Segment results and assets include items directly attributable to a segment as well as those that can be located o a reasonable basis. Income tax expense is managed on a Group basis and is not allocated to any geographical segment.

(ii) The Directors are of the opinion that all inter-company transactions have been entered into in the normal course of business and have been established on terms and conditions that are not materially different from those obtainable in transactions with unrelated parties.

(iii) Geographical segments

The Group is organised into two geographical segments as follows: (a) Local (b) Export The segment information for the reportable segments is as follows: Net revenue by geographical segments

2011 2010RM RM

Export 167,464,950 151,309,860 Local 95,562,426 88,362,354 Less: Inter-segment revenue (86,735,391) (80,140,959)

Total consolidated revenue 176,291,985 159,531,255

Included in export revenue is an amount of RM29,349,692(2010: RM16,074,974) pertaining to an external group of companies with common control. The identity of the major customer has not been disclosed as permitted by FRS 8 – Operating Segments.


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29 SEGMENTAL REPORTING (Continued)


Segment results by geographical segments and reconciliation to consolidated profit before tax:

Group

2011 2010RM RM

Export 16,545,007 22,623,430 Local 4,417,751 3,906,388

Total for reportable segments 20,962,758 26,529,818 Other income 2,235,062 6,315,337 Unallocated corporate expenses (620,896) (597,389)

Total consolidated profit before tax 22,576,924 32,247,766

Income tax (4,722,703) (7,570,774)

Total consolidated profit for the year 17,854,221 24,676,992

Segment results by geographical is arrived after charging/(crediting) the following material items:

Depreciation Foreign and Interest Rental Exchange

amortisation income income DifferencesGroup-2011 RM RM RM RM

Export 8,936,412 (358,756) (20,700) 2,399,332 Local 283,788 (121,901) (300,000) -

Total for reportable segments 9,220,200 (480,657) (320,700) 2,399,332 Unallocated corporate income - (823,553) - -

Total consolidated 9,220,200 (1,304,210) (320,700) 2,399,332

Group-2010

Export 8,733,638 (219,599) (15,400) 2,093,865 Local 502,798 (192,662) (300,000) -

Total for reportable segments 9,236,436 (412,261) (315,400) 2,093,865 Unallocated corporate income - (800,188) - -

Total consolidated 9,236,436 (1,212,449) (315,400) 2,093,865


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29 SEGMENTAL REPORTING (Continued)


Total assets for reportable segments are reconciled to the total assets as follows: Total assets

2011 2010RM RM

Export 144,529,030 133,679,652 Local 16,527,223 14,291,503

161,056,253 147,971,155

Total assets for reportable segments 161,056,253 147,971,155 Unallocated corporate assets 72,715,222 82,658,585

Total consolidated 233,771,475 230,629,740

Total liabilities for reportable segments are reconciled to the total liabilities as follows:

Total liabilities2011 2010

RM RMExport 8,556,815 7,670,436 Local 295,314 212,394

8,852,129 7,882,830

Total liabilities for reportable segments 8,852,129 7,882,830 Unallocated corporate liabilities 16,441,046 16,961,804


Non current assets include the following additions as follows: Purchase of Purchase of property, plant leasehold and equipment land use rights

Group-2011 RM RM

Export 14,030,162 1,050,000 Local 36,790 -


Group-2010

Export 14,341,284 3,100,000 Local - -



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103


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30 FINANCIAL INSTRUMENTS (Continued)

Market Risk The Group and Company is exposed to equity securities price risk arising from investments in quoted equity comprising mainly quoted shares listed on Bursa Malaysia Securities Berhad held by the Group and Company that are classified as available-for-sale investments. The risk of loss in value is minimised by performing proper investment decision and continuously monitoring the performance of investments held and assessing market risk relevant to which the investment operate. The Group and the Company manage the investment with a view to optimising returns on realisation. The management considers that the changes in the Bursa Malaysia equity index will not have any material impact on the Group’s and Company’s fair value adjustment reserve. Fair Values The carrying amounts of cash and cash equivalents, trade and other receivables/payables approximate fair values due to the relatively short term maturity of these financial instruments.

31 CAPITAL MANAGEMENT

The Group’s objectives of managing capital are to safeguard the Group’s ability to continue in operations as a going concern in order to provide fair returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain the optimal capital structure, the Group may, from time to time, adjust the dividend payout to shareholders, return capital to shareholders and issue new shares, where necessary. For capital management purposes, the Group considers shareholders’ equity and total liabilities to be the key components in the Group’s capital structure. The Group monitors capital on the basis of the gearing ratio. The ratio is calculated as the total liabilities to total equity. Total equity is the sum of total equity attributable to shareholders.

The gearing ratio as at 30 April 2011 and 2010, which are within the Group’s objectives for capital management, are as follows:

2011 2010

RM RM

Total liability 25,293,175 24,844,634

Total equity 208,478,300 205,785,106

Total capital 80,000,000 80,000,000

Gearing ratio 12% 12%


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32 SUPPLEMENTARY INFORMATION – BREAKDOWN OF RETAINED PROFITS INTO REALISED AND UNREALISED The breakdown of the retained profits of the Group and of the Company as at 30 April 2011 into realised and unrealised profits is presented in accordance with the directive issued by Bursa Malaysia Securities Berhad dated 25 March, 2010 and prepared in accordance with Guidance on 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, as issued by the Malaysian Institute of Accountants.

GROUP 2011

COMPANY 2011

RM RM

Total Retained Profits of the Company and its subsidiaries :

- Realised 165,714,633 23,343,384

- Unrealised (14,435,705) 36,000

151,278,928 23,379,384

Less: Consolidation adjustments (34,815,438) -

Retained profits as per financial statements 116,463,490 23,379,384

The disclosure of realised and unrealised profits/(losses) above is solely for compliance with the directive issued by the Bursa Malaysia Securities Berhad and should not be used for any other purpose.


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ANALYSIS OF SHAREHOLDINGS (Continued) C) List of 30 largest securities account holders

No.

Name

No. Of Shares Held

Percentage (%)

1. Keynote Capital Sdn Bhd 41,048,415 51.31 2. Amanahraya Trustees Bhd

- Skim Amanah Saham Bumiputera 16,072,000 20.09

3. Yap Ah Fatt 1,450,000 1.81 4. Kam Loong Mining Sdn. Bhd 1,100,000 1.37 5. HSBC Nominees (Asing) Sdn. Bhd.

Exempt an for Credit Suisse (SG BR-TST-Asing) 900,000 1.12

6. Shoptra Jaya (M) Sdn Bhd 533,200 0.67 7. Foo Khen Ling 388,000 0.48 8. Citigroup Nominees (Asing) Sdn Bhd

Exempt an for Citibank NA, Singapore (Julius Baer) 352,500 0.44

9. Shoptra Jaya (M) Sdn. Bhd. 321,000 0.40 10. Denver Corporation Sdn. Bhd. 310,000 0.39 11. Lim Seng Qwee 307,700 0.38 12. Kam Loong Credit Sdn Bhd 290,000 0.36 13. Affin Nominees (Tempatan) Sdn Bhd

- Lion Group Medical Assistance Fund 285,400 0.36

14. Bank Kerjasama Rakyat Malaysia Berhad - As beneficial owner

251,300 0.31

15. Liang Kim Poh 225,000 0.28 16. Liang Chiang Heng 220,000 0.28 17. Bank Kerjasama Rakyat Malaysia Berhad

- As beneficial owner 199,100 0.25

18. Yeoh Kean Hua 154,000 0.19 19. Yap Kum Ming 143,000 0.18 20. Khoo Chee Chean 130,000 0.16 21. Tan How Kheng 123,000 0.15 22. Amsec Nominees (Tempatan) Sdn Bhd

- Amtrustee Berhad for Hong Leong Dana MAA’ ROF 115,300 0.14

23. Citigroup Nominees (Asing) Sdn Bhd - CBNY for Dimensional Emerging Markets Value Fund

109,000 0.14

24. Public Nominees (Tempatan) Sdn Bhd - Pledged securities account for Ng Heng Yiap

(E-TMR/TMJ)

105,000 0.13

25. DB (Malaysia) Nominee (Asing) Sdn. Bhd. - Deutsche Bank AG Singapore PBD for Shindo

Sumidomo

100,500 0.13

26. ECML Nominees (Tempatan) Sdn. Bhd. Heah Sieu Lay (PCS)

100,000 0.13

27. Eng Sim Leong @ Ng Leong Sing 100,000 0.13 28. Low Mei Lan 100,000 0.13 29. Mohd Nadzim Bin Abdul Hamid 100,000 0.13 30. Mayban Nominees (Tempatan) Sdn Bhd

- Pledged securities account for Lee Kim Tak 90,000 0.11

65,723,415 82.15


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ANALYSIS OF SHAREHOLDINGS (Continued)

D) Distribution of shareholdings

No. of

Holders

Holdings

Total

Holdings

Percentage

(%)

47 Less than 100 585 0.00

645 100 to 1,000 572,500 0.72

1,908 1,001 to 10,000 7,125,400 8.91

270 10,001 to 100,000 7,068,100 8.83

23 100,001 to less than 5% of issued shares 8,113,000 10.14

2 5% and above of issued shares 57,120,415 71.40

2,895 80,000,000 100.00


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