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ANNUAL REPORT 2016 1
About Us
Vision & Mission
Corporate Information
Corporate Structure
Chairman’s Statement
List of Properties
Appendix 1
Form of Proxy
2
2
4
5
7
9
11
13
16
27
30
33
91
93
94
98
PECCA GROUP BERHAD2
PECCA GROUP BERHAD‘S
VISION
ABOUT US
MISSION - To keep exceeding our customer expectation in design, quality and innovation.
- To be the leading leather upholstery manufacturer globally.
ANNUAL REPORT 2016 3
PECCA GROUP BERHAD4
DIRECTORS
DATO’ MOHAMED SUFFIAN BIN AWANG DATUK TEOH HWA CHENG DATIN SAM YIN THING TAN JIN SUN SAM CHEE KENG DATO’ DR NORRAESAH BINTI HAJI MOHAMAD LEONG KAM WENG
CORPORATE INFORMATION
AUDIT & RISK MANAGEMENT COMMITTEE
LEONG KAM WENGDATO’ MOHAMED SUFFIAN BIN AWANGDATO’ DR NORRAESAH BINTI HAJI MOHAMAD
NOMINATION COMMITTEE
DATO’ MOHAMED SUFFIAN BIN AWANGDATO’ DR NORRAESAH BINTI HAJI MOHAMADLEONG KAM WENG
REMUNERATION COMMITTEE
DATO’ DR NORRAESAH BINTI HAJI MOHAMADLEONG KAM WENGDATUK TEOH HWA CHENG
COMPANY SECRETARIES
TAI YIT CHANTAN AI NING
REGISTERED OFFICE
SHARE REGISTRAR
Boardroom Corporate Services (KL) Sdn Bhd
BUSINESS ADDRESS
STOCK LISTING
Main Market of Bursa Malaysia Securities Berhad
Stock Code 5271Stock Name
AUDITORS
Crowe Horwath
ANNUAL REPORT 2016 5
CORPORATE STRUCTURE
Pecca Leather Sdn Bhd (PLeather) 100%
distribution and
cut pieces to the
distribution and
for car accessories
Pecca Leather Aviation Services Sdn Bhd (PAviation) 60%
Everest Empire Sdn Bhd 100%
PECCA GROUP BERHAD6
BOARD OF DIRECTORS
DATO’ MOHAMED SUFFIAN BIN AWANGIndependent Non-Executive Chairman
MR. TAN JIN SUNExecutive Director
MR. LEONG KAM WENGIndependent
Non-Executive Director
DATIN SAM YIN THINGExecutive Director
DATUK TEOH HWA CHENGGroup Managing Director
MR. SAM CHEE KENGExecutive Director
DATO’ DR NORRAESAH BINTI HAJI MOHAMAD
Independent Non-Executive Director
ANNUAL REPORT 2016 7
DATUK TEOH HWA CHENGMale, aged 48, a Malaysian
Datuk Teoh Hwa Cheng is the Group
PROFILE OF DIRECTORS
DATO’ MOHAMED SUFFIAN BIN AWANGMale, aged 45, a Malaysian
DATIN SAM YIN THINGFemale, aged 45, a Malaysian
Datin Sam Yin Thing
TAN JIN SUNMale, aged 47, a Malaysian
Tan Jin Sun
PECCA GROUP BERHAD8
SAM CHEE KENGMale, aged 37, a Malaysian
Sam Chee Keng
DATO’ DR NORRAESAH BINTI HAJI MOHAMADFemale, aged 68, a Malaysian
LEONG KAM WENGMale, aged 52, a Malaysian
Leong Kam Weng
ANNUAL REPORT 2016 9
KEY MANAGEMENT PROFILE
CHU SHU LIPMale, aged 48, a Malaysian
Chu Shu Lip
LEONG WAI MINGMale, aged 47, a Malaysian
Leong Wai Ming
LIEW YOON FATTMale, aged 52, a Malaysian
Liew Yoon Fatt
OOI ENG HUATMale, aged 31, a Malaysian
Ooi Eng Huat
PECCA GROUP BERHAD10
SAM CHEE SIONGMale, aged 42, a Malaysian
Sam Chee Siong
SIAH CHEE BOONMale, aged 45, a Malaysian
Siah Chee Boon
MAT NIZAM BIN MAT DARONMale, aged 46, a Malaysian
Mat Nizam Bin Mat Daron
Notes:
ANNUAL REPORT 2016 11
DEAR SHAREHOLDERS,
CHAIRMAN’S STATEMENT
DATO’ MOHAMED SUFFIAN BIN AWANGIndependent Non-Executive Chairman
PECCA GROUP BERHAD12
Chairman’s Statement
FINANCIAL HIGHLIGHTS
BUSINESS PROSPECTS
CORPORATE GOVERNANCE
CORPORATE SOCIAL RESPONSIBILITY
DIVIDEND
APPRECIATION
Independent Non-Executive Chairman
ANNUAL REPORT 2016 13
GROUP MANAGING DIRECTOR’S REVIEW OF OPERATIONS
DATUK TEOH HWA CHENGGroup Managing Director
DEAR SHAREHOLDERS,
BUSINESS OVERVIEW
OPERATIONS REVIEW
PECCA GROUP BERHAD14
practice is to ensure there is a buffer production
are in a position to increase production to meet
FUTURE PLANS AND PROSPECTS
and demonstrate to customers the features of our
ANNUAL REPORT 2016 15
BUSINESS AND INDUSTRY OUTLOOK APPRECIATION
the management and staff for their commitment
Datuk Teoh Hwa ChengGroup Managing Director
PECCA GROUP BERHAD16
Principle 1: ESTABLISH CLEAR ROLES AND RESPONSIBILITIES
CORPORATE GOVERNANCE STATEMENT
17ANNUAL REPORT 2016
18 PECCA GROUP BERHAD
Principle 2: STRENGTHEN COMPOSITION
(a) Audit and Risk Management Committee (“ARMC”)
19ANNUAL REPORT 2016
(c) Remuneration Committee (“RC”)
20 PECCA GROUP BERHAD
The Group The Company Non- Non- Executive Executive Executive Executive Directors Directors Directors Directors (RM) (RM) (RM) (RM)
The Group The Company Non- Non- Executive Executive Executive Executive Directors Directors Directors Directors Range of Remuneration (Individual) (Individual) (Individual) (Individual)
21ANNUAL REPORT 2016
Principle 3: REINFORCE INDEPENDENCE
Principle 4: FOSTER COMMITMENT
22 PECCA GROUP BERHAD
Name of Conferences, Directors Seminars and Training Programmes Date
Conferences 2015 2015
23ANNUAL REPORT 2016
Principle 5: UPHOLD INTEGRITY IN FINANCIAL REPORTING BY THE COMPANY
24 PECCA GROUP BERHAD
Principle 6: RECOGNISE AND MANAGE RISKS
Principle 7: ENSURE TIMELY AND HIGH QUALITY DISCLOSURE
Principle 8: STRENGTHEN RELATIONSHIP BETWEEN COMPANY AND SHAREHOLDERS
25ANNUAL REPORT 2016
COMPLIANCE STATEMENT
ADDITIONAL COMPLIANCE INFORMATION
1. Utilisation of Proceeds raised from Corporate Proposal
Purpose Timeframe Amount Utilised Unutilised for (RM’000) Amount Balance Utilisation (RM’000) (RM’000)
Total 67,870 (36,190) 31,680
26 PECCA GROUP BERHAD
3. Sanctions and/or Penalties
4. Material Contracts
6. Recurrent Related Party Transactions (RRPTs)
Related Interested Director/ Interest in Nature of Actual Value
rd
7. Share Buy-Back
9. Depository Receipt Programme
27ANNUAL REPORT 2016
1. CONSTITUTION
Leong Kam Weng
2. MEETINGS OF THE COMMITTEE
Total Meetings attended Percentage
3. TERMS OF REFERENCE OF THE AUDIT and RISK MANAGEMENT COMMITTEE
3.2 Composition
3.3 Quorum and Meeting Procedures
AUDIT AND RISK MANAGEMENT COMMITTEE REPORT
28 PECCA GROUP BERHAD
3.4 Authority
29ANNUAL REPORT 2016
4. SUMMARY OF ACTIVITIES OF THE AUDIT and RISK MANAGEMENT COMMITTEE
5. SUMMARY OF THE ACTIVITIES OF INTERNAL AUDIT FUNCTIONS
6. ALLOCATION OF SHARE SCHEME FOR EMPLOYEES
30 PECCA GROUP BERHAD
STATEMENT ON RISK MANAGEMENT AND INTERNAL CONTROL
Risk Management
Internal Control System
1. Organisation Structure
31ANNUAL REPORT 2016
2. Code of Ethics
3. Policies and Procedures
4. Annual Surveillance and Process Audit
5. Internal Audit
7. Management Representation
32 PECCA GROUP BERHAD
Board Conclusion
33ANNUAL REPORT 2016
DIRECTORS’ REPORT
PRINCIPAL ACTIVITIES
RESULTS
The Group The Company RM’000 RM’000
DIVIDENDS
RESERVES AND PROVISIONS
ISSUES OF SHARES AND DEBENTURES
34 PECCA GROUP BERHAD
OPTIONS GRANTED OVER UNISSUED SHARES
BAD AND DOUBTFUL DEBTS
CURRENT ASSETS
35ANNUAL REPORT 2016
VALUATION METHODS
CONTINGENT AND OTHER LIABILITIES
CHANGE OF CIRCUMSTANCES
ITEMS OF AN UNUSUAL NATURE
DIRECTORS
36 PECCA GROUP BERHAD
DIRECTORS’ INTERESTS
Number of Ordinary Shares Of RM0.50 Each Share At Split on Allotment/ AtTHE COMPANY 1.7.2015 16.11.2015 Bought Sold 30.6.2016 Direct Interests
Indirect Interests #
37ANNUAL REPORT 2016
DIRECTORS’ BENEFITS
SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR
Datuk Teoh Hwa Cheng
Sam Chee Keng
38 PECCA GROUP BERHAD
STATEMENT BY DIRECTORSPURSUANT TO SECTION 169 (15) OF THE COMPANIES ACT, 1965
Datuk Teoh Hwa Cheng Sam Chee Keng
Datuk Teoh Hwa Cheng
STATUTORY DECLARATIONPURSUANT TO SECTION 169 (16) OF THE COMPANIES ACT, 1965
39ANNUAL REPORT 2016
INDEPENDENT AUDITORS’ REPORT
Report on the Financial Statements
Directors’ Responsibility for the Financial Statements
Auditors’ Responsibility
Opinion
Report on Other Legal and Regulatory Requirements
40 PECCA GROUP BERHAD
Other Reporting Responsibilities
Other Matters
Crowe Horwath Ooi Song Wan
41ANNUAL REPORT 2016
The Group The Company 2016 2015 2016 2015 Note RM’000 RM’000 RM’000 RM’000 ASSETS NON-CURRENT ASSETS
CURRENT ASSETS
TOTAL ASSETS
STATEMENTS OF FINANCIAL POSITION
42 PECCA GROUP BERHAD
The Group The Company 2016 2015 2016 2015 Note RM’000 RM’000 RM’000 RM’000
EQUITY AND LIABILITIES EQUITY
TOTAL EQUITY NON-CURRENT LIABILITIES
CURRENT LIABILITIES
TOTAL LIABILITIES TOTAL EQUITY AND LIABILITIES
43ANNUAL REPORT 2016
STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
The Group The Company 2016 2015 2016 2015 Note RM’000 RM’000 RM’000 RM’000
44 PECCA GROUP BERHAD
The Group The Company 2016 2015 2016 2015 Note RM’000 RM’000 RM’000 RM’000
PROFIT AFTER TAXATION ATTRIBUTABLE TO:-
TOTAL COMPREHENSIVE INCOME/ (EXPENSES) ATTRIBUTABLE TO:-
EARNINGS PER SHARE (SEN)
45ANNUAL REPORT 2016
STATEMENTS OF CHANGES IN EQUITY
Attr
ibut
able
to o
wne
rs o
f the
Com
pany
Non
-Dist
ribut
able
Di
strib
utab
le
Sh
are
Reva
luat
ion
Mer
ger
Shar
e Re
tain
ed
N
on-
[N
ote
15(a
)] [N
ote
15(b
)]
Inte
rest
Eq
uity
N
ote
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00Th
e G
roup
46 PECCA GROUP BERHAD
A
ttrib
utab
le to
ow
ners
of t
he C
ompa
ny
N
on-D
istrib
utab
le
Dist
ribut
able
Shar
e Re
valu
atio
n M
erge
r Sh
are
Reta
ined
Non
-
[N
ote
15(a
)] [N
ote
15(b
)]
Inte
rest
Eq
uity
N
ote
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00Th
e G
roup
47ANNUAL REPORT 2016
(Accumulated Losses)/ Share Share Retained Total
Note RM’000 RM’000 RM’000 RM’000
The Company
48 PECCA GROUP BERHAD
The Group The Company 2016 2015 2016 2015 Note RM’000 RM’000 RM’000 RM’000
STATEMENTS OF CASH FLOWS
49ANNUAL REPORT 2016
The Group The Company 2016 2015 2016 2015 Note RM’000 RM’000 RM’000 RM’000
50 PECCA GROUP BERHAD
1. GENERAL INFORMATION
2. PRINCIPAL ACTIVITIES
3. BASIS OF PREPARATION
NOTES TO THE FINANCIAL STATEMENTS
51ANNUAL REPORT 2016
3. BASIS OF PREPARATION (CONT’D)
MFRSs (Including The Consequential Amendments) Effective Date
52 PECCA GROUP BERHAD
3. BASIS OF PREPARATION (CONT’D)
4. SIGNIFICANT ACCOUNTING POLICIES
4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
(a) Depreciation of Property, Plant and Equipment
(b) Income Taxes
53ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.1 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (CONT’D)
(d) Fair Value Estimates for Certain Financial Assets and Liabilities
(e) Impairment of Trade and Other Receivables
(f) Write-down of Inventories
(g) Revaluation of Properties
4.2 BASIS OF CONSOLIDATION
54 PECCA GROUP BERHAD
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.2 BASIS OF CONSOLIDATION (CONT’D)
(a) Merger Accounting for Common Control Business Combinations
(b) Acquisition Method of Accounting for Non-Common Control Business Combinations
55ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.2 BASIS OF CONSOLIDATION (CONT’D)
(c) Non-controlling Interests
(d) Acquisitions of Non-controlling Interests
(e) Loss of Control
4.3 GOODWILL
56 PECCA GROUP BERHAD
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.4 FUNCTIONAL AND FOREIGN CURRENCIES
(a) Functional and Presentation Currency
(b) Transactions and Balances
4.5 FINANCIAL INSTRUMENTS
57ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.5 FINANCIAL INSTRUMENTS (CONT’D)
(a) Financial Assets
58 PECCA GROUP BERHAD
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.5 FINANCIAL INSTRUMENTS (CONT’D)
(a) Financial Assets (Cont’d)
(b) Financial Liabilities
(c) Equity Instruments
(d) Derecognition
59ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.5 FINANCIAL INSTRUMENTS (CONT’D)
(e) Hedge Activities
60 PECCA GROUP BERHAD
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.6 INVESTMENTS IN SUBSIDIARIES
4.7 PROPERTY, PLANT AND EQUIPMENT
61ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.8 INTANGIBLE ASSETS
4.9 IMPAIRMENT
(a) Impairment of Financial Assets
62 PECCA GROUP BERHAD
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.9 IMPAIRMENT (CONT’D)
(b) Impairment of Non-Financial Assets
4.10 INVENTORIES
4.11 INCOME TAXES
63ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.11 INCOME TAXES (CONT’D)
4.12 CASH AND CASH EQUIVALENTS
4.13 EMPLOYEE BENEFITS
4.14 RELATED PARTIES
64 PECCA GROUP BERHAD
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.14 RELATED PARTIES (CONT’D)
4.15 OPERATING SEGMENTS
4.16 EARNINGS PER ORDINARY SHARE
4.17 BORROWING COSTS
65ANNUAL REPORT 2016
4. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
4.18 FAIR VALUE MEASUREMENTS
4.19 REVENUE AND OTHER INCOME
(a) Sale of Goods
(b) Rendering of Services
(c) Interest Income and Rental Income
66 PECCA GROUP BERHAD
5. INVESTMENTS IN SUBSIDIARIES
The Company 2016 2015 RM’000 RM’000
Effective Equity Name of Subsidiaries Interest Principal Activities 2016 2015
6. PROPERTY, PLANT AND EQUIPMENT
At Revaluation Depreciation At 1.7.2015 Additions surplus Disposals Charge 30.6.2016 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 The Group
67ANNUAL REPORT 2016
6. PROPERTY, PLANT AND EQUIPMENT (CONT’D)
At Depreciation At 1.7.2014 Additions Disposals Charge 30.6.2015 RM’000 RM’000 RM’000 RM’000 RM’000 The Group
At Accumulated Net Book Cost At Valuation Depreciation Value RM’000 RM’000 RM’000 RM’000 The Group 2016
The Group 2015
68 PECCA GROUP BERHAD
6. PROPERTY, PLANT AND EQUIPMENT (CONT’D)
Carrying Amount At Date of Market Revaluation Valuation Value Surplus RM’000 RM’000 RM’000
Long leasehold Land Buildings Total RM’000 RM’000 RM’000 The Group 2016
2015
69ANNUAL REPORT 2016
7. OTHER ASSETS
The Group 2016 2015 RM’000 RM’000
8. INVENTORIES
The Group 2016 2015 RM’000 RM’000
9. TRADE RECEIVABLES
70 PECCA GROUP BERHAD
10. DERIVATIVE ASSETS/LIABILITIES
The Group Contract/ Notional amount 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
11. AMOUNT OWING BY A SUBSIDIARY
12. FIXED DEPOSITS WITH A LICENSED BANKS
13. SHORT-TERM INVESTMENTS WITH A LICENSED BANK
71ANNUAL REPORT 2016
14. SHARE CAPITAL
The Company 2016 2015 Par value No. Nominal Par value No. of Nominal Per share of shares value Per share shares value RM ’000 RM’000 RM ’000 RM’000
Authorised:
Ordinary shares
Issued and fully paid-up:-
Ordinary shares
72 PECCA GROUP BERHAD
15. RESERVES
16. DEFERRED TAX LIABILITIES
The Group 2016 2015 RM’000 RM’000
17. LONG-TERM BORROWINGS
18. TRADE PAYABLES
19. AMOUNT OWING TO A DIRECTOR
20. AMOUNT OWING TO A RELATED PARTY
73ANNUAL REPORT 2016
21. SHORT-TERM BORROWINGS
The Group 2016 2015 RM’000 RM’000
22. TERM LOANS
The Group 2016 2015 RM’000 RM’000
Number of Date Of Amount Outstanding Monthly Monthly Commencement 2016 2015 Term loan Instalments Instalment Of Repayment RM’000 RM’000
74 PECCA GROUP BERHAD
22. TERM LOANS (CONT’D)
23. HIRE PURCHASE PAYABLES
The Group 2016 2015 RM’000 RM’000
24. REVENUE
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
75ANNUAL REPORT 2016
25. PROFIT/(LOSS) BEFORE TAXATION
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
26. INCOME TAX EXPENSE
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
76 PECCA GROUP BERHAD
26. INCOME TAX EXPENSE (CONT’D)
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
27. EARNINGS PER SHARE
The Group 2016 2015
77ANNUAL REPORT 2016
28. DIVIDENDS
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
29. CASH AND CASH EQUIVALENTS
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
78 PECCA GROUP BERHAD
30. RELATED PARTY DISCLOSURES
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
79ANNUAL REPORT 2016
31. FOREIGN EXCHANGE RATES
2016 2015 RM RM
32. SEGMENT REPORTING
33. FINANCIAL INSTRUMENTS
33.1 FINANCIAL RISK MANAGEMENT POLICIES
(a) Market Risk
80 PECCA GROUP BERHAD
33.
FIN
AN
CIA
L IN
STRU
MEN
TS (C
ON
T’D)
33.1
FIN
AN
CIA
L RI
SK M
AN
AG
EMEN
T PO
LIC
IES
(CO
NT’D
)
(a)
Mar
ket R
isk (C
ont’d
)
Fore
ign
Cur
renc
y Ex
posu
re
O
ther
Un
ited
Stat
es
Sing
apor
e
Aus
tralia
n Fo
reig
n Ri
nggi
t
Dolla
r Do
llar
Euro
Do
llar
Cur
renc
ies
Mal
aysia
To
tal
The
Gro
up
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
2016
cur
renc
y co
ntra
cts
81ANNUAL REPORT 2016
33.
FIN
AN
CIA
L IN
STRU
MEN
TS (C
ON
T’D)
33.1
FIN
AN
CIA
L RI
SK M
AN
AG
EMEN
T PO
LIC
IES
(CO
NT’D
)
(a)
Mar
ket R
isk (C
ont’d
)
O
ther
Un
ited
Stat
es
Sing
apor
e
Aus
tralia
n Fo
reig
n Ri
nggi
t
Dolla
r Do
llar
Euro
Do
llar
Cur
renc
ies
Mal
aysia
To
tal
The
Gro
up
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
RM’0
00
2015
cur
renc
y co
ntra
cts
82 PECCA GROUP BERHAD
33. FINANCIAL INSTRUMENTS (CONT’D)
33.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)
(a) Market Risk (Cont’d)
Foreign currency risk sensitivity analysis
(b) Credit Risk
83ANNUAL REPORT 2016
33. FINANCIAL INSTRUMENTS (CONT’D)
33.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)
(b) Credit Risk (Cont’d)
The Group 2016 2015 RM’000 RM’000
Gross Individual Carrying Amount Impairment Value The Group RM’000 RM’000 RM’000
2016
2015
84 PECCA GROUP BERHAD
33. FINANCIAL INSTRUMENTS (CONT’D)
33.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)
(b) Credit Risk (Cont’d)
(c) Liquidity Risk
Weighted Average Contractual Over Effective Carrying Undiscounted Within 1 – 5 5 Rate Amount Cash Flows 1 Year Years Years The Group % RM’000 RM’000 RM’000 RM’000 RM’000 2016
2015
85ANNUAL REPORT 2016
33. FINANCIAL INSTRUMENTS (CONT’D)
33.1 FINANCIAL RISK MANAGEMENT POLICIES (CONT’D)
(c) Liquidity Risk (Cont’d)
Weighted Average Contractual Over Effective Carrying Undiscounted Within 1 – 5 5 Rate Amount Cash Flows 1 Year Years Years The Company % RM’000 RM’000 RM’000 RM’000 RM’000 2016
2015
33.2 CAPITAL RISK MANAGEMENT
86 PECCA GROUP BERHAD
33. FINANCIAL INSTRUMENTS (CONT’D)
33.3 CLASSIFICATION OF FINANCIAL INSTRUMENTS
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000 Financial Assets
Financial Liabilities
87ANNUAL REPORT 2016
33.
FIN
AN
CIA
L IN
STRU
MEN
TS (C
ON
T’D)
33
.4 F
AIR
VA
LUE
INFO
RMA
TION
F
air V
alue
Of F
inan
cial
Inst
rum
ents
F
air V
alue
Of F
inan
cial
Inst
rum
ents
Tota
l
Car
ried
At F
air V
alue
Not
Car
ried
At F
air V
alue
Fair
Car
ryin
g
Leve
l 1
Leve
l 2
Leve
l 3
Leve
l 1
Leve
l 2
Leve
l 3
Valu
e A
mou
nt
Th
e G
roup
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
RM
’000
2016
2015
88 PECCA GROUP BERHAD
33. FINANCIAL INSTRUMENTS (CONT’D)
33.4 FAIR VALUE INFORMATION (CONT’D)
The Group 2016 2015 % %
34. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR 34.1 SUB-DIVISION OF ORDINARY SHARES OF THE COMPANY
34.2 INCREASE IN SHARE CAPITAL OF THE COMPANY
34.3 ACQUISITION OF SUBSIDIARIES AND INCREASE IN ISSUED AND PAID-UP SHARE CAPITAL (a) Acquisition of subsidiaries
89ANNUAL REPORT 2016
34. SIGNIFICANT EVENTS DURING THE FINANCIAL YEAR (CONT’D)
34.3 ACQUISITION OF SUBSIDIARIES AND INCREASE IN ISSUED AND PAID-UP SHARE CAPITAL (CONT’D) (a) Acquisition of subsidiaries (Cont’d)
RM’000
(b) Issuance of additional fully paid-up ordinary share capital
34.4 IPO EXERCISE
35. COMPARATIVE FIGURES
90 PECCA GROUP BERHAD
DISCLOSURE OF REALISED AND UNREALISED (LOSS)/PROFITS
The Group The Company 2016 2015 2016 2015 RM’000 RM’000 RM’000 RM’000
SUPPLEMENTARY INFORMATION
91ANNUAL REPORT 2016
Analysis of Shareholdings as at 5 October 2016
DISTRIBUTION OF SHAREHOLDINGS
No. of No. ofSize of holdings holders % shares %
Total 571 100.00 188,000,000 100.00
SUBSTANTIAL SHAREHOLDERS
Name of Substantial Shareholder No. of shares held Direct % Indirect %
Notes: Deemed interested in shares held by MRZ Leather Holdings Sdn Bhd in the Company pursuant to Section 6A
THIRTY LARGEST SHAREHOLDERS
PercentageNo. Name No. of shares holding (%)
ANALYSIS OF SHAREHOLDINGS
92 PECCA GROUP BERHAD
THIRTY LARGEST SHAREHOLDERS (cont’d)
PercentageNo. Name No. of shares holding (%)
Total 147,959,898 78.70
DIRECTORS’ SHAREHOLDINGS
Name of Directors No. of shares held Direct % Indirect %
Notes: Deemed interested in shares held by MRZ Leather Holdings Sdn Bhd in the Company pursuant to Section 6A
93ANNUAL REPORT 2016
LIST OF PROPERTIES
Location
Perindustrian
Sutera
Tenure Year lease expiring
Approximatearea (Sq Ft)
Description / existing use
and production
accommodation
Age / Year of Acquisition /
Completion
Net Book Value as at 30.06.2016 (RM)
Market Value / Last Revaluation Date (RM)
94 PECCA GROUP BERHAD
NOTICE OF ANNUAL GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT PECCA GROUP BERHAD
A G E N D A
As Ordinary Business
As Special Business
Authority under Section 132D of the Companies Act, 1965 for the Directors to allot and issue shares
Proposed Grant of Authority to the Company to Purchase its own Ordinary Shares (“Proposed Share Buy-Back”)
(Please refer to Note 1 of the Explanatory
Notes)
Ordinary Resolution 1
Ordinary Resolution 2
Ordinary Resolution 3
Ordinary Resolution 4
Ordinary Resolution 5
Ordinary Resolution 6
95ANNUAL REPORT 2016
Ordinary Resolution 7
96 PECCA GROUP BERHAD
NOTICE OF DIVIDEND ENTITLEMENT AND PAYMENT
NOTICE IS ALSO HEREBY GIVEN THAT
BY ORDER OF THE BOARD
TAI YIT CHANTAN AI NING
NOTES:-
97ANNUAL REPORT 2016
EXPLANATORY NOTES:-
1. To receive the Audited Financial Statements
2. Ordinary Resolution 6 on the Authority under Section 132D of the Companies Act, 1965 for the Directors to allot and issue shares
3. Ordinary Resolution 7 on Proposed Grant of Authority to the Company to Purchase its own Ordinary Shares
Personal data privacy:-
Purposes
STATEMENT ACCOMPANYING NOTICE OF AGM
th
98 PECCA GROUP BERHAD
APPENDIX 1
99ANNUAL REPORT 2016
I/We,
(Company No. 909531-D)Incorporated in Malaysia
(name of shareholder as per NRIC, in capital letters)
(name of proxy as per NRIC, in capital letters)
(name of proxy as per NRIC, in capital letters)
Re-election of Datuk Teoh Hwa Cheng as Director
Approval of Directors’ Fees Ordinary Resolution 2
Ordinary Resolution 1 Declaration of Final Single Tier Dividend of 2.00 sen per ordinary share of RM0.50 each for the financial year ended 30 June 2016
Ordinary Resolution 3
Ordinary Resolution 4Ordinary Resolution 5
Ordinary Resolution 6
ORDINARY BUSINESS AGAINST
Re-election of Mr. Leong Kam Weng as DirectorAppointment of Messrs KPMG as Auditors of the Company in place of the retiring Auditors, Messrs Crowe Horwath and to authorise the Directors to fix their remuneration
Authority under Section 132D of the Companies Act, 1965 for the Directors to allot and issue shares
Ordinary Resolution 7 Proposed Grant of Authority to the Company to Purchase its own Ordinary Shares
Notes:1. A Member of the Company shall be entitled to be present, and to vote on any question either personally or by proxy, or as proxy for another Member, at any
general meeting and shall also be reckoned as forming part of the quorum, in respect of any fully paid-up shares and any shares upon which all calls due and payable to the Company shall have been paid, held by such Member. A Member of the Company entitled to attend and vote at a meeting of the Company, or at a meeting of any class of members of the Company, shall be entitled to appoint any person as his proxy to attend and vote instead of the Member at the meeting. There shall be no restriction as to the qualification of the proxy. A proxy appointed to attend and vote at a meeting of the Company shall have the same rights as the Member to speak at the meeting and the provisions of Section 149(1)(b) of the Act shall not apply to the Company. A Member shall not be precluded from attending and voting in person at any general meeting after lodging the form of proxy. However, such attendance shall automatically revoke the proxy’s authority. Notwithstanding anything to the contrary in these Articles, no Member shall be entitled to vote or be recognised to form part of the quorum in respect of any shares upon which any call or other sum so due and payable shall be unpaid.
2. A Member of the Company who is entitled to attend and vote at a meeting of the Company, or at a meeting of any class of members of the Company, may appoint not more than two (2) proxies to attend, vote and speak in his stead. Where a Member of the Company is an authorised nominee as defined in the Depositories Act, it may appoint not more than two (2) proxies in respect of each securities account it holds in ordinary shares of the Company standing to the credit of the said securities account. Where a Member appoints more than one (1) proxy, the proportion of shareholdings to be represented by each proxy must be specified in the instrument appointing the proxies.
3. Where a Member of the Company is an Exempt Authorised Nominee which holds ordinary shares in the Company for multiple beneficial owners in one (1) securities account (“omnibus account”), there is no limit to the number of proxies which the Exempt Authorised Nominee may appoint in respect of each omnibus account it holds.
4. The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly authorised in writing or, if the appointer is a corporation, under its common seal, or the hand of its attorney duly authorised. An instrument appointing a proxy to vote at a general meeting of the Company shall be deemed to include the power to demand a poll on behalf of the appointer.
5. The instrument appointing a proxy(ies), together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy of such power or authority, must be deposited at the Share Registrar’s Office at Lot 6.05, Level 6, KPMG Tower, 8 First Avenue, Bandar Utama, 47800 Petaling Jaya, Selangor Darul Ehsan, not less than 48 hours before the time set for holding the meeting or at any adjournment thereof.
6. In respect of deposited securities, only members whose names appear on the Record of Depositors on 14 November 2016 (General Meeting Record of Depositors) shall be eligible to attend the meeting or appoint proxy(ies) to attend and/or vote on his behalf.
Personal Data Privacy:-By submitting an instrument appointing a proxy(ies) and /or representative(s), the member accepts and agrees to the personal data privacy terms set out in the Notice of Annual General Meeting dated 28 October 2016.
FOR
NRIC No./ID No./Company No. (new) (old)
of (full address)
of (full address)
or failing him/her
being a member of PECCA GROUP BERHAD, hereby appoint
NRIC No. (new) (old)
of (full address)
NRIC No. (new) (old)
or failing him/her, the *Chairman of the Meeting as my/our proxy to vote for me/us on my/our behalf at the Sixth Annual General Meeting of the Company to be held at Rafflesia 1, Sime Darby Convertion Centre, 1A, Jalan Bukit Kiara 1, 60000 Kuala Lumpur, Malaysia on Wednesday, 23 November 2016 at 9.30 a.m. or at any adjournment thereof. (*Please delete the words “Chairman of the Meeting” if you wish to appoint some other person to be your proxy.)My/our proxy is to vote as indicated below:-
(Please indicate with an “X” in the spaces provided on how you wish your vote to be cast. If you do not do so, the proxy will vote or abstain from voting at his/her discretion.)
ORDINARY BUSINESS AGAINSTFOR
Signature/Common Seal of Shareholder Date:
For appointment of two proxies, percentage of shareholdings to be represented by the proxies: No. of shares PercentageProxy 1 %Proxy 2 % Total 100%
No. of shares held CDS account number of holder
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Boardroom Corporate Services (KL) Sdn Bhd (3775-X)Lot 6.05, Level 6, KPMG Tower8, First Avenue, Bandar Utama, 47800 Petaling JayaSelangor Darul Ehsan