Corporate Structure ASTRO MALAYSIA HOLDINGS BERHAD
Total Page:16
File Type:pdf, Size:1020Kb
We will never stop Not when technology reinvents itself Nor when the future appears formidable We will never rest on our laurels of past achievements There are no full stops in the story of our brand Only commas that speak of our resilience to go on To rise up to every challenge, and to challenge ourselves with every success We will dream up ideas to delight our customers And forge new landscapes for our talents We will create inspiring local and regional originals And bring human value to the communities we serve We will leverage new technology to deliver meaningful customer experiences And redefine how people watch, read, listen, play and shop From single screens to multiscreens, from the living room to wherever they go We will never stop learning Because we believe that success is not a destination But a never-ending journey We will never stop Integrated Annual Report 2020 3 Company Overview Astro Malaysia Holdings Berhad (“Astro”) is Malaysia’s leading content and consumer company, serving 5.7 million or 75% of Malaysian households across our TV, radio, digital and commerce platforms As a trusted brand, Astro keeps Malaysians entertained monthly unique visitors (“MUV”) while Go Shop, our and informed with a variety of vernacular, international home shopping and commerce business, engages with and live sports content, engaging with 24 million 2.2 million shoppers. individuals. In 2019, we elevated customer viewing experience by launching the Ultra Box, our latest 4K As the leading movie producer in Malaysia, Astro Ultra High Definition (“4K UHD”) Set-top box (“STB”) is committed to raising the standard of local films with Cloud Recording, and introduced content- with blockbusters such as Hantu Kak Limah, broadband bundles to cater to customers’ needs. With BoBoiBoy Movie 2, Paskal, Polis Evo 2 and award- three exclusive streaming services, Astro GO, HBO GO winning The Garden of Evening Mists. In FY20, and iQIYI, we have the largest customer base for video Astro Shaw garnered 50% share of the local box office streaming services in Malaysia, with over 2.6 million sales. registered users. Astro was voted by consumers as Malaysia’s Brand Astro Radio houses Malaysia’s highest-rated radio of the Year and Platinum winner in Media Network brands across all key languages, available on terrestrial category, and was inducted into the Putra Hall of Fame with 16.9 million weekly listeners and on digital with for its 10th consecutive win at the Putra Brand Awards 3.0 million monthly digital radio users. Our multilingual 2019. Our foundation, Yayasan Astro Kasih advocates entertainment and lifestyle app, SYOK offers access to long-term impactful endeavours guided by its key all our radio brands as well as podcasts and original pillars of lifelong learning, community development, videos. Our digital brands host 11.6 million digital sports and environment. Constituent of FTSE4Good Bursa Malaysia index since December 2013 4 Astro Malaysia Holdings Berhad Corporate Structure ASTRO MALAYSIA HOLDINGS BERHAD TV, RADIO & MEDIA SALES DIGITAL MEDIA, PUBLICATIONS AND TALENT MANAGEMENT MEASAT Broadcast Network 100% Malaysia Systems Sdn Bhd Astro Digital Sdn Bhd 100% Malaysia • Astro Radio Sdn Bhd 100% Malaysia • Astro Digital 5 Sdn Bhd 100% Malaysia » DVR Player.Com Sdn Bhd 100% Malaysia • Rocketfuel Entertainment Sdn Bhd 100% Malaysia • Perfect Excellence Waves Sdn Bhd 100% Malaysia • Nu Ideaktiv Sdn Bhd(3) 34% Malaysia • MEASAT Digicast Sdn Bhd 100% Malaysia • Maestra Broadcast Sdn Bhd 100% Malaysia • MEASAT Radio Communications Sdn Bhd 100% Malaysia HOME SHOPPING AND RETAIL • Radio Lebuhraya Sdn Bhd 100% Malaysia Astro Retail Ventures Sdn Bhd 100% Malaysia • Astro Media Solutions Sdn Bhd 100% Malaysia • Astro GS Shop Sdn Bhd 60% Malaysia (formerly known as Capital FM Sdn Bhd) » Astro GS Shop Singapore Pte Ltd 60% Singapore • Yayasan Astro Kasih(1) 100% Malaysia Nusantara Retail Sdn Bhd 100% Malaysia Astro Productions Sdn Bhd 100% Malaysia Astro Production Services Sdn Bhd 100% Malaysia MANAGEMENT SHARED SERVICES CONTENT Astro Group Services Sdn Bhd 100% Malaysia Astro GTS Sdn Bhd 100% Malaysia Astro Entertainment Sdn Bhd 100% Malaysia • Maestro Talent and Management Sdn Bhd 100% Malaysia • Astro Arena Sdn Bhd 100% Malaysia OTHERS • Astro Sports Marketing Sdn Bhd 100% Malaysia Astro (Brunei) Sdn Bhd 100% Malaysia » Asia Sports Ventures Pte Ltd 100% Singapore • Kristal-Astro Sdn Bhd 49% Brunei • Astro Awani Network Sdn Bhd 80% Malaysia Karya Anggun Sdn Bhd 100% Malaysia • Red Communications Sdn Bhd 29% Malaysia Astro Shaw Sdn Bhd 100% Malaysia • Tayangan Unggul Sdn Bhd 100% Malaysia Tribe Network Asia Pacific Limited(2) 100% Hong Kong This chart represents Astro’s main operating subsidiaries and associated companies under the key business segments as at 1 June 2020. (1) MEASAT Broadcast Network Systems Sdn Bhd has de facto control over this company. (2) Also registered as a foreign company in Malaysia. (3) Astro Digital Sdn Bhd has control over this company based on 51% voting rights over its issued shares. Integrated Annual Report 2020 5 CONTENTS OVERVIEW SUSTAINABILITY FINANCIAL STATEMENTS 6 Organisational Structure 46 Sustainability Statement 151 Directors’ Responsibility Statement 7 Chairman’s Statement 47 Stakeholder Engagement 152 Directors’ Report 13 GCEO’s Statement 48 Material Matters 157 Statement by Directors 52 Key Risk Profile 157 Statutory Declaration 56 Content 158 Independent Auditors’ Report HIGHLIGHTS 66 Customer 165 Income Statements 76 Experience & Technology 166 Statements of Comprehensive 23 Our Value Creation 82 Talent Income 28 Group Financial Review 90 Community & Environment 167 Consolidated and Company 30 Operational and Financial Highlights Balance Sheet Segmental Analysis and Quarterly 32 170 Consolidated and Company Financial Performance GOVERNANCE Statement of Changes in Equity Simplified Group Statement of 33 173 Statements of Cash Flows Corporate Information Financial Position 100 176 Notes to the Financial Statements 34 Statement of Value Added 102 Board of Directors 36 Investor Relations 108 Senior Leadership Team 38 Key Milestones 115 Corporate Governance Overview ADDITIONAL INFORMATION 40 Event Highlights 133 Remuneration Committee Report 42 Awards 135 Nomination and Corporate 283 Analysis of Shareholdings 45 Financial Calendar Governance Committee Report 287 List of Properties Held 138 Audit and Risk Committee Report 288 Disclosure of Recurrent Related Party 144 Statement on Risk Management and Transactions Internal Control 298 Additional Disclosures 300 Glossary ANNUAL GENERAL MEETING 305 Notice of Annual General Meeting 313 Statement Accompanying Notice of Annual General Meeting • Proxy Form Forward-looking Statements This report contains forward-looking statements which are based on current estimates and projections of Astro Malaysia Holdings Berhad’s (“AMH”) management and currently available information. These forward-looking statements relate to the plans, objectives, goals, strategies, future operations and performance of AMH and its subsidiaries. They are not guarantees of the future developments and results outlined as they are dependent on a number of factors which involve various risks, uncertainties and assumptions. Such factors include those laid out in the Key Risk Profile on pages 52 to 55 and the Statement on Risk Management and Internal Control on pages 144 to 150. As such, AMH provides no representation in respect of these statements and disclaims all liability whatsoever (whether in negligence or otherwise) for any loss, damage, costs or expenses however arising out of or in connection with these statements and this report. AMH does not assume any obligation to update the forward- looking statements contained in this report. This Integrated Annual Report is prepared in line with the International Integrated Reporting Framework issued by the International Integrated Reporting Council (IIRC). Our Integrated Annual Report 2020 is accessible at corporate.astro.com.my/ar2020 6 Astro Malaysia Holdings Berhad Organisational Structure ssurance A te a r o p r Audit and o C Risk Committee Board of Directors ate Services rpor Com Co mu nic at ion s Fi na n ce L e g Corporate a l Secretarial Group Chief M Executive Officer a r k e t i n g H u E m n a a n b C l e a r Households Individuals p s i t • Pay-TV • Streaming services a • NJOI • Digital brands l C o • Broadband • Radio n t y e • Commerce r n o t t a l u D g e a R ta T t e n c s e h n n io m ol t e og lu g y So a dia n Bro e a ad M M cast les k Customer Sa is R gy te ra St Integrated Annual Report 2020 7 Chairman’s Statement Dear Shareholders, FY20 has been a busy and productive year for Astro as we rolled out many new innovative products and solutions across business lines to meet the needs of our discerning and diverse customer base, both households and individuals alike. In the middle of digital upheavals reshaping the media landscape, we delivered positive FY20 financial performance, underpinned by a disciplined focus on operational efficiencies. We expect digital shifts in media and content businesses to accelerate with the streaming wars now upon us. Amid such unprecedented competition, content disintermediation and democratisation, rampant piracy and changing customer behaviour, Astro remains committed to delivering long-term shareholder value by leveraging our extensive market reach and position as Malaysia’s leading content creator. Tun Dato’ Seri Zaki bin Tun Azmi Independent Non-Executive Chairman 8 Astro Malaysia Holdings Berhad Chairman’s Statement In FY20, Astro invested over RM360 million in local production and commissioning, providing an avenue for local talents to hone their artistic and creative skills. The quality of local productions continues to improve, resulting in a surge in demand for local films Resilience amid digital disruption Astro delivered resilient earnings and a strong free cash flow (“FCF”) underpinned by our highly cash generative business, enabling us to consistently declare and pay quarterly dividends to shareholders.