contents fileloi kim fah (independent non-executive director) ... corporate office 3, jalan kapal...

C O N T E N T SCorporate Information 1

Corporate Structure 2

Notice Of Annual General Meeting 3

Statement Accompanying The Notice Of Annual General Meeting 3

Profile Of The Directors 4

Chairman’s Statement 6

Statement On Corporate Governance 8

Audit Committee Report 12

Statement On Internal Control 14

Statement On Directors’ Responsibility 15

Additional Compliance Requirements 15

Financial Statements

Directors’ Report 17

Statement By Directors 20

Statutory Declaration 20

Independent Auditors’ Report 21

Balance Sheets 22

Income Statements 23

Statements Of Changes In Equity 24

Cash Flow Statements 25

Notes To The Financial Statements 26

List Of Properties 53

Analysis Of Shareholdings 54

Proxy Form

BOARD OF DIRECTORS Datuk Hj. Amil @ Amir Bin Junus (Independent Non-Executive Chairman)Wong Liew Lin @ Liew Fat Lin (Managing Director)Wong Mee Yow Cheen @ Liew Mee Yow Cheen (Executive Director)Tai Shzee Yuan (Executive Director)Liew Huat Kwang (Executive Director)Tan Kau Ngee @ Tan Seong Tin (Independent Non-Executive Director)Loi Kim Fah (Independent Non-Executive Director)

AUDIT COMMITTEE Loi Kim Fah (Chairman) Datuk Hj. Amil @ Amir Bin Junus Tan Kau Ngee @ Tan Seong Tin

NOMINATION COMMITTEE Loi Kim Fah (Chairman) Tan Kau Ngee @ Tan Seong Tin

REMUNERATION COMMITTEE Datuk Hj. Amil @ Amir Bin Junus (Chairman)Tan Kau Ngee @ Tan Seong Tin

EXECUTIVE COMMITTEE Wong Liew Lin @ Liew Fat Lin (Chairman)Wong Mee Yow Cheen @ Liew Mee Yow CheenTai Shzee Yuan

SECRETARIES Jauhari Bin Hassan (LS 03681)Lim Suat Ben (f) (MAICSA 082022)

REGISTERED OFFICE Ground Floor, 8, Lorong Universiti BSection 16, 46350 Petaling JayaSelangor Darul EhsanTel No: 03-7956 5889Fax No: 03-7958 7889

CORPORATE OFFICE 3, Jalan KapalKawasan Perindustrian Tongkang Pecah83010 Batu PahatJohor Darul Takzim

REGISTRAR Bina Management (M) Sdn BhdLot 10, The Highway CentreJalan 51/205, 46050 Petaling JayaSelangor Darul EhsanTel No: 03-7784 3922Fax No: 03-7784 1988

AUDITORS T H Law & Co. (AF No: 0942)Chartered Accountants

SOLICITORS T K Lim & Co.

PRINCIPAL BANKERS OCBC Bank (Malaysia) BerhadMalayan Banking BerhadRHB Bank BerhadUnited Overseas Bank (Malaysia) BhdEON Bank Berhad

STOCK EXCHANGE Main Market of the Bursa Malaysia Securities Berhad

CORPORATE INFORMATION

YONG TAI BERHAD (311186-T)

ANNUAL REPORT 20091

CORPORATE STRUCTURE

ANNUAL REPORT 2009

YONG TAI BERHAD (311186-T) 2

NOTICE IS HEREBY GIVEN that the Fifteenth Annual General Meeting of the Company will be held at 2nd Floor, 3, Jalan Kapal,Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim on Wednesday, 16 December 2009 at 2.00 p.m. to transact the following:

Notes:

1. A member of the Company entitled to attend and vote at the Meeting may appoint more than one (1) proxy to attend and vote at the Meeting and the provision of Section 149(1)(c) of the Companies Act, 1965 shall not apply to the Company.

2. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company.

3. Where a member appoints two (2) or more proxies, the appointment shall be invalid unless he/she specifies the proportion of his/her holdings to be represented by each proxy.

4. The Proxy Form shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its common seal or under the hand of an officer or attorney duly authorised.

5. The Proxy Form and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority must be deposited at the Registered Office of the Company at Ground Floor, 8, Lorong Universiti B, Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan not less than forty-eight (48) hours before the time for holding the Meeting or any adjournment thereof.

STATEMENT ACCOMPANYING THE NOTICE OF ANNUAL GENERAL MEETING1. The Directors who are standing for re-election at the Fifteenth Annual General Meeting in accordance with Article 81 of the

Company's Articles of Association are as follows:

a. Wong Liew Lin @ Liew Fat Linb. Wong Mee Yow Cheen @ Liew Mee Yow Cheen

2. The Director who is standing for re-appointment at the Fifteenth Annual General Meeting in accordance with Section 129 of the Companies Act, 1965 is as follow:

a. Tan Kau Ngee @ Tan Seong Tin

3. The details of the Directors standing for re-election and re-appointment are set out in Profile of The Directors on pages 4 and 5 of the Annual Report.

NOTICE OF ANNUAL GENERAL MEETING


ANNUAL REPORT 20093

Resolution 1

Resolution 2

Resolution 3

Resolution 4

Resolution 5

Resolution 6

AGENDA

As Ordinary Business

1. To receive the Directors' Report and Audited Financial Statements for the year ended 30 June 2009 together with the Auditors' Report thereon.

2. To approve the payment of Directors' Fees amounting to RM64,000.00 in respect of the year ended 30 June 2009.

3. To re-elect the following Directors who shall retire by rotation in accordance with Article 81 of the Company's Articles of Association and being eligible, offer themselves for re-election:

a. Wong Liew Lin @ Liew Fat Lin

b. Wong Mee Yow Cheen @ Liew Mee Yow Cheen

4. To re-appoint the following Director who shall retire in accordance with Section 129 of the Companies Act, 1965 by virtue of being over seventy years of age:

a. Tan Kau Ngee @ Tan Seong Tin

5. To re-appoint Messrs. T H Law & Co. as Auditors of the Company and to authorise the Directors to fix their remuneration.

6. To transact any other business for which due notice has been given.

By Order of the Board

JAUHARI BIN HASSAN (LS 03681)LIM SUAT BEN (f) (MAICSA 082022)Company Secretaries

Selangor Darul Ehsan

23 November 2009

Datuk Hj. Amil @ Amir Bin Junus, age 66, a Malaysian, was appointed to the Board as an Independent Non-Executive Chairman on10 July 2008. Datuk Amir holds a Diploma Sains Kepolisian from Universiti Kebangsaan Malaysia and Certificate of Telecommunicationfrom City & Guilds of London Institute.

Datuk Amir was a former member of the Royal Malaysian Police and last served as Commissioner of Police Sabah with the rank ofDeputy Commissioner of Police before retiring in November 1998. In the force for 29 years, Datuk Amir had served in various positionswith the Royal Malaysian Police, including, among others, Deputy Director of the Special Branch.

Upon retiring from active duty in November 1998, Datuk Amir was appointed as a board member of Koperasi Polis Diraja MalaysiaBerhad (KPD). As a member of KPD, Datuk Amir represented KPD's interest in number of its investment interests in a few public listedcompanies. Datuk Amir was a director of Prime Utilities Berhad from 1999 to 2004 and was a director of TSM Global Berhad [formerlyknown as Juan Kuang (M) Industrial Berhad] until October 2008, both companies are listed on Bursa Malaysia Securities Berhad. Since1999 until 2005, Datuk Amir was the Chairman of KOP Securities Services Sdn. Bhd., a subsidiary of KPD and was the ExecutiveChairman and Chief Executive Officer of KOP Educators & Consultants Sdn. Bhd. (also known as Kolej Unikop), another subsidiary ofKPD. Currently, Datuk Amir is still a board member of the college. Besides representing the interests of KPD, Datuk Amir is also a CouncilMember of the Maktab Koperasi Malaysia under the purview of the Ministry of Domestic Trade, Cooperative and Consumerism and adirector of Eshia & Associates Sdn. Bhd. Datuk Amir also holds Chairman post and directorships in few private limited companies.

Datuk Amir is the Chairman of the Remuneration Committee and member of Audit Committee. He does not have any family relationshipwith any Director and/or major shareholder of the Company. He has not entered into any transaction which has a conflict of interest withthe Company and has not been convicted of any offences within the past ten years.

Wong Liew Lin @ Liew Fat Lin, aged 63, a Malaysian, was appointed to the Board on 2 October 1997 and as the Managing Directoron 8 November 1997. He is a businessman and an entrepreneur with more than 30 years experience in various business sectors primarily in the fields of property development, wholesaling and retailing of garments and apparels, manufacturing and pharmaceutical. He founded Yong Tai Group and has been in charge of the overall operation since its inception guiding it to its present level of success. Currently, Mr. Liew also holds other directorships in the Yong Tai Group of Companies and several other private limited companies involve investment holdings and manufacturing.

Mr. Liew is the Chairman of the Executive Committee. He is the brother of Mr. Wong Mee Yow Cheen @ Liew Mee Yow Cheen and Mr.Liew Huat Kwang. He has not entered into any transaction which has a conflict of interest with the Company and has not been convicted of any offences within the past ten years.

Wong Mee Yow Cheen @ Liew Mee Yow Cheen, aged 56, a Malaysian, was appointed to the Board on 2 October 1997 and as theExecutive Director on 8 November 1997. Innovative and enterprising, he is responsible for the production, research and market development of Yong Tai Group and has been actively involved in the establishment of its manufacturing operations. Currently, Mr. Liewalso holds other directorships in the Yong Tai Group of Companies and several other private limited companies involve investment holdings and manufacturing.

Mr. Liew is a member of the Executive Committee. He is the brother of Mr. Wong Liew Lin @ Liew Fat Lin and Mr. Liew Huat Kwang. Hehas not entered into any transaction which has a conflict of interest with the Company and has not been convicted of any offences within the past ten years.

Tai Shzee Yuan, aged 56, a Malaysian, is an Executive Director and was appointed as First Director on 12 August 1994. He started hiscareer in the Group as a General Manager of Yong Tai Brothers Trading Sdn. Bhd., a subsidiary of Yong Tai Berhad in 1 January 1991.He is responsible for the overall financial planning and management of Yong Tai Group. Mr. Tai is a member of the Executive Committee.He also holds other directorships in the Yong Tai Group of Companies.

Mr. Tai does not have any family relationship with any Director and/or major shareholder of the Company. He has not entered into anytransaction which has a conflict of interest with the Company and has not been convicted of any offences within the past ten years.

PROFILE OF THE DIRECTORS

ANNUAL REPORT 2009


Liew Huat Kwang, aged 45, a Malaysian, is an Executive Director and was appointed to the Board on 2 October 1997. He has morethan ten (10) years of experience in the garment retailing business and is in charge of the sourcing of suitable retail outlet sites and tooversee their setting up. Currently, Mr. Liew also holds other directorships in the Yong Tai Group of Companies and several other private limited companies involve investment holdings and manufacturing.

Mr. Liew is the brother of Mr. Wong Liew Lin @ Liew Fat Lin and Mr. Wong Mee Yow Cheen @ Liew Mee Yow Cheen. He has not enteredinto any transaction which has a conflict of interest with the Company and has not been convicted of any offences within the past tenyears.

Loi Kim Fah, aged 43, a Malaysian, is an Independent Non-Executive Director and was appointed to the Board on 18 December 2007.He holds a Bachelor of Accounting from the University of Malaya. He is a member of the Malaysian Institute of Certified PublicAccountants, Malaysian Institute of Accountants and the Malaysian Institute of Taxation respectively. He is currently the principal of Loi& Co, an audit firm, and also an Independent Non-Executive Director of K-One Technology Bhd., a company listed on ACE Market ofBursa Malaysia Securities Berhad.

Mr. Loi has been in public practice since 1991, engaged with international accounting firms prior to starting his own practice in 1996.Over the years, he has been involved in the audit of companies in various industries which include securities, banking, finance, construction, aquaculture and manufacturing. He has also been engaged in business advisory assignments in the like of merger and acquisition, internal control review, accounting system consultation, feasibility study, listing exercise and business planning.

Mr. Loi is the Chairman of the Audit Committee and Nomination Committee. He does not have any family relationship with any Directorand/or major shareholder of the Company. He has not entered into any transaction which has a conflict of interest with the Companyand has not been convicted of any offences within the past ten years.

Tan Kau Ngee @ Tan Seong Tin, aged 69, a Malaysian, is an Independent Non-Executive Director and was appointed to the Boardon 23 November 2006. He worked as an accounts manager before retiring in 2001. Presently, he is the managing partner of a publictransport services firm and is also the unit sales manager of Great Eastern Life Assurance (Malaysia) Berhad.

Mr. Tan is a member of the Nomination Committee, the Remuneration Committee and the Audit Committee. He does not have anyfamily relationship with any Director and/or major shareholder of the Company. He has not entered into any transaction which has a conflict of interest with the Company and has not been convicted of any offences within the past ten years.

PROFILE OF THE DIRECTORS


ANNUAL REPORT 20095

On behalf of the Board of Directors, I am pleased to present the Annual Report of Yong Tai Berhad and its subsidiary companies (“theGroup”) for the financial year ended 30 June 2009.

Financial Highlights

For the financial year under review, the Group recorded revenue of RM149.678 million, a decrease of RM29.921 million from the previous financial year (F/Y 2008: RM179.599 million).

The Group registered loss before taxation of RM2.837 million for the financial year ended 30 June 2009 as compared to profit beforetaxation of RM0.157 million in the previous financial year. The decrease in turnover and the loss was attributed to the slowdown of the global economy that caused a decrease in consumer demand in both the garments retail and petrochemicals industries.

As at 30 June 2009, the Group's total equity was RM49.156 million with a net asset per share of RM1.23.

Review of Operations

During the financial year under review, the Group achieved a consolidated revenue of RM31.435 million for its textile and garment business, a growth of 4.3% over the previous financial year's revenue of RM30.152 million. The consolidated results of this segment, however, reported loss before taxation of RM2.124 million which was attributed to lower gross margin.

The chain of Emilio Valentino boutiques contributed a turnover of RM6.599 million within the retailing and trading of textile and garment segment for the financial year under review, a slight decrease as compared to the previous financial year of RM6.628 million.

The Management has formulated strategies to bring the retailing and trading segment of the Group to a higher level by closing downnon-profitable outlets and re-branding retail outlets. The Group has initiated a new branding concept and image whereby we targetedmiddle income and young group of customers with mid-end price products. We will continue to source new inventories at better price thus contributing better gross margins.

The garment manufacturing segment recorded a turnover of RM9.513 million for the financial year ended 30 June 2009, lower than theprevious financial year of RM11.799 million. Nonetheless, this segment managed to reduce its loss before taxation from RM2.783 million in the previous financial year to RM1.668 million for the financial year under review. For financial year ending 30 June 2010, wehave spearheaded our manufacturing towards more high-end products which will yield more comfortable margin. As the sales has been picking up as a result of this shift, the Company is optimistic that it can turn around in the next financial year.

The manufacturing, dyeing and finishing of fabrics segment registered a turnover of RM10.086 million with loss before taxation ofRM0.422 million for the financial year ended 30 June 2009 (F/Y 2008: RM9.426 million and RM0.362 million respectively). TheManagement expects this segment's performance to improve further in the next financial year as many players have left the market.Nevertheless, the Management does not anticipate much profit from this segment as the margin is thin. The Group will continue improving the environmental issue by setting up more facilities to treat the waste water.

On the other hand, the petrol-chemical trading segment operating under Shanghai Sino-Malaysian International Trading Co., Ltd.(“SSMIT”) (100%-owned by YongTai Samchem (HK) Company Limited, which in turn 65%-owned by Yong Tai Samchem Sdn. Bhd.,which in turn 60%-owned by the Company) recorded a revenue of RM98.645 million during the financial year under review and contributed a net profit before taxation of RM3.838 million, a marginal increase of RM0.134 million from the last financial year of RM3.704 million.

Notwithstanding the challenging economic climate, the profit margin of SSMIT has shown its ability to weather the crisis which hit theglobal economy badly in last quarter of 2008 until first quarter of 2009. All major suppliers such as CNOOC and Shell PetrochemicalsCo., Ltd and Momentive Performance Materials Hong Kong Co. continue to give their support and work closely with SSMIT to ensurequality sales and marketing services will be given to the manufacturers in the designated local market. The polyurethane chemicals, i.e.polyols, AB System and additives remains as an essential raw materials to produce foam which cater for the needs of furniture and upholstery, packaging, shoes, automotives, textiles accessories, sport equipments and etc.

In April 2009, SSMIT has been given the opportunity by a multi national company to develop new products which cater the needs forgloves and condom industries in the mainland of China. During this initial development stage, new products are being sent to the customer for trials and the market has very receptive to the new products. SSMIT is optimistic that the new products will further strengthen its turnover in the next financial year.

Future Prospects

In last quarter of 2008, the US banking crisis precipitated a world financial crisis that led to the significant slow down in the domesticeconomy. The government has implemented fiscal and monetary policy that seek to pump prime the economy out of recession. Despitevery challenging global economy conditions, the local economy is expected to expand 2.0% to 3.0% in 2010, according to the Budget 2010.

The Company's core businesses have been deeply impacted by this global economic crisis during the financial under review. The toughoperating environment in the retail industry and manufacturing sector are expected to persist in 2010 in the wake of slumping global demand. The Board of Directors is of the opinion that the Group will continue to experience a challenging period ahead.

CHAIRMAN’S STATEMENT

ANNUAL REPORT 2009


Future Prospects (Cont’d)

Although the global market is under tremendous recessionary pressure, we are confident that the coming year might not be as bad asit appears. The Group will continue to consolidate its garments retailing business and is looking forward to expand the trading of petrol-chemical related products business. With the various operational strategies put in place and various efforts taken to streamline our operations, the Group's performance is expected to be moderate for the next financial year.

Acknowledgement and Appreciation

On behalf of the Board of Directors, I would like to take this opportunity to thank the Management and staff of the Group for their support, dedication and commitment throughout the year. We would also like to express our heartfelt gratitude and appreciation to ourvalued shareholders, customers, business associates, bankers and various government authorities for their continuous support given to the Group.

Datuk Hj. Amil @ Amir Bin JunusChairman2 November 2009

CHAIRMAN’S STATEMENT


ANNUAL REPORT 20097

The Board of Directors of Yong Tai Berhad recognizes the importance of the Principles and Best Practices of Malaysian Code onCorporate Governance (“the Code”) and is committed in ensuring that the Company and its subsidiaries (“the Group”) practise the highest standards of corporate governance.

This Statement describes the manner in which the Group has applied the Code's Principles and the extent of compliance with the Code's Best Practices.

BOARD OF DIRECTORS

The Board Composition and Balance

The Board assumes the overall responsibility for corporate governance, strategic direction, financial matters and overseeing the businesses, investments and operations of the Group. It is the ultimate body in decision making for outlining and implementation of corporate vision, directions, objectives and policies of the Group as a whole.

The Board currently consists of seven (7) members, comprising a Managing Director, three (3) Executive Directors and three (3)Independent Non-Executive Directors (including the Chairman). The Company complies with the Bursa Malaysia Securities Berhad(“Bursa Securities”) Main Market Listing Requirements that requires at least two (2) or one-third (1/3) of the Board to be independent Directors.

The Board practices a clear division of responsibility to ensure a balance of power and authority between the Chairman, ManagingDirector and Non-Executive Directors. The Chairman is primarily responsible for the orderly conduct and functions of the Board whilstthe Managing Director is responsible for the overall operations of the business and direction on policy formation and decision making.The Managing Director is ably assisted by the Executive Directors who are responsible for the day-to-day operations and business activities of the Group. The roles of Independent Non-Executive Directors are to provide unbiased and independent views, advice andjudgement, and to ensure that the Board practices good governance in discharging its duties and take into account of the interests, not only of the Group, but also of the shareholders, employees and customers.

Board Meetings and Supply of Information

The Board meets at least four (4) times a year at quarterly intervals with additional meetings to be convened as and when necessary. During the financial year ended 30 June 2009, the Board convened six (6) meetings, with details on the attendance of Directors are as follows:-

Name of Directors No. of meetings attended

Datuk Hj. Amil @ Amir Bin Junus 6/6

Wong Liew Lin @ Liew Fat Lin 6/6

Wong Mee Yow Cheen @ Liew Mee Yow Cheen 6/6

Tai Shzee Yuan 6/6

Liew Huat Kwang 3/6

Tan Kau Ngee @ Tan Seong Tin 4/6

Loi Kim Fah 6/6

Prior to the Board meetings, all Directors are provided with the agenda together with reports and papers containing information relevantto the business of the meetings, such as information on major financial, operational and corporate matters as well as activities and performance of the Group, to enable the Directors to peruse and contemplate the issues to be deliberated at the Board meetings.

The Directors have full access to all information within the Group and is entitled to the advice and services of the Company Secretariesand may obtain independent professional advice at the Company's expense, where necessary.

Appointments to the Board

The Nomination Committee comprises exclusively of Independent Non-Executive Directors as follows:-

Loi Kim Fah Chairman/Independent Non-Executive DirectorTan Kau Ngee @ Tan Seong Tin Member/ Independent Non-Executive Director

The Nomination Committee is established with the responsibility of identifying, proposing and recommending the right candidates to theBoard and Board Committees by taking into account the individual's skill, knowledge, expertise, experience, professionalism andintegrity as well as his other commitments, resources and time. In addition, the Nomination Committee also has the following duties and functions:-

1. to evaluate the ability to discharge such responsibilities/functions as expected from individual non-executive Directors.2. to annually review the required mix of skills, experience and other qualities include core competencies, which non-executive

Directors should bring to the Board.3. to annually assess the effectiveness of the Board as a whole, the Board Committees and assess contribution of each Director.

STATEMENT ON CORPORATE GOVERNANCE

ANNUAL REPORT 2009


Appointments to the Board (Cont’d)

The decision as to who shall be appointed shall be the responsibility of the full Board after considering the recommendations of the Nomination Committee. The Board will examine its size with a view to determining the impact of the number upon its effectiveness.

Re-election of Directors

The Articles of Association of the Company provide that at least one-third (1/3) of the Directors are subject to retirement by rotation at each Annual General Meeting (“AGM”) but shall be eligible for re-election and that all Directors (including the ManagingDirector) shall retire at least once in every three (3) years. The Company's Articles of Association also provide that a Director who is appointed during the year shall hold office only until the next AGM and shall then be eligible for re-election.

Directors' Training

All the Directors have completed the Mandatory Accreditation Programme prescribed by Bursa Securities. The Directors have also beenregularly updated on developments in corporate governance, relevant laws, regulations and business practices as a continuing effortto train and equip themselves to effectively discharge their duties. In addition, all the Directors are provided with the opportunity to continually undergo other relevant training programmes to further enhance their skills and knowledge and to enable them to dischargetheir respective duties effectively. Those programmes included National Tax Conference 2008, National Seminar on Taxation 2008,Financial Reporting Standards Workshop, 2009 Budget Seminar, Forum on Corporate Governance Guide and Technical Briefing on Main Market Listing Requirements.

DIRECTORS' REMUNERATION

The Remuneration Committee comprises wholly of Independent Non-Executive Directors as follows:-

Datuk Hj. Amil @ Amir Bin Junus Chairman/Independent Non-Executive ChairmanTan Kau Ngee @ Tan Seong Tin Member/ Independent Non-Executive Director

The Remuneration Committee is responsible for recommending to the Board the remuneration packages of Executive Directors. TheBoard as a whole determines the remuneration of Non-Executive Directors. The individual concerned will abstain from the discussion oftheir own remuneration.

The remuneration of Directors is determined at levels which enable the Company to attract and retain Directors with the relevant experience and expertise to run the Group successfully and effectively. In the case of Executive Directors, their remunerations are structured to link rewards to corporate and individual performance. For Non-Executive Directors, the level of remuneration reflects the experience and level of responsibilities undertaken by them.

The aggregate remuneration of Directors during the financial year under review are as follows:

DirectorsRemuneration Executive Non-Executive

(RM) (RM)Fees - 64,000

Salaries/Allowances 604,343 -

Bonuses - -

Benefit In Kind 33,900 -

Total 638,243 64,000

The number of Directors of the Company whose total remuneration falls within the following bands for the financial year under revieware:-

Number of Directors

Range of remuneration Executive Non-Executive

Below RM50,000 - 3

RM50,001 - RM100,000 1 -

RM100,001 - RM150,000 - -

RM150,001 - RM200,000 2 -

RM200,001 - RM250,000 1 -

Above RM250,000 - -



ANNUAL REPORT 20099

OTHER BOARD COMMITTEES

Other than the Nomination Committee and Remuneration Committee, the Board has also established other Board Committees, namelyAudit Committee and Executive Committee, which operates within defined terms of reference. These committees have been accordedthe necessary authority to analyse the relevant issues and report to the Board with recommendations and deliberations for the Board's approval.

Audit Committee

The members of the Audit Committee comprises exclusively of three (3) Independent Non-Executive Directors. The Composition andthe Terms of Reference of the Committee are set out in Audit Committee Report on pages 12 and 13 of the Annual Report. The AuditCommittee's meeting is mostly held before the Board's meeting to ensure that all critical issues highlighted can be brought to their attention on a timely basis. It reviews issues of accounting policies and presentation for external financial reporting and ensures an objective and professional relationship is maintained with the external auditors.

Executive Committee (Exco)

The Exco comprises the Managing Director and two (2) Executive Directors. The Exco is the main approving authority on the major routine matters and meets regularly to review and approve major strategic, operational and financial matters, investments and funding decisions.

SHAREHOLDERS

Dialogue between Company and Investors

The Company acknowledges the importance of timely dissemination of material information affecting the Group to the shareholders,investors and the public. The release of annual reports, announcements and financial results on a quarterly basis provides the shareholders and the investing public with an overview of the Group's performance and operations. The Company has set up its own website which provides more information about the Company and the Group.

The Annual General Meeting (“AGM”)

The AGM remains the principal forum of dialogue and a mean of communication with shareholders. Shareholders are encouraged toattend and participate at the AGM and are allowed to appoint proxies to attend and vote on their behalf. Members of the Board as well as the Auditors of the Company are present to answer questions raised during the meeting.

ACCOUNTABILITY AND AUDIT

Financial Reporting

The Company's financial statements are prepared in accordance with the requirements of applicable approved accounting standardsin Malaysia issued by the Malaysian Accounting Standards Board and the provisions of the Companies Act, 1965. The Directors takeresponsibility in ensuring that the annual financial statements and the quarterly results announcements are presented to convey a balanced and understandable assessment of the Group's financial performance and position. The Audit Committee assists the Board by reviewing and scrutinizing the information to be disclosed to ensure accuracy and adequacy.

Internal Control

The Board has overall responsibility for the development of sound internal control system for the Group to achieve its objectives withinthe acceptable risk profile as well as to safeguard shareholder's investment and the Company's assets. The Board and Audit Committeereview the effectiveness of the Group's system of internal controls periodically and such review covers the financial, operational andcompliance controls as well as risk management. The Statement on Internal Control which provides an overview of the state of the internal control within the Group is set out on page 14 of the Annual Report.

Relationship with Auditors

The Group has established a transparent relationship with the External Auditors and seeks their professional advice in ensuring compliance with applicable standards and statutory requirements. The External Auditors are invited to attend the Audit Committee's meeting at least twice a year to discuss the audit plan, audit findings and their review.


ANNUAL REPORT 2009


CORPORATE SOCIAL RESPONSIBILITY

The Group acknowledges the importance of Corporate Social Responsibility (“CSR”) towards the well-being of its employees, community and environment, and strives to balance its social responsibility to the society with its business objectives and shareholders' expectations.

In our daily operations, the Group continues to be committed on recycling and undertaking measures to reduce wastages, pollution and harmful emissions. We encourage our employees to be environmental friendly by adopting cost and energy saving method to minimize the environmental impact and risks.

The Group believes that it is the employees who have significantly contributed to its continued success and growth and we strive tomotivate and retain the employees with the Long Service Award in recognizance of their loyalty and services towards the Company. TheGroup also continuously promotes human capital development by encouraging and sponsoring the participation of the employees intraining programmes and seminars to enhance their knowledge, skills and competences. The training programmes and seminarsincludes Human Resources Management System, How to make a Better Communication, Financial Instrument: Recognition,Measurement, Presentation and Disclosure, Human Resources Management System, Treatment of textile effluent and ensuring compliance with discharge standard, KPMG Tax Seminar and etc.

The Group strives to forge a safe working environment and promotes healthy work practices for all levels of employee. Health and safety programmes such as Safety and Health at Workplace and How to Develop an Effective Safety and Health Committee were carried out to ensure a high level of awareness of safety requirements and continuous improvement of safety and health practices.

The Board is conscious of the Group's role in promoting the social betterment of the community on which we place importance on charity by making donations to charitable associations from time to time, such as National Council for the Blind Malaysia, Persatuan Pendidikan Akhlak, Bandar Penggaram Associated Chinese Schools and etc.

We understand that CSR will be an ongoing commitment and we will devise and implement additional CSR practices in other areas ofits businesses and operations in future.



ANNUAL REPORT 200911

COMPOSITION AND MEMBERSHIP

The Audit Committee comprises three (3) directors and the composition is as follows:

Loi Kim Fah Chairman/Independent Non-Executive DirectorDatuk Hj. Amil @ Amir Bin Junus Member/Independent Non-Executive ChairmanTan Kau Ngee @ Tan Seong Tin Member/Independent Non-Executive Director

TERMS OF REFERENCE

The Audit Committee carried out its duties as set out in the Terms of Reference. The Board of Directors reviews the Terms ofReference from time to time to ensure continuous compliance with Bursa Malaysia Securities Berhad (“Bursa Securities”) Main Market Listing Requirements.

Objective

The primary objective of the Audit Committee is to assist the Board of Directors in the effective discharge of its fiduciary responsibilitiesas to corporate governance, financial reporting, auditing and internal control.

Composition

The Audit Committee shall be appointed by the Board of Directors from amongst its members which fulfils the following requirements:

1. the Audit Committee must be composed of no fewer than three (3) members;

2. all the Audit Committee members must be non-executive directors, with a majority of them being independent directors;

3. at least one (1) member of the Audit Committee:-

i. must be a member of the Malaysian Institute of Accountants; or

ii. if he is not a member of the Malaysian Institute of Accountants, he must have at least three (3) years' working experience; and

a. he must have passed the examinations specified in Part I of the 1st Schedule of the Accountants Act 1967; orb. he must be a member of one of the associations of accountants specified in Part II of the 1st Schedule of the Accountants

Act 1967; orc. fulfils such other requirements as prescribed or approved by Bursa Securities.

4. no alternate director is appointed as a member of the Audit Committee.

Chairman

The members of the Audit Committee must elect a Chairman among themselves who is an independent director.

Secretary

The Company Secretary(ies) of the Company shall be the Secretary of the Audit Committee.

Meetings and Minutes

The Audit Committee shall meet at least four (4) times a year or more frequently as they consider necessary. A quorum shall be two (2)members present, a majority of whom must be independent directors.

The Audit Committee may invite the Head of Finance, the internal auditor and external auditor to attend the meeting. Other Board members and/or employees may attend any particular meeting upon invitation of the Audit Committee. The external auditor may request for a meeting if they consider necessary.

The minutes of Audit Committee meeting shall be signed by the Chairman of the meeting and distributed to each member of the AuditCommittee and the Board of Directors. The Chairman of the Audit Committee shall report to the Board of Directors on each meeting.

Authority

The Audit Committee shall in accordance with a procedure determined by the Board of Directors:

i. have authority to investigate any matter within its terms of reference;ii. have the resources which are required to perform its duties;iii. have full and unrestricted access to any information pertaining to the Company and the Group;iv. have direct communication channels with the internal and external auditors and with senior management of the Company;v. be able to obtain independent professional or other advice; andvi. be able to convene meeting with external auditor, internal auditor or both, excluding the attendance of other Directors and

employees of the Company, whenever deemed necessary.

AUDIT COMMITTEE REPORT

ANNUAL REPORT 2009


Functions and Duties

The functions and duties of the Audit Committee are:-

1. to review the following and report the same to the Board of Directors of the Company:a. with the external auditor, the audit plan;b. with the external auditor, his evaluation of the system of internal controls;c. with the external auditor, his audit report;d. the assistance given by the employees of the Company to the external auditor;e. the adequacy of the scope, functions, competency and resources of the internal audit functions and that it has the necessary

authority to carry out its work;f. the internal audit programme, processes, the results of the internal audit programme, processes or investigation undertaken

and whether or not appropriate action is taken on the recommendations of the internal audit function;g. the quarterly results and year end financial statements, prior to the approval by the board of directors, focusing particularly on

- changes in or implementation of major accounting policy changes;- significant and unusual events; andcompliance with accounting standards and other legal requirements;

h. any related party transaction and conflict of interest situation that may arise within the Company or Group including any transaction, procedure or course of conduct that raises questions of management integrity;

i. any letter of resignation from the external auditors of the Company; andj. whether there is reason (supported by grounds) to believe that the Company's external auditor is not suitable for re-ppointment.

2. to recommend the nomination of a person or persons as external auditors.

3. to carry out such other functions as may be agreed to by the Audit Committee and the Board of Directors.

The Chairman of the Audit Committee shall engage on a continuous basis with senior management, such as the Chairman, the Managing Director, the Head of Finance, the Head of Internal Audit and external auditors in order to be kept informed of matters affecting the Company.

MEETINGS

The Audit Committee held five (5) meetings during the financial year ended 30 June 2009 and the attendance of each Audit Committee member are as follows:

Members No. of meetings attended

Loi Kim Fah 5/5

Datuk Hj. Amil @ Amir Bin Junus 5/5

Tan Kau Ngee @ Tan Seong Tin 3/5

SUMMARY OF ACTIVITIES

During the financial year under review, the activities of the Audit Committee included:

i. review internal audit's reports and memorandums;ii. review quarterly financial result prior to submission to the Board of Directors for their consideration and approval;iii. review the external auditors' reports in relation to audit and accounting issues arising from audit, and updates of new developments

on accounting standards issued by the Malaysian Accounting Standards Board;iv. review the Company's compliance with revamped Bursa Securities Main Market Listing Requirements; v. review audit strategy and plan of the external auditors; andvi. review the recurrent related party transactions.

INTERNAL AUDIT FUNCTION

The internal audit function of the Group is performed by in-house Internal Audit Department. For the financial year ended 30 June 2009,the cost incurred for internal audit function was RM31,240.00. The internal auditor reports to the Audit Committee and carried out theaudit reviews in accordance with the internal audit plan. The audit findings and recommendations will be forwarded to the managementconcerned for attention and necessary action. The Audit Committee reviews and deliberates the internal audit reports and relevant issuedpresented during the regular Audit Committee meetings.

During the financial year under review, our Internal Audit Department had carried out the following activities:-

i. conduct independent reviews on internal control of the key activities within the Group's operating units;ii. identify and highlight any deficiency and findings in the risk management and internal controls of the Group;iii. propose practical and cost effective recommendations and corrective action plans to the relevant management; andiv. perform follow-up audits to ensure the recommendations and corrective action plan have been taken and implemented accordingly.

A number of minor internal control weaknesses were identified, all of which have been or being addressed. None of the weakness hasresulted in any material losses or uncertainties that would require disclosure in this Annual Report.

AUDIT COMMITTEE REPORT



Introduction

The Malaysian Code on Corporate Governance stipulated that a listed company shall maintain a sound system of internal control tosafeguard shareholders' investment and the Company's assets.

The Board of Directors of Yong Tai Berhad is pleased to present the Statement on Internal Control for the financial year ended 30 June2009 made pursuant to Paragraph 15.26(b) of Bursa Malaysia Securities Berhad Main Market Listing Requirements.

Board Responsibility

The Board of Directors recognizes its responsibility for the Group's system of internal control, which includes the establishment of anappropriate control environment and framework as well as reviewing its adequacy and integrity on a regular basis. The Group's systemof internal control had been designed with the objective of safeguarding shareholders' investment and its assets. However, due to thelimitations that are inherent in any system of internal control, it can only provide reasonable but not absolute assurance against material misstatement, operational failures or loss.

Risk Management

Risk management is seen as an integral part of the Group's business operations by the Board. On a daily basis, the Heads ofDepartments are responsible for managing the risks of their respective departments. The key risks relating to the Group's operationsand business plans are addressed at the periodic Board and Audit Committee meetings.

For the financial year under review, the Company has engaged an external adviser to identify and analyse the risks threatening the performance and operations of its retail business. The Group has implemented some appropriate risk mitigating measures and controls recommended by the adviser in order to achieve its business objectives.

The Group continuous to take necessary measures to ensure that there is on going process for identifying, evaluating, managing andmonitoring the significant risks affecting the achievement of the Group's business objectives.

Internal Audit Function

The internal audit function of the Group is performed by in-house Internal Audit Department. All audit findings are deliberated andresolved with the management and respective Head of Department. The Audit Committee reviews the internal audit reports on everyquarterly meeting.

Other Key Elements of Internal Control

Other key elements of the Group's systems of internal control are:-

• Periodic Board of Directors' and Audit Committee meetings, and regular operational and management meetings are held to discuss and review the business operation, financial and operational performances of the Group;

• The Group has a defined organizational structure with clear lines of responsibility, segregation of duties and delegation of authority;

• The Executive Directors are closely involved in the running of day-to-day business and operations of the Group and they report to the Board of Director on significant changes in the business and external environment; and

• Quarterly financial results and reports that provides the Board of Directors and Audit Committee with comprehensive information on financial performances of the Group.

Conclusion

There were no material finding or loss incurred during the financial year as a result of weaknesses in internal control. The Board, together with the management, continues to take measures to strengthen and further enhance its system of internal control.

This Statement is made in accordance with a resolution of the Board of Directors dated 20 October 2009.

STATEMENT ON INTERNAL CONTROL

ANNUAL REPORT 2009


The Directors are required by the Companies Act, 1965 (“the Act”) to prepare financial statements for each financial year which give atrue and fair view of the state of affairs of the Company and the Group at the end of the financial year and of the results and cash flowsof the Company and the Group for the financial year. The financial statements have been prepared in accordance with the applicableapproved accounting standards in Malaysia issued by the Malaysian Accounting Standards Board, the requirements of the Act, theBursa Malaysia Securities Berhad Main Market Listing Requirements and other statutory requirements.

The Directors have ensured that in preparing the financial statements for the year ended 30 June 2009, the Company and the Grouphas applied appropriate accounting policies on a consistent basis and supported with reasonable and prudent judgements and estimates. The Directors have responsibility for ensuring that the Company and the Group keep proper accounting records to enablethem to ensure that the financial statements comply with the Act. The Directors have overall responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.

This Statement is made in accordance with a resolution of the Board of Directors dated 20 October 2009.

Share buybacksThere was no share buyback by the Company during the financial year under review.

Options, warrants or convertible securitiesThe Company has not issued any options, warrants or convertible securities during the financial year under review.

American Depository Receipt (ADR) or Global Depository Receipt (GDR) programmeThe Company did not sponsor any ADR or GDR programme during the financial year under review.

Sanctions/penaltiesThere was no sanction/penalty imposed on the Company and its subsidiaries, Directors or management by the relevant regulatory bodies during the financial year under review.

Non-audit feesThere was no non-audit fees paid to the external auditors during the financial year under review.

Variation in resultsThe Company's results for the financial year under review did not differ by more than 10% from unaudited results previously released.The Company did not make any profit estimate, forecast or projection for that period.

Profit guaranteeNo profit guarantee was given by the Company during the financial year under review.

Material contractsThere was no material contract entered into by the Company and/or its subsidiaries during the financial year under review which involvesthe interests of Directors and major shareholders.

Revaluation of landed propertiesThe Company's revaluation policy is disclosed in Note 2(d) of the Notes to the Financial Statements.

Recurrent related party transactions of a revenue natureDetails of transactions with related parties undertaken by the Group during the financial year under review are disclosed in Note 33 ofthe Notes to the Financial Statements.

STATEMENT ON DIRECTORS' RESPONSIBILITY



ADDITIONAL COMPLIANCE REQUIREMENTS

Financial Statements

17 Directors’ Report

20 Statement By Directors

20 Statutory Declaration

21 Independent Auditors’ Report

22 Balance Sheets

23 Income Statements

24 Statements Of Changes In Equity

25 Cash Flow Statements

26 Notes To The Financial Statements

The Directors have pleasure in submitting their report together with the audited financial statements of the Group and of the Companyfor the financial year ended 30th June 2009.

PRINCIPAL ACTIVITIES

The principal activity of the Company is that of investment holding. The principal activities of the subsidiary companies are described in Note 9 of the Notes to the Financial Statements.

There have been no significant changes in the nature of these activities during the financial year.

FINANCIAL RESULTSGroup Company

RM RM

(Loss)/profit before taxation (2,836,747) 74,912 Taxation (429,770) (33,872)

Net (loss)/profit for the year (3,266,517) 41,040

(Absorbed by)/attributable to:Equity holders of the Company (5,136,770) 41,040Minority interest 1,870,253 -

(3,266,517) 41,040

DIVIDENDS

No dividend has been paid or declared by the Company since the end of the previous financial year.

The Directors do not recommend any dividend for the year ended 30th June 2009.

RESERVES AND PROVISIONS

There were no material transfers to or from reserves or provisions during the financial year other than those disclosed in the financial statements.

ISSUE OF SHARES AND/OR DEBENTURES

No shares and/or debentures were issued during the financial year.

INFORMATION ON THE FINANCIAL STATEMENTS

Before the Income Statements and Balance Sheets of the Group and Company were made out, the Directors took reasonable steps :-

(a) to ascertain that action had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satisfied themselves that there were no known bad debts and that adequate allowance had been made for doubtful debts; and

(b) to ensure that any current assets which were unlikely to be realised in the ordinary course of business including their value as shown in the accounting records of the Group and Company have been written down to an amount which they might be expected so to realise.

At the date of this report, the Directors are not aware of any circumstances:-

(a) which would render it necessary to write off any bad debts or the amount of the allowance for doubtful debts in the financial statements of the Group and Company inadequate to any substantial extent; or

(b) which would render the values attributed to the current assets in the financial statements of the Group and Company misleading; or

(c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and Company misleading or inappropriate.

No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after theend of the financial year which, in the opinion of the Directors, will or may substantially affect the ability of the Group and Company tomeet their obligations as and when they fall due.

DIRECTORS’ REPORT



INFORMATION ON THE FINANCIAL STATEMENTS (CONT’D)

At the date of this report, there does not exist:-

(a) any charge on the assets of the Group and Company which has arisen since the end of the financial year which secures the liability of any other person; or

(b) any contingent liability of the Group and Company which has arisen since the end of the financial year.

OTHER STATUTORY INFORMATION

The Directors state that :-

At the date of this report, they are not aware of any circumstances not otherwise dealt with in this report or the financial statements which would render any amount stated in the financial statements misleading.

In their opinion:-

(a) the results of the operations of the Group and Company during the financial year were not substantially affected by any item, transaction or event of a material and unusual nature; and

(b) there has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely to affect substantially the results of the operations of the Group and Company for the financial year in which this report is made.

DIRECTORS

The Directors in office since the date of the last report are:-

Datuk Hj Amil @ Amir Bin Junus (Appointed on 10.07.08)Wong Liew Lin @ Liew Fat LinWong Mee Yow Cheen @ Liew Mee Yow CheenTai Shzee YuanLiew Huat KwangLoi Kim FahTan Kau Ngee @ Tan Seong Tin

According to the Register of Directors' Shareholdings, the shareholdings in the Company and its related corporations during the financial year of those who were Directors at the end of the financial year are as follows:-

No. of Ordinary Shares of RM 1 eachAt At

Interest in the Company 01.07.08 Bought Sold 30.06.09

Wong Liew Lin @ Liew Fat Lin - direct 50,522 - - 50,522- deemed 20,091,729 - - 20,091,729

Wong Mee Yow Cheen @ Liew Mee Yow Cheen - direct 74,744 - - 74,744- deemed 20,091,729 - - 20,091,729

Liew Huat Kwang - direct 230,520 - - 230,520- deemed 20,091,729 - - 20,091,729

Tai Shzee Yuan - direct 28,001 - - 28,001

Tan Kau Ngee @ Tan Seong Tin - direct 48,000 - - 48,000

Direct interest in holding companyLiew Fat Lin Holding Sdn. Bhd.

Wong Liew Lin @ Liew Fat Lin 9,294,579 - - 9,294,579

Wong Mee Yow Cheen @ Liew Mee Yow Cheen 6,239,511 - - 6,239,511

Liew Huat Kwang 3,644,249 - - 3,644,249

DIRECTORS’ REPORT

ANNUAL REPORT 2009


DIRECTORS (CONT’D)

Other than as disclosed above, no other Directors in office at the end of the financial year hold any interest in shares in the Company and/or its related corporations during the financial year.

None of the Directors holding office at the end of the financial year held any interest in shares of the subsidiary companies but theDirectors are deemed to have interest in the subsidiary companies, to the extent that the Company has an interest, by virtue of their shareholdings in the Company.

DIRECTORS' BENEFITS

During and at the end of the financial year, no arrangement subsisted to which the Group and Company or its subsidiary companieswas a party with the object of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporate.

Since the end of the previous financial year, no Director has received or become entitled to receive any benefit (other than as disclosedin the Notes to the Financial Statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which the Director is a member or with a company in which the Director has a substantial financial interest.

HOLDING COMPANY

The holding company is Liew Fat Lin Holding Sdn. Bhd., a company incorporated in Malaysia.

SIGNIFICANT EVENT SUBSEQUENT TO FINANCIAL YEAR

Significant event subsequent to financial year is disclosed in Note 41 of the Notes to the Financial Statements.

AUDITORS

Messrs T H Law & Co., the retiring Auditors, have expressed their willingness to continue in office.

Signed on behalf of the Board in accordance with a resolution of the Directors dated 20th October 2009.

___________________________________________ )DATUK HJ AMIL @ AMIR BIN JUNUS )

)))))) DIRECTORS))))

___________________________________________ )WONG LIEW LIN @ LIEW FAT LIN )

Batu Pahat, Johor

DIRECTORS’ REPORT



We, DATUK HJ AMIL @ AMIR BIN JUNUS and WONG LIEW LIN @ LIEW FAT LIN, being two of the Directors of YONG TAIBERHAD, do hereby state, in the opinion of the Directors, the financial statements set out on pages 22 to 52 are drawn up soas to give a true and fair view of the state of affairs of the Group and Company as at 30th June 2009 and of the results of theiroperations, changes in equity and cash flows of the Group and Company for the financial year ended on that date in accordance with the applicable approved Financial Reporting Standard issued by the Malaysian Accounting Standards Board and the provisions of the Companies Act, 1965 in Malaysia.

Signed on behalf of the Board in accordance with a resolution of the Directors

______________________________________ ____________________________________DATUK HJ AMIL @ AMIR BIN JUNUS WONG LIEW LIN @ LIEW FAT LIN

Batu Pahat, Johor20th October 2009

I, TAI SHZEE YUAN, I/C No. 530622-04-5093, the Director primarily responsible for the financial management of YONG TAIBERHAD, do solemnly and sincerely declare that the financial statements of the Group and Company set out on pages 22 to52 are, to the best of my knowledge and belief, correct, and I make this solemn declaration conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations Act, 1960.

Subscribed and solemnly declared by the )abovenamed TAI SHZEE YUAN, )I/C No. 530622-04-5093, )at Kuala Lumpur )

)on 20th October 2009 ) ____________________________

TAI SHZEE YUAN

Before me:

Zulkifly Bin Abdullah KMN, BCK(No. W398)Commissioner for Oaths

STATEMENT BY DIRECTORS

ANNUAL REPORT 2009


STATUTORY DECLARATION

Report on the Financial Statements

We have audited the financial statements of Yong Tai Berhad, which comprise the balance sheets as at 30th June 2009 of theGroup and of the Company, and the income statements, statements of changes in equity and cash flow statements of the Groupand of the Company for the financial year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on pages 22 to 52.

Directors' Responsibility for the Financial Statements

The Directors of the Company are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Standards and the Companies Act, 1965 in Malaysia. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statementsthat are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors' Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved Standards on Auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of risks of material misstatement ofthe financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevantto the Company's preparation and fair presentation of the financial statements in order to design audit procedures that areappropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements have been properly drawn up in accordance with Financial Reporting Standards and theCompanies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Companyas of 30th June 2009 and of their financial performance and cash flows of the Group and of the Company for the financial year then ended.

Report on Other Legal and Regulatory Requirements

In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:

a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its subsidiary companies of which we have acted as auditors have been properly kept in accordance with the provisions of the Act.

b) We have considered the accounts and the auditors' reports of all the subsidiary and sub-subsidiary companies of which we have not acted as auditors, which are indicated in Note 9 of the Notes to the Financial Statements.

c) We are satisfied that the accounts of the subsidiary companies that have been consolidated with the Company's financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes.

d) The audit reports on the financial statements of the subsidiary companies did not contain any qualification or any adverse comment made under Section 174(3) of the Act.

Other Matters

This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.

T H LAW & CO. LAW TIAM HOCK(NO. AF 0942) CHARTERED ACCOUNTANT

CHARTERED ACCOUNTANTS (NO: 1609/12/09 (J))

Petaling Jaya20th October 2009

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF YONG TAI BERHAD



Group CompanyNote 2009 2008 2009 2008

RM RM RM RMASSETSNON-CURRENT ASSETS

Property, plant and equipment 6 24,268,492 22,774,480 - -Prepaid land leases 7 824,836 851,127 - -Investment properties 8 11,133,000 11,133,000 - -Investment in subsidiary and sub-subsidiary companies 9 - - 37,864,414 37,864,412Deferred tax asset 10 58,800 14,600 - -

36,285,128 34,773,207 37,864,414 37,864,412

CURRENT ASSETSInventories 11 33,932,557 34,370,664 - -Trade receivables 12 38,791,836 42,023,013 - -Other receivables 13 5,026,477 4,441,371 1,000 1,000Amount due from subsidiary companies 14 - - 5,528,416 5,828,018Tax in credit 831,929 1,059,493 49,764 28,636Fixed deposits 15 492,164 474,164 - -Cash and bank balances 16 8,979,590 8,388,448 165,509 147,435

88,054,553 90,757,153 5,744,689 6,005,089

TOTAL ASSETS 124,339,681 125,530,360 43,609,103 43,869,501

EQUITY AND LIABILITIESEquity attributable to equity holders of the Company

Share capital 17 40,115,000 40,115,000 40,115,000 40,115,000Reserves 18 3,225,604 6,924,542 3,300,904 3,259,864

43,340,604 47,039,542 43,415,904 43,374,864Minority interest 2(b)(ii) 5,815,537 3,658,555 - -

Total equity 49,156,141 50,698,097 43,415,904 43,374,864

NON-CURRENT LIABILITIESDeferred tax liability 10 1,078,575 705,709 - -Borrowings 19 1,461,806 1,188,295 - -

2,540,381 1,894,004 - -CURRENT LIABILITIES

Trade payables 20 15,283,805 12,276,743 - -Other payables 21 8,338,456 14,559,877 83,743 36,181Amount due to subsidiary companies 14 - - 109,456 458,456Amount due to Directors 22 15,128,592 12,213,082 - -Bank overdraft 16 16,931,057 16,886,399 - -Borrowings 19 16,841,348 16,800,728 - -Tax payable 119,901 201,430 - -

72,643,159 72,938,259 193,199 494,637

TOTAL LIABILITIES 75,183,540 74,832,263 193,199 494,637

TOTAL EQUITY AND LIABILITIES 124,339,681 125,530,360 43,609,103 43,869,501

BALANCE SHEETSAS AT 30TH JUNE 2009

ANNUAL REPORT 2009


The above balance sheets is to be read in conjunction with the notes to the financial statements set out on pages 26 to 52.


RM RM RM RM

Revenue 23 149,678,457 179,599,143 220,000 160,000

Less: Cost of sales (133,216,093) (161,580,365) - -

Gross profit 16,462,364 18,018,778 220,000 160,000

Add: Other income 1,145,150 2,002,631 - -

17,607,514 20,021,409 220,000 160,000

Less: Sales and distribution costs (10,023,448) (9,717,681) - -Administrative expenses (3,744,516) (3,539,038) (145,088) (101,846)Other operating expenses (4,290,566) (3,908,214) - -Finance costs 24 (2,385,731) (2,699,270) - -

(Loss)/profit before taxation 25 (2,836,747) 157,206 74,912 58,154

Taxation 26 (429,770) (191,255) (33,872) (26,989)

Net (loss)/profit for the year (3,266,517) (34,049) 41,040 31,165

(Absorbed by)/attributable to:Equity holders of the Company (5,136,770) (1,691,090) 41,040 31,165Minority interest 1,870,253 1,657,041 - -

(3,266,517) (34,049) 41,040 31,165

Basic loss per share (sen) 27 (12.8) (4.2)

INCOME STATEMENTSFOR THE YEAR ENDED 30TH JUNE 2009



The above income statements is to be read in conjunction with the notes to the financial statements set out on pages 26 to 52.

STATEMENTS OF CHANGES IN EQUITYFOR THE YEAR ENDED 30TH JUNE 2009

ANNUAL REPORT 2009


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CASH FLOWS FROM OPERATING ACTIVITIES(Loss)/profit before taxation (2,836,747) 157,206 74,912 58,154Adjustments for:-

Allowance for specific doubtful debts 295,713 365,255 - -Amortisation of prepaid lease payments 26,291 26,291 - -Depreciation 1,919,398 1,959,256 - -Fair value adjustment (Note 8) - (182,247) - -Foreign currency exchange loss

- unrealised (38,526) 51,284 - -Incorporation fees 2,400 - - -Interest expenses 24 2,385,731 2,699,270 - -Inventories written down - 10,600 - -Loss on disposal of investment - 1,400 - -Property, plant and equipment written off 4 53,700 - -Allowance for specific doubtful debts no longer required (111,000) (62,823) - -(Gain)/loss on disposal of property, plant and equipment (138,395) (604,474) - -Interest income (112,760) (108,273) - -Net dividend received - - (165,000) (118,400)Tax on dividend - - (55,000) (41,600)

Operating profit/(loss) before working capital changes 1,392,109 4,366,445 (145,088) (101,846)

Decrease/(increase) in inventories 682,246 (5,171,629) - -Decrease/(increase) in receivables 3,521,251 (473,429) - 5,167Decrease in amount due from subsidiary companies - - 299,602 200,000Decrease in amount due to subsidiary companies - - (349,000) (200,000)(Decrease)/increase in payables (4,567,672) 4,159,800 47,562 (13,219)Increase in amount due to Directors 2,853,542 520,114 - -

Cash generated from/(absorbed by) operations 3,881,476 3,401,301 (146,924) (109,898)Incorporation fees paid (2,400) - - -Interest paid (2,385,731) (2,699,270) - -Net tax paid (344,815) (539,158) - -

Net cash from/(used in) operating activities 1,148,530 162,873 (146,924) (109,898)

CASH FLOWS FROM INVESTING ACTIVITIESDividend received - - 165,000 118,400Interest received 94,760 90,931 - -Proceeds from disposal of property, plant and equipment 147,000 1,093,081 - -Proceeds from disposal of investment - 2,200 - -Purchase of property, plant and equipment 30 (734,146) (775,726) - -Investment in subsidiarycompany 9 - - (2) -

Net cash (used in)/from investing activities (492,386) 410,486 164,998 118,400

CASH FLOWS FROM FINANCING ACTIVITIESNet proceeds from short term borrowings 60,626 3,525,148 - -Repayment of hire purchase creditors (103,762) (72,337) - -Repayment of term loans (718,733) (755,358) - -

Net cash (used in)/from financing activities (761,869) 2,697,453 - -

NET (DECREASE)/INCREASE IN CASH & CASHEQUIVALENTS (105,725) 3,270,812 18,074 8,502

Effect of exchange rate changes 652,209 124,369 - -

CASH & CASH EQUIVALENTS BROUGHT FORWARD (8,497,951) (11,893,132) 147,435 138,933

CASH & CASH EQUIVALENTS CARRIED FORWARD 16 (7,951,467) (8,497,951) 165,509 147,435

CASH FLOW STATEMENTSFOR THE YEAR ENDED 30TH JUNE 2009



The above cash flow statements is to be read in conjunction with the notes to the financial statements set out on pages 26 to 52.

1. PRINCIPAL ACTIVITIES AND GENERAL INFORMATION

The principal activity of the Company is that of investment holding. The principal activities of the subsidiary companies aredescribed in Note 9 of the Notes to the Financial Statements. There have been no significant changes in the nature of these activities during the financial year.

The Company is a public limited liability company, incorporated and domiciled in Malaysia. The registered office of the Companyis located at Ground Floor, 8, Lorong Universiti B, Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan. The principal place ofbusiness of the Company is located at No. 3, Jalan Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim.

The financial statements were authorised for issue by the Board of Directors in accordance with a resolution of the Directors dated 20th October 2009.

2. SIGNIFICANT ACCOUNTING POLICIES

Unless otherwise stated, the following accounting policies have been applied consistently in dealing with items that are considered material in relation to the financial statements.

a) Basis of preparation

The financial statements of the Group and Company have been prepared:-

i) in accordance with the applicable approved Financial Reporting Standards (FRS), the accounting standards for entities other than private entities issued by the Malaysian Accounting Standards Board (MASB), accounting principles generally accepted in Malaysia and the provisions of the Companies Act, 1965; and

ii) under the historical cost convention, unless otherwise indicated and as modified by the revaluation of certain property, plant and equipment, prepaid land leases and investment properties, which have been measured at fair value.

The financial statements are presented in Ringgit Malaysia (RM), unless otherwise indicated.

b) Subsidiary companies and basis of consolidation

i) Subsidiary companies

Subsidiary companies are entities over which the Group or the Company has the ability to control the financial and operating policies so as to obtain benefits from their activities. The existence and effect of potential voting rights that arecurrently exercisable or convertible are considered when assessing whether the Group has such power over another entity.

In the Company's separate financial statements, investments in subsidiary companies are stated at cost less impairmentlosses. On disposal of such investments, the difference between net disposal proceeds and their carrying amounts is included in profit or loss.

ii) Basis of consolidation

The consolidated financial statements comprise the financial statements of the Company and its subsidiary companiesas at the balance sheet date. The financial statements of the subsidiary companies are prepared for the same reporting date as the Company.

Subsidiary companies are consolidated from the date of acquisition, being the date on which the Group or the Companyobtains control, and continue to be consolidated until the date that such control ceases. In preparing the consolidatedfinancial statements, intragroup balances, transactions and unrealised gains or losses are eliminated in full. Uniformaccounting policies are adopted in the consolidated financial statements for like transactions and events in similar circumstances.

Acquisitions of subsidiary companies are accounted for using the purchase method. The purchase method of accounting involves allocating the cost of the acquisition to the fair value of the assets acquired and liabilities and contingent liabilities assumed at the date of acquisition. The cost of an acquisition is measured as the aggregate of thefair values, at the date of exchange, of the assets given, liabilities incurred or assumed, and equity instruments issued, plus any costs directly attributable to the acquisition.

Any excess of the cost of the acquisition over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities represents goodwill.

Any excess of the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition is recognised immediately in profit or loss.

NOTES TO THE FINANCIAL STATEMENTS30TH JUNE 2009

ANNUAL REPORT 2009


2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

b) Subsidiary companies and basis of consolidation (cont’d)

ii) Basis of consolidation (cont’d)

Minority interests represent the portion of profit or loss and net assets in subsidiaries not held by the Group. It is measured at the minorities' share of the fair value of the subsidiary companies' identifiable assets and liabilities at the acquisition date and the minorities' share of changes in the subsidiary companies' equity since then.

c) Intangible assets

i) Goodwill

Goodwill acquired in a business combination is initially measured at cost being the excess for the cost of business combination over the Group's interest in the net fair value of the identifiable assets, liabilities and contingent liabilities.Following the initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is notamortised but instead, it is reviewed for impairment, annually or more frequently if events or changes in circumstancesindicate that the carrying value may be impaired. Gains and losses on the disposal of an entitiy include the carrying amount of goodwill relating to the entity sold.

ii) Other intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquiredin a business combination is their fair values as at the date of acquisition. Following initial recognition, intangible assetsare carried at cost less any accumulated amortisation and any accumulated impairment losses. The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are amortised on a straight-line basis over the estimated economic useful lives and assessed for impairment whenever there is an indicationthat the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are reviewed at least at each balance sheet date.

Intangible assets with indefinite useful lives are not amortised but tested for impairment annually or more frequently if theevents or changes in circumstances indicate the carrying value may be impaired either individually or at the cash-generating unit level. The useful life of an intangible asset with an indefinite life is also reviewed annually to determine whether the useful life assessment continues to be supportable.

iii) Research and development costs

Research and development costs are recognised as an expense when incurred.

d) Property, plant and equipment

Property, plant and equipment are initially recorded at cost. Subsequent costs are included in the asset's carrying amount orrecognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with theitem will flow to the Group and the Company and the cost of the item can be measured reliably. The carrying amount of thereplaced part is derecognised. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

Subsequent to recognition, property, plant and equipment are stated at cost less accumulated depreciation and any accumulated impairment losses.

Freehold land and buildings are stated at revalued amount, which is the fair value at the date of the revaluation less any accumulated impairment losses. Fair value is determined from market-based evidence by appraisal that is undertaken by professionally qualified valuers.

Revaluations are performed with sufficient regularity to ensure that the fair value of a revalued asset does not differ materially from that which would be determined using fair values at the balance sheet date. Any revaluation surplus is credited to the revaluation reserve included within equity, except to the extent that it reverses a revaluation decrease for thesame asset previously recognised in profit or loss, in which case the increase is recognised in profit or loss to the extent of thedecrease previously recognised. A revaluation deficit is first offset against unutilised previously recognised revaluation surplusin respect of the same asset and the balance is thereafter recognised in profit or loss. Upon disposal or retirement of an asset, any revaluation reserve relating to the particular asset is transferred directly to retained earnings.

Freehold land has an unlimited useful life and therefore is not depreciated. Depreciation of other property, plant and equipment is calculated on the straight line basis to write off the cost of each asset to its residual value over the estimated useful life.





d) Property, plant and equipment (cont’d)

The principal annual rates of depreciation used are as follows:-

Buildings 33-41 yearsAir conditioners and air curtains 10%EDP/IT equipment 10%Electrical installation 10%Furniture, fittings and renovations 10%-50%Machinery and equipment 10%Models 10%Office equipment 10% - 18%Warehouse equipment 10%Motor vehicles 20%Counter set-up 20%-33 1/3%

The residual values, useful life and depreciation method are reviewed at each financial year end to ensure that the amount,method and period of depreciation are consistent with previous estimates and the expected pattern of consumption of the future economic benefits embodied in the items of property, plant and equipment.

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expectedfrom its use or disposal. The difference between the net disposal proceeds, if any, and the net carrying amount is recognised in profit or loss and the unutilised portion of the revaluation surplus on that item is taken directly to retained earnings.

e) Operating leases

Leases where substantially all the risks and rewards incidental to ownership of the assets remain with the lessor are accounted for as operating leases. Operating lease rentals payable are recognised as an expense on a straight line basis over the lease term.

Prepaid lease payments, including prepaid land leases, comprise of up-front payments for leasehold land where ownershipof the land is not transferred to the Group or the Company at the end of the lease term. Prepaid lease payments is carried at cost or surrogate carrying amount and is amortised on a straight-line basis over the remaining lease term.

f) Investment properties

Investment properties are properties held for long term rental yield and/or for capital appreciation; and is not occupied by theGroup or the Company. Such properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment property are stated at fair value. Fair value is arrived at by reference to market evidence for which theproperties could be exchanged between knowledgeable, willing parties in an arm's length transaction and is performed byregistered independent valuers having an appropriate recognised professional qualification and recent experience in the location and category of the properties being valued.

Gains or losses arising from changes in the fair values of investment properties are recognised in profit or loss in the financial period in which they arise.

A property interest under an operating lease is classified and accounted for as an investment property when the Group holds it for long term rental yield and/or capital appreciation. Such property interest is carried at fair value.

Investment properties are derecognised when they have been disposed or when the investment property is permanently withdrawn from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal are recognised in profit or loss in the financial period of the retirement or disposal.

g) Investments

Non-current investments other than investments in subsidiary companies are stated at cost less impairment losses, if any. Ondisposal of an investment, the difference between net disposal proceeds and its carrying amount is recognised in profit or loss.

Marketable securities are carried at the lower of cost and market value, determined on an aggregate portfolio basis by category of investment. Cost is derived using the weighted average basis. Market value is calculated by reference to stockexchange quoted selling prices at the close of business on the balance sheets date. Increases or decreases in the carryingamount of marketable securities are recognised in profit or loss. On disposal of an investment, the difference between net disposal proceeds and its carrying amount is recognised in profit or loss.


ANNUAL REPORT 2009



h) Inventories

Inventories comprise of fabrics, dye stuffs, chemical products, packing materials, fuel and gas, various types of garments andother accessories which are valued at the lower of cost and net realisable value on the first-in, first-out method. Cost consist of direct materials, direct labour and other incidental cost of bringing the inventories to their present condition and location.

Net realisable value is the estimate of the selling price in the ordinary course of business, less the costs of completion andselling expenses.

i) Receivables

Receivables are carried at anticipated realisable value. Bad debts are written off in the financial year in which they are identified. An estimate is made for doubtful debts based on a review of all outstanding amounts as at balance sheet date.

j) Cash and cash equivalents

Cash comprises of cash at bank and cash in hand including bank overdraft and deposits. Cash equivalents comprises ofinvestments maturing within three months from the date of acquisition and which are readily convertible to known amount of cash which are subject to an insignificant risk of change in value.

k) Impairment of assets

At each balance sheet date, the carrying values of assets (other than inventories, deferred tax assets and financial assets) arereviewed for impairment to determine whether there is an indication that the assets might be impaired. If any such indicationexists, the asset's recoverable amount is estimated to determine the amount of impairment loss. Impairment is measured bycomparing the carrying values of the assets with their recoverable amounts. The recoverable amount is the higher of an asset’snet selling price and its value in use, which is measured by reference to discounted future cash flows. Recoverable amountsare estimated for individual assets, or if it is not possible, for the cash-generating unit. Irrespective of whether there is any indication of impairment, goodwill and intangible asset with an indefinite useful life are tested for impairment annually.

An impairment loss is recognised in profit or loss in the period in which it arises, unless the asset is carried at a revaluedamount, in which case the impairment loss is accounted for as a revaluation decrease to the extent the impairment loss does not exceed the amount held in the asset revaluation reserve for the same asset.

Subsequent increase in the recoverable amount of an asset is treated as reversal of the previous impairment loss and is recognised to the extent of the carrying amount of the asset that would have determined (net of amortisation and depreciation) had no impairment loss been recognised. The reversal is recognised in the income statement immediately,unless the asset is carried at revalued amount. A reversal of an impairment loss on a revalued asset is credited directly torevaluation surplus. However, to the extent that an impairment loss on the same revalued asset was previously recognised asan expense in the income statement, a reversal of that impairment loss is recognised as income in the income statement. An impairment loss of goodwill is not reversed.

l) Payables

Payables are stated at cost which is the fair value of the consideration to be paid in the future for goods and services received.

m) Finance lease and hire purchase arrangements

Assets held under finance lease and hire purchase contracts are assets where substantially all the risks and rewards of ownership of the assets have been passed to the Group or the Company. They are capitalised and depreciated over their estimated useful lives according to the rates as set out in Note 2(d). Finance charges of the lease rental obligations and hirepurchase instalments are charged to the income statement over the period of the respective agreements using the “Sum-of-Digits” method to give a constant periodical rate of interest on the remaining finance lease and hire purchase liabilities.

n) Equity instruments

Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they aredeclared.

The transaction costs of an equity transaction are accounted for as a deduction from equity, net of tax. Equity transaction costscomprise only those incremental external costs directly attributable to the equity transaction which would otherwise have been avoided.





o) Revenue recognition

Revenue from sales of goods are recognised upon delivery of products and customers' acceptance, if any, net of returns anddiscounts.

Revenue from sales of services are recognised upon rendering of services to customers and customers' acceptance, net ofdiscounts.

Dividend income is recognised when the shareholder's right to receive payment is established.

Rental income is recognised on an accrual basis in accordance with the substance of the relevant agreement.

p) Government grants

Government grants are recognised initially at their fair value in the balance sheet as deferred income where there is reasonable assurance that the grant will be received and all attaching conditions will be complied with. Grants that compensate the Company for expenses incurred are recognised as income over the periods necessary to match the grant ona systematic basis to the costs that it is intended to compensate. Grants that compensate the Company for the cost of an asset are recognised as income on a systematic basis over the useful life of the asset.

q) Borrowing costs

All interest and other costs incurred in connection with borrowings are expensed as incurred.

r) Taxation

Income tax on the profit or loss for the financial year comprises current and deferred tax. Current tax is the expected amountof income taxes payable in respect of the taxable profit for the financial year and is measured using the tax rates that havebeen enacted at the balance sheet date.

Deferred tax is provided in the financial statements, using the liability method, on temporary differences at the balance sheetdate between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised for all deductible temporary differences, unused tax credits and losses. Deferred tax assets are recognised to the extent that it is probable thattaxable profit will be available against the temporary differences and unused tax credits and losses. Deferred tax is not recognised if the temporary difference arises from goodwill or negative goodwill or from the initial recognition of an asset orliability in a transaction which is not a business combination and at the time of the transaction, affects neither accounting profit nor taxable profit.

Deferred tax is measured at the tax rates that are expected to apply in the period when the asset is realised or the liability is settled, based on tax rates that have been enacted at the balance sheet date. Deferred tax is recognised in theincome statement, except when it arises from a transaction which is recognised directly in equity, in which case the deferredtax is also charged or credited directly in equity, or when it arises from a business combination that is an acquisition, in whichcase the deferred tax is included in the resulting goodwill or the amount of any excess of the acquirer's interest in the net fair value of the acquiree's identifiable assets, liabilities and contingent liabilities over the cost of the combination.

s) Foreign currencies

Transactions in foreign currencies are recorded in Ringgit Malaysia at rates of exchange ruling at the time of the transactions. Foreign currency monetary assets and liabilities are translated at exchange rates ruling at balance sheet date.

Gains and losses from conversion of short term assets and liabilities, whether realised or unrealised are included in operatingprofit or loss as they arise.

The assets and liabilities of the foreign entities are translated at financial year end rates and operating results are translatedat the average exchange rates for the year, which approximates the exchange rates at the dates of thetransactions. Gains and losses arising on translation are taken directly to the foreign exchange translation reserve.

All other foreign exchange differences are recognised in profit or loss in the financial period in which they arise.

The principal closing rates used are as follows:-2009 2008

RM RM

1 Singapore Dollar 2.43 2.401 Euro 4.98 5.141 US Dollar 3.53 3.27100 Hong Kong Dollar 45.57 41.89100 China Renminbi 51.46 47.63


ANNUAL REPORT 2009



t) Employee benefits

i) Short term benefits

Wages, salaries, bonuses and social security contributions are recognised as an expense in the financial year in whichthe associated services are rendered by employees. Short term accumulating compensated absences such as paidannual leave are recognised when services are rendered by employees that increase their entitlement to future compensated absences, and short term non-accumulating compensated absences such as sick leave are recognised when the absences occur.

ii) Defined contribution plan

Defined contribution plans are post-employment benefit plans under which the Company or the Group pays fixed contributions into separate entities or funds and will have no legal or constructive obligation to pay further contributionsif any of the funds do not hold sufficient assets to pay all employee benefits relating to employee services in the currentand preceding financial years. Such contributions are recognised as an expense in the profit or loss as incurred. Asrequired by law, companies in Malaysia make such contributions to the Employees Provident Fund ("EPF"). The Group's foreign subsidiary companies also make contributions to its respective country's statutory pension scheme.

u) Related parties

Related parties are entities with common directors or shareholders wherein one party has the ability to control or exercise significant influence over the other parties in financial or operating policy decision.

v) Financial instruments

Financial instruments carried on the balance sheet include cash and bank balances, receivables, payables, borrowings andequity instrument. The particular recognition methods adopted are disclosed in the individual accounting policy statementsassociated with each item.

Financial instruments are classified as liabilities or equity in accordance with the substance of the contractual arrangement.Interest, dividends, gains and losses relating to a financial instrument classified as liability are reported as expense or income.Distributions to holders of financial instruments classified as equity are charged directly to equity. Financial instruments are offset when the Company has a legally enforceable right to set off the recognised amounts and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

w) Dividends

Dividends on ordinary shares, if approved by the shareholders will be accounted for in shareholders' equity as an appropriation of retained earnings in the financial year in which they are declared.

3. CHANGES IN ACCOUNTING POLICIES AND EFFECTS ARISING FROM ADOPTION OF NEW AND REVISED FRSs

On 1st July 2008, the Group and the Company adopted the following revised FRSs, Amendment to FRSs and Interpretations:-

FRSs / InterpretationsFRS 107, Cash Flow StatementsFRS 111, Construction ContractsFRS 112, Income TaxesFRS 118, RevenueFRS 120, Accounting for Government Grants and Disclosure of Government AssistanceAmendment to FRS 121, The Effects of Changes in Foreign Exchange Rates - Net Investment in a Foreign OperationFRS 134, Interim Financial ReportingFRS 137, Provisions, Contingent Liabilities and Contingent Assets

FRSs / InterpretationsIC Interpretation 1, Changes in Existing Decommissioning, Restoration and Similar LiabilitiesIC Interpretation 2, Members' Shares in Co-operative Entities and Similar InstrumentsIC Interpretation 5, Rights to Interests arising from Decommissioning, Restoration and Environmental Rehabilitation FundsIC Interpretation 6, Liabilities arising from Participating in a Specific Market - Waste Electrical and Electronic EquipmentIC Interpretation 7, Applying the Restatement Approach under FRS 129, Financial Reporting in Hyperinflationary EconomiesIC Interpretation 8, Scope of FRS 2

The adoption of the revised FRSs, Amendment to FRSs and Interpretations do not have any significant impact on the financial statements of the Group and the Company.

The MASB has also issued the following FRSs and IC Interpretations that are yet to be effective and have not been adopted by theGroup and the Company in preparing these financial statements.




3. CHANGES IN ACCOUNTING POLICIES AND EFFECTS ARISING FROM ADOPTION OF NEW AND REVISED FRSs (CONT’D)

For financial periodsFRSs / Interpretations beginning on or afterAmendments to FRS 1, First-time Adoption of Financial Reporting Standards and FRS 127, 1 January 2010

Consolidated and Separate Financial Statements: Cost of an Investment in a Subsidiary, JointlyControlled Entity or Associate

Amendments to FRS 2, Share-based Payment - Vesting Conditions and Cancellations 1 January 2010FRS 4, Insurance Contracts 1 January 2010FRS 7, Financial Instruments: Disclosures 1 January 2010FRS 8, Operating Segments 1 July 2009FRS 123, Borrowing Costs 1 January 2010FRS 139, Financial Instruments: Recognition and Measurement 1 January 2010IC Interpretation 9, Reassessment of Embedded Derivatives 1 January 2010IC Interpretation 10, Interim Financial Reporting and Impairment 1 January 2010IC Interpretation 11, FRS 2- Group and Treasury Share Transactions 1 January 2010IC Interpretation 13, Customer Loyalty Programmes 1 January 2010IC Interpretation 14, FRS 119 - The Limit on a Defined Benefit 1 January 2010

Asset, Minimum Funding Requirements and their Interaction

The Group and the Company is exempted from disclosing the possible impact, if any, to the financial statements upon the initialapplication of FRS 7 and FRS 139.

The new FRSs and Interpretations above are expected to have no significant impact on the financial statements of the Group andthe Company upon their initial application except for the changes in disclosures arising from the adoption of FRS 8.

4. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS

Estimates and judgments are continually evaluated by the Directors and are based on historical experience and other factors,including expectations of future events that are believed to be reasonable under the circumstances. The Group and the Companymakes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal therelated actual results.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recoginsed in theperiod in which the estimate is revised and in any future periods affected.

There is no material estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amountsof assets and liabilities within the next financial year.

5. FINANCIAL RISK MANAGEMENT POLICIES

The Group's and Company’s financial risk management policy seeks to ensure that adequate financial resources are available forthe development of the Group's and Company’s business whilst managing its risks. The Group's and Company’s activities exposeit to limited financial risk, principally credit risk, interest rate risk, foreign currency risk, liquidity and cash flow risk. The Boardreviews and agree policies for managing these financial risk. Credit sales are mainly to long-established customers. For new customers, the Group and Company accepts a minimum level of credit risk by limiting the credit amounts and these amounts arerevised regularly based upon the customer’s payment pattern. To manage liquidity risks, the Group and Company relies on its management of working capital to ensure that the cash flows within the operating cycle are sustainable. The Group and Companyhave sufficient short term borrowing facilities to meet its short-term funding needs. The Group and Company operates within clearly defined guidelines that are approved by the Board and the Company's policy is not to engage in speculative transactions.


ANNUAL REPORT 2009





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ANNUAL REPORT 2009


6.PR

OPE

RTY

, PLA

NT

AN

D E

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(CO

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posa

lsof

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09R

M

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R

MR

MR

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tion

Free

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1,20

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6. PROPERTY, PLANT AND EQUIPMENT (CONT’D)NET CARRYING

AMOUNTAt At

2009 2008Group RM RM

At valuationFreehold land 4,940,000 4,940,000Buildings 13,570,000 12,362,702

At costAir-conditioners and air curtains 83,292 97,512EDP/IT equipment 142,514 138,881Electrical installation 209,328 251,288Furniture, fittings and renovations 468,640 639,857Machinery and equipment 3,675,216 3,088,054Models 16,849 19,096Office equipment 254,600 302,899Warehouse equipment 8,000 10,325Motor vehicles 251,361 390,957Counter set-up 648,692 532,909

24,268,492 22,774,480

The freehold land and buildings of the Group were revalued based on opinion of value expressed by an independent firm of external professional valuers, JS Valuers Property Consultant (Johore) Sdn. Bhd., using generally open market value basis on 30th June 2009. The previous revaluation was done in May 2006 by the same Firm.

The land and buildings of the Group that have been charged to financial institutions for various credit facilities granted to the Group are as follows:-

Group2009 2008

Net carrying amount of assets pledged as security for bank borrowings RM RM

- freehold land 4,940,000 4,940,000- buildings 13,570,000 12,362,702

18,510,000 17,302,702

Group2009 2008

RM RMNet carrying amount of revalued land and buildings, had these assets been carried

at cost less accumulated depreciation- freehold land 914,313 914,313- buildings 4,182,870 4,299,221

5,097,183 5,213,534

Details of assets under finance lease and hire purchase:-Group

2009 2008RM RM

Motor vehicles- cost 419,666 419,666- net carrying amount at year end 206,344 290,278

Details of assets under term loan financing:-Machinery and equipment- cost 1,685,925 1,685,925- net carrying amount at year end 1,144,300 1,312,893




7. PREPAID LAND LEASESGroup

2009 2008Short-term lease RM RMAt valuationAt beginning/end of the year 930,000 930,000

Accumulated amortisationAt beginning of the year 78,873 52,582Charge for the financial year (Note 25) 26,291 26,291

At end of the year 105,164 78,873

Net carrying amount 824,836 851,127

The surrogate carrying amount of the prepaid land leases were revalued based on opinion of value expressed by an independentfirm of external professional valuers, JS Valuers Property Consultant (Johore) Sdn. Bhd., using generally open market value basis in May 2006.

The prepaid land leases has been charged to licensed commercial banks for various credit facilities granted to the Group.

8. INVESTMENT PROPERTIESGroup

2009 2008RM RM

At fair valueAt beginning of the year 11,133,000 10,950,753Fair value adjustments (Note 25) - 182,247

At end of the year 11,133,000 11,133,000

The following investment properties are held under lease terms:-Group

2009 2008RM RM

Leasehold land 950,000 950,000Buildings 2,533,000 2,533,000

3,483,000 3,483,000

The investment properties have been charged to financial institutions for various credit facilities granted to the Group.

Group2009 2008

RM RM

Fair value of investment properties pledged as security for bank borrowings- freehold land 3,050,000 3,050,000- leasehold land 950,000 950,000- buildings 7,133,000 7,133,000

11,133,000 11,133,000

9. INVESTMENT IN SUBSIDIARY COMPANIESCompany

2009 2008RM RM

In MalaysiaUnquoted shares, at cost 37,864,414 37,864,412


ANNUAL REPORT 2009


9. INVESTMENT IN SUBSIDIARY COMPANIES (CONT’D)

The details of the subsidiary companies are as follows:-

Country ofName incorporation Effective interest Principal activities

2009 2008

a) Yong Tai Brothers Trading Sdn. Bhd. Malaysia 100% 100% Trading and retailing of textile and garmentproducts

b) Golden Vertex Sdn. Bhd. Malaysia 100% 100% Manufacturing of textile and garment products

c) Syarikat Koon Fuat Industries Sdn. Bhd. Malaysia 100% 100% Manufacturing and dyeing of all types of fabric and related products

d) Yuta Realty Sdn. Bhd. Malaysia 100% 100% Property development and investmentholding

e) The Image Outlet Sdn. Bhd. Malaysia 100% 100% Trading and retailing of textile and garment products and related fashion accessories

f) Phoenix Step Sdn. Bhd. Malaysia 100% - Trading and retailing of textile and garment products and related fashion accessories

g) Yong Tai Samchem Sdn. Bhd. Malaysia 60% 60% Investment holding

Subsidiary of Yong Tai Samchem Sdn. Bhd.:-

*Yong Tai Samchem (HK) Company Hong Kong 65%** 65%** Investment holding; and trading ofLimited chemical products

Subsidiary of Yong Tai Samchem (HK) Company Limited:-

*Shanghai Sino-Malaysian International China 100%*** 100%*** Trading of chemical productsTrading Co., Ltd.

* Subsidiaries not audited by T H Law & Co.** Direct interest by Yong Tai Samchem Sdn. Bhd.*** Direct interest by Yong Tai Samchem (HK) Company Limited.

On 15th July 2008, the Company acquired 100 per cent equity interest, comprising 2 fully paid-up ordinary shares of RM 1.00 each of Phoenix Step Sdn. Bhd. ("PSSB") for a cash consideration of RM 2.00. Upon the acquisition, "PSSB" became a wholly-owned subsidiary of the Company.

10. DEFERRED TAX (ASSET)/LIABILITYGroup

2009 2008RM RM

At beginning of the year691,109 973,246

Recognised in income statement (Note 26)- current year relating to temporary differences 266,300 (70,500)- current year relating to unrealised foreign currency exchange loss - (10,300)- current year relating to unused tax credits and losses (328,000) (160,780)- current year relating to allowance for doubtful debts 22,100 -

(39,600) (241,580)Recognised in income statement (Note 26)- effect on opening deferred tax due to change in income tax rate (3,800) -- (over)/under provision in prior year relating to temporary differences (800) 3,000

(4,600) 3,000Recognised in revaluation reserve- arising from revaluation surplus (Note 28) 402,433 -- transfer to revaluation reserve (Note 28) (29,567) (43,557)

372,866 (43,557)

At end of the year 1,019,775 691,109




10. DEFERRED TAX (ASSET)/LIABILITY (CONT’D)

Presented after appropriate offsetting as follows:-Group

2009 2008RM RM

Deferred tax asset (58,800) (14,600)Deferred tax liability 1,078,575 705,709

1,019,775 691,109

The components of deferred tax (asset)/liability as at balance sheet date, prior to offsetting are as follows:-Group

2009 2008RM RM

Tax effect of revaluation of leasehold land and buildings 1,249,575 876,709Tax effect of the excess of property, plant and equipment's net book value over its tax

written down value 913,300 414,500Tax effect of unrealised foreign currency exchange gain 9,600 10,300Tax effect of allowance for doubtful debts (110,700) (88,600)Tax effect of unabsorbed tax losses (128,800) (211,400)Tax effect of unused capital allowances (913,200) (310,400)

Net deferred tax liability 1,019,775 691,109

As at balance sheet date, the amount of deferred tax asset that has not been recognised in the balance sheet is as follows:-

Group2009 2008

RM RM

Tax effect of temporary differences in respect of the tax capital allowances 460 -Tax effect of allowance for doubtful debts 494,900 -Tax effect of unutilised capital allowances 757,400 722,800Tax effect of unabsorbed tax losses 1,978,240 4,177,500

3,231,000 4,900,300

Deferred tax asset has not been recognised in respect of the above items as it is not probable that sufficient taxable profit will be available against which the items can be utilised.

11. INVENTORIES

Inventories comprise of the following:-Group

2009 2008RM RM

At costRaw materials 4,560,246 5,760,451Work-in-progress 3,028,047 1,986,589Finished goods 26,248,941 26,528,301

33,837,234 34,275,341At net realisable value

Finished goods 95,323 95,323

33,932,557 34,370,664

12. TRADE RECEIVABLESGroup

2009 2008RM RM

Trade receivables 44,643,887 47,690,351Less: Allowance for specific doubtful debts (5,852,051) (5,667,338)

38,791,836 42,023,013

Included in the balance is an aggregated amount of RM 348,804 (2008: RM 719,730) due from companies where certain Directors have interest.


ANNUAL REPORT 2009


13. OTHER RECEIVABLESGroup Company

2009 2008 2009 2008RM RM RM RM

Analyse into:-Non-trade receivables 1,959,315 482,375 - -Deposits 1,426,930 1,730,127 1,000 1,000Prepayments 1,884,252 2,472,889 - -

5,270,497 4,685,391 1,000 1,000Less: Allowance for specific doubtful debts (244,020) (244,020) - -

5,026,477 4,441,371 1,000 1,000

14. AMOUNT DUE FROM/(TO) SUBSIDIARY COMPANIES

Company

Amount due from/(to) subsidiary companies arose mainly from inter-company advances which bear no interest, unsecured and no scheme of repayment has been arranged.

15. FIXED DEPOSITSGroup

2009 2008RM RM

Fixed deposits with licensed commercial banks 492,164 474,164

The fixed deposits of RM 492,164 (2008: RM 474,164) of the subsidiary companies are pledged to licensed commercial banks for credit facilities granted to the subsidiary companies.

16. CASH AND CASH EQUIVALENTS

Cash and cash equivalents included in the cash flow statement comprise the following balance sheet amounts:-Group Company

2009 2008 2009 2008RM RM RM RM

Cash and bank balances 8,979,590 8,388,448 165,509 147,435Bank overdraft (16,931,057) (16,886,399) - -

(7,951,467) (8,497,951) 165,509 147,435

The bank overdraft is secured by way of:-

a) first party fixed charge over the Group's freehold land, buildings, investment properties and prepaid land leases.b) fixed charge over assets of a subsidiary company.c) joint and several guarantee by certain Directors of the Group.d) legal charge over freehold land and buildings of certain Directors of the Group.e) corporate guarantee by the Company.

The interest is charged at 1.5% to 2.0% above the bank's base lending rate. The effective interest rate is 7.17% (2008: 8.38%) per annum.

17. SHARE CAPITALGroup and Company

2009 2008RM RM

Authorised:-Ordinary shares of RM1 each 50,000,000 50,000,000

Issued and fully paid:-Ordinary shares of RM1 each 40,115,000 40,115,000




18. RESERVESGroup Company

2009 2008 2009 2008RM RM RM RM

Non-distributableShare premium

At beginning/end of the year 1,626,071 1,626,071 1,626,071 1,626,071

Revaluation reserve (Note 28) 5,300,981 4,064,116 - -

Foreign exchange reserveExchange difference on translation of oversea subsidiary

companies 314,874 113,907 - -

Surplus reserve (Note 29) 123,397 - - -

7,365,323 5,804,094 1,626,071 1,626,071

Distributable(Accumulated losses)/unappropriated profits (4,139,719) 1,120,448 1,674,833 1,633,793

3,225,604 6,924,542 3,300,904 3,259,864

19. BORROWINGSGroup

2009 2008Non-current RM RM

SecuredTerm loans 548,232 1,069,165Hire purchase creditors 913,574 119,130

1,461,806 1,188,295Current

SecuredBankers acceptances 15,359,837 16,138,211Term loans 1,000,369 501,169Hire purchase creditors 265,001 87,207Letters of credit and trust receipts 216,141 74,141

16,841,348 16,800,728

Total borrowings 18,303,154 17,989,023

The short term borrowings (bankers acceptances, letters of credit and trust receipts) amounting to RM 15,575,978 (2008: RM 16,212,352) are secured by way of:-

a) first party fixed charge over the Group's freehold land, buildings, investment properties and prepaid land leases.b) fixed charge over assets of a subsidiary company.c) lien on fixed deposits of a subsidiary company as described in Note 15 of the Notes to the Financial Statements.d) joint and several guarantee by certain Directors of the Group.e) legal charges over freehold land and buildings belonging to certain Directors of the Group.f) corporate guarantee by the Company.

The bankers acceptance interest is charged at a range of 1.0% to 1.5% above the Bank Negara Malaysia’s funding rate per annum and 5.12% per annum of the face value. The trust receipt is charged at 1.5% above the bank's base lending rate per annum.

The term loan amounting to RM 1,548,601 (2008: RM 1,570,334) is secured by way of:-

a) term loan agreement and specific debenture on machinery and equipment financed.b) first and second party legal charge over 4 units of commercial shop lots classified under investment properties.c) corporate guarantee by the Company.

The term loan interest is charged at a range of 1.25% to 1.75% above the bank’s base lending rate per annum.


ANNUAL REPORT 2009


19. BORROWINGS (CONT’D)Group

Repayment terms 2009 2008Bank borrowings and loans RM RM(excluding hire purchase creditors)- not later than 1 year 16,576,347 16,713,521- later than 1 year and not later than 2 years 457,716 510,019- later than 2 years and not later than 5 years 90,516 559,146

17,124,579 17,782,686Finance lease and hire purchase liabilitiesMinimum lease/instalment payments- not later than 1 year 311,431 94,611- later than 1 year and not later than 5 years 1,001,143 124,222

1,312,574 218,833

Future finance charges on finance lease/hire purchase creditors (133,999) (12,496)

Present value of finance lease/hire purchase liabilities 1,178,575 206,337

Present value of finance lease/hire purchase creditors- not later than 1 year 265,001 87,207- later than 1 year and not later than 5 years 913,574 119,130

1,178,575 206,337

20. TRADE PAYABLES

Included in the balance of the Group is an aggregated amount of RM 75,885 (2008: RM 162,078) due to companies where certain Directors have interest.

21. OTHER PAYABLESGroup Company

2009 2008 2009 2008RM RM RM RM

Analyse into:-Non-trade payables 6,753,754 12,954,750 10,843 7,181Accruals 1,478,602 1,499,687 72,900 29,000Deposit received 106,100 105,440 - -

8,338,456 14,559,877 83,743 36,181

22. AMOUNT DUE TO DIRECTORS

Group and Company

The amount due to Directors bear no interest, unsecured and no scheme of repayment has been arranged.

23. REVENUE RECOGNITIONGroup Company

2009 2008 2009 2008RM RM RM RM

Sales of textile and garment products 46,227,168 46,988,760 - -Manufacturing and dyeing of fabric and related products 10,111,381 9,644,574 - -Sales of chemical products 98,644,822 128,222,157 - -Dividend income 220,000 160,000 220,000 160,000Investment property income 120,000 120,000 - -

155,323,371 185,135,491 220,000 160,000

Less: Intra-group transactions (5,644,914) (5,536,348) - -

149,678,457 179,599,143 220,000 160,000




24. FINANCE COSTS

Finance costs have been determined after charging the following:-Group

2009 2008RM RM

Bank guarantee interest 307,072 501,616Bank overdraft interest 1,322,090 1,379,310Hire purchase interest 10,991 4,844Term loan interest 114,023 160,448Trust receipt and banker acceptance interest 631,555 653,052

2,385,731 2,699,270

25. (LOSS)/PROFIT BEFORE TAXATION

(Loss)/profit before taxation for the financial year is arrived at and has been determined after charging/(crediting) amongst otheritems the following:-

Group Company2009 2008 2009 2008

RM RM RM RM

Allowance for specific doubtful debts 295,713 365,255 - -Amortisation of prepaid lease payment (Note 7) 26,291 26,291 - -Audit fees 65,495 62,697 8,000 8,000Depreciation 1,919,398 1,959,256 - -Directors' remuneration (Note 32)- fees 64,000 19,000 64,000 19,000- other emoluments 983,098 503,917 - -Incorporation fees 2,400 - - -Inventories written down - 10,600 - -Land rental 4,800 4,800 - -Lease rental 348,253 233,754 - -Loss on disposal of investment - 1,400 - -Property, plant and equipment written off 4 53,700 - -Rental of booths 103,600 70,831 - -Rental of equipment 25,552 32,955 - -Rental of staff accommodation 163,918 143,591 - -Rental of premises 3,073,220 2,984,801 - -Rental of forklift - 1,200 - -Allowance for specific doubtful debts no longer required (111,000) (62,823) - -Dividend income - - (220,000) (160,000)Fair value adjustment (Note 8) - (182,247) - -Foreign currency exchange (gain)/loss - unrealised (38,526) 51,284 - -Foreign currency exchange (gain)/loss - realised (186,096) (169,722) - -(Gain)/loss on disposal of property, plant and equipment (138,395) (604,474) - -Interest income (112,760) (108,273) - -Rental income (539,000) (576,000) - -Staff training grant1 (12,196) (24,814) - -

1 Staff training grant of RM 12,196 (2008: RM 28,814) was received in relation to staff training and is recognised as income in the period in which the training expenditure is being incurred by the Company. There are no unfulfilled conditions or contingencies attaching to this grant.

The estimated monetary value of benefits provided to the Directors of the Group during the financial year by way of usage of the Group’s assets amounted to RM 43,112 (2008: RM 44,683).


ANNUAL REPORT 2009


26. TAXATIONGroup Company

2009 2008 2009 2008RM RM RM RM

Current year tax expenses- Malaysian income tax 12,800 64,200 35,500 34,300- Foreign tax 464,039 475,318 - -Deferred taxation (Note 10) (39,600) (241,580) - -

437,239 297,938 35,500 34,300(Over)/under provision in prior years:Tax expenses- Malaysian income tax (2,869) (109,683) (1,628) (7,311)Deferred taxation (Note 10) (4,600) 3,000 - -

(7,469) (106,683) (1,628) (7,311)

429,770 191,255 33,872 26,989

The current year tax expense of the Company is in respect of dividend income from investments whereas the Group's current year tax is in respect of the normal business income of the subsidiary companies.

Pursuant to Paragraph 2B, Schedule 1 of the Income Tax Act, 1967, the Malaysian subsidiary companies of Yong Tai Berhad (a company with paid up capital of more than RM 2.5 million) does not qualify for preferential tax rates under Paragraph 2A, Schedule 1 of the Income Tax Act, 1967 as it did in the previous financial year, which was 20% on the first RM 500,000 of the estimated taxable profit and 26% on the estimated taxable profit in excess of RM 500,000.

Income tax of the Malaysian subsidiary companies is calculated at the rate of 25% on the estimated taxable profit (2008: 20% on the first RM 500,000 of the estimated profit and 26% on the estimated taxable profit in excess of RM 500,000). Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.

There is no current year tax expense for Hong Kong operations as its income was derived outside of Hong Kong.

China enterprise income tax has been provided in the financial statements at 18% on the profit for the year (2008: 15% on the profit for the first half year and 25% on the profit for the second half year).

A reconciliation of average effective tax rate applicable to (loss)/profit before taxation to effective statutory tax rate is as follows:-

Group Company2009 2008 2009 2008

RM RM RM RM

(Loss)/profit before taxation (2,836,747) 157,206 74,912 58,154

% % % %

Average effective tax rate for the year (15.2) 121.7 45.2 46.4Effect of different tax rate in foreign subsidiary companies (8.7) 45.2 - -Effect on opening deferred tax due to change in income tax rate (31.4) - - -Tax effect of expenses not deductible for tax purpose 16.6 (179.6) (22.4) (33.0)Tax effect of income not subject to tax (5.7) 61.7 - -Deferred tax asset not recognised 69.5 60.0 - -Reversal of deferred tax asset - (156.5) - -Over provision in prior year (0.1) 67.9 2.2 12.6

Effective statutory tax rate for the year 25.0 20.4 25.0 26.0

Effective 1st January 2008, the Company and its Malaysian subsidiaries were given an irrevocable option to elect for the single tier system or continue to use its tax credit under Section 108 of Income Tax Act, 1967 for the purpose of dividend distribution until the tax credit is fully utilised or latest by 31st December 2013. The Company has elected to continue to use its tax credit under Section 108 of the Income Tax Act, 1967.

Accordingly, during the transitional period, the Company and its Malaysian subsidiaries may utilise the tax credit in the Section 108 balance as at 30th June 2009 to distribute cash dividend payments to ordinary shareholders as defined under the Finance Act, 2007.

At the balance sheet date, subject to the agreement by the Inland Revenue Board, the Company has sufficient tax credit under Section 108 of the Income Tax Act, 1967 to frank the payment of dividends out of all its unappropriated profits.




27. EARNINGS PER SHARE

The basic earnings per share is based on the profit attributable to equity holders of the Company divided by the weighted average number of ordinary shares in issue during the financial year.

Group2009 2008

RM RM

Loss attributable to equity holders of the Company (5,136,770) (1,691,090)

Ordinary shares of RM 1.00 each 40,115,000 40,115,000

Basic loss per share (sen) (12.8) (4.2)

28. REVALUATION RESERVEGroup

2009 2008RM RM

Revaluation surplus 4,940,825 4,940,825Add: Revaluation surplus arising during the year

- freehold land and factory buildings (Note 6) 1,609,731 -

6,550,556 4,940,825Less:Deferred tax arising on revaluation surplus 876,709 920,266Addition due to additional revaluation surplus (Note 10) 402,433 -Transfer from deferred tax (Note 10) (29,567) (43,557)

1,249,575 876,709

5,300,981 4,064,116

Revaluation reserves arised from revaluation surplus on freehold land and factory buildings which were revalued based on opinion of value expressed by an independent firm of external professional valuers, JS Valuers Property Consultant (Johore) Sdn. Bhd., using generally open market value basis on 30th June 2009. The previous revaluation was done in May 2006 by the same firm.

29. SURPLUS RESERVE

Pursuant to the relevant laws and regulations for foreign investment enterprises established in the People's Republic of China excluding Hong Kong, a certain portion of the profit of the sub-subsidiary company, Shanghai Sino-Malaysian International Trading Co. Ltd., is required to be transferred to surplus reserve which is non distributable. The transfer to this reserve is made out of the sub-subsidiary company's net profit.

30. PURCHASE OF PROPERTY, PLANT AND EQUIPMENT

During the financial year, the Group acquired property, plant and equipment as follows:-Group

2009 2008RM RM

Cash payment 734,146 775,726Hire purchase financing 1,076,000 195,000

1,810,146 970,726


ANNUAL REPORT 2009


31. HOLDING COMPANY

The holding company is Liew Fat Lin Holding Sdn. Bhd., a private limited company incorporated in Malaysia.

32. DIRECTORS' REMUNERATIONGroup Company

2009 2008 2009 2008Directors of the Company RM RM RM RM

Executive:-Salaries and other emoluments (Notes 25 and 36) 604,343 290,023 - -Benefit-in-kind 33,900 34,183 - -

638,243 324,206 - -Non-executive (Note 25):-

- fees 64,000 19,000 64,000 19,000

Other Directors

Executive:-Salaries and other emoluments (Notes 25 and 36) 378,755 213,894 - -Benefit-in-kind 9,212 10,500 - -

387,967 224,394 - -

Total 1,090,210 567,600 64,000 19,000

Analysis excluding benefit-in-kind

Total executive Directors' remuneration excluding benefit- in-kind (Notes 25 and 36) 983,098 503,917 - -

Total non-executive Directors' remuneration (Note 25)- fees 64,000 19,000 64,000 19,000

1,047,098 522,917 64,000 19,000

The number of Directors of the Group whose total remuneration during the financial year fall within the following bands are as follows:-

Number of Directors2009 2008

Executive DirectorsBelow RM 50,000 2 2RM 50,001 - RM 100,000 1 2RM 100,001 - RM 150,000 1 -RM 150,001 - RM 200,000 3 -RM 200,001 - RM 250,000 1 1

Non-executive DirectorsBelow RM 50,000 3 2

Executive Directors of the Company do not receive any remuneration from the Company during the financial year.




33. SIGNIFICANT RELATED PARTY TRANSACTIONSGroup Company

2009 2008 2009 2008RM RM RM RM

Directors’ remuneration (Notes 25 and 32)- fees 64,000 19,000 64,000 19,000- other emoluments 983,098 503,917 - -Gross dividend receivable from subsidiary companies - - 220,000 160,000Sales to companies where certain Directors have interest 292,892 1,387,773 - -Purchases from companies where certain Directors

have interest 80,932 786,977 - -Rental paid to companies where certain Directors

have interest 62,400 62,400 - -

The Directors of the Group/Company are of the opinion that related party transactions are in the normal course of business and have been established on terms and conditions that are not materially different from that obtainable in transactions with unrelated parties.

34. SEGMENT INFORMATION

a) Business Segments

The Group is basically engaged in the following business segments:-

i) Retailing and trading of textile and garment products

ii) Manufacturing of garments

iii) Manufacturing and dyeing of fabric and related products

iv) Property development and investment holding

v) Trading of chemical products

Inter-segment pricing is determined based on negotiated prices in the normal course of business. The Directors of the Company are of the opinion that all inter-segment transactions have been entered into in the normal course of business and have been established on terms and conditions that are not materially different from that obtainable in transactions with unrelated parties.


ANNUAL REPORT 2009





34.

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ANNUAL REPORT 2009


34.

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34. SEGMENT INFORMATION (CONT’D)

b) Geographical segments

The Group business segments are mainly managed in three geographical areas. Majority of the business activities are carried out in Malaysia, its home country and in China. The Group also export finished goods of manufactured garments to Europe. The garments and textile manufacturing activities are conducted in Malaysia, whereas the trading of chemical products are conducted in China.

Total revenue fromexternal customers Segment assets Capital expenditure2009 2008 2009 2008 2009 2008

RM RM RM RM RM RM

Malaysia 42,980,808 39,693,202 101,327,006 99,781,097 1,810,146 965,790China/Hong Kong 98,644,822 128,222,157 19,882,753 22,454,100 - 4,936Europe 8,052,827 11,683,784 2,239,193 2,221,070 - -

Consolidated 149,678,457 179,599,143 123,448,952 124,456,267 1,810,146 970,726

35. CONTINGENT LIABILITIESCompany

2009 2008RM RM

CompanyCorporate guarantee given for credit facilities granted to subsidiary companies:-- Yong Tai Brothers Trading Sdn. Bhd. 21,750,000 21,286,046- Golden Vertex Sdn. Bhd. 8,300,000 8,700,000- Syarikat Koon Fuat Industries Sdn. Bhd. 13,320,000 15,140,000- Shanghai Sino-Malaysian International Trading Co. Ltd. 16,700,000 16,700,000- The Image Outlet Sdn. Bhd. 2,500,000 2,500,000

62,570,000 64,326,046

36. EMPLOYEES INFORMATIONGroup

2009 2008RM RM

Directors' other emoluments (Note 25, 32 and 33) 983,098 503,917EPF 761,564 794,021Salaries, wages, bonus and allowance 10,437,137 10,231,004SOCSO 112,288 114,565Other personnel cost 659,450 628,919

12,953,537 12,272,426

The total number of employees of the Group (including the Directors) as at the end of the financial year were 593 (2008: 602).

There were no employees (other than the Directors) for the Company as at the end of the financial year.

37. CAPITAL COMMITMENTSGroup

2009 2008RM RM

Approved and contracted for - 1,345,000

38. BANK GUARANTEES AND BANKING FACILITIES

Bank guarantees have been issued by a Malaysian local licensed commercial bank in favour of a foreign supplier of the Company'ssub-subsidiary i.e. Shanghai Sino-Malaysian International Trading Co. Ltd., to the extent of USD 1,650,000 (2008: USD 1,650,000)in respect of purchases of goods.

Standby credit facilities of USD 1,500,000 (2008: USD 1,500,000) previously granted to the sub-subsidiary company by the samebank have expired during the year without renewal.

The above bank guarantees and banking facilities are supported by a corporate guarantee from the Company.




39. OPERATING LEASE COMMITMENTS

At balance sheet date, the Group has future aggregate minimum lease payments under non-cancellable operating leases as follows:-

Group2009 2008

RM RM

Within one year 34,528 95,457Later than 1 year, not more than 5 years - 31,819

34,528 127,276

40. FINANCIAL INSTRUMENTS

Receivables

The Group's normal trade credit terms ranges from 60 to 90 days. The Group has no significant concentration of credit risk thatmay arise from exposure to a single debtor or to groups of debtors.

Credit risk

The maximum credit risks associated with recognised financial assets are the carrying amounts shown in the balance sheet.

Payables

The normal trade credit term granted to the Group ranges from 30 to 90 days.

Interest rate risk

The Group is exposed to interest rate risk in respect of its bank deposits, bank overdraft and borrowings which will fluctuate as aresult of changes in market interest rates. The Group actively reviews its debt portfolio, taking into account the investment holdingperiod and nature of its assets. As the Group has no significant interest-bearing financial assets the Group's income and operating cash flows are substantially independent of changes in market interest rates. The Group is expose to interest rate risk inrespect of bank overdraft and borrowings which will fluctuate as a result of changes in market interest rates. The Group managesits interest rates exposure by maintaining a mix of fixed and floating rate borrowings. This strategy allows it to capitalise on cheaper funding in a low interest rate environment and achieve a certain level of protection against rate hikes.

The maturity date and weighted average effective interest rate of the instruments at year end are as follows:-

2009 2008Effective Effective

Maturity interest rates Maturity interest ratesmonths % months %

Fixed deposit 12 2.31 12 3.73Bank overdraft * 7.17 * 8.38

Bank borrowingsBanker acceptances 4 4.51 4 4.82Hire purchase 21-59 4.66 9-33 4.71Term loan 7-28 6.97 1-40 8.13Trust receipts 4 7.05 4 8.25

* Subject to the lending bank's periodic review

Liquidity risk

The Group actively manages its debt maturity profile, operating cash flows and the availability of funding so as to ensure that allrefinancing, repayment and funding needs are met. As part of its overall prudent liquidity management, the Group maintains sufficient levels of cash to meet its working capital requirements.

In addition, the Group’s objective is to maintain a balance of funding and flexibility through the use of credit facilities, short and longterm borrowings and a flexible cost effective borrowing structure. Short-term flexibility is achieved through credit facilities and short-term borrowings. This is to ensure that at the minimum, all projected net borrowing needs are covered by committed facilities. Also,the objective for debt maturity is to ensure that the amount of debt maturing in any one year is not beyond the Group’s means torepay and refinance.


ANNUAL REPORT 2009


40. FINANCIAL INSTRUMENTS (CONT'D)

Foreign exchange risk

The Group operates internationally and is exposed to various currencies, as indicated in Note 2(s). Foreign exchange exposure intransactional currency other than functional currency of the Group is kept to an acceptable level.

The Group is exposed to transactional currency risk primarily through sales and purchases that are denominated in a currencyother than the functional currency of the operations to which they relate. The currencies giving rise to this risk are primarily HongKong Dollar (HKD), China Renminbi (RMB), United States Dollar (USD), Euro and Singapore Dollar (SGD). Foreign exchange exposure in transactional currencies are kept to an acceptable level. Material foreign currency transaction exposures are hedged with forward foreign exchange contracts.

The net financial assets/(liabilities) of the Group that are not denominated in their functional currencies are as follows:-Group

2009 2008RM RM

Non-functional currencies:USD 1,821,634 2,054,725Euro 142,129 142,129SGD (11,532) (37,315)HKD (2,957) 57,828RMB 10,597,564 5,548,584

12,546,838 7,765,951

Fair values of financial instruments

The carrying amounts and estimated fair values of the financial instruments of the Group and Company at the balance sheet date are as follows:-

Group CompanyCarrying Carryingamount Fair value amount Fair value

2009 RM RM RM RM

Financial assetsTrade and other receivables 41,934,061 41,934,061 1,000 1,000Amount due from subsidiary company - - 5,528,416 5,528,416Deposits, cash and bank balances 9,471,754 9,471,754 165,509 165,509

Financial liabilitiesTrade and other payables 18,553,847 18,553,847 83,743 83,743Amount due to Directors 15,128,592 15,128,592 - -Amount due to subsidiary company - - 109,456 109,456Bank overdraft 16,931,057 16,931,057 - -Borrowings 18,303,154 18,303,154 - -Corporate guarantee - - 62,570,000 62,570,000

2008

Financial assetsTrade and other receivables 43,735,628 43,735,628 1,000 1,000Amount due from subsidiary company - - 5,828,018 5,828,018Deposits, cash and bank balances 8,862,612 8,862,612 147,435 147,435

Financial liabilitiesTrade and other payables 15,584,149 15,584,149 36,181 36,181Amount due to Directors 12,213,082 12,213,082 - -Amount due to subsidiary company - - 458,456 458,456Bank overdraft 16,886,399 16,886,399 - -Borrowings 17,989,023 17,989,023 - -Corporate guarantee - - 64,326,046 64,326,046

There is no fair value for financial instruments not recognised in the balance sheet that is required to be disclosed.




40. FINANCIAL INSTRUMENTS (CONT'D)

Fair values of financial instruments (Cont’d)

The following methods and assumptions are used to estimate the fair value of each class of financial instruments:-

a) Deposits, cash and bank balances

The carrying amount of deposits, cash and bank balances approximates fair value due to the relatively short term maturity of these instruments.

b) Trade and other receivables and payables

The historical cost carrying amount of trade receivables and payables subject to normal trade credit terms approximates fair value.

The carrying amounts of other receivables and payables are reasonable estimates of fair value because of their short maturity.

c) Borrowings and bank overdrafts

The carrying amount of short term borrowings approximates fair value due to the short period to maturity of those instruments. The fair value of borrowings is estimated by discounting the expected future cash flows using the current interest rates for liabilities with the similar risk profiles.

d) Hire purchase creditors

The carrying amount of short term hire purchase creditors approximated fair value because of the short period to maturity of those instruments. The fair value of long term hire purchase creditors is estimated based on the current rates available for hire purchase creditors with the similar maturity profile.

41. SIGNIFICANT EVENT SUBSEQUENT TO FINANCIAL YEAR

On 27th August 2009, the subsidiary company, Yong Tai Brothers Trading Sdn. Bhd. entered into a Sale and Purchase Agreementto dispose of a property held under Town Lease No. 107521479 containing an area of 3000 sq ft more or less together with a twostorey shophouse erected thereon and situated at TB 351, Lot 7, Block B, Bandar Sabindo in the District of Tawau in the State ofSabah for a total consideration of RM 1,300,000.


ANNUAL REPORT 2009


LOCATION DESCRIPTION LAND AREA / TENURE AGE OF NET CARRYING DATE OF(BUILD UP BUILDING AMOUNT VALUATIONAREA) (Approximate) (RM'000)

No. 44, 45, 46 & 47, 4 units of 818.25 Sq.m. / Freehold 31 years 3,900# 30 June 2009Jalan Abu Bakar 4-storey (3103.85 Sq.m.) 83000 Batu Pahat shophouseJohor

LG14 & LG15 2 units of N/A / Freehold 27 years 6,760 30 June 2009Holiday Plaza commercial (192.1 Sq.m.)Jalan Dato' Sulaiman shopping lot80000 Johor Bahru

No. 76, Jalan Rugayah A single storey 695.54 Sq.m. / Freehold 20 years 2,150 30 June 200983000 Batu Pahat shop building (586.57 Sq.m.)Johor

Lot 17, Block B 2-storey 278.7 Sq.m. / Leasehold 29 years 1,100# 30 June 2009Bandar Sabindo shophouse (557.4 Sq.m.) - 99 yearsTL 107521479, Tawau expiring onSabah year 2070

No. 1.03, 1.04 & 1.05 3 units of N/A / Freehold 27 years 3,750# 30 June 2009Kota Raya Complex commercial (230.85 Sq.m.)Jalan Cheng Lock shopping lot50000 Kuala Lumpur

A34, A35, A48B & A50 4 units of N/A / Leasehold 19 years 2,383# 02 May 2008Centre Point Sabah commercial (183.3 Sq.m.) - 99 years88000 Kota Kinabalu shopping lot expiring onSabah year 2082

No.3, Jalan Kapal 3-storey factory 4805.6 Sq.m. / Leasehold 19 years 2,078 22 May 2006*Tongkang Pecah Ind. Estate building cum (4566.57 Sq.m.) - 60 years 30 June 2009@83010 Tongkang Pecah office expiring onBatu Pahat, Johor 21.10.2041

No.2, Jalan Kapal Single storey 2223.4 Sq.m. / Leasehold 22 years 947 22 May 2006*Tongkang Pecah Ind. Estate factory building (1694.5 Sq.m.) - 60 years 30 June 2009@83010 Batu Pahat cum office expiring onJohor 22.10.2039

No. 18, Jalan Kilang 1 unit of 4-storey 3 arces / Freehold 12-18 years 7,400 30 June 2009Tongkang Pecah Ind Estate factory building (10,454.22 Sq.m.)83010 Batu Pahat cum office &Johor 4 units of

single storeyfactory building

# Investment properties stated at fair value.* Valuation date for prepaid land leases@ Valuation date for building erected on respective land

LIST OF PROPERTIESAS AT 30TH JUNE 2009



Authorised Share Capital : RM50,000,000.00Issued & Fully Paid-up Share Capital : RM40,115,000.00Class of Shares : Ordinary Shares of RM1.00 eachNo. of Shareholders : 1,832Voting Right : One vote for each Ordinary Share

ANALYSIS BY SIZE OF SHAREHOLDINGS

Size of Holdings No. of Holders No. of Shares Percentage

Less than 100 4 77 0.00100 - 1,000 565 550,466 1.371,001 - 10,000 987 4,308,975 10.7410,001 - 100,000 248 7,240,182 18.05100,001 to less than 5% of issued shares 27 7,923,571 19.755% and above of issued shares 1 20,091,729 50.09

Total 1,832 40,115,000 100.00

LIST OF THIRTY LARGEST SHAREHOLDERS

No. Name Shareholdings %

1. Liew Fat Lin Holding Sdn Bhd 20,091,729 50.092. Teo Khay Sin 969,200 2.423. Lim Soong Leng 842,800 2.104. Tan Kim Heng 791,000 1.975. Wong Sim Peng 548,900 1.376. Liao Sey Chang 480,300 1.207. Ong Tek Chan 442,700 1.108. Liew Fah Chin 304,007 0.769. Yen Mee Foong 287,000 0.7210. Goh Thiam Hwa 283,000 0.7111. Hock Pin @ Siow Hock 262,700 0.6512. Liew Huat Kwang 230,520 0.5713. Liow Kwee Woon 229,600 0.5714. Citigroup Nominees (Tempatan) Sdn Bhd

Pledged Securities Account For Siow Wong Yen @ Siow Kwang Hwa 214,300 0.5315. Hor Yim Peng 202,000 0.5016. Mayban Nominees (Tempatan) Sdn Bhd

Pledged Securities Account For Chang Poh Fook 185,700 0.4617. M.I.T Nominees (Tempatan) Sdn Bhd

Pledged Securities Account For Ng Weng Woy @ Ng Wing Wai 176,000 0.4418. Chan Yin Chee 168,800 0.4219. AMSEC Nominees (Tempatan) Sdn Bhd

Pledged Securities Account For Lim Soong Leng 161,900 0.4020. Lee Keh Hong @ Lee Ah Meng 159,000 0.4021. Tan Seng Chee 147,500 0.3722. Chan Teck Thiam 137,500 0.3423. Othman Bin Merican 128,000 0.3224. Wong Fat Seng @ Liew Fat Seng, Deceased 118,744 0.3025. Teo Chin Leng 118,000 0.2926. Ong Kek Siong 113,400 0.2827. Liao Sey Pyng 111,000 0.2828. Lim Kim Chan 110,000 0.2729. Mayban Nominees (Tempatan) Sdn Bhd

Pledged Securities Account For Chong Yek Cheng 100,000 0.2530. Yong Yoong Thiam 98,000 0.24

ANALYSIS OF SHAREHOLDINGSAS AT 2 NOVEMBER 2009

ANNUAL REPORT 2009


SUBSTANTIAL SHAREHOLDERS

Name of Shareholders Direct Interest Indirect InterestNo. % No. %

1. Liew Fat Lin Holding Sdn. Bhd. 20,091,729 50.09 - -

2. Wong Liew Lin @ Liew Fat Lin 50,522 0.13 20,091,729* 50.09

3. Wong Mee Yow Cheen @ Liew Mee Yow Cheen 74,744 0.19 20,091,729*

14,000+ 50.12

4. Wong Fat Seng @ Liew Fat Seng, Deceased 118,744 0.30 20,091,729*

11,000= 50.11

5. Liew Fah Chin 307,007 0.77 20,091,729*

24,000^ 50.15

6. Liew Huat Kwang 230,520 0.57 20,091,729*

57,000 # 50.23

* Deemed interested by virtue of their shareholdings in Liew Fat Lin Holding Sdn. Bhd.+ Deemed interested by virtue of his spouse, Tan Yoke Eng's direct shareholding= Deemed interested by virtue of his spouse, Yer Siew Wan's direct shareholding^ Deemed interested by virtue of his spouse, Tan Sew Kim's direct shareholding# Deemed interested by virtue of his spouse, Pang Saw Ken's direct shareholding

DIRECTORS’ SHAREHOLDINGS

Name Direct Interest Indirect InterestNo. % No. %

1. Datuk Hj. Amil @ Amir Bin Junus - - - -

2. Wong Liew Lin @ Liew Fat Lin 50,522 0.13 20,091,729* 50.09

3. Wong Mee Yow Cheen @ Liew Mee Yow Cheen 74,744 0.19 20,091,729*

14,000+ 50.12

4. Tai Shzee Yuan 28,001 0.07 - -

5. Liew Huat Kwang 230,520 0.57 20,091,729*

57,000 # 50.23

6. Tan Kau Ngee @ Tan Seong Tin 48,000 0.12 - -

7. Loi Kim Fah - - - -

* Deemed interested by virtue of their shareholdings in Liew Fat Lin Holding Sdn. Bhd.+ Deemed interested by virtue of his spouse, Tan Yoke Eng's direct shareholding# Deemed interested by virtue of his spouse, Pang Saw Ken's direct shareholding

ANALYSIS OF SHAREHOLDINGSAS AT 2 NOVEMBER 2009



PROXY FORM

ANNUAL REPORT 2009


I/We_____________________________________________________________________________________________________

of_______________________________________________________________________________________________________

being a member/members of YONG TAI BERHAD hereby appoint *the Chairman of the meeting or

_______________________________________________________________________________________________________ of

_________________________________________________________________________________________ or failing him/her,

_______________________________________________________________________________________________________ of

*Delete the words “the Chairman of the Meeting” if you wish to appoint another person to be your proxy.

as my/our proxy/proxies to vote for me/us on my/our behalf at the Fifteenth Annual General Meeting of the Company

to be held at 2nd Floor, 3, Jalan Kapal, Kawasan Perindustrian Tongkang Pecah, 83010 Batu Pahat, Johor Darul Takzim

on Wednesday, 16 December 2009 at 2.00 p.m. or at any adjournment thereof in the manner indicated below:

Resolutions For Against

1 Receive the Directors' Report and Audited Financial Statements for the year ended 30 June 2009 together with the Auditors' Report thereon

2 Approval of payment of Directors' Fees

3 Re-election of Wong Liew Lin @ Liew Fat Lin as Director

4 Re-election of Wong Mee Yow Cheen @ Liew Mee Yow Cheen as Director

5 Re-appointment of Tan Kau Ngee @ Tan Seong Tin as Director

6 Re-appointment of T H Law & Co. as Auditors

Please indicate with a cross (X) in the spaces provided how you wish your vote to be cast. In the absence of

specific directions, your proxy may vote or abstain from voting at his/her discretion.

Signed this.............. day of ........................….2009

...........................................................................

Signature(s)

Notes:1. A member of the Company entitled to attend and vote at the Meeting may appoint more than one (1) proxy to attend and vote at the Meeting and the provision of

Section 149(1)(c) of the Companies Act, 1965 shall not apply to the Company. 2. A proxy may but need not be a member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company.3. Where a member appoints two (2) or more proxies, the appointment shall be invalid unless he/she specifies the proportion of his/her holdings to be represented by

each proxy.4. The Proxy Form shall be in writing under the hand of the appointor or of his attorney duly authorised in writing or, if the appointor is a corporation, either under its

common seal or under the hand of an officer or attorney duly authorised.5. The Proxy Form and the power of attorney or other authority, if any, under which it is signed or a notarially certified copy of that power or authority must be

deposited at the Registered Office of the Company at Ground Floor, 8, Lorong Universiti B, Section 16, 46350 Petaling Jaya, Selangor Darul Ehsan not less than forty-eight (48) hours before the time for holding the Meeting or any adjournment thereof.

6. Any alteration in this form must be initialed.

No. of shares held

YONG TAI BERHAD(Company No. 311186-T)(Incorporated in Malaysia)

THE SECRETARY

YONG TAI BERHAD(311186-T)

Ground Floor, 8, Lorong Universiti BSection 16, 46350 Petaling Jaya

Selangor Darul Ehsan

Please fold here to seal

Please fold here to seal

STAMP

contents fileloi kim fah (independent non-executive director) ... corporate office 3, jalan kapal...

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