 |
NOTES TO THE FINANCIAL STATEMENTS |
 |
1. PRINCIPAL ACTIVITIES AND GENERAL
INFORMATION
The Company is principally involved in the production, marketing and sale
of beverage and food products.
The subsidiary companies are principally involved in the production, marketing
and distribution of beverage and food products.
There have been no significant changes in the nature of the activities of the
Company and its subsidiary companies during the financial year.
The total number of employees of the Group and of the Company at year end were
1,487 and 773 (1,692 and 878 in 2002) respectively.
The registered office and the principal place of business is located at 7,
Jalan Tandang, 46050 Petaling Jaya, Selangor Darul Ehsan.
2. BASIS OF PREPARATION OF FINANCIAL
STATEMENTS
The financial statements of the Group and of the Company have been approved
by the Board of Directors for issuance on 26th February, 2004.
The financial statements of the Group and of the Company have been prepared
in accordance with the provisions of the Companies Act, 1965 and the applicable
approved accounting standards of the Malaysian Accounting Standards Board (MASB).
3. SIGNIFICANT ACCOUNTING POLICIES
Accounting Basis
The financial statements of the Group and of the Company have been prepared
under the historical cost convention modified to include the revaluation of
certain property, plant and equipment. The directors have applied the transitional
provisions of International Accounting Standard No. 16 (Revised), Property,
Plant and Equipment by virtue of which a reporting enterprise which does not
adopt a policy of revaluation is allowed to retain revalued amounts on the basis
of their previous revaluation (subject to continuity in depreciation policy
and the requirement to write an asset down to its recoverable amount.)
Basis of Consolidation
The consolidated financial statements incorporate the financial statements
of the Company and all its subsidiary companies made up to the end of the financial
year. Financial statements of subsidiary companies are consolidated using the
acquisition method of accounting. On acquisition, the assets and liabilities
of the relevant subsidiary companies are measured at their fair values at the
date of acquisition.
The results of subsidiary companies acquired are included in the consolidated
financial statements from the effective date of acquisition. All significant
inter-company balances and transactions are eliminated on consolidation.
Goodwill arising on consolidation represents the excess of the purchase consideration
over the share of fair values of the identifiable net assets of a subsidiary
company at the date of acquisition.
Goodwill is recognised as an asset and amortised on a straight-line basis over
a period of 20 years commencing in 2001.
Where an indication of impairment exists, the carrying amount of goodwill is
assessed and written down immediately to its recoverable amount.
Revenue
Sales of goods are recognised upon delivery of products and when the risks and
rewards of ownership have passed. Revenue of the Group and of the Company represents
gross invoiced value of sales less discounts and returns. All significant intercompany
sales are eliminated on consolidation. Group sales do not include the applicable
share of associated companies' sales.
Rental and interest income earned by the Group and the Company are recognised
on accruals basis and dividend income earned by the Company is recognised when
the shareholder's right to receive payment is established.
Foreign Currency Conversion
Foreign currency transactions are converted into Ringgit Malaysia at exchange
rates prevailing at the transaction dates or, where settlement has not yet been
made at the end of the financial year, at the approximate exchange rates prevailing
on that date. All foreign exchange gains or losses are taken up in the income
statements.
For the purposes of consolidation, the financial statements of the foreign
subsidiary and associated companies, have been translated into Ringgit Malaysia
as follows:
Assets and liabilities
- at closing rate
Share capital and reserves - at historical rate
Revenue and expenses - at average rate for
the financial year
The closing rate per unit of Ringgit Malaysia used in the translation of foreign
subsidiary and associated companies' financial statements are as follows:
| |
2003
|
2002
|
| Singapore Dollar |
0.448
|
0.456
|
| Thai Baht |
10.428
|
11.669
|
| Bahrain Dinar |
0.0989
|
0.0990
|
All translation gains or losses are taken up and reflected in the translation
reserve account under shareholders' equity. Such translation gains or losses
are recognised as income or expenses in the income statements, in the period
in which those companies are disposed of.
Differences in exchange arising from the translation of the results of those
companies at the average exchange rate, are taken to translation reserve account.
Goodwill and fair value adjustments arising on the acquisition of a foreign
entity are treated as assets and liabilities of the Company and are translated
at the exchange rate ruling at the date of the transaction.
Income Tax
In the previous financial year, the tax effects of transactions are recognised,
using the "liability" method, in the year such transactions enter
into the determination of net income, regardless of when they are recognised
for tax purposes. Deferred tax liabilities are in respect of timing difference
between depreciation and tax allowances of property, plant and equipment. However,
where timing differences give rise to net deferred tax assets, the tax effects
are generally recognised on actual realisation.
During the current financial year, the Company adopted MASB Standard No. 25,
Income Taxes. Upon adoption of MASB 25, the tax effects of transactions are
recognised using the "balance sheet" method and all taxable temporary
differences are recognised. Where such temporary differences would give rise
to net deferred tax assets, the tax effects are recognised to the extent that
it is probable that taxable profits will be available against which deductible
temporary differences can be utilised. There is no significant effect on the
financial statements of the Group and of the Company for the current and previous
financial years arising from the adoption of MASB 25.
Property, Plant and Equipment and Depreciation
Property, plant and equipment are stated at cost or valuation less accumulated
depreciation and any impairment loss.
Gain or loss arising from the disposal of an asset is determined as the difference
between the estimated net disposal proceeds and the carrying amount of the asset,
and is recognised in the income statements.
The carrying amounts of property, plant and equipment are reviewed at each
balance sheet date to determine whether there is any indication of impairment.
An impairment loss is recognised whenever the carrying amount of an item of
property, plant and equipment exceeds its recoverable amount. The impairment
loss is charged to the income statements unless it reverses a previous revaluation
in which case it is treated as a revaluation decrease.
Freehold land and property, plant and equipment under construction are not
depreciated. Land under long and short leases are amortised evenly over the
term of the lease. Depreciation of all other property, plant and equipment is
computed on the straight-line method based on the estimated useful lives of
the various assets. The annual depreciation rates are as follows:
| |
%
|
| Land under long and short leases |
1.0
|
- 2.0
|
| Buildings and improvements |
2.0
|
- 10.0
|
Machinery and equipment
|
6 2/3
|
- 33 1/3
|
| Furniture, fixtures and fittings, and office equipment |
10.0
|
- 33 1/3
|
| Vehicles and vehicles under hire-purchase |
10.0
|
- 20.0
|
Property, Plant and Equipment Acquired Under Hire-Purchase Arrangements
Property, plant and equipment acquired under hire-purchase arrangements
are capitalised in the financial statements and the corresponding obligations
treated as liabilities. Finance charges are allocated to the income statements
to give a constant periodic rate of interest on the remaining hire-purchase
liabilities.
Investments
Investments in unquoted subsidiary companies, which are eliminated on consolidation,
investment in unquoted associated companies and other investments are stated
at cost in the Company's financial statements. Where there is an indication
of impairment in the value of the assets, the carrying amount of the investment
is assessed and written down immediately to its recoverable amount.
Associated Companies
An associated company is a non-subsidiary company in which the Company holds
not less than 20% of the equity voting rights as long term investment and in
which the Company is in a position to exercise significant influence in its
management.
The Company's investments in associated companies are accounted for by the
equity method of accounting based on management or audited financial statements
made up to 31st December, 2003. Under this method of accounting, the Company's
interests in the post acquisition profit and reserve of the associated companies
are included in the consolidated results while dividends received from associated
companies are reflected as a reduction of the investment in the consolidated
balance sheet. The carrying values of these investments approximate the underlying
equities in net assets of the associated companies.
Inventories
Inventories, other than bottles and cases, are valued at the lower of cost (determined
principally on the first-in, first-out basis) and net realisable value. The
cost of raw materials and other inventories comprises the original cost of purchase
plus cost of bringing the inventories to present location. The cost of finished
goods and work-in-process includes the cost of raw materials, direct labour
and a proportion of the manufacturing overheads. Net realisable value represents
the estimated selling price in the ordinary course of business less selling
and distribution costs and all other estimated costs to completion.
Bottles and cases are stated at cost less amounts written off in respect of
losses arising from obsolescence, breakages and non-return. The cost of bottles
and cases is written off on a straight-line basis over a period of five years.
Receivables
Trade and other receivables are stated at nominal value as reduced by the
appropriate allowance for estimated irrecoverable amounts. Allowance for doubtful
receivables is made based on estimates of possible losses which may arise from
non-collection of certain receivable accounts.
Provisions
Provisions are made when the Group and the Company have a present legal or constructive
obligation as a result of past events, when it is probable that an outflow of
resources will be recognised to settle the obligation, and when a reliable estimate
of the amount can be made.
Provision for retirement benefits relates to retirement benefits given to
employees and is a non-contributory unfunded retirement benefits scheme for
employees who are eligible under a collective bargaining agreement, which are
estimated and provided for in the financial statements taking into consideration
the length of service and basic salary earnings of the eligible employees. The
cost of retirement benefit is determined based on a triennial actuarial valuation
using the Projected Unit Credit Method. This method sees each period of service
as giving rise to an additional unit separately to build up the final obligation.
Current service costs, past services cost and experience adjustments in respect
of the plan are dealt with through the income statement systematically over
the expected remaining lives of members.
Financial Assets
The Group's principal financial assets are short-term deposits, cash and
bank balances, trade and other receivables and inter-companies receivables.
Trade and other receivables and inter-companies receivables are stated at
their nominal value as reduced by appropriate allowance for estimated irrecoverable
amounts.
Financial Liabilities
Significant financial liabilities include trade and other payables, inter-companies
payables and hire-purchase payables are stated at nominal value.
Cash Flow Statement
The Group and the Company adopt the indirect method in the preparation of the
cash flow statement.
Cash equivalents are short-term, highly liquid investments with maturities
of three months or less from the date of acquisition and are readily convertible
to cash with insignificant risk of changes in value.
4. SEGMENTAL REPORTING
Geographical Segments
| |
|
Malaysia
RM'000
|
Singapore
RM'000
|
Others
RM'000
|
Total
RM'000
|
| 2003 |
|
|
|
|
| Revenue |
316,843
|
62,567
|
29,219
|
408,629
|
| |
|
|
|
|
| Results |
|
|
|
|
| |
Segment results |
15,967
|
3,264
|
4,516
|
23,747
|
| |
|
|
|
|
|
| |
Unallocated expenses |
|
|
|
(1,308)
|
| |
|
|
|
|
|
| |
Profit from operations |
|
|
|
22,439
|
| |
Finance costs |
|
|
|
(7)
|
| |
Share of loss from associated companies |
|
|
|
(504)
|
| |
Interest from other investment |
|
|
|
2,163
|
| |
|
|
|
|
|
| |
Profit before tax |
|
|
|
24,091
|
| |
Income tax expense |
|
|
|
(5,985)
|
| |
|
|
|
|
|
| |
Profit after tax |
|
|
|
18,106
|
| |
|
|
|
|
|
Geographical Segments
| |
|
Malaysia
RM'000
|
Singapore
RM'000
|
Others
RM'000
|
Total
RM'000
|
| 2002 |
|
|
|
|
| Revenue |
345,710
|
66,140
|
34,346
|
446,196
|
| |
|
|
|
|
| Results |
|
|
|
|
| |
Segment results |
9,792
|
3,927
|
4,233
|
17,952
|
| |
|
|
|
|
|
| |
Unallocated expenses |
|
|
|
(1,308)
|
| |
|
|
|
|
|
| |
Profit from operations |
|
|
|
16,644
|
| |
Finance costs |
|
|
|
(163)
|
| |
Share of loss from associated companies |
|
|
|
(977)
|
| |
Interest from other investment |
|
|
|
1,101
|
| |
Allowance for diminution in value of investment |
|
|
|
(120)
|
| |
|
|
|
|
|
| |
Profit before tax |
|
|
|
16,485
|
| |
Income tax expense |
|
|
|
(2,349)
|
| |
|
|
|
|
|
| |
Profit after tax |
|
|
|
14,136
|
| |
|
|
|
|
|
The segments share significant common distribution network and resources and
the directors are of the opinion that it is not meaningful and practical to
allocate operating assets and liabilities to the individual segment. Accordingly,
segment assets and liabilities have not been disclosed as required under Malaysian
Accounting Standard Board No. 22.
Information on the Group's operations by business segments has not been provided
as the Group principally involved in manufacturing and distribution of beverage
and food products.
5. DIRECTORS' REMUNERATION
| |
The Group
|
The Company
|
| |
2003
RM'000
|
2002
RM'000
|
2003
RM'000
|
2002
RM'000
|
| Executive directors: |
|
|
|
|
|
Salaries and others |
806
|
2,496
|
806
|
2,496
|
| |
Benefits in-kind |
19
|
29
|
19
|
29
|
| |
825
|
2,525
|
825
|
2,525
|
| |
|
|
|
|
| Non-executive directors: |
|
|
|
|
|
Fees |
54
|
53
|
54
|
53
|
|
Other emoluments |
130
|
42
|
130
|
42
|
| |
Benefits-in-kind |
-
|
1
|
-
|
1
|
| |
|
|
|
|
| |
1,009
|
2,621
|
1,009
|
2,621
|
| |
|
|
|
|
The number of directors of the Company whose total remuneration during the
financial year fall within the following bands is as follows:
| |
Number of Directors
|
| |
2003
|
2002
|
| Executive directors: |
|
|
|
Below RM1,000,000 |
1
|
1
|
| |
RM1,000,001 - RM2,000,000 |
-
|
1
|
| |
|
|
| Non-executive directors: |
|
|
|
Below RM5,000 |
-
|
1
|
|
RM5,001 - RM50,000 |
-
|
4
|
| |
RM50,001 - RM100,000 |
3
|
-
|
| |
|
|
|