WTK 197001000863 (10141-M) Annual Report 200 CONTENTS Corporate Information 2 Directors’ Prole 3 Prole of Key Senior Management 10 y Ex Corporate Structure 12 en b cell riv en Financial Highlights 13 D ce “ ” Management Discussion and Analysis 14 Sustainability Statement 23 Corporate Governance Overview Statement 38 Audit Committee Report 48 Statement on Risk Management and Internal Control 51 Statement of Directors’ Responsibility in Preparing the Financial Statements 55 Financial Statements 56 List of Properties 171 Statistic of Shareholdings 174 Notice of Annual General Meeting 177 Administrative Guide 182 Form of Proxy Enclosed CONTENTS Corporate Information 2 Directors’ Prole 3 Prole of Key Senior Management 10 y Ex Corporate Structure 12 en b cell riv en Financial Highlights 13 D ce “ ” Management Discussion and Analysis 14 Sustainability Statement 23 Corporate Governance Overview Statement 38 Audit Committee Report 48 Statement on Risk Management and Internal Control 51 Statement of Directors’ Responsibility in Preparing the Financial Statements 55 Financial Statements 56 List of Properties 171 Statistic of Shareholdings 174 Notice of Annual General Meeting 177 Administrative Guide 182 Form of Proxy Enclosed 2 W T K HOLDINGS BERHAD 197001000863 (10141-M) CORPORATE INFORMATION BOARD OF DIRECTORS CHIEF FINANCIAL OFFICER/COMPANY SECRETARY Tan Sri Datuk Seri Panglima Sulong Bin Matjeraie Mr. Lai Soon Ong Independent Non-Executive Director/Chairman MIA 30519 SSM PC No. 202008004416 Y.A.M. Tengku Sulaiman Shah Al-Haj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Al-Haj Non-Independent Non-Executive Director/ REGISTERED OFFICE Deputy Chairman Bangunan Hung Ann Dato’ Sri Patrick Wong Haw Yeong No. 1, Jalan Bujang Suntong Managing Director 96000 Sibu, Sarawak, Malaysia Tel : 084-326 155 Datin Sri Annie Wong Haw Bing Fax : 084-336 299 Executive Director Website : www.wtkholdings.com Mr. Lim Hong Hin Executive Director AUDITORS Ms. Tham Sau Kien Deloitte PLT (LLP0010145-LCA) Independent Non-Executive Director Chartered Accountants (AF0080) 3rd Floor, Sublot 6 Mr. Alfian Bin Mohamed Basir Block E, Queen’s Court Independent Non-Executive Director Jalan Wan Alwi 93350 Kuching, Sarawak, Malaysia Tel : 082-463 311 AUDIT COMMITTEE Fax : 082-463 312 Ms. Tham Sau Kien (Chairman) Tan Sri Datuk Seri Panglima Sulong Bin Matjeraie SHARE REGISTRAR Mr. Alfian Bin Mohamed Basir Boardroom Share Registrars Sdn. Bhd. 11th Floor, Menara Symphony BOARD RISK MANAGEMENT COMMITTEE No. 5 Jalan Prof. Khoo Kay Kim Seksyen 13, 46200 Petaling Jaya Mr. Alfian Bin Mohamed Basir (Chairman) Selangor Darul Ehsan, Malaysia Tan Sri Datuk Seri Panglima Sulong Bin Matjeraie Tel : 03-7890 4700 Ms. Tham Sau Kien Fax : 03-7890 4670 NOMINATION COMMITTEE PRINCIPAL BANKERS Tan Sri Datuk Seri Panglima Sulong Bin Matjeraie Affin Bank Berhad (Chairman) AmBank (M) Berhad Y.A.M. Tengku Sulaiman Shah Al-Haj Ibni Almarhum Hong Leong Islamic Bank Berhad Sultan Salahuddin Abdul Aziz Shah Al-Haj OCBC Bank (Malaysia) Berhad Ms. Tham Sau Kien RHB Bank Berhad United Overseas Bank (Malaysia) Berhad REMUNERATION COMMITTEE STOCK EXCHANGE LISTING Y.A.M. Tengku Sulaiman Shah Al-Haj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Al-Haj (Chairman) Main Market of Bursa Malaysia Securities Berhad Tan Sri Datuk Seri Panglima Sulong Bin Matjeraie Listed on 2 May 1972 Ms. Tham Sau Kien Stock Code : 4243 Stock Name : WTK Sector : Industrial Products & Services PLACE AND DATE OF INCORPORATION AND DOMICILE Incorporated in Malaysia on 25 November 1970 ANNUAL REPORT 2020 3 DIRECTORS’ PROFILE TAN SRI DATUK SERI PANGLIMA SULONG BIN MATJERAIE Tan Sri Datuk Seri Panglima Sulong Bin Matjeraie, Malaysian, male, aged 74, was appointed as an Independent Non- Executive Director of W T K Holdings Berhad (“WTK” or “the Company”) on 1 March 2019. He is the Chairman of the Board of Directors of the Company. He is also the Chairman of the Nomination Committee and a member of the Audit Committee, Remuneration Committee and Board Risk Management Committee of the Company. Tan Sri Datuk Seri Panglima Sulong is a Bencher of the prestigious Honourable Society of Inner Temple, London and his education background is as follows:- • 1970 - obtained his Bachelor of Arts (Hons) Degree from the University of Malaya; • 1971 - read Law at the Inns of Court School of Law, London; • 1974 - called to the Bar of England and Wales in the Trinity Term by the Honourable Society of Inner Temple, London as well as admitted and enrolled as an Advocate to the High Court of Borneo in Kuching, Sarawak and in the Supreme Court of Brunei Darussalam; • 1975 - further studied at the University of Southampton, England; • 1977 - conferred with a Master of Laws (LLM) Degree from the University of Southampton, England; and • 1978 - awarded a Certificate in Advanced Management Programme from the Banff School of Advanced Management, Alberta, Canada. Tan Sri Datuk Seri Panglima Sulong, who has more than thirty (30) years of legal and judicial experience, was a Federal Court Judge before his retirement in 2013. He was one (1) of the four (4) eminent persons appointed by the Prime Minister of Malaysia to serve in the Judicial Appointments Commission for a period of two (2) years from 10 February 2013 to 9 February 2015 and has been extended for a maximum period of another two (2) years till 9 February 2017. Tan Sri Datuk Seri Panglima Sulong is also an Independent Non-Executive Chairman of Southern Acids (M) Berhad, Petra Energy Berhad and Ho Hup Construction Company Berhad. Tan Sri Datuk Seri Panglima Sulong does not have any interest in the securities of WTK and its subsidiaries. He does not have any family relationship with any Director and/or substantial shareholder of the Company and there is no business arrangement with the Company in which he has a personal interest. He has no conviction for any offences within the past five (5) years. There were no public sanctions or penalties imposed on him by any relevant regulatory bodies during the financial year. Tan Sri Datuk Seri Panglima Sulong has attended five (5) out of six (6) Board of Directors meetings and all the five (5) Audit Committee meetings held during the financial year. He extended his apology for the meeting of which he did not attend. 4 W T K HOLDINGS BERHAD 197001000863 (10141-M) DIRECTORS’ PROFILE cont’d Y.A.M. TENGKU SULAIMAN SHAH AL-HAJ IBNI ALMARHUM SULTAN SALAHUDDIN ABDUL AZIZ SHAH AL-HAJ Y.A.M. Tengku Sulaiman Shah Al-Haj Ibni Almarhum Sultan Salahuddin Abdul Aziz Shah Al-Haj, Malaysian, male, aged 71, was appointed as a Non-Independent Non-Executive Director of the Company on 1 March 2018. He is the Deputy Chairman of the Board of Directors of the Company. He is also the Chairman of the Remuneration Committee and a member of the Nomination Committee of the Company. After completing Wellingborough Primary & Secondary School at Northamptonshire, UK and at Greylands College Bembridge, Isle of Wright, Y.A.M. Tengku Sulaiman Shah started his career with an advertising company called Ogilvy & Mather. Subsequently, he formed Syarikat Pembinaan Setia Sdn Bhd which is now known as SP Setia Berhad, a public company listed in the Main Board of Bursa Malaysia Securities Berhad. In 1997, he relinquished his position in SP Setia Berhad. Y.A.M. Tengku Sulaiman Shah was also appointed as the Chief of Ceremony for the State of Selangor by his late father H.R.H., The Sultan of Selangor in 1978 which carries the title “Y.A.M. Tengku Panglima DiRaja Selangor”. He is also a member of The Council of the Royal Court of Selangor (Dewan DiRaja). In 2016, Y.A.M. Tengku Sulaiman Shah was appointed as the Tengku Laksamana of Selangor by his brother H.R.H., The Sultan of Selangor. Y.A.M. Tengku Sulaiman Shah is currently an Independent Non-Executive Director of Dfcity Group Berhad. He is also a Director of LLC Berhad. He was formerly a director of Malaysian Resources Corporation Berhad, MCB Holdings Berhad, SIME UEP Properties Berhad, Bina Goodyear Berhad, Baneng Holdings Berhad, KFC Holdings (Malaysia) Berhad, QSR Brands Bhd and Goodway Intergrated Industries Berhad. Y.A.M. Tengku Sulaiman Shah does not have any interest in the securities of WTK and its subsidiaries. He does not have any family relationship with any Director and/or substantial shareholder of the Company and there is no business arrangement with the Company in which he has a personal interest. He has no conviction for any offences within the past five (5) years. There were no public sanctions or penalties imposed on him by any relevant regulatory bodies during the financial year. Y.A.M. Tengku Sulaiman Shah has attended four (4) out of six (6) Board of Directors meetings held during the financial year. He extended his apology for the meeting of which he did not attend. ANNUAL REPORT 2020 5 DIRECTORS’ PROFILE cont’d DATO’ SRI PATRICK WONG HAW YEONG Dato’ Sri Patrick Wong Haw Yeong, Malaysian, male, aged 51, was appointed as a Non-Executive Director on 10 January 2005. On 1 March 2013, he was appointed as the Managing Director of the Company. Dato’ Sri Patrick Wong Haw Yeong graduated with a Bachelor of Business Administration from the United Kingdom in 1993. Upon graduation, he joined WTK family-owned group of companies in Sarawak and has been actively involved in the timber sector, namely the marketing of logs and plywood. He has vast experience in timber and plantation industries which spans more than 25 years. He is also a director of Kuching Plywood Bhd. and Sarawak Moulding Industries Berhad, both are non-listed public companies wholly-owned by WTK. His shareholdings in the shares of WTK as at 23 April 2020 are as follows: Direct % Indirect % W T K Holdings Berhad 8,349,900 1.78 Nil Nil Dato’ Sri Patrick Wong Haw Yeong is the son of Pemanca Datuk Wong Kie Yik, a substantial shareholder of the Company.