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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Hidong Estate Plc | LSE:HID | London | Ordinary Share | GB0004251863 | ORD 10P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 50.00 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Fabricated Rubber Pds, Nec | 0 | 4k | 0.0023 | 217.39 | 856.67k |
From Apr 2019 to Apr 2024
TIDMHID
RNS Number : 6978F
Hidong Estate PLC
29 July 2016
HIDONG ESTATE PLC
(990786-V)
Annual Report 2016
Contents
Hot Features
Premium
Page
Notice of meeting .. .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. .. 1 - 2
Corporate information .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 3 - 4
Chairman's statement .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 5
Strategic report .. .. .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. .. 6 - 7
Report of the directors .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. .. 8- 14
Directors' remuneration report .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 15- 16
Statement of directors' responsibilities in respect of
the annual report and the financial statements .. .. ..
.. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. 17 -
.. .. .. .. 18
Independent auditor's report to the members of Hidong
Estate Plc .. .. .. .. 19- 21
Profit and loss account .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. .. 22
Balance sheet .. .. .. .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 23
Statement of Other Comprehensive Income.. .. .. .. ..
.. .. .. .. .. .. .. .. 24
Statement of Changes in Equity .. .. .. .. .. .. .. ..
.. .. . .. .. .. .. .. .. .. .. .. 24
Cash flow statement .. .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 25
Notes to the financial statements .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 26-33
Comparative statistics .. .. .. .. .. .. .. .. .. .. ..
.. .. .. .. .. .. .. .. .. .. 34
Notice of meeting
NOTICE IS HEREBY GIVEN that the NINETY-THIRD ANNUAL GENERAL MEETING of the Company will be held at the head office of the Company, Third Floor, Standard Chartered Bank Chambers, Beach Street, 10300 Penang, Malaysia on Monday, 26 September 2016 at 10:30 a.m. for the following purposes:-
1. To receive and consider the audited financial statements and the reports of the directors and auditors thereon for the year ended 31 March 2016.
2. To re-elect Mr. Chew Sing Guan who retires in accordance with article 108 of the Company's Articles of Association, and being eligible, offers himself for re-election.
3. To consider and if thought fit to pass with or without modification the following resolution.
Ordinary Resolution:-
"THAT MHA MacIntyre Hudson be and are hereby appointed auditors of the Company in place of the retiring auditors, KPMG LLP, to hold office from the conclusion of this meeting until the conclusion of the next general meeting at which financial statements are laid before the Company, and that their remuneration be fixed by the directors."
4. To approve the Directors' Remuneration Report
Ordinary Resolution:-
"THAT the Directors' Remuneration Report for the year ended 31 March 2016 be and is hereby approved."
5. To approve the Directors' Remuneration Policy
Ordinary Resolution:-
"THAT the Directors' Remuneration Policy be and is hereby approved"
6. To approve the following resolutions as Ordinary Resolutions :-
(a) "THAT authority be and is hereby given to Mr Diong Chin Teck who has served as an independent non-executive director of the Company for a cumulative term of more than nine (9) years to continue to act as an independent non-executive director of the Company."
(b) "THAT authority be and is hereby given to Tuan Haji Zambri bin Haji Mahmud who has served as an independent non-executive director of the Company for a cumulative term of more than nine (9) years to continue to act as an independent non-executive director of the Company."
(c) "THAT authority be and is hereby given to Mr Chew Beow Soon who has served as an independent non-executive director of the Company for a cumulative term of more than nine (9) years to continue to act as an independent non-executive director of the Company."
7. To transact any other business of which due notices shall have been given.
By order of the Board
Lim Kim Teck
Secretary
29 July 2016
Notes
1. A member entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend and vote instead of him. A proxy need not be a member of the Company. A form of proxy is enclosed for your completion and return.
2. A statement of all transactions of each director and, where applicable, of his family in the share capital of the Company will be available at the head office of the Company on any weekday during normal business hours from the date of this notice until the conclusion of the annual general meeting. There are no service contracts in existence with the directors.
3. Biographical details of the directors presenting themselves for re-election and re-appointment are set out on the following page. The Board has reviewed the performance of each individual director, including the directors presenting themselves for re-election and re-appointment, and concluded that each director has performed effectively and continues to demonstrate commitment to the role.
Corporate information
DIRECTORS
Chew Sing Guan (Chairman)
An executive director and chairman of the Company since 1983. A non-executive director of the managing agents and Malaysian registrars, Plantation Agencies Sdn. Berhad. Age 66.
Haji Zambri bin Haji Mahmud
A non-executive director of the Company since 1986. A director of several private limited companies involved in palm oil milling. Age 77.
Diong Chin Teck
A non-executive director of the Company since 2000. A director of several public limited companies, a few of which are quoted. Age 83.
Chew Beow Soon
A non-executive director of the Company since 2000. A director of several private limited companies. Age 67.
AUDIT COMMITTEE
Haji Zambri bin Haji Mahmud (Chairperson)
Chew Beow Soon (Member)
Diong Chin Teck (Member)
COMPANY SECRETARY
Lim Kim Teck
HEAD OFFICE, MANAGING AGENTS
AND MALAYSIAN REGISTRARS
Plantation Agencies Sdn. Berhad
Third Floor, Standard Chartered Bank Chambers,
Beach Street, 10300 Penang, Malaysia.
P.O.Box 706,
10790 Penang, Malaysia.
REGISTERED OFFICE
Neville Registrars Limited
Neville House
18 Laurel Lane
Halesowen
West Midlands
B63 3DA
U.K. REGISTRARS
Neville Registrars Limited
Neville House
18 Laurel Lane
Halesowen
West Midlands
B63 3DA
AUDITORS
KPMG LLP
15 Canada Square
London, E14 5GL
LISTING
London Stock Exchange
Chairman's statement
On behalf of the Board of Directors, I am pleased to present the Annual Report and Financial Statements of Hidong Estate Plc for the financial year ended 31 March 2016.
The Company recorded profit before tax of RM163,315 for the financial year ended 31 March 2016. The gain is mainly attributable to interest income.
Major macroeconomic realignments are affecting prospects differentially across countries and regions. These include the slowdown and rebalancing in China; a further decline in commodity prices, especially for oil, with sizable redistributive consequences across sectors and countries; a related slowdown in investment and trade; and declining capital flows to emerging market and developing economies. These realignments together with a host of non-economic factors, including geopolitical tensions and political discord are generating substantial uncertainty. On the whole, they are consistent with a subdued outlook for the world economy but risks of much weaker global growth have also risen.
Emerging market stress could rise further, also reflecting domestic vulnerabilities. For instance, an additional bout of exchange rate depreciations could further worsen corporate balance sheets, and a sharp decline in capital inflows could force a rapid compression of domestic demand. A protracted period of low oil prices could further destabilise the outlook for oil-exporting countries. While some countries still have sizable buffers, these are eroding, and some countries already face the need for sharp expenditure cuts. Mindful of this, the Board remained prudent and continued its disciplined approach by maintaining the Company's assets in liquid form and controlling costs at the same time. With this prudent liquidity management, the Company maintains sufficient levels of cash or readily convertible investments to quickly respond to opportunities should they eventualise.
Lastly, I would like to express my sincere appreciation to our valued shareholders for their continuous support and my appreciation also goes to fellow Board members, management and staff for their co-operation, dedication and contribution to the Company.
CHEW SING GUAN
Chairman
Penang, Malaysia
29 July 2016
Strategic Report
The original principal activities of the Company which were the production of natural rubber and oil palm fresh fruit bunches ceased when the Company sold its land and plantations in 2006. Since then, the Board has been actively identifying suitable investments for the Company.
The Company's assets after the disposal of the plantation and its other plant and equipment comprise cash and bank deposits all of which earn interest and investments in listed equities. The income generated from deposits and investments as well as any gain from disposal of investments serve to increase shareholders' funds and is the strategy adopted by the Company strategy to preserve and grow value for shareholders.
PERFORMANCE INDICATORS
The Company's performance in its investment activities are highlighted as follows:
2016 2015
RM RM
Lower income derived from
Income from investments 34,067 46,332 investments in 2016.
Lower gain on disposal
of investments in equities
Gain on disposal of investments 19,527 37,186 in 2016.
Interest receivable on Consistent returns from
short interest on short term
term bank deposits 404,845 359,721 bank deposits.
All performance measures are in line with management's expectations.
PRINCIPAL RISKS AND UNCERTAINTIES
As the Company's assets comprise cash and bank deposits and investments in listed equities, the financial risks involved are minimal. The principal risks and the steps the Company has taken to manage these risks are disclosed in Note 11 to the financial statements.
All of the Company's day-to-day management and administrative functions are outsourced to third parties. As a result, the Company has no employees or internal operations. The Company has therefore not reported further in respect of these provisions in this annual report.
VIABILITY STATEMENT
As at the end of the financial year, the Company's assets comprise of approximately 90.5% in cash and cash and cash equivalents and 9.0% in quoted equity investments which are highly liquid in nature. The Directors believe that, taking into account the Company's strong solvency position, highly liquid assets and measures taken to manage the principal risks, the Company will be able to continue its investment activities and meet its liabilities as they fall due for the period up to 31 March 2019, being the period considered by the Directors in their assessment for the next three years. In their assessment the Directors also believe that, should the need arise, the
Company will be able to raise new finance through borrowings to fund new investments it may identify as the Company currently does not have any borrowing.
CHEW SING GUAN CHEW BEOW SOON Chairman Director
Penang, Malaysia
29 July 2016
Report of the directors
The directors present their annual report and financial statements of the Company for the financial year ended 31 March 2016.
RESULTS AND DIVID
The Company made a profit after tax of RM50,077 for the current financial year as compared to RM127,031 in the previous year. The directors do not recommend any final dividend to be paid for the current financial year (2015 : RM Nil).
DIRECTORATE
The names of the directors who held office during the year together with brief biographical details are shown on page 3. In accordance with article 108 of the Company's Articles of Association, Mr. Chew Sing Guan will retire by rotation at the forthcoming annual general meeting and, being eligible, offers himself for re-election.
The directors do not have any service contract with the Company. Mr. Chew Sing Guan is a non-executive director of Plantation Agencies Sdn. Berhad who acted as the Malaysian Registrars and an agent to the Company in Malaysia.
SUBSTANTIAL SHAREHOLDINGS
At the date of this report, substantial interests in the share capital of the Company, as notified to the Company, were as follows:-
No. of ordinary shares of
10p each %
Malayan Securities Trust Sdn.
Berhad 798,986 46.63
Thomas William George Charlton 234,997 13.72
Flairshare Limited 132,000 7.70
The Temerloh Rubber Estates
Berhad 88,442 5.16
Mr. Chew Sing Guan has notified an interest in the shares held by Malayan Securities Trust Sdn. Berhad. The directors are not aware of any other beneficial holding of 3% or more in the share capital of the Company.
PAYMENT TO SUPPLIERS
The Company does not follow any code or standard on payment practice. The Company's policy, in relation to all of its suppliers, is to make settlement according to the terms of payment agreed at the commencement of business with that supplier provided that the supplier has complied with the terms and conditions of the supply agreement.
TAXATION
The Company is tax resident in Malaysia.
CORPORATE GOVERNANCE
As at the date of this report the Company is not in full compliance with the following provisions of the UK Corporate Governance Code (2014): C3.2, C3.4, C3.5, C3.6 and C3.8 due to its size, the nature of its current activities which is investment holding and the small volume of transactions conducted per year. Areas of non-compliance with the Corporate Governance code are appropriately disclosed in the succeeding paragraphs.
Internal Audit
The need for an internal audit function has been reviewed by the directors. It was decided that the current size of the Company, nature of its activities and small volume of transactions combined with the tight financial and management control exercised by the directors on a day-to-day basis negates such a need. The policy will be kept under review. The absence of an internal audit function is not in compliance with provision C.3.6 of the Corporate Governance code.
External Auditors
The Audit Committee assesses annually the effectiveness of the external audit process and has primary responsibility for making recommendation on the appointment, re-appointment or removal of the external auditors.
The current external auditor was appointed in 1999 and have been re-appointed annually since then. The Company last conducted a tender for external auditors in 1999. Due to the nature of the company it was not felt necessary to tender the audit in accordance with the Corporate Governance Code.
The external auditors did not provide any non-audit services in this or the previous year.
Directors
The directors carry out their duties in a manner that will safeguard the shareholders' interests at all times. They are responsible for ensuring sound management of the Company and effective implementation and execution of its policies, decisions and business strategies towards ensuring a successful continuity of the business.
The Board ordinarily meets four times a year. During the year ended 31 March 2016 the Board met on three occasions. Details of the directors' attendance at Board meetings during the financial year are as follows:
Attendance
Chew Sing Guan 3/3
Haji Zambri bin Haji Mahmud 3/3
Diong Chin Teck 3/3
Chew Beow Soon 3/3
The Board is guided by a formal schedule of matters specifically reserved to it for decision making which includes future strategy, key business policies, material acquisitions and disposals, approval of interim financial statements, annual reports and financial statements. Directors have full and timely access to information and Board papers and reports relevant to the issues of meetings are circulated to Board members in advance of the meetings. Procedures are in place for directors to take independent professional advice in the furtherance of their duties, if necessary, at the Company's expense. In addition, all directors have direct access to the advice and services of the Company Secretary.
Directors (Cont'd)
The Board consists of the executive Chairman, Mr. Chew Sing Guan and three independent non-executive directors namely Tuan Haji Zambri bin Haji Mahmud, Mr. Diong Chin Teck and Mr. Chew Beow Soon. Even though all three non-executive directors have been in post for more than six years, the Board is satisfied that they have continued to demonstrate independence in terms of character and judgement.
In non-compliance with provision A.2.1 and A.3.1 of the Corporate Governance code it is the Board's view that for a Company of this size it is not deemed necessary to separate the posts of chairman and chief executive officer. Furthermore, the Board is of the opinion that there is a strong independent element within the Board in the form of the three independent non-executive directors who provide a check and balance in the Board on decision making. For the same reasons, even though this is not in compliance with provision A.4.1 and B.2.1 of the Corporate Governance code, the Board is also of the view that it is not deemed necessary to appoint a senior independent director or to form a Nomination Committee. The Board is assisted by professionals (Managing Agents) who report periodically to it. Important business matters are submitted to the Board for decision.
In addition, in non-compliance with the Corporate Governance Code, Mr. Chew Sing Guan is a non-executive director of Plantation Agencies Sdn. Berhad who acted as the Malaysian Registrars and an agent to the Company in Malaysia.
In accordance with the Articles of Association of the Company, all directors are subject to election by shareholders at the first Annual General Meeting after their appointment and thereafter subject for re-election at least once every three years. The Board has always complied with this requirement. The Board has chosen not to adopt provision B.7.1 of the Code that non-executive directors who have served for more than nine years should be subject to annual re-election since the existing practice, which complies with Company law and the Articles, works well. However, the Company will seek shareholders' approval for independent non-executive directors who have served for more than nine years to continue to act as independent non-executive directors of the Company.
The Company has not complied with provisions D.1.1 to D.1.5 of the Corporate Governance code relating to remuneration schemes for directors as the directors received only a nominal fee for their services and there is no intention to change the way they are remunerated. Accordingly, the formation of a Remuneration Committee is not deemed to be necessary and the Company has not complied with provisions D.2.1 and D.2.2 of the Corporate Governance code.
The Board has commenced a self-evaluation process for the performance evaluation of the Board, the Audit Committee and its individual directors. The assessment of the individual directors on the performance of the Board and the Audit Committee are collated for the Chairman's review and presented to the entire Board. Each director also assesses the individual performance of the other directors and the results are presented to the Chairman who then holds discussions with all the individual directors regarding their effectiveness. The performance of the Chairman is assessed collectively by the non-executive directors.
Relations with shareholders
The Board has through the years used the Annual Report and the Annual General Meeting to communicate with its shareholders. It is always ready to hold dialogues with interested investors to improve the Company's business activities.
Audit Committee
The Audit Committee comprises three independent non-executive directors, namely Tuan Haji Zambri bin Haji Mahmud (Chairperson), Mr. Diong Chin Teck and Mr. Chew Beow Soon.
The Audit Committee is responsible for reviewing the Company's risk management, internal control and audit processes. The Audit Committee assists the Board in seeking to ensure that the financial and non-financial information supplied to the Board and shareholders presents a fair, balanced and understandable assessment of the Company's position and performance. The Committee is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek any information it requires from any employee and all employees are directed to co-operate with any request made by the Committee. Any staff may, in confidence, raise concerns about possible improprieties in matters of the Company to the Chairman of the Audit Committee who is empowered to carry out investigation of such matter and take appropriate follow-up action.
The Committee is authorised by the Board to obtain outside legal or other independent professional advice and to secure the attendance of outsiders with relevant experience and expertise it considers necessary.
During the financial year ended 31 March 2016, the Audit Committee met four times and the attendances of the members of the Committee are as follows:
Attendance
Haji Zambri bin Haji Mahmud 4/4
Diong Chin Teck 3/4
Chew Beow Soon 4/4
During the year the Audit Committee assisted the Board in reviewing the periodic operational and financial reports submitted by the Managing Agents. As part of its function in discharging its responsibilities, the Audit Committee carried out the following:
- reviewed the half-yearly interim report to shareholders before submitting the same to the Board for approval and announcement
- review the system of internal controls put in place by the Managing Agents to manage the operations of the Company
- reviewed the external auditors' scope of work and audit plans for the year
- discussed the findings of the external auditors in respect of their audit of the annual financial statements before submitting the same to the Board for approval and announcement.
Significant risk areas
The Company's assets mainly comprise cash and investments in listed equities and this portfolio of cash and listed investments is considered to be the key driver of operations and performance results of the Company. The Audit Committee considered cash and listed investments to be at low risk of significant misstatements or not to be subject to a significant level of judgement. However, due to their high materiality in the context of the financial statements as a whole, the Audit Committee agreed with the auditors' view that they are considered to be the area which had
the greatest effect on the overall audit of the financial statements. The Audit Committee are satisfied that the risks surrounding cash and listed investments are adequately mitigated due to the fact that they are:
- comfortable with the processes and controls in place to record investment transactions and to value the portfolio;
- comfortable with the processes and controls in place surrounding the treasury function and the bank reconciliation process; and
- the valuation of listed investments can be agreed to externally quoted prices.
Internal Controls
The Board is responsible for the Company's system of internal control and for reviewing its effectiveness, which it does on an annual basis. Such a system is designed to manage, rather than eliminate, the risk of failure of achieving business objectives and can provide only reasonable, but not absolute, assurance against material misstatement or loss. There is a continuous process for identifying, evaluating and managing the significant risks faced by the Company. This process was in place throughout the year under review and up to the date of approval of the annual report.
The key elements of the Company's internal controls are as follows:
-- Risk assessment
The Board is responsible for the identification, evaluation and review of risks facing the business. Such risks are reviewed on a continuous basis and are carried out as part of the monthly reporting.
-- Control environment and control activities
The day-to-day operation of the system of internal controls is delegated to the Managing Agents. The management and control procedures cover issues such as physical controls, segregation of duties, authorisation levels and comprehensive financial and operational reporting systems. Such procedures are documented for effective control and monitoring.
-- Information and communication
The Board holds periodic formal and informal discussions on the Company's affairs where all important business decisions are formally discussed and documented. The Board holds periodic board meetings to formally approve the financial reports submitted by the Managing Agents.
DISCLOSURE OF INFORMATION TO AUDITORS
The directors who held office at the date of approval of this directors' report confirm that, so far as they are each aware, there is no relevant audit information of which the Company's auditor is unaware and each director has taken all the steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
GOING CONCERN
Having undertaken all the appropriate procedures and assessing the financial position as at the year end, performance and results for the financial year, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
CONTROLLING SHAREHOLDER
In May 2014 the Listing Rules were amended to include new requirements relating to controlling shareholders. The revised Listing Rules require that premium listed companies with "controlling shareholders" (defined as a shareholder who individually or with any of their concert parties exercises or controls 30% or more of the votes able to be cast on all or substantially all the matters at the Company's general meeting) must enter into a relationship agreement containing specific independence provisions.
The independence provisions required by the Listing Rules are that:
(i) transactions and arrangements with the controlling shareholder (and/or any of its associates) will be conducted at arm's length and on normal commercial terms;
(ii) neither the controlling shareholder nor any of its associates will take any action that would have the effect of preventing the Company from complying with its obligations under the Listing Rules; and
(iii) neither the controlling shareholder nor any of its associates will propose or procure the proposal of a shareholder resolution which is intended or appears to be intended to circumvent the proper application of the Listing Rules.
By virtue of his interest in the shares held by Malayan Securities Trust Sdn. Berhad which has 46.63% shareholding in the Company, Mr. Chew Sing Guan is a controlling shareholder. The Board notes that the current activities of the Company comprise of placing deposits with financial institutions and investments in listed equities. The administrative affairs of the Company are handled by a managing agent and total expenditure for the year amounted to less than 3% of net assets of the Company. In view of the nature of the Company's activities and the small volume of transactions conducted, the Board considers that there is negligible risk of any transaction or arrangement being conducted by the Company with the controlling shareholder to the latter's advantage. Nevertheless, the Board is discussing to put in place an undertaking with the controlling shareholder to comply with the Listing Rules.
AUDITOR
The retiring auditors KPMG LLP do not seek re-appointment at the 2016 Annual General Meeting.
CHEW SING GUAN CHEW BEOW SOON Chairman Director
Penang, Malaysia
29 July 2016
Directors' remuneration report
On behalf of the Board of Directors, I am pleased to present the Directors' Remuneration Report for the year ended 31 March 2016.
This report has been prepared in accordance with the legislation relating to the reporting of Directors' remuneration and complies with the sections 420 to 421 of the Companies Act 2006 and of Schedule 8 of SI 2008/410 Large and medium-sized companies and groups (Accounts and Directors' Report) Regulation 2008, as amended. The report also meets the relevant requirement of the Listing Rules of the Financial Conduct Authority. In accordance with the Act, this report is divided into a section on Directors' Remuneration Policy and a second section on the annual Report on Directors' Remuneration, which details the remuneration paid to the Directors during the financial year under review.
Shareholders will be asked to vote separately on the Directors' Remuneration Policy and the Report on Directors' Remuneration at the Annual General Meeting of the Company at which the financial statements will be approved.
The regulations require the auditors to report to the Company's members on the "auditable part" of the Directors' remuneration. The report has therefore been divided into 2 sections for audited and unaudited information.
Unaudited Information
Directors' Remuneration Policy
In accordance with the Company's Memorandum and Articles of Association, the directors received only a nominal fee for their services. The fees paid to the directors are not linked to performance and the Company has no intention to change the way the directors are remunerated in the future.
Share Options
As at 31 March 2016, no options were granted to the directors to subscribe for any shares in the Company.
Service contracts
There are no service contracts in existence with the directors and they received only a nominal fee for their services.
Audited information
Aggregate Directors' remuneration
The total amounts for Directors' remuneration are as follows:
2016 2015
RM RM
Emoluments 5,107 4,506
------ ------
2016 2015
RM RM
Directors' emoluments - fee
Executive Director
Chew Sing Guan 1,459 1,287
Non-executive Directors
Haji Zambri bin Haji Mahmud 1,216 1,073
Diong Chin Teck 1,216 1,073
Chew Beow Soon 1,216 1,073
------ ------
5,107 4,506
------ ------
Approval
This report was approved by the Board of Directors on 29 July 2016 and signed on its behalf:
CHEW SING GUAN
Chairman
Statement of directors' responsibilities in respect of the annual report and the financial statements
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law they have elected to prepare the financial statements in accordance with UK Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland.
Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:
-- select suitable accounting policies and then apply them consistently; -- make judgements and estimates that are reasonable and prudent;
-- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the company and to prevent and detect fraud and other irregularities.
Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report, Directors' Report, Directors' Remuneration Report and Corporate Governance Statement that complies with that law and those regulations.
Responsibility statement of the directors in respect of the annual financial report
We confirm that to the best of our knowledge:
-- the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the company taken as a whole; and
-- the strategic report and directors' report includes a fair review of the development and performance of the business and the position of the issuer, together with a description of the principal risks and uncertainties that they face.
We consider the annual report and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the company's position and performance, business model and strategy.
Chew Sing Guan, Chairman
29 July 2016
Independent auditor's report to the members of Hidong Estate Plc only
Opinions and conclusions arising from our audit
1 Our opinion on the financial statements is unmodified
We have audited the financial statements of Hidong Estate Plc for the year ended 31 March 2016 set out on pages 22 to 33. In our opinion the financial statements:
-- give a true and fair view of the state of the company's affairs as at 31 March 2016 and of its profit for the year then ended;
-- have been properly prepared in accordance with UK Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland ; and
-- have been prepared in accordance with the requirements of the Companies Act 2006. 2 Our assessment of risks of material misstatement
In arriving at our audit opinion above on the financial statements the risks of material misstatement that had the greatest effect on our audit were as follows:
Carrying amount of cash and listed investments RM 11,778,634 (2015: RM 11,703,445) Risk vs 2015: Refer to page 7 (Audit Committee Report), page 28 (accounting policy) and pages 30 to 31 (financial disclosures)
The risk - The Company's portfolio of cash and listed investments makes up 99.6% of total assets (by value) and is considered to be the key driver of operations and performance results. We do not consider cash or listed investments to be at high risk of significant misstatement, or to be subject to a significant level of judgment because they comprise liquid and, in the case of investments, quoted, investments. However, due to their materiality in the context of the financial statements as a whole, they are considered to be the areas which had the greatest effect on our overall audit strategy and allocation of resources in planning and completing our audit.
Our response - Our procedures over the existence, completeness and valuation of the Company's portfolio of cash and listed investments included, but were not limited to:
- documenting and assessing the processes and controls in place to record investment transactions and to value the portfolio;
- agreeing the valuation of 100 per cent of listed investments to externally quoted prices; and
- agreeing 100 per cent of cash and listed investment holdings to independently received third party confirmations.
3 Our application of materiality and an overview of the scope of our audit
The materiality for the financial statements as a whole was set at RM 118,000 (2015: RM 117,000). This has been determined with reference to a benchmark of total assets, of which it represents 1% (2015: 1%).
We report to the Audit Committee any corrected and uncorrected misstatements exceeding RM 6,000 (2015: RM 6,000), in addition to other identified misstatements that warranted reporting on qualitative grounds.
Due to the extent of the Company's activities in Malaysia, the audit work is undertaken primarily by an audit team from KPMG Malaysia under the direction of KPMG UK. KPMG UK inspected the work of KPMG Malaysia and any further work required was then performed by KPMG Malaysia. Both the audit partner from KPMG Malaysia and the UK senior statutory auditor attend the audit committee meetings.
4 Our opinion on other matters prescribed by the Companies Act 2006 is unmodified
In our opinion:
-- the part of the Directors' Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006; and
-- the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements.
5 We have nothing to report on the disclosures of principal risks
Based on the knowledge we acquired during our audit, we have nothing material to add or draw attention to in relation to:
-- the directors' statement of viability on page7, concerning the principal risks, their management, and, based on that, the directors' assessment and expectations of the company's continuing in operation over the 3 years to 31 March 2019; or
-- the disclosures in note 1 of the financial statements concerning the use of the going concern basis of accounting.
6 We have nothing to report in respect of the matters on which we are required to report by exception
Under ISAs (UK and Ireland) we are required to report to you if, based on the knowledge we acquired during our audit, we have identified other information in the annual report that contains a material inconsistency with either that knowledge or the financial statements, a material misstatement of fact, or that is otherwise misleading.
In particular, we are required to report to you if:
-- we have identified material inconsistencies between the knowledge we acquired during our audit and the directors' statement that they consider that the annual report and financial statements taken as a whole is fair, balanced and understandable and provides the information necessary for shareholders to assess the company's position and performance, business model and strategy; or
-- the Audit Committee section of the Report of the Directors does not appropriately address matters communicated by us to the audit committee.
Under the Companies Act 2006 we are required to report to you if, in our opinion:
-- adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
-- the financial statements and the part of the Directors' Remuneration Report to be audited are not in agreement with the accounting records and returns; or
-- certain disclosures of directors' remuneration specified by law are not made; or -- we have not received all the information and explanations we require for our audit.
Under the Listing Rules we are required to review:
-- the directors' statements, set out on pages 13 and 7, in relation to going concern and longer-term viability; and
-- the part of the Corporate Governance Statement on page 9relating to the company's compliance with the eleven provisions of the 2014 UK Corporate Governance Code specified for our review.
We have nothing to report in respect of the above responsibilities.
Scope and responsibilities
As explained more fully in the Directors' Responsibilities Statement set out on page 16, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view. A description of the scope of an audit of financial statements is provided on the Financial Reporting Council's website at www.frc.org.uk/auditscopeukprivate. This report is made solely to the company's members as a body and is subject to important explanations and disclaimers regarding our responsibilities, published on our website at www.kpmg.com/uk/auditscopeukco2014a, which are incorporated into this report as if set out in full and should be read to provide an understanding of the purpose of this report, the work we have undertaken and the basis of our opinions.
Mark Smith (Senior Statutory Auditor)
for and on behalf of KPMG LLP, Statutory Auditor
Chartered Accountants
15 Canada Square
London
E14 5GL
29 July 2016
Profit and loss account for the year ended
31 March 2016
2016 2015
Note RM RM
Administrative expenses (299,744) (248,357)
Other income 4,620 -
----------- ----------
Operating loss (295,124) (248,357)
Income from investments 34,067 46,332
Gain on disposal of investments 19,527 37,186
Interest receivable on short term bank
deposits 404,845 359,721
----------- ----------
Profit on ordinary activities before
taxation 2 163,315 194,882
Tax on profit on ordinary activities 3 (113,238) (67,851)
----------- ----------
Retained profit for the year 8 50,077 127,031
----------- ----------
Basic and diluted profit per 10p share 4 2.92 sen 7.41 sen
----------- ----------
The results stated above are all derived from continuing operations.
The Company has no recognised gains or losses in the period other than those included within the Profit and Loss account and Other Comprehensive Income.
Company Number: 00188390
The notes on pages 26 to 33 form part of these financial statements.
Balance sheet as at 31 March 2016
Note 2016 2015
RM RM
Fixed assets
Investments 5 1,070,883 1,102,280
Current assets
------------ ------------
Other receivables 52,702 42,933
Cash and cash equivalents 10 10,707,751 10,601,165
10,760,453 10,644,098
------------ ------------
Current liabilities
Trade and other payables: amounts
falling due within one year 6 (540,675) (477,926)
(540,675) (477,926)
------------ ------------
Net current assets 10,219,778 10,166,172
Net assets 11,290,661 11,268,452
------------ ------------
Capital and reserves
Called up share capital 7 1,067,846 1,067,846
Fair value reserve 8 259,310 287,178
Profit and loss account 8 9,963,505 9,913,428
Shareholders' funds 11,290,661 11,268,452
------------ ------------
These financial statements were approved by the Board of Directors on 29 July 2016.
CHEW SING GUAN )
) Directors
)
CHEW BEOW SOON )
Company Number: 00188390
The notes on pages 26 to 33 form part of these financial statements.
Statement of Other Comprehensive Income for the year ended 31 March 2016
2016 2015
RM RM
Profit for the financial year 50,077 127,031
---------- --------
Other Comprehensive Income
Unrealised (losses)/gains on investments (27,868) 32,630
Total Other Comprehensive Income for the
year 22,209 159,661
---------- --------
Statement of Changes in Equity for the year ended 31 March 2016
2016 2015
RM RM
Retained profit for the year 50,077 127,031
Other recognised (losses)/gains for the year (27,868) 32,630
Net addition to shareholders' funds 22,209 159,661
Opening shareholders' funds 11,268,452 11,108,791
Closing shareholders' funds 11,290,661 11,268,452
----------- -----------
The notes on pages 26 to 33 form part of these financial statements.
Cash flow statement for the year ended
31 March 2016
Note 2016 2015
RM RM
Cash flows from operating activities
Profit for the year 50,077 127,031
Adjustments for:
Interest receivable on short term bank
deposits (404,845) (359,721)
Gain on disposal of investments (19,527) (37,186)
Income from investments (34,067) (46,332)
Taxation 3 113,238 67,851
----------- -----------
(295,124) (248,357)
Increase in trade and other payables 49,945 2,870
----------- -----------
(245,179) (245,487)
Tax paid (100,434) (66,007)
----------- -----------
Net cash from operating activities (345,613) (311,494)
----------- -----------
Cash flows from investing activities
Dividend received 27,469 39,138
Interest received 395,076 352,517
Purchase of investments (15,222) -
Sale of investments 44,876 80,774
----------- -----------
Net cash from investing activities 452,199 472,429
----------- -----------
Cash flows from financing activities
Increase in short term deposits 10 (200,081) (100,000)
----------- -----------
Net cash from financing activities (200,081) (100,000)
----------- -----------
(Decrease)/Increase in cash (93,495) 60,935
----------- -----------
Cash and cash equivalents at 31 March
2016 10 10,707,751 10,601,165
----------- -----------
The notes on pages 26 to 33 form part of these financial statements.
Notes to the financial statements
The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Company's financial statements.
1 Accounting policies
These financial statements were prepared in accordance with Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland ("FRS 102") as issued in August 2014. The amendments to FRS 102 issued in July 2015 and effective immediately have been applied. The presentation currency of these financial statements is Ringgit Malaysia (RM).
In the transition to FRS 102 from old UK GAAP, the Company has made no measurement and recognition adjustments.
The Company is not part of a larger group and does not prepare consolidated financial statements,
The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.
(a) Measurement convention
The financial statements are prepared on the historical cost basis except that the fixed assets investments are stated at their fair value measured in accordance with the revaluation model. .
(b) Going concern
Having undertaken all the appropriate procedures and assessing the financial position as at the year end, performance and results for the financial year, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the annual financial statements.
(c) Foreign currency
Transactions in foreign currencies are recorded in Ringgit Malaysia (RM) at rates ruling at the transaction dates. Assets and liabilities are reported at the rates prevailing at the balance sheet date except for share capital which remains at the historical rate. Exchange gains and losses are included in the profit and loss account.
Notes (continued)
1 Accounting policies (continued) (d) Employee Benefits
Short term benefits
Wages, salaries, bonuses and social security contributions are recognised as an expense in the year in which the associated services are rendered by employees of the Company. Short term accumulating compensated absences, such as paid annual leave, are recognised when services are rendered by employees that increases their entitlement to future compensated absences and short term non-accumulating compensated absences, such as sick leave, are recognised when the absences occur.
(e) Taxation
The charge for taxation is based on the profit for the year and takes into account taxation deferred because of timing differences between the treatment of certain items for taxation and accounting purposes.
Deferred tax is recognised, without discounting, in respect of all timing differences between the treatment of certain items for taxation and accounting purposes which have arisen but not reversed by the balance sheet date, except as otherwise required by Section 29 of FRS102.
A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised.
(f) Loans, receivables and payables
Short term debtors are classified as loans and receivables, as defined in Section 11 of FRS102: Basic financial instruments.
Trade and other debtors are recognised initially at transaction price less attributable transaction costs. Trade and other creditors are recognised initially at transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade debtors. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of instrument for a similar debt instrument
(g) Income
Interest income is recognised on an accrual basis.
Dividend income is recognised when the right to receive payment is established.
Notes (continued)
1 Accounting policies (continued) (h) Cash and liquid resources
Cash, for the purpose of the cash flow statement, comprises cash in hand and deposits repayable on demand less overdrafts payable on demand, if any. Liquid resources are current assets investments which are disposable without curtailing the business and are either readily convertible into known amounts of cash at or close to their carrying values or traded in an active market.
(i) Investments
The Company's investments are quoted equity investments and are classified as available-for-sale financial assets. Subsequent to initial recognition, they are measured at fair value and changes therein, other than impairment loss, are recognised directly in equity. All impairment losses are recognised in the profit and loss account.
When an investment is derecognised, the cumulative gain or loss previously recognised in equity is recognised in the profit and loss account.
2. NOTES TO THE PROFIT AND LOSS ACCOUNT
The profit on ordinary activities before taxation is stated:
2016 2015
RM RM
After charging:
Directors' remuneration *
- Chew Sing Guan 1,459 1,287
- Haji Zambri Bin Haji Mahmud 1,216 1,073
- Diong Chin Teck 1,216 1,073
- Chew Beow Soon 1,216 1,073
Auditor's remuneration
- Audit of these financial statements 158,289 121,883
and after crediting:
Interest income 404,845 359,721
Dividend income 34,067 46,332
Gain on disposal of investments 19,527 37,186
* Directors' remuneration totalling RM5,107 (2015 : RM4,506) is in respect of directors' fees for duties performed outside the United Kingdom.
3. TAX ON PROFIT ON ORDINARY ACTIVITIES
2016 2015
RM RM
Foreign taxation
- current year 96,151 68,347
- prior year 17,087 (496)
------- -------
The current tax charge for the year is higher than the standard rate of corporation tax in the UK of 20% (2015 : 21%). The differences are explained below.
Reconciliation of effective tax
expense
2016 2015
RM RM
Profit before tax 163,315 194,882
--------- ---------
Current tax at 20% (2015 : 21%) 32,663 40,925
Expenses not deductible for tax
purposes 55,900 48,378
Income not subject to tax (11,643) (17,539)
Higher/(Lower) tax rates on overseas
earnings 15,385 (3,417)
Others 3,846 -
Under/(Over) provided in prior
years 17,087 (496)
--------- ---------
113,238 67,851
--------- ---------
4. BASIC AND DILUTED PROFIT PER ORDINARY SHARE OF 10P EACH
This is based on the profit after tax of RM50,077 (2015 : RM127,031) and 1,713,334 shares (2015 : 1,713,334 shares), being the weighted average number of shares in issue. The basic profit per ordinary share is calculated using a numerator of the net profit for the year and a denominator of the weighted average number of ordinary shares in issue for the year. There is no difference in 2016 or 2015 between the basic and diluted profit per share as there are no potentially dilutive shares, including share options and warrants, to convert.
5. INVESTMENTS
2016 2015
RM RM
At beginning of year 1,102,280 1,106,044
Additions 21,820 7,194
Change in fair value (27,868) 32,630
Disposals (25,349) (43,588)
At end of year 1,070,883 1,102,280
---------- ----------
6. OTHER PAYABLES: Amounts falling due within one year
2016 2015
RM RM
- Other creditors 100,000 50,055
- Taxation and social security 440,675 427,871
-------- --------
540,675 477,926
-------- --------
Included in taxation and social security is an amount of RM414,524 (2015 : RM414,524)representing a provision for the real property gain tax arising from the sale of the plantation in 2006.
7. SHARE CAPITAL
2016 2015
RM RM
Authorised
2,000,000 ordinary shares of 10p
each 1,493,610 1,493,610
---------- ----------
Issued and fully paid up
1,713,334 ordinary shares of 10p
each 1,067,846 1,067,846
---------- ----------
8. RESERVES
Fair value Profit and
reserve loss account
RM RM
At 1 April 2015 287,178 9,913,428
Profit for the year - 50,077
Unrealised gains on investments (27,868) -
---------- -------------
At 31 March 2016 259,310 9,963,505
---------- -------------
9. EMPLOYEES
2016 2015
RM RM
Wages and salaries 1,459 1,287
------ ------
Average number of staff
employed during the year 1 1
------ ------
10. CASH AND CASH EQUIVALENTS
2016 2015
RM RM
Short term deposits 10,600,081 10,400,000
Cash at bank and in hand 107,670 201,165
----------- -----------
10,707,751 10,601,165
----------- -----------
11. FINANCIAL INSTRUMENTS
(a) Financial risk management objectives and policies
The Company's financial risk management policies seek to ensure that adequate financial resources are available for the development of the Company's business whilst managing its interest rate, foreign exchange, liquidity and credit risks. The Company operates within clearly defined guidelines that are approved by the Board of directors and the Company's policy is not to engage in speculative transactions.
(b) Interest rate risk
The Company's primary interest rate risk relates to interest-earning assets as the Company had no long-term interest-bearing debts as at 31 March 2016. The investments in financial assets are mainly short term in nature and they are not held for speculative purposes but have been mostly placed in fixed deposits.
Effective interest
rate per annum Total Within 1 year
Financial Assets % RM RM
2016
Short term deposits 4.20 10,600,081 10,600,081
2015
Short term deposits 3.73 10,400,000 10,400,000
(c) Foreign exchange risk
The Company operates in Malaysia and is only exposed to the sterling pound currency for payments made to UK companies for services rendered to the Company. This poses minimum risk as the level of these payments is not significant.
11. FINANCIAL INSTRUMENTS (Cont'd) (d) Liquidity risk
The Company actively manages its operating cash flows and availability of funds so as to ensure that all repayment and funding needs are met. As part of its overall prudent liquidity management, the Company maintains sufficient levels of cash or readily convertible investments to meet its working capital requirements.
(e) Credit risk
The Company's maximum credit risk exposure is the fair value of its cash and cash equivalents, presented in note 10 of RM10,707,751 and RM10,601,165 at 31 March 2016 and 2015 respectively. Bank balances are held with reputable and established financial institutions.
The Company's principal financial asset is cash and short term deposits and credit risk arises from cash and short term deposits with banks and financial institutions.
It is the Company's policy to monitor the financial standing of these institutions on an on going basis.
(f) Fair values
The fair values of financial assets and financial liabilities reported in the balance sheet approximate to the carrying amounts of those assets and liabilities.
(g) Price risk
The Company is exposed to equity price risk in relation to its fixed asset investments, all of which are listed on the Malaysian Stock Exchange. A five percent increase in Malaysian equity prices at the reporting date would have increased equity by RM54,000 (2015 : RM55,000); an equal change in the opposite direction would have decreased equity by RM54,000 (2015: RM55,000).
(h) Cash flow risk
The Company's assets comprise of cash and short term deposits all of which earn interest. There is minimum risk on the cash flow. Cash flow monitoring is a high priority with the management.
(i) Capital management
The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain the future development of the business. The Company is not subject to externally imposed capital requirements. There were no changes in the Company's approach to capital management in the year.
12. RELATED PARTY TRANSACTIONS AND BALANCES
The related party transactions undertaken by the Company during the financial year are as follows:
2016 2015
RM RM
Agency fees and accounting fees paid
to
Plantation Agencies Sdn. Berhad,
acompany in which Chew Sing Guan,
director,
of the company is also a director 26,400 27,984
------- -------
Purchases and sales of quoted shares
through 2016 2015
Mercury Securities Sdn. Bhd. ("MSSB"), RM RM
a company in which, Chew Sing Guan,
director,
has a substantial financial interests
* Purchases of quoted shares 21,819 -
------- -------
* Sales of quoted shares 44,875 80,774
------- -------
The terms and conditions for the above transactions are based on normal trade terms.
In the opinion of the directors there is no controlling or ultimate controlling party at the year end.
13. Explanation of transition to FRS 102 from Adopted old UK GAAP
As stated in note 1, these are the Company's first financial statements prepared in accordance with FRS 102.
The accounting policies set out in note 1 have been applied in preparing the financial statements for the year ended 31 March 2016 and the comparative information presented in these financial statements for the year ended 31 March 2015.
The Company has made no measurement and recognition adjustments upon transition from its old basis of accounting (UK GAAP) to FRS 102.
Comparative statistics - non audited
Year ended 31 March 2016 2015 2014 2013 2012
--------------------------- ----------- ----------- ----------- ----------- -----------
RM RM RM RM RM
BALANCE SHEET ANALYSIS
Called-up share capital 1,067,846 1,067,846 1,067,846 1,067,846 1,067,846
Reserves 10,222,815 10,200,606 10,040,945 9,650,644 9,562,954
----------- ----------- ----------- ----------- -----------
Total shareholders' funds 11,290,661 11,268,452 11,108,791 10,718,490 10,630,800
----------- ----------- ----------- ----------- -----------
Investments 1,070,883 1,102,280 1,106,044 1,395,641 1,335,965
Net current assets 10,219,778 10,166,172 10,002,747 9,322,849 9,294,835
11,290,661 11,268,452 11,108,791 10,718,490 10,630,800
----------- ----------- ----------- ----------- -----------
PROFIT AND LOSS
ACCOUNT ANALYSIS
(Loss)/profit before
interest and taxation (241,530) (164,839) 54,326 (132,833) (92,418)
Interest receivable 404,845 359,721 334,178 322,571 311,338
Taxation (113,238) (67,851) (67,166) (61,198) (64,530)
Profit after taxation 50,077 127,031 321,338 128,540 154,390
--------------------------- ----------- ----------- ----------- ----------- -----------
Proxy form HIDONG ESTATE PLC
I/We
---------------------------------------------------------------------------------------
of
-----------------------------------------------------------------------------------------------
In Block being a member(s) of HIDONG ESTATE PLC hereby appoint
#Mr. Chew Sing Guan or failing him,
Capitals Tuan Haji Zambri bin Haji
Mahmud or failing him ,
------------------------------------------------------------
as my/our proxy to vote for me/us and on my/our behalf
at the annual general meeting of the Company to be
held on 26(th) day of September 2016 and at any adjournment
thereof, in the manner indicated below:-
Please indicate Resolution relating to :- For Against
how you
wish your
vote to
be cast
------------------------------------------------------- --------------------- ----------------------
1. To receive and consider the
audited financial statements
and the reports of the directors
and auditors thereon for the
year ended 31 March 2016.
------- ---------------------------------------------- --------------------- ----------------------
2. To re-elect Mr. Chew Sing Guan
who retires in accordance with
article 108 of the Company's
Articles of Association, and
being eligible, offers himself
for re-election.
------- ---------------------------------------------- --------------------- ----------------------
3. To appoint MHA MacIntyre Hudson
as auditors in place of the
retiring auditors, KPMG LLP,
and authorise the directors
to fix their remuneration.
------- ---------------------------------------------- --------------------- ----------------------
4. To approve the Directors' Remuneration
Report for the year ended 31
March 2016.
------- ---------------------------------------------- --------------------- ----------------------
5. To approve the Directors' Remuneration
Policy.
------- ---------------------------------------------- --------------------- ----------------------
6. To approve the following non-executive
directors who have served as
independent non-executive directors
for a cumulative term of more
than nine (9) years to continue
to act as independent non-executive
directors of the Company:-
* Tuan Haji Zambri bin Haji Mahmud
* Mr. Diong Chin Teck
* Mr. Chew Beow Soon
------- ---------------------------------------------- --------------------- ----------------------
Number of shares held ...................
Dated this ................ day of ................................... Signature .................................
2016
Note :
1. # If it is desired to appoint another person as a proxy, these names should be deleted and the name of the proxy, who need not be a member of the Company, should be inserted in block capitals, and the alteration should be initialled.
2. This proxy to be valid, must be deposited at the head office of the Company, "Hidong Estate Plc, Third Floor, Standard Chartered Bank Chambers, Beach Street, 10300 Penang, Malaysia" not less than 48 hours before the time appointed for holding the meeting.
3. In the case of a corporation, the proxy must be executed under its common seal, or under the hand of a duly authorised officer. If executed under the hand of a duly authorised officer, evidence of such authority must be produced with the proxy form.
4. In the case of joint holders, the signature of any one joint holder is sufficient.
5. If neither "FOR" nor "AGAINST" is indicated above, the proxy will vote or abstain as he thinks fit.
6. To appoint more than one proxy you may photocopy this form. Please indicate the proxy holder's name and the number of shares in relation to which they are authorised to act as your proxy (which, in aggregate, should not exceed the number of shares held by you). Please also indicate if the proxy instruction is one of multiple instructions being given. All forms must be signed and should be returned together in the same envelope.
Please fold across the line and close
Please Affix Stamp Here
To:
HIDONG ESTATE PLC (990786-V)
THIRD FLOOR
Standard Chartered Bank Chambers
Beach Street
10300 Penang
Malaysia
Please fold across the line and close
This information is provided by RNS
The company news service from the London Stock Exchange
END
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