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Hidong Estate PLC Annual Financial Report

28/07/2021 10:31am

UK Regulatory (RNS & others)


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TIDMHID

RNS Number : 7592G

Hidong Estate PLC

28 July 2021

HIDONG ESTATE PLC

Company Number: 00188390

Annual Report 2021

Contents

 
                                                               Page 
 Notice of meeting .. .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. .. ..                            1 - 2 
 Corporate information .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. ..                               3 - 4 
 Chairman's statement .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. ..                                   5 
 Strategic report .. .. .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. .. ..                            6 - 9 
 Report of the directors .. .. .. .. .. .. .. .. .. ..         10 - 
  .. .. .. .. .. .. .. .. .. .. ..                               16 
 Directors' remuneration report .. .. .. .. .. .. .. ..        17 - 
  .. .. .. .. .. .. .. .. .. ..                                  18 
 Statement of directors' responsibilities in respect of 
  the annual report and the financial statements .. .. .. 
  .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. ..        19 - 
  .. .. .. ..                                                    20 
 Independent auditor's report to the members of Hidong         21 - 
  Estate Plc .. .. .. ..                                         27 
 Statement of Comprehensive Income .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. .. ..                               28 
 Balance sheet .. .. .. .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. ..                                  29 
 Statement of Changes in Equity .. .. .. .. .. .. .. .. 
  .. .. . .. .. .. .. .. .. .. .. ..                             30 
 Statement of Cash Flows .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. .. .. ..                            31 
 Notes to the financial statements .. .. .. .. .. .. ..        32 - 
  .. .. .. .. .. .. .. .. .. ..                                  39 
 Comparative statistics .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. ..                                  40 
 Terms of Reference for the Audit Committee .. .. .. ..        41 - 
  .. .. .. .. .. .. .. ..                                        42 
 Proxy form .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. 
  .. .. .. .. .. .. .. .. .. ..                                  43 
 

Notice of meeting

NOTICE IS HEREBY GIVEN that the NINETY-EIGHTH ANNUAL GENERAL MEETING of the Company will be held at the head office of the Company, 3(rd) Floor, No. 2, Lebuh Pantai, 10300 George Town, Penang, Malaysia on Monday, 20 September 2021 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 2021.

2. To re-elect Mr. Chew Beow Soon who retires in accordance with article 108 of the Company's Articles of Association, and being eligible, offers himself for re-election.

   3.   To re-appoint the auditors and to authorise the directors to fix their remuneration. 

Ordinary Resolution:-

"THAT Mazars LLP be and is hereby appointed auditors of the Company 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 2021 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 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

28 July 2021

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. He is stockbroker by profession who has lead a stockbroking company in Malaysia for more than 35 years. Male aged 71.

Diong Chin Teck

A non-executive director of the Company since 2000. A Fellow of The Institute of Chartered Accountants in Australia and a member of the Malaysian Institute of Accountants. He was an accountant in public practice in Malaysia and a partner at KPMG until his retirement. Male aged 88.

Chew Beow Soon

A non-executive director of the Company since 2000. A director of several private limited companies and the head of an insurance agency business in Malaysia. Male aged 72.

AUDIT COMMITTEE

Diong Chin Teck (Chairperson)

Chew Beow Soon (Member)

COMPANY SECRETARY

Lim Kim Teck

HEAD OFFICE, MANAGING AGENTS

AND MALAYSIAN REGISTRARS

Plantation Agencies Sdn. Berhad

3(rd) Floor,

No. 2, Lebuh Pantai,

10300 George Town, Penang, Malaysia.

P.O.Box 706,

10790 Penang, Malaysia.

REGISTERED OFFICE

Neville Registrars Limited

Neville House

Steelpark Road

Halesowen

West Midlands

B62 8HD

U.K. REGISTRARS

Neville Registrars Limited

Neville House

Steelpark Road

Halesowen

West Midlands

B62 8HD

AUDITOR

Mazars LLP

First Floor

Two Chamberlain Square

Birmingham

B3 3AX

United Kingdom

LISTING

London Stock Exchange

Chairman's statement

On behalf of the Board of Directors, I am pleased to present to you the Annual Report and Audited Financial Statements of Hidong Estate Plc for the financial year ended 31 March 2021.

The Company recorded profit before tax of RM58,507 (2019: RM244,089) for the financial year ended 31 March 2021. The decrease in profit was mainly attributed to lower interest income of RM273,805 (2020 : RM443,586) as Malaysia's central bank had reduced interest rates to a record low, attempting to cushion the negative impact of the coronavirus pandemic.

The economic damage caused by the COVID-19 pandemic is largely driven by a fall in demand, meaning that there are less consumers willing to purchase the goods and services available in the global economy. As companies start to reduce employment to make up for lost revenue, the worry is that this will create a downward economic spiral when these newly unemployed workers can no longer afford to purchase as many goods and services as before. This dynamic makes the economists contemplate whether the COVID-19 pandemic could lead to a global recession on the scale of the Great Depression.

Even as the Covid-19 pandemic continues to disrupt and pose uncertainties to the Malaysian and global economy, there is a note of positivity from worldwide vaccination programs and government stimulus measures. Nevertheless, the Company had put in place guiding principles to manage liquidity and costs.

The Board remained prudent and continued its disciplined approach by maintaining the Company's assets in liquid form. With this, the Company maintains sufficient levels of cash or readily convertible investments to quickly respond to opportunities should they eventualise.

Lastly, I wish to thank our valued shareholders for their steadfast support and loyalty and my appreciation also goes to fellow Board members and management for their co-operation, dedication and contribution to the Company.

CHEW SING GUAN

Chairman

Penang, Malaysia

28 July 2021

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 business 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 it is the strategy adopted by the Company to preserve and grow value for shareholders.

The Company's investment strategy is to maintain the majority of its funds in fixed income deposits to derive stable returns. The Company allocates a smaller portion of its funds to be invested in quoted securities with track record of dividend payment to derive some income and hopefully derive capital gains in the longer term from such investments.

The Company's performance in its investment activities is highlighted as follows:

 
                             2021      2020 
                               RM        RM 
 Income from investments     78,211    40,992 
 Interest receivable on 
  short 
  term bank deposits        273,805   443,586 
 

Interest income for the financial year ended 31 March 2021 was lower than that for the last financial year mainly due to the Malaysia's central bank reduction of interest rates to a record low, attempting to cushion the negative impact of the coronavirus pandemic. Dividend income from quoted investments during the financial year ended 31 March 2021 was higher compared with the income in the last financial year. The 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 though it is acknowledged that values will fluctuate over time. The principal risks and the steps the Company has taken to manage these risks are disclosed in note 12 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 other than a single director, and no internal operations. The Company has therefore not reported further in respect of these provisions in this Annual Report.

COVID-19 impact

On 11 March 2020, the World Health Organisation declared the Coronavirus ("Covid-19") outbreak as a pandemic in recognition of its rapid spread across the globe. On 16 March 2020, the Malaysian Government has imposed the Movement Control Order ("MCO") starting from 18 March 2020 to curb the spread of the Covid-19 outbreak in Malaysia. The Covid-19 outbreak also resulted in travel restriction, lockdown and other precautionary measures imposed in various countries. As at the date of this report, the MCO is still in effect with modifications made by the Malaysian Government from time to time based on its assessment of the situation. The emergence of the Covid-19 outbreak since early 2020 has brought significant economic uncertainties in Malaysia which is the primary market in which the Company operates.

The directors have performed assessments on the overall impact of the situation on the Company's operations and financial implications, including the recoverability of the carrying amount of assets and subsequent measurement of assets and liabilities, and concluded that there is no material adverse effect on the financial statements for the financial year ended 31 March 2021.

Given the fluidity of the situation, the directors will continuously monitor the impact of Covid-19 and take appropriate and timely measures to minimise the impact of the outbreak on the Company's operations.

SECTION 172(1) STATEMENT

The directors of Hidong Estate Plc have acted in accordance with their duties codified in law, which include their duty to act in the way in which they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the stakeholders and matters set out in section 172(1) of the Companies Act 2006.

Section 172 considerations, where appropriate, are included in decision making at Board level. Issues, factors and stakeholders which the directors have considered when discharging their duty under section 172(1) are set out below.

Having regard to the likely consequences of any decision in the long term

The Board has been actively identifying suitable investments for the Company after the disposal of its plantation business and assets. Currently the Company's assets comprise mainly cash and bank deposits 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 it is the strategy adopted by the Company to preserve and grow value for shareholders pending suitable investments being identified.

Having regard to the interests of the Company's employees

The Company has no employees as all of the Company's day-to-day management and administrative functions are outsourced to third parties.

Having regard to the need to foster the Company's business relationships with suppliers, customers and others

Suppliers

The Board seeks to balance the benefits of maintaining good relationships with suppliers alongside the need to obtain value for money and the desired quality and service levels for the Company. The Board maintains a practice of ensuring settlement according to the terms of payment agreed at the commencement of business with suppliers provided that the suppliers have complied with the terms and conditions of the supply agreement.

Customers

The Company has no direct customer as its income is derived from interest generated from deposits and investments.

Regulators

The Company strives to comply with the relevant laws and regulations in the jurisdictions in which it is registered and operates. The Company has engaged professional firms to attend to its statutory and regulatory obligations to ensure compliance.

The Company manages its tax affairs responsibly to comply with tax legislation. The Company's approach is to engage with the tax authorities constructively, honestly and in a timely and professional manner, and seeks to resolve any disputed matter through active and transparent engagement. The Company engages a professional firm to act on its behalf in all its dealings with the tax authorities.

Having regard to the impact of the Company's operations on the community and the environment

Due to the nature of the Company's activities, there is negligible negative impact of its operations on the community and the environment.

Having regard to the desirability of the Company maintaining a reputation for high standards of business conduct

Corporate governance

The Board recognises the importance of good corporate governance and you can read about how the Company strives to comply with the UK Corporate Governance Code and the Company's approach to governance on pages 10 to 16 in this Annual Report.

Ethical business conduct

The Board maintains a practice of fair and ethical dealings with its suppliers, regulators and other stakeholders to maintain the Company's reputation for high standards of business conduct.

Having regard to the need to act fairly as between members of the Company

The Company has just one class of share in issue and so all shareholders benefit from the same rights, as set out in the Company's articles of association and the Companies Act 2006. The Board recognises its legal and regulatory duties and does not take any decisions or actions, such as selectively disclosing confidential or inside information, that would provide any shareholder or group of shareholders with any unfair advantage or position compared to the shareholders as a whole. The Annual General Meeting is the principal forum for dialogue with shareholders with regards to matters affecting shareholders' interest.

VIABILITY STATEMENT

As at the end of the financial year, the Company's assets comprise approximately 87.6% (2020: 91.4%) in cash and deposits and 12.2% (2020: 7.8%) 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 2024, 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 borrowings.

Reporting on certain matters is considered to be impractical for the entity and as a result have not been specifically commented upon. These include environmental matters and community issues. Specifically in relation to carbon dioxide emissions the activities of the company are such that its emissions are negligible.

Approval

This report was approved by the Board of Directors on 28 July 2021 and signed on its behalf:

   CHEW SING GUAN                                                 CHEW BEOW SOON 
   Chairman                                                                  Director 

Penang, Malaysia

Report of the directors

The directors present their Annual Report of the Company for the financial year ended 31 March 2021.

RESULTS AND DIVID

The Company made a loss after tax of RM3,621 for the current financial year as compared to profit after tax of RM483,527 in the previous year due to lower interest income as a result of significant drop in interest rates. The directors do not recommend any final dividend to be paid for the current financial year (2020: RM Nil).

DIRECTORS

The names and sex 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 Beow Soon will retire by rotation at the forthcoming annual general meeting and, being eligible, offers himself for re-election.

Qualifying third party indemnity provisions are not in place in respect of the Company's directors.

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 which 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.

The Directors Chew Beow Soon and Diong Chin Teck each hold 1,000 ordinary shares.

EFFECT OF THE WITHDRAWAL OF THE UNITED KINGDOM FROM THE EUROPEAN UNION

The withdrawal of the United Kingdom from the European Union does not have any material impact on the business of the Company.

TAXATION

The Company is tax resident in Malaysia.

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. As there are no trade creditors at the year-end there is no creditor days disclosure to provide.

CORPORATE GOVERNANCE

As at the date of this report the Company is not in full compliance with certain provision regarding the audit committee contained within the UK Corporate Governance Code (2018), in relation to annual consideration for the need of an internal audit function.

The Company has not applied with the above provision of the code, due to its size and 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

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.

External Auditor

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 auditor.

The current external auditor was appointed in 2017 and has been re-appointed annually since then. The Company last conducted a tender for external auditors in 2017. 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 auditor 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 three times a year. During the year ended 31 March 2021 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 
  Diong Chin Teck        3/3 
  Chew Beow Soon         3/3 
 

Directors (Cont'd)

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.

The Board consists of the executive Chairman, Mr. Chew Sing Guan and two independent non-executive directors namely Mr. Diong Chin Teck and Mr. Chew Beow Soon. Even though both non-executive directors have been in post for more than nine years, the Board is satisfied that they have continued to demonstrate independence in terms of character and judgement.

In non-compliance with provision 2.9 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 two 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 2.12 and 2.14 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 2.10 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 5.32 - 5.41 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 provision 5.32 of the Corporate Governance code.

Due to the size of the Board, the directors evaluate the performance of the Board, the Audit Committee and the individual directors collectively.

Directors (Cont'd)

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 two independent non-executive directors, Mr. Diong Chin Teck (Chairperson) and Mr. Chew Beow Soon. The terms of reference of the Audit Committee are set out on page 41 and 42 of this Annual Report.

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 2021, the Audit Committee met three times and the attendances of the members of the Committee are as follows:

 
                          Attendance 
 Diong Chin Teck          3/3 
  Chew Beow Soon           3/3 
 

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;

- reviewed the system of internal controls put in place by the Managing Agents to manage the operations of the Company;

   -     reviewed the external auditor's scope of work and audit plans for the year; and 

- discussed the findings of the external auditor in respect of the 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 and 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 auditor's 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 AUDITOR

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

The Directors have performed appropriate procedures to confirm the Company's going concern status. This included reviewing the potential impacts of COVID-19 , which may impact future interest and dividend income arising from decline in interest rates and dividends declared by the companies in which the Company has invested.

The longer-term impact of the Covid-19 pandemic on macro-economic conditions and the Malaysian market is as yet uncertain and therefore, the Company is taking a prudent approach to investing in listed equities and will conserve cash as well as control costs.

The Directors are satisfied in light of their enquiries and assessment of the financial position and financial performance of the Company, that they 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.

POST BALANCE SHEET EVENTS

There were no significant events after the balance sheet date.

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 a 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 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.

MATTERS COVERED IN THE STRATEGIC REPORT AND FINANCIAL STATEMENTS

As permitted by Paragraph 1A of Schedule 7 to the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008 certain matters which are required to be disclosed in the Directors' Report have been omitted as they are included in the Strategic Report on pages 6-9 and in note 12 of the Financial Statements. These matters relate to the future developments of the Company and its business relationships with suppliers, customers and others which have been disclosed in the Strategic Report and financial risk management which has been disclosed in note 12 of the Financial Statements.

ENERGY AND CARBON REPORTING

The Company has consumed less than 40,000kWh of electricity during the reporting period and therefore is exempt from the related energy and carbon reporting requirements.

AUDITOR

As recommended by the Audit Committee, a resolution for the re-appointment of Mazars LLP as auditor to the Company will be proposed at the 2021 Annual General Meeting.

Approval

This report was approved by the Board of Directors on 28 July 2021 and signed on its behalf:

   CHEW SING GUAN                                                 CHEW BEOW SOON 
   Chairman                                                                  Director 

Penang, Malaysia

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 2021.

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. There were no issues raised in respect of voting on either at the Annual General Meeting of the Company.

The regulations require the auditor to report to the Company's members on the "auditable part" of the Directors' Remuneration Report. 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 2021, 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:

 
                                 2021    2020 
                                  RM      RM 
 
 Emoluments                      3,422   3,324 
                                ------  ------ 
                                 2021    2020 
                                  RM      RM 
 Directors' emoluments - fee 
 Executive Director 
 Chew Sing Guan                  1,284   1,246 
 
 Non-executive Directors 
 Diong Chin Teck                 1,069   1,039 
 Chew Beow Soon                  1,069   1,039 
                                ------  ------ 
                                 3,422   3,324 
                                ------  ------ 
 

Approval

This report was approved unanimously by the Board of Directors on 28 July 2021 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 include 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 faced.

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

Penang, Malaysia

28 July 2021

Independent auditor's report to the members of Hidong Estate Plc

Opinion

We have audited the financial statements of Hidong Estate Plc (the 'company') for the year ended 31 March 2021 which the Profit & Loss Account, the Balance Sheet, the Statement of Other Comprehensive Income, the Statement of Changes in Equity, the Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

-- give a true and fair view of the state of the company's affairs as at 31 March 2021 and of its loss for the year then ended;

-- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

   --      have been prepared in accordance with the requirements of the Companies Act 2006. 

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, as applied to SME listed entities and public interest entities and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Our audit procedures to evaluate the directors' assessment of the company's ability to continue to adopt the going concern basis of accounting included but were not limited to:

-- Undertaking an initial assessment at the planning stage of the audit to identify events or conditions that may cast significant doubt on the company's ability to continue as a going concern;

-- Obtaining an understanding of the relevant controls relating to the directors' going concern assessment;

-- Making enquiries of the directors to understand the period of assessment considered by them, the assumptions they considered and the implication of those when assessing the company's future financial performance;

-- Considering the consistency of the directors' forecasts with our audit of other areas of the financial statements; and

-- Evaluating the appropriateness of the directors' disclosures in the financial statements on going concern.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

In relation to the company's reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to in relation to the directors' statement in the financial statements about whether the director's considered it appropriate to adopt the going concern basis of accounting.

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We summarise below the key audit matters in forming our audit opinion above, together with an overview of the principal audit procedures performed to address each matter and key observations arising from those procedures.

These matters, together with our findings, were communicated to those charged with governance through our Audit Completion Report.

 
 Key Audit Matter                      How our scope addressed this 
                                        matter 
 Existence and valuation of cash            Our procedures over the existence 
  and listed investments                     and valuation of the company's 
  The company's portfolio of listed          portfolio of cash and listed 
  investments, cash deposits and             investments included, but were 
  cash balance makes up 99% of               not limited to, the following: 
  total assets by value and is 
  considered to be the key driver             *    reviewing and assessing the design and implementation 
  of operations and performance                    of controls in place to record investment 
  results.                                         transactions and to value the portfolio; 
 
  Cash or listed investments are 
  not considered to be subject                *    agreeing the valuation of all listed investments to 
  to a significant level of judgment               externally quoted prices; and 
  because they comprise liquid 
  and, in the case of investments, 
  quoted, investments which are               *    agreeing all cash and listed investment holdings to 
  valued using current bid price                   third party confirmations. 
  under FRS 102. 
 
  However, due to their significance 
  in the context of the financial            Based on the procedures performed 
  statements as a whole, they                above, we did not identify any 
  are considered to be the areas             material misstatements in relation 
  which had the greatest effect              to the existence or valuation 
  on our overall audit strategy              of cash and listed investments. 
  and allocation of resources 
  in planning and completing our 
  audit. 
                                      ------------------------------------------------------------------ 
 

Our application of materiality and an overview of the scope of our audit

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and on the financial statements as a whole. Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

 
 Overall materiality       RM 125,755 
 How we determined it      Materiality has been determined with 
                            reference to a benchmark of total 
                            assets, of which it represents 1%. 
                          --------------------------------------------- 
 Rationale for benchmark   We used total assets to calculate 
  applied                   our materiality as, in our view, this 
                            is the most relevant measure of the 
                            underlying financial performance of 
                            the company due to the majority of 
                            balances comprising of deposits, cash 
                            and investments. 
                          --------------------------------------------- 
 Performance materiality   Performance materiality is set to 
                            reduce to an appropriately low level 
                            the probability that the aggregate 
                            of uncorrected and undetected misstatements 
                            in the financial statements exceeds 
                            materiality for the financial statements 
                            as a whole. 
 
                            Performance materiality was set at 
                            RM88,029 (70%). 
                          --------------------------------------------- 
 Reporting threshold       We agreed with the directors that 
                            we would report to them misstatements 
                            identified during our audit above 
                            RM 3,773 as well as misstatements 
                            below that amount that, in our view, 
                            warranted reporting for qualitative 
                            reasons. 
                          --------------------------------------------- 
 

As part of designing our audit, we assessed the risk of material misstatement in the financial statements, whether due to fraud or error, and then designed and performed audit procedures responsive to those risks. In particular, we looked at where the directors made subjective judgements such as making assumptions on significant accounting estimates.

We tailored the scope of our audit to ensure that we performed sufficient work to be able to give an opinion on the financial statements as a whole. We used the outputs of a risk assessment, our understanding of the company, its environment, controls and critical business processes, to consider qualitative factors in order to ensure that we obtained sufficient coverage across all financial statement line items.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, the part of the directors' remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

-- 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 and those reports have been prepared in accordance with applicable legal requirements;

-- the information about internal control and risk management systems in relation to financial reporting processes and about share capital structures, given in compliance with rules 7.2.5 and 7.2.6 in the Disclosure Guidance and Transparency Rules sourcebook made by the Financial Conduct Authority (the FCA Rules), is consistent with the financial statements and has been prepared in accordance with applicable legal requirements; and

-- information about the company's corporate governance code and practices and about its administrative, management and supervisory bodies and their committees complies with rules 7.2.2, 7.2.3 and 7.2.7 of the FCA rules.

Matters on which we are required to report by exception

In light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in;

   --      the Strategic Report or the Directors' Report; or 

-- the information about internal control and risk management systems in relation to financial reporting processes and about share capital structures, given in compliance with rules 7.2.5 and 7.2.6 of the FCA Rules

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

-- adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or

-- the company 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; or 
   --      a corporate governance statement has not been prepared by the company 

Corporate governance statement

The Listing Rules require us to review the directors' statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the entity's compliance with the provisions of the UK Corporate Governance Statement specified for our review.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit:

-- Directors' statement with regards the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified [set out on page 15];

-- Directors' explanation as to its assessment of the entity's prospects, the period this assessment covers and why they period is appropriate [set out on page 15].

   --      Directors' statement on fair, balanced and understandable [set out on page 13]; 

-- Board's confirmation that it has carried out a robust assessment of the e-merging and principal risks [set out on page 38];

-- The section of the annual report that describes the review of effectiveness of risk management and internal control systems [set out on page 14]; and;

   --      The section describing the work of the audit committee [set out on page 13] 

Responsibilities of Directors

As explained more fully in the directors' responsibilities statement set out on pages 19, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

Based on our understanding of the company and its industry, we identified that the principal risks of non-compliance with laws and regulations related to the tax legislation, anti-bribery, corruption and fraud and money laundering and we considered the extent to which non-compliance might have a material effect on the financial statements.

In identifying and assessing risks of material misstatement in respect to irregularities including non-compliance with laws and regulations, our procedures included but were not limited to:

-- At the planning stage of our audit, gaining an understanding of the legal and regulatory framework applicable to the company, the industry in which it operates and considered the risk of acts by the company which were contrary to the applicable laws and regulations;

-- Discussing with the directors and management the policies and procedures in place regarding compliance with laws and regulations;

-- Discussing amongst the engagement team the identified laws and regulations, and remaining alert to any indications of non-compliance; and

-- During the audit, focusing on areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience and through discussions with the directors (as required by auditing standards), from inspection of the company's regulatory and legal correspondence and review of minutes of directors' meetings in the year. We identified that the principal risks of non-compliance with laws and regulations related to breaches of regulatory requirements of the FCA. We also considered those other laws and regulations that have a direct impact on the preparation of financial statements, such as the Companies Act 2006 and Malaysian tax legislation.

Our procedures in relation to fraud included but were not limited to:

-- Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;

-- Gaining an understanding of the internal controls established to mitigate risks related to fraud;

-- Discussing amongst the engagement team the risks of fraud such as opportunities for fraudulent manipulation of financial statements, and determined that the principal risks were related to posting manual journal entries to manipulate financial performance and significant accounting estimates and significant one-off or unusual transactions]; and

-- Addressing the risks of fraud through management override of controls by performing journal entry testing.

The primary responsibility for the prevention and detection of irregularities including fraud rests with both those charged with governance and management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

As a result of our procedures, we did not identify any key audit matters relating to irregularities. The risks of material misstatement that had the greatest effect on our audit, including fraud, are discussed under "Key audit matters" within this report.

Due to 100% of the company's activities residing in Malaysia, the audit work is undertaken primarily by a component auditor under the direction of the statutory auditor, Mazars LLP. In relation to the Key Audit Matter, additional work was performed by the statutory auditor as appropriate.

A further description of our responsibilities is available on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities .

Other matters which we are required to address

Following the recommendation of the audit committee, we were appointed by the Board of Directors on 25 September 2017 to audit the financial statements for the year ending 31 March 2017 and subsequent financial periods. The period of total uninterrupted engagement is 5 years, covering the years ending 31 March 2017 to 31 March 2021.

The non-audit services prohibited by the FRC's Ethical Standard were not provided to the company and we remain independent of the company in conducting our audit.

Our audit opinion is consistent with the additional report to the audit committee.

Use of the audit report

This report is made solely to the company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company's members as a body for our audit work, for this report, or for the opinions we have formed.

Louis Burns (Senior Statutory Auditor)

for and on behalf of Mazars LLP

Chartered Accountants and Statutory Auditor

First Floor

Two Chamberlain Square

Birmingham

B3 3AX

United Kingdom

Date: 28 July 2021

Statement of Comprehensive Income for the year ended 31 March 2021

 
                                                    2021        2020 
                                           Note      RM          RM 
 
 Administrative expenses                          (293,209)   (240,489) 
 Operating loss                                   (293,209)   (240,489) 
 Income from investments                             78,211      40,992 
 Interest receivable and similar income             273,805     443,586 
                                                 ----------  ---------- 
 Profit on ordinary activities before 
  taxation                                  2        58,807     244,089 
 Tax on profit on ordinary activities       3      (62,428)     239,438 
                                                 ----------  ---------- 
 (Loss)/profit for the financial year               (3,621)     483,527 
                                                 ----------  ---------- 
 
 
 Other Comprehensive Income 
 Unrealised gain/(loss) on investments      462,116   (272,161) 
                                          ---------  ---------- 
 Total Comprehensive Income for the 
  year                                      458,495     211,366 
                                          ---------  ---------- 
 
 
 
   Basic and diluted (loss)/profit per       (0.21) 
   10p share                             4      sen     28.22 sen 
                                            -------    ---------- 
 

The results stated above are all derived from continuing operations.

Company Number: 00188390

The notes on pages 32 to 39 form part of these financial statements.

Balance sheet as at 31 March 2021

 
                                          Note      2021         2020 
                                                     RM           RM 
 
 Fixed assets 
 Investments                               5      1,532,238      939,244 
 
 Current assets 
 Current tax assets                                  27,572            - 
 Accrued interest income                             33,169      103,753 
 Deposits                                  10    10,750,000   10,950,000 
 Cash at bank and in hand                  11       232,540      126,035 
                                                 11,043,281   11,179,788 
                                                -----------  ----------- 
 Current liabilities 
 Creditors: amounts falling due within 
  one year                                 6      (110,000)    (112,008) 
                                                -----------  ----------- 
                                                  (110,000)    (112,008) 
                                                -----------  ----------- 
 
 Net current assets                              10,933,281   11,067,780 
 
 Net assets                                      12,465,519   12,007,024 
                                                -----------  ----------- 
 
   Capital and reserves 
 Called up share capital                   7      1,067,846    1,067,846 
 Revaluation reserve                       8        496,939       34,823 
 Profit and loss reserve                   8     10,900,734   10,904,355 
 
 Shareholders' funds                             12,465,519   12,007,024 
                                                -----------  ----------- 
 

These financial statements were approved by the Board of Directors on 28 July 2021.

   CHEW SING GUAN                                                    ) 
                                                                                       )           Directors 

)

   CHEW BEOW SOON                                                  ) 

Company Number: 00188390

The notes on pages 32 to 39 form part of these financial statements.

Statement of Changes in Equity for the year ended 31 March 2021

 
                         Called up                     Profit 
                     share capital    Revaluation    and loss 
                                          reserve     reserve    Total equity 
                                RM             RM          RM              RM 
 
  At 1 April 2019        1,067,846        306,984  10,420,828      11,795,658 
 
 
  Comprehensive income for 
   the year 
  Profit for the year        --483,527  483,527 
 
 
  Other comprehensive income 
   for the year 
  Unrealised loss on investments                -       (272,161)               -       (272,161) 
 
                                   --------------  --------------  --------------  -------------- 
  Total comprehensive income 
   for the year                                 -       (272,161)         483,527         211,366 
 
                                   --------------  --------------  --------------  -------------- 
  At 31 March 2020                      1,067,846          34,823      10,904,355      12,007,024 
 
 
 
  At 1 April 2020                       1,067,846          34,823      10,904,355      12,007,024 
 
  Comprehensive income for 
   the year 
  Loss for the year                             -               -         (3,621)         (3,621) 
 
  Other comprehensive income 
   for the year 
  Unrealised gain on investments                -         462,116               -         462,116 
 
                                   --------------  --------------  --------------  -------------- 
  Total comprehensive income 
   for the year                                 -         462,116         (3,621)         458,495 
 
                                   --------------  --------------  --------------  -------------- 
  At 31 March 2021                      1,067,846         496,939      10,900,734      12,465,519 
 
 

The notes on pages 32 to 39 form part of these financial statements.

Statement of Cash Flows for the year ended

31 March 2021

 
                                           Note     2021        2020 
                                                     RM          RM 
 Cash flows from operating activities 
 (Loss)/profit for the year                         (3,621)     483,527 
 Adjustments for: 
 Interest receivable and similar income           (273,805)   (443,586) 
 Income from investments                           (78,211)    (40,992) 
 Taxation                                   3        62,428   (239,438) 
                                                 ----------  ---------- 
                                                  (293,209)   (240,489) 
 Increase in other creditors                          9,130       4,870 
                                                  (284,079)   (235,619) 
 Tax paid                                         (101,138)   (170,055) 
                                                 ----------  ---------- 
 Net cash used in operating activities            (385,217)   (405,674) 
                                                 ----------  ---------- 
 Cash flows from investing activities 
 Income from investments                             78,211      40,992 
 Interest received                                  344,390     359,146 
 Purchase of investments                          (130,879)    (49,610) 
 Decrease in deposits                       10      200,000      50,000 
                                                 ----------  ---------- 
 Net cash from investing activities                 491,722     400,528 
                                                 ----------  ---------- 
 Cash flows from financing activities                     -           - 
 
 Net increase/(decrease) in cash and 
  cash equivalents                                  106,505     (5,146) 
                                                 ----------  ---------- 
 
   Cash and cash equivalents at 1 April             126,035     131,181 
 
 
 Cash and cash equivalents at 31 March    11   232,540   126,035 
 

The notes on pages 32 to 39 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 

The Company is incorporated in England and Wales.

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"). The presentation and functional currency of these financial statements is Ringgit Malaysia (RM).

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)       Basis of preparation 

The March 2018 edition of FRS 102 includes amendments arising from the Financial Reporting Council's triennial review of the standard. There is no material effect on the amounts recognised in these financial statements as a result of adopting these amendments.

   (b)       Measurement convention 

The financial statements are prepared on the historical cost basis except certain financial instruments measured at fair value.

   (c)       Going concern 

The Directors have performed appropriate procedures to confirm the Company's going concern status. This included reviewing the potential impacts of COVID-19 , which may impact future interest and dividend income arising from decline in interest rates and dividends declared by the companies in which the Company has invested.

The longer-term impact of the Covid-19 pandemic on macro-economic conditions and the Malaysian market is as yet uncertain and therefore, the Company is taking a prudent approach to investing in listed equities and will conserve cash as well as control costs.

The Directors are satisfied in light of their enquiries and assessment of the financial position and financial performance of the Company, that they have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.

   (d)       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 relating to changes in the fair value of investments are recognised in other comprehensive income. Other exchange gains or losses are included in the profit and loss account.

Notes (continued)

   1          ACCOUNTING POLICIES (continued) 
   (e)       Taxation 

The Company is tax resident in Malaysia.

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)        Financial instruments 

The Company has chosen to apply the recognition and measurement provisions of IFRS 9 (as adopted for use in the EU) and the disclosure requirements of FRS 102 in respect of 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.

The accounting policy for the Company's investments in quoted equity investments have been disclosed in accounting policy (j).

   (g)       Income 

Interest income is recognised in the Profit and Loss Account using the effective interest method.

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

Notes (continued)

   1          ACCOUNTING POLICIES (continued) 
   (h)       Cash and cash equivalents 

Cash and cash equivalents comprise cash at bank and on hand.

   (i)         Deposits 

Deposits represent cash held on deposit with maturity periods of 6 months and with penalties payable for early withdrawal.

   (j)         Investments 

The Company measures its quoted equity investments at fair value. Gains or losses are recognised in other comprehensive income.

   (k)       Key areas of management judgement and estimation and uncertainty 

The preparation of the financial statements in conformity with generally accepted accounting principles requires the directors to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results in the future could differ from those estimates. In this regards, the Directors believe that there are no critical accounting policies where judgements or estimations are necessarily applied in the financial statements.

   2          NOTES TO THE PROFIT AND LOSS ACCOUNT 

The profit on ordinary activities before taxation is stated:

 
                                                 2021      2020 
                                                  RM        RM 
 After charging: 
    Directors' remuneration * 
     - Chew Sing Guan                            1,284     1,246 
     - Diong Chin Teck                           1,069     1,039 
     - Chew Beow Soon                            1,069     1,039 
 
      Auditor's remuneration 
      - Audit of these financial statements    123,616   105,535 
 
 and after crediting: 
    Interest income                            273,805   443,586 
    Income from investments                     78,211    40,992 
 
 

* Directors' remuneration totalling RM3,422 (2020: RM3,324) is in respect of directors' fees for duties performed outside the United Kingdom.

Notes (continued)

   3          TAX ON PROFIT ON ORDINARY ACTIVITIES 
 
                      2021       2020 
                       RM         RM 
 Foreign taxation 
  - current year     62,428     101,137 
   - prior year           -   (340,575) 
                    -------  ---------- 
                     62,428   (239,438) 
                    -------  ---------- 
 

The tax charge for the year is higher than (2020: lower than) the standard rate of corporation tax in the Malaysia of 24% (2020: 24%). The differences are explained below.

 
 
                                         2021        2020 
                                          RM          RM 
 
 Profit before tax                       58,807       244,089 
                                      ---------  ------------ 
 
 Current tax at 24% (2020: 24%)          14,114        58,581 
 Expenses not deductible for tax 
  purposes                               67,085        52,394 
 Income not subject to tax             (18,771)       (9,838) 
 Adjustments in respect of previous 
  periods                                     -     (340,575) 
                                      ---------  ------------ 
                                         62,428     (239,438) 
                                      ---------  ------------ 
 

The income tax is calculated at the Malaysian statutory rate of 24% (2020: 24%) of the estimated taxable profit for the fiscal year.

   4          BASIC AND DILUTED PROFIT PER ORDINARY SHARE OF 10P EACH 

This is based on the loss after tax of RM3,621 (2020: profit RM483,527) and 1,713,334 shares (2020: 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 2021 or 2020 between the basic and diluted profit per share as there are no potentially dilutive shares, including share options and warrants, to convert.

Notes (continued)

   5          INVESTMENTS 
 
                           2021        2020 
                            RM          RM 
 
 At beginning of year      939,244   1,161,795 
 Additions                 130,878      49,610 
 Change in fair value      462,116   (272,161) 
 Disposals                       -           - 
 At end of year          1,532,238     939,244 
                        ----------  ---------- 
 
   6          CREDITORS: Amounts falling due within one year 
 
                              2021      2020 
                               RM        RM 
 
 Other creditors             110,000   100,870 
 Corporation tax creditor          -    11,138 
                             110,000   112,008 
                            --------  -------- 
 
   7          SHARE CAPITAL 
 
                                          2021        2020 
                                           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 

Revaluation reserve

The revaluation reserve relates to the cumulative fair value adjustments to investments.

Profit and loss reserve

The profit and loss reserve comprises of the cumulative profits of the Company.

Notes (continued)

   9          EMPLOYEES 

There are no employees, other than a Director, which has been disclosed in note 2.

   10        DEPOSITS 
 
                2021         2020 
                 RM           RM 
 
 Deposits    10,750,000   10,950,000 
            -----------  ----------- 
 

The effective interest rates of term deposits as at 31 March 2021 ranged from 1.90% to 2.05% (2020: 2.75% to 3.60%) per annum.

   11        CASH AT BANK AND IN HAND 
 
                              2021      2020 
                               RM        RM 
 
 Cash at bank and in hand    232,540   126,035 
                            --------  -------- 
 
   12        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.

Notes (continued)

   12        FINANCIAL INSTRUMENTS (continued) 
   (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 2021. 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                 Within 1 
                           rate per annum       Total         year 
 Financial Assets                %                RM           RM 
 
   2021 
 Short term deposits           1.98           10,750,000   10,750,000 
 
   2020 
 Short term deposits           3.42           10,950,000   10,950,000 
 
   (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 are not significant.

   (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 deposits, presented in note 10 of RM10,750,000 and RM10,950,000 at 31 March 2021 and 2020 respectively. Bank balances are held with reputable and established financial institutions. There is also some limited exposure on cash at bank as disclosed in note 11 and accrued interest income as disclosed on the balance sheet.

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.

Notes (continued)

   12        FINANCIAL INSTRUMENTS (continued) 
   (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 RM76,000 (2020: RM46,000); an equal change in the opposite direction would have decreased equity by RM76,000 (2020: RM46,000). Price risk is mitigated by regular review of investments by management.

   (h)       Cash flow risk 

The Company's assets include 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.

   13.       RELATED PARTY TRANSACTIONS AND BALANCES 

The related party transactions undertaken by the Company during the financial year are as follows:

 
 
 
 Purchases and sales of quoted shares 
  through                                             2021      2020 
    Mercury Securities Sdn. Bhd. ("MSSB"),             RM        RM 
    a company in which, Chew Sing Guan, 
     director, 
    has control 
 
 
      *    Purchase of quoted shares                 128,774   47,018 
                                                    --------  ------- 
 No amounts outstanding at the year 
  end 
 
 
      *    Sale of quoted shares                           -        - 
                                                    --------  ------- 
 
          Agency fees payable to Plantation 
          Agencies Sdn. Berhad, a company in 
          which Chew Sing Guan is also a Director     26,400   41,400 
                                                    --------  ------- 
 
 

The terms and conditions for the above transactions are based on normal trade terms.

Comparative statistics - non audited

 
 Year ended 31 March                2021         2020         2019         2018         2017 
                                     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                        11,397,673   10,939,178   10,727,812   10,705,634   10,455,950 
                                -----------  -----------  -----------  -----------  ----------- 
 Total shareholders' funds       12,465,519   12,007,024   11,795,658   11,773,480   11,523,796 
                                -----------  -----------  -----------  -----------  ----------- 
 
 Investments                      1,532,238      939,244    1,161,795    1,286,452    1,141,457 
 Net current assets              10,933,281   11,067,780   10,633,863   10,487,028   10,382,339 
                                 12,465,519   12,007,024   11,795,658   11,773,480   11,523,796 
 
 PROFIT AND LOSS 
  ACCOUNT ANALYSIS 
 
 Loss before interest and 
  taxation                        (214,998)    (199,497)    (191,493)    (177,289)    (154,077) 
 
 Interest receivable                273,805      443,586      388,628      407,932      407,013 
 Taxation                          (62,428)      239,438     (88,607)     (92,680)     (89,281) 
 
 (Loss)/profit after taxation       (3,621)      483,527      108,528      137,963      163,655 
                                -----------  -----------  -----------  -----------  ----------- 
 

Terms of Reference for the Audit Committee

   1.           Members 

The members of the Committee shall be at least two non-executive directors. A majority of the members shall be independent non-executive directors.

   2.          Quorum 

The quorum of the Committee shall be two members.

   3.          Chairman 

The members of the Committee shall elect a Chairman from among their number.

   4.          Secretary 

The secretary of the Committee shall be the secretary of the Company or any other person so appointed by the Committee.

   5.          Meetings 

The Committee shall meet not less than three times a year. Other Board members shall also have the right of attendance. The external auditors may request a meeting if they consider that one is necessary.

   6.          Authority 

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.

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 if it considers this necessary.

   7.          Duties 

The duties of the Committee shall be to:

-- consider the appointment of the external auditor, the audit fee, and any questions of resignation or dismissal;

-- discuss and agree with the external auditors their audit plan, scope and extent of the audit;

   --      review   the   external   auditor's   management   letter   and   management's response; 
   --      review from time to time the cost effectiveness of the audit; 

-- review the Company's half-yearly and annual financial statements and announcement before submission to the Board for approval;

-- review the Company's system of internal control (including financial, operational compliance and risk management) and make recommendations to the Board;

-- review the proposed statement on the directors' review of the Company's system of internal control (including financial, operational compliance and risk management) prior to endorsement by the Board;

   --      review the Company's operating, financial and accounting policies and practices; 

-- consider other matters as defined by the Board or such other matters as the Committee considers appropriate.

   8.          Minutes 

The minutes of meetings of the Committee shall be circulated to all members of the Board.

 
 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 
                   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 20(th) day of September 2021 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 2021. 
                  -------------------------------------                                          -------  ------------ 
                   2.                                     To re-elect Mr. Chew Beow Soon 
                                                           who retires in accordance with 
                                                           article 108 of the Company's 
                                                           Articles of Association, and 
                                                           being eligible, offers himself 
                                                           for re-election. 
                  -------------------------------------  --------------------------------------  -------  ------------ 
                   3.                                     To re-appoint Mazars LLP as 
                                                           auditors and authorise the directors 
                                                           to fix their remuneration. 
                  -------------------------------------  --------------------------------------  -------  ------------ 
                   4.                                     To approve the Directors' 
                                                          Remuneration 
                                                          Report for the year ended 31 
                                                          March 2021. 
                  -------------------------------------  --------------------------------------  -------  ------------ 
                   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:- 
 
                                                              *    Mr. Diong Chin Teck 
 
 
                                                              *    Mr. Chew Beow Soon 
                  -------------------------------------  --------------------------------------  -------  ------------ 
 
                                                                             Number of shares held ................... 
 
                                                                           Signature ................................. 
                                                                         Date ........................................ 
 
 
 

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, 3(rd) Floor, 2 Lebuh Pantai, 10300 George Town, 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, 
  2 lebuh pantai, 
  10300 GEORGE TOWN, 
  Penang, Malaysia 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Please fold across the line and close

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