Edaran Otomobil Nasional Berhad (119767-X) Edaran Otomobil Nasional Berhad (119767-X) AnnualReport2004 Annual Edaran Otomobil Nasional Berhad (119767-X) Report EON Head Office Complex No. 2, Persiaran Kerjaya Taman Perindustrian Glenmarie Seksyen U1 2004 40150 Shah Alam Selangor Darul Ehsan Tel: 03-7711 2211 Fax : 03-7803 0009 COVER RATIONALE The cover illustrates a metaphor exemplified by the abundant opportunities waiting to be realised and the new energy symbolised by the spirited gold fish, an icon of wealth and vigour. The electrifying surge into the next level portrays EON’s determination, dedication and aspiration to re-define and strategically position itself in the local automotive industry. In excelling to a new level, EON is poised to realise all possibilities and exceed expectations. “A Paradigm Shift” is our beginning in achieving a new and dynamic business culture as well as a wider range of exciting marques. It is a reflection of our commitment to always be at the forefront of our business. At A Glance EDARAN OTOMOBIL NASIONAL BERHAD (EON) IS ONE OF MALAYSIA’S LEADING COMPANIES IN MOTOR VEHICLES DISTRIBUTION AND RETAILING. FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2004, THE GROUP RECORDED A REVENUE OF RM3.9 BILLION WITH A PRE-TAX PROFIT OF RM300.5 MILLION. FINANCIAL CALENDAR FOR FINANCIAL YEAR ended 31 December 2004 QUARTERLY ANNOUNCEMENT OF RESULTS 20 MAY 2004 29 NOV 2004 1st Quarter for the 3rd Quarter for the three months ended nine months ended 31 March 2004 30 September 2004 27 AUG 2004 24 FEB 2005 2nd Quarter for the 4th Quarter for six months ended the year ended 30 June 2004 31 December 2004 DIVIDENDS 14 JUNE 2004 31 MAY 2005 Payment of final dividend of 22 sen Book closure for determining the per share less income tax at 28% in entitlement for the proposed final respect of the year ended dividend of 18 sen per share less 31 December 2003. income tax at 28% and proposed special dividend of 84 sen per share 14 JULY 2004 less income tax at 28% in respect of Distribution of shares in EON Capital the year ended 31 December 2004. Berhad (ECB) by way of dividends in specie of ECB shares on the basis of 28.1 ECB shares for every 100 EON shares held and capital repayment on GENERAL MEETINGS the basis of 111.5 ECB shares for every 100 EON shares held. 7 APR 2004 25 AUG 2004 5 MAY 2005 Extraordinary General Meeting 2nd Extraordinary Notice of 21st Annual 8 OCT 2004 to seek shareholders’ approval General Meeting to seek General Meeting. Payment of interim dividend of 10 sen for the Distribution of shares in shareholders’ approval per share less income tax at 28% in EON Capital Berhad (ECB) by for the disposal of the 30 MAY 2005 respect of the year ended way of payment of dividends in entire shareholding in 21st Annual General 31 December 2004. specie and capital repayment. EONCAP Securities Sdn Meeting. Bhd (formerly known as 20 MAY 2004 Leong & Company Sdn 20th Annual General Meeting. Bhd) and MCIC Holdings Sdn Bhd. 1 EON BERHAD ANNUAL REPORT 2004 Contents 4 EON Corporate Profile 80 Human Resource Development 5 Awards for 2004 82 Harnessing Information Technology 6 Types of Vehicles Distributed by 83 Statement of Occupational Safety The Group and Health and the Environment 8 Notice of Annual General Meeting 85 Corporate Social Responsibilities 10 Statement Accompanying 86 Group Financial Review Notice of Annual General Meeting 90 Calendar of Major Events 14 Corporate Information 96 Awards and Recognition Within 15 Financial Highlights Two Decades 16 Five Years Group Financial Summary 97 Milestones Within Two Decades 17 EON’s Growth Trend – Company 99 Statement of Directors’ Responsibility for Preparing the Financial Statements 18 EON’s Growth Trend – Group 100 Financial Statements 19 Share Prices and Trading Volume 164 Analysis of Shareholding 20 Corporate Structure 165 List of Thirty (30) Largest Shareholders 21 Organisation Structure 166 Properties owned by Edaran Otomobil 22 Profile of Board of Directors Nasional Berhad Group 30 Senior Management 172 EON Group Branches 34 Statement on Corporate 174 Analysis of Proton Vehicles Sales Network Governance 175 Analysis of Non-Proton Vehicles Sales 46 Risk Management Network 48 Report of the Board Audit 176 EON List of Bumiputera Sales Dealers Committee by State 53 Additional Compliance Information 178 EON List of Non-Bumiputera Sales 54 Statement of Internal Control Dealers by State 56 Chairman’s Statement 179 EON List of Franchise Service Dealers (FSD) by State 64 Managing Director’s Review of Operations 183 Euromobil List of Sales Dealers by State 74 Our Commitment to Customer Service/Customer Relationship 184 Corporate Directory Management • Proxy Form 78 Maximising Shareholder Value 2 EON BERHAD ANNUAL REPORT 2004 page56 chairman’s statement page64 managing director’s review of operations page100 financial statements 3 EON BERHAD ANNUAL REPORT 2004 CORPORATE PROFILE CORE VALUES I–INTEGRITY Carry out one’s roles and responsibilities Vision in an honest and sincere manner TO BE THE LEADING AND C– CUSTOMER FOCUSED THE MOST INNOVATIVE Create a positive experience for internal AUTOMOTIVE RETAILER and external customers at all times L– LEARNING ORGANISATION Encourage continuous learning and promote the exchange of knowledge Mission within EON TO PROVIDE EXCELLENT CUSTOMER SERVICE I–INNOVATION Pursue new ideas to improve the quality of products and services offered P–PRIDE Possess a sense of belonging and achievement of being part of the EON family DRB-HICOM GROUP CORPORATE PROFILE DRB-HICOM Berhad is one of Malaysia’s leading AUTOMOTIVE MANUFACTURING & DISTRIBUTION conglomerates, playing an integral role in the nation’s The Group’s leadership within this sector is reflected through road to industrialisation. niche segmentation via new technology development and continued strategic alliances with renowned global names such as Mitsubishi, Isuzu, Citroen, Kawasaki, Tata, Honda We are diversified yet focused, and have interests in and General Motors. We continuously seek new alliances to key sectors of the economy mainly:- strengthen our base further and develop new business potential that will strengthen both DRB-HICOM and our partners. • Automotive Manufacturing & Distribution PROPERTY & INFRASTRUCTURE •Property & Infrastructure DRB-HICOM is extensively involved in retail, commercial and •Services residential property development, and has made strong inroads in the construction sector especially in infrastructure developments. DRB-HICOM will continue to look for opportunities that will benefit the Group and the country. SERVICES The rapidly growing service-based industry represents new opportunities for DRB-HICOM. Our interests include IT, financial services, solid waste management, automotive services, tourism and transportation. 4 EON BERHAD ANNUAL REPORT 2004 Awards For 2004 • Homegrown Franchisor of the Year 2002 / 2003 Award by Malaysian Franchise Association • Corporate Governance Merit Award by Malaysian Business • Best Workplace Practices Category in the Asian Corporate Social Responsibility (CSR) Award 2004 • Best Environmental Practices Award by IPRM • Best Employee Relations Practices Award by IPRM • Best Public Relations Practices Award by IPRM •Overall Champion IPRM Kristal Awards by IPRM • Anugerah Citra Wangsa Malaysia (Radio Advertisement Category) by Dewan Bahasa & Pustaka 5 EON BERHAD ANNUAL REPORT 2004 TYPES OF VEHICLES RETAILED BY THE GROUP PERDANA SATRIA GTi ATOS LORIMAS ARENA GEN.2 GETZ AUDI A6 AUDI TT AUDI A8 SANTA FE TRAJET AUDI A4 WIRA MATRIX TUCSON ISWARA WAJA Notice of Annual General Meeting NOTICE IS HEREBY GIVEN that the Twenty-First Annual General Meeting (AGM) of the Company will be held at Glenmarie Ballroom A, The Pan Pacific Glenmarie Resort, 1, Jalan Usahawan U1/8, Seksyen U1, 40250 Shah Alam, Selangor Darul Ehsan on Monday, 30 May 2005 at 9.30 a.m. for the following purposes: 1. To receive and adopt the Reports of the Directors and are hereby empowered, pursuant to Section 132D of Auditors and the Audited Financial Statements for the the Companies Act, 1965, to issue shares in the year ended 31 December 2004. Company from time to time at such price, upon such (Resolution 1) terms and conditions, for such purposes and to such person or persons whomsoever as the Directors 2. To declare a final dividend of 18 sen per share less 28% may deem fit provided that the aggregate number of Malaysian Income Tax and a special dividend of 84 sen shares issued pursuant to this resolution does not per share less 28% Malaysian Income Tax. exceed 10 per cent of the issued share capital of (Resolution 2) the Company for the time being and that such authority shall continue to be in force until the 3. To re-elect the following Directors who retire in conclusion of the next AGM of the Company.” accordance with the Company’s Articles of Association: (Resolution 10) Under Article 103 (ii) “THAT subject always to the provisions of the i. Y Bhg Tan Sri Saw Huat Lye (Resolution 3) Companies Act, 1965 (“Act”), the Memorandum & ii. Y Bhg Datuk Ir (Dr) Ahmad Zaidee Articles of Association of the Company, the Listing bin Laidin (Resolution 4) Requirements of Bursa Malaysia Securities Berhad iii. Encik Wan Mat bin Wan Sulaiman (Resolution 5) (“Bursa Malaysia”), the regulations, guidelines and iv. Y Bhg Datuk Choo Keng Kit (Resolution 6) practice notes issued from time to time by Bursa v. Ms Vimala Menon (Resolution 7) Malaysia or any other regulatory authorities, the mandate approved for renewal by the shareholders 4. To approve the Directors’ fees amounting to RM574,611 of the Company on 20 May 2004 pursuant to for the year ended 31 December 2004. paragraph 10.09 of the Listing Requirements of (Resolution 8) Bursa Malaysia, authorising the Company and its subsidiaries (“EON Group”) to enter into the 5. To re-appoint Messrs PricewaterhouseCoopers as Auditors recurrent related party transactions of a revenue or of the Company and to authorise the Directors to fix their trading nature (“Recurrent Transactions”) as set out remuneration.