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Directors' Report |
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The Directors have pleasure in submitting their annual report together
with the audited financial statements of the Group and the Company for
the financial year ended 31 December 2004.
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| PRINCIPAL ACTIVITIES |
| The Company is principally involved in the production, marketing and sale
of beverage and food products. |
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| The principal activities of the subsidiaries are shown in Note 14 to the
financial statements. |
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| There have been no significant changes in the nature of these activities
during the financial year. |
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| FINANCIAL RESULTS |
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Group
RM'000
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Company
RM'000
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| Profit from ordinary activities after tax |
11,458
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19,862
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| Minority interest |
(5)
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-
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____________
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____________
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| Net profit for the financial year |
11,453
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19,862
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| DIVIDENDS |
| The dividends paid or declared by the Company since 31 December 2003 were: |
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RM'000 |
| In respect of the financial year ended 31 December 2003 as
shown |
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in the Directors' report of that financial year: |
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Final gross dividend of 9 sen per share, less income tax of
28%, paid on 18 June 2004 |
8,301
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| In respect of the financial year ended 31 December 2004: |
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Interim dividend of 5 sen per share, tax exempt, paid on 1
September 2004 |
6,404
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____________
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14,705
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The Directors now recommend the payment of a final gross dividend of
9 sen per share on 128,095,541 ordinary shares, less income tax of 28%,
amounting to RM8,300,591 which, subject to the approval of shareholders
at the forthcoming Annual General Meeting of the Company, will be paid
on 8 June 2005 to the shareholders registered in the Records of Depositors
as at 12 May 2005.
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| RESERVES AND PROVISIONS |
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There were no material transfers to or from reserves or provisions during
the financial year other than those disclosed in the financial statements.
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| DIRECTORS |
| The Directors who have held office during the period since the date of
the last report are: |
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| Philip Ng Chee Tat |
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| Tjong Yik Min |
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| Brigadier Gen (R) Dato' Yahya bin Yusof |
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| Dato' Mohamed Nizam bin Abdul Razak |
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| Tham Chong Kong |
(Appointed on 8.06.2004, resigned on 13.08.2004) |
| Dato' N. Sadasivan A/L N.N. Pillay |
(Appointed on 13.08.2004) |
| Winston Mah Yat Kong |
(Resigned on 31.12.2004) |
| Chan Wai Ming |
(Retired on 22.04.2004) |
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In accordance with Article 75 of the Company's Articles of Association,
Tjong Yik Min will retire at the forthcoming Annual General Meeting and
being eligible, offers himself for re-election.
In accordance with Article 80 of the Company's Articles of Association,
Dato' N. Sadasivan A/L N.N. Pillay will retire at the forthcoming Annual
General Meeting and being eligible, offers himself for re-election.
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| DIRECTORS' BENEFITS |
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During and at the end of the financial year, no arrangements subsisted
to which the Company is a party, with the object or objects 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 a benefit (other than Directors' remuneration
as disclosed in Note 7 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 he is a member, or with a company in which he has a substantial
financial interest except that certain Directors received remuneration
from the Company's immediate and ultimate holding companies.
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| DIRECTORS' INTERESTS |
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According to the register of Directors' shareholdings, none of the Directors
in office at the end of the financial year held shares or have any beneficial
interest in the shares and debentures of the Company or any other body
corporate.
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| STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS |
| Before the income statements and balance sheets were made out, the Directors
took reasonable steps: |
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| (a) |
to ascertain that proper 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 all known bad debts had been written off and that adequate
allowance had been made for doubtful debts; and
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| (b) |
to ensure that any current assets, other than debts, which were unlikely to realise in the ordinary course of
business their values as shown in the accounting records of the Group and Company had been written down
to an amount which they might be expected so to realise.
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| At the date of this report, the Directors are not aware of any circumstances: |
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| (a) |
which would render the amounts written off for 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
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| (b) |
which would render the values attributed to current assets in the financial
statements of the Group and Company misleading; or
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| (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.
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No contingent or other liability has become enforceable or is likely
to become enforceable within the period of twelve months after the end
of the financial year which, in the opinion of the Directors, will or
may affect the ability of the Group or Company to meet their obligations
when they fall due.
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| At the date of this report, there does not exist: |
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| (a) |
any charge on the assets of the Group or Company which has arisen since
the end of the financial year which secures the liability of any other
person; or
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| (b) |
any contingent liability of the Group or Company which has arisen since
the end of the financial year. |
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At the date of this report, the Directors 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.
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| In the opinion of the Directors: |
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| (a) |
the results of the Group's and Company's operations during the financial
year were not substantially affected by any item, transaction or event
of a material and unusual nature; and
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| (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.
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| IMMEDIATE AND ULTIMATE HOLDING COMPANIES |
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The Directors regard, YHS (Singapore) Pte. Ltd., a company incorporated
in Singapore, as the immediate holding company and Yeo Hiap Seng Limited,
a company incorporated in Singapore, as the ultimate holding company.
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| AUDITORS |
| Messrs PricewaterhouseCoopers were appointed as auditors of the Company
in place of the retiring auditors, Messrs Deloitte KassimChan on 22 April
2004. |
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| The auditors, PricewaterhouseCoopers, have expressed their willingness
to continue in office. |
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| Signed on behalf of the Board of Directors in accordance with their resolution
dated 25 February 2005. |
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| _______________________________________________ |
| BRIGADIER GENERAL (R) DATO' YAHYA BIN YUSOF |
| Director |
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| _______________________________________________ |
| TJONG YIK MIN |
| Director |
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| Petaling Jaya |
| 28 February 2005 |
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