Annual Report 2018 OUR FOCUS Umw.Com.My Annual Report Annual UMW HOLDINGS BERHAD (90278-P)
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UMW HOLDINGS BERHAD (90278-P) Annual Report 2018 OUR FOCUS umw.com.my Annual Report UMW HOLDINGS BERHAD (90278-P) Menara UMW Jalan Puncak, Off Jalan P. Ramlee 50250 Kuala Lumpur Malaysia 2018 Tel : +603 2025 2025 Fax : +603 2025 2029 UMW HOLDINGS BERHAD (90278-P) INSIDE THIS REPORT About this Report 1 MANAGEMENT DISCUSSION & ANALYSIS SUSTAINABILITY REPORT Strategic Review Sustainability Statement 101 Chairman’s Message 2 President & Group Chief Executive FINANCIAL STATEMENTS 104 ABOUT UMW GROUP Officer’s Review 44 Key Risks & How We Overview Of UMW Holdings Berhad SHAREHOLDERS’ INFORMATION Mitigate Them 48 • Our Vision, Mission 6 Shareholdings Statistics 236 • Who We Are 6 Performance Review Top Ten Properties Held by the • Beyond Boundaries® 6 5-Year Group Summary Results 50 UMW Group 239 • Our Promise 6 Simplified Statements of Group Directory 240 • Our Core Values 6 Financial Position 52 Notice of Annual General Meeting 247 • Business Segments & Key Highlights 7 Segmental Analysis 53 Statement Accompanying Notice • International Presence 7 Statement of Value Added 54 of Annual General Meeting 253 Key Highlights 2018 Financial Calendar 55 Administrative Guide 254 Personal Data Protection Notice 257 • Financial Highlights 8 Business Review Form of Proxy UMW Group’s Journey 10 Automotive 56 Calendar of Events 12 Equipment 60 Award and Accolades 15 Manufacturing & Engineering 64 Corporate Information 16 Corporate Structure 18 GOVERNANCE Corporate Governance LEADERSHIP Overview Statement 70 Board of Directors 20 Additional Compliance Information 79 Statement on Risk Management Board at a Glance 22 and Internal Controls 83 Board of Directors’ Profile 23 Audit Committee Report 93 Management Committee 34 Management Committee’s Profile 36 ABOUT THIS REPORT COVER RATIONALE Strengthening our Focus UMW remains steadfast in its aspirations to be a forward-leaning conglomerate with exceptional and sustainable core businesses. Despite a challenging and ever-evolving economic landscape, we are optimistic of realising our goals and business objectives. We will strengthen and refocus our energy on the three core businesses of Automotive, Equipment and Manufacturing & Engineering and grow these operations through value creation exercises, including inorganic expansion, joint ventures, geographical expansion and enhancement to our product range. By strengthening our focus and leveraging on the right strategies and investments, we will continuously strive to deliver results and create value for our shareholders. Discussions that relate to our stakeholders have been identified and highlighted with the following icons: Principal Partners Shareholders Analysts & Fund Managers Customers Authorities Media Employees Local Communities ONLINE VERSION CROSS REFERENCES Tells you where you can find more Tells you where you can find more www.umw.com.my information within the reports information online at www.umw.com.my ANNUAL REPORT 2018 SUSTAINABILITY REPORT 2018 Contents Contents Provides comprehensive report of the Group’s performance, Provides a detailed disclosure of our long-term strategies to activities and outlook. manage our economic, environmental and social risks. Compliance Compliance • Main Market Listing Requirements of Bursa Malaysia • Sustainability Reporting Guide issued by Bursa Malaysia Securities Berhad Securities Berhad • Malaysian Financial Reporting Standards • Global Reporting Initiative Sustainability Reporting Guidelines • International Financial Reporting Standards (Core) • Companies Act 2016 • The ACCA Malaysia Sustainability Reporting Guidelines for • Malaysian Code on Corporate Governance 2017 Malaysian Companies Chairman’s Message About UMW Group 2 ANNUAL REPORT 2018 Leadership Management Discussion & Analysis Governance Sustainability Report Financial Statements Shareholders’ Information It gives me great pleasure to present UMW Group’s annual report for the financial year ended December 2018. Although it was a year marked by global and regional challenges, the Group managed to record a remarkable performance on the back of robust revenue and profitability from all our core businesses. I am heartened to see the Group achieved a noteworthy tripling in profit before tax (PBT) from continuing operations during the year. TAN SRI DATO’ SRI HAMAD KAMA PIAH CHE OTHMAN GROUP CHAIRMAN UMW HOLDINGS BERHAD (90278-P) 3 CHAIRMAN’S MESSAGE Dear valued shareholders, Admittedly, the Group’s performance is a enabled us to effectively channel more result of the interplay of various factors; resources into our three core businesses, It gives me great pleasure to present however, a key contributor has been our and we are now seeing the results of our UMW Group’s annual report for the strategic realignment to our areas of investments. financial year ended December 2018. strength. Since its establishment over 100 Although it was a year marked by years ago, UMW has grown to become a In the Automotive division, we had invested global and regional challenges, the leading conglomerate in Malaysia operating in a second Toyota assembly plant which in Group managed to record a remarkable in diverse industries. While we continue to January 2019 successfully rolled out its first performance on the back of robust seek various growth opportunities to future- batch of the all-new Vios. Equipped with the revenue and profitability from all our proof our Group, we remain committed to latest automation technologies, the plant is core businesses. I am heartened to see running a business group that is value- set to produce a wide range of new, the Group achieved a noteworthy adding and sustainable, and this has led us completely knocked down (CKD) models tripling in profit before tax (PBT) from to refocus our attention on the three core that will have great appeal within the local continuing operations during the year. areas where we have the strongest market. In the Equipment division, we experience and expertise, namely formed a joint venture company with one of The Board is particularly pleased with the Automotive, Equipment and Manufacturing our longest standing principals, Komatsu Ltd strength of the Group’s fundamentals & Engineering (M&E). of Japan, with whom we are investing in that have supported such performance, new value-adding technologies, such as enabling us to reward our shareholders Under this strategy, the Group had divested Smart Construction, that will elevate us into with attractive dividends. For the full non-core businesses and assets, which a total solutions provider for our valued year, we are paying out 7.5 sen per share, began with the disposal of our Oil & Gas customers. combining an interim dividend of 5 sen business in 2017. After a long and concerted per share announced in May 2018 and a effort at realigning our business, I am proud Within the M&E division, meanwhile, we are final single-tier dividend of 2.5 sen per to share that the Group is now left with moving up the value chain via the investment share as announced in February 2019. only six non-listed businesses from the Oil & in our Aerospace plant, which affords us the Gas operations, which are expected to be technical capability to offer more high-value fully wound down and liquidated or disposed components to leading OEMs in the of by end 2019. Our exit from the sector has aerospace and other high-tech industries. 7.5sen Established over The Board made 100 years to strategic decision to consolidate and focus become a leading on the three core DIVIDEND FOR THE YEAR conglomerate businesses Chairman’s Message About UMW Group 4 ANNUAL REPORT 2018 Leadership Management Discussion & Analysis Governance CHAIRMAN’S Sustainability Report Financial Statements MESSAGE Shareholders’ Information UMW HOLDINGS BERHAD (90278-P) 5 continue strengthening our focus on good governance, which is critical to the Group’s ongoing success. We are fully cognisant of the importance of operating with integrity and transparency in reinforcing the strong relationships we have built with our stakeholders. Our stakeholders are very important to us, AUTOMOTIVE and I would like to take this opportunity DIVISION to extend my gratitude to our principals Investment in the second Toyota and other business partners, shareholders assembly plant equipped with the and customers for their continued support latest automation technologies and trust in our ability to deliver. In order for the Board to carry out our roles efficiently and effectively, it is important to have the right mix of skills and perspectives. In this regard, I am proud to share that even with the inclusion of our newest member, Mr Lim Tze Seong, who was appointed on 1 January 2018 as a EQUIPMENT Non-Independent Non-Executive Director, DIVISION more than half of our Directors are Formation of a joint venture Independent Directors and more than company with Komatsu Ltd, 30% are women. Our composition thus Japan to further enhance the exceeds the requirements of the Malaysian heavy equipment business Code on Corporate Governance 2017. I personally feel honoured to be surrounded by colleagues of such high Indeed, we seek not only to participate in calibre on the Board. I would like to take high-value manufacturing, but to promote this opportunity to thank my fellow Board this niche segment more generally through members for their time and commitment our 861-acre High Value Manufacturing to UMW Group. At the same time, I would Park (HVMP) in Serendah, where our like to commend our management for Aerospace plant is located. During the M&E their astute leadership, and all 8,081 year, we welcomed another new tenant, T7 DIVISION employees across the Group for their hard Kilgour Sdn Bhd, which is involved in Investment in Aerospace plant, work and for being united in working various processes and treatments applicable offering more high-value towards our shared goals. to the aerospace industry. components to leading OEMs in the aerospace and other high-tech We have come a long way in the last industries A milestone in 2018, which we are confident century. Working together as one united will further enhance the Group’s long-term team, we can make the next century prospects, was the implementation of a even better.