ANNUAL REPORT 2006 Thirty-Fifth Annual General Meeting of TAN CHONG MOTOR HOLDINGS BERHAD will be held at 3rd Floor, 21 Jalan Ipoh Kecil, 50350 Kuala Lumpur, Malaysia on Thursday, 17 May 2007 at 3:00 p.m. www.nissan.com.my TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) CONTENTS ANNUAL REPORT 2006 02 Corporate Information 03 Business Divisions 04 Report of the Board of Directors 14 Profile of the Board of Directors 16 Financial Charts 17 Statement on Corporate Governance 20 Statement on Internal Control 21 Other Statements and Disclosures 22 Report of the Audit Committee 25 Financial Statements 84 Ten Largest Properties of the Group 85 Shareholders’ Statistics 89 Notice of Annual General Meeting 94 Statement Accompanying Notice of Annual General Meeting Form of Proxy CORPORATE INFORMATION DIRECTORS AUDIT COMMITTEE REGISTRARS Dato’ Tan Heng Chew Seow Thiam Fatt Tenaga Koperat Sdn Bhd Executive Deputy Chairman Chairman 20th Floor Plaza Permata Jalan Kampar, Off Jalan Tun Razak Tan Eng Soon Dato’ Ng Mann Cheong 50400 Kuala Lumpur Group Managing Director Telephone : (03) 4041 6522 Dato’ Haji Kamaruddin Azman bin Badrillah Facsimile : (03) 4042 6352 @ Abas bin Nordin Non-Independent Non-Executive Director AUDITORS Dato’ Ng Mann Cheong COMPANY SECRETARY Independent Non-Executive Director KPMG Yap Bee Lee Dato’ Haji Kamaruddin @ Abas bin Nordin REGISTERED OFFICE LISTING Independent Non-Executive Director 62-68 Jalan Ipoh Bursa Malaysia Securities Berhad Seow Thiam Fatt 51200 Kuala Lumpur (Listed on the Main Board on 4 February 1974) Independent Non-Executive Director Telephone : (03) 4047 8888 Facsimile : (03) 4047 8636 E-mail : [email protected] 2 TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) BUSINESS DIVISIONS ASSEMBLY SALES AND DISTRIBUTION AFTER-SALES SERVICES Motor Vehicles Passenger Cars Spare Parts Light Commercial Vehicles Workshop Trucks Buses FINANCIAL PRODUCTS AND SERVICES PROPERTY Hire Purchase Management and Investment Insurance Money Lending Money Exchange TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) 3 REPORT OF THE BOARD OF DIRECTORS On behalf of the Board of Directors, I hereby present the Annual Report of Tan Chong Motor Holdings Berhad for the financial year ended 31 December 2006. HIGHLIGHTS The Malaysian economy performed Instead, much of 2006 has been difficult well in 2006 with an improved Gross as new motor vehicles registrations Domestic Product (GDP) growth of suffered a bigger than expected decline 5.9%. Economic growth, however, was of 11% (source: Malaysian Automotive not broad based and one of the hardest Association or MAA) compared to hit sectors was the local automotive previous year. Weak market sentiment sector. Our industry underwent a was further compounded by a drop in significant “adjustment” process as a used car prices and tighter lending result of policy changes introduced at requirements by financial institutions. a time of tepid consumer sentiment. Consumer purchasing power was The government announced the National severely curtailed and many were Automotive Policy (NAP) on 22 March reluctant to commit and deferred new 2006. Under the NAP, new motor vehicle purchases. vehicles will become more affordable with overall reduction in excise and import duties for most motor vehicles. The knee-jerk reaction, however, did not immediately bring about higher new vehicle sales. 4 TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) 5 REPORT OF THE BOARD OF DIRECTORS Against this backdrop, our vehicle sales On the qualitative front, our continuous in 2006 decreased by 17% to 23,414 efforts to achieve customer satisfaction units from 28,085 units recorded in the in after-sales service, sales and delivery previous year. As a result of lower sales have met with some success. We were units coupled with lower average selling ranked No.2 position in both the all- prices for passenger cars after NAP, the important Customer Satisfaction Index Group’s revenue for the current year (CSI) and Sales Satisfaction Index (SSI) ended 31 December 2006 decreased by in the 2006 surveys conducted by J.D. 28.5% to RM2.11 billion from RM2.95 Power Asia Pacific. These accolades billion for the corresponding period last are a testimony to the outstanding year. Lower revenue has directly teamwork and dedication of our sales, affected profitability. Operating profit service and production staff as well as before interest and tax for the year those in the supporting functions. dropped to RM99.63 million from Following these successes, we were RM207.78 million last year. Operating awarded the prestigious 2006 Global margins contracted from 7.0% to 4.7% Nissan Sales & Service Way Award for the year. Competition in the by Nissan Motor Co Ltd., Japan for the automotive industry was intense and third consecutive year in recognition of various sales campaigns and promotions our outstanding performance. Overall were undertaken to attract new market share of Nissan, Renault and customers. These efforts resulted in Nissan Diesel for the year was 4.8% higher sales incentives, marketing and compared to 5.1% achieved in 2005. promotional costs that affected the vehicle margin. 6 TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) For the future, our company is preparing relies on advanced technical know-how for growth in terms of production and assembly processes from our capacity with the completion of a new principal Nissan Motor Co Ltd., Japan. RM230 million assembly plant located in The NIMS is aimed at lowering initial the district of Serendah, Selangor. The investment costs for new models, Serendah plant will commence trial runs improving the quality of new vehicles and commercial production in the third and shortening the delivery time of new quarter of the year. It will add 1,200 vehicles to customers. All new models units in monthly production capacity and from 2007 onwards will roll out from the also adopt the Nissan Integrated new assembly plant. Manufacturing System (NIMS), which We were ranked No.2 position in both the all-important Customer Satisfaction Index (CSI) and Sales Satisfaction Index (SSI) in the 2006 surveys conducted by J.D. Power Asia Pacific. TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) 7 REPORT OF THE BOARD OF DIRECTORS REVIEW OF RESULTS • 3rd Edition of the Annual Nissan Jurassix Park for X-Trail and Frontier Nissan Passenger and Light vehicles owners. Commercial Vehicles • Nissan Premium Test Drive events Nissan sales fell by 18% to 20,228 units held at various showrooms giving compared to 24,553 units registered in prospective customers and visitors the previous year due to lackluster the opportunity to test drive the demand for new vehicles and the March, Teana, Murano, Z Roadster absence of new models on our part. and Nismo Z plus the full range of We expect our sales to intensify and Nissan vehicles available in Malaysia. pick up in the second half of 2007 with the launch of several new models. At the margin, our flagship models continued to hold on to their respective To lay the ground work for future sales, market shares. Sentra continued to Edaran Tan Chong Motor Sdn Bhd dominate the non-national 1.6 liter petrol organized many activities and events segment with a 64% market share during 2006. These include: (source: MAA). The X-Trail led the non- • Nissan Sentra Lightfoot Treasure national 4x4 station wagon 2.0-2.5 liter Hunt from Petaling Jaya to Penang. segment with a 37% market share. In A fun drive event organized specially addition, X-Trail Nismo Limited Edition for vehicle owners and their families was awarded the Autocar Asean Car of of Sentra vehicles. the Year 2005/2006 for the Mid-Size • Nissan Safety Driving Programmes SUV category. conducted at Sepang International Circuit (SIC) for Sentra and X-Trail vehicles owners. Sentra continued to dominate the non-national 1.6 liter petrol segment with a 64% market share. 8 TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) TAN CHONG MOTOR HOLDINGS BERHAD (12969-P) 9 REPORT OF THE BOARD OF DIRECTORS of Kangoo such as the "Groovy Goo", No.2 position in the heavy commercial the new Famille and also a "wheelchair vehicle segment with a 27% market version" that caters to physically share (source: MAA) with good demand impaired passengers. Our models were from the dump and cargo segment. Our well received. However, Renault vehicle market share for the light commercial sales in 2006 were anemic and we have vehicle segment also increased to 16% launched a new 1.5 liter turbo-diesel boosted by the introduction of Euro 2 variant of Renault Kangoo in January YU41T5 model 5 ton lorry. Tan Chong 2007 to boost sales. The new engine Industrial Equipment Sdn Bhd sold a is renowned for its high torque and total of 517 units of buses and emerged exceptional fuel efficiency. as the market leader in the bus segment (source: MAA) with good demand from Medium and Heavy Commercial our stage bus, express bus and tour bus Vehicles operators. The Government’s effort to The star performer in our stable is the improve the public transportation by medium and heavy commercial vehicles issuing additional permits for city routes division. This segment has outperformed and outstation route has helped to the industry by registering a higher sale increase the demand for buses. Tour of 2,350 units in 2006 compared to operators have begun to build up their Renault Vehicles 2,171 units in 2005. Meanwhile, total fleet of tour buses and replace existing Renault, the newest member to our industry volume (TIV) for the commercial old buses in preparation for the Visit stable of brands, participated in the vehicles segment contracted by 9% for Malaysia Year 2007. The Visit Malaysia triennial Kuala Lumpur International the year. Year 2007 is expected to draw 20 million Motor Show 2006 held from 25 May tourist arrivals.