FGV Annual Integrated Report 2019
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STRIVING FORWARD annual integrated report 2019 STRIVING TOWARDS CONTINUED VALUE CREATION TO BE OPERATIONALLY EFFICIENT FOR A GREATER PURPOSE BECAUSE WHEN WE ARE ABLE TO THRIVE, ALL WILL BENEFIT TOWARDS CONTINUED VALUE CREATION We continue to strive to be better. Guided by best practices, our aim is to create sustainable value. New leaders have taken charge, driving robust strategies to effect meaningful change. Together with strong, effective governance and prudent financial practices, we continue to tell our story objectively BECAUSE WHEN WE ARE and transparently, to uphold the ABLE TO THRIVE, interests of all our stakeholders. ALL WILL BENEFIT FGV HOLDINGS TABLE OF CONTENTS BERHAD FRONT PAGE 01 Vivid orange. The perfect shade that exhibits the vibrancy of FGV Holdings Berhad as OUR ORGANISATION we strive towards rebuilding confidence and trust in FGV; as we move closer to the 2 About this Report vision of being a world-leading integrated 4 Who We Are and sustainable agribusiness. Underpinning 6 Our Corporate Details the move to change is our commitment to 7 Our Group Structure operational efficiency and the fundamentals 8 Our Presence of continued value creation for our 10 Embedding Sustainability into Our Business stakeholders, particularly the smallholders. 16 Our Market Landscape These efforts accentuate our goals of achieving our vision and striving for a greater purpose and a better tomorrow for the benefit of all. 02 UNDERSTANDING OUR BUSINESS 17 Assessing Our Material Matters 20 Our Value Creation Model, Shaped by Material Matters 22 The Links Between Material Matters, Strategy and Risks 24 Our Business Plan TABLE OF CONTENTS 03 05 STATEMENTS AND ANALYSIS ADDITIONAL INFORMATION 26 Statement from the Chairman 127 Share Price Movement 28 Message from the Group Chief Executive Officer 128 Financial Calendar 32 Management Discussion & Analysis: 129 Analysis of Shareholdings 32 Financial Capital 132 Top 10 Properties of FGV Group 46 Natural Capital 134 Additional Disclosure: 52 Manufactured Capital 134 Utilisation of Proceeds 64 Intellectual Capital 134 Non-Audit Fees 68 Human Capital 134 Material Contracts 74 Social & Relationship Capital 134 Long Term Incentive Plan (LTIP) 134 Share Issuance Scheme 134 Recurrent Related Party Transaction of Revenue or Trading Nature 144 Application of the Principles and Practices of the Malaysian Code on Corporate Governance 2017 (MCCG 2017) 04 HOW WE ARE GOVERNED 82 Corporate Governance Overview Statement (CGOS): 82 Chairman’s Governance Overview 84 Leadership and Effectiveness 97 Accountability 109 Remuneration 113 Relations with Our Stakeholders 116 Integrity in Corporate Reporting 117 Statement on Risk Management and Internal Control (SORMIC) OUR ORGANISATION ABOUT THIS REPORT This is FGV’s Annual Integrated Report (AIR) for the year ended 31 December 2019 (FY2019), which is FGV’s 5th AIR. It is a culmination of our efforts to prioritise transparency and accountability in continuing to create sustainable value for our stakeholders. This report reflects the integrated approach we take in operating We have applied the Precautionary Principle to assess potential our business. The Six Capitals, as identified by the International environmental risks to avoid known and unforeseen negative Integrated Reporting Council (IIRC), have served as essential guides environmental impacts. For a holistic view of our business, this to help us achieve our strategic objectives. The capitals represent AIR should be read together with the information available on our stores of value and each of them—Financial Capital, Natural Capital, website at: Manufactured Capital, Intellectual Capital, Human Capital and Social & Relationship Capital—is important in how it impacts our www.fgvholdings.com business. OUR MATERIAL MATTERS By reporting in terms of the Six Capitals, our stakeholders will be This AIR is based on our material matters, which were determined in better informed and have a broader view of how the business strives 2018 and revalidated in 2019 to ensure that the matters continued to create net positive value. This approach also allows for more to be applicable and relevant. This ensures that our strategy, concise reporting and frames topics in the context of value creation performance and prospects are illustrated in the correct context. over time. Our response to material matters in the financial, social, economic, environmental and governance aspects of our business have also To produce this report, we have followed the IIRC Framework and been considered. adhered to local reporting requirements, i.e. the Malaysian Code on Corporate Governance 2017 (MCCG 2017) and the Main Market In developing this AIR further, we have included qualitative and Listing Requirements (Listing Requirements) of Bursa Malaysia quantitative performance measurements as well as other factors Securities Berhad (Bursa Securities). We have also strived to achieve that may have affected business sustainability. Additionally, we Global Reporting Initiative Standards benchmarks on sustainability have included issues presented to our Board of Directors, as well as reporting. reported risks and stakeholder interests. OUR REPORTING SUITE REPORTING INTEGRITY FGV’s 2019 reporting suite comprises the following: Following good governance practices, we have ensured that the information presented in this AIR is reliable, consistent and Annual Integrated Report 2019 complete. To uphold report quality, this AIR has been reviewed by Audited Financial Statements 2019 the Reporting Committee to ensure its compliance with the IIRC Framework and its fair representation of the performance of the Sustainability Report 2018/2019 Group against targeted value-creation outcomes. REPORTING SCOPE AND BOUNDARIES The report has further been reviewed by the Audit Committee and This AIR contains information on the value-creating activities that together with the Audited Financial Statements 2019, submitted to are material to the Group. Hence, the report has been confined the Board for its final approval. to developments throughout FY2019, from 1 January 2019 to 31 December 2019. Unless otherwise stated, it covers all of FGV The external auditors have further supported our assurance by Holdings Berhad’s businesses in Malaysia and the other countries providing external assurance on our Financial Statements. They have we operate in. This includes operations over which we have full read all other information and considered whether it is materially control, subsidiaries and joint ventures. We also report on other consistent with the Financial Statements or their knowledge developments or information that may transcend our reporting obtained in the audit. The external auditors have also provided a boundaries but are considered highly material to the Group’s limited assurance review on our Statement on Risk Management performance. and Internal Control (SORMIC). This AIR reports on a like-for-like basis without any major FORWARD-LOOKING STATEMENTS restatements. We have also embedded our sustainability disclosures Where necessary, we have used forward-looking statements related throughout this AIR to demonstrate how they support value creation to our Group’s plans, objectives, strategies, future operations and and how important sustainability is to the Group. Further, this report performance. Such statements should not be taken as guarantees of includes all risks and opportunities material to our sustainability but the Group’s future results as we remain subject to various possible does not estimate or forecast future impacts of our sustainability- scenarios of risks, uncertainties and assumptions. Actual results and related material matters. outcomes may significantly differ from forward-looking statements. We make no express or implied representation or warranty that the results targeted by these forward-looking statements will be achieved. The Group is also under no obligation to update these forward-looking statements or the historical information included in this AIR. 2 FGV HOLDINGS BERHAD OUR ORGANISATION ABOUT THIS REPORT 01 OPPORTUNITIES FOR FEEDBACK We welcome feedback and enquiries from our stakeholders and the public on our reporting. Improving our reporting practices and standards can only be done with their involvement and regular engagement throughout the year. Our Investor Relations team can be contacted through the various feedback channels listed in Our Corporate Details on page 6 and Communicating with SECTION Stakeholders on page 113. NAVIGATION ICONS STRATEGIC THRUSTS Operational Products & Markets New Financial & Improvement Penetration Growth Area Capability Building OUR SIX CAPITALS Financial Intellectual This Capital consists of the pool of funds available to FGV that Intellectual Capital consists of our research & development facilitates the adding of value to all other Capitals, including (R&D) capabilities that produce proprietary knowledge and itself. FGV’s pool of funds includes debt, equity or revenue other intellectual property that enable the Group to be more generated from our business activities. It is critical for this efficient and productive. The resultant higher-value products resource to be sustained as the other Capitals require it to that are created along the palm oil value chain help to add generate value. value to all other Capitals. Natural Human Natural Capital comprises the natural resources we use during Human Capital is made up of the employees who work our business activities to create value for our stakeholders.