Haw Par Corporation Limited
Haw Par Corporation Limited Annual Report 2000 (Millennium Edition) Contents
Corporate Profile 1
Chairman’s Statement 2
Board of Directors 4
Corporate Data 5
Group Financial Highlights & Charts 6
Five-year Group Statistical Record & Charts 8
Our Heritage 10
Our Products 14
Group Companies 16
Operations Review 17
Financial Review 25
Investor Information 30
Corporate Governance 31
Statutory Reports and Accounts 33
Statistics of Shareholdings 77
Statistics of Warrantholdings 78
Management Listing 79
Group Offices 81
Additional Information 83
Notice of Annual General Meeting 85
Proxy Form 87 2001 Financial Calendar
7 March Announcement of results for the year ended 31 December 2000
4 May Despatch of 2000 Annual Reports and Accounts
22 May 32nd Annual General Meeting
31 May to 1 June Proposed closure of Registers (for second and final dividend entitlement)
15 June Proposed payment of 2000 second and final dividend
1 August Announcement of half-year results for the period up to 30 June 2000
31 December Financial year-end Corporate Profile ===
We are pleased to bring you the Millennium Edition of our Annual Report, which commemorates the last year of the 20th century. In addition to regular comprehensive review of the year, this special edition traces our history and highlights our leading products. We hope our shareholders will keep it as a collector’s item. Hong Hai President & Chief Executive Officer
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Haw Par Corporation Limited has been listed on the Singapore Exchange Limited since 1969. It is an associated company of the United Overseas Bank. The Group's business operations are located in the ASEAN region, China and Australia. Its core healthcare and leisure businesses promote healthy lifestyles through location-based recreational centres (oceanariums and bowling centres), health products, dietary supplements and pharmaceuticals. Haw Par's renowned ointment Tiger Balm and product extensions like Tiger Balm Soft, Tiger Medicated Plaster and Tiger Muscle Rub are manufactured and marketed through Haw Par Healthcare Limited, a listed subsidiary. These products are used throughout the world to invigorate the body as well as to soothe away aches and pains. Besides healthcare and leisure products, the Group also has interests in investment properties and power generation. It manages its own portfolio of long-term and short-term investments in securities. The Group's primary corporate strategy is to expand its core healthcare and leisure businesses in the growth economies of the world, building where possible synergies between its health and leisure sectors to cater to healthy lifestyles.
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Haw Par Corporation Limited 1 === Chairman’s Statement
Group Performance Group earnings for the year increased by 2% over 1999 to $41.7 million despite challenging market conditions. The Group's turnover of $158.1 million in 2000 was 6% below the previous year because we ceased to account for the turnover of Asian Computer Services following its merger with UIC Technologies last October. The healthcare division enjoyed higher sales and interest income whilst the leisure division turned in lower profits as a result of increased operating costs for new attractions in Underwater World Singapore. Property income was adversely affected by the depressed market for office premises in Malaysia, but this was offset by higher contribution from the refurbished Haw Par Centre. Investment income was flat as higher dividend income helped to cushion lower results in share dealings. The extraordinary loss of $12.8 million included a provision, made as a matter of prudence, for the diminution in value of the Group's long-term investment in Camerlin(BVI).
Dividends Wee Cho Yaw The Directors recommend the payment of a second and final dividend of 10 cents Chairman (10%) per ordinary share less Singapore income tax of 24.5% for the financial year ended 31 December 2000. Together with the first and interim dividend of 5 cents (5%) per ordinary share less tax of 25.5% paid in August 2000, the total dividend for financial year 2000 would be 15 cents (same as 1999), amounting to a total dividend payment of $21.4 million (1999: $21.0 million).
Group Operating Highlights Haw Par Healthcare launched the new Tiger Balm Soft in Singapore, targeting at younger consumers, with encouraging response. Tiger Balm Japan was incorporated as a joint venture company with Ryukakusan, an established manufacturer and distributor of over-the-counter medicine in Japan, to develop and market a new range of products under the Tiger brand. During the year, the Group also entered into a joint venture agreement to develop a US$6.8 million modern aquarium in Pattaya, Thailand, featuring exotic marine and fish displays against a tropical setting. The aquarium is scheduled for completion in 2002.
Prospects in 2001 The slowdown in the United States economy is expected to impact on our markets. However, the Directors will try to maintain the contributions from the healthcare and leisure business in the current year.
Acknowledgement Board Director Mr Tan Eng Joo has decided not to offer himself for re-election this year. I wish to record the Board's appreciation to Mr Tan for his wise counsel in the past few years. I also wish to express my appreciation to management and staff for their dedicated efforts, our customers and business associates for their support, and my fellow Board Directors for their guidance during the year.
Wee Cho Yaw Chairman
2 Haw Par Corporation Limited Chairman’s Statement ===
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Haw Par Corporation Limited 3 Board Of Directors
from left to right
Tan Eng Joo Audit Committee Member
Lim Kee Ming
Wee Ee Lim Deputy President
Lee Suan Yew Audit Committee Member
Hong Hai President & Chief Executive Officer
Wee Cho Yaw Chairman
Sat Pal Khattar
Hwang Soo Jin Audit Committee Chairman
Chng Hwee Hong Executive Director & Chief Operating Officer
4 Haw Par Corporation Limited Corporate Data
Directors Audit Committee Auditors Wee Cho Yaw Hwang Soo Jin Ernst & Young Chairman Chairman Kevin Kwok Khien Audit Partner-in-charge Lee Suan Yew Hong Hai Tan Eng Joo President & Chief Executive Officer Bankers Investment Committee Standard Chartered Bank Ltd Wee Ee Lim Wee Cho Yaw Deputy President The Hong Kong & Shanghai Chairman Banking Corporation Ltd Hong Hai Chng Hwee Hong United Overseas Bank Ltd Executive Director & Wee Ee Lim Chief Operating Officer Chng Hwee Hong Registrar Hwang Soo Jin Executive Committee Lim Associates (Pte) Ltd 10 Collyer Quay Lee Suan Yew Hong Hai #19-08 Ocean Building Chairman Singapore 049315 Lim Kee Ming Wee Ee Lim Chng Hwee Hong Sat Pal Khattar Registered Office Administering Committee 178 Clemenceau Avenue Tan Eng Joo Wee Cho Yaw #08-00 Haw Par Glass Tower Chairman Singapore 239926 Telephone: 337 9102 Hwang Soo Jin Company Secretary Facsimile: 336 9232 Ong Sian Hin Sat Pal Khattar Telex: HAWPAR RS 21567
Haw Par Corporation Limited 5 Group Financial Highlights
% Increase/ 2000 1999 (Decrease) Results ($’000) Group turnover: 1st half 82,906 81,572 1.6 2nd half 75,214 86,455 (13.0) 158,120 168,027 (5.9) Profit before taxation: 1st half 36,993 30,598 20.9 2nd half 21,364 29,548 (27.7) 58,357 60,146 (3.0) Profit before extraordinary items (Earnings): 1st half 29,060 20,806 39.7 2nd half 12,675 20,141 (37.1) 41,735 40,947 1.9 Extraordinary items (12,824) (10,965) (17.0) Profit after extraordinary items 28,911 29,982 (3.6)
Balance sheet ($’000) Shareholders’ funds 548,423 523,967 4.7 Net assets 574,570 548,328 4.8 Short and long-term borrowings 211,777 218,884 (3.2) Debt/Equity (%) 38.6 41.8 (7.6)
Per share Earnings – before extraordinary items (cents) 22.1 21.8 1.4 – after extraordinary items (cents) 15.3 15.9 (3.8) Dividend, net (cents) 11.3 11.1 1.8 Dividend cover (times) 2.0 2.0 – Shareholders’ funds ($) 2.89 2.78 4.0 Net tangible assets ($) 2.87 2.75 4.3
Employees Number of employees 577 691 (16.5) Group turnover per employee ($’000) 274 243 12.8 Pre-tax profit per employee ($’000) 101 87 16.2
6 Haw Par Corporation Limited Group Financial Highlights
Pre-tax Contribution (by Business Segment)
Leisure (15.3%) Investments (43.6%) Others (0.9%)
Healthcare (27.3%) Property (12.9%)
Net Assets Employed (by Business Segment)
Leisure (5.6%) Investments (53.7%) Others (1.1%)
Healthcare (14.8%)
Property (24.8%)
Turnover (by Markets)
Singapore (49.8%) Asia (29.8%)
Australasia (8.0%)
Africa & Middle Europe(3.2%) East (2.9%) America (6.3%)
Haw Par Corporation Limited 7 Five-Year Group Statistical Record
2000 1999 1998 1997 1996 Results ($’000) Group turnover 158,120 168,027 170,854 182,500 175,923 Operating profit 57,714 59,155 36,000 43,239 48,783 Associates’ contribution 643 991 441 8,757 8,759 Profit before taxation 58,357 60,146 36,441 51,996 57,542 Profit after taxation 44,714 43,762 23,662 32,409 41,980 Profit before extraordinary items (Earnings) 41,735 40,947 16,593 25,193 32,912 Extraordinary items (12,824) (10,965) (287) 15,262 4,217 Profit after extraordinary items 28,911 29,982 16,306 40,455 37,129 Net dividend proposed/paid 21,373 21,026 15,257 15,186 15,008
Per share Earnings – before extraordinary items (cents) 22.1 21.8 8.9 13.6 18.0 – after extraordinary items (cents) 15.3 15.9 8.7 21.6 20.1 Dividend, net (cents) 11.3 11.1 8.1 8.1 8.1 Dividend cover (times) 2.0 2.0 1.1 1.7 2.2
Balance sheet ($’000) Shareholders’ funds 548,423 523,967 526,357 626,739 612,601 Minority interests 26,147 24,361 53,955 47,577 41,212 Interest of preference shareholders in a subsidiary company – – – – 5,999 574,570 548,328 580,312 674,316 659,812
Fixed assets 31,666 38,676 37,406 42,754 42,241 Investment properties 184,294 170,828 186,622 316,640 284,132 Trademarks 3,373 3,357 3,352 3,431 3,355 Associated companies 5,794 7,237 7,194 101,325 95,183 Long term investments 329,340 358,453 357,059 307,511 280,225 Deferred expenditure 952 947 1,291 163 311 Net current assets 22,751 72,252 92,868 18,695 172,055 Long term liabilities (3,600) (103,422) (105,480) (116,203) (217,690) Net assets 574,570 548,328 580,312 674,316 659,812
Statistics Operating profit to turnover (%) 36.5 35.2 21.1 23.7 27.7 Pre-tax return on shareholders’ funds (%) 10.6 11.5 6.9 8.3 9.4 Shareholders’ funds per share ($) 2.89 2.78 2.81 3.35 3.32 Net tangible assets per share ($) 2.87 2.75 2.78 3.33 3.30 Debt/Equity (%) 38.6 41.8 44.2 52.0 48.0 Number of shareholders 8,780 9,405 9,770 9,722 9,881
Employees Number of employees 577* 691 713 719 633 Group turnover per employee ($’000) 274 243 240 254 278 Pre-tax profit per employee ($’000) 101 87 51 72 91
* excludes Asian Computer Services.
8 Haw Par Corporation Limited Ten-Year Charts
Earnings and Gross Dividends
cents 25.0 Earnings per share
20.0
15.0
10.0
Gross Dividend per share 5.0
0 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000
Net Tangible Assets (NTA) per share (book value versus market value)
$ 7.00 NTA per share (market value)
6.00
5.00
4.00
3.00
2.00 NTA per share (book value)
1.00
0 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000
Note: NTA per share (market value) includes the market value of the Group’s investments and properties. NTA per share (book value) includes the book value of the Group’s properties, which are revalued annually since 1995.
Haw Par Corporation Limited 9 Our Heritage
The tale of Haw Par goes back to the 19th century. It could very well begin with "Once upon a time…" such is its story book quality. Our Heritage
Legendary Beginnings The history of the legendary brothers Haw and Par and the origins of their genius trace back to Rangoon (Yangon), Burma, where it all began. Their father, Aw Chu Kin, the young son of a herbalist in Amoy, a west Fukien province, left for Rangoon in the 1800s to seek his fortune. His first stop was Singapore where he lived for several days in a kongsi house in the Chinese quarter of Telok Ayer Street before leaving for Penang. Rangoon beckoned and soon he was on his way. Aw Chu Kin set up his own Chinese doctor ("sinseh") shop with a little help from his uncle, and Eng Aun Tong, or the Hall of Everlasting Peace, was founded in 1870. Uncle turned matchmaker and a bride was soon found for Aw Chu Kin. Boon Haw, the "gentle tiger" was born in 1882 and Boon Par, the"gentle leopard" in 1888. Tiger and Leopard were despatched to an English language school where Boon Haw's singular talent was in street fights. The final straw came when he beat up his teacher. Chu Kin bundled off the problem son to China to grandfather's village whilst the less spirited Boon Par stayed put in Rangoon. In 1908, father Chu Kin died, leaving the family practice to Boon Par, having despaired of Boon Haw's rebel-rousing ways. The gentle leopard, finding the responsibility too much to bear, later asked for his older brother's return from China to carry on the family business in Rangoon. "I will learn all I can about Western medicine, you can prescribe Chinese medicine," Boon Par said to his brother. "Together we won't lose a single patient. He can choose between east and west and the fee will stay with us."
Tiger Balm On this astute promise the brothers Haw and Par built an empire and a legendary fortune out of a formula for a cure-all ointment sold in a little jar. Today, Tiger Balm is sold in over a hundred countries, arguably the world’s best- known analgesic ointment. The origins of that formula can be traced back to the time of the Chinese emperors who sought relief for aches and pains from the stresses of court hearings, and the strains of the imperial harem. The balm would have died with the dynasties had it not been for Aw Chu Kin, who breathed new life into the ancient recipe. To perfect and exploit their late father's recipe, the sons took over their mother's kitchen. Boon Par, the quiet leopard, toiled whilst Boon Haw, the gregarious From right top 1: tiger organised. Together they produced Ban Aw Boon Haw. Kim Ewe, Ten Thousand Golden Oil, panacea From right top 2: for all ills. No customer left the Aw sinseh shop without a little Aw Boon Par. bottle of this golden ointment. True to the Tiger's predatory instincts, Boon Haw sought out every Chinese shop in town and From right bottom: talked them into stocking his salve. Ban Kim Ewe, Ten Thousand Golden Oil.
Haw Par Corporation Limited 11 Our Heritage
Boon Haw's next logical step was a trademark: what else but his own name, and Tiger Balm was born. By 1920 Aw Boon Haw, not yet 40, was the richest Chinese in Rangoon. Ever the risk- taker, Boon Haw ventured south to Malaya and Singapore in spite of brother Boon Par's reservation. The sights and sounds of bustling commerce in the Malayan towns and Singapore's port made his heart beat fast and his head race. Studying the Singapore currency he saw the image of a snarling tiger in the watermark. That clinched it. The tiger tycoon moved into Singapore in 1926 and Eng Aun Tong found a spanking new home in the busiest port in the region. A new and larger factory was built along Neil Road where production was ten times more than that of Rangoon's. Aw Boon Haw plied small towns in Malaya in his custom-made car which had a head fabricated like a tiger. When the kampong folks crowded round, he would distribute samples of Tiger Balm and its sister products and win still more customers. A new mansion, Haw Par Villa, was built on a hill in Pasir Panjang, surrounded by unique gardens depicting Chinese mythology for the younger, quieter Boon Par in 1937. Also known as Tiger Balm Gardens, it was free to the public. (Tiger Balm Gardens was later donated to the Singapore government by the Aw family, put on public tender for re-building as a theme park under the name Haw Par Villa. This theme park is no longer associated with the Haw Par group). With factories and distributorships firmly established in Malaya, Hong Kong, Batavia, cities in China and Thailand, and with wealth and status long achieved, Boon Haw next channelled his energy into diversification, which would include publishing and banking. During the Japanese Occupation Boon Haw was in Hong Kong and carried on business from there while Boon Par shut the factory in Singapore and returned to Burma where he died in 1944. After the war Aw Boon Haw returned to Singapore, reopened his factory and newspapers, repaired his homes and gardens and established the Chung Khiaw Bank in 1950. He placed the management of the bank under the leadership of his son-in-law, Lee Chee Shan. Aw Boon Haw died in 1954 at the age of 72 from a heart attack on his way to Hong Kong following a major operation in Boston. Aw Boon Haw's nephew, Aw Cheng Chye, assumed control of the family business and became Chairman of Haw Par Brothers (Private) Limited and Sin Poh (Star News) Amalgamated (Private) Limited, and took over the management of Chung Khiaw Bank from his brother-in-law Lee Chee Shan in 1953. In 1969, most of From right top: the family business went into a The original Eng Aun Tong company that was listed on the stock factory in Neil Road. exchanges of Singapore and Malaya as From left: Haw Par Brothers International Limited The custom-made car (later renamed Haw Par Corporation with a “tiger” head. Limited).
From right bottom: Haw Par Villa was famous for its depiction of Chinese mythology.
12 Haw Par Corporation Limited Our Heritage
The Slater Walker Saga (1971 – 1976) Eager to expand his business empire, Aw Cheng Chye invited British investment group Slater Walker Securities Limited to take a stake in Haw Par. On 8th June 1971, following secret negotiations, Slater Walker took control of Haw Par, then brought it through some five years of high profile corporate manoeuvres that made it the fifth largest company on the local stock exchange. It was however not to last. Massive irregularities and personal interests were involved, and the empire came to a spectacular collapse. During this period, Tiger Balm was franchised to the main Asian territories for 20 years to Jack Chia Limited. Haw Par also acquired Scott and English, Drug Houses of Australia, and Kwan Loong, but divested itself of major operating businesses like the Chinese Paper Sin Chew Jit Poh and the well-networked Chung Khiaw Bank. Haw Par emerged from the Slater Walker saga in tatters. Michael Fam was brought in by the government to steer the company back to its feet (1975 – 1977), and former Haw Par chairman, Richard Tarling, was sentenced to jail.
Recent History There followed a period of uncertainty as three corporate heavyweights battled for the control of Haw Par: the Hong Leong group with a 7% stake, Jack Chia Limited with 16%, and the United Overseas Bank (UOB) headed by chairman Wee Cho Yaw holding 17%. There was street talk of a pact between Hong Leong and Jack Chia to control Haw Par jointly. On 3rd June 1981, UOB purchased a large block to bring its stake to over 30% and emerged victorious. This stake has grown over the years to 43%. Under the prudent stewardship of chairman Wee Cho Yaw, the group grew steadily in assets, with its 5.9% in UOB making up over half of the market worth of its assets, as well as a number of other strategic investments in related companies. Today, the group’s strategic investments make up 54% of the book value of its assets (73% of its market value), with investment properties making up another 25% and operating businesses 21%. A number of chief executives followed after Michael Fam left the scene: George Magnus (1976 – 1978), Stacey Ellis (1978 – 1983), Loo Siew Poh (1984 – 1988), Charlie Phua (1988 – 1990), and Hong Hai (since 1990). In the last 10 years Haw Par has sharpened its focus and divested itself of most non-core operating businesses, including textiles (Mandarin Textiles Ltd), commodity trading, travel (Haw Par Travel), engineering (Pioneer Diecasting), computers (Asian Computer Services), electronics, as well as its stake in Sony (Singapore) Pte Ltd. Sales turnover fell as a result of these divestments, but earnings rose by a hefty 120%. Today, Haw Par is no longer the diversified conglomerate that it was in the seventies and eighties, but a company with strategic investments, investment properties, and two core operating businesses, Healthcare and Leisure, that promote healthy lifestyles. The company’s balance sheet is among the strongest of public-listed companies in Singapore. Subsidiary Haw Par Healthcare Limited has attained virtually uninterrupted growth in earnings ever since it was listed on the main board of the Singapore Stock From left top: Exchange in 1988, with increasing product offerings that go well beyond the original Aw Cheng Chye. ointment in the little jar, as well as the leading position in the manufacture and supply of generic drugs in Singapore. From right middle: Richard Tarling. With its strong financial position and focused businesses, the future looks bright indeed for both Haw Par Corporation and Haw Par Healthcare. From right bottom: The young Wee Cho Yaw became Chairman in 1978.
Haw Par Corporation Limited 13 === Our Products
Our Products !
Healthcare !
The Tiger and Kwan Loong brand range of products are generally used throughout the world to warm up and invigorate the body and soothe away aches and pains.
Tiger Balm Soft is a new product with fragrance for the younger generation. !"#$%&'()*+
The original world-renowned Tiger Balm Ointment. !"#$%&'
Tiger Liniment , the liquid alternative to Tiger Balm. !" #$%&'
German version of Tiger Medicated Plasters. !"#$%&'()*+ Kwan Loong Medicated Oil, the traditional favourite for colds and aches. !" Tiger Muscle Rub warms up and invigorates the body for active sports and soothes the aches away. !"#$%&'()*+,-. !"#$%&
DHA manufactures and distributes a wide range of prescription and over- the-counter ethical pharmaceutical products which include analgesics, antacids, antibiotics, antidiarrhoeals, anti-fungals, antihistamines, corticosteroid creams, cough and cold preparations, vitamins and minerals.
DHA has over 200 products for doctors. DHA 200 !"#$%&
14 Haw Par Corporation Limited Our Products ===
Healthcare !
These products are formulated to treat various ailments including body pains, fever, gastric and digestion problems, bacterial infection, flu, allergy, hair loss and vitamin deficiency.
Regro, the popular hair Cough syrup Dhasedyl is a restorer from DHA. common prescription drug. Regro !"#$%&'( Dhasedyl !"# !
Leisure
Underwater World Singapore (UWS), the popular attraction on Sentosa Island, showcases exotic and rare marine animals. The latest addition features a Dolphin Lagoon with pink Indo-Pacific Humpback dolphins in a natural environment.
Golden Bowl is a chain of bowling centres owned and managed by Haw Par Recreation. Indo-Pacific Humpback dolphins. !"#$%& Golden Bowl family entertainment centre. !"#$%&'( Property
In Singapore, Haw Par Technocentre, Setron Building, Haw Par Centre and Haw Par Glass Tower have a total net lettable area of 41,162 square metres, whilst Menara Haw Par in Malaysia has 15,659 square metres.
Haw Par Technocentre. !"#
Power Generators !
Scott & English Limited is a major supplier of diesel generator sets with over 50 years of experience in marketing its own high quality and certified Cumford-Turbo and Stargen brands of diesel generators. Power Generators. !
Haw Par Corporation Limited 15 Group Companies
Group Companies
healthcare subsidiary companies Haw Par Healthcare Limited Drug Houses of Australia (Asia) Pte Ltd Tiger Balm (Malaysia) Sdn Bhd Haw Par Tiger Balm (Philippines), Inc. Tiger Medicals (Taiwan) Ltd Xiamen Tiger Medicals Co., Ltd PT Haw Par Healthcare Indonesia Haw Par Medicals (India) Private Limited Haw Par Tiger Balm (Thailand) Limited Tiger Balm Japan Co., Ltd
leisure subsidiary companies Haw Par Leisure Pte Ltd Underwater World International Pte Ltd Underwater World Singapore Pte Ltd Underwater World Pattaya Ltd Haw Par Recreation (Malaysia) Sdn Bhd PGF International Pty Limited PGF New Zealand Limited
investments subsidiary companies Haw Par Securities (Private) Limited Haw Par Investment Holdings Private Limited Haw Par Equities Pte Ltd Straits Maritime Leasing Private Limited Pickwick Securities Private Limited Haw Par Capital Pte Ltd M&G Maritime Services Pte Ltd Haw Par International Limited
property subsidiary companies Haw Par Properties (Singapore) Private Limited Haw Par Centre Private Limited Setron Limited Haw Par Land (Malaysia) Sdn Bhd others Scott & English Limited UIC Technologies Pte Ltd (associated company)
16 Haw Par Corporation Limited Operations Review
Healthcare 18
Leisure 20
Property 22 Investments & Power Generation 23
People & The Community 24 === Healthcare
Healthcare !
Tiger Brand Products !
During the year, in line with the company’s strategy to widen its product offering, we launched a new version of Tiger Balm – Tiger Balm Soft – in Singapore. This new product is targeted at younger consumers, featuring a herbal fragrance and a softer texture which makes application over large areas of the body easier. Initial acceptance from the trade and consumers of this product was very encouraging. Advertising and promotions over television, newspapers, and magazines were endorsed by television celebrity Phyllis Quek. Tiger Balm Soft will be launched in Hong Kong in 2001.
Tiger Balm Plaster (Medizinisches Pflaster) was launched in Germany in August 2000. The acceptance by the trade and German consumers was gratifying despite the fierce competition from existing brands like ABC Plasters and Evai Plasters. Tiger Balm Plaster was also launched into Greece in December 2000. Supported by television and print advertising, this product took off well. It will also be introduced to Switzerland in early 2001 and then later to the United Kingdom. These product introductions will further strengthen the Tiger brand image.
New markets for Tiger Balm included Russia to which a first shipment was made in December 2000. Initial pipelining has been encouraging for our distributor, Euromedica Pulse. A first time order of Tiger Balm was shipped to our distributor Ipeca for Venezuela in March 2001. We hope to make shipments to Uruguay, Paraguay and Argentina in 2001 when our registrations have been approved. A new distributor, lban llac Ticaret ve Sanayi AS, was appointed for Turkey in 2001. From right top: During the year, the Company set up a joint venture company in Japan called TV celebrity Phyllis Quek endorses Tiger Balm Soft. Tiger Balm Japan to strengthen our product development activities in Japan. !"#$%& This company will develop products both in the Japan market and other Asian !"#$%&' markets. In Taiwan, a new distributor Maywufa Company From left middle: Quality and Good Ltd was appointed. As a result Manufacturing Practice we expect better penetration go into the production of supermarket outlets. of Tiger Balm. !"#$%&' Sales have grown rapidly in the !"#$%&'( United States in recent years. From right bottom: We are now exploring with our Haw Par President Hong Hai (left) distributor, Prince of Peace, ways with Kenneth Yeung of Prince of Peace in USA. to expand the business further. !"#$%& !"
18 Haw Par Corporation Limited Healthcare ===
The Hong Kong economy was buoyant in the year under review, and sales accordingly improved. We expect to step up advertising and promotion activities in Hong Kong this year to try to boost sales further.
Our main and international website www.tigerbalm.com has been well visited by many people from all over the world.
Ethical Pharmaceutical Products !
Established in 1969, wholly-owned subsidiary Drug Houses of Australia (Asia) Pte Ltd (DHA), is the largest generic drugs manufacturer in Singapore. DHA has maintained its leading position as a supplier of generic drugs in Singapore. In the year 2000, 70% of the sales were from the local market, comprising private clinics, hospitals, polyclinics, pharmacies, medical halls, wholesalers and various institutions under the Ministry of Health. Export markets included Hong Kong, Malaysia, Myanmar, Brunei, Afghanistan, Maldives, Bangladesh, Sri Lanka, Papua New Guinea and the Fiji islands.
Sales increased 5% compared to 1999, helped by a 33% increase in Hong Kong. DHA continues to develop new export markets, and is also actively looking for other trading items to supplement its product range.
Five new products were introduced during the year and another six items are in the pipeline for launch in 2001/2002.
In addition to regular training programmes for the manufacturing staff, DHA implemented training programmes for sales staff and streamlined invoice-processing procedures in the year 2000. This led to further improvements in customer service.
DHA also contract manufactures Tiger Balm and Kwan Loong products for Haw Par Healthcare. During the year, Health Authorities inspectors from Germany and Singapore as well as the Japanese distributor for Tiger brand products audited our manufacturing operations. The operations complied with their Good Manufacturing Practice requirements.
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Haw Par Corporation Limited 19 = Leisure
Leisure
Haw Par Leisure Pte Ltd (HPL) develops and manages location based entertainment centres and oceanariums. The company’s strategy for growth is to expand its oceanarium business in Asia.
Oceanariums
To coincide with the Year of the Dragon, Underwater World Singapore (UWS) launched a ‘Dragon Family’ exhibit in January 2000. The exhibit featured eight ‘dragons’ of the water – the Leafy Seadragon, Weedy Seadragon, Dragon Moray Eel, Chinese Water Dragon, Dragon Wrasse, Red Dragon Fish, Mandarin Dragonet and Spiny Lobster (‘Dragon Prawn’).
In March 2000, UWS opened the Dolphin Lagoon officially to the public. Many special children and adults from charitable organisations such as the Spastic Children’s Association, Children’s Cancer Foundation, Dover Park Hospice and Methodist Welfare Services had the opportunity to visit the oceanarium and interact with the pink dolphins at the Dolphin Lagoon.
In July 2000, UWS supported the Singapore Shark Conservation Campaign by providing the venue for the media conference with local celebrities and ‘Jaws’ author, Peter Benchley. UWS also participated in the Creative Classroom programme organised by Discovery Channel and Singapore Cable Vision to raise awareness on the conservation of sharks for the students.
From right top: An ‘Amazon Journey’ exhibit was Our “Meet-the-Dolphins” sessions bring delight launched in October 2000. On display to one and all. is a variety of exotic animals from the !"#$%& !" Amazon River, such as the giant arapaima, pacus, piranhas, electric From left bottom: eels, freshwater stingrays and poison Feeding sessions of the sharks are popular dart frogs. with visitors. “ ! ” ! !"#
20 Haw Par Corporation Limited Leisure =
A subsidiary of HPL entered into a joint venture agreement to develop a modern underwater world/aquarium attraction in Pattaya, Thailand. The attraction will feature exotic marine and freshwater fish displays against a tropical setting, with a state-of-the-art 135 metre acrylic tunnel. The aquarium is scheduled for completion in 2002.
Family Entertainment Bowling Centres !"#$%&
HPL’s wholly-owned subsidiary, Haw Par Recreation (Malaysia) Sdn Bhd, owns and manages a chain of bowling centres in Malaysia under the brand name Golden Bowl. They are located in Malacca, Puchong, Klang and Seremban. These centres provide clean and conducive environments for customers and are equipped with state-of-the-art automatic scoring systems. The company will continue to identify suitable locations for new centres.
Golf During the year, PGF has experienced domestic volume increases in most product categories. The launch of Optima Custom Logo Headwear and Apparel at the end of Year 2000 added considerably to the PGF image.
PGF also launched its own website during 2000, the address being www.pgf.com. From right top: Signing of joint venture !"# !"#$%!&#$'()*+,- !"#$%&' agreement for Underwater World Pattaya. !"#$%& !"#$% !"#$%&'()*+, !"#$%& !"#$%&'()*+,-. !"#
! !"# !"#$%&'()%*+, !" From left middle: Wholesome family !" dçäÇÉå=_çïä !"#$%&'( entertainment at Golden Bowl. !"#$%& !"#$
Haw Par Corporation Limited 21 = Property
Property
The Group's property portfolio comprises 75,116 square metres of commercial and industrial space in Singapore, Malaysia and Hong Kong.
Singapore Haw Par Centre and Haw Par Glass Tower, both office buildings, together offer a total net lettable area of some 13,677 square metres. Whilst Haw Par Centre continues to enjoy high occupancy with a tenant list of reputable and established firms, the adjacent Haw Par Glass Tower is expected to appeal to new tenants following a recent refurbishment costing some $5 million.
Haw Par Technocentre and Setron Building, both leasehold industrial buildings, account for a total net lettable area of some 27,485 square metres.
The Group's two other leasehold industrial buildings, Haw Par Tiger Balm Building and Scott & English Building, yield a further 17,820 square metres of total net lettable floor space.
Malaysia ! Menara Haw Par, a 32-storey freehold commercial building in Kuala Lumpur, has a net lettable area of 15,659 square metres. Occupancy rates fell during the year owing to an office glut situation in Malaysia which persists in 2001.
Hong Kong Three office/industrial units at the Westlands Centre with a net lettable area of 475 square metres.
!"#$ !"#$% !" TRINNS !"#$%&' !"#$%&'()*+ !"#$ !"#$ !" #
From left: The redeveloped Haw Par Centre is a modern office complex. !"#$%& !
22 Haw Par Corporation Limited Investment & Power Generation !"#$
Investments
The Group has substantial investments in various forms of securities and actively manages its surplus funds under the guidance of the Investment Committee.
Overall, the Group’s investments have grown significantly over the years and unrealised valuation surplus stood at a healthy $550 million at the end of 2000.
Power Generation !
Scott & English Limited (S&E) is a supplier of diesel generating sets with over 50 years experience in the design, assembly, installation and supply of its own high quality and ISO 9001 certified brands like Cumford-Turbo and Stargen power generation equipment/systems to more than 40 countries around the world.
S&E is the authorised Generator Set Original Equipment Manufacturer (GOEM) for established engine manufacturers including Cummins (USA), Perkins (UK), Volvo- Penta (Sweden), MTU (Germany), Deutz (Germany) and other reputable engines.
In 2000, S&E set up its Shanghai Representative Office and obtained a licence from the Ministry of Information Industry of the People’s Republic of China as the qualified generator sets supplier to supply its diesel generator sets to China Telecommunication Industry. In the same year, S&E was also awarded two prestigious projects in Singapore – the Novena Square and Singapore Exchange Centre – to supply and install Cumford- Turbo diesel generator sets and switchgear.
The company is on the lookout for strategic partners to grow its scope of business.
!"#$%&'()*+ !"#$%&'()* !"#$ OMMM !"#$%&'()*&+, R RMMM
!"#$%&' () RM !"#$%&'()*+ !" QM !"#$%&'()*+,-./
From right: Highly qualified technician conducts regular maintenance of power generator. !"#$%&'
Haw Par Corporation Limited 23 ==== People & The Community
People & The Community !"
Human Resource !
The Human Resource Department continues to emphasise staff training and development programmes. During the year, an e-Business workshop was organised for top management staff in the Group.
Activities to promote team spirit and camaraderie amongst staff were planned on a regular basis. Among the activities organised by the Sports Club in 2000 were a weekend cruise, inter-company bowling competition, a trip to Penang and the Annual Dinner & Dance.
Community Relations !
As part of its contribution to community service, the Group continued to support charitable organisations and the local performing arts. Sponsorships in various forms were made to the Community Chest of Singapore, Dover Park Hospice, Methodist Welfare Services, Spastic Children’s Association, AWWA Elderly Care Services and the Singapore Lyric Opera.
From right top: In support of the preservation of wildlife and Staff performance to usher endangered animals, the Group continues to in the Millennium. !"#$%& sponsor the Malayan tiger exhibits at the Night ! Safari and the Persian leopards at the Singapore Zoological Gardens. From right bottom: Sponsorship of the Tigers (“Haw”) & Leopards (“Par”) !"#$%&'( !"#$ at the Night Safari & ! !"#$% !"#$ Singapore Zoological Gardens. !"#$%#&'( !"#$%"& “ ” “ ”
24 Haw Par Corporation Limited Financial Review
Overall Financial Performance 26
Return on Assets Employed 26
Segmental Performance 27
Financial Position 29 Financial Review
Overall Financial Performance & Return on Assets Employed
Segment Profits Before Tax Overall Financial Performance
$million Group earnings increased by 2% over last year to $41.7 million 30.0 28.0 27.3 1999 2000 whilst pre-tax profit dipped 3% to $58.4 million. The Group 25.0 enjoyed a lower effective tax rate as a result of a special tax- exempt dividend income but also saw lower profits in the 20.0 second half of the year from reduced investment income. 17.1 15.3 Interest expenses increased by 16% to $7.4 million mainly as 15.0 a result of higher bank borrowing rates. 10.9 9.6 8.5 10.0 8.1 Group turnover of $158.1 million was 6% below last year due mainly to a shortfall of $10.2 million as a result of not 5.0 accounting for the turnover of Asian Computer Services 0 following its merger with UIC Technologies in October 2000. Healthcare Leisure Property Investments The extraordinary loss of $12.8 million includes a provision of $13.6 million for a diminution in value of the long term investment in Camerlin (BVI) and closure costs of $2.0 million for certain leisure businesses, offset by a gain of $2.6 million on the disposal of the 20% interest in an associated company, Mundo Submarino.
Return on Assets Employed The Group applies a Return on Assets Employed (ROA) measure to evaluate the performance of its business segments. In 2000, overall Group ROA was maintained at 7.5%. Healthcare and Leisure divisions reported improved ROAs as a result of higher profits and efficient utilisation of assets respectively. However, lower profits caused a slight decrease in the ROAs of the property and investments divisions. Return on Assets Employed % 20.0 1999 2000
15.7 15.1 15.0
10.6 10.2 5.9 10.0 5.7
7.6 7.5 6.7 6.5 5.0
0 Group Healthcare Leisure Property Investments
26 Haw Par Corporation Limited Financial Review
Segmental Performance Healthcare division recorded a 12% increase in pre-tax profit to $17.1 million on a slight rise in turnover of 2% to $58.6 million. Sales of Tiger brand products to the Americas, mainly U.S. and Canada, saw strong growth of 33% whilst those to Europe and Middle East were maintained. Healthcare (Sales by Markets) However sales to Asia were down 6% due to difficult market $million 50.0 conditions in certain countries such as Japan, China and Taiwan. 1999 2000 Overall, the higher sales were also helped by the launch of new 40.0 39.4 products such as Tiger Balm Soft and Tiger Medicated Plaster. 38.2 Generic drug sales improved by 5% to $11.0 million due to better 30.0 demand from the Singapore and Hong Kong markets.
The increase in pre-tax profit was contributed by higher 20.0 interest income and sales with gross margin and expenses 10.0 maintained close to previous year’s level. Higher interest 10.0 7.5 5.2 income was achieved through higher returns of about 4.0% 5.1 4.4 4.5 0.6 0.9 on its cash deposits and short term investments placed with 0 professional fund managers. Asia America Europe Middle East Others
Leisure division achieved a 5% increase in turnover to $37.4 million but pre-tax profit decreased by 12% to $9.6 million. The number of visitors to Underwater World Singapore (UWS) decreased to 1.59 million versus 1.63 million for the previous year. However, it was able to increase turnover by $2.4 million mainly through an increase in its entry ticket price to reflect the addition of a new attraction, Dolphin Lagoon. Pre-tax profit for leisure division decreased mainly due to increase in operating costs for new attractions in UWS and lower contribution from the bowling centres in Malaysia as a result of closure costs for one of its centres.
Underwater World Singapore (Number of Visitors) million 2.0
1.63 1.59 1.55 1.5
1.0
0.5
0 1998 1999 2000
Haw Par Corporation Limited 27 Financial Review
Property (Building Occupancy Rates) Segmental Performance (cont’d)
% Property income was affected by the 100.0 92.3 99.5 depressed market for office premises in 91.3 92.0 1999 89.8 2000 Malaysia but this was offset by the higher 80.0 38.2 contribution from the refurbished Haw 73.4 67.4 Par Centre. The Group’s properties in 67.1 Singapore generally enjoyed high 60.0 occupancy rates but its only office building in Malaysia saw a sharp decline. 41.7 41.3 40.0 There are plans to refurbish and enhance the image of the building to improve its occupancy rate. 20.0 Investment income was flat as higher 0 dividend income of $35.5 million offset Haw Par Haw Par Haw Par Setron Menara Centre Glass Tower Technocentre Building Haw Par losses incurred on sale of short term investments of $3.8 million. The Group received a special tax-exempt dividend income of $16.0 million from its investment in shares of United Overseas Bank. The Group’s investment portfolio ended the year with a healthy surplus of about $550 million in market value over book value.
Other operations, comprising power generation and information technology, were affected by lower sales and margins due to stiff market competition.
Investments (Market Value vs Book Value)
$million 1,400 Book Value Market Value 1,200 1,136.5 38.2 1,012.3 1,000
800
600 485.6 464.0 400
200
0 1999 2000
28 Haw Par Corporation Limited Financial Review
Financial Position As at 31 December 2000, the shareholders’ funds of the Group amounted to $548.4 million, an increase of $24.4 million from a year ago. The increase was attributed mainly to net profit after dividend of $7.5 million, revaluation surplus for investment properties of $13.8 million and share capital and premium for new shares issued of $1.9 million. The shareholders’ funds per share accordingly increased to $2.89 from $2.78 in the previous year. The short and long term borrowings of the Group decreased by $7.1 million to $211.8 million whilst cash and deposits with banks increased by $20.1 million to $96.7 million. The positive cash flow position was contributed mainly by net cash generated from operations of $39.2 million and proceeds received from maturity of bonds of $14.6 million less payment of dividends to shareholders of $21.1 million.
Shareholders’ Funds & Borrowings
$million 700 Short -term & Long-term Borrowings Shareholders Funds 600 524.0 548.4 500
400
300
218.9 211.8 200
100 41.8% 38.6%
0 1999 2000
Haw Par Corporation Limited 29 Investor Information
Share Price & Trading Volume
1996 1997 1998 1999 2000 Share Price ($) last done 3.18 2.18 1.85 3.04 3.62 high 3.58 3.36 2.25 3.20 3.76 low 2.83 1.97 1.02 1.78 2.00 Per share Earnings (cents) 18.0 13.6 8.9 21.8 22.1 Dividends, net (cents) 8.1 8.1 8.1 11.1 11.3 Dividend cover (times) 2.2 1.7 1.1 2.0 2.0 Net tangible assets ($) 3.30 3.33 2.78 2.75 2.87
Volume ('000) Share Price ($) 10,000
9,000 4.50
8,000 4.00
7,000 3.50
6,000 3.00
5,000 2.50
4,000 2.00
3,000 1.50
2,000 1.00
1,000 0.50
0 0 1996 1997 1998 1999 2000
Trading Volume Share Price
30 Haw Par Corporation Limited Corporate Governance
Corporate Governance
The Company is committed to ensuring high standards of corporate governance for the protection of shareholders’ interests and to promote investor confidence.
Board of Directors The Board comprises nine Directors, of whom three are executive and six are non- executive. It meets at least four times a year. The Board oversees the businesses and affairs of the Group, approves the strategic plans, key operational and financial matters and major investments of the Group, and reviews its financial performance. Through Board meetings and various committees, the Board monitors the performance of the Group and safeguards its assets.
Audit Committee The Audit Committee comprises three Directors, all of whom are non-executive and independent of management. The Committee meets with management and the external and internal auditors at least twice a year. The functions of the Committee, among other things, include: 1. reviewing the audit plans of the internal and external auditors; the Group’s draft interim and annual financial statements as well as announcements prior to submission to the Board for adoption; and related party transactions; 2. considering the internal and external auditors’ reports and to make recommendations if appropriate; and 3. recommending the appointment of external auditors and the fees payable.
Investment Committee The Investment Committee comprises four Directors, of whom three are executive and one is non-executive. It meets fortnightly to review the Group’s portfolio and strategic investments and major investment decisions, and supervises the investment department on investment strategies.
Executive Committee The Executive Committee comprises three executive Directors. It meets when necessary to review the management of the Group’s operations and the progress of corporate development projects.
Administering Committee The Administering Committee comprises three non-executive Directors. It approves the quantum of share options to be granted to eligible managerial staff, based on their performance and contribution to the Group.
Dealings in Securities of the Company The Company prohibits dealings in securities of the Company by officers while in possession of unpublished material price-sensitive information in relation to those securities. It has also adopted the Best Practices Guide on Dealings in Securities issued by the Singapore Exchange Securities Trading Limited, which prohibits officers from dealing in securities of the Company during the period commencing one month before the announcement of the Company’s annual or half-year results, as the case may be, and ending on the date of announcement of the relevant results.
Haw Par Corporation Limited 31
Statutory Reports and Accounts
Report of the Directors 34
Statement by Directors 41
Auditor’s Report 42
Profit and Loss Accounts 43
Balance Sheets 44
Statements of Recognised Gains and Losses 45
Consolidated Cash Flow Statement 46
Notes to the Financial Statements 48 Report of the Directors
The Directors present their report together with the audited financial statements of the Group and of the Company for the year ended 31 December 2000.
Principal Activities The Company is the owner of the “Tiger” trademarks and the holding company for the Group. Its principal activities are licensing of the “Tiger” trademarks, provision of management and support services to members of the Group and owning investments for long term holding purposes. The principal activities of the Group are as follows: (a) manufacturing, marketing and trading healthcare products; (b) trading in sports and leisure-related products and services, information technology products and services and power generation equipment; and (c) investment in property, investment holding and dealing in securities.
There have been no significant changes in the nature of these activities during the financial year.
Results for the Financial Year (In Singapore dollars) Group Company $’000 $’000 Profit after taxation 44,714 26,274 Minority interests (2,979) – Earnings for the year 41,735 26,274 Extraordinary items (12,824) (1,071) Net profit for the year 28,911 25,203 Transferred to statutory reserve (23) – Profit attributable to shareholders 28,888 25,203
In the opinion of the Directors, the results of the Group and of the Company have not been affected by any item, transaction or event of a material and unusual nature during the financial year other than the extraordinary items as disclosed in note 7 to the financial statements. There were no material transfers to or from reserves during the financial year other than those disclosed in note 8 to the financial statements. There were no material transfers to or from provisions during the financial year except for normal amounts set aside for such items as depreciation, provisions for doubtful debts, stocks, property, plant and equipment and income tax as disclosed in the financial statements.
Issue of Shares and Debentures (a) Share capital of the Company During the financial year, the Company increased its issued ordinary share capital to $189,687,526 by the issue of the following shares of $1.00 each fully paid: (i) 448,758 shares at $1.84 each for cash by virtue of the exercise of Warrants 2001; and (ii) 427,500 shares for cash at a premium of $624,205 by virtue of the exercise of share options, pursuant to The Haw Par Corporation Group Executives’ Share Option Scheme.
34 Haw Par Corporation Limited Report of the Directors
Issue of Shares and Debentures (cont’d) (b) Share capital of subsidiary companies (i) During the financial year, Recreational Investment (1992) Pte Ltd issued: • 50,145,455 ordinary shares of $1.00 each at par by conversion of loans due to the Company into capital; and • 732,543 ordinary shares of $1.00 each at par for cash to fund working capital. (ii) During the financial year, Haw Par Healthcare Limited issued 129,000 ordinary shares for cash at a premium of $0.90 (average) by virtue of the exercise of share options.
(c) 2% Term Loan (with embedded bond call option) and Warrant Issue due 2001 Under a Transferable Term Loan Facility and Subscription Agreement dated 18 April 1996, the Company was granted an unsecured term loan of $100,000,000 at a fixed interest rate of 2% per annum, maturing on 24 July 2001. In consideration of the grant by the lender of the said facility, the Company: (i) issued 18,045,499 warrants (“Warrants 2001”) to registered shareholders of the Company on the basis of 1 Warrant 2001 for every 10 shares held at $0.85 per warrant. The Warrants 2001 were constituted under a Deed Poll dated 17 June 1996 and each Warrant 2001 entitles the holder to subscribe at any time on or before 24 July 2001 for one new ordinary share of $1.00 each in the share capital of the Company at an exercise price of presently $1.84 per share. (ii) granted to the lender a bond call option pursuant to which it may from time to time require the Company to issue 2% unsecured bonds due July 2001 (“Bonds 2001”) in such principal amounts not exceeding in aggregate the outstanding amount of the term loan. The Bonds 2001 when issued shall be for a term equivalent to the unexpired period of the term loan and will result in a corresponding reduction in the outstanding amount of the loan. The Bonds 2001, when issued, will either be retained by the lender or placed privately by the lender with financial institutions and sophisticated investors. The Bonds 2001, which were constituted under a Trust Deed dated 17 June 1996, will be redeemed at 100% of their principal amount on 24 July 2001. Up to the end of the financial year, $5,000,000 Bonds 2001 have been issued by the Company by virtue of the exercise of the bond call option.
Options on Shares in the Company The particulars of share options and warrants of the Company are as follows: (a) Under The Haw Par Corporation Group Executives’ Share Option Scheme (“the Scheme”), options to take up 1,039,000 unissued shares of $1.00 each in the Company were outstanding as at 31 December 2000: Number of shares covered by the options Balance at 1.1.00 or Date of later date Balance at Exercise Exercise grant of grant Cancelled Exercised 31.12.00 Price Period 17.4.95 34,500 12,000 22,500 – $2.83 17.4.1996 – 16.1.2000 17.5.96 226,000 6,000 100,000 120,000 $3.46 17.5.1997 – 16.2.2001 13.5.97 336,000 31,000 – 305,000 $3.22 13.5.1998 – 12.2.2002 19.5.98 198,000 – 164,000 34,000 $1.86 19.5.1999 – 18.2.2003 16.4.99 305,000 1,000 141,000 163,000 $2.39 16.4.2000 – 15.1.2004 28.4.00 457,000 40,000 – 417,000 $2.65 28.4.2001 – 27.1.2005 1,556,500 90,000 427,500 1,039,000
Details of options granted prior to 2000 have been disclosed in the Directors’ Reports for the respective years.
Haw Par Corporation Limited 35 Report of the Directors
Options on Shares in the Company (cont’d) In 2000, options to take up 457,000 unissued shares in the Company at the price of $2.65 per share were granted pursuant to the Scheme. The Directors who were granted such options are disclosed under the information on Directors’ interests in this report. During the financial year, 427,500 shares were issued by virtue of the exercise of options and options to take up 90,000 unissued shares were cancelled, the details of which are set out above. The Committee administering the Scheme comprises Mr Wee Cho Yaw, Mr Sat Pal Khattar and Mr Hwang Soo Jin. No options have been granted to controlling shareholders or their associates or parent group employees. Save as set out below, no employee received 5 per cent or more of the total number of options available under the Scheme. The information on Directors of the Company participating in the Scheme is as follows: Hong Hai Wee Ee Lim Chng Hwee Hong Options granted during the financial year 80,000 36,000 48,000 Aggregate options granted since commencement of the Scheme to the end of the financial year 780,000 234,000 390,000 Aggregate options exercised since commencement of the Scheme to the end of the financial year 425,000 80,000 168,000 Aggregate options that have expired since the commencement of the Scheme 135,000 32,000 40,000 Aggregate options outstanding as at the end of the financial year 220,000 122,000 182,000
The Scheme expired on 17 April 2001, but options already granted under the Scheme remain exercisable until the end of the relevant option period. (b) During the financial year, 448,758 new shares were issued at a subscription price of $1.84 per share by virtue of the exercise of 448,758 Warrants 2001. There were 16,049,224 outstanding Warrants 2001 as at 31 December 2000.
Options on Shares in Subsidiary Company The particulars of share options of a subsidiary company are as follows:
Haw Par Healthcare Limited (“HPH”) Under The Haw Par Healthcare Group Executives’ Share Option Scheme (“the HPH Scheme”), options to take up 365,000 unissued shares of $0.20 each in HPH were outstanding as at 31 December 2000: Number of shares covered by the options Balance at 1.1.00 or Date of later date Balance at Exercise Exercise grant of grant Cancelled Exercised 31.12.00 Price Period 17.4.95 36,000 36,000 – – $1.70 17.4.1996 – 16.1.2000 17.5.96 90,000 – – 90,000 $2.40 17.5.1997 – 16.2.2001 13.5.97 96,000 – – 96,000 $1.74 13.5.1998 – 12.2.2002 19.5.98 39,000 – 24,000 15,000 $1.01 19.5.1999 – 18.2.2003 16.4.99 137,000 5,000 105,000 27,000 $1.12 16.4.2000 – 15.1.2004 28.4.00 149,000 12,000 – 137,000 $1.41 28.4.2001 – 27.1.2005 547,000 53,000 129,000 365,000
36 Haw Par Corporation Limited Report of the Directors
Options on Shares in Subsidiary Company (cont’d) In 2000, options to take up 149,000 unissued shares in HPH at the price of $1.41 per share were granted pursuant to the HPH Scheme. During the financial year, 129,000 shares were issued by virtue of the exercise of options and options to take up 53,000 unissued shares were cancelled, the details of which are set out above. The HPH Scheme expired on 17 April 2001, but options already granted under the HPH Scheme remain exercisable until the end of the relevant option period.
Dividends (In Singapore dollars) During the financial year, the following dividends were paid by the Company: $’000 (a) Final dividend of 10% less tax of 25.5% in respect of the previous year as proposed in the report of the Directors of that year 14,076 (b) An interim dividend of 5% less tax of 25.5% in respect of the year under review 7,041 21,117
The Directors are recommending a final dividend of 10% less tax of 24.5% in respect of the year ended 31 December 2000 14,322
Directors (a) The following Directors are in office at the date of this report:
Wee Cho Yaw (Chairman) Hong Hai (President & Chief Executive Officer) Wee Ee Lim (Deputy President) Chng Hwee Hong (Executive Director & Chief Operating Officer) Hwang Soo Jin Lee Suan Yew Lim Kee Ming Sat Pal Khattar Tan Eng Joo (b) The Directors holding office at 31 December 2000 had no interests in the shares, warrants, share options in or debentures of the Company and/or its subsidiary companies as recorded in the register of Directors’ shareholdings kept by the Company under Section 164 of the Companies Act, Cap. 50 except as follows: Holdings registered in the Holdings in which Directors are names of Directors as at deemed to have an interest as at 1.1.2000 31.12.2000 21.1.2001 1.1.2000 31.12.2000 21.1.2001 Interest in the Company’s shares of $1.00 each Wee Cho Yaw 275,000 275,000 275,000 257,070 4,815,070 4,815,070 Hong Hai 120,000 120,000 120,000 – – – Wee Ee Lim 35,200 83,200 115,200 257,070 4,615,070 4,615,070 Chng Hwee Hong 32,400 52,400 60,400 – – – Hwang Soo Jin 22,000 30,000 30,000 – – – Sat Pal Khattar 55,000 55,000 55,000 14,520 14,520 14,520 Tan Eng Joo 50,000 50,000 50,000 – – –
Haw Par Corporation Limited 37 Report of the Directors
Directors (cont’d) Holdings registered in the Holdings in which Directors are names of Directors as at deemed to have an interest as at 1.1.2000 31.12.2000 21.1.2001 1.1.2000 31.12.2000 21.1.2001 Warrants 2001 convertible into the Company’s shares of $1.00 each Wee Cho Yaw 27,500 27,500 27,500 25,773 25,773 25,773 Wee Ee Lim 3,520 3,520 3,520 25,773 25,773 25,773 Chng Hwee Hong 3,240 – – – – – Hwang Soo Jin 2,200 – – – – – Sat Pal Khattar 5,500 5,500 5,500 1,452 1,452 1,452 Tan Eng Joo 4,000 – – – – – Options to subscribe for the Company’s shares of $1.00 each Hong Hai 260,000 220,000 220,000 – – – Wee Ee Lim 134,000 122,000 90,000 – – – Chng Hwee Hong 178,000 182,000 154,000 – – – Interest in Haw Par Healthcare Limited’s shares of $0.20 each Wee Cho Yaw 50,000 50,000 50,000 – – – Hong Hai 100,000 200,000 200,000 – – – Wee Ee Lim 23,000 23,000 23,000 – – – Hwang Soo Jin 10,000 33,000 33,000 – – – Sat Pal Khattar 50,000 50,000 50,000 – – – Tan Eng Joo 40,000 50,000 50,000 – – –
(c) Neither at the end of the financial year, nor at any time during the year, did there subsist any arrangements to which the Company is a party, whereby Directors might acquire benefits by means of the acquisition of shares, warrants, share options in or debentures of the Company or any other body corporate, other than pursuant to The Haw Par Corporation Group Executives’ Share Option Scheme. (d) Since the end of the previous financial year, no Director has received or has become entitled to receive benefits required to be disclosed by Section 201(8) of the Companies Act, Cap. 50 by reason of a contract made by the Company or its subsidiary companies with the Director or with a firm of which he is a member or with a company in which he has a substantial financial interest except those disclosed in notes 4, 26 and 27 to the financial statements.
Subsidiary Companies (a) Disposal of subsidiary companies by the Company: Interest Net tangible Name of subsidiary company disposed asset/ (liability) Consideration %$ $ Asian Computer Services Pte Ltd 100 5,156,014 4,818,458 Newtech Business Systems Pte Ltd 100 (120,169)
38 Haw Par Corporation Limited Report of the Directors
Subsidiary Companies (cont’d)
(b) Incorporation of subsidiary companies by subsidiary companies: Group’s Total share Name of subsidiary company interest therein capital issued Consideration %$ Haw Par Healthcare Limited (immediate parent company) Tiger Balm Kabushiki Kaisha 60 JPY 10,000,000 96,099 Underwater World Attractions Pte Ltd (formerly known as Eng Aun Tong Pte Ltd) (immediate parent company) Underwater World (Thailand) Ltd 49 THB 10,000 201 Underwater World (Thailand) Ltd (immediate parent company) Underwater World Pattaya Ltd 46.6 THB100,000,000 * 1,125,875 (called up THB 51,000,000)
* As at the end of the financial year, only 51% of the total issued share capital has been called. Accordingly, the consideration of $1,125,875 paid by the Group as at the end of the financial year represents its share of the called up share capital. Underwater World (Thailand) Ltd and Underwater World Pattaya Ltd are considered as subsidiary companies on the basis that the Group has the power to cast the majority of the votes at the board meetings. (c) The subsidiary companies, Tiger Balm (Hong Kong) Limited and The Proshop Sdn Bhd, were liquidated/ struck-off during the financial year. (d) The subsidiary companies, Recreational Investment (1992) Pte Ltd and Spa Development Pte Ltd, were placed under voluntary liquidation after the financial year end. (e) The subsidiary company, Regina Haw Par Pte Ltd, was liquidated after the financial year end.
Asset Values of the Group and the Company Before the profit and loss account and balance sheet of the Company were made out, the Directors took reasonable steps: (a) to ascertain that proper action had been taken in relation to bad and doubtful debts and have satisfied themselves that all known bad debts had been written off and that adequate provisions had been made for doubtful debts; and (b) to ensure that any current assets which were unlikely to realise their book value in the ordinary course of business had been written down to their estimated realisable values. At the date of this report, the Directors are not aware of any circumstances which would render the amounts written off for bad debts or the amounts provided for doubtful debts in the Group inadequate to any substantial extent or the values attributable to current assets in the consolidated financial statements of the Group misleading.
Other Circumstances Affecting the Financial Statements At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements of the Group and of the Company which would render any amount stated in the consolidated financial statements of the Group and the financial statements of the Company misleading.
Haw Par Corporation Limited 39 Report of the Directors
Unusual Items After the Financial Year In the opinion of the Directors, no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the date of this report which is likely to affect substantially the results of the Group and of the Company for the financial year in which this report is made.
Charges and Contingent Liabilities No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may affect the ability of the Group and of the Company to meet their obligations as and when they fall due. As at the date of this report: (a) there are no material contingent liabilities which have arisen since the end of the financial year in respect of any corporation in the Group and the Company other than in the normal course of business; and (b) there are no charges on the assets of any corporation in the Group and the Company which have arisen since the end of the financial year which secure the liabilities of any other person.
Audit Committee The Audit Committee carried out its functions in accordance with the Companies Act, Cap. 50, which included a review of the financial statements of the Group and the Company for the year and the auditors’ report thereon. The Audit Committee has recommended to the Board of Directors the re-appointment of Ernst & Young, Certified Public Accountants, as external auditors of the Company.
Auditors Ernst & Young have expressed their willingness to accept re-appointment as auditors of the Company and a resolution proposing their re-appointment will be submitted at the Annual General Meeting.
On behalf of the Board,
Wee Cho Yaw Chairman
Hong Hai President & Chief Executive Officer
Singapore 7 March 2001
40 Haw Par Corporation Limited Statement by Directors
Pursuant to Section 201(15)
We, Wee Cho Yaw and Hong Hai, being two of the Directors of Haw Par Corporation Limited do hereby state that, in the opinion of the Directors: (i) the balance sheets, profit and loss accounts, statements of recognised gains and losses, and consolidated cash flow statement together with the notes thereto, set out on pages 43 to 76, are drawn up so as to give a true and fair view of the state of affairs of the Company and of the Group as at 31 December 2000, and the results of the Company and the Group, and the cash flow of the Group, for the year ended 31 December 2000; and (ii) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they fall due.
On behalf of the Board,
Wee Cho Yaw Chairman
Hong Hai President & Chief Executive Officer
Singapore 7 March 2001
Haw Par Corporation Limited 41 Auditor’s Report to the members of Haw Par Corporation Limited
We have audited the financial statements of Haw Par Corporation Limited set out on pages 43 to 76. The financial statements comprise the balance sheets of the Company and the Group as at 31 December 2000, the profit and loss accounts and the statements of recognised gains and losses of the Company and the Group and the cash flow statement of the Group for the year then ended 31 December 2000, and the notes thereto. These financial statements are the responsibility of the Company’s Directors. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Directors, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, (a) the financial statements are properly drawn up in accordance with the provisions of the Singapore Companies Act (“Act”) and Singapore Statements of Accounting Standard and so as to give a true and fair view of: (i) the state of affairs of the Company and of the Group as at 31 December 2000, the results of the Company and of the Group and the cash flows of the Group for the year ended on that date; and (ii) the other matters required by Section 201of the Act to be dealt with in the financial statements and consolidated financial statements; (b) the accounting and other records, and the registers required by the Act to be kept by the Company and by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act. We have considered the financial statements and auditors’ reports of all subsidiaries of which we have not acted as auditors, being financial statements included in the consolidated financial statements. The names of those subsidiaries audited by our associated firms and those audited by other firms are stated in Note 33. We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations as required by us for those purposes. The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and in respect of subsidiaries incorporated in Singapore did not include any comment made under Section 207(3) of the Act.
ERNST & YOUNG Certified Public Accountants
Singapore 7 March 2001
42 Haw Par Corporation Limited Profit and Loss Accounts
for the year ended 31 December 2000
(In Singapore dollars) Group Company Notes 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Turnover 2 158,120 168,027 – 1,383 Cost of sales (76,106) (84,073) – (1,355)
Gross profit 82,014 83,954 – 28 Other income 3 38,302 38,959 47,283 31,523 Sales and marketing expenses (27,221) (29,789) – – Warehouse and delivery expenses (1,403) (1,429) – – Manufacturing and operating expenses (4,599) (4,441) – – General and administrative expenses (22,005) (21,747) (5,117) (5,212)
Profit from operations 4 65,088 65,507 42,166 26,339 Finance costs 5 (7,374) (6,352) (5,312) (5,344) Share of results of associated companies 643 991 – –
Profit before taxation 58,357 60,146 36,854 20,995 Taxation 6 (13,643) (16,384) (10,580) (6,242)
Profit after taxation 44,714 43,762 26,274 14,753 Minority interests (2,979) (2,815) – –
Earnings for the year 41,735 40,947 26,274 14,753 Extraordinary items 7 (12,824) (10,965) (1,071) (98)
Net profit for the year 28,911 29,982 25,203 14,655 Transferred to statutory reserve 8 (23) (25) – –
Profit attributable to shareholders 8 28,888 29,957 25,203 14,655
Earnings per share for earnings before extraordinary items 10 – Basic 22.1 cts 21.8 cts – Diluted 21.4 cts 21.2 cts
Earnings per share for earnings after extraordinary items 10 – Basic 15.3 cts 15.9 cts – Diluted 14.8 cts 15.5 cts
The accounting policies and explanatory notes on pages 48 to 76 form an integral part of the financial statements.
Haw Par Corporation Limited 43 Balance Sheets as at 31 December 2000
(In Singapore dollars) Group Company Notes 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Non-current assets Property, plant and equipment 11 31,666 38,676 339 383 Investment properties 12 184,294 170,828 – – Trademarks 13 3,373 3,357 2,000 2,000 Subsidiary companies 14 – – 405,821 431,294 Associated companies 15 5,794 7,237 4,818 – Long term investments 16 329,340 358,453 42,022 40,350 Deferred expenditure 17 952 947 – – 555,419 579,498 455,000 474,027
Current assets Stocks and work-in-progress 18 16,134 17,999 – – Debtors 19 32,487 35,248 243 870 Tax recoverable 12,383 10,702 7,671 5,733 Short term investments 20 134,669 127,099 – – Deposits with banks and financial institutions 79,962 65,017 5 5 Cash and bank balances 16,690 11,496 873 366 292,325 267,561 8,792 6,974
Current liabilities Creditors 21 32,400 46,363 2,805 3,013 Taxation 12,222 17,286 – – Short term borrowings 22 210,630 117,594 164,697 87,662 Proposed dividend, net 14,322 14,066 14,322 14,066 269,574 195,309 181,824 104,741 Net current assets/(liabilities) 22,751 72,252 (173,032) (97,767)
Non-current liabilities Deferred taxation 23 2,453 2,132 – – Long term loans 24 1,147 101,290 – 100,000 (3,600) (103,422) – (100,000) Net assets 574,570 548,328 281,968 276,260
Capital and reserves Share capital 25 189,688 188,811 189,688 188,811 Reserves 8 358,735 335,156 92,280 87,449
Share capital and reserves 548,423 523,967 281,968 276,260 Minority interests 26,147 24,361 – – 574,570 548,328 281,968 276,260
The accounting policies and explanatory notes on pages 48 to 76 form an integral part of the financial statements.
44 Haw Par Corporation Limited Statements of Recognised Gains and Losses
for the year ended 31 December 2000
(In Singapore dollars) Group Company Notes 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Recognised in revaluation reserve 8 Surplus/(deficit) on revaluation of investment properties 13,832 (13,481) – – Adjustments on currency realignment 165 45 – –
Recognised in revenue reserve 8 Goodwill paid on additional investment in subsidiary companies (200) (751) – – Dilution of interest in a subsidiary company (75) (38) – –
Recognised in foreign currency translation reserve 8 Exchange differences on translation of the financial statements of foreign entities (net) 939 227 – – Reversal to profit and loss accounts on disposal of a subsidiary company and an associated company 315 – – –
Net gains/(losses) not recognised in the profit and loss accounts 14,976 (13,998) – – Net profit for the year 28,911 29,982 25,203 14,655
Total recognised gains and losses 43,887 15,984 25,203 14,655
The accounting policies and explanatory notes on pages 48 to 76 form an integral part of the financial statements.
Haw Par Corporation Limited 45 Consolidated Cash Flow Statement for the year ended 31 December 2000
(In Singapore dollars) 2000 1999 $’000 $’000 Cash flows from operating activities: Profit before taxation 58,357 60,146 Adjustments for: Depreciation of property, plant and equipment 5,965 5,473 Amortisation of trademarks 57 65 Amortisation of deferred expenditure 320 348 Amortisation of long term investment 9 – Loss on sale of property, plant and equipment 435 4 Share of results of associated companies (643) (991) Investment and interest income (40,434) (16,785) Loss/(profit) on sale of short term investments 3,844 (19,395) Finance costs 7,374 6,352 Write back of property tax – 94 Compensation from settlement of legal case (834) (1,538) Deferred expenditure written off 13 6 Currency realignment (918) 791
Operating profit before working capital changes 33,545 34,570 Decrease in stocks 334 1,953 (Increase)/decrease in debtors (708) 432 (Decrease)/increase in creditors (7,252) 4,112 Net proceeds received from settlement of legal case 437 2,369
Cash generated from operations 26,356 43,436 Interest paid (7,244) (6,953) Investment and interest income received 39,910 16,864 Taxation paid (19,855) (18,836) Net cash provided by operating activities 39,167 34,511
Cash flows from investing activities: Proceeds from sale of an associated company 3,928 – Proceeds from sale of property, plant and equipment 2,923 41 Proceeds from sale of long term investments 72 4,956 Proceeds from sale of short term investments 224,720 151,843 Proceeds from liquidation of an associated company – 40 Acquisition of a subsidiary company – (31,781) Advances to a corporation (2,121) (3,142) Dividends from associated companies – 363 Purchase of long term investments – (10,677) Purchase of property, plant and equipment (2,166) (3,573) Purchase of trademarks (47) (64) Purchase of short term investments (231,759) (185,672) Deferred expenditure incurred (337) (2) Refurbishment of investment properties (3,628) (4,004) Proceeds received from maturity of short term investments 14,567 – Purchase of remaining stake of a subsidiary company (715) – Redemption of preference shares in a long term investment 899 – Redemption of preference shares in an associated company 958 – Cash outflow from disposal of subsidiary companies (747) – Net cash provided by/(used in) investing activities 6,547 (81,672)
46 Haw Par Corporation Limited Consolidated Cash Flow Statement
for the year ended 31 December 2000
(In Singapore dollars) 2000 1999 $’000 $’000 Cash flows from financing activities: Payment of dividends to shareholders of the Company (21,117) (19,443) Proceeds from issue of share capital 1,878 2,623 Proceeds from issue of share capital to minority shareholders of subsidiary companies 1,084 66 Net repayment of short term borrowings (6,654) (13,549) Payment of dividends to minority shareholders of subsidiary companies (420) (371)
Net cash used in financing activities (25,229) (30,674)
Net increase/ (decrease) in cash and cash equivalents 20,485 (77,835) Cash and cash equivalents at beginning of year (note 30) 75,143 152,978 Cash and cash equivalents at end of year (note 30) 95,628 75,143
Summary of effects of subsidiary companies disposed of during the financial year: Property, plant and equipment (307) Stocks (1,531) Debtors (7,802) Bank and cash balances (747) Creditors 5,351 (5,036) Sales consideration * 4,818 Loss on disposal of subsidiary companies at Group level (218)
Cash proceeds from disposal of subsidiary companies – Cash and cash equivalents disposed (747) Cash outflow (net) (747)
* Sales consideration is in the form of equity shares in an associated company, UIC Technologies Pte Ltd.
The accounting policies and explanatory notes on pages 48 to 76 form an integral part of the financial statements.
Haw Par Corporation Limited 47 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
Summary of Significant Accounting Policies
(a) Basis of Preparation The financial statements have been prepared in accordance with Singapore Statements of Accounting Standard and the applicable provisions of the Companies Act. In addition, they have been prepared on a historical cost basis modified by revaluation of certain investment properties and unquoted shares in subsidiary companies. The financial statements are expressed in Singapore dollars.
(b) Basis of Consolidation The consolidated financial statements incorporate the financial statements of the Company and all its subsidiary companies for the year ended 31 December 2000. The accounting year of the Company and all its subsidiary companies ends on 31 December except for Haw Par Medicals (India) Private Limited (“HPMI”) which has an accounting year ending 31 March as required by the laws of its country of incorporation. The consolidated financial statements incorporate HPMI’s audited financial statements as of 31 March and the unaudited management financial statements to 31 December. The Group’s subsidiary companies are shown in note 33. Subsidiary companies comprise those companies in which the Group holds more than one half of the voting power and/or controls the majority composition of the Board of Directors and/or is in a position to exercise controlling influence on their financial and operating policies. The results of subsidiary companies acquired during the year are included from the respective dates of acquisition; the results of subsidiary companies disposed of are included up to the respective dates of disposal. The excess of the cost of control of a subsidiary company over the book value of the net underlying assets acquired is dealt with as goodwill arising on consolidation. Such goodwill is written off against reserves in the year of acquisition. Where the consideration for cost of control of a subsidiary company is the allotment of shares of the Company, credited as fully paid, the difference between the nominal value of the shares so allotted and the value of the consideration less related expenses is credited to share premium account.
(c) Revenue Recognition Revenue from the sale of products are recognised upon passage of title to the customer which generally coincides with their delivery and acceptances. Service revenue is recognised upon rendering of services. Rental income is recognised when due.
(d) Associated Companies Associated companies are those companies other than subsidiary companies in which the Group holds not less than 20% of the equity as a long term investment, has representation on the Board of Directors and is in a position to exercise significant influence on their management. Investment in associated companies are stated at cost in the Company’s balance sheet unless, in the opinion of the Directors, there has been permanent diminution in value, in which event they would be written down to a valuation fixed by the Directors. The Group’s associated companies are shown in note 33. The Group’s share of the results of associated companies, based on audited financial statements and/or management financial statements, is included in the consolidated profit and loss account. On acquisition of an associated company, any difference between the cost of acquisition and the Group’s share of the fair values of the net identifiable assets of the associated company is dealt with as goodwill arising on consolidation and written off against reserves in the year of acquisition. The attributable retained post-acquisition reserves of associated companies are added to investments shown in the Group’s balance sheet. Where the audited financial statements are not co-terminous with those of the Group, the share of profits is arrived at from the last audited financial statements available and unaudited management financial statements to the end of the Group’s accounting period. Dividend income from associated companies is accrued on the basis of the dates dividends are declared by the investee companies.
48 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
Summary of Significant Accounting Policies (cont’d)
(e) Subsidiary Companies Shares in subsidiary companies are stated at cost unless, in the opinion of the Directors, there has been permanent diminution in value, in which event they would be written down to a valuation fixed by the Directors.
(f) Long Term Investments Long term investments are those investments (other than in associated companies) which are not held for trading. They are stated at cost unless, in the opinion of the Directors, there has been a permanent diminution in value, in which event they would be written down to a valuation fixed by the Directors. Realised profits and losses upon disposal of these investments are dealt with in the profit and loss account as extraordinary items. Dividend income from long term investments is accrued on the basis of the dates dividends are declared by the investee companies. Interest income from long term investments is accounted for on an accrual basis.
(g) Short Term Investments Short term investments comprise marketable securities. Collectively, the marketable securities are valued at the lower of cost less amounts written off and net realisable value. Realised profits and losses and unrealised net losses in respect of marketable securities are taken to the profit and loss account. Dividend income from short term investments is accounted for on the basis of the dates dividends are paid by the investee companies. Interest income on marketable securities is accounted for on an accrual basis.
(h) Property, Plant and Equipment Property, plant and equipment are stated at cost less accumulated depreciation. The cost of an asset comprises its purchase price and any directly attributable costs of bringing the asset to working condition for its intended use. Expenditure for additions, improvements and renewals are capitalised and expenditure for maintenance and repairs are charged to the profit and loss account. Profits or losses on disposal of property, plant and equipment, except properties, are included in the operating profit for the year. Profits or losses on the disposal of properties are treated as extraordinary items in the profit and loss account.
(i) Investment Properties Investment properties are held for the primary purpose of producing rental income. Investment properties are revalued annually by the Directors based on periodic independent professional valuation on an open market value basis. The net surplus or deficit on revaluation is taken to the revaluation reserve except when the total revaluation reserve is insufficient to cover any deficit, then such deficit will be charged to the profit and loss account as an extraordinary item. Upon disposal of an investment property, the related remaining revaluation surplus is credited to the profit and loss account as part of the gain on sale of investment property. For properties under development, the land component is stated at annual valuation whereas the development expenditure are stated at cost, which includes cost of construction, related overhead expenditure and financing charges incurred during the period of construction.
Haw Par Corporation Limited 49 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
Summary of Significant Accounting Policies (cont’d)
(j) Depreciation Depreciation of property, plant and equipment is calculated on cost on the straight line basis over their estimated useful lives. No depreciation is provided on project-in-progress. The estimated useful lives are: Leasehold land – Over the term of the lease Leasehold buildings – 50 years or over the term of the lease, whichever is lower Lifts, escalators and electrical installations – 10 to 20 years Plant, machinery and equipment – 10 years Computer equipment – 4 years Fixtures and fittings, office equipment and vehicles – 5 years Marine livestock – 5 years Fully depreciated assets are retained in the financial statements until they are no longer in use. During the year, the Group changed the estimated useful life of its computer equipment from six to four years. The effect of this change in accounting estimate on the Group’s and the Company’s results is insignificant.
(k) Finance Costs Finance costs are recognised as expenses in the period in which they are incurred.
(l) Trademarks The “Tiger” and “Kwan Loong” (“Double Lion”) trademarks are stated at cost. As the current economic value of these trademarks exceeds cost, it is considered appropriate not to provide for amortisation of these trademarks. The “PGF” trademarks and licences are amortised over a period of not exceeding 20 years.
(m) Stocks and Work-In-Progress Stocks are valued at the lower of cost and net realisable value. Cost is arrived at on the first-in-first-out and weighted average bases. In arriving at the net realisable value, due allowance is made for all deteriorated, damaged, obsolete and slow moving stocks. Cost of finished stocks and work-in-progress includes direct materials, labour and the appropriate proportion of variable and fixed manufacturing overheads.
(n) Foreign Currencies Foreign currency monetary assets and liabilities are converted into Singapore dollars at rates of exchange closely approximating those ruling at the balance sheet date. Profit and loss account items, where applicable, are converted at rates closely approximating those ruling at the transaction dates. All foreign exchange profits and losses arising from conversion are included in the profit and loss account. Those relating to capital transactions are reflected as extraordinary items. Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the company expressed in Singapore dollars using the exchange rate at the date of the transaction. For inclusion in the consolidated financial statements, all assets and liabilities and results of foreign subsidiary and associated companies are translated into Singapore dollars at rates of exchange closely approximating those ruling at the balance sheet date. Exchange differences arising from such currency translations together with unrealised gains and losses on the translation of intercompany loans are dealt with through the Group’s foreign currency translation reserve.
50 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
Summary of Significant Accounting Policies (cont’d)
(o) Deferred Taxation Deferred tax is accounted for under the liability method whereby the charge for the year is based on the disclosed book profit after adjusting for all permanent differences. The amount of taxation deferred on account of all timing differences net of carried forward losses is reflected in the deferred taxation account. Future income tax benefits arising from unutilised tax losses and capital allowances are recognised in the financial statements only if there is reasonable assurance that they will be utilised against future taxable profits.
(p) Deferred Expenditure Deferred expenditure comprises pre-production and preliminary expenses, technology fee paid in advance for the use of a third party’s technology and advertising and product registration expenses. Pre-production and preliminary expenses are written off to the profit and loss account on a straight line basis over a 3-year period commencing from the date of commercial production. Technology fee expense paid in advance for the use of a third party’s technology is written off on a straight line basis over the contract period which is five years. Advertising and product registration expenses are written off to the profit and loss account on a straight line basis over a 3-year and 5-year period respectively.
(q) Leases Where the Group is the lessee Leases where the lessor effectively retains substantially all the risk and benefits of ownership of the leased term, are classified as operating leases. Operating lease payments were recognised as an expense in the profit and loss accounts on a straight line basis over the lease term.
Where the Group is the lessor The Group owns certain investment properties, which are tenanted on operating lease terms. These are classified as investment properties (note 12) on the balance sheet. Operating lease rental income is recognised in the profit and loss account on a straight line basis over the respective lease terms.
(r) Cash and Cash Equivalents Cash and cash equivalents consist of cash at bank and in hand less bank overdrafts and trust receipts but exclude secured bank overdrafts which are used for financing activities.
Haw Par Corporation Limited 51 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
1. Corporate Information The Company, which is incorporated in Singapore, is the owner of the “Tiger” trademarks and the holding company for the Group. Its principal activities are licensing of the “Tiger” trademarks, provision of management and support services to members of the Group and owning investments for long term holding purposes. The registered address of Haw Par Corporation Limited is located at 178 Clemenceau Avenue, #08-00, Haw Par Glass Tower, Singapore 239926. The principal activities of the Group are as follows: (a) manufacturing, marketing and trading in healthcare products; (b) trading in sports and leisure-related products and services, information technology products and services and power generation equipment; and (c) investment in property, investment holding and dealing in securities. There have been no significant changes in the nature of these activities during the financial year. The number of employees of the Group and of the Company at 31 December 2000 was 577 and 38 respectively (1999: 691 and 44).
2. Turnover Turnover of the Group represents invoiced sales and services, rental income but excludes dividend and interest income and intra-group transactions. Turnover of the Company represented invoiced sales from trading of “Tiger” products but excludes dividend and interest income. With effect from 1 October 1999, trading of “Tiger” products by the Company ceased upon grant of exclusive distribution rights for certain relevant territories, to a subsidiary company as referred to note 13 to the financial statements. Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Sales of goods and services 144,325 155,254 – 1,383 Rental income 13,795 12,773 – – 158,120 168,027 – 1,383
3. Other Income Gross dividends from: Quoted equity investments 35,477 12,148 – – Unquoted equity investments – 130 – 130 Subsidiary companies: Quoted – – 7,144 6,804 Unquoted – – 32,339 16,372 Interest income from: Deposits 1,518 1,930 7 10 Quoted debentures 2,847 1,912 – – Subsidiary companies – – 4,034 4,341 Others 592 665 421 431 Compensation from settlement of legal case 834 1,538 – – Net (loss)/profit on sale of short term investments (3,844) 19,395 – – Service, licence and rental fee 779 935 – 206 Miscellaneous income 99 306 – – Management fee from subsidiary companies – – 2,541 2,457 Royalty income from subsidiary company – – 797 772 38,302 38,959 47,283 31,523
52 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
4. Profit from Operations Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Profit from operations is stated after: Crediting: Net exchange gain 15 – – 71
Charging: Depreciation of property, plant and equipment 5,965 5,473 186 158 Net exchange loss – 607 295 – Net loss on sale of property, plant and equipment 435 4 (8) – Amortisation of trademarks 57 65 – – Amortisation of deferred expenditure 320 348 – – Amortisation of long term investments 9 – – – Staff costs 22,645 23,334 2,142 2,313 Remuneration of the Directors of the Company 1,463 1,209 1,425 1,171 Auditors’ remuneration: Auditors of the Company fees 433 436 130 120 underprovision in respect of prior years 2 – 10 – non audit fees 178 163 30 50 Other auditors fees 60 100 – – non audit fees – 35 – – Net provision for stock obsolescence 66 289 – –
Pursuant to the requirements of the Singapore Exchange Listing Manual, the remuneration of Directors of the Company is as follows:
Number of Directors in remuneration bands 2000 Executive Non-Executive Directors Directors Total $500,000 and above 1–1 $250,000 to $499,999 2–2 $0 to $249,999 –66 Total 369
5. Finance Costs Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Interest on advances from subsidiary companies – – 236 828 Interest on bank overdrafts 26 18 6 8 Interest on other bank borrowings 7,348 6,334 5,070 4,508 7,374 6,352 5,312 5,344
Haw Par Corporation Limited 53 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
6. Taxation Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Current taxation Current year Singapore 12,660 15,714 11,080 6,242 Overseas 968 657 – – 13,628 16,371 11,080 6,242 Prior years under/(over) provision Singapore (535) 1,945 (500) – Overseas 17 (13) – – (518) 1,932 (500) – Deferred taxation Current year Singapore 672 182 – – Overseas (387) (45) – – 285 137 – –
Prior years over provision in Singapore – (2,318) – – Associated companies 248 262 – – 13,643 16,384 10,580 6,242
The current year tax charge for the Group was lower than that derived by applying the corporate rate of Singapore tax because of a special tax-exempt dividend income, offset by losses in certain subsidiary companies and non-deductible expenses. The 1999 tax charge for the Group is higher than that derived by applying the corporate rate of Singapore tax because of losses in certain subsidiary companies and non-deductible expenses. The tax charge for the Company is higher than that derived by applying the corporate rate of Singapore tax because of non-deductible expenses. The Group and the Company have not made any provision for Singapore income tax on income earned outside Singapore and not received therein. If all income earned by the Group and the Company in 2000 and prior years were to be received in Singapore, the tax that would become payable thereon at the prevailing tax rate will be approximately $9.11 million for both the Group and the Company (1999: $9.29 million for both the Group and the Company). Prior years’ tax losses and capital allowances realised by certain subsidiary companies during the year amounted to approximately $2.68 million (1999: $3.54 million). As at 31 December 2000, there were estimated unutilised tax losses amounting to $35.13 million (1999: $30.11 million) available for set-off in the future for certain subsidiary companies. No credit has been recognised in their financial statements for these unutilised losses and capital allowances.
54 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
7. Extraordinary Items The following have been credited/(debited) to the profit and loss account as extraordinary items: Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Gain on disposal of an associated company 2,641 – – – Loss on disposal of subsidiary companies (218) – (1,079) – Write back of excess provision made on disposal of a subsidiary company in prior years – 54 – – Gain on liquidation of a subsidiary company 2 2 8 (90) Writeback/(provision) for write-down in carrying value of property, plant and equipment 239 (2,500) – – Gain/(loss) on sale of long term investments 72 (7,718) – (8) Loss on liquidation of an associated company – (3) – – Provision for diminution of investment in an associated company – (800) – – Provision for closure costs of subsidiary companies (2,000) – – – Provision for diminution in value of long term investments (13,560) – – – (12,824) (10,965) (1,071) (98)
8. Reserves Non-distributable reserves Statutory reserve Balance at 1 January 150 138 – – Transferred from profit and loss accounts 23 25 – – Transfer to revenue reserve – (13) – – Balance at 31 December 173 150 – –
Share premium Balance at 1 January 7,371 6,128 7,371 6,128 Premium on exercise of share options 624 317 624 317 Premium on exercise of warrants 377 926 377 926 Balance at 31 December 8,372 7,371 8,372 7,371
Capital reserve Balance at 1 January 16,492 16,463 38 38 Share premium of a subsidiary company 64 29 – – Balance at 31 December 16,556 16,492 38 38
Haw Par Corporation Limited 55 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
8. Reserves (cont’d) Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000
Revaluation reserve Balance at 1 January 64,149 77,585 – – Adjustments on currency realignment 165 45 – – Surplus/(deficit) on revaluation of investment properties 13,832 (13,481) – – Reversal to revenue reserve arising from disposal of an associated company (114) – – – Balance at 31 December 78,032 64,149 – –
Total non-distributable reserves 103,133 88,162 8,410 7,409
The statutory reserve is legally required to be set aside in the countries of incorporation of certain subsidiary companies. Those laws, restrict the distributability and use of the reserves. The capital reserve relates to non-distributable profits arising on sale of long term investments as required by the respective subsidiary companies’ Articles of Association and share premiums arising from issuance of share capital of certain subsidiary companies.
Distributable reserves Revenue reserve Balance at 1 January 249,988 241,833 80,040 86,411 Goodwill paid on additional investment in subsidiary companies (200) (751) – – Dilution of interest in a subsidiary company (75) (38) – – Transferred from statutory reserve – 13 – – Transferred from asset revaluation reserve due to disposal of an associated company 114 – – – Profit attributable to shareholders 28,888 29,957 25,203 14,655 Dividends, net (note 9) (21,373) (21,026) (21,373) (21,026) Balance at 31 December 257,342 249,988 83,870 80,040
Foreign currency translation reserve Balance at 1 January (2,994) (3,221) – – Net movement 939 227 – – Reversal to profit and loss accounts on disposal of a subsidiary company and an associated company 315 – – – Balance at 31 December (1,740) (2,994) – – Total distributable reserves 255,602 246,994 83,870 80,040
Total reserves 358,735 335,156 92,280 87,449
56 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
9. Dividends, Net Group and Company 2000 1999 $’000 $’000 First interim dividend of 5% (1999: 5%) less tax of 25.5% (1999: 26%) 7,041 6,960 Proposed final dividend of 10% (1999: 10%) less tax of 24.5% (1999: 25.5%) 14,322 14,066 Additional dividends paid in respect of the previous year on additional shares issued in the year from exercise of share options 10 – 21,373 21,026
Dividend per share (net) 11.3 cts 11.1 cts
10. Earnings Per Share Group 2000 1999 $’000 $’000 Earnings Earnings before extraordinary items 41,735 40,947 Extraordinary items (12,824) (10,965) Earnings after extraordinary items 28,911 29,982
’000 ’000 Number of shares Weighted average number of ordinary shares for calculation of basic earnings per share 189,063 188,036 Dilution adjustment for share options 152 101 Dilution adjustment for Warrants 2001 6,115 5,149 Adjusted weighted average number of shares for calculation of diluted earnings per share 195,330 193,286 Earnings per share For earnings before extraordinary items – Basic 22.1 cts 21.8 cts – Diluted 21.4 cts 21.2 cts
For earnings after extraordinary items – Basic 15.3 cts 15.9 cts – Diluted 14.8 cts 15.5 cts
Haw Par Corporation Limited 57 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
11. Property, Plant and Equipment Plant, Leasehold equipment, land & furniture Marine Project-in building & vehicles livestock progress Total $’000 $’000 $’000 $’000 $’000 Group Cost At 1 January 2000 33,465 65,625 1,734 668 101,492 Exchange adjustments (1) 276 – – 275 Subsidiaries disposed off – (5,364) – – (5,364) Additions 317 1,657 132 60 2,166 Disposals/written off (9,808) (1,768) – – (11,576) At 31 December 2000 23,973 60,426 1,866 728 86,993 Depreciation At 1 January 2000 13,604 45,712 1,000 – 60,316 Exchange adjustments (1) 61 – – 60 Subsidiaries disposed off – (5,057) – – (5,057) Charge for 2000 1,527 4,229 209 – 5,965 Disposals/written off (4,749) (1,208) – – (5,957) At 31 December 2000 10,381 43,737 1,209 – 55,327 Charge for 1999 1,715 3,639 119 – 5,473
Provision for write-down in carrying value At 1 January 2000 2,500 – – – 2,500 Amounts utilised (2,261) – – – (2,261) Amounts written back (239) – – – (239) At 31 December 2000 ––––– Net book value: At 31 December 2000 13,592 16,689 657 728 31,666
At 31 December 1999 17,361 19,913 734 668 38,676
Equipment, furniture & vehicles $’000 Company Cost At 1 January 2000 2,053 Additions 90 Transfer from/(to) subsidiary companies, net 17 Disposals/written off (68) At 31 December 2000 2,092 Depreciation At 1 January 2000 1,670 Charge for 2000 186 Transfer from/(to) subsidiary companies, net (35) Disposals/written off (68) At 31 December 2000 1,753 Charge for 1999 158
Net book value: At 31 December 2000 339
At 31 December 1999 383
58 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
12. Investment Properties Group 2000 1999 $’000 $’000 Completed properties at valuation: Freehold properties 17,198 18,884 Leasehold properties 167,096 151,944 184,294 170,828
All investment properties of the Group were stated at Directors’ valuation based on open market valuation at 31 December 2000 carried out by independent professional valuers, DTZ Debenham Tie Leung (SEA) Pte Ltd, Khong & Jaafar Sdn Bhd, and DTZ Debenham Tie Leung Limited. The details of the Group’s investment properties are as follows: Investment properties Description Tenure of land Independent valuer Valuation date Haw Par Glass Tower 8-storey office 99-year DTZ Debenham 31 December 2000 178 Clemenceau building on a land lease from Tie Leung (SEA) Avenue area of 899 square 2 June 1970 Pte Ltd Singapore 239926 metres. The net lettable area is 3,426 square metres. Haw Par Centre 6-storey office 99-year DTZ Debenham 31 December 2000 180 Clemenceau building on a lease from Tie Leung (SEA) Avenue land area of 2,787 1 September Pte Ltd Singapore 239922 square metres. 1952 The net lettable area is 10,251 square metres. Setron Building 8-storey industrial 60-year DTZ Debenham 31 December 2000 10 Dundee Road building on a land lease from Tie Leung (SEA) Singapore 149455 area of 6,567 1 November Pte Ltd square metres. 1972 The net lettable area is 11,763 square metres. Haw Par Technocentre 7-storey industrial 99-year DTZ Debenham 31 December 2000 401 Commonwealth building on a land lease from Tie Leung (SEA) Drive area of 8,131 square 1 March 1963 Pte Ltd Singapore 149598 metres. The net lettable area is 15,722 square metres. Menara Haw Par 32-storey office Freehold Khong & Jaafar 31 December 2000 Lot 242, Jalan Sultan building on a land Sdn Bhd Ismail, 50250 area of 2,637 square Kuala Lumpur metres. The net Malaysia lettable area is 15,659 square metres. Westlands Centre 3 units of office/ 999-year lease DTZ Debenham 31 December 2000 Units 1405 – 1407 industrial space with Tie Leung Limited Westlands Centre a net lettable area 20 Westlands Road of 475 square metres. Quarry Bay Hong Kong
Haw Par Corporation Limited 59 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
13. Trademarks Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 “Tiger” trademarks, at cost 2,000 2,000 2,000 2,000 “Kwan Loong” (“Double Lion”) trademarks, at cost (HK$5.58 million) 1,239 1,194 – – “PGF” trademarks and licences, at net book value 134 163 – – 3,373 3,357 2,000 2,000 Analysis of movement of trademarks: Balance at 1 January 3,357 3,352 2,000 2,000 Exchange adjustments 26 6 – – Additions 47 64 – – Amortisation during the year (57) (65) – – Balance at 31 December 3,373 3,357 2,000 2,000
The Company and its wholly owned subsidiary company, Haw Par Brothers International (HK) Ltd (together “the Licensors”), licensed to Haw Par Healthcare Limited (“HPH”), another subsidiary company, the exclusive right to manufacture, distribute, market and sell “Tiger” and “Kwan Loong” products worldwide for the period up to 31 December 2012. These licensing arrangements are renewable upon expiry for a further period of 25 years on terms to be mutually agreed between the Licensors and HPH.
14. Subsidiary Companies Company 2000 1999 $’000 $’000 Ordinary shares: Quoted shares, at cost 11,682 11,682 Unquoted shares, at cost 271,675 225,779 Unquoted shares, at Directors’ valuation – 1977 3 3 – 1986 1,249 1,249 284,609 238,713 Provision for diminution in value (1,842) (1,842) 282,767 236,871
Advances to subsidiary companies 210,712 294,695 Advances from subsidiary companies (87,658) (100,272) 123,054 194,423 Total 405,821 431,294
Market value of quoted shares 88,449 86,181
Advances to or from subsidiary companies are unsecured and are not expected to be repaid within the next 12 months. Certain advances to or from subsidiary companies bear interest at a range of 2.00% to 2.92% (1999: 1.92% to 2.68%) per annum.
60 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
15. Associated Companies Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Unquoted: Ordinary shares, at cost 4,898 3,536 4,818 – Preference shares, at cost 11,199 12,157 – – 16,097 15,693 4,818 – Share of post acquisition losses (10,303) (7,834) – – Goodwill written off – (622) – – 5,794 7,237 4,818 –
16. Long Term Investments Quoted investments: Shares in corporations, at cost 274,711 274,711 – – Interest bearing bonds 9,011 25,777 – – Other investments 2,399 2,399 – – 286,121 302,887 – – Unquoted investments: Shares in corporations, at cost 27,437 28,336 12,821 13,270 Others 643 652 502 502 Provision for diminution in value of shares in corporations (13,560) – – – 14,520 28,988 13,323 13,772 Long term loan 28,699 26,578 28,699 26,578 Total long term investments 329,340 358,453 42,022 40,350
Market value: Shares in corporations 673,134 756,769 – – Interest bearing bonds 9,176 25,763 – – Other investments 2,767 3,569 – – 685,077 786,101 – –
Long term loan relates to a shareholder’s loan to a corporation in which the Group has a long term equity interest. It bears interest at 1.5% (1999: 1.5%) per annum, is unsecured and is not expected to be repaid within the next 12 months.
Haw Par Corporation Limited 61 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
17. Deferred Expenditure Group 2000 1999 $’000 $’000 Preliminary and pre-production expenses Balance at 1 January 67 171 Exchange adjustments 1 8 Additions 64 2 Amortisation during the year (47) (108) Amounts written off (13) (6) Balance at 31 December 72 67
Advance technology transfer fee Balance at 1 January 880 1,120 Amortisation during the year (240) (240) Balance at 31 December 640 880
Advertising and product registration expenses Balance at 1 January – – Additions 273 – Amortisation during the year (33) – Balance at 31 December 240 – Total deferred expenditure 952 947
Preliminary and pre-production expenses relate to pre-operating expenses and expenditure incurred for new plant projects and new product development. Advance technology transfer fee represents fee paid in advance for the use of a third party’s technology. Advertising and product registration expenses relate to production costs of a 3-year television advertisement and clinical expenses for product registration.
18. Stocks and Work-In-Progress Manufacturing stocks 7,203 7,554 Finished stocks 5,176 5,364 Trading stocks 3,517 4,486 Stocks-in-transit 238 595 16,134 17,999
Stocks are stated after deducting provision for slow moving and obsolete stocks of 1,055 1,315
Analysis of provision for slow moving and obsolete stocks: Balance at 1 January 1,315 1,905 Exchange adjustments (61) 18 Subsidiaries disposed off (198) – Amounts utilised (67) (897) Amounts written back (33) (10) Charge to profit and loss accounts 99 299 Balance at 31 December 1,055 1,315
62 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
19. Debtors Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Trade debtors 24,969 31,072 – – Bills receivable – 109 – – Provision for doubtful debts (i) (1,031) (1,220) – – Net trade debtors 23,938 29,961 – – Other debtors 8,561 5,298 243 870 Provision for doubtful debts (i) (12) (11) – – Net other debtors (ii) 8,549 5,287 243 870 Total debtors 32,487 35,248 243 870
Group Trade Others Trade Others 2000 2000 1999 1999 $’000 $’000 $’000 $’000 (i) Analysis of provision for doubtful debts: Balance at 1 January 1,220 11 1,206 714 Exchange adjustments (7) – 12 – Subsidiaries disposed off (279) – –– Amounts utilised (43) – (265) (703) Amounts written back (15) – (61) – Charge to profit and loss accounts 155 1 328 – Balance at 31 December 1,031 12 1,220 11
Bad debts written off directly to profit and loss accounts 4–14 –
(ii) Net other debtors are further analysed as follows: Sundry debtors, prepayments and deposits 7,508 4,038 116 870 Interest receivable 721 1,143 –– Amounts due from associated companies 320 106 127 – 8,549 5,287 243 870
Amounts due from associated companies are unsecured, interest-free and have no fixed terms of repayment except for an amount of $0.12 million (1999: nil) which bears interest at 4.5% per annum (1999: nil).
20. Short Term Investments Group 2000 1999 $’000 $’000 Quoted, at cost: Shares in corporations 88,713 83,551 Debentures 45,956 42,810 Other investments – 738 134,669 127,099
Haw Par Corporation Limited 63 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
20. Short Term Investments (cont’d) Group 2000 1999 $’000 $’000 Market value: Shares in corporations 238,247 252,242 Debentures 45,761 42,297 Other investments – 252 284,008 294,791
21. Creditors Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Trade creditors 6,450 15,376 60 63 Bills payable 1,005 458 – – Accrued advertisement and promotion expenses 4,223 4,768 – – Accrued interest expenses 1,495 1,365 1,327 1,327 Accrued construction costs 1,643 6,826 – – Sundry accruals 7,352 7,637 1,134 1,499 Other creditors 4,528 5,572 284 124 Rental deposits 2,340 3,024 – – Dividends payable to minority shareholders 1,364 1,337 – – Provision for closure costs of subsidiary companies 2,000 – – – 32,400 46,363 2,805 3,013
22. Short Term Borrowings
2% Term Loan/Bonds 2001 – unsecured (Note 24) 100,000 – 100,000 – Bank overdrafts – unsecured – 112 – – Term loans – unsecured 109,606 116,224 64,697 87,662 Trust receipts – unsecured 1,024 1,258 – – 210,630 117,594 164,697 87,662
Interest on bank overdrafts and loans is payable at the prevailing bank prime and base lending rates and money market rates.
23. Deferred Taxation Group 2000 1999 $’000 $’000 Excess of net book value over tax written down value of property, plant and equipment 2,153 2,117 Unabsorbed tax losses (333) (320) Others 633 335 2,453 2,132
64 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
24. Long Term Loans Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 2% Term Loan – unsecured 95,000 95,000 95,000 95,000 2% Bonds 2001 – unsecured 5,000 5,000 5,000 5,000 100,000 100,000 100,000 100,000
Reclassified to current liabilities (Note 22) (100,000) – (100,000) – Others – unsecured 1,147 1,290 – – 1,147 101,290 – 100,000
The $95.00 million 2% Term Loan and $5.00 million Bonds 2001 together with 18,045,499 warrants were issued pursuant to a Transferable Term Loan Facility and Subscription Agreement dated 18 April 1996 and will mature on 24 July 2001. Accordingly, they have been reclassified as current liabilities. Accounting Treatment under SAS 32 (2000): “Financial Instruments: Disclosures Presentation” (effective for financial periods beginning on or after 1 October 2000) [This is equivalent to International Accounting Standard 32: “Financial Instruments: Disclosure & Presentation” (“IAS 32”)] The above term loan and bonds (“Term Loan/Bonds”) are recorded in the financial statements at their principal values while no value is attributed to the warrants. If the Group were to early adopt the accounting treatment prescribed in SAS 32 (2000), the value of the Term Loan/ Bonds instrument will be classified into its component parts. The total consideration of $100.00 million on initial recognition would be ascribed as follows: $’000 Present value of Term Loans/Bonds 84,508 Value of warrants 15,492 100,000
The discount of $15.49 million being the difference between the principal amount of the Term Loans/Bonds and its present value on initial recognition, would have been amortised over 5 years (the duration of the Term Loan/Bonds) using the discount method. If SAS 32 (2000) had been early adopted when presenting these financial statements, the profits after taxation for the year of the Group and the Company would have been reduced by approximately $3.31 million (1999: $3.14 million). The net assets of the Group and the Company would have been increased by approximately $1.96 million (1999: $5.27 million) representing the allocated value of the warrants less cumulative discount amortised.
25. Share Capital Group and Company 2000 1999 $’000 $’000 (a) Authorised: 300,000,000 ordinary shares of $1.00 each 300,000 300,000 (b) Issued and fully paid: 189,687,526 ordinary shares of $1.00 each Balance at 1 January 188,811 187,431 Issued 448,758 (1999: 1,102,420) shares by virtue of exercise of Warrants 2001 449 1,102 Issue of 427,500 (1999: 278,000) shares by virtue of exercise of share options 428 278 Balance at 31 December 189,688 188,811
Haw Par Corporation Limited 65 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
25. Share Capital (cont’d) Unexercised warrants as at 31 December 2000 were as follows: 16,049,224 warrants entitling the holders to subscribe at any time during the period 1 January 2001 to 24 July 2001, both dates inclusive, for the same number of shares in the Company at an exercise price of presently $1.84 per share. Unissued shares under The Haw Par Corporation Group Executives’ Share Option Scheme as at 31 December 2000 were as follows: (i) 120,000 shares at $3.46 per share, exercisable from 17 May 1997 to 16 February 2001. (ii) 305,000 shares at $3.22 per share, exercisable from 13 May 1998 to 12 February 2002. (iii) 34,000 shares at $1.86 per share, exercisable from 19 May 1999 to 18 February 2003. (iv) 163,000 shares at $2.39 per share, exercisable from 16 April 2000 to 15 January 2004. (v) 417,000 shares at $2.65 per share, exercisable from 28 April 2001 to 27 January 2005.
26. Professional Fees Professional fees of $2,293 (1999: $nil) were paid by the Company and $5,186 (1999: $5,365) by the Group to a firm of which one Director is a member.
27. Related Party Transactions (a) The following were the significant intercompany transactions entered with subsidiary companies: Company 2000 1999 $’000 $’000 Purchases from a subsidiary company – (1,356) Rental of premises paid (318) (318) Management fees received/receivable 2,541 2,457 Royalty income received/receivable 797 772
(b) The Company is regarded by United Overseas Bank Limited (“UOB”) as an associated company. The UOB Group of companies provides banking, fund management and other related services to the Company and its subsidiary companies. The following were the significant transactions between the Group and UOB Group of companies during the financial year on normal commercial terms agreed by the parties concerned: Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Interest income earned from fixed deposits 2,211 2,426 7 10 Interest expenses paid on bank loans and overdrafts (7,052) (6,043) (4,758) (4,209) Fund management fees (86) (41) – –
(c) Other transactions entered into by the Company with related parties are disclosed in notes 3, 4 and 26.
66 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
28. Contingent Liabilities Unsecured contingent liabilities relating to guarantees, claims and bills of exchange comprise: Group Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 In respect of guarantees given to banks in connection with facilities granted to: – subsidiary companies – – 46,694 32,346 – a corporation in which the Group has a long term equity interest 8,660 10,002 8,660 10,002 In respect of guarantees, claims and bills of exchange 841 1,727 – – 9,501 11,729 55,354 42,348
29. Commitments Capital commitments authorised and contracted but not provided for in the financial statements 200 945 – – Capital commitment authorised but not contracted and not provided for in the financial statements 214 – – – 414 945 – – Operating lease commitments As a lessee The Group leases certain offices, warehouses, and other premises under non-cancellable lease arrangements. Some premises are further sub-leased to third parties under non-cancellable sub-lease agreements. Group 2000 1999 $’000 $’000 Rental expense 2,125 1,936 Sublease income recognised in profit and loss account 494 422 Future minimum sublease income receivable 381 357
Future minimum rentals payable under non-cancellable leases as of 31 December were as follows: Within one year 1,267 1,170 Between one year and five years 2,599 2,466 After five years 3,206 3,469 7,072 7,105
30. Cash and Cash Equivalents Cash and cash equivalents included in the consolidated statement of cash flows comprised the following balance sheet amounts: Cash and bank balances 16,690 11,496 Deposits with banks and financial institutions 79,962 65,017 Bank overdrafts – unsecured – (112) Trust receipts – unsecured (1,024) (1,258) 95,628 75,143
Haw Par Corporation Limited 67 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
31. Segmental Reporting
(a) Business segments Leisure products Power Corporate Healthcare and generation Property and products services and IT rental investments Eliminations Consolidated $’000 $’000 $’000 $’000 $’000 $’000 $’000 Revenue and expenses 2000 Sales to external customers 58,635 37,420 48,270 13,795 – – 158,120 Inter-segment sales – – 64 558 – (622) – Other income 3,312 610 238 1,296 59,061 (26,215) 38,302 Total revenue 61,947 38,030 48,572 15,649 59,061 (26,837) 196,422
Segment results 17,089 9,275 604 10,225 57,484 (25,330) 69,347
Unallocated expenses (4,259) Profit from operations 65,088 Finance costs (7,374) Share of results of associated companies 643 Taxation (13,643) Minority interests (2,979) Earnings for the year 41,735
Revenue and expenses 1999 Sales to external customers 57,212 35,801 62,241 12,773 – – 168,027 Inter-segment sales – – 140 697 – (837) – Other income 2,568 1,737 236 2,022 52,189 (19,793) 38,959 Total revenue 59,780 37,538 62,617 15,492 52,189 (20,630) 206,986
Segment results 15,338 11,577 1,974 10,371 41,164 (10,469) 69,955
Unallocated expenses (4,448) Profit from operations 65,507 Finance costs (6,352) Share of results of an associated company 991 Taxation (16,384) Minority interests (2,815) Earnings for the year 40,947
68 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
31. Segmental Reporting (cont’d)
(a) Business segments (cont’d) Leisure products Power Corporate Healthcare and generation Property and products services and IT rental investments Eliminations Consolidated $’000 $’000 $’000 $’000 $’000 $’000 $’000 Assets and liabilities 2000 Segment assets 125,513 48,817 11,938 192,347 561,965 (111,013) 829,567 Investment in associated companies – 1,039 – – 4,755 – 5,794 Total assets 125,513 49,856 11,938 192,347 566,720 (111,013) 835,361 Tax recoverable 12,383 Total assets per balance sheet 847,744
Segment liabilities 13,677 8,851 3,225 4,502 212,558 – 242,813 Taxation 12,222 Proposed dividend, net 14,322 Dividends payable to minority shareholders (note 21) 1,364 Deferred taxation 2,453 Total liabilities per balance sheet 273,174
Assets and liabilities 1999 Segment assets 118,694 53,332 25,486 179,000 575,161 (122,553) 829,120 Investment in associated companies – 7,237 – – – – 7,237 Total assets 118,694 60,569 25,486 179,000 575,161 (122,553) 836,357 Tax recoverable 10,702 Total assets per balance sheet 847,059
Segment liabilities 12,889 7,108 10,855 10,756 222,302 – 263,910 Taxation 17,286 Proposed dividend, net 14,066 Dividends payable to minority shareholders (note 21) 1,337 Deferred taxation 2,132 Total liabilities per balance sheet 298,731
Haw Par Corporation Limited 69 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
31. Segmental Reporting (cont’d)
(a) Business segments (cont’d) Leisure products Power Corporate Healthcare and generation Property and products services and IT rental investments Eliminations Consolidated $’000 $’000 $’000 $’000 $’000 $’000 $’000 Other segment information 2000 Capital expenditure 822 1,140 154 1,264 217 (237) 3,360 Depreciation 1,260 2,745 706 1,130 124 – 5,965 Amortisation 302 84 – – – – 386
Other segment information 1999 Capital expenditure 440 2,733 319 9,323 37 – 12,852 Depreciation 1,130 2,678 585 924 156 – 5,473 Amortisation 297 116 – – – – 413
(b) Geographical segments Other Asia Other Singapore countries countries Eliminations Consolidated $’000 $’000 $’000 $’000 $’000 2000 Sales to external customers 78,747 47,093 32,280 – 158,120 Other income/ (losses) 41,444 (3,165) 23 – 38,302 Total revenue 120,191 43,928 32,303 – 196,422
Segment assets 811,355 92,756 6,875 (75,625) 835,361
Capital expenditure 3,268 92 – – 3,360
1999 Sales to external customers 82,588 52,654 32,785 – 168,027 Other income 35,967 2,972 20 – 38,959 Total revenue 118,555 55,626 32,805 – 206,986
Segment assets 788,159 112,657 14,010 (78,469) 836,357
Capital expenditure 12,744 42 66 – 12,852
70 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
32. Statutory Information Required by Paragraph 7 of the Ninth Schedule of the Companies Act, Cap. 50 Liabilities payable Debts payable by the Company to the Company 2000 1999 2000 1999 $’000 $’000 $’000 $’000 Not later than 2 years 185,494 204,749 40,200 43,426 Later than 2 years and not later than 5 years 83,988 100,264 207,125 284,450 Later than 5 years – – – –
33. Subsidiary and Associated Companies Effective Cost to equity interest Company held by Group Country of Principal 2000 1999 2000 1999 Subsidiary companies incorporation activities $’000 $’000 % % Leisure products and services @ Recreational Investment Singapore Investment 50,878 – 100.0 100.0 (1992) Pte Ltd holding * Haw Par Leisure Pte Ltd Singapore Investment 7,576 7,576 100.0 100.0 holding * Sports Services Ltd Singapore Dormant – – 100.0 100.0 * Jubedan Pte Ltd Singapore Investment – – 100.0 100.0 holding * South River Singapore Investment – – 100.0 100.0 Development Pte Ltd holding * Underwater World Singapore Investment – – 100.0 100.0 International Pte Ltd holding * Underwater World Singapore Owning & operating – – 100.0 100.0 Singapore Pte Ltd oceanariums * PGF International Australia Importation, assembly – – 100.0 100.0 Pty. Limited + and merchandising of golf clubs & accessories * PGF New Zealand New Assembly & wholesale – – 100.0 100.0 Limited + Zealand marketing of golf clubs, bags, balls & accessories * Haw Par Recreation Malaysia Management & – – 100.0 100.0 (Malaysia) Sdn Bhd + operation of recreation centres * Lifestyle Sports Sdn Bhd + Malaysia Dormant – – 100.0 100.0 * S.M. Sports Sdn. Bhd. + Malaysia Dormant – – 100.0 100.0 * P.G.F. Golf Equipment Singapore Dormant – – 100.0 100.0 (S.E.A.) Pte Ltd * Haw Par Eng Aun Tong Singapore Dormant – – 100.0 100.0 (Singapore) Pte Ltd (formerly known as The Proshop Private Limited)
Haw Par Corporation Limited 71 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
33. Subsidiary and Associated Companies (cont’d) Effective Cost to equity interest Company held by Group Country of Principal 2000 1999 2000 1999 Subsidiary companies incorporation activities $’000 $’000 % % Leisure products and services * The Proshop Sdn Bhd + Malaysia Struck off in 2000 – – – 100.0 * Sovereign Marketing Singapore Dormant – – 100.0 100.0 Pte Ltd Underwater World Singapore Investment 200 – 100.0 100.0 Attractions Pte Ltd holding (formerly known as Eng Aun Tong Pte Ltd) * Underwater World Thailand Investment – – 49.0** – (Thailand) Ltd + holding * Underwater World Thailand Owning & – – 46.6** – Pattaya Ltd + operating oceanariums *@ Spa Development Pte Ltd Singapore Dormant – – 100.0 100.0
Healthcare products Haw Par Healthcare Singapore Manufacturing, 11,682 11,682 75.1 75.2 Limited marketing & distributing healthcare products under licence * Drug Houses of Singapore Manufacturing, – – 75.1 75.2 Australia (Asia) marketing & Pte Ltd distributing pharmaceutical products * Tiger Balm (Hong Kong) Hong Kong Liquidated in 2000 – – – 75.2 Limited + * Tiger Balm (Malaysia) Malaysia Manufacturing, – – 75.1 75.2 Sdn. Bhd.+ marketing & distributing pharmaceutical products * Haw Par Tiger Balm Thailand Marketing & – – 36.8** 36.8** (Thailand) Limited + distributing pharmaceutical products * Haw Par Tiger Balm Philippines Marketing & – – 75.1 75.2 (Philippines), Inc + distributing pharmaceutical products * HPH Property Sdn Bhd + Malaysia Dormant – – 75.1 75.2 * Tiger Medicals Taiwan Marketing & – – 75.1 75.2 (Taiwan) Ltd ++ distributing pharmaceutical products
72 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
33. Subsidiary and Associated Companies (cont’d) Effective Cost to equity interest Company held by Group Country of Principal 2000 1999 2000 1999 Subsidiary companies incorporation activities $’000 $’000 % % Healthcare products * Xiamen Tiger The People’s Manufacturing, – – 75.1 75.2 Medicals Co., Ltd ++ Republic marketing & of China distributing pharmaceutical products * PT Haw Par Healthcare Indonesia Manufacturing, – – 75.1 75.2 Indonesia + marketing & distributing pharmaceutical products * Tiger Balm Kabushiki Japan Manufacturing, – – 45.1 – Kaisha # marketing & distributing pharmaceutical products * Haw Par Medicals India Marketing & – – 45.1 45.1 (India) Private Limited + distributing pharmaceutical products * Regina Haw Par Pte Ltd Singapore Liquidated in 2001 – – 37.6** 37.6** * Kwan Loong Industries Malaysia Dormant – – 100.0 100.0 Sdn. Bhd. + * Kwan Loong Oils Hong Kong Dormant – – 100.0 100.0 (HK) Ltd. + * Drug Houses of Australia, Malaysia Dormant – – 75.1 75.2 Far East Sdn. Bhd. +
Industrial products Scott & English Limited Singapore Assembly of 1,249 1,249 100.0 100.0 diesel engines & generator sets * Haw Par Industries Singapore Assembly of – – 100.0 100.0 Private Limited diesel engines & generator sets * Cumford Turbo Sales Singapore Assembly of – – 100.0 100.0 & Service Pte Ltd diesel engines & generator sets * Haw Par Tiger Balm Hong Kong Dormant – – 100.0 100.0 (Hong Kong) Limited+
Haw Par Corporation Limited 73 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
33. Subsidiary and Associated Companies (cont’d) Effective Cost to equity interest Company held by Group Country of Principal 2000 1999 2000 1999 Subsidiary companies incorporation activities $’000 $’000 % % Information technology products & services Asian Computer Services Singapore Trading in information – 4,682 – 90.0 Pte Ltd (Disposed technology products in 2000) and services Newtech Business Singapore Trading in information – 500 – 100.0 Systems Pte Ltd technology products (Disposed in 2000) and services
Property Haw Par Properties Singapore Property 2,561 2,561 100.0 100.0 (Singapore) development Private Limited including owning & letting properties Haw Par Centre Singapore Owning & letting – – 100.0 100.0 Private Limited properties * Sovereign Sports Hong Kong Owning & letting – – 100.0 100.0 Limited + properties Haw Par Land Malaysia Owning & letting 217 217 100.0 100.0 (Malaysia) Sdn. Bhd. + properties Setron Limited Singapore Property 40,746 40,746 100.0 100.0 development, including owning & letting properties Haw Par Realty Singapore Dormant 2,827 2,827 100.0 100.0 Private Limited
Head office/Investment Haw Par Equities Pte Ltd Singapore Investment & 10,000 10,000 100.0 100.0 dealing in securities Haw Par Securities Singapore Investment & 4,449 4,449 100.0 100.0 (Private) Limited dealing in securities Pickwick Securities Singapore Investment 21,000 21,000 100.0 100.0 Private Limited holding Haw Par Investment Singapore Investment 25,000 25,000 100.0 100.0 Holdings Private holding Limited
74 Haw Par Corporation Limited Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
33. Subsidiary and Associated Companies (cont’d) Effective Cost to equity interest Company held by Group Country of Principal 2000 1999 2000 1999 Subsidiary companies incorporation activities $’000 $’000 % Head office/Investment * Haw Par International Hong Kong Investment & – – 100.0 100.0 Limited + dealing in securities * Haw Par Brothers Hong Kong Investment – – 100.0 100.0 International (H.K.) holding Limited + Haw Par Hong Kong Hong Kong Investment – – 100.0 100.0 Limited + holding * Haw Par (Channel Channel Investment – – 100.0 100.0 Islands) Limited + Islands holding Haw Par Capital Singapore Investment 20,000 20,000 100.0 100.0 Pte Ltd holding Straits Maritime Leasing Singapore Investment & 80,000 80,000 100.0 100.0 Private Limited dealing in securities & investment holding Edco Equity Pte Ltd Singapore Dormant – – 100.0 100.0 M & G Maritime Singapore Investment & – – 100.0 100.0 Services Pte. Ltd. dealing in securities & investment holding U S E Enterprises Pte Ltd Singapore Investment holding 5,691 5,691 100.0 100.0 Haw Par Trading Pte Ltd Singapore Investment & – – 100.0 100.0 dealing in securities & investment holding Haw Par Countertrade Singapore Dormant 500 500 100.0 100.0 Pte Ltd Haw Par Management Philippines Dormant 2 2 100.0 100.0 (Phil.), Inc. + Haw Par (Australia) Australia Dormant 31 31 100.0 100.0 Pty Limited + 284,609 238,713
Haw Par Corporation Limited 75 Notes to the Financial Statements
31 December 2000
(In Singapore dollars)
33. Subsidiary and Associated Companies (cont’d) Effective Cost to equity interest Company held by Group Country of Principal 2000 1999 2000 1999 Associated companies incorporation activities $’000 $’000 % % * Brunswick Haw Par Singapore Dormant – – 50.0 50.0 Holdings Pte Ltd * Mundo Submarino SA ++ Spain Owning and – – – 20.0 (Disposed in 2000) operating oceanarium UIC Technologies Pte Ltd Singapore Investment holding 4,818 – 40.0 – 4,818 –
Notes (i) Companies indicated with a (*) are indirectly held by Haw Par Corporation Limited. (ii) Companies indicated with a (+) are audited by associated firms of Ernst & Young, Singapore. (iii) Companies indicated with a (++) are audited by other firms. (iv) The Group considers companies indicated with a (**) as subsidiary companies as the Group has the power to cast the majority of the votes at the board meetings. (v) All the above subsidiary companies operate in their respective countries of incorporation with the exception of Haw Par (Channel Islands) Limited which operates in Hong Kong. (vi) No audit was performed on companies indicated with a (@) as these companies were placed in voluntary liquidation in January 2001. (vii) Company indicated with a (#) is not required to be audited under the laws of its country of incorporation.
34. Comparative Figures The presentation and classification of items in the financial statements have been changed to conform to the requirements of SAS 1 (Revised 1999) – “Presentation of Financial Statements”, SAS 15 (Revised 1999) – Leases and SAS 23 (Revised 1999) – “Segmental Reporting” which became effective for the financial year ended 31 December 2000. Also, in applying SAS 1 (Revised 1999), the Group’s attributable share of its associated companies’ turnover, which is not material, has been excluded. Additional line items have been included in the profit and loss accounts and a new statement of recognised gains and losses has been presented as required by SAS 1 (Revised 1999). Segmental information has also been analysed to include additional information on liabilities, capital expenditure and non-cash expenses by segments. Comparative figures have been adjusted to provide proper comparison with current year’s presentation.
76 Haw Par Corporation Limited Statistics of Shareholdings
as at 4 April 2001
Distribution of Shareholdings No. of No. of Size of Holdings Shareholders % Shares %
1 – 1,000 3,959 46.43 1,363,554 0.72 1,001 – 10,000 4,001 46.93 11,875,646 6.25 10,001 – 1,000,000 554 6.50 19,723,527 10.38 1,000,001 and above 12 0.14 157,039,104 82.65 Total: 8,526 100.00 190,001,831 100.00
Twenty Largest Shareholders No. Name No. of Shares %
1 Tye Hua Nominees (Pte) Ltd 81,974,174 43.14 2 DBS Nominees Pte Ltd 16,143,905 8.50 3 HSBC (Singapore) Nominees Pte Ltd 15,114,625 7.95 4 United Overseas Bank Nominees Pte Ltd 12,201,696 6.42 5 UOB Kay Hian Pte Ltd 10,597,964 5.58 6 Raffles Nominees Pte Ltd 7,639,342 4.02 7 Wee Investments Private Limited 4,746,730 2.50 8 Citibank Nominees Singapore Pte Ltd 3,859,882 2.03 9 Oversea-Chinese Bank Nominees Pte Ltd 1,423,658 0.75 10 Kheng Ho Huat Company (Private) Ltd 1,230,670 0.65 11 Overseas Union Bank Nominees Pte Ltd 1,067,117 0.56 12 DB Nominees (S) Pte Ltd 1,037,889 0.55 13 G K Goh Stockbrokers Pte Ltd 958,989 0.50 14 Lie Tjoei Tjoe 726,000 0.38 15 Phillip Securities Pte Ltd 688,870 0.36 16 NTUC Income Insurance Co-operative Limited 463,000 0.24 17 Yeo Seng Kia 373,000 0.20 18 Wang Jung Hsin 359,000 0.19 19 Singapore Warehouse Co Pte Ltd 320,000 0.17 20 Tan Proprietary (Pte) Ltd 300,000 0.16 Total: 161,226,511 84.85
Substantial Shareholders Name No. of Shares %
United Overseas Bank Limited 81,974,174 43.14 Peter Cundill Associates (Bermuda) Ltd 23,723,000* 12.49 Wee Cho Yaw 15,689,070** 8.26 Wee Ee Lim 15,329,270** 8.07 Wee Investments Private Limited 15,214,070 8.01 Wee Ee Cheong 15,214,070** 8.01 Wee Ee Chao 15,214,070** 8.01 Universal Select Managers Fund 12,300,000 6.47
Notes : * Peter Cundill & Associates (Bermuda) Ltd (“PC&A”) is deemed to have an interest in the 12,300,000 shares held by Universal Select Managers Fund (“Universal”). PC&A acts as investment counsel to Universal. ** Messrs Wee Cho Yaw, Wee Ee Cheong, Wee Ee Chao and Wee Ee Lim are deemed to have an interest in the 15,214,070 shares held by Wee Investments Private Limited.
Haw Par Corporation Limited 77 Statistics of Warrantholdings as at 4 April 2001
Distribution of Warrantholdings No. of No. of Size of Holdings Warrantholders % Warrants %
1 – 1,000 2,168 84.79 622,788 3.91 1,001 – 10,000 336 13.14 1,024,019 6.43 10,001 – 1,000,000 51 1.99 3,641,128 22.85 1,000,001 and above 2 0.08 10,646,984 66.81 Total: 2,557 100.00 15,934,919 100.00
Twenty Largest Warrantholders No. Name No. of Warrants %
1 Tye Hua Nominees (Pte) Ltd 6,908,517 43.35 2 UOB Kay Hian Pte Ltd 3,738,467 23.46 3 United Overseas Bank Nominees Pte Ltd 742,230 4.66 4 Raffles Nominees Pte Ltd 490,647 3.08 5 Wee Investments Private Limited 430,773 2.70 6 HSBC (Singapore) Nominees Private Limited 188,109 1.18 7 Chan Sek Keong 113,000 0.71 8 Tong Chew Heng 112,000 0.70 9 Lie Tjoei Tjoe 100,000 0.63 10 DB Nominees (S) Pte Ltd 98,000 0.62 11 Phillip Securities Pte Ltd 97,836 0.61 12 Keppel Securities Pte Ltd 70,000 0.44 13 Wee Hian Kok 70,000 0.44 14 Kheng Ho Huat Company (Private) Ltd 69,467 0.44 15 Chin Kian Fong 65,000 0.41 16 G K Goh Stockbrokers Pte Ltd 62,218 0.39 17 Chin Kiam Hsung 52,360 0.33 18 Chew Chong Kee 51,200 0.32 19 Armstrong Robert Victor 44,600 0.28 20 DBS Nominees Pte Ltd 42,411 0.27 Total: 13,546,835 85.02
78 Haw Par Corporation Limited Management Listing
Head Office Executives, Subsidiary Heads & Finance Managers
Corporate Office Healthcare Leisure
• Hong Hai • Han Ah Kuan • Chng Hwee Hong President Director & General Manager, Executive Director, & Chief Executive Officer Haw Par Healthcare Limited Haw Par Leisure Pte Ltd
• Wee Ee Lim • Ling Ming Chuan • Lee Tak Meng Deputy President Director & General Manager, Director & General Manager, Haw Par Healthcare Limited Underwater World Singapore Pte Ltd • Chng Hwee Hong Executive Director • Danny Y K Low • Bruce Mackay & Chief Operating Officer Financial Controller, Curatorial Director, Haw Par Healthcare Limited Underwater World International Pte Ltd • Ong Sian Hin Group Financial Controller & • Goh Bee Leong • Kwek Meng Tiam Group Company Secretary General Manager, Director & Deputy General Manager Drug Houses of Australia (Asia) Pte Ltd (Operations), • Tarn Sien Hao Underwater World Singapore Pte Ltd Deputy General Manager • Darryl Kuek (Corporate Development) Deputy General Manager, • Katherine Yuen Chi Kwan Haw Par Healthcare Limited Financial Controller, • Teo Thin Yien Underwater World Singapore Pte Ltd Group Internal Audit Manager • Govindasamy Annamalai Manager, • David Hong • Theresa Yeo PT Haw Par Healthcare Indonesia Senior Projects Manager, Group Human Resource Manager Underwater World Singapore Pte Ltd • Adrian Lee • Law Lan Hua Manager, • Grant Swan Group Finance Manager Tiger Balm (Malaysia) Sdn Bhd General Manager, PGF International Pty. Limited & • Soon Seow Yen • Teo Hee Chai PGF New Zealand Limited Assistant Manager Regional Manager (Financial Control) (Europe & Africa), • Ho Kah Wah Haw Par Healthcare Limited Financial Controller & Company Secretary, • Tham Yuen Hoi PGF International Pty. Limited Manager, Xiamen Tiger Medicals Co Ltd • Joe Whitaker Financial Controller, PGF New Zealand Limited
• Ho Lee Chin Financial Controller & Company Secretary, Haw Par Recreation (M) Sdn Bhd
• James Tan Senior Regional Manager, Haw Par Leisure Pte Ltd
Haw Par Corporation Limited 79 Management Listing
Head Office Executives, Subsidiary Heads & Finance Managers
Scott & English Property Investments
• William Aw • Loo Jin Wee • Paul Chow General Manager, Property Manager, Senior Investments Officer Scott & English Limited Haw Par Properties (Singapore) Haw Par Securities Private Limited (Private) Limited • Charles Wee Financial Controller, Scott & English Limited
• David Loi General Sales Manager, Scott & English Limited
80 Haw Par Corporation Limited Group Offices
Corporate Office Healthcare
• Haw Par Corporation Limited • Haw Par Healthcare Limited • PT Haw Par Healthcare Indonesia 178 Clemenceau Avenue Drug Houses of Australia Jalan Mercedes #08-00 Haw Par Glass Tower (Asia) Pte Ltd No 105, Gunung Putri Singapore 239926 2 Chia Ping Road #09-00 Citeureup, Bogor T: 337 9102 F: 336 9232 Haw Par Tiger Balm Building PO Box 24/Cibinong Tlx: HAWPAR RS 21567 Singapore 619968 Jakarta, Indonesia T: 265 2777 F: 265 4703 T: 6221 867 1036 Tlx: RS 25997 F: 6221 867 1037
• Tiger Balm (Malaysia) Sdn Bhd • Haw Par Tiger Balm PLO 95 No.6 (Thailand) Limited Jalan Firma 1/1 280 Charoenkrung Road Tebrau Industrial Estate Kweng Samphanthawong 81100 Johor Bahru Samphanthawong District Malaysia Bangkok 10100 T: 07-354 9616 Thailand F: 07-354 9630 • Haw Par Tiger Balm • Haw Par Healthcare Limited (Philippines), Inc. (Representative Office) Marsman Distribution Center Victoria House Manalac Avenue Grover Street Taguig, Tunbridge Wells Metro Manila, Kent TNI 2QB Philippines England T: 44 1892 535728 • Haw Par Medicals (India) F: 44 1892 544481 Private Limited 11-B Dhanraj Mahal 3rd Floor • Xiamen Tiger Medicals Co., Ltd Apollo Bunder 2/F No 17 Building, Bombay 400039 Yi Bin Road, India Taiwan Industrial Estate, Huli District, Zipcode 361 006, • Tiger Medicals (Taiwan) Ltd Xiamen, China Lotus Building 14th Floor, T: 86 592 562 0201 136 Jen Ai Road Sec 3 F: 86 592 562 0202 Taipei, Taiwan, ROC
• Tiger Balm Japan Co., Ltd 15-2, 1-Chome, Higashi Kanda, Chiyoda-ku, Tokyo Japan
Haw Par Corporation Limited 81 Group Offices
Leisure Power Generation Property & Investments
• Singapore • Scott & English Limited • Haw Par Properties 2 Sixth Lok Yang Road, (Singapore) Haw Par Leisure Pte Ltd Scott & English Building Private Limited 178 Clemenceau Avenue Singapore 628100 #08-00 Haw Par Glass Tower T: 265 5388 • Haw Par Securities Singapore 239926 F: 264 1511 (Private) Limited T: 337 9102 F: 338 0543 Tlx: CDSNS RS 25559 Email: [email protected]. 178 Clemenceau Avenue Underwater World Singapore com.sg #08-00 Haw Par Glass Tower Pte Ltd Singapore 239926 80 Siloso Road, Sentosa, • Scott & English Limited T: 337 9102 F: 338 2573 Singapore 098969 (Shanghai Representative Office) T: 275 0030 F: 275 0036 Rm 2305 North Tower • Haw Par Land (Malaysia) Email: uwspl@underwaterworld. Shanghai Stock Exchange Sdn Bhd com.sg Building 9th Floor, Menara Haw Par, URL: http://www.underwaterworld. 528 South Pu Dong Road Lot 242, Jalan Sultan Ismail com.sg Pu Dong New District 50250, Kuala Lumpur Shanghai 200120 Malaysia • Malaysia People’s Republic of China T: 02-03-230 1855 T: 86-21-68810375 F: 02-03-230 6078 Haw Par Recreation (M) Sdn Bhd F: 86-21-68810375 9th Floor, Email: [email protected] • Haw Par International Limited Menara Haw Par, Lot 242 United Overseas Bank Bldg, Jalan Sultan Ismail, 50250 54-58 Des Voeux Road Kuala Lumpur, Malaysia Central, Hong Kong T: 03-230 4799 T: 852-2842 5662 F: 03-230 2788 F: 852-2810 5773
• Australia
PGF International Pty. Limited 11-21 Mandible Street Alexandra, NSW 2015 Australia T: 02-9319 5041 F: 02-9698 5272 URL: http://www.pgf.com
• New Zealand
PGF New Zealand Limited 130b Shortland Street Aranui, Christchurch New Zealand T: 03-388 6086 F: 03-388 6326
82 Haw Par Corporation Limited Additional Information
on Major Products and Services
Healthcare Products
• Tiger Brand products • Antimalarials • Antidiabetics Tiger Balm, Chloroquine Glibenclamide, Metformin, Tiger Balm Soft, Tolbutamide, Glipizide Tiger Medicated Plaster, • Antiparkinsonism Tiger Indomethacin Plaster, Cardopar • Vitamins & Minerals Tiger Muscle Rub, Calcium Lactate, Energyn-T, Tiger Liniment, • Antirheumatics & Ferrous Fumarate, Folic Acid, Balashin Sai & Anti-inflammatory Analgesics Vitamin B Complex, Vitamin B Tiger Headache Cure Difenac, Soden, Napan Forte, Vorange, Vitamin C
• Kwan Loong Brand products • Antivirals • Rehydration Salts Kwan Loong Medicated Oil Zoral Oral Rehydration Salts, Kwan Loong Refresher Repalyte • Antihypertensives Hypernol, Inpanol, Cardium • Antiemetics Ethical Products Dhaperazine, Dimenate, • Corticosteroid Creams/ Doridone, Metoclopramide • Analgesics/Antipyretics Oral Preparations Bifen, Dhamol, Pacofen, Betasone, Dermacort, Dhacort, • Antithyroids Picapan Dhasolone, Dhabesol Propylthiouracil
• Antacids & Antiulcerants • Cough & Cold Preparations • Gout Preparations Alusorb, Cementin, Dhalumag, Colinctus, Decofam, Allopurinol Famotin, Magsil, Ulcertec, Dhacodine, Dhasedyl, Zendhin, Magalon Dhasedyl DM, Fedac, Fedac Compound, Procodin, • Antiasthmatics Phenexpect, Phenexpect CD, Dhatalin, Dhatifen, Zenmolin Promethazine, Vasican
• Antibiotics • Dermatologicals Aroxin, Dhacillin, Dhatracin, Regro (hair growth lotion), Dhatrin, Erythro, Trizine, Dhalgesic, Calamine & Wanmycin, Cloxcin Hydrocortisone
• Anti-platelet • Diuretics Tipidin Hydrochlorothiazide, Frusemide
• Antispasmodics • Anti-infectives with Dhacopan Corticosteroids Conazole • Antidiarrheals Dhamotil, Kaolin & Pectin, • Laxatives Loperamil Liquid Paraffin Compound Emulsion • Antifungals Grisuvin, Ketozole • Mouth/Throat Preparations Dequalinium, Pharynx, Glycerin • Antihistamines/Antiallergics Thymol Gargle Chlormine, Chlorpheniramine, Rhiniramine
Haw Par Corporation Limited 83 Additional Information on Major Products and Services
Power Generation/General Property Engineering Products • Haw Par Centre • Cumford-Turbo (Singapore) • Stargen (Singapore) 180 Clemenceau Avenue Diesel Generator Sets Diesel Generator Sets Singapore 239922 – commercial building • Cummins (USA) • Minigen (Singapore) six-storey leasehold Diesel Engines & Parts Diesel Generator Sets • Haw Par Glass Tower • Perkins (UK) 178 Clemenceau Avenue Diesel Engines & Parts Consumer Products Singapore 239926 – commercial building • Detroit (USA) • Heatrae Sadia (UK) eight-storey leasehold Diesel Engines & Parts Instant Water Heaters & Hot Water Dispensers • Haw Par Technocentre • Deutz (Germany) 401 Commonwealth Drive Diesel Engines & Parts • Crystal 118 (Malaysia) Singapore 149598 Instant Water Heaters – industrial building • MTU (Germany) seven-storey leasehold Diesel Engines & Parts Leisure Products • Haw Par Tiger Balm Building • MAN (Germany) 2 Chia Ping Road Diesel Engines & Parts • Optima (Australia) Singapore 619968 Golf Clubs & Accessories – industrial building • Fleetguard (USA) nine-storey leasehold Filters • PGF (Australia) Golf Clubs & Accessories, • Scott & English Building • Hospower (Singapore) IZOD Club Clothing, 2 Sixth Lok Yang Road Automotive & Diesel Engine Fisher Golf Putters Singapore 628100 Additive – industrial building three-storey leasehold • Volvo Penta (Sweden) Leisure Facilities Diesel Engines & Parts • Setron Building Industrial & Marine • Family Entertainment 10 Dundee Road Bowling Centres Singapore 149455 • Iveco (Italy) (Malaysia) – industrial building Diesel Engines & Parts Golden Bowl Melaka eight-storey leasehold Golden Bowl Puchong • John Deere (USA) Golden Bowl Klang • Menara Haw Par Diesel Engines & Parts Golden Bowl Seremban Lot 242, Jalan Sultan Ismail, 50250 Kuala Lumpur, Malaysia • Marathon (USA) • Oceanariums – commercial building Alternators Underwater World Singapore thirty-two storey freehold Dolphin Lagoon • Leroy-Somer (France) Underwater World Pattaya • Westlands Centre Alternators Unit 1405-1407 Westlands Centre, • Newage Stamford (UK) 20 Westlands Road Alternators Quarry Bay, Hong Kong – office & industrial units • Mecc Alte (Italy) 999-year lease Alternators
84 Haw Par Corporation Limited Notice of Annual General Meeting
Notice is hereby given that the Thirty-Second Annual General Meeting of the Company will be held at the 61st Storey, UOB Plaza 1, 80 Raffles Place, Singapore 048624 on 22 May 2001 at 2.00 p.m. to consider and, if thought fit, pass the following resolutions:
As Ordinary Business
Resolution 1 To receive and adopt the Financial Statements and the Reports of the Directors and Auditors for the financial year ended 31 December 2000.
Resolution 2 To declare a Second and Final Dividend of 10% less income tax for the financial year ended 31 December 2000.
To re-appoint the following persons, who are retiring pursuant to Section 153(6) of the Companies Act, Cap. 50, as Directors of the Company to hold office until the next Annual General Meeting of the Company:
Resolution 3 Mr Lim Kee Ming Resolution 4 Mr Wee Cho Yaw
To re-elect the following persons, who are retiring pursuant to Article 98 of the Company’s Articles of Association, as Directors of the Company:
Resolution 5 Mr Hwang Soo Jin Resolution 6 Mr Chng Hwee Hong
Resolution 7 To approve Directors’ fees of $160,000 for the financial year ended 31 December 2000 (1999: $100,000).
Resolution 8 To re-appoint Messrs Ernst & Young as Auditors of the Company for the ensuing year and authorise the Directors to fix their remuneration.
As Special Business Resolution 9 "That pursuant to Section 161 of the Companies Act, Cap. 50, approval be and is hereby given to the Directors to allot and issue from time to time such number of shares in the Company as may be required to be issued pursuant to the exercise of options under The Haw Par Corporation Group Executives’ Share Option Scheme (the “Scheme”), provided that the aggregate number of shares to be issued pursuant to this resolution shall not exceed 5 per cent of the issued share capital of the Company from time to time.”
Resolution 10 “That pursuant to Section 161 of the Companies Act, Cap. 50, approval be and is hereby given to the Directors to issue shares in the Company at any time to such persons, upon such terms and conditions and for such purposes as the Directors may in their absolute discretion deem fit, provided that the aggregate number of shares to be issued pursuant to this resolution shall not exceed 10 per cent of the issued share capital of the Company for the time being”.
By Order of the Board
Ong Sian Hin Company Secretary Singapore, 4 May 2001
Haw Par Corporation Limited 85 Notice of Annual General Meeting
Notes to Resolutions 2, 5, 9 and 10 Resolution 2 Together with the interim dividend of 5% less income tax paid on 31 August 2000, the total dividend for the financial year ended 31 December 2000 would be 15% less income tax (1999: 15%).
Resolution 5 Mr Hwang Soo Jin will, upon re-election, continue as an independent member and chairman of the Audit Committee of the Company.
Resolution 9 is to empower the Directors to allot and issue shares pursuant to The Haw Par Corporation Group Executives’ Share Option Scheme (the “Scheme”), which was approved at the Extraordinary General Meeting of the Company held on 15 August 1990. A copy of the Regulations of the Scheme is available for inspection by shareholders during normal business hours at the registered office of the Company at 178 Clemenceau Avenue #08-00, Haw Par Glass Tower, Singapore 239926.
Resolution 10 is to empower the Directors to issue shares in the Company (other than on a bonus or rights issue) up to an amount not exceeding 10 per cent of the issued share capital of the Company for the time being. Such authority will continue in force until the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is earlier.
Notes (1) A member entitled to attend and vote at the meeting is entitled to appoint one or two proxies to attend and vote in his/her stead. A proxy need not be a member of the Company. (2) To be effective, the Proxy Form must be deposited at the registered office of the Company at 178 Clemenceau Avenue #08-00, Haw Par Glass Tower, Singapore 239926, not less than 48 hours before the time set for holding the meeting.
86 Haw Par Corporation Limited Proxy Form
Important 1. For investors who have used their CPF monies to buy Haw Par Corporation Limited’s shares, the report is forwarded to them at the request of their CPF Approved Nominees and is sent solely FOR INFORMATION ONLY. 2. This Proxy Form is not valid for use by CPF investors and HAW PAR CORPORATION LIMITED shall be ineffective for all intents and purposes if used or (Incorporated in the Republic of Singapore) purported to be used by them,
THIRTY-SECOND ANNUAL GENERAL MEETING Number of shares held: (Before completing this form, please read the notes behind.) Scrip-based: Scripless: I/We,
Name:
Address: being a Member of the Company, hereby appoint,
Name:
Address:
NRIC/Passport No.:
Proportion of my/our shareholding (%):
Name:
Address:
NRIC/Passport No.:
Proportion of my/our shareholding (%): as my/our proxy/ proxies to attend and vote for me/us and on my/our behalf at the Thirty-Second Annual General Meeting of the Company to be held on 22 May 2001 at 2.00 p.m. and at any adjournment thereof.
(Please indicate with a “X” in the spaces provided whether you wish your votes to be cast for or against the Resolutions. In the absence of specific directions, your proxy/ proxies will vote or abstain as he/she thinks fit and as he/she will on any other matter arising at the Annual General Meeting.)
For Against Resolution 1 Adoption of Financial Statements and Reports of the Directors ❑❑ and Auditors for the financial year ended 31 December 2000 Resolution 2 Declaration of Second and Final Dividend for the financial year ended 31 December 2000 ❑❑ Resolution 3 Re-appointment – Mr Lim Kee Ming ❑❑ Resolution 4 Re-appointment – Mr Wee Cho Yaw ❑❑ Resolution 5 Re-election – Mr Hwang Soo Jin ❑❑ Resolution 6 Re-election – Mr Chng Hwee Hong ❑❑ Resolution 7 Approval of Directors’ fees for the financial ❑❑ year ended 31 December 2000 Resolution 8 Re-appointment of Ernst & Young as Auditors ❑❑ Resolution 9 Authority to issue shares – Share Option Scheme ❑❑ Resolution 10 Authority to issue shares – Section 161 of the ❑❑ Companies Act, Cap. 50
Signature or Common Seal of Member Date:
Haw Par Corporation Limited 87 Proxy Form
Notes 1. Please insert at the top right hand corner of this Proxy Form the number of scrip-based shares in the Company registered in your name in the Register of Members and the number of scripless shares in the Company entered against your name in the Depository Register maintained by The Central Depository (Pte) Limited (“CDP”) in respect of shares in your Securities Account with CDP. If no number is inserted, this Proxy Form shall be deemed to relate to all the shares held by you. 2. A member entitled to attend and vote at the meeting is entitled to appoint one or two proxies to attend and vote in his/her stead. A proxy need not be a member of the Company. 3. A member is not entitled to appoint more than two proxies to attend and vote on his/her behalf. Where a member appoints two proxies, the appointments shall be invalid unless he/she specifies the proportion of his/her shareholding (expressed as a percentage of the whole) to be represented by each proxy. 4. To be effective, this Proxy Form must be deposited at the registered office of the Company at 178 Clemenceau Avenue #08-00, Haw Par Glass Tower, Singapore 239926, not less than 48 hours before the time set for holding the meeting. 5. This Proxy Form must be signed by the appointor or by his/her attorney. In the case of a corporation, this form must be executed under its common seal or signed by its duly authorised attorney or officer. In the case of joint holders, all holders must sign this form. 6. Any alteration made in this Proxy Form should be initialled by the person who signs it. 7. The Company shall be entitled to reject this Proxy Form if it is incomplete, improperly completed or illegible or where the true intentions of the appointor is not ascertainable from the instructions of the appointor specified in the form. In the case of members whose shares are entered against their names in the Depository Register, the Company may reject any proxy form lodged if such members are not shown to have the corresponding number of shares in the Company against their names in the Depository Register as at 48 hours before the time set for holding the meeting or the adjourned meeting, as appropriate.
88 Haw Par Corporation Limited