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Annual Report 2009 DKSH Holdings (Malaysia) Berhad

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Annual Report 2009 DKSH Holdings (Malaysia) Berhad Annual Report 2009 DKSH Holdings (Malaysia) Berhad Think Asia. Think DKSH. DKSH Holdings (Malaysia) Berhad: Annual Report 2009 Contents 2 Notice of annual general meeting 26 Statement of directors’ responsibility 4 Operating structure 27 Directors’ report 5 Directors’ profile 31 Consolidated income statement 8 Chairman’s report to the shareholders 32 Company income statement 11 Corporate information 33 Balance sheets 12 Corporate profile 35 Consolidated statement of changes in equity 16 Corporate governance statement 36 Company statement of changes in equity 20 Internal control statement 37 Cash flow statements 21 Audit committee report 39 Notes to the financial statements 23 List of properties 79 Statement by directors and statutory declaration 24 Analysis of shares 80 Independent auditors’ report 26 Financial highlights Proxy Form Notice of annual general meeting Notice is hereby given that the Eigh- 6. To re-appoint PricewaterhouseCoo- riment of the minority shareholders teenth Annual General Meeting of the pers as auditors of the Company and of the Company; and Company will be held at the Conference to authorize the directors to fix their Room, Ground Floor, 74 Jalan University, remuneration. (b) disclosure of the aggregate value of 46200 Petaling Jaya, Selangor Darul Eh- Resolution 6 the recurrent related party transac- san on Thursday, June 17, 2010 at 10.00 tions conducted during the finan- a.m. for the purpose of transacting the As special business cial year will be disclosed in the An- following business: nual Report for the said financial 7. To consider and, if thought fit, to pass year, Agenda the following resolution: And that such approval shall continue As ordinary business Proposed Renewal of and New to be in force until: Shareholders’ Mandate for Recur- 1. To receive and adopt the audited fi- rent Related Party Transactions of (i) the conclusion of the next Annual nancial statements for the year ended a Revenue or Trading Nature (Pro- General Meeting of the Company December 31, 2009 and the reports of posed Shareholders’ Mandate) (“AGM”) at which time it will lapse, the directors and auditors thereon. unless by a resolution passed at the Resolution 1 “That, pursuant to Paragraph 10.09 of meeting, the authority is renewed; the Main Market Listing Requirements 2. To approve the payment of a final of Bursa Malaysia Securities Berhad (ii) the expiration of the period within gross dividend of 1.8 sen per ordinary (Bursa Securities), the Company and/or which the next AGM is required to share less 25% income tax and a final its subsidiaries (the Group) be and are be held pursuant to Section 143(1) single tier dividend of 1.65 sen per or- hereby authorized to enter into any of of the Companies Act, 1965 (but dinary share for the year ended De- the recurrent transactions of a revenue shall not extend to such extension cember 31, 2009. or trading nature as set out in 2.4 of as may be allowed pursuant to Sec- Resolution 2 the Circular to Shareholders dated tion 143(2) of the Companies Act, May 26, 2010 with the related parties 1965); or 3. To approve the payment of directors’ mentioned therein which are neces- fees of RM150,000 for the year ended sary for the Group’s day-to-day opera- (iii) revoked or varied by resolution December 31, 2009. tions, subject further to the following: passed by the shareholders in gen- Resolution 3 eral meeting, (a) the transactions are in the ordinary 4. To re-elect Michael Lim Hee Kiang course of business and at arm’s whichever is the earlier, who retires pursuant to Article 99 of length basis on normal commercial the Company’s Articles of Association. terms which are consistent with the And that the Directors of the Company Resolution 4 Group’s normal business practices and/or any of them be and are hereby and policies and on terms not more authorized to do all such acts and 5. To re-elect Thon Lek who retires pur- favorable to the related parties than things (including, without limitation, suant to Article 99 of the Company’s those generally available to the to execute all such documents) in the Articles of Association. public and on terms not to the det- interest of the Company to give full ef- Resolution 5 2 DKSH Holdings (Malaysia) Berhad: Annual Report 2009 fect to the aforesaid shareholders’ (d) If no name is inserted in the space for mandate.” the name of your proxy, the Chairman Resolution 7 of the Meeting will act as your proxy. 8. To transact any other business of an (e) The original Proxy Form must be de- Annual General Meeting for which due posited at the Registered Office of the notice shall have been given. Company, 74 Jalan University, 46200 Petaling Jaya not less than forty-eight (48) hours before the time of holding By Order of the Board the Meeting or any adjournment thereof. Andre‘ Chai P´o-Lieng, ACIS Company Secretary Explanatory notes on special busi- (MAICSA 7062103) ness Petaling Jaya Ordinary Resolution 7 May 26, 2010 Proposed Renewal of and New Share- holders’ Mandate for Recurrent Re- lated Party Transactions of a Revenue Notes or Trading Nature (a) Every member is entitled to appoint a Ordinary Resolution 7, if passed, will al- proxy or in the case of a corporation, low the Group to enter into the recurrent to appoint a representative to attend related party transactions in the ordinary and vote in his place. A proxy need not course of business and the necessity to be a member of the Company. convene separate general meetings from time to time to seek Shareholders’ ap- (b) The Proxy Form must be signed by the proval as and when such recurrent related appointer or his attorney duly autho- party transactions occur, would not arise. rized in writing or if the appointer is a This would reduce substantial administra- corporation, either under seal or un- tive time, inconvenience, and expenses der the hand of an officer or attorney associated with the convening of such duly authorized. In the case of joint meetings without compromising the cor- holdings, the signature of the first porate objectives of the Group or ad- named holder is sufficient. versely affecting the business opportuni- ties available to the Group. The (c) If the Proxy Form is returned without Shareholders’ mandate is subject to re- any indication as to how the proxy newal on an annual basis. shall vote, the proxy will vote or ab- stain as he thinks fit. DKSH Holdings (Malaysia) Berhad: Annual Report 2009 3 Operating structure DKSH Holdings (Malaysia) Berhad 100% DKSH Malaysia Sdn Bhd 100% Texchem Consumers Sdn Bhd DKSH (B) Sdn Bhd 100% Harpers Trading (Malaysia) Sdn Bhd 100% (formerly known as Harpers Trading (B) Sdn Bhd) 100% DKSH Marketing Services Sdn Bhd 100% DKSH Logistics Services Sdn Bhd 100% Diethelm Central Services Sdn Bhd 100% Diethelm Chemicals Malaysia Sdn Bhd The Famous Amos Chocolate Chip 100% Cookie Corporation (M) Sdn Bhd 51% DKSH Transport Agencies (M) Sdn Bhd 100% Macro Consolidators (M) Sdn Bhd 4 DKSH Holdings (Malaysia) Berhad: Annual Report 2009 Directors’ profile Michael Lim Hee Kiang volving the Company with the exception 2001 when he fully retired from practice. Independent non-executive Chairman, that he was a consultant of the Compa- During the 10 years from 1990 to 2000, member of the Audit Committee ny’s principal solicitors, Messrs Shearn Mr. Menezes held board positions in pri- Delamore & Co. He has had no convic- vate and public listed companies in the Mr. Michael Lim Hee Kiang, aged 62, a tions for any offences within the past 10 United Kingdom, Australia, Singapore, Malaysian, is an independent non-execu- years. Hong Kong, and Malaysia. He is presently tive Director and Chairman of DKSH Hold- a Director of Sphere Corporation Sdn Bhd ings (Malaysia) Berhad. He was appointed James Armand Menezes and is an active council member and as Director of the Company on December Independent non-executive Director, Chairman, on a voluntary basis, of Hospis 24, 1991 and as Chairman of the Board Chairman of the Audit Committee Malaysia, a non-governmental organiza- on January 1, 1999. He continued to serve tion limited by guarantee. Mr. Menezes as a member of the Audit Committee af- Mr. James Armand Menezes, aged 64, a attended all the four Board meetings of ter he has relinquished his position as Malaysian, was appointed as an indepen- the Company held in the financial year Chairman of the Audit Committee on De- dent non-executive Director and a mem- ended December 31, 2009. He does not cember 10, 2004. ber of the Audit Committee of the Com- have any family relationship with any di- Mr. Michael Lim, an advocate and so- pany on July 19, 2004. He was rector and/or major shareholder of DKSH licitor, was a Partner of Messrs Shearn De- subsequently appointed as the Chairman Holdings (Malaysia) Berhad, nor any per- lamore & Co. for 30 years, and subse- of the Audit Committee on December 10, sonal interest in any business arrange- quently consultant before he retired from 2004. ment involving the Company. He has had the firm. He graduated with a Bachelor of Mr. Menezes, a qualified Certified Pub- no convictions for any offences within the Laws (Hons.) degree in 1972 and obtained lic Accountant (CPA) and Chartered Ac- past 10 years. a Master of Laws degree with distinction countant, spent 25 years with Ernst & from the Victoria University of Welling- Young of which he was a partner for 13 Datuk Haji Abdul Aziz bin Ismail ton, New Zealand in 1973.
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