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TPC PLUS BERHAD Reg. No. 200301012910 (615330-T) TPC PLUS BERHAD (Incorporated in Malaysia under the Companies Act, 1965) Reg. No. 200301012910 (615330-T) ANNUAL REPORT 2019 ANNUAL REPORT TPC PLUS BERHAD Reg. No. 200301012910 (615330-T) PT 1678, Mukim of Serkam, 77300 Merlimau, Melaka, Malaysia. Office Number:+606 2686 315 General Fax Number: +606 2686 327 Grown by Nature www.tpc.com.my ANNUAL REPORT 2019 TPC_ ARCov(19)_ 8.4.2020.indd 1 29-Apr-20 5:04:15 PM Table Of CONTENTS 2 Corporate Information 3 Group Structure 4 Financial Highlights 17 Sustainability Statement 5 Directors’ Profile 22 Corporate Governance 8 Overview Statement Key Management Profile 28 Statement on Risk 39 Financial Statements 9 Management and Internal Letter to Shareholders Control 108 11 List of Properties Management Discussion 34 Audit Committee Report and Analysis 110 36 Analysis of Shareholdings Additional Compliance Information 112 Analysis of Warrant 38 Holdings Statement on Directors’ Responsbility in Relation to 114 the Financial Statements Directors’ Interests in the Company and Related Corporation 2 TPC PLUS BERHAD Reg. No. 200301012910 (615330 - T) CORPORATE INFORMATION BOARD OF DIrectORS YBhg. Tan Sri Datuk Seri (Dr.) Lim Yew Piau Abu Seman bin Haji Yusop Non-Independent Executive Director Chairman / Senior Independent Non-Executive Director Liang Ah Lit @ Nyah Chung Mun Senior Independent Non-Executive Director Lim Yew Chua Managing Director / Chong Chee Siong Non-Independent Executive Director Independent Non-Executive Director Lim Yew Kwang Chong Peng Khang Non-Independent Executive Director Independent Non-Executive Director AUDIT COMMIttee COMpany Secretary REGISTERED OFFICE Chong Peng Khang (Chairman) Ong Soo Leng PT 1678, Mukim of Serkam YBhg. Tan Sri Datuk Seri (Dr.) Abu SSM PC No. 202008002605 77300 Merlimau, Melaka Seman bin Haji Yusop (MAICSA 7018257) Tel No. : 06-2686315 Liang Ah Lit @ Nyah Chung Mun Fax No. : 06-2686327 Chong Chee Siong AUDITORS STOCK EXchanGE LISTING NOMInatION AND Crowe Malaysia PLT REMuneratION COMMIttee 52, Jalan Kota Laksamana 2/15 Main Market Taman Kota Laksamana, Seksyen 2 Bursa Malaysia Securities Berhad YBhg. Tan Sri Datuk Seri (Dr.) Abu 75200 Melaka Seman bin Haji Yusop (Chairman) Liang Ah Lit @ Nyah Chung Mun WEBSITE Chong Chee Siong Share REGISTRAR Chong Peng Khang www.tpc.com.my Bina Management (M) Sdn Bhd Lot 10, The Highway Centre RISK ManaGEMent Jalan 51/205 COMMIttee 46050 Petaling Jaya, Selangor Tel No. : 03-7784 3922 YBhg. Tan Sri Datuk Seri (Dr.) Abu Fax No. : 03-7784 1988 Seman bin Haji Yusop (Chairman) Liang Ah Lit @ Nyah Chung Mun Chong Chee Siong PRINCIpal BANKERS Chong Peng Khang Lim Yew Chua Bangkok Bank Berhad Lim Yew Kwang Bank of China (M) Berhad Lim Chian Harn Ambank (M) Bhd CIMB Bank Berhad 3 ANNUAL REPORT 2019 GROUP STRUCTURE AS AT 31 MARCH 2020 TPC PLUS BERHAD 100% 100% TECK PING CHAN TECK PING Chan AGRIculture (1976) Sdn Bhd SDN BHD 100% MESTIKA ARIF SDN BHD 4 TPC PLUS BERHAD Reg. No. 200301012910 (615330 - T) FINANCIAL HIGHLIGHTS FINANCIAL YEAR ENDED 31 DECEMBER 2015 2016 2017 2018 2019 RM’000 RM’000 RM’000 RM’000 RM’000 Revenue 98,232 94,442 114,428 213,058 245,450 Profit/(Loss) before taxation 4,039 5,425 (7,965) 4,451 4,159 Profit/(Loss) attributable to owners of 3,834 3,887 (5,329) 3,289 2,084 the Company Total assets 92,395 139,466 175,114 188,491 198,017 Net assets 24,643 87,302 81,977 85,314 87,398 Current assets 27,353 58,415 63,590 75,252 91,037 Current liabilities 49,407 29,816 59,968 69,795 79,592 Share capital 16,000 46,755 46,764 52,010 52,010 Basic earning / (loss) per share (sen) 4.79 1.74 (2.28) 1.41 0.89 Diluted earning per share (sen) N/A 1.62 N/A 1.22 0.77 Weighted average number of shares issued 80,000,000 223,751,528 233,792,801 233,795,275 233,795,275 Current Ratio 0.55 1.96 1.06 1.08 1.14 REVENUE PROFIT/(LOSS) BEFORE TAXATION RM’000 RM’000 245,450 250,000 6,000 5,425 4,039 4,451 4,159 213,058 4,000 200,000 2,000 150,000 0 114,428 -2,000 98,232 94,442 100,000 -4,000 -6,000 50,000 -8,000 (7,965) 0 -10,000 2015 2016 2017 2018 2019 2015 2016 2017 2018 2019 TOTAL ASSETS NET ASSETS RM’000 RM’000 198,017 200,000 188,491 100,000 175,114 87,302 85,314 87,398 81,977 80,000 150,000 139,466 60,000 100,000 92,395 40,000 24,643 50,000 20,000 0 0 2015 2016 2017 2018 2019 2015 2016 2017 2018 2019 SHARE CAPITAL BASIC EARNINGS/(LOSS) PER SHARE RM’000 Sen 60,000 6.0 4.79 52,010 52,010 5.0 50,000 46,755 46,764 4.0 3.0 40,000 1.74 1.41 2.0 0.89 1.0 30,000 0 20,000 16,000 -1.0 -2.0 10,000 -3.0 (2.28) -4.0 0 -5.0 2015 2016 2017 2018 2019 2015 2016 2017 2018 2019 5 ANNUAL REPORT 2019 DIRECTORS’ PROFILE YBhg. Tan Sri Datuk Seri (Dr.) Aged 76 – YBhg. Tan Sri Datuk Seri 2004), Powertec Berhad (1995 – 1997) Abu Seman bin Haji Yusop (Dr.) Abu Seman bin Haji Yusop was and ICM Industries Corp. Bhd (1997). appointed as Director and Chairman Chairman, Senior Independent of the Board of TPC Plus Berhad YBhg. Tan Sri Datuk Seri (Dr.) Abu Non-Executive Director on 30 November 2015. He is also Seman bin Haji Yusop was a Member of the Chairman of the Nomination Parliament for the Alor Gajah / Masjid and Remuneration Committee and Tanah constituency in Melaka during Risk Management Committee and a 1995 to 2013 and the Parliamentary member of the Audit Committee. Secretary of the Ministry of Internal Security during 2004 to 2006. YBhg. YBhg. Tan Sri Datuk Seri (Dr.) Abu Tan Sri Datuk Seri (Dr.) Abu Seman bin Seman bin Haji Yusop is currently Haji Yusop became the Deputy Minister the Chairman of the Board of Trustee of the Federal Territory in 2006 to 2008, of Yayasan Alor Gajah (Jan 1995 till Deputy Minister of Defence in 2008 to todate) and also the Chairman of the 2009 and Deputy Minister of Home Board of Trustees Yayasan UTeM Affairs from 2009 to 2013. (University Technical Malaysia Melaka) (Dec 2019). YBhg. Tan Sri Datuk Seri (Dr.) Abu Seman bin Haji Yusop began his Besides holding the above positions, career as a police officer of the Royal he has held several senior positions Malaysian Police in 1964 and was in the private and public sectors. seconded to the Anti-Corruption He has been in Malaysian Shipping Agency in 1968. He read law at Middle Corporation Berhad (MISC) as Senior Temple, London in 1974 and qualified Legal Advisor, Chairman of Majlis as a Barrister-At-Law in 1977 and Amanah Rakyat (MARA) (2000 – 2004), served as Deputy Public Prosecutor in University of Kuala Lumpur (2000 – 1978 to 1981. He is currently running 2004), Kolej Poly-Tech MARA (2000 - his own legal practice. Lim Yew Chua Aged 53 – Mr Lim Yew Chua was Mr Lim Yew Chua has more than 25 Managing Director, appointed to the Board of TPC years of experience in the poultry Non-Independent Executive Director Plus Berhad on 8 March 2012 and industry and is actively involved in the subsequently as its Managing Director planning and construction of new high- on 30 November 2015. He is also a tech farms in the Group. director of all the subsidiaries of the Company and a member of the Risk Mr Lim Yew Chua is a brother of Mr Lim Management Committee. Yew Kwang, Mr Lim Yew Piau and all the directors of Huat Lai Resources Berhad, a major shareholder of the Company. Liang Ah Lit Aged 76 – Mr Liang Ah Lit @ Nyah Mr Liang Ah Lit @ Nyah Chung Mun @ Nyah Chung Mun Chung Mun was appointed to the Board graduated with B.Sc. in Animal Senior Independent of TPC Plus Berhad on 30 November Husbandry from the National Taiwan Non-Executive Director 2015 and as Senior Independent University in 1972 and worked as a Director in addition to YBhg. Tan Sri Feed Programmer upon graduation. Datuk Seri (Dr.) Abu Seman bin Haji Mr Liang Ah Lit @ Nyah Chung Mun Yusop on 29 August 2017. He is also was later appointed as an Executive a member of the Audit Committee, Director in 2003 to 2010. All in all, Mr Nomination and Remuneration Liang Ah Lit @ Nyah Chung Mun has Committee and Risk Management about 40 years of experience as Feed Committee of the Company. Programmer. 6 TPC PLUS BERHAD Reg. No. 200301012910 (615330 - T) DIRECTORS’ PROFILE (CONT’D) Chong Peng Khang Aged 40 - Mr Chong Peng Khang was in audit and business advisory of Independent Non-Executive Director appointed to the Board of TPC Plus companies from various industries. His Berhad on 30 November 2015. He experience covers audit and assurance was appointed as the Chairman of the engagements, corporate reporting Audit Committee on 29 August 2017. and compliance, taxation and wide He is a member of the Nomination ranging overseas exposures. He has and Remuneration Committee and previously headed the accounting Risk Management Committee of the and finance division of a public listed Company. company listed on the Main Market of Bursa Malaysia Securities Berhad and Mr Chong graduated from Multimedia responsible for the corporate finance, University, Malaysia with a Bachelor accounting, tax and cash flow functions of Accounting (Hons) Degree.