New Heights Of Excellence Delivering products and services of superior quality is essential in maximising shareholders value. At Boustead Heavy Industries Corporation, this is the foundation on which we use as a springboard towards attaining new heights of excellence while observing sustainable principles. REVENUE EARNINGS TOTAL NET ASSETS PER SHARE EQUITY PER SHARE AT A CONTINUING OPERATIONS RM277.6 CONTINUING OPERATIONS RM344.7 139 GLANCE MILLION 4.26 MILLION SEN SEN total PROFIT DIVIDEND assets EMPLOYEES BEFORE TAX CONTINUING OPERATIONS 5.0 RM660.8 1,678 SEN MILLION RM11.8 MILLION WHAT’S INSIDE 2 About Us 4 Our Core Business 5 Our Vision, Mission and Core Values 6 Five-Year Financial Highlights 8 Corporate Information 10 Financial Calendar 12 Profile of Directors 18 Senior Management Team 34 • Defence & Security Division 40 • Energy Division 42 • Commercial Division 48 Sustainability Statement 24 56 Audit Committee Report chairman’s statement 60 Corporate Governance Overview Statement 72 Statement on Risk Management and Internal Control 78 Directors’ Responsibility Statement 79 Additional Compliance Information 84 Financial Statements 184 Shareholding Statistics 185 List of Top 30 Shareholders 187 List of Properties 188 Notice of Annual General Meeting • Proxy Form 30 managing director’s statement 2 boustead heavy industries corporation berhad About Us Boustead Heavy Industries Corporation Berhad (BHIC) is a company with diverse maritime and aerospace interests in the defence, enforcement and security, commercial and energy sectors, including the following capabilities: • Shipbuilding of military and commercial crafts • Ship repair and Maintenance, Repair and Overhaul (MRO) for military, commercial and private vessels • Fabrication of structures and modules for the oil and gas industry • MRO of electronics, electrical and control systems, engines, communication equipment and weaponry • MRO of helicopters and submarines • Manufacturing of aerospace components and propellants • Management of Integrated Logistics Support (ILS) ANNUANNUAL REPOREPORRT 2017 3 Our Core Business DEFENCE & SECURITY ENERGY COMMERCIAL DIVISION DIVISION DIVISION The business units under this segment are The business unit under this segment is The business units under this segment are principally engaged in shipbuilding and principally engaged in the fabrication of principally engaged in heavy engineering, maintenance, repair and overhaul (MRO) steel structures and platforms, marine new building, repair, MRO of commercial of naval vessels. In addition, some units are engineering, oil and gas fabrication, and private vessels, provision of training, involved in manufacturing of electronic hook-up and commissioning and other and MRO of aircrafts. products and undertake systems design, services related to oil and gas industry. infrastructure and facilities development, 2017 performance review on page 42 project management and integration 2017 performance review on page 40 works and services, manufacturing, installation, and maintenance and repair of electrical and electronic appliances and apparatus 2017 performance review on page 34 4 boustead heavy industries corporation berhad Our Vision, Mission & Core Values VISION MISSION THE LEADING MARITIME, DEFENCE & TO DELIVER PRODUCTS AND SERVICES ENERGY SOLUTIONS PROVIDER MEETING QUALITY, TIME & COST OBJECTIVES TO MAXIMISE STAKEHOLDERS RETURNS OUR CORE VaLues BELONGING HONOUR INTEGRITY COMMITMENT • Ownership • Professionalism • Conscience • Initiative • Loyalty • Courage • Honesty • Innovation • Pride • Sincerity • Confidentiality • Enthusiasm • Teamwork • Dignity • Accountability • Timeliness ANNUANNUAL REPOREPORRT 2017 5 Five-year Financial Highlights Restated 2017 2016 2015 2014 2013 FINANCIAL PERFORMANCE Revenue from continuing operations 277,647 307,518 265,641 299,560 279,447 Profit/(loss) before taxation from continuing 11,770 82,208 (3,949) 33,038 27,225 operations Profit/(loss) after taxation from continuing 10,576 80,507 (7,538) 30,550 23,426 operations Profit/(loss) attributable to shareholders 10,576 76,696 (30,739) 17,850 3,161 Earnings/(loss) per share sen 4.26 30.87 (12.37) 7.18 1.27 DIVIDEND Dividends for the year 12,423 - - - - Net dividend per share sen 5.00 - - - - GEARING Borrowings 227,817 254,233 355,032 356,167 359,215 Gearing times 0.66 0.73 1.32 1.19 1.27 OTHER FINANCIAL STATISTICS Net assets per share sen 139 139 109 121 114 Shareholders’ equity 344,668 346,515 269,819 300,557 282,707 Total equity 344,668 346,515 269,820 300,593 282,743 Total assets 660,805 719,422 738,931 747,232 733,176 All figures are in RM’000 unless otherwise stated 6 boustead heavy industries corporation berhad REVENUE PROFIT BEFORE TAXATION (Continuing Operations) (Continuing Operations) RM278 MILLION RM12 MILLION 307 299 279 278 265 82 12 33 27 -4 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 SHAREHOLDERS’ EQUITY EARNINGS/(LOSS) PER SHARE RM345 MILLION 4.26 SEN 346 345 30.87 300 282 269 4.26 1.27 7.18 -12.37 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 TOTAL ASSETS NET ASSETS PER SHARE RM661 MILLION 139 SEN 139 139 747 733 738 719 121 661 114 109 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 ANNUAL REPORT 2017 7 Corporate Information BOARD OF DIRECTORS STOCK EXCHANGE LISTING Bursa Malaysia Securities Berhad Main Market Tan Sri Dato’ Seri Lodin Wok Kamaruddin Chairman WEBSITE www.bhic.com.my Tan Sri Dato’ Seri Ahmad Ramli Haji Mohd Nor Executive Deputy Chairman/Managing Director REGISTERED OFFICE 17th Floor, Menara Boustead Datuk Azzat Kamaludin 69 Jalan Raja Chulan, 50200 Kuala Lumpur, Malaysia Non-Independent Non-Executive Director Tel. No: 03-2078 7770 Fax. No: 03-2078 7768 Dato’ Ishak Osman Independent Non-Executive Director PRINCIPAL PLACE OF BUSINESS 17th Floor, Menara Boustead Abd Malik A Rahman 69 Jalan Raja Chulan, 50200 Kuala Lumpur, Independent Non-Executive Director Malaysia Tel. No: 03-2078 7770 Fax. No: 03-2078 7768 SECRETARIES REGISTRAR Lilyrohayu Ab. Hamid @ Kassim Tricor Investor & Issuing House Services Sdn Bhd Suzana Sanudin Unit 32-01, Level 32, Tower A, Vertical Business Suite, Avenue 3, Bangsar South, AUDITORS No. 8, Jalan Kerinchi, Ernst & Young 59200 Kuala Lumpur, Malaysia Level 23A, Menara Milenium Tel. No: 03-2783 9299 Jalan Damanlela Fax. No: 03-2783 9222 Pusat Bandar Damansara 50490 Kuala Lumpur, Malaysia PRINCIPAL BANKERS Tel. No: 03-7495 8000 Affin Bank Berhad Fax. No: 03-2095 9076 Affin Hwang Investment Bank Berhad Alliance Bank Malaysia Berhad AmBank (M) Berhad Asian Finance Bank Berhad Maybank Investment Bank Berhad 8 boustead heavy industries corporation berhad ANNUANNUAL REPOREPORRT 2017 9 FINANCIAL YEAR 1 JAN to 31 DEC 2017 RESULTS Financial First Quarter Announced 26 May 2017 Calendar Second Quarter Announced 9 August 2017 Third Quarter Announced 15 November 2017 Fourth Quarter Announced 27 February 2018 10 boustead heavy industries corporation berhad ANNUAL REPORT DIVIDENDS First Interim Announced 24 February 2017 Issued 13 March 2018 Entitlement date 15 March 2017 Payment date 30 March 2017 ANNUAL GENERAL MEETING Second Interim Announced 15 November 2017 Entitlement date 27 December 2017 To be held 11 April 2018 Payment date 19 January 2018 ANNUAL REPORT 2017 11 PROFILE DIRECTORS TAN SRI Dato’ SERI LODIN WOK KAMARUDDIN CHAIRMAN Age : 68 Qualification Directorship in public companies Gender : Male • 1972 - Bachelor of Business • Boustead Properties Berhad Nationality : Malaysian Administration, University of Toledo, • UAC Berhad Ohio, USA • MHS Aviation Berhad Date the Director was first appointed to • 1973 - Master of Business • Badan Pengawas Pemegang Saham the Board Administration, University of Toledo, Minoriti Berhad 1 January 2008 Ohio, USA • Affin Hwang Asset Management Berhad • Member of Asian Institute of Chartered Board Committee(s) Banker (AICB) Family relationship with any director and/ • Remuneration Committee – Chairman or major shareholder of the Company • Executive Committee – Chairman Details of any interest in the securities of No • Finance Committee – Chairman Boustead Heavy Industries Corporation Berhad Conflict of interests with the Working Experience • 2,000,000 Ordinary Shares Company • 1973 to 1982 – General Manager, No Perbadanan Kemajuan Bukit Fraser Directorship in other public listed • 1983 - Deputy General Manager, companies Other than traffic offences, any Lembaga Tabung Angkatan Tentera • Boustead Holdings Berhad convictions for offences within the past (LTAT) • Boustead Plantations Berhad 5 years and other particulars of any • 1985 to present – Chief Executive of • Pharmaniaga Berhad public sanction or penalty imposed by LTAT the relevant regulatory bodies during • 1991 to present – Group Managing the financial year Director, Boustead Holdings Berhad Nil (BHB) • 2010 to present – Deputy Chairman, BHB 12 boustead heavy industries corporation berhad TAN SRI Dato’ SERI AHMAD RAMLI HAJI MOHD NOR Executive DEPUTY CHAIRMAN / Managing Director Age : 74 Qualification Family relationship with any director and/ Gender : Male • 1965 – Brittania Royal Naval College or major shareholder of the Company Nationality : Malaysian Dartmouth, United Kingdom No • 1976 – Indonesian Naval Staff College Date the Director was first appointed to • 1981 – Masters Degree, United States Conflict of interests with the the Board Naval War College and Naval Post- Company Graduate School in Monterey 17 August 2005 No • 1982 – Masters Degree in Public Administration, Harvard University, Board Committee(s) Other than traffic offences, any United States • Executive