1 PRINCIPAL ACTIVITY The Directors have pleasure in submitting their report and the audited financial statements of the Group and of the Company for the year ended 31st December 2013. RESULTS (Incorporated in Malaysia) Nel profil after tax for the year AND ITS SUBSIDIARY COMPANY The Company is principally engaged in the manufacturing of canned food products, processed seafood and other food products, as well as general trading and investment holding. The principal activity of the subsidiary company is set out in Note 7 to the financial statements. There have been no significant changes in the nature of these activities during the year under review. DIVIDENDS DIRECTORS' REPORT FOR THE YEAR ENDED 31ST DECEMBER 2013 Group RM 2,852,562 No dividend was paid since the end of the previous financial year. Company RM 1,078,857 The directors do not reconumend any dividend to be paid for the current financial year. RESERVES AND PROVISIONS There were no material transfers.to or from reserves and provisions during the year under review. DIRECTORS OF THE COMPANY The Directors who served since the date of the last report are:- CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST DECEMBER 2013 Net cash generated from financing activities Effect of exchange rate changes Net increase in cash and cash equivalents Cash and cash equivalents brought forward Cash and cash equivalents carried forward (Incorporated in Malaysia) AND ITS SUBSIDIARY COMPANY Cash and bank balances Fixed deposit with licensed banks Bank overdraft (i) Purchase of property, plant and equipment Cost of property, plant and equipment purchased Less: Amount financed through hire purchase Net cash disbursed 2013 RM 5,679,390 7,900,584 1,496,809 9.397,393 (10,572,456) 2013 RM (1,175,063) (1,175,063) Group Group 2013 RM 863,621 Group (315,000) 548,621 The annexed notes form an integral part of these financial statements. 2012 RM 26,781,513 1,288,756 i) Cash and cash equivalents Cash and cash equivalents included in the cash flow statement comprise the following balance sheet amounts:- 1,496,809 208,053 (1,286,962) 2012 RM 2,697,219 22,42'5 2013 RM 2012 RM 3,039,719 4,640,781 487,737 (112,500) 2,927,219 Company 1,468,001 Company 2013 RM 181,039 1,468,001 2012 RM 26,781,513 617,975 Company 2013 RM 863,621 273,611 (1,222,835) (1,175,063) (1,222,835) 1,496,809 181,039 1,468,001 (315,000) 548,621 1,194,390 2012 RM 1,356,102 2,690,836 2012 RM 3,039,719 (112,500) 2,927,219 NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 J. GENERAL INFORMATION The Company is a private company limited by shares, incorporated and domiciled in Malaysia. The Company is principally engaged in the manufacturing of canned food products, processed seafood and other food products, as well as general trading and investment holding. There have been no significant changes in the natue of these activities during the financial year under review. The registered office of the Con place of business is located at No. 2. DATE OF AUTHORISATION OF ISSUE The financial statements were authorised for issue by the Board of Directors on 10th June 2014. 3. BASIS OF PREPARATION The financial statements have been prepared in accordance with applicable Private Entity Reporting -Standards in Malaysia and the provisions of the Companies Act, 1965 unless stated otherwise in the accounting policies mentioned below. The financial statements are expressed in Ringgit Malaysia (RM), 4. FINANCIAL RISK MANAGEMENT POLICIES The Group's financial risk management policy seeks to ensure that adequate financial resources are available for the development of the Group's businesses whilst managing its risks. The Group operates within clearly defined guidelines that are approved by the Board and the Group's policy is not to engage in speculative transactions. The main areas of financial risks faced by the Group and the policy in respect of the major areas of treasury. activity are set out as follows: 4. Foreign currency risk The Group and the Company is expose to foreign currency risk as a result of its normal trading activities, where the currency denomination differs from the local currency, Ringgit Malaysia (RM). 4.2 Interest rate risk The Group and the Company's policy is to borrow principally on the floating rate basis but to retain a proportion of fixed rate debl. The objectives for the mix between fixed and floating rate borrowings are set to reduce the impact of upward changes in interest rates while enabling benefits to be enjoyed if interest rates fall. The Group and the Company does not use derivative financial instrument to hedge its risk.. al 4.3 Credit risk The credit risk is controlled by the application of credit approvals, limits and monitoring procedures. The Group and the Company does not require collateral in respect of financial assets. AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS 31ST DECEMBER 2013 4.4 Liquidity and cash flow risks The Group and the Company practices prudent liquidity and cash flow management policies and ensure that sufficient funds will be available to meet the maturity needs of short-term financial liabilities. 5. SIGNIFICANT ACCOUNTING POLICIES 5.1 Basis of accounting The financial statements of the Group and Company has been prepared under the historical cost convention and comply with applicable Private Entity Reporting Standards unless stated otherwise in the accounting policies mentioned below. 5.2 Basis of consolidation The consolidated financial statements include the financial statements of the Company and all its subsidiary companies made up to the end of the financial year. All significant intercompany transactions, balances and resulting unrealised gains are eliminated on consolidation. Unrealised losses are eliminated on consolidation unless costs cannot be recovered. The Group adopts the acquisition method of consolidation. On acquisition, the assets and liabilities of the relevant subsidiary companies are measured at their vludes at the date of acquisition. Goodwill on consolidation represents the difference between the consideration paid for shares in the subsidiary companies and the value of attributable net assets acquired. Where an indication of impairment exists, the carrying amount of goodwill is assessed and written down immediately to its recoverable amount. The interest of the minority shareholders is stated at the minority's proportion of the fair values of the assets and liablities recognised. The results of subsidiary companies acquired or disposed of during the finanical year are included in the consolidated financial statemetns from the effective date of acquisition or up to the effective date of disposal. The gain or loss on the disposal of a subsidiary company represents the difference between the proceeds from the disposal and the Group's share of its net assets together with any goodwill or capital reserve which was not previously charged or recognised in the Group's income statements. The differences between the consideration paid for shares in the subsidiary companies and the value of attributable net assets acquired at the date of acquisition is included in the consolidated balance sheet as goodwill cn consolidation. 5.3 Property, Plant and Equipment Property, plant and equipment are stated at cost/valuation less accumulated depreciation and accumulated impairment losses. Surpluses arising on revaluation are credited to revaluation reserve. Any deficit arising from revaluation is charged against the revaluation reserve to the extent of a previous surplus held in the revaluation reserve for the same asset. In all other cases, a decrease in carrying amount is recognised as an expense in the income statement. AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 5.3 Property, Plant and Equipment (cont'd) On disposal of revalued property, plant and equipment, any amount in revaluation reserve relating to that property, plant and equipment is transferred to retained profits. Property, plant and equipment are written down to recoverable amounts if, the recoverable amounts are less than their carrying values. Recoverable amount is the higher of an asset's net selling price and its value in use. Property, plant and equipment retired from active use and held for disposal are stated at the carrying amount at the date when the assets are retired from active use, less impairment losses, if any. 5.4 Depreciation Freehold land is not depreciated. Property, plant and equipment under construction are not depreciated until the assets are ready for their intended use. The straight line method is used to write off the cost of all other assets over the term of their estimated useful lives at the following principal annual rates:- Buildings Leasehold land Plant and machinery Molor vehicles Furniture and equipment ERP system Computer Renovation 2% amortised over the lease period of 60 years 10% 20% 10% 30% 40% 2% Al each balance sheet date the residual values, useful lives and depreciation method of the property, plant and equipment are reviewed, and the effect of any changes are recognised prospectively. 5.5 Goodwill Goodwill represents the excess of the cost of acquisition over the fair value of the net identifiable assets acquired and is stated al cost less accumulated amortisation and accumulated impairment losses. 5.6 Investments Investments are stated at cost, Jess allowance for diminution in value where such diminution in value is considered by the directors to be of a permanent nature. 5.7 Inventories Inventories are stated at the lower of cost and net realisable value and are determined on a first-in, first-out basis. In arriving at net realisable value, allowance is made, where necessary, for obsolete or slow moving items. Net realisable value represents the estimated selling price less all estimated costs to completion and costs to be incurred in marketing, selling and distribution. The cost of finished goods and work-in-progress includes cost of raw materials, indirect materials, direct tabour and appropriate allocation of manufacturing overheads. AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 5.8 Receivables Receivables are carried at anticipated realisable values. Bad debts are written off in the period in which they are identified. An allowance is made for doubtful debts based on a review of all outstanding amounts at the balance sheet date. 5.9 Payables Payables are recognised at cost which is the fair value of the consideration to be paid in the future for goods and services received. 5.10 Finance Lease A-finance lease is a lease that transfers substantially all the risks and rewards incidental to ownership of an asset to the lessee. A finance lease, including hire purchase, is initially recognised as an assets and liability at the fair value of the leased asset or, if lower, the present value of the minimum lease payments. The minimum lease payments are subsequently apportioned between the finance charge and the reduction of the outstanding liability so as to produce a constant periodic rate of interest on the remaining balance of the liability. The depreciation policy for depreciable leased assets is consistent with that for equivalent owned assets. 5.11 Loan and Borrowings All loans and borrowings are initially recognised at cost which is the fair value of the proceeds received. The loans and borrowings are subsequently stated at amortised cost using the effective interest method. The effective interest rate is the historical rate for a fixed rate instrument and the current market rate for a floating rate instrument. All borrowing costs are recognised as an expense in the period in which they are incurred. 5.12 Equity instruments Ordinary shares are classified as equity. Dividends on ordinary shares are recognised in equity in the period in which they are declared. The transaction costs of an equity transaction are accounted for as a deduction from equity, net of tax. Equity transaction costs comprise only those incremental external costs directly attributable to the equity transaction which would otherwise have been avoided. 5.13 Contingent liabilities A contingent liability is disclosed, unless the possibility of an outflow of resources embodying economic benefits is remote except for cases where the amount involved is material, and the directors are of the opinion that disclosure is appropriate. 5.14 Foreign currency The consolidated financial statements and separate financial statements of the Company are presented in Ringgit Malaysia, which is also the Company's functional currency, being the currency of the primary economic environment in which the entity operates. Items included in the financial statements of each individual entity within the Company are measured using the individual entity's own functional currency. AND ITS SUBSIDIARY COM NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 (b) (d) In translating the financial position and results of an entity whose functional currency is not the required presentation currency, i.e. Ringgit Malaysia, assets and liabilities are translated into the presentation currency using the closing rate whereas income and expenses are translated using the average exchange rate for the financial year. All resulting exchange differences are recognised directly in equity. (c) A foreign currency transaction is recorded in the functional currency using the exchange rate at transaction date. At the balance sheet dale, foreign currency monetary items are translated into the functional currency using the closing rate, Foreign currency non-monetary items measured at cost are translated using the exchange rate at transaction date whereas those measured at fair value ar translated using the exchange rate at valuation date. Exchange differences arising from the settlement or translation of monetary items are recognised in the income statement. Any exchange component of the gain or loss on a non-monetary item is recognised on the same basis as that of the gain or loss, i.e. directly in equity or in the income statement. The principal closing rates used in the translation of foreign currency amcunt is :- J US Dollar ) Thai Baht 5.15 Revenue recognition (a) Sale of goods Revenue from sale of goods is measured at the fair value of the consideration receivable and is recognised in the income statement when the significant risks and rewards of ownership have been transferred to the buyer. 3.022 Ringgit Malaysia 0.092 Ringgit Malaysia Interest income Interest income is recognised in the income statements on accrual basis unless recoverability is in doubt, in which case it is recognised on receipt basis. Rental income Rental income is recognised in the income statements on accrual basis unless recoverability is in doubt, in which case it is recognised on receipt basis. Other income Other than those mentioned above, all other income are recognised on accrual basis unless collectability is in doubl. AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS- 31ST DECEMBER 2013 5.16 Employee benefits (cont'd) Short Term Employee Benefits Wages, salaries and social security contributions are recognised as an expense in the year in which the associated services are rendered by employees of the Group. Short term accumulating compensated absences such as paid annual leave are recognised when employees render services that increase their entitlement to future compensated absences. Non-accumulating compensated absences, such as sick and medical leaves are recognised when the absences occur. The expected cost of accumulating compensated absences is measured as the additional amount expected to be paid as a result of the unused entitlements that have accumulated at the balance sheet date. Defined Contribution Plans Contributions to the Employees' Provident Fund is recognised as an expense in the income statement in the period to which they relate. 5.17 Income Taxes Income taxes for the year comprise current tax and deferred tax. Current tax represents the expected amount of income taxes payable in respect of the taxable profil for the year and is measured using the tax rates that have been enacted or substantively enacted by the balance sheet date. Deferred taxation is provided for under the balance sheet liability method in respect of all temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base except for those temporary differences associated with goodwill, negative goodwill or the initial recognition of an asset or liability in a transaction which is not a business combination and affects neither accounting nor taxable results at the time of the transaction. In principle, a deferred tax liability is recognised for all taxable temporary differences whereas a deferred tax asset is recognised for all deductible temporary differences, unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences, unused tax losses and unused tax credits can be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on the tax rates that been enacted or substantively enacted by the balance sheet date. 5.18 Cash and cash equivalents Cash and cash equivalents consists of cash on hand, balances and deposits with banks and highly liquid investments which have an insignificant risk of changes in value. For the purpose of the cash flow statement, cash and cash equivalents are presented net of bank overdrafts. 5.19 Financial instruments Financial instruments carried on the balance sheet include cash and bank balances, investment, inventories, receivables, payables and borrowings. The recognition methods adopted are disclosed in the respective accounting policy statements. (Incorporated in Malaysia) AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 5.19 Financial instruments (cont'd) Financial instruments are classified as liabilities or equity in accordance with the substance of the contractual arrangements. Interests, dividends, gains and losses relating to financial instruments 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 Group has a legally enforceable right to sel off the recognised amounts and intends either to settle on a nel basis, or to realise the asset and settle the liability simultaneously. The Company is also a party to financial instruments with the objective to reduce risk exposure to fluctuations in foreign currency exchange rates and interest rates. These instruments are not recognised in the financial statements on inception. 5.20 Impairment loss The carrying amounts of assets, other than inventories and financial assets, are reviewed for impairment when there is an indication that the assets might be impaired. Impairment is measured by comparing the carrying values of the assets with their recoverable amounts. The recoverable amount is the higher of an asser's net selling price and its value in use, which is measured by reference to discounted future cash flows. Recoverable amounts are estimated for individual assel, or if it is not possible, for the cash-generating unit. An impairment loss is recognised as an expense in the income statement immediately, unless it reverses a previous revaluation, in which case it is treated as a revaluation decrease, Any 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 been determined (net of amortisation or 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 to revaluation surplus. To the extent that an impairment loss on the same revalued assel was previously recognised as an expense in the income statement, a reversal of that impairment loss is recognised as income in the income statement. 6. PROPERTY, PLANT AND EQUIPMENT (As per schedule) 7. INVESTMENT IN A SUBSIDIARY Unquoted shares, al cost 2013 RM 10,265,200 Company 2012 RM 265,200 AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 7. INVESTMENT IN A SUBSIDIARY (CONT'D) Details of subsidiary company are as follows:- Name Jefi Markerting Sdn. Bhd. Jefi Aquatech Resources Sdn. Bhd. 8. INVENTORIES, AT COST Raw materials Finished goods Country of incorporation Malaysia 9. TRADE AND OTHER RECEIVABLES Trade receivables - Ringgit Malaysia - US Dollar . Less: Allowance for doubtful debts Other receivables - Ringgit Malaysia -US Dollar - Thai baht Deposits and prepayments Malaysia Effective interest (%) 2013 51% 100% 2013 RM 5,206,661 2,977,143 8,183,804 2013 RM Group 21,146,933 1,980,408 (138,412) 22,988,929 870,573 870,573 402,449 24,261,951 Group 2012 51% 0% 2012 RM 10,483,617 9,807,154 (138,412) Principal activity Temporary ceased its business operation 2012 2013 RM RM 4,755,683 5,206,661 2,179,842 6,935,525 processing of marine, as well as renting of cold room 33,634,366 448,156 3,929 34,086,451 Company 2,977,143 2,179,842. 8,183,804 6,935,525 Company 2013 RM 2012 RM 4,755,683 21,146,933 10,483,617 1,980,408 9,807,154 (138,412) (138,412) 20,152,359 22,988,929 20,152,359 3,267,127 870,573 4,137,700 402,449 382,511 54,621,321 29529,078 2012 RM 33,583,885 448,156 3,929 34,035,970 382,511 54,570.840 The Company's normal trade credit terms ranges from 30 to 90 days. Other credit terms are assessed and approved on a case by case basis. Included in the other receivables of the Group and of the Company is an amount of RM2,242,341 (2012: RM31,141,313) and RM2,242,341 (2012: RM31,141,313) respectively owing by companies in which certain directors are also directors of the Company. 14. BANK BORROWINGS, SECURED NOTES TO THE FINANCIAL STATEMENTS 31ST DECEMBER 2013 Bank overdrafis Bankers' acceptance Bankers' document Trust receipt Term loan Authorised share capital Issued and fully paid 16. RESERVES (Note 18) Capital reserve Retained profits 17. HIRE PURCHASE CREDITORS 2013 RM Minimum hire purchase payments :- - not later than one year - later than one year and not later than five years Future finance charges Present value of hire purchase liabilities 1,175,063 29,269,000 27,654,000 78,910 1,122,036 1,570,274 2,088,747 1,630,407 33,654,846 .f The bank borrowings are secured by a charge over certain freehold land and buildings of the Company and guaranteed by all the directors of the Company. Group The bank borrowings are secured by pledge of fixed deposit of the Company and directors and guaranteed by all the directors of the Company. The bank borrowings are additionally guarantee by Syarikat Jaminan Pembiayaan Perniagaan Bhd. Interest is charged al 5.25% to 8.45% (2012: 5.25% to 8.45%) per annum. 15. SHARE CAPITAL 5,000,000 5,000,000 Number of ordinary shares of RMI each 2013 2012 2013 RM 2012 RM 1,222,835 5,077,575 7,991,936 13,069,511 2013 RM Group Group 2,661,721 1,122,036 2,088,747 32,156,426 33,654,846 5,000,000 5,000,000 Company 2013 RM 1,175,063 29,269,000 2012 RM 5,077,575 5,139,374 2012 RM 2013 RM 5,000,000 5,000,000 78,910 1,570,274 1,630,407 32,156,426 Amount 2012 RM 1,222,835 27,654,000 2013 RM Company Company 2013 RM 5,077,575 6,299,545 10,216,949 11,377,120 10,298,263 1 2012 RM 5,000,000 5,000,000 2012 RM 5,077,575 5,220,688 2012 RM 967,452 1,034,306 1,903,262 2,641,736 2,937,568 3,609,188 1,034,306 967,452 1,903,262 2,641,736 2,937,568 3,609,188 (275,847) (440,426) (275,847) (440,426) 3,168,762 2,661,721 3,168,762 DIRECTORS' INTERESTS Particulars of the interests in shares in the Company of the directors in office at the end of the financial year, as shown in the Register of Directors' Shareholdings, are as follows:- Name of Director (Incorporated in Malaysia) Tan Beng Chye Tan Beng Jeen Balance at 01.01.2013 1,500,000 1,500,000 Ordinary Shares of RM1.00 each Bought Sold Balance at 31.12.2013 ISSUE OF SHARES There were no changes in the issued and paid-up capital of the Companiy during the year. OPTIONS GRANTED OVER UNISSUED SHARES AND DEBENTURES 1,500,000 1,500,000 DIRECTORS' BENEFITS Since the end of the previous financial year, no Director of the Company has received or become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors as shown in the Company's 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. Neither during nor at the end of the financial year was the Company a party to any arrangements whose objects is to enable the Directors to acquire benefits by means of the acquisition of shares in or debentures of the Company or any other body corporale. No options were granted to any person to take up unissued shares or debentures of the Company during the year. (Incorporated in Malaysia) AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS-31ST DECEMBER 2013 17. HIRE PURCHASE CREDITORS (Conf'd) - not later than one year Non-current: - - later than one year and not later than five years Analysis of repayments:- Within I year More than 1 year Portion payable within 1 year and included under bank borrowings (Nole 13) 19. DEFERRED TAXATION Balance at beginning of year Amount recognised in income statement Balance at end of year 1,780,135 2,402,070 1,780,135 2,402,070 2,661,721 3,168,762 2,661.721 3,168,762 The effective interest rate of hire purchase is between 3.5% to 14.7% (2011: 3.5% to 7.35%) per annum. 18. TERM LOAN (Note 23) 2013 RM 881,586 Presented after appropriate offsetting as follows: Deferred tax assets Deferred tax liabilities 2013 RM Group The details of interest and securities are disclosed in Note 14 to the financial statements. Group 2013 RM 530,446 2012 RM 766,692 118,792 649,238 649,238 649,238 Group 2012 RM 2,088,747 1,630,407 2,088,747 1,630,407 34,196,318 30,693,267 34,196,318 30,693,267 36,285,065 32,323,674 36,285,065 32,323,674 2013 RM 881,586 (2,088,747) (2,088,747) (1,630,407) (1,630,407) 34,196,318 30,693,267 34,196,318 30,693,267 2012 RM 551,164 (20,718) 530,446 2013 RM (83,499) 613,945 530,446 Company Company Company 2013 RM 530,446 2012 RM 766,692 118,792 649,238 649,238 649,238 2012 RM 2012 RM 551,164 (20,718) 530,446 (83,499) 613,945 530,446 The components and movenents of deferred tax assets and liabilities during the year prior to offsetting are as follows:- 19. DEFERRED TAXATION (Cont'd) Deferred tax liabilities:- Property, plant and equipment - capital allowances in excess of depreciation- Unrealised gain on foreign exchange Deferred tax assets Unused reinvestment allowances . 20. REVENUE Sale of goods 21. OPERATING PROFIT Operating profit has been arrived at: After charging: Auditors' remuneration - current year - overprovision in prior year Depreciation Directors' remuneration. - Salaries - Contribution to defined contribution plan - Social security contribution plan Loss on foreign exchange - realised Rental of equipment Staff costs - Bonus - Overtime - Salaries and wages - Contribution to defined contribution plan - Social security contribution plan 2013 RM 2013 RM 60,020,635 2013 RM 103,200 19,608 620 2,422 85,595 292,446 2,431,767 263,518 30,474 Group Group Group 2012 RM 613,137 808 613,945 (83,499) 2012 RM 56,897,623 2012 RM 14,000 (300) 931,035 206,400 39,216. 1,240 17,943 5,112 158,692 226,587 2,320,444 251,024 29,047 2013 RM Company Company Company 2013 RM 12,500 2013 2012 RM RM 60,020,635 56,897,623 1,225,336 103,200 19,608 620 2,422 85,595 292,446. 2012 RM 4 613,137 A 808 613,945 (83,499) 2012 RM 12,500 (300) 881,035 206,400 39,216 1,240 17,943 5,112 2,431,767 2,320,444 263,518 251,024 30,474 29,047 158,692 226,587 AND ITS SUBSIDIARY COMPANY NOTES TO THE FINANCIAL STATEMENTS 31ST DECEMBER 2013 21. OPERATING PROFIT (Cont'd) And crediting: Interest income Gain on foreign exchange - realised Rental income Gain on foreign exchange- unrealised Gain on disposal of property, plant and equipment 22. FINANCE COSTS Interest expense: - Bank overdrafts interest . Bankers' acceptances interest - Bankers' document interest Hire purchase interest - Letter of credit interest - Other bank charges -Term loans interest - Trust receipts interest 23. TAX EXPENSE Current taxation - Based on results for the year - Under/(Over)provision in prior year Deferred taxation - Current year - Overprovision in prior year 180,000 45,998 2013 RM 2013 RM 104,971 1,408,567 8,319 91,560 2,096 35,170, 2013 RM Group The number of employees of the Group and of the Company (including directors) at the end of year was 128 (2012: 138). 118,792 Group 219,486 54,933 274,419 118,792 393,211 Group 2012 RM 76,570 810 180,000 622,266 50,261 2,193,619 1,233,794 124,647 133,310 3,968,949 3,025,252 2012 RM 116,304 1,335,750 19,832 141,147 5,395 39,720 2012 RM 19,745 (58,332) (38,587) 42,017 (62,735) (20,718) (59,305) 99,684 199,631 180,000 516,905 45,998 2013 RM Company 2013 RM 104,971 1,408,567 2013 RM Company Company 219,486 54,933 274,419 118,792 118,792 393,211 2012 RM 76,005 180,000 621,206 50,261 8,319 91,560 2,096 35,170 2,193,619 124,647 3,968,949 3,025,252 2012 RM 116,304 1,335,750 19,832 14),147 5,395 39,720 2012 RM 1,233,794 133,310 19,745 (58,332) (38,587) 42,017 (62,735) (20,718) (59,305) AND ITS SUBSIDIARY COMPA NOTES TO THE FINANCIAL STATEMENTS 31ST DECEMBER 2013 23. TAX EXPENSE (Cont'd) The reconciliation of income tax expense is as follows:- Profit before taxation Malaysia income tax at 25% Non-deductible expenses Non taxable income Tax incentive Under/(Over)provision of income tax in prior year Overprovision of deferred tax in prior year Deferred tax assets not recognised Others Property, plant and equipment - Capital allowance in excess of depreciation Unused business losses Unused capital allowances 2013 RM 3,245,773 811,443 Group 24. CONTINGENT LIABILITIES 54,933 (58,929) 807,447 Deferred lax assets have not been recognised in respect of the following items: Group 2013 RM Corporate guarantee to financial institutions in respect of banking facilities granted to subsidiaries 2012 RM 926,775 (62,735) 4,541 231,694 368,017 268,318 611,569 (156,197) (582,379) (285,193) (58,332) (1,401) (59,305) 2012 RM (35,046) (137) (35,183) Company 2013 RM 1,472,068 2013 RM 4,300,000 54,933 (58,929) 393.211 Company 2013 RM 2012 RM 982,904 245,726 258,827 (156,197) (285,193) (58,332) Effective January 1, 2008, the Company is given the option to make an irrevocable election to move to a single tier system or continue to use its tax credit under Section 108 of the Income Tax Act, 1967. for the purpose of dividend distribution until the tax credit is fully utilised or latest by December 31, 2013. (62,735) (1,401) (59,305) The Company has not made this election. The Company has sufficient Section 108 tax credit to frank/distribute its entire retained profits if paid out as dividends. 2012 RM 2012 RM 6. PROPERTY.PLANT AND EQUIPMENT - GROUP At Valuation- CREI Balance at 01.01.2013 Additions Disposals Balance at 31.12.2013 Accumulated depreciation Balance at 01.01.2013 Charge for the year Disposals Balance at 31.12.2013 Net carrying amoun 2013 2012 Fredhold land RM 2,300,000 2,300,000 2,300,000 2,300,000 Building RM 6.200.000 6,200,000 $57,868 857,868 Leasehold land RM 5.342,132 12.797.379 (Incorporated in Malaysia) Plant and machinery RM 6.651.098 12,797,379 6,651,098 544,265 544.265 5.366.158 5,366,158 5,342,132 12,253,114 1,234,940 12,253,114 1,284,910 Motor vehicle RM 736,885 736,335 736,876 736,876 25 9 At Cort Furniture and equipment RM 272.919 272,919 228.841 223,841 44,078 44,078 ERP system RM 114.731 114,731 243,370 114,730 Computer Renovation RM RUM 248.370 114,730 232.075 1 Capital work in progress RM 277.583 3.507,013 232,075 29.530 277,883 3,507.013 33,106,278 29,530 248,353 Total RM 3,507,013 33.106.278 8,110.343 8,110,343 16,295 16,295 248.353 3,507,013 24.995.935 24.995,935 6. PROPERTY, PLANT AND EQUIPMENT - COMPANY At Valuation. Cost Balance at 01.01.2012 Additions Disposals Write off Transfer Reclassification Balance at 31.12.2013 Accumulated depreciation Balance al 01.01.2012 Charge for the year Disposals Write off Balance at 31.12.2013 Net carrying amount 2013 2012 Freehold land RUM Building RM 2,300,000 2,300,000 6,200,000 12,797,379 6,200,000 Leasehold land RM 657,868 122,321 (Incorporated in Malaysia) 13,052,219 Plant and machinery RM 9,641,611 254,840 243,728 (3,300) 9,662,039 544,265 4,899.491 217,761 785,520 (3,299) 980,189 1/1990 193 2,300,000 5,219,811 12,290,193 4,200,327 2,300,000 5,342,132 12,753,114 4,742,120 762,026 5,681,712 Molor vehicle RM 736,885 351,308 (338,000) 6,499 756,692 736,876 65,598 (337,999) 464,475 292,217 9 Furniture and equipment RM 271,415 7,848 (4,548) 274,715 227,338 10,927 (312) 237,953 36,762 44,077 At Cost ERP system RM 114,731 114,731 114,730 114,730 1 Computer RM 248,370 15,895 232,075 17,651 249,726 Renovation RM J 264,268 277,863 14,542 277,863 16,295 29,530 5,558 35,088 242,795 Capital work in progress RM 248,353 16,500 (6,499) (10,001) Total RM 32,604,774 873,622 (341,300) (4,548) (10,001) 33,122,547 7,642,173 1,225,336 (341,298) (312) 8,525,899 24,396,648 16,500 24,962.601 6. PROPERTY, PLANT AND EQUIPMENT Revaluation Had the land and buildings been carried on historical cost less accumulated depreciation, the carrying amount of the revalued assets that would have been included in the financial statements at the end of the year would be as follows:- Freehold land Buildings Freehold land, at cost Buildings, at cost Group 2013 RM 775,118 1,758,516 2,533,634 2013 RM Security The net carrying amount of properties charges to licensed banks as security for banking facilities granted to the Group and the Company are as follows:- Group 2012 2013 2012 RM RM RM 775,118 775,118 775,118 1,805,592 1,758,516 1,805,592 2,580,710 2,533,634 2,580,710 Company 2012 RM 2,300,000 2,300,000 5,219,811 5,342,132 7,519,811 Company 2012 RM 2,300,000 5,342,132 7,642,132 7,519,811 7,642,132 2013 RM 2,300,000 5,219,811 REVENUE MANAGEMENT INCOME STATEMENT FOR THE YEAR ENDED 31ST DECEMBER 2013 LESS: COST OF GOODS SOLD Opening inventories of finished goods Cost of goods manufactured Closing inventories of finished goods 1 GROSS PROFIT ADD OTHER OPERATING INCOME Compensation received Interest income Gain on foreign exchange - realised Gain on foreign exchange - unrealised Gain on disposal of property, plant and equipment Rental income Other income ?? - probe. further' LESS EXPENSES Selling and distribution costs Administrative and general expenses Finance costs PROFIT BEFORE TAX Manufacturing Activity RM 59,802,736 3,069 99,684 173,792 517,050 Trading Activity RM 45,998 180,000 1,486,930 2,506,523 9,378,967 217,899 2,179,842 2,179,842 53,405,503 197,711 53,603,214 (2,655,053) (322,090) (2,977,143) 52,930,292 (124,379) 52,805,913 6,872,444 342,278 7,214,722 25,839 2013 RM (145) 60,020,635 3,069 99,684 199,631 516,905 45,998. 180,000 1,486,930 25,694 2,532,217 367,972 9,746,939 1,766,597 204,759 1,971,356 1,765,646 568,920 2,334,566 3,891,488 7,423,731.00 1,955,236 77,461 3,968,949 851,140 8,274,871 (483,168) 1,472,068 2012 RM 56,897,623 2,110,825 49,613,074 (2,179,842) 49,544,057 7,353,566 21,707 76,005 621,206 50,261 180,000 758,520 1,707,699 9,061,265 2,318,564 2,734,545 3,025,252 8,078,361 982,904 RAW MATERIALS CONSUMED Opening inventories (Incorporated in Malaysia) COST OF GOODS MANUFACTURED STATEMENT FOR THE YEAR ENDED 31ST DECEMBER 2013 .Other direct materials consumed Packing materials Purchases Closing inventories DIRECT LABOUR EPF contribution Overtime allowances Salaries and wages Socso contribution Transport allowances. production workers PRODUCTION OVERHEADS Manufacturing Trading Activity Activity RM RM 4,755,683 60,493 1,399,878 48,547,327 (5,206,661) 49,556,720 112,025 291,466 1,455,499 15,004 29,455 1,903,449 1,945,334 MARI 53,405,503 2013 RM 4,755,683 60,493 112,025 291,466 1,455,499 15,004 29,455 2012 RM 1,399,878 1,463,433 197,711 48,745,038 44,170,349 (5,206,661) (4,755,683) 197,711 49,754,431 46,404,691 1,903,449 1,945,334 5,457,678 68,914 105,014 224,266 1,215,483 14,012 46,009 1,604,784 1,603,599 197,711 53,603,214 49,613,074 Other production overheads: Carriage inward Coding expenses Contract labour charges Inward documentation handling charges Depreciation Duties and taxes Factory repair and maintenance Factory sanitary and sundry expenses Factory spares and consumables Factory tools and equipment Food expenses Fuel and oil General testing fees Import marine insurance SCHEDULE OF PRODUCTION OVERHEADS FOR THE YEAR ENDED 31ST DECEMBER 2013 Import ocean freight Loading and unloading charges Medical expenses Packing expenses Printing and stationery QA repair and maintenance QA research and development QA spare and consumables QA testing fees QA tools and equipment Upkeep of machinery and equipment Warehouse rental Water and electricity Manufacturing Trading Activity Activity RM RM 59,941 18,193 1,814 100,607 785,520 72 18,788 12,200 4,496 741 10,810 960 1,832 219,618 1,550 9,120 230,614 1,148 5,372 1,473 2,879 26,571. 5,241 151,460 8,604 265,710 1,945,334 2013 RM 59,941 18,193 1,814 100,607 785,520 72 18,788 12,200 4,496 741 10,810 960 1,832 219,618 1,550 9,120 230,614 1,148 5,372 1,473 2,879 26,571 5,241 151,460 8,604 265,710 2012 RM 43,878 15,190 41,677 74,387 505,051 2,239 49,414 19,686 4,200 938 40 16,060 960 87 87,761 1,040 7,743 274,357 6,140 1,416 5,368 30,304 8,071 93,094 34,386 280,112 1,945,334 1,603,599 OTHER STATUTORY INFORMATION Before the financial statements of the Group and of the Company were made out, the Directors took reasonable steps to ascertain that: i) all known bad debts have been written off and adequate allowance made for doubtful debts, and ii) all current assets have been stated at the lower of cost and net realisable value. Al the date of this report, the Directors of the Group and of the Company are not aware of any circumstances: i) that would render the amount written off for bad debts, or the amount of the allowance for doubtful debts, in the financial statements of the Group and of the Company inadequate to any substantial extent, or ii) that would render the value attributed to the current assets in the financial statements of the Group and of the Company misleading, or iii) which have arisen which would render adherence to the existing method of valuation of assets or liabilities of the Group and of the Company misleading or inappropriate, or iv) not otherwise dealt with in this report or in the financial statements, that would render any amount stated in the financial statements of the Group and of the Company misleading. At the date of this report, there does not exist: i) any charge on the assels of the Group and of the Company that has arisen since the end of the financial year and which secures the liabilities of any other person, or ii) any contingent liability in respect of the Group and of the Company that has arisen since the end of the financial year. No contingent liability or other liability of any company in the Group 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 substantially affect the ability of the company to meet its obligations as and when they fall due. Company No.: 13717-P JEENHUAT FOODSTUFFS INDUSTRIES SDN. BERHAD. (Incorporated in Malaysia) SCHEDULE OF EXPENSES FOR THE YEAR ENDED 31ST DECEMBER 2013 EPF contribution Loading and unloading Marine insurance SELLING AND DISTRIBUTION COSTS Advertisement Certification of product fees Commission Documentation handling charges Entertainment Manufacturing Trading Activity RM Ocean freight Postage and stamp Sales promotion expenses Sales tax Salaries and wages Socso contribution Transport allowances Testing fees Transport expenses Travelling expenses 6,194 15,755 29,178 36,986 3,458 43,318 17,949 28,652 393,519 16,384 623,114 65 326,836 4,801 10,602 7,735 88,426 113,625 1,766,597 Activity RM 1,908 4,816 10,725 374 10,078 43,296 3,661 31,046 74,910 1,299 2,557 20,089 2013 RM 8,102 15,755 33,994 47,711 3,832 53,396 17,949 28,652 436,815 20,045 654,160 65 401,746 6,100 -13,159 7,735 88,426 133,714 2012 RM 644 13,056 46,148 120,614 6,465 41,159 22,101 33,207 604,843 20,944 657,897 342,049 5,092 12,372 10,183 104,513 277,277 204,759 1,971,356 2,318,564 Balance brought forward Security services Services tax paid Subscription fees Salaries and wages Socso contribution Training expenses Transport allowances SCHEDULE OF EXPENSES FOR THE YEAR ENDED 31ST DECEMBER 2013 Telecommunication expenses Telefax expenses Telephone expenses Upkeep of motor vehicle Uniforms Water and electricity FINANCE COSTS Bank overdrafts interest Bankers' acceptances interest Bankers' document interest Hire purchase interest Letter of credit interest Other bank charges Term loans interest Trust receipts interest Manufacturing Activity RM 1,028,829 53,047 14,086 1,395 430,892 7,121 17,782 37,627 14,520 1,154 44,096 - 40,854 8,461 65,782 1,765,646 104,971 1,408,567 3,055 91,560 2,096 33,438 2,193,619 54,182 3,891,488 Trading Activity RM 328,538 17,683 1,938 465 143,630 2,249 5,105 12,062 4,79) 365 14,336 13,309 2,870 21,579 5,264 1,732 2013 RM 568,920 2,334,566 70,465 1,357,367 70,730 16,024 1,860 574,522 9,370 22,887 49,689 19,311 1,519 58,432 54,163 11,331 87,361 104,971 1,408,567 8,319 91,560 2,096 35,170 2,193,619 124,647 77,461 3,968,949 2012 RM 1,635,710 46,555 15,580 4,150 762,912 9,943 24,110 56,330 11,728 1,686 65,761 35,932 8,160 55,988 2,734,545 116,304 1,335,750 19,832 141,147 5,395 39,720 1,233,794 133,310 3,025,252 In the opinion of the directors: (i) the results of the operations of the Company for the financial year ended 31st December 2013 have not been substantially affected by any item, transaction or event of a material and unusual nature nor has any such item, transaction or event occurred in the interval between the end of that financial year and the date of this report; and (ii) the financial statements of the Company set out on pages 5 10 are drawn up in accordance with applicable approved accounting standards in Malaysia so as to give a true and fair view of the state of affairs of the Company at 31st December 2013 and of its results and cash flows for the year ended on that dale. AUDITORS The Auditors, Messrs. YCS & Co. have indicated their willingness to accept re-appointment. Signed in accordance with a resolution of the directors: PROPERTY, PLANT AND/ EQUIPMENT INVESTMENT IN SUBSIDIARIES GOODWILL ON CONSOLIDATION CURRENT ASSETS Inventories, al cost Trade and other receivables NET CURRENT ASSETS Financed by: SHARE CAPITAL RESERVES SHAREHOLDERS' FUNDS LESS: CURRENT LIABILITIES Trade and other payables Bank borrowings MINORITY INTERESTS HIRE PURCHASE CREDITORS BALANCE SHEET AS AT 31ST DECEMBER 2013 Amount due by directors Amount due by subsidiaries Tax recoverable Fixed deposits with licensed banks (12) Cash and bank balances TERM LOAN DEFERRED TAXATION NOTES (6) AND ITS SUBSIDIARY COMPANY (8) (9) (10) (11) (7) (13) (14) (16) (15) (17) (18) (19) 2013 2012 RM RM 24,995,935 24,995,935 197,560 Group 197,560 Company 2013 RM 5,000,000- 5,000,000 13,069,511 10,216,949 18,069,511 15,216,949 (13,139) The annexed notes form an integral part of these financial statements. 24,596,648 2012 RM 8,183,804 6,935,525 8,183,804 $1. 6,935,525 24,261,951 54,621,321 27,529,078 54,570,840 772,319 427,661 24,166,326 363,910 90,713 3,325,958 2,889,954 3,303,533 2,697,219 1,356,102 2,690,836 32,445,755 68,716,252 64,643,638 68,762,932 24,962,601 10,265,200 265,200 8,960,990 12,923,728 12,847,829 12,910,261 33,654,846 32,156,426 33,654,846 32,156,426 42,615,836 45,080,154 46,502,675 45,066,687 5,000,000 11,377,120 16,377,120 (10,170,081) 23,636,098 18,140,963 23,696,245 15,023,414 48,829,593 53,002,811 48,924,046 772,319 199,425 290,454 $,000,000 16,298,263 15 299,263 1,780,135 2,402,070 1,780,135 2,402,070 34,196,318 30,693,267 34,196,318 30,693,267 649,238 530,446 649,238 530,446 54,695,202 48,829,593 53,002,811 48,924.046 (39,671,788) Revenue Cost of sales Gross profit Other operating income Selling and distribution costs Administrative and general expenses Operating profit Finance costs Profit before lax 1. Tax expense Nel profit after tax Minority interest Net profil for the year (Incorporated in Malaysia) AND ITS SUBSIDIARY COMPANY INCOME STATEMENT FOR THE YEAR ENDED 31ST DECEMBER 2013 NOTES (20) (21) (22) (23) 2013 RM 7,214,722 (393,211) 2,852,562 Group 60,020,635 56,897,623 60,020,635 56,897,623. (52,805,913) (49,544,057) (52,805,913) (49,544,057) 7,214,722 7,353,566 7,214,722 7,353,566 (3,968,949) (3,025,252) 3,245,773 926,775 2,852,562 2012 RM The annexed notes form an integral part of these financial statements. Company 2013 RM 1,709,074 2,532,212 1,707,699 (2,318,564) (1,971,356) (2,318,564) (2,334,566) (2,734,545) (2,792,049) 3,952,027 5,441,019 4,008,156 27,503 1,013,583 2012 RM 59,305 (393,211) 986,080 1,078,857 (3,968,949) (3,025,252) 1,472,068 982,904 59,305 1,042,209 1,078,857 1,042,209 At 1st January 2012 (incorporated in manyany Net profit after tax for the year At 31 st December 2012 Net profil after tax for the year At 31st December 2013 AND ITS SUBSIDIARY COMPANY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST DECEMBER 2013 Share capital RM 5,000,000 5,000,000 Capital reserve RM 5,000,000 5,077,575 The annexed notes form an integral part of these financial statements. 5,077,575 Retained profits RM 4,125,791 Tota! RM 14,203,366 1,013,583 1,013,583 5,139,374 15,216,949 2,852,562 2,852,562 5,077,575 7,991,936 18,069,511 (Incorporated in Malaysia) STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31ST DECEMBER 2013 At 1st January 2012 Nel profil after tax for the year At 31st December 2012 Net profit after tax for the year At 31st December 2013 Share Capital capital RM reserve RM 5,000,000 5,077,575 5,000,000 5,000,000 The annexed notes form an integral part of these financial statements. 5,077,575 5,077,575 Retained profits RM Total RM 4,178,479 14,256,054 1,042,209 1,042,209 5,220,688 15,298,263 1,078,857 1,078,857 6,299,545 16,377,120 AND ITS SUBSL CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST DECEMBER 2012 Cash flows from operating activities Net profit before taxation Adjustments for:- Depreciation Gain on disposal of property, plant and equipment Property, plant and equipment written off Interest expense Interest income Gain on foreign exchange - unrealised Operating profit before working capital changes Decrease in inventories Increase in receivables Decrease/(Increase) in amount due by directors (Increase)/Decrease in amount due by subsidiaries Increase in payables Cash (used in) /generated from operating activities Interest paid Interest received Taxation refunded Taxation paid Net cash (used in)/generated from operating activities Cash flows from investing activities Proceeds from disposal of property, plant and equipment Purchase of investments Purchase of property, plant and equipment Net cash used in investing activities Cash flows from financing activities Term loan drawdown Short term bank borrowings, net Hire purchase drawdown Placement of fixed deposits Repayment of hire purchase obligations Repayment of term Joan 2013 RM 3,245,773 (45,998) Group 3,968,949 7,168,724 (1,248,279) 772,319 2012 RM 5,000,000 1,087,852 926,775 413,579 (822,041) 931,035 (50,261) (76,570) (622,266) 4,133,965 632,978 (26,184,163) 3,025,252 3,968,949 (99,684) (516,905) 145,861 713,872 2,723,815 (23,696,515) 2013 RM Company 1,472,068 1,225,336 (45,998) 4,236 50,274 344,658 (23,966,901) (214,844) 2012 RM 982,904 5,000,000 1,087,852 881,035 24,213,920 1,188,951 3,102,815 (575,557) 413,579 (412,449) (822,041) (736,367) (1,038,609) (50,261) 6,008,002 (1,248,279) 27,108,448 (26,880,950) 6,692,764 (20,557,487) 8,031,084 (21,116,419) (3,968,949) (3,025,252) (3,968,949) (3,025,252) 76,570 99,684 76,005 75,322 (190,346) (150,000) (183,266) 3,025,252 (76,005) (621,206) 4,141,719 632,978 145,861 46,000 46,000 10,000,000) (548,621) (2,927,219) (548,621) (2,927,219) (502,621) (2,876,945) (10,502,621) (2,876,945) (168,050) 1,012,023 4,087,141 (24,248,932) 50,274 24,213,920 1,188,951 3,102,815 (575,557) (412,449) (736,167) 1 1 (Incorporated in Malaysia). SCHEDULE OF EXPENSES FOR THE YEAR ENDED 31ST DECEMBER 2013 ADMINISTRATIVE AND GENERAL EXPENSES Advertising fee Audit fee - current year - overprovision in prior year Bank charges Bonus Compound and fine Donation Depreciation Directors' remuneration - salaries . EPF contribution - Socso contribution EPF contribution Food expenses General spares and consumables Hostel expenses Insurance License and certification fees Loss on foreign exchange - realised Medical and sanitary expenses Milleage, foll and parking expenses Newspaper, periodical and magazines Overtime Petrol and oil Postages and stamps Printing and stationery Professional fee and disbursements Manufacturing Activity RM Property, plant and equipment written off Recruitment expenses Rates and taxes Rental of equipment Repair and maintenance Staff welfare expenses 9,500 810 41,834 65,487 52,382 302 325,464 77,400 14,706 465 74,554 17,298 17,691 69,946 5,771 16,626 4,226 6 735 17,273 497 18,318 90,284 4,236 35,233 46,950 1,817 11,922 7,092 1,028,829 Trading Activity RM 3,000 270 20,108 389 301 114,352 25,800 4,902 155 23,543 4,576 6,115 19,728 1,337 5,242 1,425 2 245 5,862 108 5,225 57,722 9,863 11,737 605 3,761 2,164 2013 RM 1,080 12,500 41,834 85,595 52,771 603 439,816 103,200 19,608 620 98,097 21,874 5 23,806 89,674 7,108 21,868 5,651 8 980 23,135 605 23,543 148,006 4,236 45,096 58,687 2,422 15,683 9,256 328,538 1,357,367 2012 RM 1,000 12,500 (300) 38,555 158,692 50,993 626 375,984 206,400 39,216 1,240 104,851 43,990 33 38,992 91,442 3,147 17,943 26,447 11,048 2,321 38,374 1,220 23,338 173,849 93,228 31,669 5,112 26,221 17,579 1,635,710