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SIME-Page 118 to Proxyform (1.1MB).Pdf 118 SIME DARBY BERHAD ● ANNUAL REPORT 2011 REPORTS AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2011 CONTENTS Directors’ Report 119 - 122 Statement by Directors 123 Statutory Declaration 123 Auditors’ Report 124 - 125 Financial Statements Statements of Profi t or Loss 126 Statements of Comprehensive Income 127 Statements of Financial Position 128 - 129 Statements of Changes in Equity 130 - 131 Statements of Cash Flows 132 - 134 Notes to the Financial Statements 135 - 265 Supplementary Information 266 SIME DARBY BERHAD ● ANNUAL REPORT 2011 119 DIRECTORS’ REPORT For the fi nancial year ended 30 June 2011 The Directors are pleased to present their Report together with the audited fi nancial statements of the Group and of the Company for the fi nancial year ended 30 June 2011. Principal Activities The Company is principally an investment holding company. The principal activities of the subsidiaries, jointly controlled entities and associates are as stated in Note 51 to the fi nancial statements. The principal activities of the Group are divided into six businesses namely, Plantation, Property, Industrial, Motors, Energy & Utilities and Healthcare. There have been no signifi cant changes in the nature of these activities during the fi nancial year. Financial Results The results of the Group and of the Company for the fi nancial year ended 30 June 2011 are as follows: Group Company RM million RM million Profi t before tax 5,449.2 1,988.9 Tax expense (1,602.7) (3.8) Profi t for the year from continuing operations 3,846.5 1,985.1 Profi t for the year from discontinuing operations 1.4 – Profi t for the year 3,847.9 1,985.1 Attributable to owners of : - the Company 3,664.5 1,985.1 - non-controlling interests 183.4 – Profi t for the year 3,847.9 1,985.1 Dividends Since the end of the previous fi nancial year, the Company has paid the following dividends: RM million a. Final single tier dividend of 3.0 sen per share paid on 15 December 2010 in respect of the fi nancial year ended 30 June 2010; and 180.3 b. Interim single tier dividend of 8.0 sen per share paid on 11 May 2011 in respect of the fi nancial year ended 30 June 2011 480.7 The Board recommends the payment of a fi nal single tier dividend of 22.0 sen per share which is not taxable in the hands of the shareholders pursuant to paragraph 12B of Schedule 6 of the Income Tax Act 1967 for the fi nancial year ended 30 June 2011 amounting to RM1,322.1 million. Subject to the approval of the shareholders at the forthcoming Annual General Meeting of the Company, the fi nal single tier dividend will be paid on 15 December 2011. Reserves and Provisions All material transfers to or from reserves and provisions during the fi nancial year are shown in the fi nancial statements. Share Capital and Debentures There were no issuances of shares and debentures during the fi nancial year. 120 SIME DARBY BERHAD ● ANNUAL REPORT 2011 DIRECTORS’ REPORT Changes in Group Composition The major changes in Group composition during the fi nancial year are as follows: a. Plantation On 30 September 2010, Sime Darby International Investments Limited completed the disposal of its entire 40% equity interest in Leverian Holdings Pte Ltd to Adani Wilmar Pte Ltd for a total consideration of USD3.0 million (equivalent to RM9.3 million). The Group registered a gain of RM9.3 million on this disposal. b. Industrial i. On 1 July 2010, Hastings Deering (Australia) Ltd acquired 30.6% and 29.4% of the issued shares of Sitech Construction Systems Pty Ltd (SCSPL) and Ultimate Positioning Group Pty Ltd (UPGPL) for AUD5.2 million (equivalent to RM14.6 million) and AUD7.7 million (equivalent to RM21.3 million) respectively. The principal activities of SCSPL are sales and servicing of Trimble Technology construction products and the principal activities of UPGPL are sales, hire, service and repair of Trimble surveying equipment to the construction, mapping and geographic information system and surveying sectors. ii. On 18 March 2011, Sime Darby Eastern Investments Private Limited acquired 100% of the issued shares of AC Haynes Investments Pty Ltd (ACHI) and DG Nominees Pty Ltd (DGN) and 60% of the issued shares of Haynes Mechanical Pty Ltd (HM) for a total consideration up to AUD19.6 million (equivalent to RM59.5 million). The remaining 40% of the issued shares of HM is held by ACHI. The principal activities of HM, ACHI and DGN are labour hire/contracting, mining machinery parts service and repair as well as crane hire businesses, with labour hire being the largest revenue contributor. c. Energy & Utilities On 27 May 2011, the Group entered into Memoranda of Understanding for the proposed disposal of Teluk Ramunia and Pasir Gudang fabrication yards. On 25 August 2011, conditional sale and purchase agreements for a total provisional disposal price of RM689.5 million were signed with Petronas Assets Sdn Bhd and Malaysia Marine and Heavy Engineering Sdn Bhd. The proposed disposals are subject to fulfi llment of certain conditions precedent on or before 16 March 2012. These fabrication yards are an integral part of the Group’s oil and gas business, and the Group is exiting this business as it is no longer in line with the Group’s strategic direction. As this business forms a large component of the Energy & Utilities division, the Group presents the results of this business as discontinuing operations in the financial statements. The change in Group composition subsequent to the end of the fi nancial year is as follows: Property On 9 September 2011, Sime Darby Nominees Sendirian Berhad acquired 273.0 million ordinary shares of RM1 each and 60.0 million 8% Irredeemable Convertible Secured Loan Stocks of RM0.65 each in Eastern & Oriental Berhad (E&O) representing 30% of the fully diluted equity interest in E&O for RM765.9 million and a further 5.1 million ordinary shares of RM1 each for RM8.0 million. E&O was incorporated in Malaysia and is listed on the Main Market of Bursa Malaysia Securities Berhad. The principal activities of E&O and its subsidiaries include investment holding, hotel ownership and operations, hotel management, property development, property investment and café and restaurant operations. Directors The Directors who have held offi ce since the date of the last Report are as follows: Tun Musa Hitam (Chairman) Tan Sri Dato’ Sri Hamad Kama Piah Che Othman (Appointed on 16 November 2010) Tan Sri Samsudin Osman Tan Sri Dato’ Dr Wan Mohd Zahid Mohd Noordin Tan Sri Datuk Amar (Dr) Tommy Bugo @ Hamid Bugo Tan Sri Datuk Dr Yusof Basiran (Appointed on 16 November 2010) Tan Sri Sheng Len Tao Dato Sri Lim Haw Kuang Dato’ Henry Sackville Barlow SIME DARBY BERHAD ● ANNUAL REPORT 2011 121 DIRECTORS’ REPORT Directors (continued) Sreesanthan Eliathamby Azmi Mohd Ali (Appointed on 16 November 2010) Zaiton Mohd Hassan (Appointed on 16 November 2010) Dato’ Mohd Bakke Salleh (Appointed on 16 November 2010) Tun Ahmad Sarji Abdul Hamid (Retired on 16 November 2010) Dr Arifi n Mohamad Siregar (Retired on 16 November 2010) Tan Sri Datuk Dr Ahmad Tajuddin Ali (Retired on 16 November 2010) Dato’ Sri Mohamed Sulaiman (Retired on 16 November 2010) Dato’ Dr Abdul Halim Ismail (Retired on 16 November 2010) Datin Paduka Zaitoon Dato’ Othman (Retired on 16 November 2010) Raja Tan Sri Dato’ Seri Arshad Raja Tun Uda (Resigned on 16 November 2010) Directors’ Benefi ts During and at the end of the fi nancial year, no arrangements subsisted to which the Company is a party, with the object or objects of enabling Directors of the Company to acquire benefi ts by means of the acquisition of shares in, or debentures of, the Company or any other body corporate. Since the end of the previous fi nancial year, no Director has received or become entitled to receive a benefi t (other than benefi ts disclosed as Director’s remuneration and benefi ts-in-kind in Note 5 to the fi nancial statements) by reason of a contract made by the Company or a related corporation with the Director or with a fi rm of which he or she is a member, or with a company in which he or she has a substantial fi nancial interest except for any benefi ts which may be deemed to have arisen from the transactions disclosed in Note 46 to the fi nancial statements. Directors’ Interests in Shares According to the Register of Directors’ Shareholdings, no Director in offi ce at the end of the fi nancial year held any shares in or debentures of the Company or its subsidiaries other than the participatory interests made available by a subsidiary of the Company during the fi nancial year as follows: Kuala Lumpur Golf & Country Club Berhad Participatory interests Type of membership Tun Musa Hitam Honorary Tan Sri Samsudin Osman Honorary Tan Sri Dato’ Dr Wan Mohd Zahid Mohd Noordin Honorary Tan Sri Datuk Amar (Dr) Tommy Bugo @ Hamid Bugo Honorary Tan Sri Datuk Dr Yusof Basiran Honorary Tan Sri Sheng Len Tao Honorary Dato Sri Lim Haw Kuang Honorary Dato’ Henry Sackville Barlow Honorary Azmi Mohd Ali Honorary Dato’ Mohd Bakke Salleh Honorary Statutory Information on the Financial Statements a. Before the statements of profi t or loss, comprehensive income and fi nancial position of the Group and of the Company were made out, the Directors took reasonable steps: i. to ascertain that proper action had been taken in relation to the writing off of bad debts and the impairment for doubtful debts, and satisfi ed themselves that all known bad debts had been written off and adequate impairment had been made for doubtful debts; and ii.
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