Harvest Court. Industries Berhad (Company No T)
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1 Harvest Court Industries Berhad (Company No T) ANNUAL REPORT 2015
2 VISION To be recognised as the premier integrated Contractors and Timber Service Provider in Malaysia and to successfully diversify our current scope of bussiness. MISSION Through a culture of Teamwork and Innovation, we shall strive to provide customers with quality services in a timely manner, generating wealth to our employees and shareholders.
3 CONTENTS Corporate Information Board of Directors Chairman s Statement Corporate Social Responsibility Corporate Governance Statement Audit Committee s Report Statement on Risk Management and Internal Control Other Disclosure Requirements Pursuant to the Listing Requirements of Bursa Securities Group s Landed Properties Analysis of Shareholdings Directors Report Statement by Directors Statutory Declaration Independent Auditors Report Statements of Financial Position Statements of Comprehensive Income Statements of Changes in Equity Statements of Cash Flows Notes to the Financial Statements Supplementary Information on the Disclosure of Realised and Unrealised Notice of Annual General Meeting Statement Accompanying Notice of Annual General Meeting Proxy Form
4 CORPORATE INFORMATION BOARD OF DIRECTORS Independent Non-Executive Chairman Dato Mohamed Amir Abas Bin Zainal Azim Managing Director Datuk Chai Woon Chet Executive Directors Ng Wai Han Mazlan Bin Mohamad Abdul Jaliludin Bin Jamalludin Independent Non-Executive Directors Dato Seri Abdul Azim Bin Mohd Zabidi Chua Eng Chin Aimi Aizal Bin Nasharuddin Dato Sri Ti Lian Ker AUDIT COMMITTEE Chua Eng Chin (Chairman) Dato Seri Abdul Azim Bin Mohd Zabidi Aimi Aizal Bin Nasharuddin REMUNERATION COMMITTEE Dato Seri Abdul Azim Bin Mohd Zabidi (Chairman) Chua Eng Chin Aimi Aizal Bin Nasharuddin NOMINATION COMMITTEE Dato Seri Abdul Azim Bin Mohd Zabidi (Chairman) Chua Eng Chin Aimi Aizal Bin Nasharuddin ESOS COMMITTEE Datuk Chai Woon Chet (Chairman) Ng Wai Han Chua Eng Chin Low Son Heng Freiya Chong Fui Fui COMPANY SECRETARIES REGISTERED OFFICE Suite 10.03, Level 10 The Gardens South Tower Mid Valley City, Lingkaran Syed Putra Kuala Lumpur Tel No.: (603) Fax No.: (603) SHARE REGISTRAR Mega Corporate Services Sdn Bhd Level 15-2, Sheraton Imperial Court Jalan Sultan Ismail, Kuala Lumpur Tel No.: (603) Fax No.: (603) PRINCIPAL BANKERS Malayan Banking Berhad CIMB Bank Berhad Public Bank Berhad AUDITORS Messrs Morison Anuarul Azizan Chew (AF001977) 18 Jalan Pinggir 1/64, Jalan Kolam Air Off Jalan Sultan Azlan Shah (Jalan Ipoh) Kuala Lumpur SOLICITORS Lovelace & Hasting Thomas Wong & Co STOCK EXCHANGE LISTING Main Market of Bursa Malaysia Securities Berhad Stock Name : HARVEST Stock Code : 9342 WEBSITE ADDRESS hcib99@gmail.com Tan Tong Lang (MAICSA ) Chong Voon Wah (MAICSA ) 2 Harvest Court Industries Berhad (36998-T)
5 Board of Directors ANNUAL REPORT
6 BOARD OF DIRECTORS SITTING IN FRONT FROM LEFT Dato Sri Ti Lian Ker Independent Non-Executive Director Datuk Chai Woon Chet Managing Director Dato Mohamed Amir Bin Zainal Azim Independent Non-Executive Chairman Dato Seri Abdul Azim Bin Mohd Zabidi Independent Non-Executive Director 4 Harvest Court Industries Berhad (36998-T)
7 STANDING FROM LEFT Chua Eng Chin Independent Non-Executive Director Aimi Aizal Bin Nasharuddin Independent Non-Executive Director Ng Wai Han Executive Director Abdul Jaliludin Bin Jamalludin Executive Director Mazlan Bin Mohamad Executive Director ANNUAL REPORT
8 DIRECTORS PROFILES Dato Mohamed Amir Abas Bin Zainal Azim Independent Non-Executive Chairman Dato Mohamed Amir Abas Bin Zainal Azim, a Malaysian, aged 65, is a graduate of the Royal Military College, Malaysia. He is a corporate Member of the British Institute of Management (MBIM) and also a Fellow of the Institute of Directors (F. Inst. D.). Dato Amir began work as an accountant with ESSO Malaysia Berhad. Following which, he gained further business and corporate experiences in senior management positions in corporations such as Perbadanan Nasional Berhad, Ayer Hitam Tin Dredging (M) Berhad, Olympia Industries Berhad, and Proton Edar Sdn Bhd. Currently he runs his own business and is a Director of a few private companies. Dato Amir was appointed to the Board of Harvest Court Industries Berhad ( HCIB ) on 1 July Subsequently on 22 July 2010, he was redesignated as Independent Non-Executive Chairman. Dato Amir does not hold directorships in any other public companies. Dato Amir has no relation with any director and/or major shareholder of the Company, no not committed any offences within the past ten 6 Harvest Court Industries Berhad (36998-T)
9 DIRECTORS PROFILES (Cont d) Datuk Chai Woon Chet Managing Director Datuk Chai Woon Chet, a Malaysian, aged 37, was appointed to the Board of HCIB on 22 May 2015 as Managing Director of the Company. He graduated with a Diploma in Business Economics (KDU). Presently he is the Chairman of the ESOS Committee of HCIB. Datuk Chai was a Marketing Manager of Sanbumi Sawmill Sdn. Bhd. (a wholly-owned subsidiary of Sanbumi Holdings Berhad which is listed on the Main Board of Bursa Malaysia Securities Berhad). He had been involved in the timber business industry with buyers from Japan, Europe, South Africa and Korea for the past 8 years. He also has extensive experience in property development, construction and the automotive sector. Datuk Chai was formerly the Managing Director of Lintasan Mayang Development Sdn Bhd, which is the developer for Sabah s biggest integrated township, Alamesra, an innovative 265 acre mixed development with gross development value of RM1.3 billion. Datuk Chai was also the former managing director of Maxims Circle Development Sdn Bhd, which carried out property development projects at Kuala Lumpur with gross development value of RM23 million in Taman Permata, Melawati and RM66 million in Segambut. At present, Datuk Chai also sits on the board of directors of XOX Bhd, Astral Supreme Berhad and various other private companies. He is the Executive Director r of KL Northgate Sdn Bhd, a prime developer for 18 acres shopping mall and mixed development project at Selayang with a gross development value of RM1.6 billion and 86 acres Putra Medical City development project at Serdang. Datuk Chai is a major shareholder of the Company through his interest held in Zenith City Investments s Limited, a major shareholder of the Company, pursuant to Section 6A of the Companies Act, He has no relation with any director and/or other major shareholder r and has not committed any offences within the past ten ANNUAL REPORT
10 DIRECTORS PROFILES (Cont d) Ng Wai Han Executive Director Mr. Ng Wai Han, a Malaysian, aged 44, was appointed to the Board of HCIB as Executive Director on 4 September Mr. Ng obtained American Degree Studies, P.J. Community College, Petaling Jaya and Bachelor of Science (Honors) Business Administration, The University of Montana, Montana, U.S.A. Presently he is a member of the ESOS Committee of HCIB. Mr. Ng carried with him vast marketing and management experiences from various established multinational corporations. He was the general manager for UPS SCS (M) Sdn Bhd, a member of UPS Group, a market leader in world logistic industry, managing the Asia (Malaysia) Sdn Bhd, a world leading wafer manufacturer and largest scrap silicon material recycler. He has successfully developed the above two business units in terms of operation results and setting up new business units. He later joined Health Solutions (Malaysia) Sdn Bhd as Head of Business Development in managing the international markets. Mr. Ng has no relation with any director and/or of interest with the Company and has not committed any offences within the past ten (10) 8 Harvest Court Industries Berhad (36998-T)
11 DIRECTORS PROFILES (Cont d) Mazlan Bin Mohamed Executive Director En. Mazlan Bin Mohamed, a Malaysian, aged 51, was appointed to the Board of HCIB as Executive Director on 23 June En. Mazlan obtained Degree in Accounting from Northern University of Malaysia. He is also a member of Malaysian Institute of Accountant t and Institute of Association Port and Harbour. En. Mazlan is a Business Development Director of HCIB. He also holds position in Kawalan Keselamatan Ikhlas Sdn Bhd as managing director and Ramajuta (KL) Empire Development Sdn Bhd as deputy Mr. Ng has no relation with any director and/ or major shareholder of the Company, no not committed any offences within the past any. ANNUAL REPORT
12 DIRECTORS PROFILES (Cont d) Abdul Jaliludin Bin Jamalludin Executive Director En. Abdul Jaliludin Bin Jamalludin, a Malaysian, aged 64, was appointed to the Board of HCIB as Executive Director on 19 May He graduated with a Diploma in Business Studies (ITM) and a member of Associate Securities Institute of Australia. He has more than 30 years of experience in the banking career, he had resumed various job Malayan Banking Corporation. Thereafter, he jointed Bank of Commerce ( BOC ) as Department. In year 1986, he was promoted as Assistant Manager and later as Branch Manager of BOC in With the merger between BOC and United Asian Bank, he was appointed as Vice President / Branch Manager in In 1999, he was elevated to Hub Manager after the merger of BOC and Bank Bumiputra Malaysia Berhad. In 2002, he was appointed as District Manager who responsible of supervising 25 branches with total deposits and loans of RM4.0 billion and RM3.5 billion respectively. Prior to his retirement in year 2006, he was the Advisor to Regional Directors of Retail Banking Department of CIMB Bank Berhad. En. Abdul Jaliludin does not hold directorships in any other public companies. En. Abdul Jaliludin has no relation with any director and/or major shareholder of the Company and has not committed any offences offences, if any. 10 Harvest Court Industries Berhad (36998-T)
13 DIRECTORS PROFILES (Cont d) Chua Eng Chin Independent Non-Executive Director Mr. Chua Eng Chin, a Malaysian, aged 56, was appointed as an Independent Non- Executive Director of HCIB on 8 September He is a Fellow of The Association of and also a member of Malaysian Institute of Accountants (MIA). Mr. Chua is presently the Chairman of the Audit Committee and a member of Nomination Committee, Remuneration Committee and ESOS Committee of HCIB. 1984, he started his career in an accounting consultancy works. He had served in the internal audit department of Public Companies such as the Lion Group and the Berjaya Group. He also served as Senior Accountant in Berjaya Textiles Berhad and Senior Manager in Malpac Holdings Berhad. Mr. Chua is currently a Commissioned Dealer Representative with PM Securities Sdn. Bhd. He is also sits on the board of directors of Tiger Synergy Berhad and Naim Indah Corporation Berhad as Independent Non- Executive Director. Mr. Chua has no relation with any director and/or major shareholder of the Company, no not committed any offences within the past any. ANNUAL REPORT
14 DIRECTORS PROFILES (Cont d) Dato Seri Abdul Azim Bin Mohd Zabidi Independent Non-Executive Director Dato Seri Abdul Azim Bin Mohd Zabidi, a Malaysian, aged 56, was appointed as an Independent Non- Executive Director on 22 May He graduated with a Master of Arts in Business Law from the London Metropolitan University, United Kingdom in He is also a Fellow of The Chartered Institute of Secretaries, United Kingdom. Dato Seri Azim is presently the Chairman of Nomination Committee and Remuneration Committee and a member of Audit Committee of HCIB. Dato Seri Azim was Chairman of Bank Simpanan Nasional ( BSN ), Malaysia s National Savings Bank. During his 10 years as Chairman of BSN, has seen a Dato Seri Azim started his career in banking in 1984 and rose quickly through the ranks when in 1990 he was appointed Group Head of the Bank s Corporate Banking Department. He was then seconded to Commerce Property Trust Managers (now known as Amanah Property Trust Managers) and initiated the establishment of Commerce BT Fund Managers (today known as CIMB-Principal Asset Management). His association with the fund management industry saw him elected as President of the Federation of Malaysian Unit Trust Managers (now know as Federation of Investment Managers Malaysia) from During this period, he was appointed to the Board of the International Investment Funds Association and was Chairman of its Audit Committee. He held the position of Chairman of Bank Simpanan Nasional from 1999 to 2009 and during his tenure, he was actively involved with the World Savings Banks Institute ( WSBI ). for WSBI and in 2003, he was elevated to its Board of Directors. Dato Seri Azim was elected as Vice President and Treasurer of WSBI in September 2006, a position he relinquished in April He now sits on numerous local and foreign Boards of Companies, both public and private, amongst which are XOX Berhad, Wang-Zheng Berhad and Timberwell Berhad. He has no relationship with any other Directors or Major the Company and has not been convicted for any offences 12 Harvest Court Industries Berhad (36998-T)
15 DIRECTORS PROFILES (Cont d) Aimi Aizal Bin Nasharuddin Independent Non-Executive Director En. Aimi Aizal Bin Nasharuddin, a Malaysian, aged 48, was appointed as an Independent Non-Executive Director on 25 May He graduated with a Bachelor of Business in Accounting from Bendigo College of Advanced Education, Victoria, Australia (now known as La Trobe University). He is also ( CPA ) Australia and Malaysia Institute of Accountants. En. Aimi is presently a member of Audit Committee, Nomination Committee and Remuneration Committee of HCIB. En. Aimi started his career in Arthur Andersen & Co. in 1989 as an auditor and business advisor then carved further expertise in the corporate world at CIMB Bank. In 1995, he joined ACIF Resources Sdn Bhd and involved in developing the concept of Multimedia Corridor through a proposed development UPM Multimedia City submitted to the Economic Planning Unit of the Prime Minister Department in Equipped with diverse experience, he then ventured into becoming an entrepreneur including the creation of the most renowned player in web integration & application development company in the nation, the Skali Group. Throughout his engagement in Skali, he was responsible for guiding SKALIs business strategy, including business development and strategic thrust. He assumed the position of the Executive Director of Skali Group in 1997 and later President of Skali Group in He was appointed as the Chairman of Skali Group in He has no relationship with any other Directors or Major Shareholder of the Company, no not been convicted for any offences within the ANNUAL REPORT
16 DIRECTORS PROFILES (Cont d) Dato Sri Ti Lian Ker Independent Non-Executive Director Dato Sri Ti Lian Ker, a Malaysian, aged 52, was appointed as an Independent Non- Executive Director on 19 June He graduated with a Bachelor of Laws (Honours). Dato Sri Ti Lian Ker is a Senior Partner of Messrs Wong, Law & Ti. He also sits on the board of IKIP International College, Kuantan Port Authority and various other private companies. Dato Sri Ti is a Malaysian Chinese Association (MCA) Committee Member and Chairman of MCA Kuantan Division since year He was Pahang State Assemblyman from year 1995 to He has no relationship with any other Directors or Major Shareholder of the Company, no not been convicted for any offences within the 14 Harvest Court Industries Berhad (36998-T)
17 CHAIRMAN S STATEMENT On behalf of the Directors, it is my pleasure to present to you the annual report of Harvest Court Industries Berhad ( HCIB or the Company ) for the financial period ended 31 March Business Issues The business environment was again marked by great uncertainty in Disruptive socioeconomic and political change continued to affect growth in many parts of the world. In the emerging markets, economic volatility worsened as growth rates slowed and currencies weakened. and soft consumer demand resulted in a continued challenging trading environment. In the face of such uncertainty it was more important than ever to stay the course and remain loyal to our strategy, driving short-term performance while ensuring we made the right decisions to deliver our long-term goals. This past year was both historical and challenging for HCIB. The year of possess huge challenges, namely external and internal factors which badly impact our planning and growth. External factors such as devaluation of Malaysian Ringgit ( MYR ) as a global slump in commodity prices (oil) added to concerns over sluggish exports, while investors braced for a U.S. Federal Reserve meeting that might take another step toward lifting interest rates. During the 36th Annual General Meeting ( AGM ) held on 20 June 2014, the majority of the shareholders attended had voted against all the resolutions tabled in the AGM, including inter alia the proposed renewal of the Shareholders Mandate on Recurrent Related Party Transactions of a Revenue and Trading nature. This has resulted in all the construction contracts/business transactions with its related party being terminated. The boardroom tussle at HCIB in year 2014 has taken its toll on the Company s business. However, I am glad to inform that the above amicably among the board members and the major shareholders in year We can now move forward on the Company s business directions and operations. ANNUAL REPORT
18 CHAIRMAN S STATEMENT (Cont d) Financial Result have a lower turnover of RM7.04 million as compared to RM16.96 million in year The lower turnover is mainly due to the lower contributions from both manufacturing and construction divisions which were facing tough business environment mentioned above, as well as the shareholders tussle. As a result, the Group has incurred a loss after tax of RM9.22 million as compared to loss after tax of RM3.72 million in the preceding year. Business Outlook The Malaysian economy is expected to remain on a steady growth path in 2014, expanding by 4.5%- 5.5% (2013: 4.7%). The growth momentum will be supported by better performance in the external sector amid some moderation in domestic demand. Global growth to improve in 2015, supported by a broader economic recovery in the advanced economies and sustained growth in the emerging economies. The US economic recovery is expected to be sustained by continued improvement in the constraints. Similarly, investment in the housing market is expected to improve, driven by higher demand and low inventory. Hence, the demand for timber related material will continue to pose higher due to robust housing development. In the European area, while the gradual improvement in economic activity is expected to continue, the pace of recovery is likely to be subdued and uneven across the region. The strength of domestic demand for timber, particularly in the crisis-affected economies, remains suppressed by weak labour market conditions. The market outlook for timber-related products, kiln dry, moulding services remains strong, with US, South Africa and Europe already being a net importer (MDF) products and other specialised building materials. Driving growth across HCIB Consolidation within any given industry is a natural process and this must be considered a factor impacting the future of HCIB. Investment in appropriate technology and software is required in order to ensure international & local competitiveness. The development of a wider range of products for local and export markets using better technology is only market consolidation. HCIB continues to engage in various discussions and believe that we can position ourselves as the predominant value added services and manufacturing in Malaysia and compete with our competitors. We continue to actively pursue business development opportunities in support of HCIB s growth strategy for our exporter to the U.S., Europe, Middle East and South Africa. Our goal is to build a balanced portfolio with the ultimate focus being on our long-term total return target of 10-12%. I would like to take this opportunity to recognize, and extend my gratitude to HCIB management team, which is capable of continually addressing the challenges we encounter, with a disciplined approach in driving our various growth initiatives to the advantage of all stakeholders. Thank you to our staff for their dedication and hard updating you on our progress in the coming years. Dato Mohamed Amir Abas Bin Zainal Azim Chairman Independent Non-Executive 16 Harvest Court Industries Berhad (36998-T)
MB WORLD GROUP BERHAD
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