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TRC AR2017.Pdf TRC SYNERGY BERHAD (413192-D) As one with the TRC SYNERGY BERHAD NATION (413192-D) | ANNUAL REPORT 2017 | ANNUAL REPORT Mata Air (2016) by Jalani Abu Hassan TRC SYNERGY BERHAD (413192-D) TRC Business Centre Jalan Andaman Utama 68000 Ampang, Selangor ANNUAL REPORT Tel: 603-4103 8000 Fax: 603-4108 7016 www.trc.com.my www.trc.com.my Our VISION To become a large and diversified conglomerate with core business in construction, property development and privatization of government projects. As one with the NATION Inside this ANNUAL REPORT 002 Chairman’s Statement 005 Management Discussion and Analysis Disclosure 010 Sustainability Statement 014 Corporate Structure 015 Corporate Information 016 Profile of Directors 021 Profile of Senior Management 023 Corporate Governance Overview Statement 026 Statement on Risk Management and Internal Control 030 Audit Committee Report 033 Financial Statements 128 List of Properties 130 Analysis of Shareholdings 133 Notice of Twenty-First Annual General Meeting 137 Statement Accompanying Notice of Annual General Meeting Proxy Form Chairman’s Statement DEAR ESTEEMED SHAREHOLDERS, On behalf of the Board of Directors, I am honoured to present to you the Annual Report and Audited Financial Statement of TRC Synergy Berhad and the Group for the financial year ended 31 December 2017 (“FY2017”). TUN JEANNE BINTI ABDULLAH Chairman OVERVIEW OF GROUP PERFORMANCE FOR FY 2017 In essence, the year 2017 has been a year full of excitement for the Group. It was a year where the Group had successfully clinched a few significant contracts in rail infrastructure development projects, among others. With that sizeable contract wins, the Group’s external construction unbilled order books stood at RM2.7 billion at the end of the year, not to forget the Group own inhouse construction order book for our to be launched Transit Oriented Development (“TOD”) project at Ara Damansara as well as our PPA1M and open market high rise housing development projects at Precinct 18 of Putrajaya. Our unbilled order books cover ratio of 3.7 times over FY2017’s revenue augurs well and it would keep the group busy over the next few years with earning visibility and sustainability assured. Be that as it may, the Group has been and would continue to search for new tenders in projects that falls within our forte and internal financial benchmark to solidify the Group presence as a reputable Malaysian construction franchise in line with the Group’s aspiration to progress in tandem with the nation's vision. In order to have a meaningful comparison to gauge how the group has fare financially in FY2017 vs FY2016, it is of paramount important we exclude the impact of unrealised profit or loss on foreign currency exchange as this exceptional item was caused by the movement of Ringgit against foreign currencies (where the Group inter-company advances are denominated) and it is unrealised, non-operational and non-cash item in nature. 2 TRC SYNERGY BERHAD Chairman’s Statement (cont’d) SUMMARY OF FINANCIAL FY2017 VS FY2016 In RM’mil In Sen Profit Profit Gross Operating Before Profit Attributable Profit / Profit / Taxation / After Tax / to Equity Earning Per Description Revenue Margin Margin Margin Margin Holders Share 78.6 / 46.9 / 53.2 / 36.1 / FY2017 - Core 728 36.5 7.59 sen 10.8% 6.4% 7.3% 5.0% Less: Unrealised Loss on Forex - - (6.27) (6.27) (6.27) (6.27) (1.3 sen) 78.5 / 40.6 / 46.9/ 29.8/ FY2017 - Reported 728 30.2 6.29 sen 10.8% 5.6% 6.4% 4.1% 56.0 / 24.5 / 27.7 / 22.9 / FY2016 - Core 754 22.9 4.76 sen 7.4% 3.3% 3.7% 3.0% Plus: Unrealised Gain on Forex - - 5.0 5.0 5.0 5.0 1.04 sen 56.0 / 29.5 / 32.7 / 27.9 / FY2016 - Reported 754 27.9 5.80 sen 7.4% 3.9% 4.3% 3.7% % of Increase / (Decrease) 2.83 sen (3.4%) 40% 91% 92% 58% 59% in Core Numbers or 59% Note: EPS is calculation is based on total issued and paid up shares of 480.497 million units Financially, the Group has performed well as The very positive set of our financial numbers were attributed to the collective it had achieved gross profit of RM78.5 million, effort, hard work and dedication of all our human capital under the stewardship an increase of 40% year-on-year (“YOY”) with and guidance of our highly capable and experienced senior management gross profit margin surged to 10.8% from 7.4% team, resulted in better cost management, improved profit margin as well a year earlier. as higher contribution from our Australian property development and home builder business post gestation stage. On “core earning basis” (without the impact of unrealised forex as aforementioned), the As for the marginal dip (down by 3.4%) in our revenue for FY 2017, there Group’s: was no cause for alarm yet as the slightly lower revenue was attributable to the fact that a few of the Group’s sizeable projects were at the tail end of • operating profit rose 91% YOY to RM46.9 the progress billing cycle. Going forward, the Group’s revenue is expected to million with operating profit margin regain its upward trajectory as the few significant infrastructure contracts the enhanced to 6.4% from 3.3% a year ago; Group secured in FY 2016 and 2017, gradually progress into mature stage over the next 1 to 2 years. • profit before taxation climbed 92% YOY to RM53.2 million with PBT margin advanced to 7.3% from 3.7% recorded for previous year; • profit after taxation touched the RM36.1 million mark, an increase of 58% YOY with corresponding improvement of PAT margin to 5.0% versus 3.0% in FY2016; • Sequentially, our core earnings per share (“EPS”) too hit the height of 7.59 sen (FY2016:4.76 sen), a level we have not seen for the past many years. ANNUAL REPORT 2017 3 Chairman’s Statement (cont’d) DIVIDEND ACKNOWLEDGEMENT The Board in recognizing the Group’s sustainable financial AND APPRECIATION performance, has recommended a first and final single tier On behalf of the Board, I would like to express my sincere dividend of 2.8 sen per share, for the FY2017 amounting to gratitude to my fellow Board of Directors, particularly to our RM13,453,919. This represents a net dividend pay-out ratio of highly respected Group Managing Director, who has been 37% of the realised net profit after tax achieved for FY2017, the key driving force behind the success of the Group, for his which is significantly above the minimum dividend policy of 25% invaluable wisdom and guidance in joining hands with the set by the Board. This proposal is subject to the shareholders’ board members in charting the strategic course to ensure the approval at the forthcoming Annual General Meeting of the Group continue to growing from strength to strength in this Company. highly competitive industry landscape. My sincere appreciation to you, our shareholders, government authorities, clients, associates, financiers, fund managers, MOVING FORWARD analysts, business partners, consultants, members of media, sub-contractors, suppliers as well as other stakeholders for Though the Group is encouraged by the positive prospect of your strong support, trust and confidence in TRC Synergy construction industry ahead underpin by the continued public Berhad. Our Group values and look forward to your continued infrastructure projects to be rolled out soon i.e. East Coast support as we undertake new challenges and opportunities Rail Link, KL-Singapore High Speed Rail, Pan Borneo Highway ahead. Sabah, MRT circle line, Rapid Transit System link between Johor Bahru and Singapore, etc. where the Company would Last but not least, let me express my heartfelt gratitude to the certainly be one of the strong contenders for the medium to management team and all employees for their unparalleled big ticket order flow from this mega infrastructure wave, the hard work, dedication and commitment to achieving much Group however, reckons that 2018 will be another challenging better financial results, despite various difficulties and year in view of the increasingly tough operating environment challenges they had encountered during the year. for construction and infrastructure players, characterised by potential costs escalation, margin compression exacerbated by On that note, I conclude this financial year’s review and we look intense competition from not only local but the foreign players forward to 2018, to drive the Group to greater height. as well. Thank you. Tun Jeanne Binti Abdullah Chairman 4 TRC SYNERGY BERHAD Management Discussion & Analysis Disclosure OVERVIEW OF GROUP’S ANALYSIS OF BUSINESS OPERATIONS FINANCIAL RESULTS TRC Synergy Berhad and its subsidiary companies (“the The Group achieved its highest ever core profit Group”) is an established organization with its core business before taxation as well as core net profit of is in construction and property development. From its modest beginning in 1984, the Group has over the years achieved RM53.2 million and RM36.1 million respectively a steady operational and financial growth, together with for FY2017, an increase of 92% and 58% year-on- consistent return to the shareholders. year (YOY). With the recent successful completion of major infrastructural The core earnings and profits stated in the analysis of financial works around Klang Valley such as the MRT and LRT projects, results were derived after the exclusion of the impact from the Group has positioned itself as one of the preferred unrealised profit or loss on foreign currency exchange as contractor and thus pre-qualified to participate in future this exceptional item was caused by the movement of tenders in these area of works.
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