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Building the Right Thing BUILDING THE RIGHT THING Annual Report 2017 BUILDING THE RIGHT THING Our work stands the test of time by turning the right opportunity into the right thing and the right thing into lasting value. YTL is about building value that is not simply lasting, but is worthy of lasting. CONT CORPORATE REVIEW 2 Chairman’s Statement 6 Managing Director’s Review 8 Management Discussion & Analysis 50 Sustainability Statement 54 Corporate Events 66 Notice of Annual General Meeting 69 Statement Accompanying Notice of Annual General Meeting 70 Corporate Information 71 Profile of the Board of Directors 76 Profile of Key Senior Management 78 Statement of Directors’ Responsibilities 79 Audit Committee Report 82 Nominating Committee Statement 87 Statement on Corporate Governance 92 Statement on Risk Management & Internal Control 96 Analysis of Shareholdings 98 Statement of Directors’ Interests 102 List of Properties ENTS FINANCIAL STATEMENTS 105 Directors’ Report 117 Statement by Directors 117 Statutory Declaration 118 Independent Auditors’ Report 124 Income Statements 125 Statements of Comprehensive Income 126 Statements of Financial Position 128 Statements of Changes in Equity 130 Statements of Cash Flows 133 Notes to the Financial Statements 285 Supplementary Information • Form of Proxy 2 YTL CORPORATION BERHAD CHAIRMAN’S STATEMENT OVERVIEW YTL Corporation Berhad (“YTL Corp”) and its subsidiaries (“Group”) performed well for the 2017 financial year in view of the adverse conditions that have persisted in some of the main markets in which the Group operates. The Malaysian economy grew at a slower pace with gross domestic product (GDP) growth of 4.2% for the 2016 calendar year, compared to 5.0% in 2015 driven by domestic demand, supported mainly by sustained private sector spending. The economy registered stronger GDP growth of 5.7% for the first half of 2017, mainly resulting from more robust expansion in domestic demand. Meanwhile, in other major economies where the Group operates, the United Kingdom (UK) registered growth of approximately 1.8% during 2016, with the first and second quarters of the 2017 calendar year showing growth of 0.2% and 0.3%, respectively. Singapore’s economy grew 1.8% in 2016, with growth of approximately 2.5% for the first half of the 2017 calendar year (sources: Ministry of Finance Malaysia, Bank Negara Malaysia, Singapore Ministry of Trade & Industry, UK Office for National Statistics updates & reports). The Group recorded revenue of RM14.73 billion for the financial year ended 30 June 2017, decreasing from RM15.38 billion for the financial year ended 30 June 2016. Profit before tax stood at RM1.73 billion for the financial year under review compared to RM2.26 billion last year, whilst net profit attributable to shareholders decreased to RM813.3 million this year compared to RM916.4 million last year. YTL Corp declared an interim cash dividend of 5 sen per ordinary share for the financial year ended 30 June 2017, together with a share dividend on the basis of 1 treasury share for every 50 ordinary shares held. The combined dividend yield of the cash and share dividends amounts to 5.2% based on the volume weighted average price during the financial year of TAN SRI DATO’ SERI (DR) YEOH TIONG LAY Executive Chairman RM1.56 per share. Annual Report 2017 3 CHAIRMAN’S STATEMENT UTILITIES The Group’s key utilities segment saw a decrease in revenue and profit before tax due mainly to the strengthening of the Ringgit against the British Pound in the water and sewerage division which operates in the UK, in addition to the absence of the one-off gain from the arbitration award recorded last year in the contracted power generation sub-segment. The division’s merchant multi-utilities operations in Singapore continued to see the impact of the ongoing over-supply in generation capacity in Singapore’s wholesale electricity market, outstripping market demand. However, the division made good strides in its ongoing strategy of diversifying its income streams beyond its core activities, into integrated multi-utilities supply and non-regulated ancillary businesses in steam sales, oil storage tank leasing, bunkering services and potable water sales. The Group’s water and sewerage business in the UK performed well, driven primarily by its outstanding customer service standards, which are of key importance given its existing base of 2.8 million customers across its operating region in the south west of England. In the contracted power generation sub-segment in Malaysia, the power purchase agreement for the supply of 585 megawatts of capacity from the Group’s existing power station in Paka, Terengganu, for an increased term of 3 years 10 months (from 2 years and 10 months previously), was finalised during the year under review and supply from Paka Power Station under the new power purchase agreement commenced on 1 September 2017. In the Group’s projects under development, in March 2017, Attarat Power Company PSC, which is developing a 554 megawatt oil shale fired power generation project in Jordan, achieved financial close and the Group increased its equity stake to 45%, from 30%. The Group is also working towards financial close of its 80%-owned Tanjung Jati A project, a 2 x 660 megawatt coal-fired power project in Java, Indonesia, which has a 30-year power purchase agreement with PT PLN (Persero), the Indonesian state-owned electricity utility. 4 YTL CORPORATION BERHAD CHAIRMAN’S STATEMENT Meanwhile, the Group’s mobile broadband network segment In the Group’s property investment sub-segment, profit was continued to grow its subscriber base during the financial year impacted by a net fair value loss on the revaluation of its under review, supported by the launch in June 2016 of its Yes investment properties recorded by Starhill Global REIT, which is 4G LTE and VoLTE services, together with the launch this year listed in Singapore. Nevertheless, the trust has continued to be of the new Huddle XS LTE mobile hotspot device, enhanced supported by the resilient performance of its assets in Singapore, brand development initiatives and new marketing campaigns. comprising stakes in Ngee Ann City and Wisma Atria in Orchard Road, and Malaysia, comprising Starhill Gallery and parcels in Lot CEMENT MANUFACTURING & TRADING AND 10 Shopping Centre in the heart of Bukit Bintang. CONSTRUCTION HOTEL OPERATIONS The cement division registered lower revenue and profit before tax owing to lower demand for cement in the construction The division benefited from better performances by the Group’s industry, competitive pricing and higher production costs. hotels in Hokkaido, Bath, Sabah and Kuala Lumpur. New However, the Group’s construction division registered improved additions during the year under review included Hotel Stripes in performance for the financial year under review benefiting from Kuala Lumpur, Threadneedles Hotel, which is a five-star its pipeline of property development and infrastructure works boutique hotel in London, and The Glasshouse Hotel, located in generated by the Group’s other core activities. the heart of Edinburgh, all of which are part of Marriott International’s Autograph Collection, as well as Monkey Island in PROPERTY INVESTMENT & DEVELOPMENT Berkshire, and the Academy Hotel, comprising five restored Progress is well underway on The Fennel at Sentul East, as well Georgian townhouses in London’s West End. as the Dahlia, Shorefront and U-Thant Place residential MANAGEMENT SERVICES & OTHERS developments, whilst developments completed during the financial year under review included Midfields 2, comprising Performance declined due to lower contributions from the high-rise condominiums in Sungei Besi. Group’s operation and maintenance (O&M) activities relating to the operation of its power stations in Malaysia, higher interest expenses and the absence of a one-off deferred tax credit recorded last year by an associate on the revaluation of power plant assets. Annual Report 2017 5 CHAIRMAN’S STATEMENT benefit from the commencement of the new power purchase agreement for the supply from Paka Power Station, whilst in the mobile broadband business, the successful launch of 4G LTE and VoLTE services bodes well for the growth and expansion of the network’s subscriber base. The Group’s cement division continues to face a highly competitive market but its track record in developing and delivering a high quality range of products and managing its operating and production costs should stand the business in good stead to weather these conditions. The outlook for the Group’s construction business is similarly stable particularly owing to its pipeline of property development and infrastructure works. The domestic property market and the high-end residential market in Singapore are expected to continue to bear the impact of various cooling measures over recent years stemming from efforts in both Malaysia and Singapore to manage rising property prices. Nevertheless, the Group is committed to its long-running SUSTAINABILITY stance of conceptualising, timing and pricing its launches with a In June 2017, YTL Corp became a member of the FTSE4Good view to meeting the needs of genuine buyers, attracted by the Bursa Malaysia Index, which is designed to measure the Group’s proven track record of delivering capital returns, as well performance of companies demonstrating good Environmental, as high-quality, well-designed homes and living environments. Social and Governance (ESG) practices. Earning a place in the index requires a sustained commitment to responsible
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