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AYER HITAM TIN DREDGING MALAYSIA BERHAD(27673-W ) (Incorporated in Malaysia)
Annual Report 2003
contents 2003
2003 contents
2 Notice of Annual General Meeting
4 Statement Accompanying Notice of Annual General Meeting
5 Corporate Information 6 Corporate Structure 8 Directors’ Profile
11 Group Financial Highlights 12 Chairman’s Statement 14 Review of Operations
15 Corporate Governance Statement 20 Statement On Internal Control
21 Audit Committee Report 24 Other Compliance Information
25 Financial Statements 70 Analysis of Shareholdings 72 List of Properties
• Form of Proxy
page 12 Chairman’s Statement
page 14 Review of Operations
page 15 Corporate Governance Statement
2 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notice of annual general meeting
NOTICE IS HEREBY GIVEN THAT the Twenty-Fifth Annual General
Meeting of Ayer Hitam Tin Dredging Malaysia Berhad will be held
at Alamanda Room, Second Floor, Dorsett Regency Hotel, 172, Jalan
Imbi, 55100 Kuala Lumpur on Tuesday, 16 December 2003 at 10.00
a.m. to conduct the following businesses:
AS ORDINARY BUSINESS
1. To receive and adopt the Audited Accounts for the financial year ended 30 June 2003 together with the Reports
of the Directors and Auditors thereon.
2. To re-elect Choo Tong Kin @ Chew Tong Kim who retires in accordance with Article 81 of the Company’s
Articles of Association.
3. To re-elect Mohamed Azahari bin Mohamed Kamil who retires in accordance with Article 88 of the Company’s
Articles of Association.
4. To re-elect Dato’ Ikhwan Salim bin Dato’ Haji Sujak who retires in accordance with Article 88 of the Company’s
Articles of Association.
5. To re-appoint Messrs KPMG as Auditors of the Company and to authorise the Directors to fix their remuneration.
AS SPECIAL BUSINESS
6. To consider and, if thought fit, to pass the following Ordinary Resolution with or without modifications:
Authority to allot and issue shares pursuant to Section 132D of the Companies Act, 1965
“THAT subject to the approvals of all relevant regulatory authorities, the Directors be and are hereby empowered,
pursuant to Section 132D of the Companies Act, 1965, to issue shares in the Company, at any time and upon
such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit,
provided that the aggregate number of shares issued pursuant to this Resolution in any one financial year
does not exceed 10% of the issued capital of the Company for the time being and THAT the Directors be and
Resolution 1
Resolution 2
Resolution 3
Resolution 4
Resolution 5
3 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
Notes:
1. Any member of the Company entitled to attend and vote at the meeting is entitled to appoint a proxy to attend in his stead. A proxy may but need not be a member of the Company and the provisions of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company.
2. To be valid, the form of proxy duly completed must be deposited at the Company’s Registered Office at Suites 4-6, Level 24, Menara Olympia, 8, Jalan Raja Chulan, 50200 Kuala Lumpur not less than 48 hours before the time appointed for holding the meeting or any adjournment thereof.
3. A member shall be entitled to appoint not more than two (2) proxies to attend and vote at the same meeting, provided that the provisions of Section 149(1)(c) of the Companies Act, 1965 are complied with.
4. Where a member appoints more than one (1) proxy, the appointment shall be invalid, unless he specifies the proportions of his holdings to be represented by each proxy.
5. If the appointor is a corporation, the form of proxy must be executed under its Common Seal or under the hand of its officer or attorney duly authorised.
EXPLANATORY NOTE ON SPECIAL BUSINESS
Authority to Allot and Issue Shares Pursuant to Section 132D of the Companies Act, 1965
The proposed Ordinary Resolution, if passed, will renew the powers given to the Directors at the last Annual General
Meeting, the authority to issue shares up to 10% of the issued capital of the Company for the time being or such
other purposes as the Directors consider would be in the interest of the Company. This authority, unless revoked
or varied by the Company in general meeting, will expire at the next Annual General Meeting of the Company.
are also empowered to obtain the approval for the listing of and quotation for the additional shares so issued
on the Kuala Lumpur Stock Exchange and THAT such authority shall continue in force until the conclusion of
the next Annual General Meeting of the Company.”
7. To transact any other business of which due notice shall have been given.
By Order of the Board
WONG YEOW CHOR
Company Secretary
Kuala Lumpur
21 November 2003
Resolution 6
4 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notice of annual general meeting
statement
1. Particulars of Directors standing for re-election at the 25th Annual
General Meeting
a) Director retiring pursuant to Article 81 of the Company’s Articles of
Association:
– Choo Tong Kin @ Chew Tong Kim
b) Directors retiring pursuant to Article 88 of the Company’s Articles of
Association:
i. Mohamed Azahari bin Mohamed Kamil
ii. Dato’ Ikhwan Salim bin Dato’ Haji Sujak
The details of the abovenamed Directors are set out in the Directors’ Profile
on pages 8 to 10 of this annual report.
2. Details of attendance of Directors at Board Meeting
A total of four (4) Board Meetings were held during the financial year ended
30 June 2003. Details of attendance of Directors are set out on page 16 of this
annual report.
3. Place, date and time of the Meeting
The 25th Annual General Meeting of the Company will be held at Alamanda
Room, Second Floor, Dorsett Regency Hotel, 172, Jalan Imbi, 55100 Kuala
Lumpur on Tuesday, 16 December 2003 at 10.00 a.m.
4 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
accompanying
5 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
Directors
Dato’ Mohd Nadzmi bin Mohd Salleh
(Chairman)
Chow Yeon Loong @ Chow Yoon Loong
(Executive Director)
Dato’ S.S. Subramaniam
Dato’ Ikhwan Salim bin Dato’ Haji Sujak
Mohamed Azahari bin Mohamed Kamil
Choo Tong Kin @ Chew Tong Kim
Date & Place of Incorporation
22 May 1976, Malaysia
Company Secretary
Wong Yeow Chor (MAICSA 0818030)
Audit Committee
Dato’ Mohd Nadzmi bin Mohd Salleh(Chairman)
Chow Yeon Loong @ Chow Yoon Loong
Dato’ S.S. Subramaniam
Nomination Committee
Dato’ Mohd Nadzmi bin Mohd Salleh(Chairman)
Chow Yeon Loong @ Chow Yoon Loong
Dato’ S.S. Subramaniam
Remuneration Committee
Dato’ Mohd Nadzmi bin Mohd Salleh(Chairman)
Chow Yeon Loong @ Chow Yoon Loong
Dato’ S.S. Subramaniam
corporate
information
Registered Office
Suites 4-6, Level 24, Menara Olympia
8, Jalan Raja Chulan, 50200 Kuala Lumpur
Tel: 03-2031 9633 Fax: 03-2031 6920
Email: [email protected]
Stock Exchange Listing
Main Board of Kuala Lumpur Stock Exchange
KLSE Stock Number
AHTIN 2119
International Securities Identification Number (ISIN)
MYL2119OO005
Auditors
KPMG, Wisma KPMG, Jalan Dungun
Damansara Heights, 50490 Kuala Lumpur
Tel: 03-20953388 Fax: 03-20950971
Share Registrars
Systems & Securities Sdn Bhd
Wisma Selangor Dredging
6th Floor, South Block, 142-A, Jalan Ampang
50450 Kuala Lumpur
Tel: 03-2161 5466 Fax: 03-2163 6968
Principal Bankers
Alliance Bank Malaysia Bhd
AmBank Berhad
6 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
AYER HITAM TIN DREDGING MALAYSIA BERHAD (27673-W)
stru
ctur
e corp
orat
e
as at 31 October 2003
AHT Estates Sdn Bhd – 100%
AHT Technology Sdn Bhd – 100%
Pembinaan AHT Sdn Bhd – 100%
AHT Management Services Sdn Bhd – 100%
Advantedge Technology Solutions (M) Sdn Bhd – 100%
Motif Harta Sdn Bhd – 100%
Harta AHT Sdn Bhd – 100%
Ganda Kemas Sdn Bhd – 100%
AHT Sdn Bhd – 100%
AHT Nominees (Tempatan) Sdn Bhd – 100%
Seneca Investments Pte Ltd – 100%
Daimaju Enterprise Sdn Bhd – 51%
Ultimate Promotion Services Sdn Bhd – 100%
7 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
Mosko Lumber (PNG) Limited – 100%
Multimedia Aims Sdn Bhd – 100%
Daya Cekap Sdn Bhd – 100%
0.17%
Sababumi (Sandakan) Sdn Bhd 0.17%
28.5%
Subsidiary Companies
Associate Company
Fabulous Edge Sdn Bhd – 100%
AHT Urusmaju Sdn Bhd – 100%
Fortune Hill Sdn Bhd – 100%
8 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
directors’
Dato’ Mohd Nadzmi’s directorships in other public companies are JT
International Berhad, V.S. Industry Berhad,
Ranhill Utilities Berhad, Syarikat Kenderaan Melayu Kelantan Berhad and Park May
Berhad.
Dato’ Mohd Nadzmi does not hold any
shares in AHTIN or its subsidiaries, has no
family relationship with any other Director and/or substantial shareholder of AHTIN
and has no conflict of interest with AHTIN
and has had no convictions for offences within the past ten years other than traffic
offences.
profile Dato’ Mohd Nadzmi Bin Mohd Salleh • Chairman, Independent and Non-Executive
Dato’ Mohd Nadzmi, a Malaysian, aged 49, was appointed to the Board of Ayer Hitam Tin Dredging Malaysia Berhad (“AHTIN”) on 20 December 1996 and was subsequently
appointed as Chairman in January 1997. He is also the Chairman of the Audit Committee,
the Nomination Committee and the Remuneration Committee of AHTIN.
Dato’ Mohd Nadzmi graduated with a
Bachelor of Arts in Economics and Bachelor of Science in Chemistry and
Mathematics from the University of Ohio.
He also holds a Master of Arts in Economics and Statistics from the University of Miami.
Dato’ Mohd Nadzmi began his career as a lecturer in the Faculty of Economics
Resources and Agribusiness in Universiti
Pertanian Malaysia in 1980. He worked as a Marketing Executive with Petrolium
Nasional Berhad (PETRONAS) in 1982 and
as an Assistant Manager with Heavy Industries Corporation of Malaysia Berhad
(HICOM) in 1984. He joined Edaran
Otomobil Nasional Berhad (EON) as a
Mr Chow Yoon Loong graduated with a Bachelor of Science (Economics) from the
London School of Economics and holds a
postgraduate Diploma from the Federal German Institute of Foreign Trade
(Diploma Bundestella fuer
Aussenhandlesgeschellschaft) on a German Government Scholarship from
1966 to 1968. He completed his Master of
Science in International Business from Stratchylde University in 1988.
Prior to joining AHTIN, Mr Chow Yoon Loong was previously a Manager of Sime
Marketing Division Services Manager in
the same year and was promoted to General Manager of the Marketing
Division two years later and subsequently
was appointed as Executive Director with EON in 1990. In 1992, he assumed the
position of Deputy Managing Director of
Perusahaan Otomobil Nasional Berhad (PROTON) and was promoted to Managing
Director the following year, a position he
held until April 1996. Currently, he is the Executive Chairman of Express Rail Link
Sdn Bhd, Trisilco Folec Sdn Bhd and
Nadicorp Holdings Sdn Bhd. He is also the Chairman of NuSkin Malaysia Sdn Bhd and
the President of the Badminton of
Association, Malaysia.
Darby Heavy Equipment Division from 1963 to 1966. He also worked as a senior
officer with Intraco Ltd of Singapore from
1969 to 1972. From 1973 to 1980, he was the Chief Executive Officer of the United
Malaysian Steelmills Berhad, then the 2nd
largest steel mills in Malaysia. In the early 1980’s, he was a resident in the Middle East
and the United Kingdom where he was on
the Executive Board of 3 British public listed companies, namely Elliot Group of
Peterborough, Jenks & Cattel and Bluemel.
Upon returning to Malaysia in 1989, he joined Jova Industries Sdn Bhd as the
Mr Chow Yoon Loong, a Malaysian, aged 67, was appointed to the Board of AHTIN on 2 December 1998. He was subsequently appointed as Executive Director of the Company
on 2 January 2003. He is a member of the Audit Committee, the Nomination Committee
and the Remuneration Committee of AHTIN.
Chow Yeon Loong @ Chow Yoon Loong • Executive Director, Non-Independent and Executive
Executive Director, which he is still now in employment. Jova Industries Sdn Bhd is
the only saw chain manufacturer in Asia.
Mr Chow Yoon Loong is also a Director of
a subsidiary of the AHTIN Group. Mr Chow
Yoon Loong does not hold any shares in AHTIN or its subsidiaries, has no family
relationship with any other Director and/
or substantial shareholder of AHTIN and has no conflict of interest with AHTIN and
has had no convictions for offences within
the past ten years other than traffic offences.
9 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
directo
rs’ pro
file (c on
t’d)
involved in the development of projects
such as Taman Desa, Kuala Lumpur. He was
the General Manager in Columbia
Corporation Sdn Bhd from 1981 to 1986,
Prop Development Sdn Bhd from 1986 to
1990 and PMCC Sdn Bhd from 1990 to
1992. Prior to joining AHTIN in 1993, he
was the General Manager for property
investment in Olympia Land Berhad.
Mr Chew Tong Kim is also a Director of
several other subsidiaries of the AHTIN
Group.
Mr Chew Tong Kim does not hold any
shares in AHTIN or its subsidiaries, has no
family relationship with any other Director
and/or substantial shareholder of AHTIN
and has no conflict of interest with AHTIN
and has had no convictions for offences
within the past ten years other than traffic
offences.
Choo Tong Kin @ Chew Tong Kim • Non-Independent and Non-Executive
Dato’ S.S. Subramaniam • Independent and Non-Executive
General Manager from 1974 to 1982. He
then entered into politics and was the
State Assemblymen for Bukit Raja
Selangor from 1982 to 1986, the member
of Parliament for Hulu Selangor from 1986
to 1990 and the member of Parliament for
Segamat from 1990 to 1995. His last
position was as Parliamentary Secretary of
Ministry of International Trade and
Industry. He is the former Vice-President of
MIC National, the former Vice-Chairman of
MIC Selangor and the former Chairman of
MIC National Small Business Committee.
He is also the past President of the Institute
of Mining and Metallurgy (Malaysia
Section), the Malaysia Mining Employers
Association and the past Council member
of the Malaysia Employers Federation.
Mr Chew Tong Kim graduated with a
Diploma in Building Design from the Kuala
Lumpur Technical College.
Mr Chew Tong Kim has over 30 years of
experience in the building and property
industry. He began his career in 1967 as
Technical Assistant in Jabatan Kerja Raya.
In 1975, he joined Faber Union Sdn Bhd as
a Deputy General Manager where he was
Mr Chew Tong Kim, a Malaysian, aged 59, was appointed to the Board of AHTIN on 25
August 1993. He is also the Technical Adviser to Pembinaan AHT Sdn Bhd, a wholly
owned subsidiary company of AHTIN, which is the main property development arm of
the AHTIN Group.
Dato’ S.S. Subramaniam, a Malaysian, aged 67, was appointed to the Board of AHTIN on
2 December 1998. He is a member of the Audit Committee, the Nomination Committee
and the Remuneration Committee of AHTIN.
Dato’ S.S. Subramaniam is a Chartered and
Professional Mining Engineer from the
Camborne School of Mines, Cornwall,
United Kingdom. He is also a fellow
member of the Institute of Cost and
Management Accountants (London), the
Institute of Mining and Metallurgy, London
and the Institute of Mineral Engineers
Malaysia.
Dato’ S.S. Subramaniam began his career
as a Mining Engineer and later promoted
to Mine Manager with Associated Mines
(M) Sdn Bhd from 1961 to 1970. From 1970
to 1974, he was the Chief Mining Engineer
with Paranapanema S/A of Sau Paulo,
Brazil. He joined Hongkong Tin Ltd and
Killinghall Tin (Malaysia) Bhd as the
Currently, he is the member of the
Malaysian Institute of Management and
Malaysian Geological Society.
Dato’ S.S. Subramaniam is also a Director
of several other subsidiaries of the AHTIN
Group.
Dato’ S.S. Subramaniam does not hold any
shares in AHTIN or its subsidiaries, has no
family relationship with any other Director
and/or substantial shareholder of AHTIN
and has no conflict of interest with AHTIN
and has had no convictions for offences
within the past ten years other than traffic
offences.
10 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
Dato’ Ikhwan Salim Bin Dato’ Haji Sujak • Independent and Non-Executive
Dato’ Ikhwan Salim, a Malaysian, aged 47, was appointed to the Board of AHTIN on 1
July 2003. He holds a Bachelor of Economics/Accounting degree from the Queen’s
University, Belfast, United Kingdom.
Dato’ Ikhwan Salim began his career as an
auditor with Messrs Coopers & Lybrand, a
firm of Chartered Accountants in Belfast,
United Kingdom. Upon returning to
Malaysia in 1979, he worked in Nestle (M)
Sdn Bhd as a Finance Executive. In 1980,
he joined Kumpulan Low Keng Huat
Construction Sdn Bhd, a property and
investment holding company as Group
Financial Planning Manager. Since 1992,
he is the Managing Director of Jaya
Holdings Sdn Bhd, an investment holding
company.
Dato’ Ikhwan Salim’s directorships in
other public companies are Glomac
Berhad, Kumpulan Perangsang Selangor
Berhad and Malaysia Steel Works Berhad.
Dato’ Ikhwan Salim does not hold any
shares in AHTIN or its subsidiaries, has no
family relationship with any other Director
and/or substantial shareholder of AHTIN
and has no conflict of interest with AHTIN
and has had no convictions for offences
within the past ten years other than traffic
offences.
directors’ profile (cont’d)
Encik Mohamed Azahari, a Malaysian, aged 44, was appointed to the Board of AHTIN
on 8 March 2002 and subsequently resigned on 22 November 2002. He was re-
appointed to the Board of AHTIN on 1 July 2003.
Mohamed Azahari Bin Mohamed Kamil • Independent and Non-Executive
Encik Mohamed Azahari graduated with
a Master of Business Administration
(Finance) from the University of Central
Michigan in 1983. He began his career
as a Fund Manager within the PNB
Group of Companies. He is presently the
Managing Director of JMF Asset
Management Sdn Bhd, a company
principally involved in fund
management.
Encik Mohamed Azahari does not hold
any shares in AHTIN or its subsidiaries,
has no family relationship with any
other Director and/or substantial
shareholder of AHTIN and has no
conflict of interest with AHTIN and has
had no convictions for offences within
the past ten years other than traffic
offences.
11 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
Year Ended
2003 2002 2001 2000 1999
Revenue (RM’000) 6,005 10,239 8,856 14,757 16,138
Net (Loss)/Profit for the year (RM’000) (8,688) 21,831 (14,772) (19,121) (3,300)
Issued And Fully Paid-up Capital (RM’000) 67,760 67,760 67,760 67,760 61,600
Shareholders’ Funds (RM’000) 19,914 28,602 6,771 21,543 34,504
(Loss)/Earnings Per Ordinary Share (Sen) (12.8) 32.2 (21.8) (28.8) (5.4)
Net Tangible Assets Per Share (RM) 0.29 0.42 0.10 0.32 0.56
R E V E N U E R E V E N U E (RM’000)
ISSUED AND FULLY PAID-UP CAPITAL I S S U E D A N D F U L LY P A I D - U P C A P I TA L (RM’000)
S H A R E H O L D E R S ’ F U N D S S H A R E H O L D E R S ’ F U N D S
(RM’000)
financial group
highlights
2003
6,0051999
16,138
2000
14,757
2002
10,239
2001
8,856
2003
67,7601999
61,600
2000
67,760
2002
67,760
2001
67,760
2003
19,9141999
34,504
2000
21,543
2002
28,602
2001
6,771
12AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
statementchairman’s
On behalf of the Board of
Directors, I would like to present
the Annual Report and Audited
Accounts of the Company and
the Group for the year ended 30
June 2003.
Dato’ Mohd Nadzmi Bin Mohd Salleh • Chairman
13AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
Financial Results
During the financial year ended 30 June
2003, we have focused our resources on
our core activity i.e., property
development. Despite our efforts, the
Group suffered a pre-tax loss of RM8.6
million compared to a pre-tax profit of
RM23.2 million in the previous year. The
pre-tax losses incurred in the current
financial year were mainly due to the
unfavourable property market condition.
The pre-tax profit achieved last year was
mainly attributable to the disposal of a
parcel of leasehold land measuring
154.506 acres held under title grant no. H.S.
(D) 2487, P.T. No. 6250, located in the
Mukim of Dengkil, Daerah Sepang,
Selangor for RM31 million.
The Group’s revenue declined to RM6
million from RM10.2 million in the
previous corresponding year. The lower
revenue is mainly due to the unfavourable
property market condition that has
affected the development progress in the
Taman Juara Jaya (“TJJ”) project in
Balakong, which belongs to the Company’s
wholly-owned subsidiary, Pembinaan AHT
Sdn Bhd. Correspondingly, the Group’s
shareholders’ funds had decreased to
RM19.9 million from RM28.6 million,
previously.
Prospects
I would like to inform that TJJ, Phase 5 (114
double storey link houses) is
approximately 75% sold as at 30
September 2003. The Company will
aggressively be working towards further
developing of our existing land bank.
The prospect for AHTIN in the property
development sector is good given various
incentives provided under the stimulus
package announced in May 2003. We are
confident that the Malaysian economy will
continue to improve and AHTIN is able to
benefit from it.
In terms of new land banks, we are actively
sourcing new land banks that will further
enhance our balance sheet and bottom-
line. With continued dedication, focus and
determination of the Management, we are
confident that, barring unforeseen
circumstances, the Group is expected to
improve its performance in the coming
year.
Directorate
The Board and I welcome Dato’ Ikhwan
Salim bin Dato’ Haji Sujak and Encik
Mohamed Azahari bin Mohamed Kamil
who joined the Board on 1 July 2003.
Dividend
In order to conserve the Company’s cash
flow so as to reduce the Group’s debt, and
at the same time be able to finance the
Group’s ongoing business plan, the Board
is recommending that no dividends be
declared for the financial year ended 30
June 2003.
Appreciation
To our loyal shareholders, business
associates, regulatory authorities and
employees, I take this opportunity to
thank you for your firm support of and
confidence in the Group and wish you all
a healthy and prosperous year.
Dato’ Mohd Nadzmi Bin Mohd Salleh
Chairman
”“ The prospect for AHTIN in the property development sector is good
given various incentives provided under the stimulus package announced
in May 2003. We are confident that the Malaysian economy will continue
to improve and AHTIN is able to benefit from it.
14AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
operationsDear Shareholders,
To keep you informed, we append hereunder a review of the
Company’s operations for the year 2003:
1. Taman Juara Jaya project (“the Project”)
During the year, the Company’s wholly-owned subsidiary,
Pembinaan AHT Sdn Bhd successfully completed its Block
A, Phase 2, Juara Suria Apartments consisting of 130 units
of medium-cost apartments and obtained the Certificate
of Fitness for occupation on 2 June 2003. Handing-over of
these units to purchasers is currently in progress and the
whole process is expected to be completed by end of the
year. Todate, 101 units had been handed-over.
Phase 5 of the Project, Amber Homes, which consists of
114 units of double storey terrace houses was re-launched
during the year. As at 30 September 2003, 75% of the units
had been sold. Construction works of these units are
currently in progress and completion is expected by June
2004.
The Group will concentrate its efforts to complete the
balance phases of the Project. Owing to poor market
demand of high-rise apartments presently, the Company
is studying the possibility of constructing more terrace
houses instead of high-rise units. It has been proposed to
revise the existing components of Phase 4 from 300 units
of medium-cost apartments to 58 units of semi-detached
houses and to develop 81 units of double storey terrace
houses on the piece of land currently reserved for school,
kindergarten and surau; subject to the approval of the
relevant authorities.
2. Ambassador Hotel, Melaka
The Ambassador Hotel project, which was undertaken by
the Company’s wholly owned subsidiary, Motif Harta Sdn
Bhd was stalled in early 1998 due to the economic crisis. It
consists of a 365-room hotel and 135 units of service
apartments, with construction 55% completed. Presently,
the Company is studying several proposals to resolve the
matter.
3. Other Business
The Company is looking at various projects and businesses
to improve the performance of the Group for the future.
The Company is always seeking opportunities to improve
on the financial performance of the Group with investment
prudence foremost on our mind.
review of
15AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
The Board of Directors of Ayer Hitam Tin Dredging Malaysia Berhad (“AHTIN”)
acknowledges the importance of maintaining good corporate governance. This
Statement aims to explain how the Company has applied the Principles and the extent
of its compliance with the Best Practices and good governance as set out in the
Malaysian Code on Corporate Governance.
corporategovernance
Dato’ S.S. Subramaniam has been identified as the
Senior Independent Non-Executive Director of the
Board to whom concerns may be conveyed.
All Directors have given their undertaking to comply
with the Listing Requirements and the independent
Directors have confirmed their independence in
writing.
A2. Supply of Information
All Directors are provided with appropriate and timely
information, which enable them to discharge their
responsibilities. Board papers and agenda are
circulated to the Directors in advance of each Board
Meeting. This is to ensure that the Directors have access
to further explanations, and where necessary, to be
briefed prior to each Board Meeting. If required, senior
management and auditors are invited to be present at
the Board Meeting to provide further explanation to
the Board.
The Board has access to the services of the Company
Secretary and independent professional advice at the
Company’s expense whenever required in furtherance
of their duties.
A. Board of Directors
A1. Board Composition and Balance
The Company is led and controlled by an effective
Board comprising a balanced mix of Directors with both
professional and business experience. Such
composition enables the Board to consider issues
comprehensively from variety of perspectives. As at the
date of this Statement, the Board consists of six (6)
members; comprising an Independent Non-Executive
Chairman, three (3) Independent Non-Executive
Directors, one (1) Non-Independent Non-Executive
Director and an Executive Director. As such, the
Company is in compliance with the Listing
Requirements of Kuala Lumpur Stock Exchange
(“Listing Requirements”), which requires that at least
two (2) Directors or one third (1/3) of the Board of
Directors, whichever is higher, are Independent
Directors. The profile of each Director is presented on
pages 8 to 10 of this annual report.
The roles of Chairman and the Executive Director are
separated to ensure a balance of power and authority.
The Board is chaired by Dato’ Mohd Nadzmi bin Mohd
Salleh, the Independent Non-Executive Chairman
whereas Mr Chow Yeon Loong @ Chow Yoon Loong,
the Executive Director, leads the Management of the
Company in the day-to-day management of the
Group’s business operations and implementation of the
Board’s policies and decisions.
statement
16AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
A3. Board Meetings
The Board meets at least four (4) times a year with additional meetings convened when urgent and important decisions
need to be taken between the scheduled meetings. During the financial year, the Board met four (4) times and their
attendance are as follows:
Number of Board Meetings*
Directors Held During Tenure in Office Attended
Dato’ Mohd Nadzmi Bin Mohd Salleh 4 4
Chow Yeon Loong @ Chow Yoon Loong 4 3
Choo Tong Kin @ Chew Tong Kim 4 4
Dato’ S.S. Subramaniam 4 3
Mohamed Azahari Bin Mohamed Kamil ** 2 2
Dato’ Ikhwan Salim Bin Dato Haji Sujak *** Not Applicable Not Applicable
Nikmat bin Abdullah **** 2 2
corporate governance statement (cont’d)
Notes:* Meetings were held on 16 October 2002, 20 November 2002, 26 February 2003 and 21 May 2003 respectively.** Resigned on 22 November 2002; Re-appointed on 1 July 2003.*** Appointed on 1 July 2003**** Resigned on 31 December 2002
A4. Restriction on Directorships
All Directors are in full compliance with the requirement of directorships as set out under Paragraph 15.06 of the Listing
Requirements.
A5. Appointments to the Board
The Nomination Committee of the Board is responsible for proposing new nominees for the Board and appraising Directors
on an on-going basis in accordance with their terms of reference. The decision as to who shall be nominated remains the
responsibility of the full Board after considering the recommendations of the Nomination Committee. The Board, through
the Nomination Committee, reviews its required mix of skills and experience and other qualities, including core competencies,
which non-executive Directors should bring to the Board. The Nomination Committee will assess the effectiveness of the
Board, the Committee and the contribution of each individual Director annually or as and when necessary in the best interests
of the Company.
The members of the Nomination Committee who are mainly independent non-executive Directors are as follows:-
1. Dato’ Mohd Nadzmi bin Mohd Salleh
2. Chow Yeon Loong @ Chow Yoon Loong
3. Dato’ S.S. Subramaniam (Appointed on 31 December 2002)
The Nomination Committee held four (4) meetings, which were attended by all the members during the financial year.
17AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
corporate governance statement (cont’d)
A6. Re-election
In accordance with the Company’s Articles of
Association, one third (1/3) of the Board shall retire by
rotation at each Annual General Meeting. In any case,
each Director shall retire from office at least once in every
three (3) years and shall be eligible for re-election. Newly
appointed Directors shall hold office until the next
Annual General Meeting and shall be eligible for re-
election.
Directors over seventy (70) years of age are required to
submit themselves for re-appointment annually in
accordance with Section 129(6) of the Companies Act,
1965.
A7. Directors’ Training
All Directors have attended and successfully completed
the Mandatory Accreditation Programme conducted
by the Research Institute of Investment Analysts
Malaysia. The Directors will also continue to undergo
other relevant training programmes to further enhance
their skills and knowledge where relevant.
B. Directors’ Remuneration
B1. Remuneration Committee
The Remuneration Committee is responsible for
recommending to the Board the remuneration packages
of executive Directors. The Board as a whole determine
the remuneration of non-executive Directors. Individual
Directors abstain from discussion in respect of their own
remuneration. It is the policy of the Remuneration
Committee to structure the remuneration packages
necessary to attract, retain and motivate the Directors
of the Company.
The remuneration of executive Directors is structured
so as to link rewards to corporate and individual
performance. The remuneration of the non-executive
Directors is linked to their experience and level of
responsibilities undertaken.
The members of the Remuneration Committee are as
follows:
1. Dato’ Mohd Nadzmi bin Mohd Salleh
2. Chow Yeon Loong @ Chow Yoon Loong
3. Dato’ S.S. Subramaniam
(Appointed on 31 December 2002)
The Remuneration Committee held four (4) meetings,
which were attended by all the members during the
financial year.
18AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
B2. Disclosure on Directors’ Remuneration
Details of the remuneration of the Directors for the Group for the year ended 30 June 2003, are as follows: -
Directors Basic Salary Allowance & Statutory Benefits-in-Kind Total
(RM) Contributions (RM) & Bonus (RM) (RM)
Executive 290,306 60,540 56,448 407,294
Non-Executive - 179,200 18,500 197,700
The number of Directors whose remuneration falls into the following bands are as follows:-
Number of Directors
Range of Remuneration Executive Non-Executive
Below RM50,000 - 3
RM50,001 to RM100,000 1 -
RM100,001 to RM150,000 - 1
RM150,001 to RM330,000 1 -
C. Shareholders
The Board recognises the importance of timely and accurate
dissemination of information to shareholders in respect of
all material business and corporate developments
concerning the Group. Such information is disseminated via
the Company’s annual reports, circular to shareholders,
quarterly financial results and various announcements
made from time to time.
Annual General Meetings serve as an important means for
communication with shareholders. Notice of the Annual
General Meeting and Annual Reports are sent to
shareholders twenty one (21) days prior to the meeting. At
this Meeting, the Board provides opportunities to
shareholders to participate and seek clarification on the
development in the Company. Explanatory notes are
provided for special business and its effect thereto.
D. Accountability And Audit
The Board aims to present a balanced and understandable
assessment of the Group’s position and prospect through
the annual financial statements and quarterly
announcements of results to the Kuala Lumpur Stock
Exchange. The Directors are responsible to ensure the
annual financial statements are prepared in accordance with
the provisions of the Companies Act, 1965 and applicable
approved accounting standards in Malaysia. A statement
by the Directors of their responsibilities in preparing the
financial statements is set out on page 19 of the annual
report.
The Group’s statement on internal control is set out on page
20 of this annual report.
The Board maintains formal and transparent relationship
with its external auditors. The Board through the Audit
Committee reviews the external auditors’ services, fees and
appointment.
This Corporate Governance Statement is made pursuant to
a resolution of the Board of Directors dated 27 October 2003.
corporate governance statement (cont’d)
19AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
corporate governance statement (cont’d)
DIRECTORS’ RESPONSIBILITY STATEMENT
The Directors are responsible in the preparation of financial
statements for each financial year which, give a true and fair view
of the state of affairs of the Group and the Company as at the
end of the financial year and of the results and cash flow of the
Group and the Company for the financial year then ended.
In the preparation of these financial statements, the Directors
have: -
• Adopted suitable accounting policies and apply them
consistently;
• Made judgements and estimates that are reasonable and
prudent; and
• Ensured that applicable approved accounting standards in
Malaysia and the provisions of the Companies Act, 1965, have
been applied.
The Directors are responsible for ensuring that proper accounting
and other records are kept which disclose with reasonable
accuracy at any time the financial position of the Group and the
Company and to enable them to ensure that the financial
statements comply with the provisions of the Companies Act,
1965 and the applicable approved accounting standards in
Malaysia.
The Directors also have a general responsibility for taking such
steps as are reasonably open to them to safeguard the assets of
the Group and to prevent and detect fraud and other
irregularities.
This Statement is made pursuant to a resolution of the Board of
Directors dated 27 October 2003.
20AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
The Board of Directors of Ayer Hitam Tin Dredging Malaysia Berhad acknowledges the importance
of the systems of internal control and affirms that it is their responsibility to maintain a sound system
of internal control including review of its adequacy and integrity in order to safeguard the
shareholders’ investment and the Group’s assets. However, it should be noted that such system of
internal control is designed to manage rather than eliminate the risk of failure to achieve business
objectives. Therefore these systems can only provide reasonable and not absolute assurance against
material misstatements or losses.
statement on
control
The Group’s key controls include:
• Management structure, which defines the functions and
responsibilities and segregation of duties;
• Timely generation of financial information for Board and
management review. Announcement of financial
information is subjected to Audit Committee’s reviews with
the present of management;
• Independent review of internal control system by the
internal auditor; and
• Insurance program to mitigate risks of the Group.
This Statement is made pursuant to a resolution of the Board of
Directors dated 27 October 2003.
The process of identifying, evaluating and managing
significant risks faced by the Group is practiced continuously
and subjected to on-going improvement. Meetings are held
regularly at the Management Committee level to review
changes in the business environment and its’ impact on the
operations. Business strategies are reviewed and refined at
the same time to ensure that operations are in accordance
with the corporate expectation. Corporate matters and
significant issues are brought to Board level for further
deliberation to ensure that risks are appropriately considered
and adequately addressed.
internal
21AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
auditreportThe Audit Committee (the “Committee”) was established
on 26 May 1994. The present members of the Committee
comprise:
committee
• Dato’ Mohd Nadzmi Bin Mohd Salleh
(Chairman, Independent Non-Executive Director)
• Dato’ S. S. Subramaniam
(Independent Non-Executive Director)
• Chow Yeon Loong @ Chow Yoon Loong
(Executive Director)
Terms of reference of the Committee
Primary purpose
The Committee shall:
a) assist the Board in fulfilling its fiduciary responsibility as to accounting policies and
reporting practices of the Company and its subsidiaries (“Group”);
b) improve the Group’s business efficiency, the quality of the accounting and audit
function and strengthen the confidence of the public in the Group’s reported results;
c) serve as a focal point for communications between Non-Executive Directors, the
external auditors and internal auditors and the Company’s management as their
duties relate to financial accounting, reporting and controls through regularly
scheduled meetings; and
d) be the Board’s principal agent to ensure the independence of the Company’s external
auditors, internal auditors and the integrity of management and the adequacy of
disclosures to shareholders at all times.
Composition
The Committee shall be appointed by the
Board of Directors from amongst its
members and shall be composed of not
fewer than three (3) members, the majority
of whom shall be Independent Directors.
At least one (1) member of the Committee
shall be a member of the Malaysian
Institute of Accountants or complies with
Paragraph 15.10 of the Listing
Requirements.
The members of the Committee shall elect
a Chairman from amongst their number
who is an Independent Non-Executive
Director.
If a member of the Committee resigns, dies
or for any reason ceases to be a member
with the result that the number of
members is reduced to below three (3), the
Board shall, within three (3) months of that
event, appoint such number of new
members as may be required to make up
the minimum number of three (3)
members. The appointment of a
Committee member terminates when the
member ceases to be a Director.
The Board shall review the term of office
and the performance of the Committee
and each of its members at least once in
every three (3) years.
The Company Secretary shall be the
Secretary of the Committee.
22AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
audit committee report (cont’d)
Functions
The Committee shall, amongst others, discharge the following functions:
1. Review the following and report the same to the Board:
a) With the external auditor, the audit plan;
b) With the external auditor, their evaluation of the system of internal controls;
c) With the external auditor, their audit report;
d) The assistance given by the employees of the Company to the external auditor;
e) The adequacy of the scope, functions and resources of the internal audit
functions and to ensure that it has the necessary authority to carry out its work;
f ) The internal audit programme, processes, the results of the internal audit
programme, processes or investigation undertaken and whether or not
appropriate action is taken on the recommendations of the internal audit
function;
g) The quarterly results and year end financial statements, prior to the approval
by the Board, focusing particularly on:
i) Changes in or implementation of major accounting policy changes;
ii) Significant and unusual events; and
iii) Compliance with accounting standards and other legal requirements;
h) Any related party transaction and conflict of interest situation that may arise
within the Company or the Group including any transaction, procedure or course
of conduct that raises questions of management integrity;
i) Any letter of resignation from the external auditors of the Company; and
j) Whether there is reason (supported by grounds) to believe that the Company’s
external auditor is not suitable for re-appointment; and
2. Recommend the nomination of a person or persons as external auditors.
Authority
The Committee is authorised by the Board
to investigate any activity of the Company
and its subsidiaries 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.
The Committee shall have the power to
instruct internal auditors to carry out
investigations if deemed necessary.
23AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
audit committee report (cont’d)
Meetings
Minimums of four (4) meetings per year are to be scheduled, although additional meetings may be convened at any time at the Chairman’s
discretion. An agenda shall be sent to all members of the Committee and any other persons who may be required to attend. The
quorum for each meeting shall be two members of whom must be independent directors. The Committee may invite other Directors
and/or employees and/or the auditor to attend its meetings. The Committee may establish any regulations from time to time to govern
its administration.
During the financial year, the Committee convened five (5) meetings and their attendance are as follows:
Number of Committee Meetings*
Members Held during Tenure in Office Attended
Dato’ Mohd Nadzmi Bin Mohd Salleh 5 5
Chow Yeon Loong @ Chow Yoon Loong** 5 4
Dato’ S. S. Subramaniam 5 4
Note:* Meetings were held on 22 August 2002, 16 October 2002, 20 November 2002, 26 February 2003 and 21 May 2003 respectively.
** Was an Independent Non-Executive Director before being appointed as Executive Director on 2 January 2003.
Representatives of the external auditors, Messrs KPMG attended the meeting held on 16 October 2002 upon invitation.
Summary of Activities
The activities of the Committee for the financial year were summarised as below: -
a) Reviewed draft audited financial statements together with external auditors.
b) Reviewed unaudited quarterly results prior to recommendation to the Board for
approval.
c) Reviewed with the internal auditors, their internal audit plans/reports and discuss
findings and recommendations made by them.
d) Reviewed and discussed with the external auditors the external audit plan and
approach, results of their findings, examinations, auditors report and management
letters relating to audit and updates on new developments on accounting standards.
Internal Audit Function
Th e I n te r n a l Au d i t Fu n c t i o n wa s
e s t a b l i s h e d to a s s i s t t h e Au d i t
Committee in discharging its duties
and responsibilities in reviewing the
effectiveness of systems of internal
control.
D u r i n g t h e f i n a n c i a l ye a r u n d e r
review, the Internal Auditors have
carried out their review in accordance
with the approved annual audit plan.
In each quarter, the Internal Auditors
present their reports and findings to
t h e Au d i t Co m m i t te e. Are a s o f
improvement were identi f ied and
m o n i to r e d t o e n s u re co n t i n u o u s
i m p rove m e nt i n t h e b u s i n e s s
processes.
24AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
info
rmat
ion
oth
er c
om
plia
nce a) Share-Buy Backs
The Company did not purchase any of its own shares for the financial year ended 30
June 2003.
b) Options, Warrants or Convertible Securities
The Company has not issued any options, warrants or convertible securities for the
financial year ended 30 June 2003.
c) American Depository Receipt (ADR)/Global Depository Receipt (GDR)
The Company does not sponsor any ADR or GDR programme.
d) Sanctions and/or Penalties
Save for Pembinaan AHT Sdn Bhd, a 100% owned subsidiary of the Company, which
had been imposed a 15% penalty by the Inland Revenue Board on the outstanding
tax for year assessment 2000, amounting to RM108,131.70, there were no other
sanctions and/or penalties imposed on the Company and its subsidiaries or
Management by the relevant regulatory bodies for the financial year ended 30 June
2003.
e) Non-Audit Fees
There was no non-audit fees paid to the external auditors for the financial year ended
30 June 2003.
f) Variations in Results
There were no profit estimates, forecasts or projections or unaudited results released
which differ by 10% or more from the audited results.
g) Profit Guarantee
There were no profit guarantees given in respect of the Company.
h) Revaluation Policy on Landed Properties
The Group does not adopt a policy of regular revaluation of its landed properties.
i) Recurrent Related Party Transaction
The Company did not enter into any recurrent related party transaction, which requires
the shareholders’ mandate for the financial year ended 30 June 2003.
j) Material Contracts Involving Directors’ and Substantial Shareholders’ Interests
For the financial year ended 30 June 2003, neither the Company nor its subsidiaries
entered into any material contractors involving Directors and substantial shareholders
of the Company.
26 Director’s Report 30 Statement by Directors
30 Statutory Declaration 31 Report of the Auditors
33 Balance Sheets 34 Income Statements 35 Statement of Changes in Equity
36 Cash Flow Statements 39 Notes to the Financial Statements
financial statements
2003
26 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
directors’ report for the year ended 30 June 2003
The Directors hereby submit their report and the audited financial statements of the Group and of the Company for the year ended 30
June 2003.
PRINCIPAL ACTIVITIES
The Company is principally engaged in investment holding, whilst the principal activities of the subsidiaries are as stated in Note 4 to
the financial statements. There has been no significant change in the nature of these activities during the financial year.
RESULTS Group Company
RM’000 RM’000
Net loss for the year 8,688 8,973
RESERVES AND PROVISIONS
There were no material transfers to or from reserves and provisions during the year under review except as disclosed in the financial
statements.
DIVIDEND
No dividend was paid during the year and the Directors do not recommend any dividend to be paid for the year under review.
DIRECTORS OF THE COMPANY
Directors who served since the date of the last report are:
Dato’ Mohd Nadzmi bin Mohd Salleh
Choo Tong Kin @ Chew Tong Kim
Dato’ S.S. Subramaniam
Chow Yeon Loong @ Chow Yoon Loong
Mohamed Azahari bin Mohamed Kamil
(appointed on 8.3.2002; resigned on 22.11.2002 and re-appointed on 1.7.2003)
Dato’ Ikhwan Salim bin Dato’ Haji Sujak
(appointed on 1.7.2003)
Nikmat bin Abdullah
(resigned on 31.12.2002)
In accordance with Article 81 of the Company’s Articles of Association, Choo Tong Kin @ Chew Tong Kim retires by rotation from the
Board at the forthcoming Annual General Meeting and, being eligible, offers himself for re-election.
In accordance with Article 88 of the Company’s Articles of Association, Mohamed Azahari bin Mohamed Kamil and Dato’ Ikhwan Salim
bin Dato’ Haji Sujak, who were appointed during the year retire from the Board at the forthcoming Annual General Meeting and, being
eligible, offer themselves for re-election.
27 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
directors’ report (cont’d) for the year ended 30 June 2003
DIRECTORS’ INTERESTS
None of the Directors holding office at 30 June 2003 had any interest in the ordinary shares of the Company and of its related corporations
during the financial year.
DIRECTORS’ BENEFITS
Since the end of the previous financial year, no Director of the Company has received nor become entitled to receive any benefit (other
than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors as shown in the financial
statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which the
Director is a member, or with a company in which the Director has a substantial financial interest.
There were no arrangements during and at the end of the financial year which had the object of enabling Directors of the Company to
acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.
ISSUE OF SHARES
There were no changes in the issued and paid-up capital of the Company during the financial year.
OPTIONS GRANTED OVER UNISSUED SHARES
No options were granted to any person to take up unissued shares of the Company during the year.
OTHER STATUTORY INFORMATION
Before the financial statements of the Group and of the Company were made out, the Directors took reasonable steps to ascertain that:
i) all known bad debts have been written off and adequate provision made for doubtful debts, and
ii) all current assets have been stated at the lower of cost and net realisable value.
At the date of this report, the Directors are not aware of any circumstances:
i) that would render the amount written off for bad debts, or the amount of the provision for doubtful debts, in the Group and in the
Company inadequate to any substantial extent, or
ii) that would render the value attributed to the current assets in the Group and in the Company financial statements misleading, or
iii) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the
Company misleading or inappropriate, or
iv) not otherwise dealt with in this report or the financial statements, that would render any amount stated in the financial statements
of the Group and of the Company misleading.
28 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
OTHER STATUTORY INFORMATION (CONT’D)
At the date of this report, there does not exist:
i) any charge on the assets of the Group or of the Company that has arisen since the end of the financial year and which secures the
liabilities of any other person, or
ii) any contingent liability in respect of the Group or of the Company that has arisen since the end of the financial year.
No contingent liability or other liability of any company in the Group has become enforceable, or is likely to become enforceable within
the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may substantially affect the
ability of the Group and of the Company to meet their obligations as and when they fall due.
In the opinion of the Directors, except for the impairment loss on property, plant and equipment as disclosed in Note 2 to the financial
statements, the results of the operations of the Group and of the Company for the financial year ended 30 June 2003 have not been
substantially affected by any item, transaction or event of a material and unusual nature nor has any such item, transaction or event
occurred in the interval between the end of that financial year and the date of this report.
SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR
i) A wholly owned subsidiary, named Vivace Limited, was de-registered from the Hong Kong Companies Registry on 6 June 2003.
ii) On 19 December 2002, Pembinaan AHT Sdn. Bhd. (“PAHT”), a wholly owned subsidiary entered into a Supplemental Facility
Agreement with its lending institution to restructure and convert the bridging loan facility and the bank overdraft facility into a
term loan facility of up to a maximum aggregate principal amount of RM20,000,000.
Upon acceptance of the restructured loan facility, the Company has made a principal repayment of RM2,200,000 on behalf of the
subsidiary. The restructured term loan bears interest at 1.5% per annum above the lending institution’s base lending rate (“BLR”)
for the first and second year and 1.75% per annum above funding institution’s BLR for the remaining three (3) years. It is repayable
in eight (8) instalments totalling RM17,800,000, commencing on 30 June 2003 and shall be fully repaid to the lending institution
on or before a period of five (5) years from the Conversion Date, which was on 24 January 2003. During the year, PAHT made
repayments of RM607,000 and subsequent to year end an amount of RM293,000 was paid in order to fulfill the repayment of
RM900,000 as set out in the agreement, which was due on 30 June 2003.
directors’ report (cont’d) for the year ended 30 June 2003
29 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
directors’ report (cont’d) for the year ended 30 June 2003
SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR (CONT’D)
iii) On 21 August 2002, Motif Harta Sdn. Bhd. (“MHSB”), a wholly owned subsidiary entered into a Supplemental Facility Agreement
with its lending institution to restructure its term loan amounting to RM20,296,000 as at 30 June 2002. During the year, a principal
amount of RM275,000 which was to be paid on or before 30 September 2002 was subsequently paid on 8 October 2002. A
principal amount of RM2,475,000 is to be paid to the lending institution via sixteen (16) monthly instalments of RM150,000 each
and a final instalment of RM75,000 or 27.5% on the amount to be received from the sale proceeds from the disposal of leasehold
land by the Company pursuant to the Option Agreement entered into by the Company with a third party, whichever is higher,
commencing from 31 October 2002. During the financial year, the Company made principal repayments of RM1,625,000 on
behalf of MHSB.
The remaining principal amount outstanding of RM18,671,000 is repayable on or before 30 June 2004. Subsequent to year end,
the Company, as corporate guarantor for the term loan, has been in negotiation with the lending institution to extend the repayment
of the remaining principal amount beyond 30 June 2004.
AUDITORS
The auditors, Messrs KPMG, have indicated their willingness to accept re-appointment.
Signed in accordance with a resolution of the Directors:
Dato’ S.S. Subramaniam
Chow Yeon Loong @ Chow Yoon Loong
Kuala Lumpur,
27 October 2003
30 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
statement by directors pursuant to section 169(15) of the Companies Act, 1965
statutory declaration pursuant to section 169(16) of the Companies Act, 1965
In the opinion of the Directors, the financial statements set out on pages 33 to 69 are drawn up 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 the state of affairs
of the Group and of the Company at 30 June 2003 and of the results of their operations and cash flows for the year ended on that date.
Signed in accordance with a resolution of the Directors:
Dato’ S.S. Subramaniam Chow Yeon Loong @ Chow Yoon Loong
Kuala Lumpur,
27 October 2003
I, Chow Yeon Loong @ Chow Yoon Loong, the Director primarily responsible for the financial management of Ayer Hitam Tin Dredging
Malaysia Berhad, do solemnly and sincerely declare that the financial statements set out on pages 33 to 69 are, to the best of my
knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true, and by virtue of the
provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared by the abovenamed in Kuala Lumpur on 27 October 2003.
Chow Yeon Loong @ Chow Yoon Loong
Before me:
Faisal Meerangkutty bin K.M. Mohd Maulabi
No. W300
Commissioner for Oaths
31 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
We have audited the financial statements set out on pages 33 to 69. The preparation of the financial statements is the responsibility of
the Company’s Directors. Our responsibility is to express an opinion on the financial statements based on our audit.
We conducted our audit in accordance with approved Standards on Auditing in Malaysia. These standards require that we plan and
perform the audit to obtain all the information and explanations which we consider necessary to provide us with evidence to give
reasonable assurance that the financial statements are free of material misstatement. An audit includes examining, on a test basis,
evidence relevant to the amounts and disclosures in the financial statements. An audit also includes an assessment of the accounting
principles used and significant estimates made by the Directors as well as evaluating the overall adequacy of the presentation of
information in the financial statements. We believe our audit provides a reasonable basis for our opinion.
In our opinion:
(a) the financial statements are properly drawn up 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 state of affairs of the Group and of the Company at 30 June 2003 and the results of their operations and cash flows for the
year ended on that date; and
ii) the matters required by Section 169 of the Companies Act, 1965 to be dealt with in the financial statements of the Group and
of the Company; and
(b) the accounting and other records and the registers required by the Companies Act, 1965 to be kept by the Company and its
subsidiaries have been properly kept in accordance with the provisions of the said Act.
We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company’s financial
statements are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial
statements and we have received satisfactory information and explanations required by us for those purposes.
The audit reports on the financial statements of the subsidiaries were not subject to any qualification and did not include any
comment made under sub-section (3) of Section 174 of the Act.
Without qualifying our opinion, we draw attention to the following:
1. The Company incurred a net loss of RM8,973,000 during the year ended 30 June 2003.
2. The Group incurred a net loss of RM8,688,000 during the year ended 30 June 2003 and, as of that date, the Group’s current
liabilities exceeded its current assets by RM18,885,000.
3. As stated in Note 12 to the financial statements, the Group had completed negotiations with its lending institutions to
restructure the repayment schedules of both of its existing term loan facilities and bank overdraft facility during the year.
Subsequent to year end, it is also in negotiation with a lending institution to extend the principal repayment of one of its term
loan, which is due on 30 June 2004 to beyond 30 June 2004.
report of the auditors to the members of Ayer Hitam Tin Dredging Malaysia Berhad
32 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
report of the auditors (cont’d) to the members of Ayer Hitam Tin Dredging Malaysia Berhad
4. The continuation of the Group and the Company as going concerns and the appropriateness of preparing the financial
statements on a going concern basis will be dependent on the continuous financial support from the shareholders, bankers
and creditors, they achieving future profitable operations and attaining cash inflows to sustain their operations and pending
the favourable outcome from the negotiation with the lending institution for the extention of principal repayment of one of
the term loans as stated in Note 12.
The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets
amounts and classification of liabilities that may be necessary if the Group and the Company are unable to continue as going
concerns. The assumption is premised on future events, the outcome of which is inherently uncertain.
5. As stated in Note 2 to the financial statements, a subsidiary of the Group has suspended the construction work of its hotel
project since January 1998 due to weak property market conditions. The construction expenditure (inclusive of the leasehold
land) incurred of RM60,139,000 as at 30 June 2000 was capitalised into hotel-in-progress. The hotel-in-progress was written
down to RM40,000,000 in prior years due to impairment.
Based on a professional valuation performed by an independent firm of professional valuers during the year on the basis of
cost and comparison method, which indicated a market value of RM38,000,000, the Board of Directors recognised further
impairment loss of RM2,000,000 on the hotel-in-progress to a net carrying amount of RM38,000,000. The valuation was
carried out for corporate management purpose.
KPMG
Firm Number: AF 0758
Chartered Accountants
Tang Seng Choon
Partner
Approval Number: 2011/12/03(J)
Kuala Lumpur,
27 October 2003
33 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
balance sheets at 30 June 2003
Group Company
Note 2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Property, plant and equipment 2 38,801 41,148 612 957
Land held for development 3 8,430 7,691 8,430 7,691
Investments in subsidiaries 4 - - - 1,100
Investment in associate 5 6,034 6,221 3,660 3,660
Other investments 6 361 361 361 361
Current assets
Inventories 7 304 470 - -
Properties under development 8 6,487 7,326 - -
Land held for development 3 2,111 3,693 2,111 3,693
Trade and other receivables 9 9,626 12,279 7,106 12,035
Tax recoverable 1,489 1,362 1,473 1,348
Cash and cash equivalents 10 2,823 4,997 450 2,656
22,840 30,127 11,140 19,732
Current liabilities
Trade and other payables 11 15,038 13,531 1,067 1,246
Borrowings 12 21,193 2,620 21 87
Taxation 1,645 1,811 2,417 2,384
Provision 13 3,849 2,827 - -
41,725 20,789 3,505 3,717
Net current (liabilities)/assets (18,885) 9,338 7,635 16,015
34,741 64,759 20,698 29,784
Represented by:
Capital and reserves
Share capital 14 67,760 67,760 67,760 67,760
Accumulated losses and other reserves (47,846) (39,158) (47,186) (38,213)
Shareholders’ funds 19,914 28,602 20,574 29,547
Long term liability
Borrowings 12 14,827 36,157 124 237
34,741 64,759 20,698 29,784
The financial statements were approved and authorised for issue by the Board of Directors on 27 October 2003.
The notes set out on pages 39 to 69 form an integral part of, and should be read in conjunction with, these financial statements.
34 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
income statements for the year ended 30 June 2003
Group Company
Note 2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Revenue
- contract revenue 5,616 9,510 - -
- sale of goods 140 411 - -
- services 225 318 - -
- dividends 24 - 464 -
6,005 10,239 464 -
Contract costs (4,641) (7,097) - -
Cost of sales (129) (599) - -
Cost of services (21) (134) - -
(4,791) (7,830) - -
Gross profit 1,214 2,409 464 -
Distribution costs (102) (48) - -
Administration expenses (3,830) (3,401) (1,749) (1,833)
Other operating expenses (3,565) (1,086) (7,781) (22,349)
Other operating income 505 27,306 133 27,412
Operating (loss)/profit 16 (5,778) 25,180 (8,933) 3,230
Interest expense 18 (2,993) (2,834) (20) (69)
Interest income 22 619 22 618
Share of profit of associate 190 218 - -
(Loss)/profit before taxation (8,559) 23,183 (8,931) 3,779
Tax expense – Company and subsidiaries 19 (73) (1,288) (42) (1,168)
– associate 19 (56) (64) - -
Net (loss)/profit for the year (8,688) 21,831 (8,973) 2,611
(Loss)/earnings per ordinary share (sen) 20 (12.8) 32.2
The notes set out on pages 39 to 69 form an integral part of, and should be read in conjunction with, these financial statements.
35 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
statement of changes in equity for the year ended 30 June 2003
Non-distributable
Share Share Capital General Accumulated
capital premium reserves reserves losses Total
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
At 1 July 2001 67,760 55,972 585 595 (118,141) 6,771
Net profit for the year - - - - 21,831 21,831
At 30 June 2002/
1 July 2002 67,760 55,972 585 595 (96,310) 28,602
Net loss for the year - - - - (8,688) (8,688)
At 30 June 2003 67,760 55,972 585 595 (104,998) 19,914
Note 14
Company
At 1 July 2001 67,760 55,972 585 620 (98,001) 26,936
Net profit for the year - - - - 2,611 2,611
At 30 June 2002/
1 July 2002 67,760 55,972 585 620 (95,390) 29,547
Net loss for the year - - - - (8,973) (8,973)
At 30 June 2003 67,760 55,972 585 620 (104,363) 20,574
Note 14
The notes set out on pages 39 to 69 form an integral part of, and should be read in conjunction with, these financial statements.
36 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
cash flow statements for the year ended 30 June 2003
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Cash flows from operating activities
(Loss)/profit before taxation (8,559) 23,183 (8,931) 3,779
Adjustments for:
Allowance for diminution in value of quoted shares - 21 - -
Allowance for doubtful debts - subsidiaries - - 6,681 17,036
Depreciation 276 367 222 345
Dividend income (24) - (339) -
Loss/(gain) on disposal of property, plant and equipment 6 (242) (7) (242)
Gain on disposal of leasehold land - (26,829) - (26,829)
Gain on novation and disposal of leasehold land - (133) - (133)
Gain on de-registration of a subsidiary (113) - - -
Impairment losses on property, plant and equipment 2,000 - - -
Impairment losses on investment in subsidiaries - - 1,100 5,000
Interest income (99) (669) (22) (618)
Interest expense 2,993 2,834 20 69
Property, plant and equipment written off 6 3 6 1
Share of profit of associate (190) (218) - -
Operating loss before working capital changes (3,704) (1,683) (1,270) (1,592)
Changes in working capital:
Land held for development 843 1,617 843 1,617
Inventories 166 (336) - -
Properties under development 839 (3,330) - -
Trade and other receivables 2,653 (3,202) 3,048 (1,773)
Trade and other payables 1,620 (6,744) (179) (3,326)
Provision 1,093 595 - -
Cash generated from/(used in) operations 3,510 (13,083) 2,442 (5,074)
Interest received 77 50 - -
Income tax paid (366) (42) (134) (18)
Liquidated ascertained damages paid (71) (595) - -
Net cash generated from/
(used in) operating activities 3,150 (13,670) 2,308 (5,092)
The notes set out on pages 39 to 69 form an integral part of, and should be read in conjunction with, these financial statements.
37 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
cash flow statements (cont’d) for the year ended 30 June 2003
Group Company
2003 2002 2003 2002
Note RM’000 RM’000 RM’000 RM’000
Cash flows from investing activities
Dividends received from associate
and other investment 345 - 339 -
Interest received 22 619 22 618
Proceeds from disposal of property,
plant and equipment (i) 306 75 285 75
Purchase of property, plant and
equipment (ii) (97) (130) (11) (17)
Proceeds from disposal of leasehold
land and buildings - 22,500 - 22,500
Net cash generated from investing activities 576 23,064 635 23,176
Cash flows from financing activities
Advances to subsidiaries - - (4,800) (15,542)
Drawdown of term loans - 3,049 - -
Repayments of term loans (2,570) (8,151) - -
Hire purchase interest paid (22) (70) (20) (69)
Interest paid (2,971) (2,764) - -
Repayments of hire purchase liabilities (337) (227) (329) (221)
Interest on term loan converted into
principal amount - 2,246 - -
Bank overdraft converted into term loan - 5,336 - -
Net cash used in financing activities (5,900) (581) (5,149) (15,832)
Net (decrease)/increase in cash and cash equivalents (2,174) 8,813 (2,206) 2,252
Cash and cash equivalents at beginning of year 4,997 (3,816) 2,656 404
Cash and cash equivalents at end of year (iii) 2,823 4,997 450 2,656
The notes set out on pages 39 to 69 form an integral part of, and should be read in conjunction with, these financial statements.
38 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
cash flow statements (cont’d) for the year ended 30 June 2003
The notes set out on pages 39 to 69 form an integral part of, and should be read in conjunction with, these financial statements.
i) Proceeds from disposal of property, plant and equipment
During the year, the Group and the Company disposed of property, plant and equipment for RM306,000 (2002 - RM275,000) and
RM285,000 (2002 - RM275,000) respectively, of which Nil (2002 - RM200,000) was for settlement of debt due to a third party.
ii) Purchase of property, plant and equipment
During the year, the Group and the Company acquired property, plant and equipment with an aggregate cost of RM247,000
(2002 - RM155,000) and RM161,000 (2002 - RM17,000) respectively, of which RM150,000 (2002 - RM25,000) and RM150,000
(2002 - Nil) respectively were acquired by means of hire purchases.
iii) Cash and cash equivalents
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Cash and bank balances 2,823 2,786 450 556
Deposits placed with financial institutions - 2,211 - 2,100
2,823 4,997 450 2,656
iv) De-registration of a subsidiary
During the year, the Group de-registered Vivace Limited from the Hong Kong Companies Registry. The de-registration had the
following effect on the Group’s liabilities as at 30 June 2003.
2003
RM’000
Current liabilities (113)
Gain on de-registration 113
Cash flow on de-registration -
39 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies are adopted by the Group and by the Company and are consistent with those adopted in
previous years except for adoption of the following:
(i) MASB 22, Segmental Reporting;
(ii) MASB 23, Impairment of Assets;
(iii) MASB 24, Financial Instruments: Disclosure and Presentation;
(iv) MASB 25, Income Taxes; and
(v) MASB 27, Borrowing Costs.
Apart from the inclusion of the new policies and extended disclosures where required by these new standards, the effects of the
changes in the above accounting policies are disclosed in Note 27 to these financial statements.
(a) Basis of accounting
The financial statements of the Group and of the Company are prepared on the historical cost basis except as disclosed in
the notes to the financial statements, in compliance with the provisions of the Companies Act, 1965 and applicable approved
accounting standards in Malaysia and on a going concern basis. The validity of the going concern assumption is dependent
on the continuous financial support from the shareholders, bankers and creditors, they achieving future profitable operations
and cash inflows to sustain their operations and pending the favourable outcome from negotiation with a lending institution
for the extention of principal repayment of one of the term loans as stated in Note 12.
The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets
amounts and classification of liabilities that may be necessary if the Group and the Company are unable to continue as a
going concern. The assumption is premised on future events, the outcome of which is inherently uncertain.
40 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
(b) Basis of consolidation
Subsidiaries are those enterprises controlled by the Company. Control exists when the Company has the power, directly or
indirectly, to govern the financial and operating policies of an enterprise so as to obtain benefits from its activities. The
financial statements of subsidiaries are included in the consolidated financial statements from the date that control effectively
commences until the date that control effectively ceases. Subsidiaries are consolidated using the acquisition method of
accounting.
A subsidiary is excluded from consolidation when either control is intended to be temporary if the subsidiary is acquired
and held exclusively with a view of its subsequent disposal in the near future and it has not previously been consolidated or
it operates under severe long term restrictions which significantly impair its ability to transfer funds to the Company.
Subsidiaries excluded on these grounds are accounted for as investments.
Under the acquisition method of accounting, the results of subsidiaries acquired or disposed of during the year are included
from the date of acquisition or up to the date of disposal. At the date of acquisition, the fair values of the subsidiaries’ net
assets are determined and these values are reflected in the Group financial statements. The difference between the acquisition
cost and the fair values of the subsidiaries’ net assets is reflected as goodwill or negative goodwill as appropriate.
Intra-group transactions and balances and the resulting unrealised profits are eliminated on consolidation. Unrealised losses
resulting from intragroup transactions are also eliminated unless cost cannot be recovered.
(c) Associate
Associate is an enterprise in which the Group has significant influence, but not control, over the financial and operating
policies.
The consolidated financial statements include the total recognised gains and losses of associate on an equity accounted
basis from the date that significant influence effectively commences until the date that significant influence effectively
ceases.
Unrealised profits arising on transactions between the Group and its associate which are included in the carrying amount of
the related assets and liabilities are eliminated partially to the extent of the Group’s interests in the associate. Unrealised
losses on such transactions are also eliminated partially unless cost cannot be recovered.
Goodwill on acquisition is calculated based on the fair value of net assets acquired.
notes to the financial statements (cont’d) for the year ended 30 June 2003
41 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
(d) Property, plant and equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses.
Property, plant and equipment retired from active use and held for disposal are stated at the carrying amount at the date
when the asset is retired from active use, less impairment losses, if any.
Depreciation
Property, plant and equipment are depreciated on a straight line basis to write off the cost of the assets over the term of their
estimated useful lives at the following principal annual rates:
Buildings 2%
Renovation, furniture, fittings and office equipment 10% - 20%
Computers 50%
Motor vehicles 20%
Hotel-in-progress is not depreciated. It comprises land, incidental acquisition cost and initial development expenditure
incurred up to the end of the financial year. Interest cost incurred on the construction is also capitalised and included as part
of hotel-in-progress. Following the cessation of the construction of the hotel-in-progress, interest cost incurred is charged
to the income statement.
With effect from the current financial year, the Group and the Company changed the annual depreciation rate for computers,
which ranged from 10% to 20% to 50% so as to better reflect their estimated useful lives. The effect of this change in
accounting estimate is that there are additional depreciation charge of RM41,921 and RM16,606 for the Group and for the
Company respectively.
(e) Investments
Long term investments other than in subsidiaries and associate are stated at cost. An allowance is made when the Directors
are of the view that there is a diminution in their value, which is other than temporary.
Long term investments in subsidiaries and associate are stated at cost in the Company, less impairment loss where applicable.
Current unquoted investments are stated at the lower of cost and net realisable value while current quoted investments are
stated at the lower of cost and market value on an individual investment basis.
42 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
(f) Inventories
i) Developed properties
Completed properties held for resale are stated at the lower of cost and net realisable value. Cost is determined on a
specific identification basis and includes land, all direct building costs and other related development costs.
ii) Trading inventories
Trading inventories are stated at the lower of cost and net realisable value with first-in-first-out (FIFO) being the main
basis for cost. Cost comprises cost of purchase and incidental costs of bringing the inventories to their present location
and condition.
(g) Properties under development
Properties under development comprising land and development costs are stated at cost plus attributable profit less
foreseeable losses, net of progress billings. Development costs includes interest expense on loans and advances utilised to
finance on-going development. Properties under development (including land costs) are stated as current assets when
significant development work has been undertaken and is expected to be completed within the normal operating cycle.
(h) Land held for development
Land held for development consist of freehold land held for future developments, which are stated at cost of acquisition and
are transferred to properties under development at carrying value or to the current assets when significant development
work is undertaken or to be undertaken and is expected to be completed within the normal operating cycle.
(i) Trade and other receivables
Trade and other receivables are stated at cost less allowance for doubtful debts.
(j) Cash and cash equivalents
Cash and cash equivalents consist of cash on hand, balances and deposits with banks and highly liquid investments which
have an insignificant risk of changes in value.
(k) Liabilities
Trade and other payables and borrowings are stated at cost.
(l) Accounting for hire purchase
Assets acquired under hire purchase arrangements are capitalised at their purchase cost and are depreciated on the same
basis as owned assets. The total amount payable under hire purchase agreements is shown under hire purchase liabilities.
43 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
(m) Provision
A provision is recognised when it is probable that an outflow of resources embodying economic benefits will be required to
settle a present obligation (legal or constructive) as a result of a past event and a reliable estimate can be made of the
amount.
Provision for liquidated ascertained damages
A provision for liquidated ascertained damages is recognised when late handover of vacant possession of housing units are
anticipated. It is based on the planned handover date to the expected handover of vacant possession to purchasers.
(n) Impairment
The carrying amount of the Group’s assets, other than inventories, deferred tax assets and financial assets (financial assets in
this context exclude investments in subsidiaries and associate), are reviewed at each balance sheet date to determine whether
there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated. An impairment
loss is recognised whenever the carrying amount of an asset or the cash-generating unit to which it belongs exceeds its
recoverable amount. Impairment losses are recognised in the income statement.
The recoverable amount is the greater of the asset’s net selling price and its value in use. In assessing value in use, estimated
future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments
of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash
inflows, the recoverable amount is determined for the cash-generating unit to which the asset belongs.
An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount and
is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortisation, if no impairment loss had been recognised. The reversal is recognised in
the income statement.
(o) Capitalisation of borrowing costs
Borrowing costs incurred on properties under development are capitalised. Capitalisation of borrowing costs will cease
when the assets are ready for their intended use.
The capitalisation rate used to determine the amount of borrowing costs eligible for capitalisation is the weighted average
of the borrowing costs applicable to the Group’s borrowings that are outstanding during the year, other than borrowings
made specifically for the purpose of financing properties under development, in which case the actual borrowing cost
incurred on that borrowing less any investment income on the temporary investment of that borrowing will be capitalised.
Capitalisation of borrowing costs is suspended during extended periods in which active development is interrupted.
44 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
(p) Income tax
Tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income statement
except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax expense is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially
enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred tax is provided, using the liability method, on temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements. Temporary differences are not recognised for the initial
recognition of assets or liabilities that at the time of the transaction affects neither accounting nor taxable profit. The amount
of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and
liabilities, using tax rates enacted or substantially enacted at the balance sheet date.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against
which the asset can be utilised.
(q) Foreign currency
i) Foreign currency transactions
Transactions in foreign currencies are translated to Ringgit Malaysia at rates of exchange ruling at the date of the
transactions. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated
to Ringgit Malaysia at the foreign exchange rates ruling at that date. Foreign exchange differences arising on translation
are recognised in the income statement.
ii) Financial statements of foreign operations
The Group’s foreign operations are not considered an integral part of the Company’s operations. Accordingly, the assets
and liabilities of foreign operations, including goodwill and fair value adjustments arising on consolidation, are translated
to Ringgit Malaysia at exchange rates ruling at the balance sheet date. The revenues and expenses of foreign operations
are translated to Ringgit Malaysia at average exchange rates applicable throughout the year. Foreign exchange differences
arising on translation are recognised directly in equity.
The closing rates used in the translation of foreign currency monetary assets and liabilities and the financial statements of
foreign operations are as follows:
USD1 N/A (2002 : RM3.8000)
HK$1 N/A (2002 : RM0.4823)
SGD1 RM2.1620 (2002 : RM2.1220)
Kina1 RM1.0870 (2002 : RM0.9330)
45 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
(r) Revenue
i) Property development
Profit from property development is recognised using the percentage of completion method. Where foreseeable losses
are anticipated, full provision for these losses is made in the financial statements.
ii) Goods sold
Revenue from sale of goods is measured at the fair value of the consideration receivable and is recognised in the
income statement when the significant risks and rewards of ownership have been transferred to the buyer.
iii) Services rendered
Revenue from services rendered is recognised in the income statement based on the invoiced value of maintenance
charges and insurance fee charged to the house owners.
iv) Dividend income
Dividend income is recognised when the right to receive payment is established.
v) Interest income
Interest income is recognised in the income statement as it accrues, taking into account the effective yield on the asset.
(s) Interest expense
All interest and other costs incurred in connection with borrowings, other than that capitalised in accordance with Note 1(o),
are expensed as incurred. The interest component of hire purchase payments is recognised in the income statement so as to
give a constant periodic rate of interest on the outstanding liability at the end of each accounting period.
46 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
2. PROPERTY, PLANT AND EQUIPMENT
Renovation,
furniture,
fittings Hotel-
Group and office Motor in-
Buildings equipment Computers vehicles progress Total
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 July 2002 1,591 1,329 198 1,342 40,000 44,460
Additions - 47 47 153 - 247
Disposals - - - (706) - (706)
Written off - (9) (15) - - (24)
At 30 June 2003 1,591 1,367 230 789 40,000 43,977
Accumulated depreciation
and impairment loss
Accumulated depreciation 1,590 708 89 925 - 3,312
Accumulated impairment loss - - - - - -
At 1 July 2002 1,590 708 89 925 - 3,312
Charge for the year - 117 70 89 - 276
Disposals - - - (394) - (394)
Written off - (6) (12) - - (18)
Impairment loss for the year - - - - 2,000 2,000
Accumulated depreciation 1,590 819 147 620 - 3,176
Accumulated impairment loss - - - - 2,000 2,000
At 30 June 2003 1,590 819 147 620 2,000 5,176
Net book value
At 30 June 2003 1 548 83 169 38,000 38,801
At 30 June 2002 1 621 109 417 40,000 41,148
Depreciation charge
for the year ended
30 June 2002 - 114 16 237 - 367
notes to the financial statements (cont’d) for the year ended 30 June 2003
47 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
2. PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Renovation,
furniture,
fittings
Company and office Motor
Buildings equipment Computers vehicles Total
RM’000 RM’000 RM’000 RM’000 RM’000
Cost
At 1 July 2002 1,591 1,210 131 1,261 4,193
Additions - - 8 153 161
Disposals - - - (666) (666)
Written off - (9) (9) - (18)
At 30 June 2003 1,591 1,201 130 748 3,670
Accumulated depreciation
At 1 July 2002 1,590 682 47 917 3,236
Charge for the year - 103 42 77 222
Disposals - - - (388) (388)
Written off - (6) (6) - (12)
At 30 June 2003 1,590 779 83 606 3,058
Net book value
At 30 June 2003 1 422 47 142 612
At 30 June 2002 1 528 84 344 957
Depreciation charge for the
year ended 30 June 2002 - 104 12 229 345
Assets under hire purchase arrangements
Included in property, plant and equipment of the Group and of the Company are motor vehicles with net book values of RM169,000
(2002 - RM370,000) and RM143,000 (2002 - RM336,000) respectively, which are acquired under hire purchase arrangements.
Security
Included in hotel-in-progress of the Group is leasehold land at cost of RM9,334,000 (2002 - RM9,334,000), which has been pledged
to a financial institution as security to secure a term loan obtained by a subsidiary (Note 12).
48 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
2. PROPERTY, PLANT AND EQUIPMENT (CONT’D)
A subsidiary has suspended the construction of its hotel project since January 1998 due to weak property market conditions. The
construction expenditure (inclusive of the leasehold land) incurred of RM60,139,000 as at 30 June 2000 was capitalised into hotel-
in-progress. The hotel-in-progress was written down to RM40,000,000 in prior years due to impairment.
Based on a professional valuation performed by City Valuers and Consultants Sdn. Bhd., an independent firm of professional
valuers during the year on the basis of cost and comparison method, which indicated a market value of RM38,000,000, the Board
of Directors have recognised further impairment loss of RM2,000,000 on the hotel-in-progress to a net carrying amount of
RM38,000,000. The valuation was carried out for corporate management purpose. Market value is defined by Malaysian Valuation
Standards: Standard 1 – Market Value Basis of Valuation as the estimated amount for which an asset should exchange on the date
of valuation between a willing buyer and a willing seller in an arm’s length transaction after proper marketing wherein the parties
had each acted knowledgeably, prudently and without compulsion.
3. LAND HELD FOR DEVELOPMENT
Group and Company
2003 2002
RM’000 RM’000
Freehold land, at cost 10,541 11,384
Less: Current portion classified under current assets (2,111) (3,693)
8,430 7,691
The portion of land held for development in respect of which significant development work is expected to be undertaken is
considered as current asset.
The freehold land at cost of RM10,541,000 (2002 - RM11,384,000) is pledged to a financial institution as security to secure a term
loan and bank overdraft obtained by a subsidiary (Note 12).
4. INVESTMENTS IN SUBSIDIARIES
Company
2003 2002
RM’000 RM’000
Unquoted shares, at cost 9,280 9,280
Less: Impairment losses (9,280) (8,180)
- 1,100
notes to the financial statements (cont’d) for the year ended 30 June 2003
49 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
4. INVESTMENTS IN SUBSIDIARIES (CONT’D)
The principal activities of the companies in the Group, their places of incorporation and the interests of Ayer Hitam Tin Dredging
Malaysia Berhad are as follows:
Name Principal Activities Country of Effective
Incorporation Group Interest
2003 2002
Subsidiaries:
Ganda Kemas Sdn. Bhd. Investment holding Malaysia 100% 100%
and its subsidiaries:
Vivace Limited * Dormant Hong Kong - 100%
Fortune Hill Sdn. Bhd. Dormant Malaysia 100% 100%
Mosko Lumber (PNG) Limited Dormant Papua New Guinea 100% 100%
Daimaju Enterprise Sdn. Bhd. Investment holding Malaysia 51% 51%
and its subsidiary:
Daya Cekap Sdn. Bhd. Investment holding Malaysia 51% 51%
AHT Nominees (Tempatan) Sdn. Bhd. Nominees company Malaysia 100% 100%
AHT Management Services Sdn. Bhd. Dormant Malaysia 100% 100%
AHT Sdn. Bhd. Dormant Malaysia 100% 100%
Harta AHT Sdn. Bhd. Dormant Malaysia 100% 100%
Seneca Investments Pte. Ltd. Dormant Singapore 100% 100%
Motif Harta Sdn. Bhd. Hotel development Malaysia 100% 100%
and management
Ultimate Promotion Services Sdn. Bhd. Dormant Malaysia 100% 100%
Pembinaan AHT Sdn. Bhd. Property development Malaysia 100% 100%
and its subsidiaries:
AHT Urusmaju Sdn. Bhd. Rendering of Malaysia 100% 100%
management services
Fabulous Edge Sdn. Bhd. Dormant Malaysia 100% 100%
Advantedge Technology Dormant Malaysia 100% 100%
Solutions (M) Sdn. Bhd.
and its subsidiary:
Multimedia Aims Sdn. Bhd. Dormant Malaysia 100% 100%
AHT Technology Sdn. Bhd. Dormant Malaysia 100% 100%
AHT Estates Sdn. Bhd. Dormant Malaysia 100% 100%
* Vivace Limited was de-registered from the Hong Kong Companies Registry on 6 June 2003.
50 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
5. Investment in associate
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Unquoted shares, at cost 11,660 11,660 3,660 3,660
Less: Impairment losses (4,635) (4,635) - -
7,025 7,025 3,660 3,660
Share of post acquisition reserves 2,578 2,444 - -
Dividends (3,569) (3,248) - -
6,034 6,221 3,660 3,660
Group
2003 2002
Represented by: RM’000 RM’000
Group’s share of net assets 6,034 6,221
The details of the associate are as follows:
Name Principal Country of Effective
Activity Incorporation Group Interest
2003 2002
Sababumi (Sandakan) Sdn. Bhd. Dormant Malaysia 28.8% 28.8%
51 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
6. OTHER INVESTMENTS
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Unquoted shares:
- in Malaysian corporations 532 532 527 527
- in Australian corporation 325 325 - -
Less: Allowance for diminution in value (496) (496) (166) (166)
361 361 361 361
Quoted shares - overseas 261 261 - -
Less: Allowance for diminution in value (261) (261) - -
- - - -
361 361 361 361
Market value of quoted shares - - - -
7. INVENTORIES
Group
2003 2002
RM’000 RM’000
Developed properties 304 404
Trading goods - 66
304 470
Developed properties of RM304,000 are carried at net realisable value.
8. PROPERTIES UNDER DEVELOPMENT
Group
2003 2002
RM’000 RM’000
At cost
Freehold land 13,328 12,485
Development expenditure 53,693 49,400
Attributable profits 10,350 9,375
77,371 71,260
Less: Progress billings (70,884) (63,934)
6,487 7,326
52 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
8. PROPERTIES UNDER DEVELOPMENT (CONT’D)
Included in properties under development is interest capitalised for the year amounting to RM437,243 (2002 - RM1,130,880) at
interest rate of 1.5% (2002 - 1.75% to 2.50%) per annum above the lending institution’s base lending rate.
The portion of properties under development in respect of which significant development work has been undertaken and which
is expected to be completed within the normal operating cycle is considered as current asset.
The freehold land at cost of RM13,328,000 (2002 - RM12,485,000) is pledged to a financial institution as security to secure a term
loan and bank overdraft obtained by a subsidiary (Note 12).
9. TRADE AND OTHER RECEIVABLES
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Trade receivables 1,803 1,570 - -
Less: Allowance for doubtful debts (3) (3) - -
1,800 1,567 - -
Other receivables 10,520 11,669 7,312 10,360
Less: Allowance for doubtful debts (2,694) (957) (206) (206)
7,826 10,712 7,106 10,154
Amount due from subsidiaries - - 66,390 61,641
Less: Allowance for doubtful debts - - (66,390) (59,760)
- - - 1,881
Amount due from associate 205 205 205 205
Less: Allowance for doubtful debts (205) (205) (205) (205)
- - - -
9,626 12,279 7,106 12,035
notes to the financial statements (cont’d) for the year ended 30 June 2003
53 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
9. TRADE AND OTHER RECEIVABLES (CONT’D)
Other receivables, deposits and prepayments
Included in the other receivables is the following:
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Properties held as settlement of debts 7,000 10,000 7,000 10,000
The above properties were received from the purchaser as part of the settlement for the purchase consideration for the disposal
of a leasehold land situated in Lot No. P.T. 6250 in the Mukim of Dengkil, District of Sepang, State of Selangor Darul Ehsan in the
previous year.
The land disposal was deemed completed pursuant to receipt of the balance of the purchase consideration in the previous year
in the form of:
a) RM18,000,000 cash; and
b) RM10,000,000 worth of properties (“Real Properties”).
On 19 September 2001 a professional valuation performed by Azmi & Co Sdn. Bhd. an independent firm of professional valuers on
the basis of comparison method had indicated a market value of RM9,000,000 for the said properties above. Subsequently, an
additional RM1,000,000 worth of properties were received by the Company.
On 16 November 2001, the Company had entered into an Option Agreement (“Put Option”) with the above purchaser, an irrevocable
Put Option for the Company to sell and the purchaser to repurchase the Real Properties. The Put Option is to be exercised in two
equal sums of instalment. The purchaser has defaulted both instalments. As at to date, the purchaser had yet to respond formally
on the matter. However, the purchaser has made cash payments of RM3,000,000 to the Company during the year and RM400,000
subsequent to year end.
Simultaneously, the Company has received a Deed of Indemnity and Guarantee dated 16 November 2001 from a third party who
has agreed to provide personal guarantee for the performance of the Option Agreement entered into between purchaser and
the Company.
Amount due from subsidiaries
Amount due from subsidiaries relate to advances and payments made on behalf that are unsecured, interest free and have no
fixed terms of repayment.
Amount due from associate
The amount due from associate relate to advances that are unsecured, interest free and have no fixed terms of repayment.
54 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
10. CASH AND CASH EQUIVALENTS
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Deposits are placed with:
- Licensed bank - 111 - -
- Finance company - 2,100 - 2,100
- 2,211 - 2,100
Cash and bank balances 2,823 2,786 450 556
2,823 4,997 450 2,656
Included in the Group’s cash and bank balances is an amount of RM2,169,515 (2002 - RM2,079,130), the utilisation of which is
subject to the Housing Development (Housing Development Account) Regulation 1991.
11. TRADE AND OTHER PAYABLES
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Trade payables 7,824 8,183 - -
Other payables and accrued expenses 6,859 5,028 712 926
Amount due to Directors 355 320 355 320
15,038 13,531 1,067 1,246
Included in trade payables are retentions amounting to RM4,252,000 (2002 - RM5,296,000) for the Group.
Included in other payables and accrued expenses in the previous year was RM500,000 received from the purchaser of the leasehold
land that was disposed in the previous year. This amount was recognised as repayment from purchaser during the year ended 30
June 2003.
Amount due to Directors relates to Directors’ allowances, which are interest free and have no fixed terms of repayment.
55 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
12. BORROWINGS
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Current
Term loans - secured 21,164 2,525 - -
Hire purchase liabilities 29 95 21 87
21,193 2,620 21 87
Non-current
Term loans - secured 14,700 35,909 - -
Hire purchase liabilities 127 248 124 237
14,827 36,157 124 237
Terms and debt repayment schedule
The first term loan amounting to RM17,193,000 (2002 – RM12,802,000) obtained by a subsidiary is secured by a corporate guarantee
issued by the Company and a first fixed charge over the land held by the Company.
On 19 December 2002, the subsidiary entered into a Supplemental Facility Agreement with its lending institution to restructure
the term loan of RM12,802,000 and to convert the existing bank overdraft facility of RM5,336,000 into a term loan facility.
Upon acceptance of the restructured loan facility, the Company has made a principal repayment of RM2,200,000 on behalf of the
subsidiary. The restructured term loan bears interest at 1.5% per annum above the lending institution’s base lending rate (“BLR”)
for the first and second year and 1.75% per annum above funding institution’s BLR for the remaining three (3) years and is repayable
in eight (8) instalments totalling RM17,800,000, commencing on 30 June 2003 and shall be fully repaid to the lending institution
on or before a period of five (5) years from the Conversion Date, which was on 24 January 2003. During the year, the subsidiary
made repayments of RM607,000 and subsequent to year end an amount of RM293,000 was paid in order to fulfill the repayment
of RM900,000 as set out in the agreement, which was due on 30 June 2003.
The second term loan amounting to RM18,671,000 (2002 - RM20,296,000) obtained by another subsidiary is secured against a
first fixed charge over the leasehold land held by the subsidiary, debenture on the fixed and floating assets of the subsidiary and
the corporate guarantee issued by the Company.
On 21 August 2002, the second term loan was restructured by the subsidiary. A principal amount of RM275,000, which was to be
paid on or before 30 September 2002 was subsequently paid on 8 October 2002. A further principal amount of RM2,475,000 is to
be paid to the lending institution via sixteen (16) monthly instalments of RM150,000 each and a final instalment of RM75,000 or
27.5% on the amount to be received from the sale proceeds from the disposal of leasehold land by the Company pursuant to the
Option Agreement entered into by the Company with a third party, whichever is higher, commencing from 31 October 2002.
During the financial year, the Company made principal repayments of RM1,625,000 on behalf of the subsidiary. The remaining
principal amount outstanding of RM18,671,000 is repayable on or before 30 June 2004.
56 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
12. BORROWINGS (CONT’D)
The second term loan bears interest at 1% per annum and is subject to a yield to maturity at the rate of 9% commencing from 1
July 2001 until the final date of full repayment of the second term loan, which is on or before 30 June 2004.
Subsequent to year end, the Company, as corporate guarantor for the second term loan, has been in negotiation with the lending
institution to extend the repayment of the remaining principal amount beyond 30 June 2004.
Under 1 - 2 2 - 5
Total 1 year years years
RM’000 RM’000 RM’000 RM’000
Group
Secured term loans 35,864 21,164 6,000 8,700
Hire purchase liabilities 156 29 24 103
36,020 21,193 6,024 8,803
Company
Hire purchase liabilities 145 21 21 103
Hire purchase liabilities
Hire purchase liabilities are payable as follows:
Payments Interest Principal Payments Interest Principal
2003 2003 2003 2002 2002 2002
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
Less than one year 36 (7) 29 131 (36) 95
Between one and five years 152 (25) 127 340 (92) 248
188 (32) 156 471 (128) 343
Company
Less than one year 26 (5) 21 121 (34) 87
Between one and five years 149 (25) 124 327 (90) 237
175 (30) 145 448 (124) 324
The hire purchase liabilities bear interest at rates of 6.0% (2002 - 6.5%) per annum.
57 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
13. PROVISION
Group
2003 2002
RM’000 RM’000
Provision for liquidated ascertained damages
Opening balance 2,827 2,827
Provision made during the year 1,093 865
Provision used during the year (71) (595)
Provision reversed during the year - (270)
Closing balance 3,849 2,827
The provision for liquidated ascertained damages is recognised when late handover of vacant possession of housing units are
anticipated. It is based on the planned handover date to the expected handover of vacant possession to purchasers.
14. SHARE CAPITAL
Company
2003 2002
RM’000 RM’000
Ordinary shares of RM1.00 each:
Authorised 500,000 500,000
Issued and fully paid 67,760 67,760
15. DEFERRED TAX
No deferred tax has been recognised for the following items:
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Deductible temporary differences 5,100 4,100 (240) (400)
Unabsorbed capital allowances 160 - 200 100
Unutilised tax losses 11,500 9,700 9,400 8,700
16,760 13,800 9,360 8,400
The unutilised tax loses and deductible temporary differences do not expire under current tax legislation. Deferred tax assets have
not been recognised in respect of these items because it is not probable that future taxable profit will be available against which
the Group and the Company can utilise the benefits.
The Group and the Company have tax losses carried forward of RM11,500,000 (2002 - RM9,700,000) and RM9,400,000 (2002 –
RM8,700,000) respectively, which give rise to the unrecognised deferred tax assets in respect of unutilised tax losses above.
58 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
16. OPERATING (LOSS)/PROFIT
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Operating (loss)/profit is arrived at after charging:
Allowance for diminution in value of quoted shares - 21 - -
Allowance for doubtful debts - subsidiaries - - 6,681 17,036
- others 183 - - -
Auditors’ remuneration 54 55 13 13
Depreciation (Note 2) 276 367 222 345
Directors’
- remuneration 682 751 538 703
- benefit-in-kind 42 58 41 57
Impairment loss on property, plant and equipment 2,000 - - -
Impairment loss on investment in subsidiaries - - 1,100 5,000
Inventories written down 166 9 - -
Office rental 280 229 76 49
Property, plant and equipment written off 6 3 6 1
Provision for liquidated ascertained damages 1,093 865 - -
Loss on disposal of property, plant and equipment 13 - - -
and after crediting:
Gain on de-registration of a subsidiary 113 - - -
Gain on disposal of property, plant and equipment 7 242 7 242
Gross dividend
- associate - - 446 -
- other investment 24 - 18 -
Interest income
- HDA account 39 23 - -
- Others 38 27 - -
Reversal of provision for liquidated ascertained damages - 270 - -
Exceptional items:
Gain on disposal of leasehold land
(net of real property gains tax of RM850,000) - 26,829 - 26,829
Gain on novation and disposal of leasehold land - 133 - 133
59 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
17. EMPLOYEE INFORMATION
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Staff costs 1,517 1,624 782 775
The number of employees of the Group and of the Company (including Directors) at the end of the financial year was 15 (2002 -
29) and 3 (2002 - 8) respectively.
18. INTEREST EXPENSE
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Interest expense:
Bank overdraft 190 162 - -
Term loans 2,781 2,602 - -
Hire purchase 22 70 20 69
2,993 2,834 20 69
19. TAX EXPENSE
Group Company
2003 2002 2003 2002
RM’000 RM’000 RM’000 RM’000
Current tax expense
- Current year provision (73) (308) (42) (176)
- Under provision in previous year - (980) - (992)
(73) (1,288) (42) (1,168)
Tax expense on share of associate’s profit (56) (64) - -
(129) (1,352) (42) (1,168)
60 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
19. TAX EXPENSE (CONT’D)
Reconciliation of effective tax rate
% 2003 % 2002
RM’000 RM’000
Group
(Loss)/profit before taxation (8,559) 23,183
Income tax using Malaysian tax rates (28) (2,396) 28 6,491
Non-deductible expenses - - 7 1,657
Tax exempt income - 2 (33) (7,790)
Other items 1 71 - 14
Current year tax losses not recognised 28 2,396 - -
1 73 2 372
Under provision in previous year - - 4 980
Tax expense 1 73 6 1,352
Company
(Loss)/profit before taxation (8,931) 3,779
Income tax using Malaysian tax rates (28) (2,500) 28 1,058
Non-deductible expenses - - 170 6,427
Tax exempt income - - (193) (7,309)
Other items 0.5 42 - -
Current year tax losses not recognised 28 2,500 - -
0.5 42 5 176
Under provision in previous year - - 26 992
Tax expense 0.5 42 31 1,168
20. (LOSS)/EARNINGS PER ORDINARY SHARE - GROUP
Basic (loss)/earnings per ordinary share
The calculation of basic (loss)/earnings per ordinary share is based on the net loss for the year of RM8,688,000 (2002 - net profit for
the year of RM21,831,000) and the number of ordinary shares outstanding during the year of 67,760,000 (2002 - 67,760,000).
notes to the financial statements (cont’d) for the year ended 30 June 2003
61 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
21. CONTINGENT LIABILITIES
Company
2003 2002
RM’000 RM’000
Guarantees and contingencies relating to:
Secured
Borrowings of subsidiaries 83,000 83,000
Amount utilised are as follows:
Borrowings of subsidiaries 35,864 38,434
Litigations
i) Company
In the previous years, a third party claimed for general and special damages against the Company for a sum of RM3,834,000 or
alternatively RM573,000 plus a reasonable sum for various alleged works carried out under the said alleged contract of 19
September 1984, interest at 13% per annum or such other rate from 27 August 1987 to the date of judgement and further
interest on the judgement at 8% per annum from date of judgement.
On 1 March 1993, the High Court held that the letter of 19 September 1984 was a contract and granted judgement in favour
of the third party.
On appeal by the Company, the Supreme Court had on 20 June 1994, held that the letter on 19 September 1984 was not a
concluded contract and set aside the High Court judgement on 1 March 1993 and further held that the Company is only liable
on a quantum merit basis up to a maximum sum of RM300,000 subject to assessment. This is on the basis that the letter of 19
September 1984 was a letter of intent.
The assessment of damages was ordered to be confined to expenses incurred in relation to the filling and leveling of the site
only on 16 June 1999 and was eventually dismissed on 28 July 1999.
The third party has appealed to the Court of Appeal against both orders. On 9 September 2003, the Court of Appeal unanimously
dismissed the appeal with costs.
62 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
21. CONTINGENT LIABILITIES (CONT’D)
ii) Subsidiary
a) A subsidiary has been served a writ of summons from the Government of Malaysia at the Kuala Lumpur High Court on 8
September 2003 for outstanding payment of tax liability for the year of assessment 2000 amounting to RM614,000 due to
the Inland Revenue Board (“IRB”).
The subsidiary’s tax consultant is presently in negotiation with the IRB to conclude the final assessment.
b) In the previous years, a claim was made by a third party against a subsidiary for the sum of RM165,000 being monies
alleged to be commission for the procurement of supply of goods and services for the hotel-in-progress.
The subsidiary has filed a counter claim for a sum of RM9,000, being balance of deposit due to the Company. The Plaintiff’s
application to admit documents as evidence on 17 October 2002 was allowed by the Court. The suit has been fixed for full
trial at the Sessions Court on 8 March 2004.
The legal advisers are of the opinion that there exist strong grounds to maintain defences against the above claim. As
such, no allowance has been made for the claim.
22. SEGMENTAL INFORMATION
Segment information is presented in respect of the Group’s business segments. The primary format, business segments, is based
on the Group’s management and internal reporting structure. Inter-segment pricing is determined based on negotiated terms.
There is no information on geographical segments as the Group only operates in Malaysia.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a
reasonable basis.
Segmental capital expenditure is the total cost incurred during the period to acquire segment assets that are expected to be used
for more than one period.
Business segments
The Group comprises the following main business segments:
Investment holding Investments in quoted and unquoted shares.
Property development Development of residential and commercial properties.
Trading and services Trading of goods and services.
notes to the financial statements (cont’d) for the year ended 30 June 2003
63 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
22.
SEG
MEN
TAL
INFO
RM
ATI
ON
(CO
NT
’D)
Pro
per
ty
Inve
stm
ent
Trad
ing
an
d
dev
elo
pm
ent
ho
ldin
g
serv
ices
El
imin
atio
ns
Co
nso
lidat
ed
2003
20
02
2003
20
02
2003
20
02
2003
20
02
2003
20
02
RM
’000
RM
’000
R
M’0
00
RM’0
00
RM
’000
RM
’000
R
M’0
00
RM’0
00
RM
’000
RM
’000
Reve
nu
e fr
om
ext
ern
al c
ust
om
ers
5,61
6 9,
510
24
- 36
5 72
9 -
- 6,
005
10,2
39
Inte
r seg
men
t rev
enu
e -
- 4
46
-
- -
(446
) -
- -
Tota
l rev
enu
e 5,
616
9,51
0 47
0 -
365
729
(4
46
) -
6,0
05
10
,239
Seg
men
t res
ult
s (1
7,93
7)
397
(8,9
69)
3,18
9 (6
66)
(412
) 2
1,79
4 22
,006
(5
,778
) 25
,180
Inte
rest
exp
ense
(2
,993
) (2
,834
)
Inte
rest
inco
me
22
619
Shar
e o
f pro
fit o
f ass
oci
ate
- -
190
21
8 -
- -
- 19
0 21
8
(Lo
ss)/
pro
fit b
efo
re ta
xati
on
(8
,559
) 23
,183
Tax
exp
ense
s
- Co
mp
any
and
su
bsi
dia
ries
(7
3)
(1,2
88)
- Ass
oci
ate
(56)
(6
4)
Net
(lo
ss)/
pro
fit fo
r th
e ye
ar
(8,6
88)
21,8
31
Seg
men
t ass
ets
49,7
34
52,0
03
20,1
41
26,5
32
557
792
- -
7
0,4
32
79
,327
Inve
stm
ent i
n a
ssoc
iate
-
- 6
,034
6,
221
- -
- -
6
,03
4 6,
221
Tota
l ass
ets
49,7
34
52,0
03
26,1
75
32,7
53
557
792
- -
7
6,4
66
85
,548
Seg
men
t lia
bili
ties
52
,544
52
,773
3,
653
3,96
7 35
5 20
6 -
- 56
,552
56
,946
Cap
ital
exp
end
itu
re
- 36
16
1 17
86
10
2 -
- 24
7 15
5
Imp
airm
ent l
oss
2,
000
- -
- -
- -
- 2,
000
-
Dep
reci
atio
n
16
11
222
345
38
11
- -
276
367
64 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
23. COMMITMENTS
Group
2003 2002
RM’000 RM’000
Capital commitments:
Property, plant and equipment
Authorised and contracted for 6,246 6,246
24. RELATED PARTIES
Identity of related parties
Controlling related party relationships are as follows:
i) Its substantial shareholders.
ii) Its subsidiaries as disclosed in Note 4.
A) Transaction with Associate
Significant transaction with associate other than that disclosed elsewhere in the financial statements is as follows:
Company
2003 2002
RM’000 RM’000
Dividend received 446 -
B) Transactions with Subsidiaries
Transfer of land held for development to a subsidiary for property development 843 1,617
Management fee receivable 120 204
Office rental receivable 188 180
These transactions have been entered into in the normal course of business and have been established under negotiated terms.
25. Acquisition of subsidiaries
In the previous year, the Group acquired all the ordinary shares in Fabulous Edge Sdn. Bhd. for a cash consideration of RM2. The
acquisition was accounted for using the acquisition method of accounting. The subsidiary has not commenced operations at the
previous year end.
notes to the financial statements (cont’d) for the year ended 30 June 2003
65 AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d) for the year ended 30 June 2003
26. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR
i) A wholly owned subsidiary, named Vivace Limited, was de-registered from the Hong Kong Companies Registry on 6 June
2003.
ii) On 19 December 2002, Pembinaan AHT Sdn. Bhd. (“PAHT”), a wholly owned subsidiary entered into a Supplemental Facility
Agreement with its lending institution to restructure and convert the bridging loan facility and the bank overdraft facility into
a term loan facility of up to a maximum aggregate principal amount of RM20,000,000.
Upon acceptance of the restructured loan facility, the Company has made a principal repayment of RM2,200,000 on behalf of
the subsidiary. The restructured term loan bears interest at 1.5% per annum above the lending institution’s base lending rate
(“BLR”) for the first and second year and 1.75% per annum above funding institution’s BLR for the remaining three (3) years. It
is repayable in eight (8) instalments totalling RM17,800,000, commencing on 30 June 2003 and shall be fully repaid to the
lending institution on or before a period of five (5) years from the Conversion Date, which was on 24 January 2003. During the
year, PAHT made repayments of RM607,000 and subsequent to year end an amount of RM293,000 was paid in order to fulfill
the repayment of RM900,000 as set out in the agreement, which was due on 30 June 2003.
iii) On 21 August 2002, Motif Harta Sdn. Bhd. (“MHSB”), a wholly owned subsidiary entered into a Supplemental Facility Agreement
with its lending institution to restructure its term loan amounting to RM20,296,000 as at 30 June 2002. During the year, a
principal amount of RM275,000 which was to be paid on or before 30 September 2002 was subsequently paid on 8 October
2002. A principal amount of RM2,475,000 is to be paid to the lending institution via sixteen (16) monthly instalments of
RM150,000 each and a final instalment of RM75,000 or 27.5% on the amount to be received from the sale proceeds from the
disposal of leasehold land by the Company pursuant to the Option Agreement entered into by the Company with a third
party, whichever is higher, commencing from 31 October 2002. During the financial year, the Company made repayments of
RM1,625,000 on behalf of MHSB.
The remaining principal amount outstanding of RM18,671,000 is repayable on or before 30 June 2004. Subsequent to year
end, the Company, as corporate guarantor for the term loan has been in negotiation with the lending institution to extend the
repayment of the remaining principal amount beyond 30 June 2004.
27. CHANGES IN ACCOUNTING POLICIES
In the current financial year, the Group and the Company adopted five new MASB Standards. The adoption of these new standards
resulted in changes in accounting policies as follows:
(a) MASB 22, Segmental Reporting and MASB 24, Financial Instruments: Disclosure and Presentation, which have been adopted
prospectively;
(b) MASB 23, Impairment of Assets, which is applied prospectively. The restatement of comparative figures and prior year
adjustment are therefore not presented. The adoption of this standard has no material impact on the financial statements;
(c) MASB 25, Income Taxes, which has been adopted retrospectively. The adoption of this Standard has no material impact on the
financial statements; and
(d) MASB 27, Borrowing Costs, which is applied retrospectively. Comparative figures have not been restated as the previous
accounting policy was in line with the accounting standard.
66AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d)for the year ended 30 June 2003
28. FINANCIAL INSTRUMENTS
Financial risk management objectives and policies
Exposure to credit, interest rate and liquidity risks arise in the normal course of the Group and of the Company’s business. These
risks are summarised below.
Credit risk
The Group and the Company have informal credit policy in place and management carries out a continuing review over the
Group’s and the Company’s exposure to credit risk, which is monitored on an ongoing basis.
At balance sheet date, there were no significant concentrations of credit risk. The maximum exposure to credit risk for the Group
and for the Company are represented by the carrying amount of each financial asset.
Interest rate risk
The Group’s primary interest rate risk relates to interest bearing borrowings. In relation to this, the Group had completed
negotiations with its lending institutions to restructure the repayment schedules of both of its existing term loan facilities during
the year. In view of the low interest rate scenario, exposure to fluctuation of interest rate risk is minimal.
In addition, the Group also earns interest income from funds placed in HDA accounts, where the interest rates are fixed. Management
reviews the rates at regular interval.
Foreign currency risk
The Group and the Company are not exposed to any foreign currency risk as there is no foreign currency transaction entered into
or borrowing incurred that is denominated in foreign currency.
The Group and the Company are also not exposed to foreign currency risk in respect of their investments in foreign subsidiaries
as these subsidiaries are dormant and their investments have been fully impaired.
Liquidity risk
The Group and the Company actively manage its debt maturity profile, operating cash flows and the availability of funding so as
to ensure that all refinancing repayments and funding needs are met. The Group has obligation to make term loans repayment to
financial institutions amounting to RM35,864,000 according to the restructured repayment schedules.
As part of its overall prudent liquidity management, the Group and the Company maintains sufficient levels of cash to meet its
working capital requirements.
Effective interest rates and repricing analysis
In respect of interest-earning financial assets and interest-bearing financial liabilities, the following table indicates their effective
interest rates at the balance sheet date and the periods in which they reprice or mature, whichever is earlier.
67AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d)for the year ended 30 June 2003
28. FINANCIAL INSTRUMENTS (CONT’D)
Effective
interest rate Within 1 - 5
per annum Total 1 year years
% RM’000 RM’000 RM’000
Group
2003
Financial assets
Cash and cash equivalents - HDA 2.0 2,170 2,170 -
Financial liabilities
Secured term loans 8.5 35,864 35,864 -
2002
Financial assets
Deposits placed with finance company and licensed bank 3.2 2,211 2,211 -
Cash and cash equivalents - HDA 2.0 2,079 2,079 -
Financial liabilities
Secured term loans 8.39 38,434 38,434 -
Company
2002
Financial assets
Deposits placed with finance company and licensed bank 3.2 2,100 2,100 -
68AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d)for the year ended 30 June 2003
28. FINANCIAL INSTRUMENTS (CONT’D)
Fair values
Recognised financial instruments
In respect of cash and cash equivalents, trade and other receivables, trade and other payables and short term borrowings, the
carrying amounts approximate fair value due to the relatively short term nature of these financial instruments.
The aggregate fair values of other financial assets and financial liabilities carried on the balance sheet as at 30 June are shown
below:
2003 2002
Carrying Fair Carrying Fair
amount value amount value
RM’000 RM’000 RM’000 RM’000
Group
Financial assets
Unquoted shares - long term 361 361 361 361
Financial liabilities
Term loans - secured 35,864 35,864 38,434 38,434
Company
Financial assets
Unquoted shares - long term 361 361 361 361
The fair value of the unquoted shares is determined based on the net tangible assets approximate to date of financial statements.
It is not practical to estimate the fair values for term loans as the loans have been restructured with lending institutions during the
year. In the opinion of the Directors, the fair values of term loans are approximate to their carrying amounts at the balance sheet
date.
69AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
notes to the financial statements (cont’d)for the year ended 30 June 2003
29. COMPARATIVE FIGURES
The following comparatives have been restated to conform with current year’s presentation.
Group Company
As As
As previously As Fair
restated stated restated stated
RM’000 RM’000 RM’000 RM’000
Balance sheets
Trade and other receivables 12,279 13,641 12,035 11,502
Tax recoverable 1,362 - 1,348 -
Amount due from subsidiaries - - - 1,881
Cash flow statements
Adjustments for:
Provision for liquidated ascertained damages - 865 - -
Reversal of provision of liquidated damages - (270) - -
Operating loss before working capital changes
Changes in working capital:
Provision 595 - - -
70AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
analysis of shareholdingsas at 15 October 2003
Authorised Capital RM500,000,000
Issued & Paid-Up Capital RM67,760,223
Class of Share Ordinary shares of RM1.00 each
Voting Rights One vote per ordinary share
Number of shareholders 8,138
DISTRIBUTION OF SHAREHOLDERS
No. of % of No. of % of
Size of Holdings Holders Holders Holdings Issued Capital
Less than 100 151 1.86 5,313 0.01
100 - 1,000 3,822 46.96 2,974,715 4.39
1,001 - 10,000 3,751 46.09 12,635,506 18.65
10,001 - 100,000 387 4.76 9,761,791 14.41
100,001 - to less than 5% of issued shares 25 0.31 11,210,898 16.54
5% and above of issued shares 2 0.02 31,172,000 46.00
8,138 100.00 67,760,223 100.00
DIRECTORS’ INTEREST IN THE COMPANY AS AT 15 OCTOBER 2003
Number of ordinary shares of RM1.00 each
Direct Indirect
Name Interest % Interest %
Dato’ Mohd Nadzmi bin Mohd Salleh – – – –
Chow Yeon Loong @ Chow Yoon Loong – – – –
Dato’ S.S. Subramaniam – – – –
Dato’ Ikhwan Salim bin Dato’ Haji Sujak – – – –
Mohamed Azahari bin Mohamed Kamil – – – –
Choo Tong Kin @ Chew Tong Kim – – – –
SUBSTANTIAL SHAREHOLDERS AS AT 15 OCTOBER 2003
Number of ordinary shares of RM1.00 each
Direct Indirect
Name Interest % Interest %
Malar Cemerlang Sdn Bhd 18,839,000 27.80 – –
Brigman Investments Limited 12,333,000 18.20 – –
71AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
analysis of shareholdings (cont’d)as at 15 october 2003
TOP THIRTY LARGEST SHAREHOLDERS
No. of % of
No. Name Shares Held Issued Capital
1. Malar Cemerlang Sdn Bhd 18,839,000 27.802. Brigman Investments Limited 12,333,000 18.20
3. Tsang Jat Meng 2,700,000 3.98
4. Botly Nominees (Tempatan) Sdn Bhd 1,659,400 2.45Qualifier: Pledged securities account for Yap Pin Ho
5. Ipoh Fieldwork Sdn Bhd 782,000 1.15
6. Tan Chow On 729,200 1.087. Cartaban Nominees (Asing) Sdn Bhd 668,985 0.99
Qualifier: Straits Trading Co. Ltd.
8. Lim Kee Seng @ Ning Soy Tee 531,000 0.789. HSBC Nominees (Asing) Sdn Bhd 500,000 0.74
Qualifier: Ting Bin-Shun Nicole (301-521183-091)
10. Yap Pin Ho 484,000 0.71
11. Woo Wing Kong 413,000 0.61
12. Goh Kiang Kiong @ Jimmy 325,000 0.4813. Amsec Nominees (Asing) Sdn Bhd 279,000 0.41
Qualifier: Fraser Securities Pte Ltd for The Asia Life Assurance Society Ltd (SLF-70691)
14. Tan Siang Ling 250,000 0.3715. Menteri Kewangan Malaysia 227,863 0.34
Qualifier: Section 29 (SICDA)
16. Yap Pin Ho 164,100 0.2417. Loo Kok Kean 160,000 0.24
18. Affin-UOB Nominees (Tempatan) Sdn Bhd 157,000 0.23
Qualifier: Pledged securities account for Hooi Kow Moi
19. TA Nominees (Tempatan) Sdn Bhd 155,000 0.23
Qualifier: Pledged securities account for Wan Heng Chee
20. Tan Chow On 153,000 0.2321. Mayban Nominees (Asing) Sdn Bhd 150,750 0.22
Qualifier: Malayan Securities Private Limited (N14011200396)
22. Parajati Corporation Sdn Bhd 133,900 0.2023. Botly Nominees (Tempatan) Sdn Bhd 129,700 0.19
Qualifier: Pledged securities account for Look Chee Wong
24. Fan Kwai Fong 127,000 0.1925. Teong Teck Lai 120,000 0.18
26. Tong Jau Han @ Tong Jeng Gee 109,000 0.16
27. Lee Wai Chew 102,000 0.1528. HDM Nominees (Tempatan) Sdn Bhd 100,000 0.15
Qualifier: Pledged securities account for Dynamic Fable Sdn Bhd (MEMO)
29. HSBC Nominees (Tempatan) Sdn Bhd 100,000 0.15Qualifier: Shenyin for Teh Hong Eng
30. Teh Giek Hooi 100,000 0.15
42,682,898 63.00
72AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
list of properties
Location Description Tenure Land Approximately Date of Last Net Book
/Existing Use Area Age of Building Revaluation (R) Value
(Sq. Ft.) (years) or Acquisition (A) (RM’000)
H.S.(D) 4708 Lot 210 Hotel 99 years 80,740 7 11 August 2003 (R) 38,000
Kawasan Bandar XXXIX Development leasehold
Bandar Melaka, (the construction expiring in
Daerah Melaka Tengah, has been shelved) August 2075
Melaka
CT9098 Lot 1092 & Commercial Freehold 2,268,388 N/A 17 June 1994 (A) 17,028
EMR 3116 Lot 1536, /residential
Mukim of Cheras, development
Daerah Ulu Langat, in progress
Selangor Darul Ehsan
as at 30 June 2003
73AYER HITAM TIN DREDGING MALAYSIA BERHAD
annual report 2003
This page is intentionally left blank.
This page is intentionally left blank.
form of proxyAYER HITAM TIN DREDGING MALAYSIA BERHAD (27673-W)REGISTERED OFFICESuites 4-6, Level 24, Menara Olympia, No. 8, Jalan Raja Chulan, 50200 Kuala Lumpur
Signature (If shareholder is a corporation, this part should be executed under seal)
Dated this day of , 2003
ORDINARY RESOLUTION 1 To receive and adopt the Audited Accounts for the financial yearended 30 June 2003 together with the Reports of the Directors andAuditors thereon.
ORDINARY RESOLUTION 2 To re-elect Choo Tong Kin @ Chew Tong Kim who retires in accordancewith Article 81 of the Company’s Articles of Association.
ORDINARY RESOLUTION 3 To re-elect Mohamed Azahari bin Mohamed Kamil who retires inaccordance with Article 88 of the Company’s Articles of Association.
ORDINARY RESOLUTION 4 To re-elect Dato’ Ikhwan Salim bin Dato’ Haji Sujak who retires inaccordance with Article 88 of the Company’s Articles of Association.
ORDINARY RESOLUTION 5 To re-appoint Messrs. KPMG as Auditors of the Company and toauthorise the Directors to fix their remuneration.
ORDINARY RESOLUTION 6 To authorise the Directors of the Company to issue and allot sharespursuant to Section 132D of the Companies Act, 1965.
*I/We
being a member of AYER HITAM TIN DREDGING MALAYSIA BERHAD (“the Company”) hereby appoint *the Chairman or
of
or failing *him/her,
of
as *my/our proxy to vote for *me/our behalf at the Twenty-Fifth Annual General Meeting of the Company to be held at Alamanda Room,
Second Floor, Dorsett Regency Hotel, 172, Jalan Imbi, 55100 Kuala Lumpur on Tuesday, 16 December 2003 at 10.00 a.m. and at any
adjournment thereof.
Please indicate the manner in which you wish your votes should be cast with an “X” in the appropriate spaces below. Unless voting
instructions are specified therein, the proxy will vote or abstain from voting, as he/she thinks fit.
No. of Ordinary Shares Held
Notes:
1. Any member of the Company entitled to attend and vote at the meeting isentitled to appoint a proxy to attend in his stead. A proxy may but need notbe a member of the Company and the provisions of Section 149(1)(b) of theCompanies Act, 1965 shall not apply to the Company.
2. To be valid, the form of proxy duly completed must be deposited at theCompany’s Registered Office at Suites 4-6, Level 24, Menara Olympia, 8 JalanRaja Chulan, 50200 Kuala Lumpur not less than 48 hours before the timeappointed for holding the meeting or any adjournment thereof.
3. A member shall be entitled to appoint not more than two (2) proxies to attendand vote at the same meeting, provided that the provisions of Section 149(1)(c) of the Companies Act, 1965 are complied with.
4. Where a member appoints more than one (1) proxy, the appointment shallbe invalid unless he specifies the proportions of his holdings to be representedby each proxy.
5. If the appointor is a corporation, the form of proxy must be executed underits Common Seal or under the hand of its attorney duly authorised.
* Delete where not applicable
RESOLUTION FOR AGAINST
THE COMPANY SECRETARY
AYER HITAM TIN DREDGING MALAYSIA BERHAD (27673-W)
Suites 4-6, Level 24, Menara Olympia
8, Jalan Raja Chulan
50200 Kuala Lumpur
AFFIX STAMP
HERE
3RD FOLD HERE
2ND FOLD HERE
AYER HITAM TIN DREDGING MALAYSIA BERHAD
(27673-W ) (Incorporated in Malaysia)
Suites 4-6, Level 24, Menara Olympia
No. 8, Jalan Raja Chulan, 50200 Kuala Lumpur
Tel: 03-2031 9633 Fax: 03-2031 6920
Email : [email protected]