2018 Annual Report 2018 15
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MATANG BERHAD (Company No. 1142377-X) ANNUALANNNUN NUAL REPORTREPORORTT TABLE OF CONTENTS /// CORPORATE SECTION Corporate Chairman’s Corporate Analysis of Information /02 Statement /12 Governance Shareholdings /82 Overview Group Corporate Management Statement /33 Properties Held Structure /03 Discussion by the Group /85 and Analysis /15 Sustainability Group Financial Statement /42 Notice of 4th Highlights /04 Statement on Risk Annual General Management and Additional Meeting /87 Directors’ Internal Control /24 Compliance Profile /06 Information /44 Form of Proxy Audit and Risk Profile of Senior Management Statement of Management Team /11 Committee Report /27 Directors’ Responsibilities /46 /// FINANCIAL STATEMENTS Directors’ Independent Statements of Statements of Report /47 Auditors’ Profit or Loss Cash Flows /59 Report /52 and Other Statement by Comprehensive Notes to the Directors /51 Statements of Income /56 Financial Financial Statements /61 Statutory Position /55 Statements of Declaration /51 Changes in Equity /57 2 MATANG BERHAD (1142377-X) CORPORATE INFORMATION BOARD OF DIRECTORS DATO’ TEH KEAN MING LEW WENG HO DATO’ NG KENG HENG Independent Non-Executive Chairman Independent Non-Executive Director Non-Independent Non-Executive Director DATUK KIAT SWEE SUNG DATO’ FOONG CHEE MENG LAU LIANG FOOK Executive Deputy Chairman Independent Non-Executive Director Non-Independent Non-Executive Director DATO’ ENG CHENG GUAN DATUK TAN TECK POH @ DATUK TEOH SEW HOCK Executive Director TAN AH TOO Non-Independent Non-Executive Director Non-Independent Non-Executive Director AUDIT AND RISK MANAGEMENT EMAIL ADDRESS AND WEBSITE PRINCIPAL BANKERS COMMITTEE Email address Alliance Bank Malaysia Berhad Chairman [email protected] (88103-W) Lew Weng Ho Menara Multi-Purpose Website Capital Square Member www.matangbhd.com 8, Jalan Munshi Abdullah Dato’ Foong Chee Meng 50100 Kuala Lumpur, Malaysia Dato’ Teh Kean Ming COMPANY SECRETARIES United Overseas Bank (Malaysia) Berhad (271809-K) NOMINATION COMMITTEE Lim Hooi Mooi (MAICSA 0799764) South Area Centre Lau Yen Hoon (MAICSA 7061368) 1st Floor, No. 8, Jalan Ponderosa 2/1 Chairman Taman Ponderosa Dato’ Foong Chee Meng 81100 Johor Bahru, Johor SPONSOR Member Lew Weng Ho M&A Securities Sdn Bhd (15017-H) REGISTRAR Dato’ Teh Kean Ming Level 11, No. 45 & 47 The Boulevard Tricor Investor & Issuing House Mid Valley City Services Sdn Bhd (11324-H) REMUNERATION COMMITTEE Lingkaran Syed Putra Unit 32-01, Level 32, Tower A 59200 Kuala Lumpur, Malaysia Vertical Business Suite Chairman Tel : 603 2284 2911 Avenue 3, Bangsar South Datuk Kiat Swee Sung Fax : 603 2284 2718 No. 8, Jalan Kerinchi 59200 Kuala Lumpur Member Tel : 603 2783 9299 Lew Weng Ho Fax : 603 2783 9222 Dato’ Teh Kean Ming AUDITORS BDO (AF 0206) Tricor Customer Service Centre Chartered Accountants Unit G-3, Ground Floor REGISTERED OFFICE Level 8, BDO @ Menara CenTARa, Vertical Podium 360, Jalan Tuanku Abdul Rahman Avenue 3, Bangsar South Unit 30-01, Level 30, Tower A 50100 Kuala Lumpur No. 8, Jalan Kerinchi Vertical Business Suite Malaysia 59200 Kuala Lumpur Avenue 3, Bangsar South Tel : 603-2616 2888 No. 8, Jalan Kerinchi Fax : 603 2616 3190 / 2616 3191 59200 Kuala Lumpur, Malaysia STOCK EXCHANGE LISTING Tel : 603-2783 9191 Fax : 603-2783 9111 SOLICITOR Bursa Malaysia Securities Berhad ACE Market Wong Beh & Toh Stock Code : 0189 HEAD OFFICE Advocates & Solicitors Stock Name : MATANG Level 19 Unit 39.02, Level 39 West Block Menara Multi-Purpose Wisma Selangor Dredging Capital Square No 142-C, Jalan Ampang 8, Jalan Munshi Abdullah 50450 Kuala Lumpur, Malaysia 50100 Kuala Lumpur, Malaysia Tel : 603-2713 6050 Tel : 603 2693 0189 / 2698 0189 Fax : 603-2713 6052 Fax : 603 2202 80081 ANNUAL REPORT 2018 3 GROUP CORPORATE STRUCTURE MATANG BERHAD 100% MATANG HOLDINGS BERHAD 100% MATANG REALTY SDN BHD 4 MATANG BERHAD (1142377-X) GROUP FINANCIAL HIGHLIGHTS Financial years ended 30 June 2016^ 2017 2018 RM’000 RM’000 RM’000 Statements of Profit or Loss and Other Comprehensive Income Revenue 8,043 10,204 12,641 Gross profit 5,429 7,015 9,774 Profit before taxation 2,206 2,582 5,879 Profit after taxation 1,594 1,257 4,090 Profit attributable to owners of the parent 1,594 1,257 4,090 Earnings per share attributable to owners of the parent (Sen)@ 0.09 0.07 0.23 Statements of Financial Position Shareholders’ equity 167,208 184,638 188,416 Others Fresh fruit bunches (“FFB”) production (tonnes) 16,623 15,983 22,974 Notes: ^ Shown (for comparison purposes) on the basis of combined group i.e., assuming that the Group has been in existence from 1 July 2015 even though the Group has been formed legally from 14 November 2016 upon the completion of the exchange of shares between Matang Berhad and Matang Holdings Berhad. @ Calculated based on enlarged issued share capital of 1,810,000,256 Matang Berhad shares. ANNUAL REPORT 2018 5 GROUP FINANCIAL HIGHLIGHTS cont’d 22,974 12,641 10,204 16,623 15,983 8,043 ‘16 ‘17 ‘18 ‘16 ‘17 ‘18 FRESH FRUIT BUNCHES PRODUCTION REVENUE (tonnes) (RM’000) 4,090 0.23 1,594 1,257 0.09 0.07 ‘16 ‘17 ‘18 ‘16 ‘17 ‘18 PROFIT AFTER TAXATION EARNING PER SHARE (RM’000) (Sen) 188,416 184,638 167,208 ‘16 ‘17 ‘18 SHAREHOLDERS’ EQUITY (RM’000) 6 MATANG BERHAD (1142377-X) DIRECTORS’ PROFILE DATO’ TEH KEAN MING DATUK KIAT SWEE SUNG Dato’ Teh Kean Ming, male, a Malaysian, aged 63, is Datuk Kiat Swee Sung, male, aged 54, a Malaysian, is our Independent Non-Executive Chairman. He is also a our Executive Deputy Chairman and is also the Chairman member of the Audit and Risk Management Committee, of the Remuneration Committee. He was appointed to Nomination Committee and Remuneration Committee our Board on 1 September 2015. He is also the Executive of the Company. He was appointed to our Board on 1 Chairman of Matang Holdings Berhad (“MHB”) and is September 2015. responsible for overseeing both our estate division as well as finance and administration division. He graduated in 1981, with a Bachelor of Engineering from the University of New South Wales, Australia. He completed his secondary education in 1979. He Upon graduation, he joined HCH & N Consortium (a began his career in 1980, working as a plantation consortium of two (2) consulting engineers namely contractor in Wong Foo Chong Trading. In 1984, he Hussein & K.H. Chong Sdn Bhd and Perunding Hashim left Wong Foo Chong Trading and joined an oil palm & NEH Sdn Bhd) and participated in the development plantation in Keratong, Pahang, called Mekassar Estate, of Dayabumi Phase 3 project as a Resident Civil and as an Estate Supervisor. In 1987, Datuk Kiat joined Structural Engineer from 1981 to 1983. Subsequently, Adebayo Development Bhd in Sabah, as an Estate he was employed by Malayan Banking Berhad as Developer and left in 1990. Resident Engineer for the development of Menara Maybank from 1983 to 1987. Subsequently, he joined He established Transkina Enterprise Sdn Bhd Antah Biwater J.V. Sdn Bhd as an Area Engineer in with his wife in 1991, a plantation contractor 1987. In 1989, he left Antah Biwater J.V. Sdn Bhd to and transportation company, involved in planting join IJM Construction Sdn Bhd as a Project Manager. He works, road maintenance, jungle clearing, and field was promoted to Senior Project Manager in 1994 and to maintenance of oil palm plantations for various firms Project Director in 1998. including Asiatic Development Bhd (currently known as Genting Plantation Group) and IOI group. Datuk Kiat’s He was then transferred to IJM Corporation Berhad involvement was limited as a Non-Executive Director (“IJM”) from 2001 to 2008 as the head of the Property (appointed in 1999) and a shareholder. Transkina Division while holding other positions in the IJM and Enterprise Sdn Bhd ceased operations in 2012. subsidiaries, such as Group General Manager of IJM (from April 2001 to December 2004). In 1994, together with his wife, Datuk Kiat established Kiat Swee Sang Property Sdn Bhd and Rising Cosmos In 2005, he joined the Board of Directors of IJM as an Trading Sdn Bhd, which owned oil palm estates Alternate Director. He was appointed as Deputy Chief approximately 526.1 hectares and 161.9 hectares in Executive Officer and Deputy Managing Director of IJM sizes respectively, both located at Lahad Datu, Sabah. from 2008 to 2010. He was appointed as the Chief Currently, he is a Non-Executive Director and shareholder Executive Officer and Managing Director of IJM in January of Kiat Swee Sang Property Sdn Bhd of which he was 2011 and subsequently retired as the Chief Executive appointed in 1994 and Non-Executive Director and Officer and Managing Director of IJM on 5 April 2015. shareholder of Rising Cosmos Trading Sdn Bhd of which he was appointed in 1994 and is not involved in the day- Dato’ Teh was previously a Non-Independent Non- to-day operations of these companies. Executive Director of IJM Plantations Berhad, a Non- Independent Non-Executive Director of IJM Land In 2007, Datuk Kiat was appointed as a Director of Berhad and a Non-Independent Non-Executive Director MHB, and was re-designated as the Executive Chairman of Scomi Group Berhad, all of which he resigned in in 2010. He resigned from MHB in 2012. He was 2015. In July 2015, he was appointed as the Managing subsequently re-appointed as a Director of MHB in Director of JKG Land Berhad (formerly known as Keladi 2014, and was redesignated as the Executive Chairman Maju Berhad). in the same year. He was appointed as a Non-Executive Director of Rohua Sdn Bhd and Huaren Holdings Sdn Bhd, in 2013 and 2014 respectively. He was also appointed as a Non-Executive Director of Huaren Management Sdn Bhd, a wholly-owned subsidiary of Huaren Holdings Sdn Bhd, in 2014.